Feed aggregator

Solar Alliance Partners with NuYen Blockchain for the Development of Murphysboro Cryptocurrency Facility

Oil - 12 November 2018 - 7:00am

VANCOUVER, British Columbia, and KNOXVILLE, Tenn., Nov. 12, 2018 (GLOBE NEWSWIRE) -- Solar Alliance Energy Inc. (‘Solar Alliance’ or the ‘Company’) (TSX-V: SOLR) is pleased to announce it has reached an agreement with NuYen Blockchain Inc. (“NuYen”) for the development of the Company’s cryptocurrency mining facility in Murphysboro, Illinois.

NuYen has proposed a joint venture with the Company pursuant to which the Company will transfer the Murphysboro Facility to NuYen in exchange for NuYen reimbursing the Company US$40,000 representing the costs incurred by the Company to date. The Company will retain a 2% net profits interest royalty in any blockchain mining operations conducted at the Murphysboro Facility payable to the Company quarterly. NuYen will upgrade the warehouse at its own cost for tenancy and undertake to contract the Company to fund the cost to construct and install a 1 MW solar project at the Murphysboro Facility at an agreed upon mark-up to cost. The Company will have the right of first offer to bid on an additional 4 MW solar expansion and battery storage when the Murphysboro Facility is expanded.

The Company announced the acquisition of the 165,000 square foot warehouse facility in Murphysboro, Illinois for a nominal cost on June 13, 2018 (the “Murphysboro Facility”). The Murphysboro Facility has access to low cost grid supplied power that would be complemented with a behind the meter solar array. The concept was to upgrade the warehouse, build a solar array to supplement the power grid and provide a supply of low-cost power to the cryptomining tenants. On July 11, 2018 the Company announced that it had signed a memorandum of understanding (the “MOU”) with NuYen a private company focused on the mining of cryptocurrency and the development of blockchain IP whereby NuYen would have become a tenant at the Murphysboro Facility.

“Solar Alliance has been focused primarily on expanding our operations in the U.S. southeast, including the commencement of construction of the 2.4 MW ground mounted commercial solar project being constructed for a Fortune Global 500 company,” said COO Myke Clark. ”This agreement allows Solar Alliance to focus on our core business of commercial and industrial solar while participating in the financial upside of cryptocurrency mining. This transaction with NuYen will allow the Company to generate a revenue stream from its 2% net profits interest royalty and a profit margin on the 1 MW solar project. We look forward to working with NuYen Blockchain on this project and believe it provides a template for the use of solar to support the energy intensive cryptocurrency mining sector,” concluded Clark.

Jason Bak is a director and shareholder of the Company and a director and shareholder of NuYen. Closing of this transaction is subject to the approval of the TSX Venture Exchange. The boards of directors of both the Company and NuYen have each determined that the proposed Transaction is in the best interest of their respective shareholders with each having taken into account advice from their financial and legal advisors, as applicable. Mr. Bak, having declared his conflict of interest, abstained from voting on this Transaction and the remaining directors unanimously approved the Transaction.

Jason Bak, Chairman and CEO

For more information:

Solar Alliance Sales

(865) 309-4674 

Solar Alliance Investor Relations
Jason Bak, CEO
(604) 288–9051
jbak@solaralliance.com

About Solar Alliance Energy Inc. (www.solaralliance.com)
Solar Alliance is an international energy solutions provider focused on residential, commercial and industrial solar installations. The Company operates in California, Tennessee, North/South Carolina and Kentucky and has an expanding pipeline of solar projects. Since it was founded in 2003, the Company has developed wind and solar projects that provide enough electricity to power 150,000 homes. Our passion is improving life through ingenuity, simplicity and freedom of choice. Solar Alliance reduces or eliminates customers' vulnerability to rising energy costs, offers an environmentally-friendly source of electricity generation, and provides affordable, turnkey clean energy solutions.

Statements in this news release, other than purely historical information, including statements relating to the Company's future plans and objectives or expected results, constitute Forward-looking statements. The words “would”, “will”, “expected” and “estimated” or other similar words and phrases are intended to identify forward-looking information. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, level of activity, performance or achievements to be materially different than those expressed or implied by such forward-looking information. Such factors include but are not limited to: uncertainties related to the ability to raise sufficient capital, changes in economic conditions or financial markets, litigation, legislative or other judicial, regulatory and political competitive developments and technological or operational difficulties. Consequently, actual results may vary materially from those described in the forward-looking statements.

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

Categories: State

Standard Lithium Signs Joint Venture Term Sheet With Global Specialty Chemical Company LANXESS

Oil - 12 November 2018 - 6:30am

VANCOUVER, British Columbia, Nov. 12, 2018 (GLOBE NEWSWIRE) -- Standard Lithium Ltd. (“Standard Lithium” or the “Company”) (TSXV: SLL) (OTC-NASDAQ INTL DESIGNATION: STLHF) (FRA: S5L), announces that it has signed a term sheet (the “Term Sheet”) with global specialty chemical company LANXESS Corporation (“LANXESS”) for a contemplated joint venture in the commercial production of battery grade lithium from brine extracted from the Smackover Formation in South Arkansas.

Standard Lithium is working with LANXESS in a phased approach as per terms of a binding memorandum of understanding, to develop commercial opportunities related to the production, marketing and sale of battery grade lithium products extracted from brine produced from the Smackover Formation.

Under the proposed terms of the joint venture, LANXESS would contribute lithium extraction rights and grant access to its existing infrastructure to the joint venture, and Standard Lithium would contribute existing rights and leases held in the Smackover Formation and the pilot plant being developed on the Property, as well as its proprietary extraction processes including all relevant intellectual property rights. Upon proof of concept, LANXESS is prepared to provide funding to the joint venture to allow for commercial development of the future commercial project, and it is anticipated that the joint venture will include options for Standard Lithium to participate in project funding on similar terms. The final terms of the joint venture and any funding arrangement remain subject to completion of due diligence, technical proof of concept, normal economic viability studies (e.g. Preliminary Feasibility Study etc.) to confirm the technical feasibility and economic viability of the project, and the negotiation of definitive agreements between the parties.

About Standard Lithium Ltd.
The Company’s flagship LANXESS Project is located in southern Arkansas, where it is engaged in the testing and proving of the commercial viability of lithium extraction from over 150,000 acres of permitted brine operations utilising the Company’s proprietary selective extraction technology. The Company is also pursuing the resource development of over 30,000 acres of separate brine leases located in southwestern Arkansas and approximately 45,000 acres of mineral leases located in the Mojave Desert in San Bernardino County, California.

Investors are cautioned that without a Pre-Feasibility or Feasibility study prepared in accordance with NI 43-101 there can be no assurance that the Term Sheet will result in an actual producing lithium mine.

Standard Lithium is listed on the TSX Venture Exchange under the trading symbol “SLL”; quoted on the OTC-NASDAQ INTL DESIGNATION under the symbol “STLHF”; and on the Frankfurt Stock Exchange under the symbol “S5L”. Please visit the Company’s website at www.standardlithium.com.

On behalf of the Board,

Standard Lithium Ltd.
Robert Mintak, CEO & Director

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. This news release may contain certain “Forward-Looking Statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When used in this news release, the words “anticipate”, “believe”, “estimate”, “expect”, “target, “plan”, “forecast”, “may”, “schedule” and other similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to future prices of commodities, accuracy of mineral or resource exploration activity, reserves or resources, regulatory or government requirements or approvals, the reliability of third party information, continued access to mineral properties or infrastructure, fluctuations in the market for lithium and its derivatives, changes in exploration costs and government regulation in Canada and the United States, and other factors or information. Such statements represent the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affections such statements and information other than as required by applicable laws, rules and regulations.

CONTACT: For further information, contact Anthony Alvaro at (604) 240 4793
Categories: State

Medical Cannabis is Now Legal in Utah, One Company Is Poised for Breakout

Recreation - 12 November 2018 - 6:30am

Undervalued CBD/Cannabis Play Is November’s Stock to Watch After UTAH’s Recent Legalization Approval

NEW YORK, Nov. 12, 2018 (GLOBE NEWSWIRE) -- News Commentary: www.PSInvestor.com

Last week’s vote in the state of UTAH was monumental for many reasons. Medical cannabis, on the ballot as “Proposition 2”, was a proposal that had been a difficult sell to Mormon church leaders who were concerned about the possibility that it could expand to broader use but passed getting 54% of the Utahn population to vote YES.

Besides the struggle to win over the Mormon Church, and a population viewed as being quite conservative, Utah residents collected about 200,000 signatures by mid-April, which was well over the 113,143 required for ballot inclusion. Enthusiastic residents are excited about the medicinal properties that marijuana and CBD, short for cannabidiol, brings while state economists welcome the measure which will include a sales tax increase expected to generate $90 million in tax revenue that will combine with an additional $800 million in federal money to fund the expansion.

Hemp based CBD, whose market nationally could reach $22B by the year 2022 according to the Brightfield Group in a recent Rolling Stone magazine report, was made legal in Utah in 2014, after businesses began extracting it from cannabis plants and using the extract to make pills, oils and other products that people say helps with an array of conditions.

The approval may create a barrier for entrepreneurs and new businesses that wish to establish new CBD related business in UTAH as there has been discussion of going to a county dispensary type system. Grandfathered or established businesses such as Enviro Technologies International Inc. (OTC: ETII), a holdings company based in Utah, already has 2 CBD related businesses in CBD Health Co. (www.cbdhealthco.com) and Phytolife Fitness. Both companies were acquired earlier this year. CBD Health Co. markets and sells high quality and proprietary hemp-based, natural CBD health products, while their sister fitness site and media company will market fitness hemp-based products and health films. Hemp products are now used in sports medicine to control pain, decrease inflammation and reduce stress; hemp-based products have also been found to aid in bone, nerve and tissue regeneration, which are particularly relevant and needed remedies in the amateur and professional sports arenas.

ETII is one of the few, if not only public CBD related company in the state of UTAH as investors are taking notice. The company has traded at $1 or more on 3 separate occasions this year, which ironically coincided with their CBD-related news announcements. Their stock price is climbing once again as investors scramble to find undervalued public companies that will be affected by the recent positive legalization news in the state of Utah. On Friday, ETII closed at $0.375 +0.14 (+59.57%) on 469,890 shares traded. The company, which hasn’t released official news since it’s press releases on entering the CBD market for Pets in March and its sister CBD website in April of this year, is moving on clear speculation they’ll be able to emerge as a CBD leader in UTAH. As much as investors wish to focus on UTAH alone, according to the company’s website, it states that their products are distributed in all 50 states, USA-made, and produced with CBD derived from the industrial hemp plant. This means they have the ability to generate sales nationwide via web sales, but potentially can exploit the legalization with in-state “brick and mortar” retail/wholesale business locations.

