Quinton Byfield and the Los Angeles Kings made history on Tuesday night.
Quinton Byfield and the Los Angeles Kings made history on Tuesday night.
New York, New York--(Newsfile Corp. - October 28, 2020) - Rosen Law Firm, a global investor rights law firm, reminds the purchasers of the securities of Teva Pharmaceuticals Industries Limited (NYSE: TEVA) between October 29, 2015 and August 18, 2020, inclusive (the "Class Period"), of the important November 23, 2020 lead plaintiff deadline in securities class action. The lawsuit seeks to recover damages for Teva investors under the federal securities laws.To join the Teva ...
MONTRÉAL, Oct. 28, 2020 (GLOBE NEWSWIRE) -- Osisko Gold Royalties Ltd ("Osisko Royalties") (OR: TSX & NYSE) and Barolo Ventures Corp. ("Barolo") (BVC.H: TSX-V) are pleased to provide certain corporate updates on their previously-announced spin-out transaction, further to their joint news release dated October 5, 2020, which will result in a "Reverse Take-Over" of Barolo (the "RTO") under the policies of the TSX Venture Exchange (the "TSX-V"). In this news release, references to the "Resulting Issuer" or "Osisko Development" are to Barolo after the closing of the RTO. Execution of Definitive Amalgamation AgreementOn October 23, 2020, a definitive amalgamation agreement (the "Amalgamation Agreement") in respect of the RTO was executed among Osisko Royalties, Barolo, Osisko Development Holdings Inc. ("Osisko Subco"), a wholly-owned subsidiary of Osisko Royalties incorporated under the Business Corporations Act (British Columbia) (the "BCBCA"), and a wholly-owned subsidiary of Barolo ("Barolo Subco").The Amalgamation Agreement provides for, among other things, a three-cornered amalgamation (the "Amalgamation") pursuant to which (i) Osisko Subco will amalgamate with Barolo Subco under Section 269 of the BCBCA to form one corporation ("Amalco"), (ii) the securityholders of Osisko Subco will receive securities of the Resulting Issuer in exchange for their securities of Osisko Subco, (iii) Amalco will be merged into Barolo (by way of a voluntary dissolution) to form the Resulting Issuer, and (iv) the transactions will result in a RTO of Barolo in accordance with the policies of the Exchange, all in the manner contemplated by, and pursuant to, the terms and conditions of the Amalgamation Agreement.Pursuant to the Amalgamation Agreement, the common shares of Barolo ("Barolo Shares") outstanding immediately prior to the effective time of the Amalgamation will be consolidated on the basis of one (1) post-consolidation Barolo Share for each sixty (60) pre-consolidation Barolo Shares (the "Consolidation") and the name of Resulting Issuer will be changed to "Osisko Development Corp.". Completion of the proposed RTO is subject to, among other things, receipt of all necessary regulatory and shareholder approvals.The Amalgamation Agreement was negotiated at arm's length between representatives of Osisko Royalties and Barolo.Closing of Subscription Receipt FinancingConcurrent with the announcement of the RTO, Osisko Royalties and Barolo entered into an engagement letter dated October 5, 2020 with Canaccord Genuity Corp. and National Bank Financial Inc., on behalf of a syndicate of underwriters (collectively, the "Underwriters"), pursuant to which the Underwriters have agreed to sell, on a "bought deal" private placement basis, 13,350,000 subscription receipts of Osisko Subco (the "Subscription Receipts") at a subscription price of CDN $7.50 per Subscription Receipt (the "Issue Price") for gross proceeds of CDN $100 million (the "Financing").The Financing is expected to close tomorrow, October 29, 2020, with the gross proceeds of the Financing to be held in escrow pending the satisfaction of the escrow release conditions, which include the satisfaction of the conditions to the closing of the RTO, the conditional approval of the TSX-V to list the common shares of the Resulting Issuer ("Resulting Issuer Shares") issuable under the RTO and Financing, and certain other customary conditions. It is expected that the net proceeds from the Financing will primarily be used for the exploration and development of the Cariboo Gold Project and the San Antonio Gold Project, and general working capital purposes following completion of the RTO.This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States or any other jurisdiction. No securities may be offered or sold in the United States or in any other jurisdiction in which such offer or sale would be unlawful prior to registration under the U.S. Securities Act of 1933 or an exemption therefrom or qualification under the securities laws of such other jurisdiction or an exemption therefrom. Board and Management Composition and BiographiesThe Board of Directors of the Resulting Issuer is expected to include: Sean Roosen (Chair); Charles Page (Lead Director); John Burzynski; Joanne Ferstman; Michèle McCarthy; Duncan Middlemiss; and Éric Tremblay.Management of the Resulting Issuer is expected to include Sean Roosen (Chair and Chief Executive Officer); Chris Lodder (President); Luc Lessard (Chief Operating Officer); Benoit Brunet (Chief Financial Officer and Corporate Secretary); François Vézina (Vice President, Technical Services); Chris Pharness (Vice President, Sustainable Development); Maggie Layman (Vice President, Exploration); and a further technical team that will be transferred from Osisko Royalties to Osisko Development.The following are biographies of the currently proposed directors and senior officers of the Resulting Issuer:Sean Roosen, Chair of the Board of Directors and Chief Executive OfficerMr. Sean Roosen is the Chair of the Board of Directors and Chief Executive Officer of Osisko Royalties. As at the Transaction's closing, he will be the Executive Chair of Osisko. Mr. Roosen was a founding member of Osisko Mining Corporation (2003) and of EurAsia Holding AG, a European venture capital fund.Mr. Roosen has over 30 years of progressive experience in the mining industry. As founder, President, Chief Executive Officer and Director of Osisko Mining Corporation, he was responsible for developing the strategic plan for the discovery, financing and development of the Canadian Malartic mine. He also led the efforts for the maximization of shareholders' value in the sale of Osisko Mining Corporation, which resulted in the creation of Osisko Royalties. Mr. Roosen is an active participant in the resource sector and in the formation of new companies to explore for mineral deposits both in Canada and internationally.In 2017, Mr. Roosen received an award from Mines and Money Americas for best Chief Executive Officer in North America and was, in addition, named in the "Top 20 Most Influential Individuals in Global Mining". In prior years, he has been recognized by several organizations for his entrepreneurial successes and his leadership in innovative sustainability practices. Mr. Roosen is a graduate of the Haileybury School of Mines.Mr. Roosen serves on the board of directors of Osisko Mining and Victoria Gold Corp. as a representative of Osisko Royalties.Charles E. Page, Lead DirectorMr. Charles E. Page is a corporate director and has more than 40 years of experience in the mineral industry. During his career, Mr. Page has held progressive leadership roles in developing strategies to explore, finance and develop mineral properties in Canada and internationally. Mr. Page worked at Queenston Mining Inc. in various capacities, including President and Chief Executive Officer, from 1990 to its sale to Osisko Mining Corporation in 2012.Mr. Page holds a Bachelor of Science degree in Geological Science from Brock University and a Master of Science degree in Earth Science from the University of Waterloo. He is a Professional Geologist registered in the province of Ontario and Saskatchewan, and is also a Fellow of the Geological Association of Canada.John Burzynski, DirectorMr. John Burzynski currently serves as the Executive Chairman and Chief Executive Officer of Osisko Mining Inc., having served in those capacities since August 2015, and has been a director of Osisko Mining Inc. (formerly Oban Mining Corporation) since incorporation in February 2010. Mr. Burzynski is currently a director of Osisko Gold Royalties Ltd and, from June 2014 to August 2016, also served as the Senior Vice President, New Business Development. Mr. Burzynski holds a Bachelor of Science (Honours) degree in Geology from Mount Allison University, and a Master of Science in exploration and mineral economics from Queen's University. He is a registered P.Geo. in the province of Québec, and has over 30 years of experience as a professional geologist on international mining and development projects.Joanne Ferstman, DirectorMs. Joanne Ferstman is a corporate director and has been Lead Director of Osisko Royalties since 2014. She has over 20 years of progressive experience in the financial industry, where she was until 2012 President and Chief Executive Officer of Dundee Capital Markets Inc., a full service investment dealer with principal businesses that include investment banking, institutional sales and trading, and private client financial advisory. She has held several leadership positions within Dundee Corporation and DundeeWealth Inc., where she was responsible for strategic development, financial and regulatory reporting and risk management.Ms. Ferstman holds a Bachelor of Commerce and a Graduate degree in Public Accountancy from McGill University and is a Chartered Professional Accountant.Michèle McCarthy, DirectorMs. Michèle McCarthy is the President of McCarthy Law Professional Corporation, and President and Chief Executive Officer of Independent Review Inc. She is an experienced corporate director and has significant experience in corporate restructuring and regulatory compliance. Ms. McCarthy was the Chair of the boards of Sandy Lake Gold Inc., Big 8 Split Inc., TD Split Inc. and 5Banc Split Inc. She also served as a director and member of the Audit Committee and Risk Management Committees at Equity Financial Holdings Inc. She is the former Chair of the Toronto Port Authority and member of the Small Business Advisory Committee of the Ontario Securities Commission. From 1997 to 2002 she was the Chief Legal Officer, Director Compliance and Corporate Secretary for Deutsche Bank Canada and Deutsche Bank Securities and created its Schedule III bank branch (1997-2002) and consulted on the reorganization of UBS Bank (Canada) and the establishment of UBS AG Canada Branch. From 2007 to 2011, she was the Chief Legal Officer, Corporate Secretary, Chief Privacy Officer, Ombudsman and Head of Compliance for GMAC Residential Funding of Canada, ResMor Trust and Ally.Ms. McCarthy serves on the boards of the McMichael Foundation, The Rekai Centres and the Honourable Company of Freemen of the City of London in North America. She also served on the boards of Canada’s National Ballet School, the St. George’s Society of Toronto, the University of Toronto (Trinity College) and the Humber Memorial Hospital.Ms. McCarthy holds an LLB and LLM in Securities Law from Osgoode Hall and has been accredited with an ICD.D designation.Duncan Middlemiss, DirectorMr. Duncan Middlemiss, P.Eng, is the President and Chief Executive Officer and a director of Wesdome Gold Mines Ltd. Prior to joining Wesdome Gold Mines Ltd., he was President and Chief Executive Officer and a director of St. Andrew Goldfields Ltd. until its acquisition by Kirkland Lake Gold Inc. in January 2016. Mr. Middlemiss joined St. Andrew Goldfields Ltd. in July 2008 as General Manager and Vice President Operations, later assuming the role of Chief Operating Officer. He was appointed as President and Chief Executive Officer in October 2013. He earned a B. Sc. in mining engineering at Queen's University in 1989 and worked for Inco Limited (now Vale Canada Limited) as Mine Design Engineer until 1995. At that time, he joined Barrick Gold Inc. at their Holt-McDermott Mine, where he held the position of Chief Mine Engineer. In 2002, he joined Foxpoint Resources (now Kirkland Lake Gold Inc.) where he was instrumental in overseeing the rehabilitation, development, and commencement of production at the Macassa Mine beginning as Engineering & Production Manager, and later as Mine Manager. Mr. Middlemiss is a native of Kirkland Lake, Ontario and has extensive experience in the mining of gold deposits in the Abitibi Greenstone Belt. Mr. Middlemiss is the Past Chair of the Ontario Mining Association and remains active in the organization.Éric Tremblay, DirectorMr. Éric Tremblay has more than 25 years of mine building and mine operations experience, mostly at underground mining operations, culminating in his current position as Chief Operating Officer of Dalradian Resources Inc. and in his previous position as General Manager at Canada's largest gold mine, Canadian Malartic, which is jointly owned by Agnico-Eagle Mines Limited and Yamana Gold Inc. In 2014, his team achieved a record of more than 500,000 ounces of production at a cost under $700/oz. Previously, Mr. Tremblay was General Manager at IAMGOLD's Westwood Project, where he participated in closure of the Doyon Mine and construction of the Westwood Project. Mr. Tremblay was charged with completing the permitting, scoping study, feasibility study, surface construction and underground development at Westwood. Further, while at IAMGOLD, he was General Manager of the Sleeping Giant Mine, an underground mine using multiple mining methods (long hole, shrinkage, room and pillar). His mandate was to optimize production and return the mine to profitability. Previous positions included Underground Superintendent at Cambior's Mouska Mine, Underground Captain/Project Engineer/Senior Supervisor over a seven-year period at Cambior and Barrick’s Doyon Mine, where he was involved in mine-planning, construction, development and production. Mr. Tremblay graduated from Laval University with a B.Sc. in mining engineering and mineral processing.Chris Lodder, PresidentMr. Chris Lodder has more than 30 years' experience working on and managing Greenfields exploration, Brownfields exploration, and mine development with major and junior mining companies worldwide with the majority of his career focused in the Americas. He has led teams responsible for discoveries of compliant resources containing more than 34 million ounces of gold. He was President, CEO and a Director of Barkerville Gold Mines from 2016 until its acquisition by Osisko Gold Royalties in 2019. Chris is also the President of Talisker Exploration Services Inc., an Ontario based mining and exploration services company founded by Mr. Lodder and two partners in 2010, whose principal clients are Osisko Gold Royalties and their associated companies. From 1999 to 2010 he was South American Exploration Manager and later the Americas Exploration Manager for AngloGold Ashanti and prior that he had various management roles with Queenstake Resources in South America. Chris is a volunteer director on the board of the Barkerville Heritage Trust which oversees the management of the Barkerville Historic Town and Park which is a living museum which preserves the history of the Cariboo Gold Rush.Luc Lessard, Eng., Chief Operating OfficerMr. Luc Lessard is a mining engineer with more than 30 years of experience designing, building and operating mines. He was previously Chief Operating Officer of the Canadian Malartic Partnership (owned jointly by Agnico Eagle and Yamana), and prior to that was the Chief Operating Officer and Senior Vice President of Engineering and Construction for Osisko Mining Corporation where he was responsible for the design, construction and commissioning of the world class Canadian Malartic gold mine. During his career, Mr. Lessard has worked on many open pit and underground mine builds and prior to Osisko Royalties, Mr. Lessard was Vice President of Engineering and Construction for IAMGOLD and General Manager, Projects for Cambior Inc. Mr. Lessard is President, Chief Executive Officer and Director of Falco Resources Ltd. and also sits on the Board of Directors of Nighthawk Gold Corp. and Osisko Metals Incorporated.Benoit Brunet CPA, Vice President, Finance and Chief Financial Officer and Corporate SecretaryMr. Benoit Brunet is currently Vice President Business Strategy at Osisko Gold Royalties. Prior to joining Osisko Royalties, he was part of the Québec Private Equity group of the Caisse de dépôt et placement du Québec, one of the largest North American institutional investors where he helped deploy $700 million in the mining sector across the province of Québec. He was overseeing investments totaling approximately $1.5 billion and known for having structured innovative financial instruments for some of the largest mining projects in the region. Prior to joining the Caisse de dépôt et placement du Québec, Mr. Brunet worked at PricewaterhouseCoopers LLP for the assurance group in Montréal. Mr. Brunet holds a CPA designation, an undergraduate and graduate degree in public accounting from the Université du Québec à Montréal.François Vézina, P.Eng., MBA, Vice President, Technical ServicesMr. François Vézina is a Mining Engineer with 20 years of experience in mining industry. He has extensive experience in both surface and underground mining operations, having worked at various mining sites in Canada, Mexico and Finland.Mr. Vézina was the Technical Service Manager for Agnico-Eagle Mines Limited and was responsible for overseeing the completion of the feasibility studies of LaRonde II, Pinos Altos and Kittilä. Mr. Vézina participated in the construction and commissioning of Pinos Altos as Mine Development Manager and Kittilä as Mine Operations Manager. He later joined Osisko Mining Corporation and participated in the construction of the Canadian Malartic mine and serve as Mine Operations Manager for over 5 years. Mr. Vézina is recognized for his innovative project development strategies and mining optimization. Since the start of his career, Mr. Vézina has been responsible for the design and engineering of four mines and participated in the construction and development of two other mines. Mr. Vézina pursues his passion by getting involved with universities and colleges by regularly giving lectures on the mining industry.Mr. Vézina holds a Bachelor degree in Mining Engineering and a Master in Business Administration (MBA). He is a registered Engineer (Eng.) in Québec, (P.Eng.) in Ontario and in British Columbia.Chris Pharness, Vice President, Sustainable DevelopmentMr. Chris Pharness is an environmental professional with 25 years of environmental and resource management experience in British Columbia and has been with Barkerville since 2013. Mr. Pharness' breadth of experience includes mining, forestry, oil and gas and large scale construction projects, with extensive involvement in fish and wildlife management based research and project management. Much of Mr. Pharness' work and personal history have allowed him to build close relationships with Indigenous Nations, local communities, and regulatory agencies in British Columbia.Maggie Layman, Vice President, ExplorationMs. Maggie Layman is a professional geologist with 14 years' mineral exploration experience in diverse ore deposits throughout Canada. Previously as Barkerville's Exploration Manager, Ms. Layman led the Barkerville team on the Cariboo Gold Project through systematic exploration with technical teams and ensuring compliance of drill programs. Prior to joining Barkerville, Ms. Layman worked as a drill manager and project geologist for Vale and Independence Gold Corp. Ms. Layman holds a B.Sc. from Memorial University of Newfoundland, is registered as a Professional Geologist with the Association