Cannabis stocks have been one of the most Bullish sectors performance wise in 2018. While investors are always seeking the next “hot company”, some of the well-known cannabis stocks such as Tilray Inc. (NASDAQ: TLRY) ran from $23 to $300, Canopy Group (NYSE: CGC) has climbed from $12.60 to 52 Week Highs of $59.25 and Cronos Group (NASDAQ: CRON) was as low as $3 last year at this time and hit a 52W High of $15.30, have all grossly out performed both the DOW ($DJI) and the S&P 500 ($SPX).

Most cannabis stocks added to their gains recently, after reports that U.S. Attorney General Jeff Sessions was fired. Sessions, an opponent of marijuana's legalization, had given prosecutors a green light to aggressively enforce federal laws against the drug in states where it had been decriminalized. Whether Sessions had a direct impact or not, the passage of state initiatives and last week’s general voter sentiment indicate growing momentum for the cannabis industry.

Even beverage companies like Coca-Cola and Pepsi are attempting to position themselves with cbd/hemp drinks in this booming sector. Soft drink companies are not alone, as alcoholic beverage companies are following suit because of declining sales as the market shifts towards using cannabis for recreational purposes. Yes, that means, CBD/THC wines and beers or nonalcoholic beverages that will enhance one’s mood is where these companies are diving to be ahead of the trend.

The hemp-cbd beverage sector has also produced some very rewarding stock returns in the microcap space. American Premium Water Corp. (OTC: HIPH) who manufactures LALPINA Hydro CBD water, was only $0.015 in mid-September and surged to high of $0.12 last month. Kona Gold (OTC: KGKG), whose hemp energy drinks had a 225% increase in sales for the month of October, was only $0.013 the beginning of October and is currently above .07 and climbing. Puration Inc. (OTC: PURA), whose cannabis infused beverage business has grown 600% in the last year alone, was just $0.035 the beginning of October and peaked at $0.25 mid-month. This sector continues to bring huge profits to penny stock investors and Enviro Technologies (OTC: ETII) is our stock to watch for November.

For Commentary & Market Awareness inquiries, please contact: info@psinvestor.com

This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. “Forward-looking statements” describe future expectations, plans, results, or strategies and are generally preceded by words such as “may”, “future”, “plan” or “planned”, “will” or “should”, “expected,” “anticipates”, “draft”, “eventually” or “projected”. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements as a result of various factors, and other risks identified in a company’s annual report on Form 10-K or 10-KSB and other filings made by such company with the Securities and Exchange Commission. You should consider these factors in evaluating the forward-looking statements included herein, and not place undue reliance on such statements. The forward-looking statements in this release are made as of the date hereof and PSI undertakes no obligation to update such statements.

You should not rely on the information presented; you should do independent research to form your own opinion and decision. Information contained in our disseminated emails does not constitute investment, legal or tax advice upon which you should rely. The purchase of high-risk securities may result in the loss of your entire investment. Advertisements received by you are not a solicitation or recommendation to buy securities of the advertised company. PSI was not compensated by (OTC: ETII), (OTC: KGKG), (OTC: PURA), (OTC: HIPH) or any other company mentioned in this article.

Full Disclaimer: http://psinvestor.com/disclaimer

Contact Information:

www.PSInvestor.com

info@psinvestor.com

Categories: State

Tim Benz: Patriots lose, Chargers win; how Week 10 affected Steelers

Pittsburgh Tribune-Review - 12 November 2018 - 6:27am
New England Patriots quarterback Tom Brady (12) sits on the turf after being sacked by the Tennessee Titans in the second half of an NFL football game Sunday, Nov. 11, 2018, in Nashville, Tenn. (AP Photo/Mark Zaleski)" src = "https://triblive.com/rss/photos/?STREAMOID=vSkfOzgFjHi1HylobeSUCc$daE2N3K4ZzOUsqbU5sYsfVPY7xJgpdJ0QQHpZHRtCWCsjLu883Ygn4B49Lvm9bPe2QeMKQdVeZmXF$9l$4uCZ8QDXhaHEp3rvzXRJFdy0KqPHLoMevcTLo3h8xh70Y6N_U_CryOsw6FTOdKL_jpQ-&CONTENTTYPE=image/jpeg">
I made a mistake I make every year. Whenever the Steelers play their Thursday night game, I use the time I have free the following ...
Categories: State

Havila Shipping ASA: Contract with Equinor UK for the PSV Havila Borg

Oil - 12 November 2018 - 2:42am


Havila Shipping has entered into a charter contract for approximately 4 months with Equinor UK for the PSV Havila Borg.

For additional information please contact:

CEO Njål Sævik, +47 909 35 722
CFO Arne Johan Dale, +47 909 87 706


This information is subject to the disclosure requirements pursuant to section 5 -12 of the Norwegian Securities Trading Act.

Categories: State

TGS announces strategic collaboration for ocean bottom node projects in North Sea

Oil - 12 November 2018 - 1:02am

ASKER, NORWAY (12 November 2018) TGS announces a strategic collaboration with Axxis Geo Solutions (AGS) for multi-client ocean bottom node projects in the North Sea.  The area of mutual interest covers the core part of the central North Sea up to and including the Utsira area.  Under this agreement, the parties will work together to develop opportunities to co-invest in multi-client ocean bottom node projects.  TGS will have a right to process all new node data acquired under this collaboration.

AGS is a Norwegian company focusing on the ocean bottom seismic market.  The company has a proprietary technology-agnostic node handling system and is currently operating four vessels with more than 9,000 nodes.  The AGS management team has experience of executing more than 100 surveys in over 20 countries.  Their technology and capabilities are complementary to TGS multi-client experience, client relationships, existing data and subsurface knowledge in this region.

As part of this collaboration, TGS will join the 1,560 km2 Utsira node multi-client project which is currently being acquired by AGS in the Norwegian North Sea.

"E&P companies have for a long time recognized that ocean bottom nodes can deliver a significant uplift in data quality. Technology development and operational efficiencies are bringing costs down to a level where large-scale exploration node surveys are becoming an attractive option to support exploration and drilling decisions. This is TGS' second ocean bottom node announcement related to 2019 investments and we are excited by the momentum that we see in this market," commented Kristian Johansen, CEO, TGS.

 

Company Summary
TGS-NOPEC Geophysical Company (TGS) provides multi-client geoscience data to oil and gas Exploration and Production companies worldwide.  In addition to extensive global geophysical and geological data libraries that include multi-client seismic data, magnetic and gravity data, digital well logs, production data and directional surveys, TGS also offers advanced processing and imaging services, interpretation products, and data integration solutions.

For more information visit TGS online at www.tgs.com.

Forward-looking statements and contact information

All statements in this press release other than statements of historical fact are forward-looking statements, which are subject to a number of risks, uncertainties and assumptions that are difficult to predict, and are based upon assumptions as to future events that may not prove accurate. These factors include TGS' reliance on a cyclical industry and principal customers, TGS' ability to continue to expand markets for licensing of data, and TGS' ability to acquire and process data products at costs commensurate with profitability. Actual results may differ materially from those expected or projected in the forward-looking statements. TGS undertakes no responsibility or obligation to update or alter forward-looking statements for any reason.

TGS-NOPEC Geophysical Company ASA is listed on the Oslo Stock Exchange (OSLO:TGS).

TGS sponsored American Depositary Shares trade on the U.S. over-the-counter market under the symbol "TGSGY".


For additional information about this press release please contact:

Sven Børre Larsen
Chief Financial Officer
Tel: +47 90 94 36 73
Email: sven.larsen@tgs.com

Will Ashby
SVP Investor Relations, HR & Communication
Tel: +1 713 860 2184 
Email: will.ashby@tgs.com

 

This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act)

Categories: State

EMGS: Update on Survey in South America

Oil - 11 November 2018 - 2:30pm


Reference is made to the stock exchange notifications published by Electromagnetic Geoservices ASA ("EMGS" or the "Company") on, respectively, 19 and 26 October 2018, regarding an acquisition in South America for an undisclosed customer.

The Company has now received a purchase order from the customer for the survey. The total value of the purchase order is approximately USD 8.2 million.

Subject to inter alia all necessary governmental permits, EMGS expects to commence the survey as soon as practicable possible after the vessel arrives in the area of operations.  

Contact
Hege Veiseth, CFO, +47 99 21 67 43

About EMGS
EMGS, the marine EM market leader, uses its proprietary electromagnetic (EM) technology to support oil and gas companies in their search for offshore hydrocarbons. EMGS supports each stage in the workflow, from survey design and data acquisition to processing and interpretation. The Company's services enable the integration of EM data with seismic and other geophysical and geological information to give explorationists a clearer and more complete understanding of the subsurface. This improves exploration efficiency and reduces risks and the finding costs per barrel.

EMGS operates on a worldwide basis with offices in Trondheim, Oslo, Houston, Mexico City, Rio de Janeiro and Kuala Lumpur.


This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.


Categories: State

Larson Electronics Releases 25W Handheld LED Hunting Spotlight with 1000’ Light Beam

Recreation - 10 November 2018 - 4:00pm

KEMP, Texas, Nov. 10, 2018 (GLOBE NEWSWIRE) -- Larson Electronics, a Texas-based company with over 40 years of experience spearheading the industrial and recreational lighting sectors, announced the release of a 25-watt handheld LED hunting spotlight. This IP65-rated unit offers powerful Cree® LED illumination that generates a total of 2,000 lumens of light with 70% lumen retention at 50,000 hours of use.

The HUL-LED25WRE-CPR-TRP-9 handheld LED hunting spotlight features a 120mm parabolic reflector and projects a focused light beam up to 1,000 feet. The body of this light is made of ultra-durable ABS polymer with an aluminum alloy light head housing and an impact resistant polycarbonate lens. This ergonomically designed and compact unit is waterproof, dust proof and shock proof for demanding outdoor conditions and applications.

This hunting spotlight features an articulated light head that can be tilted up or down independently of the handle for more precise positioning of the beam. This unit features a no-slip textured nylon handle that ensures a firm grip in wet conditions and a booted push-button that adds protection from water and dust.

This hunting spotlight comes with a 16-foot detachable cord and a 9-pin round trailer hitch plug. The cord is detached with a weatherproof 2-pin Deutsch connector that attaches and detaches the coil cord from the spotlight easily and securely. Suitable applications for this spotlight include hunting, marine and boating, camping, emergency services and first responders.

“This LED spotlight is a lightweight, yet ultra-rugged spotlight, perfect for outdoor uses in rough environments,” said Rob Bresnahan, CEO of Larson Electronics LLC. “It’s powerful illumination and far reaching beam is also ideal for emergency and first responder services.”

About Larson Electronics LLC: Larson Electronics LLC is a manufacturer of industrial lighting equipment and accessories. The company offers an extensive catalog of industry-grade lighting and power distribution products for the following sectors: manufacturing, construction, food processing, oil and gas, military, marine and automobile. Customers can benefit from the company’s hands-on, customized approach to lighting solutions. Larson Electronics provides expedited service for quotes, customer support and shipments.