of Engineers and Geoscientists of British Columbia and is an active volunteer with the AME Indigenous Relations and Reconciliation Committee.Select Financial InformationThe following table sets out certain preliminary pro forma financial information for the Resulting Issuer assuming completion of the RTO. The following information should be read in conjunction with, and is qualified in its entirety by, the pro forma financial statements of the Resulting Issuer to be included in the Form 3D2 (Information Required in a Filing Statement for a Reverse Takeover or Change of Business) (the "Filing Statement"), which will be available in due course on SEDAR (www.sedar.com) under Barolo's issuer profile. Select Financial Information Barolo (as at May 31, 2020) ('$000)Contributed Osisko Assets (as at June 30, 2020) ('$000)Pro Forma Adjustments(1) ('$000)Resulting Issuer Pro Forma Consolidation ('$000) Current Assets$62$13,186$124,200$137,448 Total Assets$62$450,532$147,600$598,194 Current Liabilities$40$11,693$12,500$24,233 Total Liabilities$40$45,133$40,200$85,373 Shareholders' Equity$22$405,399$107,400$512,821 Net Loss$110$101,729($16,600)$85,239 (1) The pro forma adjustments include, amongst other things, the adjustments for the Financing and the acquisition of the San Antonio Gold Project completed in August 2020. Transaction ParticularsPursuant to the RTO, Osisko Royalties is expected to receive 100,000,000 Resulting Issuer Shares at a deemed price of CDN $7.50 per share, in exchange for the transfer of the contributed assets (valued at CDN $750 million) to the Resulting Issuer.The Resulting Issuer is expected to be owned approximately (i) 88% by Osisko Royalties, (ii) 11.8% by the holders of Subscription Receipts, and (iii) 0.2% by the current holders of Barolo Shares, after giving effect to the RTO and the Financing. Immediately following closing of the RTO, the only "insiders" of the Resulting Issuer are expected to be Osisko Royalties (as a greater than 10% securityholder), together with the directors and senior officers of the Resulting Issuer.For further information on the particulars of the RTO, including the support and approval of Barolo shareholders and the conditions to the completion of the RTO, please refer to the joint news release of Osisko Royalties and Barolo dated October 5, 2020. The full particulars of the RTO, the contributed assets and the Resulting Issuer will be described in a Filing Statement prepared in accordance with the policies of the TSXV. A copy of the Filing Statement will be available in due course on SEDAR (www.sedar.com) under Barolo's issuer profile.Stock Exchange DisclaimerInvestors are cautioned that, except as disclosed in the Filing Statement to be prepared in connection with the RTO, any information released or received with respect to the RTO may not be accurate or complete and should not be relied upon. Trading in the securities of Barolo should be considered highly speculative. Completion of the RTO is subject to a number of conditions, including, but not limited to, TSX-V acceptance, closing of the Financing and if applicable, disinterested shareholder approval. Where applicable, the RTO cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.Barolo may seek waivers or exemptions from certain listing requirements of the TSX-V in connection with the RTO, including the requirement to obtain a sponsor for the RTO and the Issue Price of the Subscription Receipts under the Financing. However, there can be no assurance that any waivers will be obtained. If a waiver from the sponsorship requirement is not obtained, a sponsor will be identified at a later date. No deposit, advance or loan has been made or is to be made in connection with the RTO.The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed RTO and has neither approved nor disapproved the contents of this news release. The common shares of Barolo will be halted pending further filings with the TSX-V.Barolo Shareholder ApprovalBarolo does not intend to seek shareholder approval for the RTO (other than as noted below in relation to certain corporate matters relevant to the Resulting Issuer), as (i) the RTO is not a "related party transaction" within the meaning of MI 61-101 or the policies of the TSX-V and no other circumstances exist which may compromise the independence of Barolo, (ii) Barolo is listed on NEX, (iii) the Resulting Issuer is not expected to be subject to a cease trade order or otherwise suspended from trading on completion of the RTO, (iv) shareholder approval of the RTO itself is not required under corporate or securities laws, and (v) a comprehensive news release announcing the RTO as required under Exchange Policy 5.2 (Change of Business and Reverse Takeovers) is being issued hereof.Barolo has, however, called a special meeting of its shareholders to be held on November 20, 2020 to approve certain corporate matters relevant to the Resulting Issuer. Certain supporting shareholders of Barolo, representing an aggregate of 12 million Barolo Shares (or approximately 86% of the outstanding Barolo Shares), have entered into a voting support agreement with Osisko Royalties in support of the RTO, and have agreed to vote such Barolo Shares in favour of the matters to be considered at the special meeting of Barolo shareholders to be held on November 20, 2020.AdvisorsBennett Jones LLP is legal counsel to Osisko Royalties and Cassels Brock & Blackwell LLP is legal counsel to Barolo. Stikeman Elliott LLP is legal counsel to the Underwriters.About Osisko Gold Royalties LtdOsisko Royalties is an intermediate precious metal royalty company focused on the Americas that commenced activities in June 2014. Osisko Royalties holds a North American focused portfolio of over 135 royalties, streams and precious metal offtakes. Osisko Royalties' portfolio is anchored by its cornerstone asset, a 5% net smelter return royalty on the Canadian Malartic mine, which is the largest gold mine in Canada. Osisko Royalties also owns a portfolio of publicly held resource companies, including a 14.6% interest in Osisko Mining Inc., 17.6% interest in Osisko Metals Incorporated and a 18.3% interest in Falco Resources Ltd.Osisko Royalties' head office is located at 1100 Avenue des Canadiens-de Montréal, Suite 300, Montréal, Québec, Canada, H3B 2S2.For further information, please contact Osisko Gold Royalties Ltd:Sandeep Singh, President Telephone: (514) 940-0670 Email: firstname.lastname@example.orgAbout Barolo Ventures Corp.Barolo is a public company organized under the laws of the Province of British Columbia, whose shares are listed for trading on the TSX-V. Barolo was previously engaged in the acquisition, exploration and development of mineral properties in Canada and the United States, but currently does not have an active business, and is investigating new business opportunities.Barolo's head office is located at 609 Granville Street, Suite 1600, Vancouver, British Columbia, Canada, V7Y 1C3.For further information, please contact Barolo Ventures Corp.:Scott Ackerman Director, President, CEO, CFO and Secretary Telephone: (778) 331-8508 Email: email@example.comForward-looking StatementsCertain statements contained in this news release may be deemed "forward‐looking statements" within the meaning of applicable Canadian and U.S. securities laws. These forward‐looking statements, by their nature, require Osisko Royalties and Barolo to make certain assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward‐looking statements. Forward‐looking statements are not guarantees of performance. Words such as "may", "will", "would", "could", "expect", "believe", "plan", "anticipate", "intend", "estimate", "continue", or the negative or comparable terminology, as well as terms usually used in the future and the conditional, are intended to identify forward‐looking statements. Information contained in forward‐looking statements, including with respect to future production of mines, is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of historical trends, current conditions and expected future developments, public disclosure from operators of the relevant mines, as well as other considerations that are believed to be appropriate in the circumstances. Osisko Royalties and Barolo consider their respective assumptions to be reasonable based on information currently available, but cautions the reader that their assumptions regarding future events, many of which are beyond the control of Osisko Royalties and Barolo, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect Osisko Royalties and Barolo, and their respective businesses.For additional information with respect to these and other factors and assumptions underlying the forward‐looking statements made in this news release concerning Osisko Royalties, see the section entitled "Risk Factors" in the most recent Annual Information Form of Osisko Royalties which is filed with the Canadian securities commissions and available electronically under Osisko Royalties' issuer profile on SEDAR (www.sedar.com) and with the U.S. Securities and Exchange Commission and available electronically under Osisko Royalties' issuer profile on EDGAR (www.sec.gov). The forward‐looking statements set forth herein concerning Osisko Royalties reflect management's expectations as at the date of this news release and are subject to change after such date. Osisko Royalties and Barolo disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by law. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
"I have been hiding behind producing," says "You Will Die at 20" director Amjad Abu Alala. "I wanted to do that. I remember, last year, after my film won the Lion of the Future Award for best debut film at the Venice Film Festival, I got on the plane to the Toronto Film Festival and […]
Shop baking pans, casserole dishes, and canisters while they’re in stock.
AM Best has commented that the Financial Strength Rating of A (Excellent) and the Long-Term Issuer Credit Ratings (Long-Term ICR) of "a" of the members of First American Title Insurance Group, and the Long-Term ICR of "bbb" of the parent holding company, First American Financial Corporation (First American) (Delaware) [NYSE: FAF], with stable outlooks, remain unchanged, following the company’s announcement that in September 2020, First American received a Wells Notice from the enforcement staff of the Securities and Exchange Commission in connection with the company’s disclosures in late May 2019 concerning the information security incident disclosed by the company at that time, and the adequacy of the company’s disclosure controls in connection with those disclosures.
NFL planning to host fans at 20 percent capacity at Super Bowl LV
TORONTO, Oct. 28, 2020 (GLOBE NEWSWIRE) -- Allied Properties Real Estate Investment Trust ("Allied") (TSX: "AP.UN") today announced results for its third quarter ended September 30, 2020. “Allied’s urban workspace across the country continues to strengthen,” said Michael Emory, President & CEO. “With our rent-deferral program beginning to scale down and the variable component of our parking revenue beginning to recover, our third quarter was stronger than our second with same-asset NOI and FFO per unit largely in-line with the comparable quarter last year. We expect even stronger results in the fourth quarter with rental revenue returning to more normal levels. This again confirms that our team, our properties and our user-base are truly resilient.” OperationsGross monthly rent due in the third quarter was $168 million. 1.2% of the total amount due derives from parking use, 7.1% from retail use, 15.2% from urban-data-centre (UDC) use and 76.5% from office use. Allied collected 95.2% of the total amount due in the quarter, abated $2.8 million (1.7% of the total amount due) as part of the Canada Emergency Commercial Rent Assistance (CECRA) program and afforded deferrals aggregating $5.4 million (3.2% of the total amount due), primarily to storefront retail users. In the quarter, Management initiated the process of scaling down its deferral program through extensive case-by-case discussions with Allied’s storefront retail users, most of which are exceptionally well located in downtown Toronto and have re-opened for business. Management’s confidence in its ability to collect the deferrals over time increased as a result. Accordingly, Allied took a smaller provision in the third quarter ($650,000), bringing the total provision to $2.2 million. Allied has not yet utilized any of the provision.LeasingThe occupied area of Allied’s rental portfolio at the end of the third quarter was 92.9%, with leased area at 93.3%, down slightly from the end of the second quarter as a result of expected non-renewals. Allied renewed or replaced leases for 74.6% of the space that matured in the quarter. This resulted in an overall increase of 19.3% in net rent per square foot from the affected space and a weighted-average lease term of 5.7 years for the entire rental portfolio.Users of Allied’s UDC space experienced a surge in activity in the second and third quarters, boosting its ancillary rental revenue by $858,000, 68% of which will be recurring. Leasing was active across Allied's UDC portfolio, boosting the leased area at 151 Front West in Toronto to 97.4% and the leased area of its UDC portfolio as a whole to 89.4%. Allied is working with users requiring increased allocations of power. This will take time and will require significant capital expenditure on Allied’s part, but the return on the expenditure will be significant, as will the absolute growth in Allied's recurring regular rental revenue. Allied will provide a specific outlook for its UDC space in 2021 when it reports on year-end results for 2020.ResultsAllied’s financial and operating results are summarized below: As at September 30, (In thousands except for per unit and % amounts)2020 2019 Change % Change Investment properties$8,689,805 $7,265,697 $1,424,108 19.6% Unencumbered investment properties$6,414,100 $4,696,690 $1,717,410 36.6% Cost of PUD as a % of GBV9.9%9.1%0.8%— NAV per unit$48.29 $44.45 $3.84 8.6% Total indebtedness ratio28.8%28.1%0.7%— Annualized Adjusted EBITDA$344,700 $302,649 $42,051 13.9% Net debt as a multiple of Annualized Adjusted EBITDA7.3x 7.1x 0.2x — Interest-coverage ratio including capitalized interest3.3x 3.3x — — For the three months ended September 30, (In thousands except for per unit and % amounts)2020 2019 Change % Change Adjusted EBITDA$87,452 $79,960 $7,492 9.4% Net income excluding fair value adjustments$59,973 $54,050 $5,923 11.0% Net income$69,013 $121,191 $(52,178)(43.1%) Same asset NOI - rental portfolio$72,221 $72,536 $(315)(0.4%) Same asset NOI - total portfolio$72,205 $73,262 $(1,057)(1.4%) FFO$70,276 $63,674 $6,602 10.4% FFO excluding condominium related items and prepayment costs$70,486 $66,994 $3,492 5.2% FFO per unit (diluted) excluding condominium related items and prepayment costs$0.567 $0.575 $(0.008)(1.4%) FFO pay-out ratio excluding condominium related items and prepayment costs72.9%69.2%3.7%— AFFO excluding condominium related items and prepayment costs $59,796 $58,044 $1,752 3.0% AFFO per unit (diluted) excluding condominium related items and prepayment costs$0.481 $0.498 $(0.017)(3.4%) AFFO pay-out ratio excluding condominium related items and prepayment costs85.9%79.9%6.0%— For the nine months ended September 30, (In thousands except for per unit and % amounts)2020 2019 Change % Change Adjusted EBITDA$258,525 $226,987 $31,538 13.9% Net income excluding fair value adjustments$178,120 $155,283 $22,837 14.7% Net income$416,887 $364,263 $52,624 14.4% Same asset NOI - rental portfolio$214,799 $214,442 $357 0.2% Same asset NOI - total portfolio$215,081 $216,548 $(1,467)(0.7%) FFO$209,990 $184,779 $25,211 13.6% FFO excluding condominium related items and prepayment costs$210,815 $190,232 $20,583 10.8% FFO per unit (diluted) excluding condominium related items and prepayment costs$1.705 $1.716 $(0.011)(0.6%) FFO pay-out ratio excluding condominium related items and prepayment costs 72.5%69.9%2.6%— AFFO excluding condominium related items and prepayment costs $183,380 $162,203 $21,177 13.1% AFFO per unit (diluted) excluding condominium related items and prepayment costs$1.484 $1.463 $0.021 1.4% AFFO pay-out ratio excluding condominium related items and prepayment costs83.4%82.0%1.4%— The operating results are summarized below: For the nine months ended September 30, 2020 2019 Change % Change Leased area93.3%95.0%(1.7%)— Occupied area92.9%94.5%(1.6%)— Average in-place net rent per occupied square foot (period-end)$23.61 $22.75 $0.86 3.8% Renewal and replacement rate for leases maturing in the period70.8%72.8%(2.0%)— Increase in net rent on maturing leases19.3%19.7%(0.4%)— In the third quarter, Allied’s same-asset NOI and FFO per unit were largely in-line with the comparable quarter last year, even though they were depressed temporarily as a result of (i) the abatement it provided under CECRA, (ii) the reduction in the variable component of its parking revenue and (iii) the provision it booked in relation to deferrals. Allied achieved an 8.6% increase in NAV per unit over the comparable quarter last year. Allied also completed a private placement of units for net proceeds of $153 million in September. The net proceeds will be used to fund a significant component of Allied’s remaining development activity, enabling it to maintain its balance sheet and debt-metrics squarely within targeted ranges.Allied’s results in the third quarter were stronger than the second quarter. Gross monthly rent due in the quarter was $168 million, up 2.4% from $164 million in the second quarter, with rent collection at 95.2%, up from 94.5% in the second quarter. Same-asset NOI from the rental portfolio in the third quarter was $72.2 million, up 2.9% from 70.2 million in the second quarter. Management expects even stronger results in the fourth quarter with rental revenue returning to more normal levels.Outlook Allied’s original internal forecast for 2020 called for mid-single-digit percentage growth in each of same-asset NOI, FFO per unit and AFFO per unit. In light of Allied’s second and third quarter results, recent private placement of units and outlook for the fourth quarter, Allied has revised its internal forecast for 2020 to flat-to-low-single-digit percentage growth in each of same-asset NOI, FFO per unit