For further information, please contact:
Rob Bresnahan, President and CEO
Toll-free: 1-800-369-6671
Phone: 214-616-6180
Fax: 903-498-3364
E-mail: sales@larsonelectronics.com

Categories: State

SHAREHOLDER ALERT: Pomerantz Law Firm Reminds Shareholders with Losses on their Investment in Camping World Holdings Inc. of Class Action Lawsuit and Upcoming Deadline – CWH

Recreation - 9 November 2018 - 7:35pm

NEW YORK, Nov. 09, 2018 (GLOBE NEWSWIRE) -- Pomerantz LLP announces that a class action lawsuit has been filed against Camping World Holdings Inc. (“Camping World” or the “Company”) (NYSE:  CWH) and certain of its officers.   The class action, filed in United States District Court, Northern District of Illinois, Eastern Division, and index under 18-cv-07158, is on behalf of a class consisting of all persons and entities, other than Defendants and their affiliates, who purchased or otherwise acquired shares of Camping World Class A common stock between March 8, 2017 and August 7, 2018, both dates inclusive (the “Class Period”), seeking to pursue remedies under the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 promulgated thereunder, against the Company and certain of its top officials.

If you are a shareholder who purchased Camping World securities between March 8, 2017, and August 7, 2018, both dates inclusive, you have until December 18, 2018, to ask the Court to appoint you as Lead Plaintiff for the class.  A copy of the Complaint can be obtained at www.pomerantzlaw.com.  To discuss this action, contact Robert S. Willoughby at rswilloughby@pomlaw.com or 888.476.6529 (or 888.4-POMLAW), toll-free, Ext. 9980. Those who inquire by e-mail are encouraged to include their mailing address, telephone number, and the number of shares purchased. 

[Click here to join this class action]

Camping World has long been majority owned and controlled by its Chairman and Chief Executive Officer (“CEO”), Marcus Lemonis (“Lemonis”), and private equity firm Crestview Partners II GP, L.P. (“Crestview”) and its affiliates. Historically, the Company specialized in selling recreational vehicles (“RVs”) and related services such as travel assist programs, emergency roadside assistance, property and casualty insurance programs, extended vehicle service contracts, and vehicle financing and refinancing.

In October 2016, defendants took Camping World public in a $261 million initial public offering (the “IPO”). In the months that followed the IPO, defendants emphasized the Company’s earnings growth and profit potential as Camping World engaged in a number of strategic acquisitions. Most significantly, in May 2017, Camping World announced that it would be expanding its operations to include retail stores for outdoor sporting supplies and accessories by acquiring certain assets of Gander Mountain Co. (“Gander”) from bankruptcy.

Throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operational and compliance policies. Specifically, Defendants made false and/or misleading statements and/or failed to disclose that: (i) the Company failed to successfully integrate the assets acquired from Gander due to operational failures; (ii) the acquisition of Gander assets negatively impacted the Company’s profit margin, which consequently resulted in the Company’s inability to meet previously provided financial guidance; (iii) the Company maintained material weaknesses in its internal controls over financial reporting, which resulted in numerous errors and misstatements in every quarterly reporting period since the IPO; and (iv) as a result, the Company’s public statements were materially false and misleading at all relevant times.

Beginning in February 2018, the Company issued a series of disclosures which revealed, inter alia: (i) that it needed to withdraw and restate its prior financial statements for 2016 and the first three quarters of 2017; (ii) that the integration and rollout of the Gander stores had suffered severe operational setbacks; (iii) that, rather than increasing profitability as represented, the Gander stores were negatively impacting margins; and (iv) that the Company had fallen far behind previously provided 2018 earnings figures. Camping World abruptly changed its auditor of 13 years soon after the Company admitted its prior financial statements were materially misstated and its internal controls suffered from material weaknesses.

Upon the full disclosure of the above facts, the Company’s Class A common stock fell from over $28 per share from the Class Period high of $47.09 on January 24, 2018, to close at $18.88 on August 7, 2018, the last day of the Class Period. 

The Pomerantz Firm, with offices in New York, Chicago, Los Angeles, and Paris, is acknowledged as one of the premier firms in the areas of corporate, securities, and antitrust class litigation. Founded by the late Abraham L. Pomerantz, known as the dean of the class action bar, the Pomerantz Firm pioneered the field of securities class actions. Today, more than 80 years later, the Pomerantz Firm continues in the tradition he established, fighting for the rights of the victims of securities fraud, breaches of fiduciary duty, and corporate misconduct. The Firm has recovered numerous multimillion-dollar damages awards on behalf of class members. See www.pomerantzlaw.com

CONTACT:
Robert S. Willoughby
Pomerantz LLP
rswilloughby@pomlaw.com
888-476-6529 ext. 9980

Categories: State

CBTX, Inc. Announces Redemption of Certain of its Trust Preferred Securities

Banking - 9 November 2018 - 4:30pm

HOUSTON, Nov. 09, 2018 (GLOBE NEWSWIRE) -- CBTX, Inc. (Nasdaq: CBTX), the bank holding company for CommunityBank of Texas N.A. (the “Company”), today announced that Crosby Statutory Trust I (the “Crosby Trust”) will redeem all of the Crosby Trust’s issued and outstanding trust preferred securities (the “Crosby Securities”) on December 17, 2018 (the “Crosby Redemption Date”). The aggregate redemption price (the “Crosby Redemption Price”) is $5,155,000 plus accrued and unpaid interest to the Crosby Redemption Date, totaling approximately $5.2 million.

The redemption of the Crosby Securities is a result of the concurrent redemption that will be made by the Company, as the successor in interest to Crosby Bancshares, Inc., of its Junior Subordinated Debt Securities due December 15, 2035, all of which are held by the Crosby Trust. Notice of the redemption and payment of the aggregate Crosby Redemption Price will be made to registered holders of the Crosby Securities on the Crosby Trust’s behalf by U.S. Bank National Association (the “Crosby Trustee”). The Crosby Securities are to be surrendered for payment of the Crosby Redemption Price to U.S. Bank National Association, 100 Wall Street, 19th Floor, New York, New York 10005, Attention: Corporate Trust Services - Crosby Statutory Trust I. Questions regarding the redemption of the Crosby Securities may be directed to the Crosby Trustee by calling (617) 603-6431.

The Company today also announced that County Bancshares Trust I (the “County Trust”) will redeem all of the County Trust’s issued and outstanding trust preferred securities (the “County Securities,” and together with the Crosby Securities, the “Capital Securities”) on January 7, 2019 (the “County Redemption Date”). The aggregate redemption price (the “County Redemption Price”) is $5,671,000 plus accrued and unpaid interest to the County Redemption Date, totaling approximately $5.7 million.

The redemption of the County Securities is a result of the concurrent redemption that will be made by the Company, as the successor in interest to County Bancshares, Inc., of its Junior Subordinated Debt Securities due April 7, 2035, all of which are held by the County Trust. Notice of the redemption and payment of the aggregate County Redemption Price will be made to registered holders of the County Securities on the County Trust’s behalf by Wells Fargo, National Association (the “County Trustee”). The County Securities are to be surrendered for payment of the County Redemption Price to Wells Fargo, National Association, 919 Market Street, Suite 700, Wilmington, DE 19801 Attention: Corporate Trust Division. Questions regarding the redemption of the County Securities may be directed to the County Trustee by calling (302) 575-2007.

About CBTX, Inc.

CBTX, Inc. is the bank holding company for CommunityBank of Texas, N.A., a commercial bank offering solutions to small and mid-sized businesses and professionals in Houston, Beaumont, Dallas and surrounding communities in Texas. Visit www.communitybankoftx.com for more information.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the “Safe-Harbor” provisions of the Private Securities Litigation Reform Act of 1995, which include, but are not limited to, statements containing the words “will”, “may”, “intend”, or “believe” and statements concerning the timing and the redemption of the Capital Securities. These statements are necessarily subject to risk and uncertainty, including the risk that negative performance of our business may impact the timing and the redemption of the Capital Securities, and actual results could differ materially from those anticipated due to various factors, including those set forth from time to time in the documents filed or furnished by the Company with the Securities and Exchange Commission, such as the risk factors discussed in the Company’s Annual Report on Form 10-K. You should not place undue reliance on forward-looking statements and the Company undertakes no obligation to update any such statements to reflect circumstances or events that occur after the date on which the forward- looking statement is made.

CONTACT: Investor Relations: James L. Sturgeon 281.325.5013 investors@CBoTX.com Media Contact: Ashley Warren 713.210.7622 awarren@CBoTX.com
Categories: State

Connecticut Water Service Inc. Reports Third Quarter 2018 Results

Recreation - 9 November 2018 - 4:02pm

CLINTON, Conn., Nov. 09, 2018 (GLOBE NEWSWIRE) --

  • Operating Revenues Increase 14 Percent

  • Net Income Increased $2.9 million or $0.23 per share  

  • PURA and MPUC Regulatory Applications Filed for the SJW Group Transaction

Connecticut Water Service, Inc. (Nasdaq:CTWS) (“Connecticut Water”) announced net income of $13.7 million or $1.15 earnings per basic common share (“EPS”) for the third quarter of 2018 on total revenues of $39.3 million. Total revenues include revenues generated by Connecticut Water’s three business segments: Water Operations, Service and Rentals, and Real Estate. In the third quarter of 2017, Connecticut Water had net income of $10.7 million or EPS of $0.92, on total revenues of $33.5 million.   Non-GAAP Adjusted Net Income*, which excludes merger and acquisition costs, for the third quarter of 2018 increased from the same period in the prior year by $5.1 million. 

The improvements in Non-GAAP Adjusted Net Income in 2018 were primarily driven by increases in revenues resulting from general rate increases authorized in both Connecticut and Maine, as well as increases in Water Infrastructure and Conservation Adjustment (“WICA”) and Water Infrastructure Charge (“WISC”) surcharges. These improved revenues were partially offset by increased operating expenses, depreciation and interest expense.

David C. Benoit, president and CEO of Connecticut Water, stated that, “Our strong third quarter results reflect our continued focus on operational excellence as a pure-play water company, our employees’ record of superior customer service, and our continued investment in water infrastructure. During the quarter, we also made progress toward the closing of our combination with SJW Group, which is on track to be completed in the first quarter of 2019. The combination with SJW Group will enable us to join another leading water company that shares our commitment to a strong, local team of employees and world-class service to customers and communities, while also providing our shareholders with significant, certain, premium value for their shares.”

Year-to-Date Results

Connecticut Water reported net income of $17.2 million, or EPS of $1.44, on total revenues of $97.3 million in the first nine months of 2018.  In the same period of 2017, Connecticut Water had net income of $23.2 million, or EPS of $2.03, on total revenues of $87.2 million.  Non-GAAP Adjusted Net Income*, which excludes merger and acquisition costs, for the first nine months of 2018 increased from the same period in the prior year by $1.5 million. 