and AFFO per unit. While Allied does not forecast NAV per unit growth, it continues to expect growth over the course of 2020.There are material areas of uncertainty with respect to Allied’s revised internal forecast, the most significant being the fact that it cannot predict how consumers will respond as physical-distancing measures are being lifted or relaxed across Canada. Allied also cannot predict the extent and severity of the economic disruption flowing from the global pandemic.Allied continues to have deep confidence in, and commitment to, its strategy of consolidating and intensifying distinctive urban workspace and network-dense UDCs in Canada’s major cities. Allied firmly believes that its strategy is underpinned by the most important secular trends in Canadian and global real estate. Allied also firmly believes that it has the properties, the financial strength, the people and the platform necessary to execute its strategy for the ongoing benefit of our unitholders.Cautionary StatementsFFO, AFFO, NAV, EBITDA, Adjusted EBITDA, total debt and net debt are not financial measures defined by International Financial Reporting Standards (“IFRS”). Please see Allied’s MD&A for a description of these measures and their reconciliation to financial measures defined by IFRS, as presented in Allied’s most recent financial statements. These statements, together with accompanying notes and MD&A, have been filed with SEDAR, www.sedar.com, and are also available on Allied’s website, www.alliedreit.com.NOI is not a measure recognized under IFRS and does not have any standardized meaning prescribed by IFRS. NOI is presented in this press release because Management of Allied believes that this non-IFRS measure is an important financial performance indicator. NOI, as computed by Allied, may differ from similar computations as reported by other similar organizations and, accordingly, may not be comparable to NOI reported by such organizations.This press release may contain forward-looking statements with respect to Allied, its operations, strategy, financial performance and condition and the expected impact of the global pandemic and consequent economic disruption. These statements generally can be identified by use of forward-looking words such as “may”, “will”, “expect”, “estimate”, “anticipate”, “intends”, “believe” or “continue” or the negative thereof or similar variations. Allied’s actual results and performance discussed herein could differ materially from those expressed or implied by such statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations, including the effect of the global pandemic and consequent economic disruption. Important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, competition, changes in government regulations and the factors described under “Risk Factors” in Allied’s Annual Information Form which is available at www.sedar.com. The cautionary statements qualify all forward-looking statements attributable to Allied and persons acting on its behalf. Unless otherwise stated, all forward-looking statements speak only as of the date of this press release, and Allied has no obligation to update such statements.About AlliedAllied is a leading owner, manager and developer of (i) distinctive urban workspace in Canada’s major cities and (ii) network-dense urban data centres in Toronto that form Canada’s hub for global connectivity. Allied’s business is providing knowledge-based organizations with distinctive urban environments for creativity and connectivity. FOR FURTHER INFORMATION, PLEASE CONTACT:Michael R. Emory President & Chief Executive Officer (416) 977-0643 firstname.lastname@example.org Cecilia C. Williams Executive Vice President & Chief Financial Officer (416) 977-9002 email@example.com
Mexican state energy giant Pemex on Wednesday reported its first quarterly profit in two years despite a plunge in world oil prices due to the coronavirus pandemic.
Identity theft is on the rise during the worldwide pandemic, and this deal from LastPass is an easy way to protect yourself.
VSE reports Q3 2020 Financial Results
Sturm, Ruger & Company, Inc. (NYSE-RGR) announced today that for the third quarter of 2020 the Company reported net sales of $145.7 million and diluted earnings of $1.39 per share, compared with net sales of $95.0 million and diluted earnings of 27¢ per share in the third quarter of 2019.
Imperial has started operation of its newly constructed cogeneration unit at its Strathcona refinery near Edmonton, Alberta...
ACHESON, Alberta, Oct. 28, 2020 (GLOBE NEWSWIRE) -- North American Construction Group Ltd. (“NACG”) (TSX:NOA/NYSE:NOA) today announced results for the third quarter ended September 30, 2020. Unless otherwise indicated, financial figures are expressed in Canadian dollars, and comparisons are to the prior period ended September 30, 2019. Third Quarter 2020 Highlights: * Adjusted EBITDA of $37.1 million is consistent with Q3 2019 reflecting both the wide reaching operational impacts of the COVID-19 pandemic and above average rainfall in the quarter offset by cost discipline to limit indirect project costs and general and administrative spending. * Gross profit margin of 16.3% reflected a difficult operational quarter with July & August rainy conditions compounding already complex mine site environments. * COVID-19 related safety protocols and mine site access restrictions imposed in late Q1 continued to have pervasive temporary impacts on all aspects of operations. * Diversification efforts led to over half of adjusted EBIT being generated outside of the Fort McMurray region. Nuna Group of Companies achieved a strong three months during their busiest quarter contributing approximately 45% of adjusted EBIT for the quarter. * Free cash flow ("FCF") in the quarter was a use of cash of $17.0 million and was impacted by timing of cash collection and spending. In addition, cash flow was used for capital inventory and work in process related to our component rebuilding program. * Subsequent to period end, on October 8, 2020, we extended our credit facility agreement to October 8, 2023 and increased the available borrowings permitted under our revolving facility by $25.0 million to $325.0 million. * On October 22, 2020, we announced the award of a major earthworks contract. The contract was awarded to a newly formed joint venture owned and operated equally by us and Nuna. This is a two-year project in Northern Ontario valued at over $250 million and is expected to commence immediately, ramp up through Q1 2021, achieve peak volumes in Q3 2021 and be completed in the fall of 2022.NACG Chairman and CEO, Martin Ferron, commented: “A second successive year of well above average summer rainfall in the Fort McMurray area, combined with continued, but easing, pandemic related site access restrictions, severely curtailed our revenues, compared with the same quarter last year. However, a steadfast control of costs primarily enabled us to put up similar EBITDA and EPS numbers to those achieved in the year before quarter.Mr. Ferron added, “Looking forward, we anticipate that the COVID-19 associated site access limitations will continue to ease, such that activity levels could be back to near normal by year end. Q4 is also the period when we generate most of our annual free cash flow and we expect the same pattern this year.We also introduce financial ranges for 2021 in the slide deck, used to illustrate the earnings call. At the midpoint of those ranges we foresee 15% and 45% increases in EBITDA and FCF respectively, compared with the full year numbers we expect for 2020. Our confidence in these projections was boosted last week with the diversifying and substantial award of a construction project, related to a gold mine in Northern Ontario.”Consolidated Financial Highlights Three months ended Nine months ended September 30, September 30, (dollars in thousands, except per share amounts)2020 2019 2020 2019 Revenue$94,015 $166,269 $363,603 $529,612 Project costs27,585 67,126 100,033 211,555 Equipment costs32,190 58,982 129,723 173,467 Depreciation18,876 21,875 62,735 73,255 Gross profit(i)$15,364 $18,286 $71,112 $71,335 Gross profit margin(i)16.3% 11.0% 19.6 % 13.5% General and administrative expenses (excluding stock-based compensation)3,624 5,040 15,762 19,852 Stock-based compensation expense (benefit)1,756 2,583 (2,895) 7,689 Interest expense, net4,438 5,541 14,240 16,125 Net income and comprehensive income available to shareholders6,830 7,561 39,164 28,636 Adjusted EBITDA(i)(ii)37,135 37,248 129,207 126,440 Adjusted EBITDA margin(i)(ii)39.5% 22.4% 35.5 % 23.9% Per share information Basic net income per share$0.23 $0.29 $1.41 $1.13 Diluted net income per share$0.22 $0.26 $1.28 $0.96 Adjusted EPS(i)$0.26 $0.41 $1.38 $1.34 (i)See "Non-GAAP Financial Measures". (ii)In the three months ended December 31, 2019 we changed the calculation of adjusted EBITDA. This change has not been reflected in results prior to the three months ended December 31, 2019. Applying this change to previously reported periods would result in no change for the three months ended September 30, 2019 and an increase of $0.2 million in adjusted EBITDA for the nine months ended September 30, 2019. Three months ended Nine months ended September 30, September 30, (dollars in thousands)2020 2019 2020 2019 Cash provided by operating activities prior to change in working capital(i)$26,302 $29,830 $105,318 $104,426 Net changes in non-cash working capital(24,619) (35,032) (20,785) (28,955) Cash provided by (used in) operating activities$1,683 $(5,202) $84,533 $75,471 Cash used in investing activities(22,081) (34,751) (88,113) (112,524) Capital additions financed by leases(886) — (27,882) (28,107) Add back: Growth capital additions4,236 14,634 34,487 36,281 Free cash flow(i)$(17,048) $(25,319) $3,025 $(28,879) (i)See "Non-GAAP Financial Measures".Declaration of Quarterly DividendOn October 27th, 2020, the NACG Board of Directors declared a regular quarterly dividend (the “Dividend”) of four Canadian cents ($0.04) per common share, payable to common shareholders of record at the close of business on November 30, 2020. The Dividend will be paid on January 8, 2021 and is an eligible dividend for Canadian income tax purposes.Financial Results for the Three Months Ended September 30, 2020Revenue was $94.0 million, down from $166.3 million in the same period last year. Various operational measures implemented as a response to COVID-19 remain in place to limit the spread of the virus which temporarily impact our ability to meet the full demands of our customers. In addition, several large projects remain delayed as deemed non-essential at this time during the recovery phase. The decrease in revenue is also partially attributable to reduced activity at mine sites in the Fort McMurray region due to unfavorable wet weather conditions during the summer months which, in particular, limited our ability to achieve expected overburden removal volumes at the Millennium mine. Furthermore, Q3 2019 included $12.6 million of revenue from Nuna which is now fully accounted for using the equity method. The completion of the Highland Valley Copper mine contract and the assumed Fort Hills legacy heavy civil construction work also contributed to the year over year decrease. These decreases were partially offset by the ramp-up of new civil construction work commenced at the Aurora mine in late Q2 2020 and revenue from the operations support contract at the coal mine in San Miguel which began in late Q2 2020.Gross profit margin of 16.3% benefited from disciplined cost constraints in place during these customer-imposed reductions and was bolstered by Canada Emergency Wage Subsidy. These increases were partially offset by the extremely difficult operating conditions in the summer months due to the consistent rainfall.Direct general and administrative expenses (excluding stock-based compensation benefit) were $3.6 million, equivalent to 3.9% of revenue, lower than Q3 2019 spending of $5.0 million but higher than the 3.0% of revenue based on mandated reduced work hours and the complete halt of all discretionary and non-essential spending.Cash related interest expense for the quarter of $4.0 million represents an average interest rate of 3.6% as we continue to benefit from both reductions in posted rates as well as the competitive rates in equipment financing.Free cash flow in the quarter was a use of cash of $17.0 million and was greatly impacted by timing of cash collection and spending. Working capital balances consumed $24.6 million and were equally distributed between receivable and payable balances. Cash flow was also used for both capital inventory and capital work in process purposes as we advance our component rebuilding program. Prior to these temporary timing impacts, positive cash flow of $12.8 million was generated by the adjusted EBITDA of $37.1 million offset by sustaining capital of $19.7 million and cash interest paid of $4.6 million. Sustaining maintenance capital remains consistent with the revised capital plan and reflected necessary sustaining maintenance required in advance of our busy winter season.Business UpdatesProject Execution and Cost ManagementIn support of our customers, we continue to manage our mostly variable but also fixed operating costs during this crisis. Several cost reduction measures remain in effect including but not limited to: minimized use of vendor provided maintenance; a complete halt of all discretionary spending; and termination of services deemed non-essential in light of the pandemic.LiquidityLiquidity is critical during times of uncertainty and cash conservation is a key priority for management in weathering this crisis. Including equipment financing availability and factoring in the amended credit facility agreement, total available capital liquidity of $142.3 million includes total liquidity of $124.4 million as at September 30, 2020. Liquidity is primarily provided by the terms of our $325.0 million credit facility which allows for funds availability based on a trailing twelve-month EBITDA and is now scheduled to expire in October 2023.Normal Course Issuer Bid ("NCIB")On March 9, 2020, we announced our intention to commence a NCIB to purchase up to 2,300,000 common shares for cancellation. We believe that the current market price of our common shares does not fully reflect their underlying value. While remaining mindful of cash liquidity during the COVID-19 crisis, modest repurchases increase share liquidity for holders seeking to sell and provides a proportionate increase of shareholders wishing to maintain their positions.Canada Emergency Wage Subsidy (“CEWS”)Our Q3 2020 results include $11.0 million of salary and wage subsidies presented as reductions in project costs, equipment costs and general and administrative expenses of $6.7 million, $3.3 million and $0.9 million, respectively. These amounts were received under the CEWS program which reimbursed us for a portion of wages paid to employees and greatly helped us protect jobs through retention and rehiring. Should we continue to qualify, we plan to seek assistance from this program for the remainder of 2020 and onward.NACG’s outlook for the remainder of 2020 and full year 2021Given our visibility into 2021 and the assumption of continued easing of site access restrictions, management has decided to provide stakeholders with guidance through 2021. This guidance is predicated on contracts currently in place and the heavy equipment fleet that we own and operate.Key measures 2020 2021 Adjusted EBITDA $155 - $170M $165 - $205M Sustaining capital $80 - $90M $90 - $105M Adjusted EPS $1.60 - $1.70 $1.60 - $1.90 Free cash flow $40 - $55M $60 - $80M Capital allocation measures Deleverage $10 - $15M $35 - $45M Share purchases $20 - $30M $10 - $25M Growth capital $35 - $40M $5 - $10M Leverage ratios Senior debt 2.1x - 2.3x 1.6x - 2.0x Net debt 2.3x - 2.5x 1.8x - 2.2x We have responded with a reduced capital plan for the remainder of the year. Based on our outlook, our updated capital spending projection now calls for full-year sustaining capital in 2020 of $80 million to $90 million of which approximately $40 million was spent in the first quarter prior to the start of the pandemic.We expect total liquidity to remain above $100 million in Q4 2020. Projected free cash flow for 2020 in the range of $40 million to $55 million will improve our liquidity position over the next quarter.Conference Call and WebcastManagement will hold a conference call and webcast to discuss our financial results for the quarter ended September 30, 2020 tomorrow, Thursday, October 29, 2020 at 7:00 am Mountain Time (9:00 am Eastern Time).The call can be accessed by dialing: Toll free: 1-800-838-7301 International: 1-206-596-9924 Conference ID: 9899128A replay will be available through November 29, 2020, by dialing: Toll Free: 1-855-859-2056 International: 1-404-537-3406 Conference ID: 9899128The Q3 2020 earnings presentation for the webcast will be available for download on the company’s