The improvements in Non-GAAP Adjusted Net Income in 2018 were primarily driven by increases in revenues resulting from general rate increases authorized in Connecticut and Maine as well as increases in WICA and WISC surcharges. These improved revenues were partially offset by increased operating expenses, depreciation and interest expense.

* A description of Non-GAAP Adjusted Net Income is provided below under the heading “Use and Definition of Non-GAAP Financial Measures” and a reconciliation to GAAP financial measures is provided in the table at the end of this release.

Combination with SJW Group

On October 2, 2018, Connecticut Water announced that it had filed its definitive proxy materials in connection with a Special Meeting of Connecticut Water Shareholders (the “Special Meeting”) scheduled for November 16, 2018 to vote on the SJW Group transaction. In the proxy materials and related letters that have been sent to Connecticut Water shareholders of record as of September 24, 2018, the Connecticut Water Service Board of Directors unanimously recommends that shareholders vote “FOR” the proposal to approve the SJW Group merger agreement as well as all other proposals related to the SJW Group transaction on the GREEN proxy card or GREEN voting instruction form that was sent to shareholders.

In order for the transaction to be approved, Connecticut Water shareholders owning two-thirds (66 2/3%) of Connecticut Water’s outstanding shares of common stock entitled to vote on the proposed merger must vote “FOR” it. This is a high threshold, so every vote matters. Shareholders are reminded that the meeting date is rapidly approaching, and not voting is the same as voting against the SJW Group transaction. 

Additional highlights from the letters sent to Connecticut Water shareholders include:

  • By going GREEN and voting “FOR” the SJW Group transaction on the GREEN proxy card, shareholders are voting to receive significant, certain, premium value of $70 per share in cash.
  • The $70-per-share cash consideration represents a 33 percent premium to Connecticut Water’s unaffected closing share price.1
  • The value that Connecticut Water shareholders will receive exceeds Connecticut Water’s all-time high closing share price.2
  • The combined company will operate under local leadership and local operating teams, with no changes in customer rates and no employee layoffs as a result of the transaction.
  • Both Connecticut Water and SJW Group are committed to maintaining a New England headquarters in Clinton, Connecticut, and the existing local offices and work centers across Connecticut and Maine. 
  • The transaction creates a national pure-play water company with a continued focus on operational excellence, superior customer service, environmental stewardship as well as community investment, involvement and support.
  • Connecticut Water believes the meaningful benefits and protections for its stakeholders in the SJW Group transaction would not be available in other potential transactions.

On November 5, 2018 and November 7, 2018, leading independent proxy advisory firms Institutional Shareholder Services Inc. (“ISS”) and Glass, Lewis & Co. (“Glass Lewis”), respectively, recommended that Connecticut Water shareholders vote “FOR” the SJW Group transaction at the Special Meeting of Shareholders. Many pension funds, mutual funds and other institutional shareholders around the world consider the analysis and recommendations conducted by ISS and Glass Lewis in their voting decision making process.

ISS and Glass Lewis are joined by other stakeholders, including local business leaders and Connecticut Water employees who also support the SJW Group transaction.  For example, as highlighted in one mailing by Connecticut Water:

  • “I’m a retired CEO, experienced in business and proud to be a long term CTWS shareholder. CTWS has been well managed, focused on customer service and its market area and an excellent investment. I strongly support the combination of CTWS and SJW. Acquisitions are a fact of business life today across many industries ... banking, utilities, insurance, etc. … so having the right combination is very important. By joining with San Jose Water, Connecticut Water will boost its ability to continue its record of service and level of investment in our communities under the leadership of the respected Connecticut management team.” – William J. “Bill” McGurk, Local Business Leader, Shareholder
  • “It was about a week and a half ago that I mailed my proxy in, voting yes on all the three things that the Board recommended ... I knew that it was good to do the right thing and help the company in its pursuit to be stronger, better.” – Adam S., CT Water Employee, Shareholder

As previously announced, the combination of Connecticut Water and SJW Group requires the approval of Connecticut Water’s shareholders and regulatory approvals from the Connecticut Public Utilities Regulatory Authority (“PURA”) and the Maine Public Utilities Commission (“MPUC”). As noted above, shareholders will vote on the proposal to approve the SJW Group merger agreement as well as all other proposals related to the SJW Group transaction at the Special Meeting scheduled for Friday, November 16, 2018. Applications to obtain regulatory approvals of the merger were filed with PURA and MPUC on July 18, 2018 and May 4, 2018, respectively.

PURA Rate Settlement Agreement

On August 15, 2018, PURA issued a final decision that accepted the terms of a revised rate settlement agreement that had been filed by the Connecticut Water Company and the Connecticut Office of Consumer Counsel.

Under the terms of the approved revised settlement agreement.

  • Connecticut Water Company is able to seek approval to adjust WICA charges in the future through separate filings with PURA as additional WICA work is completed and serving customers.
  • Connecticut Water Company is recovering through increased rates, retroactive to April 1, 2018, the $36.3 million of plant in service with Connecticut Water Company’s generational investment in clean drinking water at the newly upgraded Rockville Drinking Water Treatment Facility.
  • The WICA surcharge on customers’ bills has been rolled into base rates and the surcharge has been reset to zero.
  • Connecticut Water Company will not increase its base rates until January 2020 at the earliest, with an exception for extraordinary circumstances.

Maine Water Conservation Easement to Protect Source Water and Open Space

On September 27, 2018, The Maine Water Company (“Maine Water”) closed on the sale of a conservation easement with the Coastal Mountain Land Trust (“CMLT”) to protect 786 acres of watershed land in Rockport and Hope, Maine. This is first of two transactions through an agreement with CMLT that, when fully executed, will protect 1,300 acres of watershed land around Mirror Lake and Grassy Pond, the primary sources of drinking water for the region. Much of the land lies on and around “Ragged Mountain” in the towns of Camden, Hope and Rockport and the conservation easement allows for expanded recreational access to the property for activities such as hiking, mountain biking, cross country, and skiing through the construction of a defined public access trail. Maine Water also contributed $250,000 to the construction of the trail.

As a result of the first transaction, an after-tax gain of $435,000 was realized in Q3. Maine Water’s Camden Rockland customers will share in the net benefit of the transaction, with $435,000 of credits on customer bills applied over a one-year period beginning in January, 2019. The second, and final, transaction related to the conservation easement sale is expected to occur in 2020.

Infrastructure Replacement

Maine Water files for WISC increases with the MPUC on a system-by-system basis. Six WISC applications filed since the fourth quarter of 2017 have been approved to date in 2018, and the WISC surcharge in the Biddeford Saco division was reset to zero with the approval of the general rate case in December 2017. The current average of approved WISC surcharges of all divisions of Maine Water is 6.8 percent. The maximum WISC surcharge allowed in Maine ranges from 10 to 20 percent, depending on the size of the water system.

The current WICA charge was reset to zero for Connecticut Water Company as a result of the rate settlement agreement approved by PURA and is 7.51 percent for Avon Water. Heritage Village Water has not filed for a WICA surcharge.

WICA and WISC allow for recovery of eligible infrastructure replacements on a semiannual basis.

About CTWS

CTWS is one of the 10 largest U.S.-based publicly traded water utilities, and is listed on the Nasdaq Global Select Market under the ticker symbol CTWS. Through its regulated utility subsidiaries, CTWS serves more than 135,000 water customers, or more than 425,000 people in 80 communities across Connecticut and Maine, and more than 3,000 wastewater customers in Southbury, Connecticut.

Additional information regarding results, performance or achievements noted in this news release is available in the CTWS Form 10-Q that was filed with the U.S. Securities and Exchange Commission earlier today. A link to the Form 10-Q filing can be found at http://ir.ctwater.com.

Use and Definitions of Non-GAAP Financial Measures

We consider Adjusted Net Income as a key business metric, which is a Non-GAAP financial measure.

We define Adjusted Net Income as Net Income excluding certain material items outside of normal business operations. For this Non-GAAP financial measure, we consider these items to be income or expenses that have not been recorded within the prior two years and are not expected to recur within the next two years. Such items may include certain costs incurred for merger and acquisition activities such as the proposed merger with SJW Group.

Adjusted Net Income is a supplemental financial measure used by us and by external users of our financial statements and is considered to be an indicator of the operational strength and performance of our business. Adjusted Net Income allows us to assess our performance without regard to the impact of matters that we do not consider indicative of the operating performance of our business.

We use Adjusted Net Income to facilitate a comparison of our operating performance on a consistent basis from period to period that, when viewed in combination with our results prepared in accordance with GAAP, provides a more complete understanding of factors and trends affecting our business. We believe Adjusted Net Income assists our Board of Directors, management and investors in comparing our operating performance on a consistent basis from period to period because they remove the impact of certain material items outside of normal business operations (such as the costs incurred for the proposed merger with SJW) from our operating results.

Despite the importance of this Non-GAAP financial measure in analyzing our business, measuring and determining incentive compensation and otherwise evaluating our operating performance, Adjusted Net Income is not a measurement of financial performance under GAAP, may have limitations as an analytical tool and should not be considered in isolation from, or as an alternative to, Net Income or any other measure of our performance derived in accordance with GAAP. Adjusted Net Income is not a measure of profitability under GAAP.

We also urge you to review the reconciliation of this Non-GAAP financial measure included in the Results of Operations section of our quarterly report on From 10-Q that was filed earlier today. To properly and prudently evaluate our business, we encourage you to review the Condensed Consolidated Financial Statements and related notes included elsewhere in our Quarterly Report and to not rely on any single financial measure to evaluate our business. In addition, because the Adjusted Net Income measure is susceptible to varying calculations, such Non-GAAP financial measures may differ from, and may therefore not be comparable to, similarly titled measures used by other companies.

The following table provides a reconciliation of Net Income to Non-GAAP Adjusted Net Income:

 Three Months EndedNine Months Ended September 30,September 30,(In thousands except per share amounts)2018201720182017     Net Income$13,663$10,716$17,165$23,202Merger and Acquisition Costs2,114117,766266Adjusted Net Income$15,777$10,727$24,934$23,468


Connecticut Water Service, Inc. & Subsidiaries

Selected Income Statement Information (unaudited)

 Three Months EndedNine Months Ended September 30,September 30,(In thousands except per share amounts) 2018 2017 2018 2017     Operating Revenues$36,269$31,797$91,026$82,162Other Water Activities Revenues 348 455 1,084 1,096Real Estate Revenues 1,350 -- 1,350 212Service and Rentals Revenues 1,333 1,256 3,815 3,745Total Revenues$39,300$33,508$97,275$87,215     Operating Expenses$18,905$19,252$59,805$53,615Other Utility Income, Net of Taxes$200$264$715$619Total Utility Operating Income$17,564$12,809$31,936$29,166Gain on Property Transactions, Net of Taxes$626$--$626$33Non-Water Sales Earnings (Services and Rentals), Net of Taxes$469$252$1,297$842Net Income$13,663$10,716$17,165$23,202Net Income Applicable to Common Shareholders$13,663$10,706$17,155$23,173Basic Earnings Per Average Common Share$1.15$0.92$1.44$2.03Diluted Earnings Per Average Common Share$1.13$0.90$1.42$1.99Basic Weighted Average Common Shares Outstanding 11,951 11,817 11,899 11,436Diluted Weighted Average Common Shares Outstanding 12,045 12,041 12,069 11,661Book Value Per Share$24.75$24.39$24.75$24.39

Condensed Consolidated Balance Sheets (unaudited)

(In thousands)September 30, 2018September 30, 2017 ASSETS  Net Utility Plant$721,488$683,738Current Assets 46,966 47,149Other Assets 175,587 208,489 Total Assets$944,041$939,376 CAPITALIZATION AND LIABILITIES  Shareholders’ Equity$298,200$294,405Preferred Stock -- 772Long-Term Debt 250,877 255,193Current Liabilities 76,645 39,835Other Liabilities and Deferred Credits 318,319 349,171Total Capitalization and Liabilities$944,041$939,376

Cautionary Statement Regarding Forward-Looking Statements

This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended.  Some of these forward-looking statements can be identified by the use of forward-looking words such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “projects,” “strategy,” or “anticipates,” or the negative of those words or other comparable terminology.

The accuracy of such statements is subject to a number of risks, uncertainties and assumptions including, but not limited to, the following factors: (1) the risk that the conditions to the closing of the SJW Group transaction are not satisfied, including the risk that required approval from the shareholders of Connecticut Water for the transaction is not obtained; (2) the risk that the regulatory approvals required for the transaction are not obtained, on the terms expected or on the anticipated schedule; (3) the effect of water, utility, environmental and other governmental policies and regulations; (4) litigation relating to the transaction; (5) the ability of the parties to the transaction to meet expectations regarding the timing, completion and accounting and tax treatments of the proposed transaction; (6) the occurrence of any event, change or other circumstance that could give rise to the termination of the transaction agreement between the parties to the proposed transaction; (7) changes in demand for water and other products and services of Connecticut Water; (8) unanticipated weather conditions; (9) catastrophic events such as fires, earthquakes, explosions, floods, ice storms, tornadoes, terrorist acts, physical attacks, cyber-attacks, or other similar occurrences that could adversely affect Connecticut Water’s facilities, operations, financial condition, results of operations, and reputation; (10) risks that the proposed transaction disrupts the current plans and operations of Connecticut Water; (11) potential difficulties in employee retention as a result of the proposed transaction; (12) unexpected costs, charges or expenses resulting from the transaction; (13) the effect of the announcement or pendency of the proposed transaction on Connecticut Water’s business relationships, operating results, and business generally, including, without limitation, competitive responses to the proposed transaction; (14) risks related to diverting management’s attention from ongoing business operations of Connecticut Water; (15) the trading price of Connecticut Water’s common stock; and (16) legislative and economic developments.

In addition, actual results are subject to other risks and uncertainties that relate more broadly to Connecticut Water’s overall business and financial condition, including those more fully described in Connecticut Water’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including, without limitation, its annual report on Form 10-K for the fiscal year ended December 31, 2017 and its quarterly report on Form 10-Q for the period ended September 30, 2018.  Forward-looking statements are not guarantees of performance, and speak only as of the date made, and neither Connecticut Water nor its management undertakes any obligation to update or revise any forward-looking statements except as required by law.

Additional Information and Where to Find It

This communication relates to the proposed acquisition of Connecticut Water by SJW Group.  In connection with the proposed transaction, on October 2, 2018, Connecticut Water filed a definitive proxy statement on Schedule 14A and the accompanying GREEN proxy card with the SEC.  SHAREHOLDERS OF CONNECTICUT WATER ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ALL OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.  Investors and security holders may obtain a copy of the definitive proxy statement and the other documents filed by Connecticut Water with the SEC free of charge at the SEC’s web site, http://www.sec.gov, and shareholders of Connecticut Water may also obtain transaction-related documents free of charge by directing a request to Connecticut Water’s Corporate Secretary, Kristen A. Johnson, at Connecticut Water Service, Inc., 93 West Main Street, Clinton, Connecticut 06413, or by telephone at 1-800-428-3985. 

Participants in Solicitation

SJW Group and its directors and executive officers, and Connecticut Water and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from the holders of Connecticut Water’s common stock in respect of the proposed transaction.  Information about the directors and executive officers of SJW Group is set forth in the proxy statement for SJW Group’s 2018 Annual Meeting of Stockholders, which was filed with the SEC on March 6, 2018.  Information about the directors and executive officers of Connecticut Water is set forth in the proxy statement for Connecticut Water’s 2018 Annual Meeting of Shareholders, which was filed with the SEC on April 6, 2018.  Investors may obtain additional information regarding the interest of such participants by reading the definitive proxy statement regarding the proposed transaction, which was filed on October 2, 2018, and other relevant materials filed with the SEC regarding the proposed transaction.




1 As of March 14, 2018, the last trading day before the original agreement with SJW Group was announced.

2 Prior to the announcement of the revised agreement with SJW Group on August 6, 2018.


CONTACT: News media contact: Daniel J. Meaney, APR Director of Corporate Communications Connecticut Water Service, Inc. 93 West Main Street, Clinton, CT 06413-1600 (860) 664-6016
Categories: State

CSE: 2018-1111 – Fundamental Change - Xanthic Biopharma Inc. (GGB)

Recreation - 9 November 2018 - 3:04pm

TORONTO, Nov. 09, 2018 (GLOBE NEWSWIRE) -- Following a fundamental change Xanthic Biopharma Inc. has requalified for listing.

Shares will begin trading under a new symbol “GGB” on November 13, 2018.

Listing and disclosure documents will be available at www.thecse.com on the trading date.

The Company is a consumer products company in the business of cultivation, processing and retailing of cannabis, tetrahydrocannabidol, cannabidiol (“CBD”) and cannabis-infused consumer products.  Over the next 12 months, the Company intends to expand its retail and wholesale cannabis businesses as well as its CBD consumer products business through a combination of strategic partnerships, merger and acquisition activity, and organic license capture.  The Company’s objectives are to establish retail cannabis locations, or otherwise apply for such licenses, in various states within that timeframe, pursuant to state laws.  Such activity will focus on those certain states where cannabis has been legalized for medical and/or recreational use at the state level. 

                                                                                                                                                                                               ________________________

À la suite d'un changement fondamental, Xanthic Biopharma Inc. s'est requalifiée pour figurer sur la liste.

Les actions seront négociées sous le nouveau symbole «GGB» le 13 novembre 2018.

Les documents de cotation et d'information seront disponibles sur www.thecse.com à la date de négociation.

La Société est une société de produits de consommation spécialisée dans la culture, la transformation et la vente au détail de cannabis, de tétrahydrocannabidol, de produits de consommation à base de cannabis et de cannabidiol («CBD»). Au cours des 12 prochains mois, la Société prévoit d’élargir ses activités liées à la vente au détail et en gros de cannabis ainsi qu’à ses activités liées aux produits de consommation DBC grâce à une combinaison de partenariats stratégiques, d’activités de fusion et acquisition et de capture de licences biologiques. Les objectifs de la société sont d’établir des points de vente de cannabis au détail, ou d’appliquer autrement pour de telles licences, dans divers États au cours de cette période, conformément à la législation de cet État. Cette activité sera centrée sur certains États où le cannabis a été légalisé à des fins médicales et / ou récréatives au niveau des États.

Issuer/Émetteur:Xanthic Biopharma Inc.Security Type/Titre:Common Shares/Actions ordinairesSymbol(s)/Symbole(s):GGBNumber of securities issued and outstanding/ Titres émis et en circulation:165 960 705Number of Securities reserved for issuance/ Titres réservés pour émission:36 143 791CSE Sector/Catégorie:Life Sciences/ Sciences de la vieConsolidation1 new for 4 old/1 neuf pour 4 vieuxCUSIP/:98401B203ISIN:CA98401B2030Old/Vieux CUSIP & ISIN:98401B104/CA98401B1040Boardlot/Quotité:100Trading Currency/Monnaie de négociation:CDN$/$CDNTrading Date/Date de negociation:Le 13 novembre/November 2018Other Exchanges/Autres marches:N/AFiscal Year end /Clôture de l'exercice financier:December 31/Le 31 decembreTransfer Agent/Agent des transferts:Capital Transfer Agency ULC

The Exchange is accepting Market Maker applications for GGB. Please email: Trading@theCSE.com

If you have any questions or require further information please contact Listings at (416) 367-7340 or E-mail: Listings@thecse.com

Pour toute question, pour obtenir de l’information supplémentaire veuillez communiquer avec le service des inscriptions au 416 367-7340 ou par courriel à l’adresse:  Listings@thecse.com

 

Categories: State

Next Green Wave’s Unique Business Model Yields Greater Potential -- CFN Media

Recreation - 9 November 2018 - 9:00am

SEATTLE, Nov. 09, 2018 (GLOBE NEWSWIRE) -- via NEWMEDIAWIRE -- CFN Media Group (“CFN Media”), the leading agency and financial media network dedicated to the North American cannabis industry, announces publication of an article covering Next Green Wave Holdings Inc. (CSE: NGW).  California’s cannabis industry is projected to grow from $3.7 billion this year to $5.1 billion in 2019, according to Arcview Market Research and BDS Analytics, making it the world’s largest adult-use recreational market. In fact, the industry may surpass $5 billion per year beer market next year as it cannibalizes sales and reaches new consumers. There are many companies targeting the space, but only a handful could become market leaders.

Next Green Wave Holdings Inc. (CSE: NGW) is one of only a few companies building a vertically-integrated cannabis business—from seed-to-consumer. By taking this approach, the company aims to dramatically lower its costs, increase quality standards, and ultimately generate greater revenue growth and profit than its competitors. The company also holds conditional use permits (CUPs) for nursery, cultivation, extraction, and distribution, which form the foundation of its vertically-integrated business model. Investors may want to take a closer look at the stock given this unique business model.

Vertically Integrated Cannabis

Vertical integration is a business strategy whereby a company controls every stage of a single production path. For example, a vertically-integrated cannabis company may consolidate multiple steps in the cannabis production process, including both manufacturing and distribution. 

The internal cost-savings and greater efficiency of this approach leads to several key benefits, including lower transaction costs, strict quality control, supply reliability, and increased market control. Since vertical integration requires a large capital outlay, the strategy also helps create a barrier to entry for competitors. Vertically-integrated companies often have greater pricing power and better quality control than non-vertically-integrated competitors. 

Different states have different laws regarding vertical integration.  California permits some licensees to hold both producer and processor licenses, but doesn’t permit manufacturers to own retail operations—a model similar to the alcohol industry’s distribution.