website at www.nacg.ca/presentations/The live presentation and webcast can be accessed at:https://onlinexperiences.com/Launch/QReg/ShowUUID=0FEB357E-A7FA-49C5-9E63-29B3C0DB9F6B A replay will be available until November 29, 2020 using the link provided.Basis of PresentationWe have prepared our consolidated financial statements in conformity with accounting principles generally accepted in the United States ("US GAAP"). Unless otherwise specified, all dollar amounts discussed are in Canadian dollars. Please see the Management’s Discussion and Analysis (“MD&A”) for the quarter ended September 30, 2020 for further detail on the matters discussed in this release. In addition to the MD&A, please reference the dedicated Q3 2020 Results Presentation for more information on our results and projections which can be found on our website under Investors - Presentations.Forward-Looking Information The information provided in this release contains forward-looking statements. Forward-looking statements include statements preceded by, followed by or that include the words “anticipate”, “believe”, “expect”, “should” or similar expressions.The material factors or assumptions used to develop the above forward-looking statements include, and the risks and uncertainties to which such forward-looking statements are subject, are highlighted in the MD&A for the three and nine months ended September 30, 2020. Actual results could differ materially from those contemplated by such forward-looking statements because of any number of factors and uncertainties, many of which are beyond NACG’s control. Undue reliance should not be placed upon forward-looking statements and NACG undertakes no obligation, other than those required by applicable law, to update or revise those statements. For more complete information about NACG, please read our disclosure documents filed with the SEC and the CSA. These free documents can be obtained by visiting EDGAR on the SEC website at www.sec.gov or on the CSA website at www.sedar.com.Non-GAAP Financial MeasuresThis press release presents certain non-GAAP financial measures because management believes that they may be useful to investors in analyzing our business performance, leverage and liquidity. The non-GAAP financial measures we present include "gross profit", "adjusted net earnings", "adjusted EBIT", "equity investment EBIT", "adjusted EBITDA", "equity investment depreciation and amortization", "adjusted EPS", "margin", "senior debt", "cash provided by operating activities prior to change in working capital" and "free cash flow". A non-GAAP financial measure is defined by relevant regulatory authorities as a numerical measure of an issuer's historical or future financial performance, financial position or cash flow that is not specified, defined or determined under the issuer’s GAAP and that is not presented in an issuer’s financial statements. These non-GAAP measures do not have any standardized meaning and therefore are unlikely to be comparable to similar measures presented by other companies. They should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. Each non-GAAP financial measure used in this press release is defined and reconciled to its most directly comparable GAAP measure in the “Non-GAAP Financial Measures” section of our Management’s Discussion and Analysis filed concurrently with this press release.About the CompanyNorth American Construction Group Ltd. (www.nacg.ca) is one of Canada’s largest providers of heavy civil construction and mining contractors. For more than 65 years, NACG has provided services to large oil, natural gas and resource companies.For further information contact:Jason Veenstra, CPA, CA Chief Financial Officer North American Construction Group Ltd. (780) 948-2009 firstname.lastname@example.org www.nacg.caInterim Consolidated Balance Sheets(Expressed in thousands of Canadian Dollars) (Unaudited) Note September 30, 2020 December 31, 2019 Assets Current assets Cash $40,331 $5,544 Accounts receivable5 43,279 66,746 Contract assets10(c) 5,365 19,193 Inventories 20,068 21,649 Prepaid expenses and deposits 5,274 4,245 Assets held for sale 4,583 424 118,900 117,801 Property, plant and equipment, net of accumulated depreciation of $285,745 (December 31, 2019 – $276,185) 633,942 587,729 Operating lease right-of-use assets 19,207 21,841 Other assets 7,737 6,718 Investments in affiliates and joint ventures6 50,687 42,908 Deferred tax assets 13,605 15,655 Total assets $844,078 $792,652 Liabilities and shareholders’ equity Current liabilities Accounts payable $34,787 $88,201 Accrued liabilities 13,480 17,560 Contract liabilities10(c) 122 23 Current portion of long-term debt7 16,178 18,514 Current portion of finance lease obligations 28,958 29,206 Current portion of operating lease liabilities 4,007 3,799 97,532 157,303 Long-term debt7 365,588 313,443 Finance lease obligations 49,098 47,072 Operating lease liabilities 15,110 17,710 Other long-term obligations 17,159 24,504 Deferred tax liabilities 61,250 52,501 605,737 612,533 Shareholders' equity Common shares (authorized – unlimited number of voting common shares; issued and outstanding – September 30, 2020 - 30,984,331 (December 31, 2019 – 27,502,912))9(a) 254,689 225,966 Treasury shares (September 30, 2020 - 1,836,690 (December 31, 2019 - 1,725,467))9(a) (17,926) (15,911) Additional paid-in capital 45,620 49,919 Deficit (44,042) (79,855) Shareholders' equity 238,341 180,119 Total liabilities and shareholders’ equity $844,078 $792,652 Subsequent events7(a), 13 See accompanying notes to interim consolidated financial statements.Interim Consolidated Statements of Operations and Comprehensive Income(Expressed in thousands of Canadian Dollars, except per share amounts) (Unaudited) Three months ended Nine months ended September 30, September 30, Note 2020 2019 2020 2019 Revenue 10 $94,015 $166,269 $363,603 $529,612 Project costs 27,585 67,126 100,033 211,555 Equipment costs 32,190 58,982 129,723 173,467 Depreciation 18,876 21,875 62,735 73,255 Gross profit 15,364 18,286 71,112 71,335 General and administrative expenses 5,380 7,623 12,867 27,541 (Gain) loss on disposal of property, plant and equipment (194) 185 635 (290) Amortization of intangible assets 234 134 520 635 Operating income 9,944 10,344 57,090 43,449 Interest expense, net11 4,438 5,541 14,240 16,125 Equity earnings in affiliates and joint ventures6 (4,620) (865) (6,554) (1,985) Foreign exchange (gain) loss (112) (72) 132 (53) Net realized and unrealized gain on derivative financial instrument7(b) (551) — (837) — Income before income taxes 10,789 5,740 50,109 29,362 Current income tax expense 470 13 487 13 Deferred income tax expense (benefit) 3,489 (1,879) 10,458 475 Net income and comprehensive income 6,830 7,606 39,164 28,874 Net income attributable to noncontrolling interest — (45) — (238) Net income and comprehensive income available to shareholders $6,830 $7,561 $39,164 $28,636 Per share information Basic net income per share9(b) $0.23 $0.29 $1.41 $1.13 Diluted net income per share9(b) $0.22 $0.26 $1.28 $0.96 See accompanying notes to interim consolidated financial statements.
Cohen & Steers, Inc. (NYSE: CNS), a leading real assets specialty manager, announced today that Thomas Bohjalian, Executive Vice President and Head of U.S. Real Estate, will retire effective June 30, 2021, after nearly two decades with the firm. Tom Bohjalian will be succeeded as Head of U.S. Real Estate by Jason Yablon, Senior Vice President and Senior Portfolio Manager.
Tua Tagovailoa's days as a student were recent enough that he remembers how to cram for a test, which is what he has been doing lately. Newly promoted to the starting job with the Miami Dolphins, Tagovailoa didn't spend last weekend celebrating even though the team had a bye. The test comes Sunday when Miami (3-3) plays host to the Los Angeles Rams (5-2).
Russia is once again working to influence the outcome of the U.S. election. Will the effort be successful??
Rudy Giuliani shouted down questions from Fox Business host Kennedy in a tense interview that covered his Hunter Biden allegations and 'Borat.'
Normally, the presence of Group B Streptococcus (GBS) is nothing to worry about, but for pregnant women this Gram-positive bacterium can be deadly — if transferred to infants during labor. An accurate test is crucial since intrapartum antibiotics significantly reduce the spread of GBS from mom to baby.1
The company's third-quarter revenue far outpaced guidance, but the fourth quarter is shaping up even better.