Next Green Wave’s Approach

Next Green Wave is building state-of-the-art facilities for cultivation, nursery/breeding, extraction, and distribution to produce and transport premium cannabis products to consumers.

The company’s assets include over 15 acres of cannabis-zoned land and two facilities where it will create hybrid strains and plans on becoming a supplier of clones, seeds, and seedlings to wholesale clients. In its flowering facility, the company will cultivate globally-recognized and award-winning genetics into premium flower. It will then process this flower to produce oils, waxes, tinctures, and other cannabis products, as well as provide extraction for others.

In addition to manufacturing, the company will develop a network of licensed retail stores to distribute its branded and white-label products throughout the state. The company will also contract with other high-quality brands to provide distribution.

The seed-to-consumer business model will empower innovative nursery practices, while enabling strict quality control and stable supply. By entering both premium and white-label markets, the company aims to control every price point on dispensary shelves—ranging from mid-to high-end branded products spanning every major category.

Looking Ahead

Next Green Wave Holdings Inc. (CSE: NGW) is uniquely positioned to capitalize on California’s cannabis industry given its unique seed-to-consumer business model. In addition the company has recently acquired a leading cannabis genetics company—Loud Seeds—which has won the High Times Cannabis Cup six times since 2012, making it one of the best known cannabis brands in the world.

Investors may want to take a closer look at the stock as it moves closer toward completing its facilities and moving into production.

For more information, visit the company’s website or download their investor presentation.

Please follow the link to read the full article article: http://www.cannabisfn.com/next-green-waves-unique-business-model-yields-greater-potential/

About CFN Media

CFN Media (CannabisFN) is the leading agency and financial media network dedicated to the global cannabis industry, helps companies operating in the space attract investors, capital, and publicity. Since 2013, private and public cannabis companies in the US and Canada have relied on CFN Media to grow and succeed.

Learn how to become a CFN Media client company, brand or entrepreneur: http://www.cannabisfn.com/featuredcompany

Download the CFN Media iOS mobile app to access the world of cannabis from the palm of your hand: https://itunes.apple.com/us/app/cannabisfn/id988009247?ls=1&mt=8

Or visit our homepage and enter your mobile number under the Apple App Store logo to receive a download link text on your iPhone: http://www.cannabisfn.com

Disclaimer

CannabisFN.com is not an independent financial investment advisor or broker-dealer. You should always consult with your own independent legal, tax, and/or investment professionals before making any investment decisions. The information provided on http://www.cannabisfn.com (the ‘Site’) is either original financial news or paid advertisements drafted by our in-house team or provided by an affiliate. CannabisFN.com, a financial news media and marketing firm enters into media buys or service agreements with the companies that are the subject of the articles posted on the Site or other editorials for advertising such companies.  We are not an independent news media provider. We make no warranty or representation about the information including its completeness, accuracy, truthfulness or reliability and we disclaim, expressly and implicitly, all warranties of any kind, including whether the Information is complete, accurate, truthful, or reliable. As such, your use of the information is at your own risk. Nor do we undertake any obligation to update the items posted. CannabisFN.com received compensation for producing and presenting high quality and sophisticated content on CannabisFN.com along with financial and corporate news.  

The above article is sponsored content. Emerging Growth LLC, which owns CannabisFN.com and CFN Media, has been hired to create awareness. Please follow the link below to view our full disclosure outlining our compensation: http://www.cannabisfn.com/legal-disclaimer/

Contact

CFN Media
Frank Lane
206-369-7050
flane@cannabisfn.com

Categories: State

PLUS™ Reveals its 2018 Holiday Limited Edition: Cranberry & Shortbread Gummies

Recreation - 9 November 2018 - 7:00am

Gift a Delicious, Consistent Cannabis Experience

ADELANTO, Calif., Nov. 09, 2018 (GLOBE NEWSWIRE) -- Plus Products Inc. (CSE: PLUS) (the “Company” or “PLUS”) today announced Cranberry Shortbread cannabis-infused gummies, its latest special edition, will be in stores for the 2018 Holiday season.  A perfect gift for everyone from the novice to the highly experienced cannabis user, PLUS Cranberry Shortbread gummies are dosable, discrete, and delicious.

“At PLUS, we believe that if you want to build a brand that can extend from California to other states, you need to start by making products that improve people’s lives, said Jake Heimark, CEO. “Our 2018 ‘Holiday Bliss’ focuses on something we believe is important to celebrate, time spent with family, by combining the flavors of shortbread cookies and cranberry jam. We wanted to bring a bit of that spirit to California at the close of 2018, as we hope to bring the spirit of PLUS to the rest of the country next year.”

Available For a Limited Time
PLUS Cranberry Shortbread Gummies are available for a limited time by licensed retailers across the state of California. This is the fourth limited edition that PLUS has launched in 2018.

About PLUS
The Company is a branded products manufacturer based in California. Its products consist of cannabis-infused edibles, which it sells to both the regulated medicinal and adult-use recreational markets. PLUS is one of the leading edible brands in California.

The Company’s mission is to make cannabis safe and approachable - that starts with manufacturing high-quality products delivering consistent experiences. All products are produced in the Company’s dedicated food-safe cannabis manufacturing facility in southern California.

For further information contact:
Investors:
Jessica Bornn
Director of Investor Relations
ir@plusproducts.com  
Tel +1 650.223.5478

Media:
Heidi Groshelle
Ingrid Marketing
Tel +1 415.307.1380
pr@plusproducts.com 

The CSE does not accept responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

This news release contains statements and information that, to the extent that they are not historical fact, constitute "forward-looking information" within the meaning of applicable securities legislation. Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect.

Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking information. Accordingly, readers should not place undue reliance on any such forward-looking information. Further, any forward-looking statement speaks only as of the date on which such statement is made. New factors emerge from time to time, and it is not possible for the Company's management to predict all of such factors and to assess in advance the impact of each such factor on the Company's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. The Company does not undertake any obligation to update any forward-looking information to reflect information, events, results, circumstances or otherwise after the date hereof or to reflect the occurrence of unanticipated events, except as required by law including securities laws.

A photo accompanying this announcement is available at http://www.globenewswire.com/NewsRoom/AttachmentNg/b41767a6-8e18-4525-91bc-ee7cb151c000

Categories: State

Cannabis and CBD stocks set to explode and future is very green

Recreation - 9 November 2018 - 6:30am

Enviro Technologies (OTC: ETII) an undervalued jewel in the Utah desert

NEW YORK, Nov. 09, 2018 (GLOBE NEWSWIRE) --  News Commentary: www.cannagreed.com

According to a recent report issued by New Frontier Data, the U.S. CBD industry grew by nearly 40% in 2017, reaching $367 million in sales across hemp-derived and marijuana-derived markets. This marks the first year that sales of hemp-derived CBD products outpaced marijuana-derived CBD products. Much of the recent growth has come from the demand for hemp-derived CBD for use in health and wellness products.

Missouri and Utah passed initiatives to legalize medical marijuana, joining 31 other states, Washington, D.C., Guam and Puerto Rico, which already permit medicinal use. Recreational marijuana is already legal in Washington, D.C., and nine other states: Washington, Oregon, Nevada, California, Colorado, Alaska, Vermont, Maine and Massachusetts.

Jeff Sessions' departure has signaled the fall of a major political roadblock to more widespread legalization. In response, cannabis stocks saw a surge in momentum.

NASDAQ’s Alternative Harvest Marijuana ETF, a fund that bundles tradable assets for the cannabis industry, was up sharply in the hour after the Sessions announcement.

His departure could be beneficial for publicly traded companies in the Hemp/CBD space such as Enviro Technologies International, Inc. (OTC: ETII), Kona Gold Solutions, Inc. (OTC: KGKG) and CV Sciences (OTC: CVSI).

After being acquired by Enviro Technologies International, Inc. (OTC: ETII) in January, CBD Health Co. (www.cbdhealthco.com), a company that markets and sells high quality and proprietary hemp-based, natural CBD health products, announced the launch of a sister fitness and media company that will market fitness hemp-based products and health films.

Hemp products are now used in sports medicine to control pain, decrease inflammation and reduce stress; hemp-based products have also been found to aid in bone, nerve and tissue regeneration, which are particularly relevant and needed remedies in the amateur and professional sports arenas. As of January 2018, The World Anti-Doping Agency (WADA) has curtailed its probation for athletes using hemp-based products as health remedies and, as of 2018, amateur and professional athletes will not be disqualified from their individual sports for using hemp products.

“Phytolife Fitness will provide athletes with safe and natural pain relief, along with high quality proteins, MCT oils, and energy supplements. Our team of scientists, nutritionists, and trainers have created custom formulations to fit individual needs, such as building muscle to losing weight,” said Jo De Leon, CBD’s President. “Our health films will supplement our extraordinary products’ usage and help build awareness of hemp-based products.

“CBD’s mission is to educate and help its customers understand how to help the human body achieve its full potential by providing high-quality products and information backed by science. Phytolife Media will release weekly videos on CBD health, meal preparation, and normal incorporation of our products into their diets, daily regimen and lifestyle.”

Phytolife Fitness will work closely with and endorse athletes involved in high impact sports, such as the UFC, NFL, and boxing. To keep up with our day-to-day activity, visit CBDHEALTHCO.com and Phytolifefitness.com.

“CBD continues to be a leader in hemp products usage and Phytolife Fitness’ entry into the global sports nutrition and supplements market is another step in our quest to dominate a market that BusinessInsider.com believes will reach over $11B in revenues in the next 5-6 years,” said Randall Waters, ETI’s Vice President of Sales & Marketing.

Kona Gold Solutions, Inc. (OTC: KGKG) , a Delaware Corporation, was pleased to announce a two hundred and twenty-five percent (225%) increase in revenue from the previous month. The Company recorded its strongest month-to-date off of the signing of new distribution partners and extremely strong sales of its popular Kona Gold Hemp Energy Drinks and HighDrate CBD Energy Waters. The Company has also seen an eight-seven percent (87%) increase in sales on Amazon.com over the last 30 days and a two hundred and ninety-two percent (292%) from this time last year.

CV Sciences (OTC: CVSI), the U.S.-based company whose primary product is a chewing gum that combines CBD with nicotine, which is used in the treatment of addiction to smokeless tobacco. CSVI’s therapy product has significant upside for the legal-weed industry. The company’s product demonstrates that cannabis has uses that extend beyond its stereotypical image as a recreational drug, and the market has reacted very positively to the Company’s recent developments. CSVI posted over a 100% revenue gain from the 2016 to 2017 fiscal years, and surpassed its 2017 sales figure through the first 6 months of fiscal 2018.

For Commentary & Market Awareness inquiries, please contact: info@cannagreed.com

This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. “Forward-looking statements” describe future expectations, plans, results, or strategies and are generally preceded by words such as “may”, “future”, “plan” or “planned”, “will” or “should”, “expected,” “anticipates”, “draft”, “eventually” or “projected”. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements as a result of various factors, and other risks identified in a company’s annual report on Form 10-K or 10-KSB and other filings made by such company with the Securities and Exchange Commission. You should consider these factors in evaluating the forward-looking statements included herein, and not place undue reliance on such statements. The forward-looking statements in this release are made as of the date hereof and CG undertakes no obligation to update such statements.

You should not rely on the information presented; you should do independent research to form your own opinion and decision. Information contained in our disseminated emails does not constitute investment, legal or tax advice upon which you should rely. The purchase of high-risk securities may result in the loss of your entire investment. Advertisements received by you are not a solicitation or recommendation to buy securities of the advertised company. CG was not compensated by (OTC: ETII), (OTC: KGKG), (OTC: CVSI) or any other company mentioned in this article.

Full Disclaimer: http://www.cannagreed.com/disclaimer/

Contact Information:

www.CannaGreed.com

info@cannagreed.com

Categories: State

USA Election Results Positive for Redfund Clients

Recreation - 9 November 2018 - 2:00am

Medical Cannabis Milestones Advance

VANCOUVER, British Columbia, Nov. 09, 2018 (GLOBE NEWSWIRE) -- Redfund Capital Corp (CSE: LOAN) (Frankfurt: O3X4) (OTC: PNNRF) (Redfund or the “Company”) reflects on the positive impacts on the Company of the United States election results.

Redfund Capital is focused on funding Medical Cannabis, THC-free CBD and HEMP related companies. The Company considers the recent USA increase in individual states approving the prescription of medical cannabis to patients a major milestone for the industry and in turn, for Redfunds portfolio of clients who lead the global cannabis health initiative. Redfund looks forward to medical practitioners having the ability to prescribe once taboo cannabis medicines in more jurisdictions, thus bringing attention to medically beneficial usages.

The USA midterm elections passed medical cannabis ballot proposals in two states this week, including legalized recreational pot in Michigan.  Voters in the states of Utah and Missouri decided patients should have access to medical marijuana and joined many other American states with the adoption of comprehensive medical marijuana programs, making it 33 states plus the territories of Guam, Puerto Rico, and the Northern Mariana Islands and the District of Columbia with some level of ability to prescribe cannabis for specific conditions.

Novel cannabis delivery systems like the disruptive cannabis infusion technology of Biolog Inc. will gain large traction throughout the USA; Biolog Inc. funded by Redfund and press released by the Company September 26th, 2018. Products like that of RxMM Health Care’s Alzheimer's Defense, a proprietary, CBD-infused all-natural nutraceutical product will increase sales across the country with more exposure in the medical communities; RxMM funded and press released by the Company October 9th, 2018.

An ever-increasing number of patients worldwide are using cannabis for therapeutic reasons. On November 1st the UK proclaimed acceptance of medical cannabis prescribed by neurologists and specialized physicians who joined the global community by pushing medical marijuana forward into the European mainstream. By example, Redfund portfolio client Mary’s Wellness teas, a product which Redfund will assist in creating a brand new presence in the UK as a medicinal option, is a fine example of our continuing drive to expand the portfolio. Mary’s Wellness teas was funded and press released on October 22nd, 2018.

“The Company’s vision is to help our portfolio companies expand their sales beyond country borders. We believe the midterm elections are a positive sign to all of us that the United States will mainstream medical cannabis in the very near future and we look forward to expanding into markets supporting these initiatives,” stated Meris Kott, CEO.

About Redfund Capital Inc.

Redfund intends to provide debt and equity funding in the mid-to-late stages of a target company’s development or in technologies that are developed and validated by revenues. The present focus of the merchant bank is on medical cannabis, hemp and CBD-related and healthcare-related companies.

For further information please visit www.redfundcapital.com For more information on Redfund Capital contact Meris Kott CEO 604.484.8989 0r info@redfundcapital.com

Further information about the Company is available on www.SEDAR.com under the Company’s profile.

 Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release. Certain statements contained in this release may constitute “forward–looking statements” or “forward-looking information” (collectively “forward-looking information”) as those terms are used in the Private Securities Litigation Reform Act of 1995 and similar Canadian laws. These statements relate to future events or future performance. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated”, “anticipates” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company’s current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this release contains forward-looking information relating to the business of the Company, the Property, financing and certain corporate changes. The forward-looking information contained in this release is made as of the date hereof and the Company is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.

Categories: State

First Midwest Bancorp to Acquire Northern Oak Wealth Management

Banking - 8 November 2018 - 5:50pm

Milwaukee-Based Investment Adviser Further Enhances
First Midwest’s Wealth Management Business

CHICAGO, Nov. 08, 2018 (GLOBE NEWSWIRE) -- First Midwest Bancorp, Inc. (“First Midwest”) (NASDAQ NGS: FMBI) today announced that it has entered into a definitive agreement to acquire Northern Oak Wealth Management, Inc. (“Northern Oak”), a Milwaukee-based registered investment adviser with approximately $800 million of wealth assets under management.

This acquisition further strengthens First Midwest’s position as one of the Midwest’s largest independent wealth management providers, with more than $11 billion in assets under management and clients across 30 states.

“Northern Oak is a highly respected investment adviser that shares our commitment to the financial success of our clients and to delivering a highly personalized client experience,” said Bob Diedrich, executive vice president and director of wealth management at First Midwest. “We look forward to working closely with the Northern Oak team to meet the financial needs of their high net worth clients through a wider range of private banking and wealth management solutions.”

Northern Oak’s executive team of Mark Zellmer and David Becker, who have a combined 46 years of tenure at the firm, will continue to serve in leadership roles at Northern Oak, which will operate as a subsidiary of First Midwest.

“The financial markets are becoming increasingly complex, and clients are looking for an experienced and trusted adviser who can help them achieve their investment goals,” said Mark Zellmer, chairman of Northern Oak. “We are excited to join First Midwest and look forward to leveraging their broad range of wealth management and banking products and services to create enhanced value for our clients.”

The transaction is subject to customary regulatory approvals and closing conditions and is expected to close in the first quarter of 2019.

About First Midwest

First Midwest is a relationship-focused financial institution and one of the largest independent publicly-traded bank holding companies based on assets headquartered in Chicago and the Midwest, with over $15 billion in assets and an additional $11 billion in trust assets under management.  First Midwest’s principal subsidiary, First Midwest Bank, and other affiliates provide a full range of commercial, treasury management, equipment leasing, retail, wealth management, private banking and trust products and services through locations in metropolitan Chicago, northwest Indiana, central and western Illinois and eastern Iowa. First Midwest’s common stock is traded on the NASDAQ Stock Market under the symbol FMBI. First Midwest’s website is www.firstmidwest.com.

CONTACTS:

InvestorsMediaPatrick S. Barrett Maurissa KanterEVP, Chief Financial Officer   SVP, Director of Corporate Communications(708) 831-7231 (708) 831-7345pat.barrett@firstmidwest.com maurissa.kanter@firstmidwest.com 
Categories: State

CommunityBank of Texas, N.A. Announces New Loan and Deposit Production Office in Dallas, Texas

Banking - 8 November 2018 - 4:07pm

HOUSTON, Nov. 08, 2018 (GLOBE NEWSWIRE) -- CommunityBank of Texas, N.A. today announced its expansion into Dallas, Texas with the opening of its new Dallas Loan and Deposit Production Office (LPO) located at 5956 Sherry Lane, Suite 1000, Dallas, Texas 75225. CommunityBank of Texas is primed to meet the growing demand of businesses as the new LPO further expands its network and Texas community presence.

“We are excited about our new Dallas Loan and Deposit Production Office,” said Robert R. Franklin, Jr., Chairman and CEO of CommunityBank of Texas. “The expansion into the North Texas market allows us to readily meet the needs of businesses in a rapidly growing region and we look forward to serving the Dallas community.”

CommunityBank of Texas is excited to announce their partnership with veteran Dallas banker, William “Bill” C. Murphy, to serve as its North Texas Regional Chairman. With over 46 years of Dallas business banking experience in executive roles, Mr. Murphy offers in-depth knowledge of the region’s unique economic climate and brings significant commercial banking expertise.

“We are privileged to have Bill as a member of our team,” said Franklin. “As a relationship bank, adding him to our team allows us to make an immediate impact on the development of our expansion strategy in addition to sustaining the long-term goals of the bank. Bill will be a huge asset as a leader within CommunityBank of Texas and in the communities we serve.”

CommunityBank of Texas will continue to look for additional growth opportunities in the Dallas market that fit within their development strategy along with new talent to add to the team.

About CommunityBank of Texas, N.A.
CommunityBank of Texas, N.A. is a commercial bank offering solutions to small and mid-sized businesses and professionals in Houston, Beaumont, Dallas and surrounding communities in Texas. CommunityBank of Texas, N.A. is the wholly-owned bank subsidiary of CBTX, Inc., a bank holding company traded on the Nasdaq Global Select Market under the symbol “CBTX.” Visit www.communitybankoftx.com for more information.

Forward-Looking Statements
This press release includes forward-looking statements within the meaning of the “Safe-Harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements are necessarily subject to risk and uncertainty and actual results could differ materially from those anticipated due to various factors, including those set forth from time
to time in the documents filed or furnished by CBTX, Inc. with the Securities and Exchange Commission. You should not place undue reliance on forward-looking statements and CBTX, Inc. and CommunityBank of Texas, N.A. undertakes no obligation to update any such statements to reflect circumstances or events that occur after the date on which the forward-looking statement is made.

Investor Relations:                              
James L. Sturgeon                                
281.325.5013                                      
investors@CBoTX.com                      

Media Contact:
Ashley K. Warren
713.210.7622
awarren@CBoTX.com 

Categories: State

Brink’s Announces Partnership with Canopy Growth

Recreation - 8 November 2018 - 4:05pm

Brink’s to Provide Secure Logistics and Cash Management Services to Canada’s Largest Cannabis Producer

RICHMOND, Va., Nov. 08, 2018 (GLOBE NEWSWIRE) --  The Brink’s Company (NYSE:BCO), the global leader in total cash management, secure route-based logistics and payment solutions, today announced that its Brink’s Canada subsidiary has entered into a multi-year agreement with Canopy Growth Corporation (NYSE:CGC; TSX:WEED) to provide secure logistics and cash management services for Canopy Growth’s domestic and international cannabis operations.  Based in Smiths Falls, Ontario, Canopy Growth is a global leader in cannabis production, retailing and related services.  On October 17, 2018, cannabis became legal in Canada for recreational use. 

In addition to providing secure logistics and cash management services, Brink’s and Canopy Growth will develop a cross-selling program that enables Brink’s to provide services to Canopy Growth’s affiliated growers and retail customers.  Canopy Growth’s international transportation and security needs will be provided by Brink’s Global Services (“BGS”), a Brink’s subsidiary that provides secure logistics for international shipments of high-value commodities.   