INDIANAPOLIS, Oct. 28, 2020 (GLOBE NEWSWIRE) -- Today the Board of Directors of the Federal Home Loan Bank of Indianapolis ("FHLBank Indianapolis" or "Bank") declared its third quarter 2020 dividends for the period ended September 25, 2020 on Class B-1 and Class B-2 capital stock at annualized rates of 3.00% and 2.40%, respectively.As a result of implementing a revised capital plan effective September 26, 20201, the Board also declared dividends for the remaining five-day period of the quarter on Class B-2 activity-based stock at an annualized rate of 3.00% and Class B-1 non-activity-based stock at an annualized rate of 3.00%. Given the short period of time that the revised capital plan was in effect during the quarter, the Board declared the same rate on the Class B-1 stock as on the Class B-2 stock.The dividends will be paid in cash on October 29, 2020."FHLBank Indianapolis is pleased to offer a competitive dividend during an ongoing pandemic," Cindy Konich, President and CEO, stated. "During the third quarter, we also introduced our revised capital plan, which provides members with simplified membership-stock calculations and additional activity-stock flexibility." Learn more about the capital plan at www.fhlbi.com.Earnings HighlightsNet income for the third quarter of 2020 was $15 million, a decrease of $11 million compared to the corresponding quarter in the prior year due substantially to lower net earnings on trading securities2 and accelerated amortization of purchase premium resulting from higher prepayments on mortgage loans, both resulting from the decline in market interest rates. These decreases were partially offset by additional net interest income3 resulting from the Bank's growth in average asset balances and by lower net losses on qualifying fair-value hedging relationships.1 The prior capital plan required that dividends on Class B-2 stock be calculated as 80% of the dividends declared on Class B-1 stock, while the revised capital plan permits the dividends on Class B-2 (activity-based) stock to be greater than or equal to the dividends on Class B-1 (non-activity-based) stock. 2 The Bank uses U.S. Treasury securities as part of its liquidity portfolio. Such securities are classified as trading securities, on which changes in fair value are recorded in other income. Changes in the estimated fair value of the associated economic hedging instruments are also recorded in other income. 3 FHLBank Indianapolis earns interest income on advances to and mortgage loans purchased from its Michigan and Indiana member financial institutions, as well as on long- and short-term investments. Net interest income is primarily determined by the spread between the interest earned on those assets and the interest cost of funding with consolidated obligations.Net income for the nine months ended September 30, 2020 was $58 million, a decrease of $36 million compared to the corresponding period in the prior year due substantially to accelerated amortization of purchase premium resulting from higher prepayments on mortgage loans and lower net earnings on trading securities, both resulting from the decline in market interest rates. These decreases were partially offset by additional net interest income resulting from the Bank's growth in average asset balances.Hedging gains (losses) on qualifying fair-value hedging relationships4 are reported in net interest income. As a result, net interest income for the three and nine months ended September 30, 2020 included net hedging losses of $2 million and $25 million, respectively, compared to net hedging losses for the three and nine months ended September 30, 2019 of $9 million and $31 million, respectively. In general, the Bank holds the derivatives and associated hedged items to the maturity, call, or put date. As a result, we expect that nearly all of the gains and losses on these financial instruments will reverse over the remaining contractual terms of the hedged items.Affordable Housing Program Allocation 5For the nine months ended September 30, 2020, FHLBank Indianapolis allocated $7 million to its Affordable Housing Program ("AHP"), which provides grant funding to support housing for low- and moderate-income families in Michigan and Indiana. Full year 2020 AHP allocations will be available to the Bank's members in 2021 to help address their communities' affordable housing needs, including construction, rehabilitation, accessibility improvements and homebuyer down-payment assistance.Condensed Statements of IncomeThe following table presents unaudited condensed statements of income ($ amounts in millions): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Net interest income after provision for credit losses $61 $50 $191 $167 Other income (loss) (17) 3 (47) 9 Other expenses 27 24 79 71 AHP assessments 2 3 7 11 Net income $15 $26 $58 $94 4 The Bank uses interest-rate swaps to hedge the risk of changes in the fair value of certain of its advances, available-for-sale securities and consolidated obligations. These derivatives are designated as fair-value hedges. Changes in the estimated fair value of the derivative and, to the extent these relationships qualify for hedge accounting, changes in the fair value of the hedged item that are attributable to the hedged risk are recorded in earnings. 5 Each year Federal Home Loan Banks ("FHLBanks") allocate to the AHP 10% of earnings, which is defined as income before assessments, plus interest expense on mandatorily redeemable capital stock.Balance Sheet HighlightsTotal assets at September 30, 2020 were $66.3 billion, a net decrease of $1.2 billion, or 2%, from December 31, 2019, driven by net decreases in mortgage loans held for portfolio and advances to members, partially offset by an increase in available-for-sale securities.Advances 6Advances outstanding at September 30, 2020, at carrying value, totaled $31.3 billion, a net decrease of $1.2 billion, or 4%, from December 31, 2019. The par value of advances outstanding decreased by 6%, which included a net decrease in short-term advances of 23% and a net increase in long-term advances of 4%.The par value of advances to depository institutions - comprising commercial banks, savings institutions and credit unions - and insurance companies decreased by 1% and 11%, respectively. Advances to depository institutions, as a percent of total advances outstanding at par value, were 55% at September 30, 2020, while advances to insurance companies were 45%.Mortgage Loans Held for Portfolio 7Purchases of mortgage loans from the Bank's members for the nine months ended September 30, 2020 totaled $1.5 billion. Mortgage loans held for portfolio at September 30, 2020 totaled $9.2 billion, a net decrease of $1.6 billion, or 15%, from December 31, 2019, as principal repayments by borrowers outpaced the Bank's purchases during the period.Liquidity Portfolio 8The liquidity portfolio at September 30, 2020 totaled $10.7 billion, a net increase of $602 million, or 6%, from December 31, 2019. Included in this portfolio are U.S. Treasury securities classified as trading securities, which increased by $42 million, or 1%, to $5.1 billion at September 30, 2020. Cash and short-term investments increased by $559 million, or 11%, to $5.6 billion. As a result, cash and short-term investments represented 53% of the liquidity portfolio at September 30, 2020, while U.S. Treasury securities represented 47%.Consolidated Obligations 9FHLBank Indianapolis' consolidated obligations outstanding at September 30, 2020 totaled $60.6 billion, a net decrease of $1.8 billion, or 3%, from December 31, 2019. Such decrease reflected the decrease in the Bank's assets.6 Advances are secured loans that FHLBank Indianapolis provides to its member institutions. 7 FHLBank Indianapolis purchases mortgage loans from its members to support its housing mission, provide an additional source of liquidity to its members, and diversify its investments. 8 The Bank's liquidity portfolio consists of cash, interest-bearing deposits, securities purchased under agreements to resell, federal funds sold and U.S. Treasury securities. 9 The primary source of funds for FHLBank Indianapolis, and for the other FHLBanks, is the sale of FHLBanks' consolidated obligations in the capital markets. FHLBank Indianapolis is the primary obligor for the payment of the principal and interest on the consolidated obligations issued on its behalf; additionally, it is jointly and severally liable with each of the other FHLBanks for all of the FHLBanks' consolidated obligations outstanding.Capital 10Total capital at September 30, 2020 was $3.4 billion, a net increase of $265 million, or 8%, from December 31, 2019. Such increase was substantially due to proceeds from the issuance of capital stock.The Bank's regulatory capital-to-assets ratio11 at September 30, 2020 was 5.44%, which exceeds all applicable regulatory capital requirements.Condensed Statements of ConditionThe following table presents unaudited condensed statements of condition ($ amounts in millions): September 30, 2020 December 31, 2019 Advances $31,264 $32,480 Mortgage loans held for portfolio, net 9,237 10,815 Cash and short-term investments 5,639 5,079 Investment securities and other assets (1) 20,202 19,137 Total assets $66,342 $67,511 Consolidated obligations $60,610 $62,392 MRCS 262 323 Other liabilities 2,048 1,639 Total liabilities 62,920 64,354 Capital stock (2) 2,224 1,974 Retained earnings (3) 1,124 1,115 Accumulated other comprehensive income 74 68 Total capital 3,422 3,157 Total liabilities and capital $66,342 $67,511 Total regulatory capital (4) $3,610 $3,412 Regulatory capital-to-assets ratio 5.44 % 5.05 % > (1) Includes trading, held-to-maturity and available-for-sale securities. > (2) Putable by members at par value. > (3) Includes restricted retained earnings at September 30, 2020 and December 31, 2019 of $262 million and $251 million, respectively. > (4) Consists of total capital less accumulated other comprehensive income plus mandatorily redeemable capital stock.All amounts referenced above are unaudited. More detailed information about FHLBank Indianapolis' financial condition as of September 30, 2020, and results for the three and nine months then ended will be included in Management's Discussion and Analysis of Financial Condition and Results of Operations in the Bank's Quarterly Report on Form 10-Q, which we intend to file by mid-November. 10 FHLBank Indianapolis is a cooperative whose member financial institutions and former members own all of its capital stock as a condition of membership and to support outstanding credit products. 11 Total regulatory capital, which consists of capital stock, mandatorily redeemable capital stock and retained earnings, as a percentage of total assets. Safe Harbor StatementThis document may contain forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 concerning plans, objectives, goals, strategies, future events or performance. Forward-looking statements can be identified by words such as "anticipates," "intends," "plans," "seeks," "believes," "estimates," "expects" or the negative of these terms or comparable terminology. Any forward-looking statement contained in this document reflects FHLBank Indianapolis' current beliefs and expectations. Actual results or performance may differ materially from what is expressed in any forward-looking statements.Any forward-looking statement contained in this document speaks only as of the date on which it was made. FHLBank Indianapolis undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law. Readers are referred to the documents filed by the Bank with the U.S. Securities and Exchange Commission, specifically reports on Form 10-K and Form 10-Q, which include factors that could cause actual results to differ from forward-looking statements. These reports are available at www.sec.gov.Building Partnerships. Serving Communities. FHLBank Indianapolis is a regional bank included in the Federal Home Loan Bank System. FHLBanks are government-sponsored enterprises created by Congress to ensure access to low-cost funding for their member financial institutions, with particular attention paid to providing solutions that support the housing and small business needs of members' customers. FHLBanks are privately capitalized and funded, and receive no Congressional appropriations. FHLBank Indianapolis is owned by its Indiana and Michigan financial institution members, which include commercial banks, credit unions, insurance companies, savings institutions and community development financial institutions. For more information about FHLBank Indianapolis, visit www.fhlbi.com.Contact: Carrie O'Connor Senior Director of Communications email@example.com | 317.465.0469