Doug Pertz, Brink’s president and CEO, said:  “The rapidly growing cannabis industry requires security solutions for its products as well as its cash, and Brink’s is uniquely positioned to provide these solutions.  Our partnership with Canopy Growth, a leading producer and exporter of cannabis, diversifies our customer base and leverages BGS’ global network of secure logistics operations.  We look forward to building a strong relationship with Canopy Growth as it grows throughout Canada and continues to enter new international markets.”

About The Brink’s Company
The Brink’s Company (NYSE:BCO) is the global leader in total cash management, secure route-based logistics and payment solutions including cash-in-transit, ATM services, cash management services (including vault outsourcing, money processing and intelligent safe services), and international transportation of valuables.  Our customers include financial institutions, retailers, government agencies, mints, jewelers and other commercial operations.  Our global network of operations in 41 countries serves customers in more than 100 countries.  For more information, please visit our website at www.Brinks.com or call 804-289-9709.

About Canopy Growth Corporation
Canopy Growth is a world-leading diversified cannabis and hemp company, offering distinct brands and curated cannabis varieties in dried, oil and Softgel capsule forms. From product and process innovation to market execution, Canopy Growth is driven by a passion for leadership and a commitment to building a world-class cannabis company one product, site and country at a time. The Company has operations in 12 countries across five continents. The Company is proudly dedicated to educating healthcare practitioners, conducting robust clinical research, and furthering the public's understanding of cannabis, and through its partly owned subsidiary, Canopy Health Innovations, has devoted millions of dollars toward cutting edge, commercializable research and IP development. Through partly owned subsidiary Canopy Rivers Corporation, the Company is providing resources and investment to new market entrants and building a portfolio of stable investments in the sector. From our historic public listing on the Toronto Stock Exchange and New York Stock Exchange to our continued international expansion, pride in advancing shareholder value through leadership is engrained in all we do at Canopy Growth. Canopy Growth has established partnerships with leading sector names including cannabis icon Snoop Dogg, breeding legends DNA Genetics and Green House seeds, and Fortune 500 alcohol leader Constellation Brands, to name but a few. Canopy Growth operates ten licensed cannabis production sites with over 4.3 million square feet of production capacity, including over 500,000 square feet of GMP certified production space. For more information visit www.canopygrowth.com

Contact:
Investor Relations
804.289.9709

Categories: State

MasterCraft Boat Holdings, Inc. Reports Fiscal 2019 First Quarter Results

Recreation - 8 November 2018 - 4:05pm

 Record Quarterly Net Sales and Net Income; Strong Retail and Inventory Turns; Company Welcomes Crest, Further Expanding Product Portfolio

VONORE, Tenn., Nov. 08, 2018 (GLOBE NEWSWIRE) -- MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) (the “Company” or “MasterCraft Boat Holdings”), a leading innovator, designer, manufacturer and marketer of premium recreational powerboats through its three wholly-owned subsidiaries, MasterCraft Boat Company, LLC (“MasterCraft”), NauticStar, LLC (“NauticStar”), and Crest Marine LLC (“Crest”), today announced financial results for its fiscal 2019 first quarter ended September 30, 2018.

Highlights:

  • Net sales for the first quarter increased to $93.6 million, up 44.0 percent from $65.0 million in the prior-year period due to continued strong performance at MasterCraft and the inclusion of NauticStar.
  • Gross profit for the first quarter increased to $23.2 million, up 27.7 percent from $18.2 million in the prior-year period.
  • First quarter gross margin decreased 310 basis points to 24.8 percent, from 27.9 percent in the prior-year period, principally due to the inclusion of NauticStar as well as headwinds associated with import tariffs and a timing impact from the new revenue recognition accounting change.
  • Net income totaled $8.5 million for the 2019 first quarter, a gain of $1.4 million, or 20.1 percent, from the prior-year period.
  • First quarter diluted earnings per share increased by $0.07, or 18.4 percent to $0.45, up from $0.38 in the prior-year period.
  • Adjusted EBITDA, a non-GAAP measure, increased 16.0 percent to $15.0 million from $13.0 million in the prior-year period.
  • Fully diluted Adjusted Net Income per share, a non-GAAP measure, grew $0.10, a 22.7 percent increase, to $0.54, up from $0.44 in the prior-year period.

Terry McNew, President and Chief Executive Officer, commented, “During our fiscal first quarter, we continued our track-record of delivering record-setting levels of net sales, gross profit, adjusted net income and adjusted EBITDA, driven by continued retail and wholesale demand in our core MasterCraft brand, and the inclusion of NauticStar, which just recently celebrated its one-year anniversary as part of MasterCraft Boat Holdings. As we exit the prime boat selling season, our retail inventory turns for both MasterCraft and NauticStar are at their strongest levels in years, which sets the stage for continuing healthy dealer inventory levels and activity for the balance of fiscal 2019 and beyond.”

Mr. McNew continued, “The strong retail demand for our products and execution of our team drove growth across our brand portfolio, and we recently expanded our portfolio with the acquisition of Crest, a manufacturer of premium pontoon boats. The acquisition of Crest provides MasterCraft Boat Holdings with additional product diversification, access to the large and growing pontoon segment, and provides further penetration in the large outboard propulsion category. MasterCraft Boat Holdings now has dedicated brands serving three of the fastest growing segments of the overall powerboat industry – performance sport boats, outboard saltwater fishing boats and outboard pontoon boats. As we look to integrate Crest, our focus will be on leveraging our industry-leading strengths in operational excellence and financial management to further improve output, quality, margins and cash flow as we continue its rapid growth.”

First-Quarter Results
The following 2019 first quarter results reflect MasterCraft and NauticStar only. MasterCraft Boat Holdings acquired Crest on October 1, 2018, after the end of the first quarter. Going forward, our consolidated results will include MasterCraft, NauticStar and Crest.

Net sales for the first quarter ended September 30, 2018 rose 44.0 percent, or $28.6 million, to $93.6 million, compared to $65.0 million for the year ago first quarter. The inclusion of NauticStar represented $17.4 million, or 26.8 percent, of the overall increase while Mastercraft grew $11.2 million, or 17.2 percent. The MasterCraft increase was driven by an increase in sales volume, favorable product mix and price increases, partially offset by increased retail rebate expense, including a timing impact from the new revenue recognition accounting change and higher sales discounts given to mitigate an increase in import tariffs impacting our Canadian and European dealers.

First quarter gross profit increased $5.0 million, or 27.7 percent, to $23.2 million, compared to $18.2 million for the prior-year period. MasterCraft contributed $3.0 million to the increase in gross profit and the inclusion of NauticStar accounted for $2.0 million of the increase. On a consolidated basis, gross margin decreased to 24.8 percent for the fiscal first quarter compared to 27.9 percent for the prior-year period. This decrease was primarily due to the dilutive effect from the inclusion of NauticStar. Additionally, the decrease stemmed from higher warranty costs, higher retail sales incentives, in part due to the timing impact from the new revenue recognition accounting change, and dealer support for import tariffs, partially offset by growth in MasterCraft unit sales volume, favorable product mix, and price increases.

Selling and marketing expense increased $1.6 million, or 56.7 percent, to $4.3 million for the first quarter ended September 30, 2018, compared to $2.7 million for the year earlier period. This increase was mainly due to the timing of MasterCraft’s annual dealer meeting and the inclusion of NauticStar.

First quarter general and administrative expense increased by $2.5 million, or 56.2 percent, to $6.8 million, compared to $4.3 million for the prior-year period. The increase was mainly due to the inclusion of NauticStar, an increase in headcount to support growth initiatives, higher acquisition-related costs due to Crest, and new brand start-up costs.

First quarter net income totaled $8.5 million, versus $7.0 million for the year-earlier period driven by the inclusion of NauticStar, higher net sales and reduced tax rates from the enactment of the Tax Cuts and Jobs Act. Adjusted Net Income of $10.2 million, or $0.54 per share, on a fully diluted, weighted average share count of 18.9 million shares, was computed using the company’s estimated annual effective tax rate of approximately 22.5 percent versus 29.0 percent in the prior period. This compares to Adjusted Net Income of $8.3 million, or $0.44 per fully diluted share, in the prior-year period.

Adjusted EBITDA was $15.0 million for the first quarter, compared to $13.0 million in the prior-year period. Adjusted EBITDA margin was 16.0 percent, down from 19.9 percent in the fiscal 2018 first quarter.

See “Non-GAAP Measures” below for a reconciliation of Adjusted EBITDA, Adjusted EBITDA margin and Adjusted Net Income to the most directly comparable financial measures presented in accordance with GAAP.

Fiscal 2019 Outlook
Given the addition of Crest, coupled with the strong retail demand and healthy inventory levels, the Company is increasing its full fiscal year 2019 guidance. We now expect net sales percentage growth to be in the mid-to-high 30 percent range, Adjusted EBITDA margins in the low-to-mid 17 percent range and adjusted EPS growth in the low-to-mid 30 percent range. The guidance above is adjusted for non-GAAP measures, including acquisition-related expenses, acquisition-related intangible amortization and a 22.5 percent estimated annual effective tax rate (see “Non-GAAP Measures” below for more detail). 

For the second fiscal quarter ending in December, including the impact of Crest, net sales percentage growth is expected to be in mid-40 percent range with Adjusted EBITDA margins in the low-16 percent range. Adjusted EPS percentage growth is expected to be in the low to mid 40 percent range.

Conference Call and Webcast Information
MasterCraft Boat Holdings, Inc. will host a live conference call and webcast to discuss fiscal first quarter results today, November 8, 2018, at 5:00 p.m. ET. To access the call, dial (800) 219-6861 (domestic) or (574) 990-1024 (international) and provide the operator with the conference ID 5399206. Please dial in at least 10 minutes prior to the call. To access the live webcast, go to the investor section of the company’s website, www.mastercraft.com, on the day of the conference call and click on the webcast icon.  

For an audio replay of the conference call, dial (855) 859-2056 (domestic) or (404) 537-3406 (international) and enter audience passcode 5399206. The audio replay will be available beginning at 8 p.m. ET on Thursday, November 8, 2018, through 11:59 p.m. ET on Thursday, November 22, 2018.

About MasterCraft Boat Holdings, Inc.
Headquartered in Vonore, Tenn., MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) is a leading innovator, designer, manufacturer and marketer of premium recreational powerboats through its three wholly-owned subsidiaries, MasterCraft, NauticStar, and Crest. Through these premium brands, MasterCraft Boat Holdings has leading market share positions in three of the fastest growing segments of the powerboat industry – performance sport boats, outboard saltwater fishing boats and outboard pontoon boats. For more information about MasterCraft Boat Holdings, and its three brands, visit: Investors.MasterCraft.com, www.MasterCraft.com, www.NauticStarBoats.com, and www.CrestPontoonBoats.com.

Forward-Looking Statements
This press release includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Forward-looking statements can often be identified by such words and phrases as “believes,” “anticipates,” “expects,” “intends,” “estimates,” “may,” “will,” “should,” “continue” and similar expressions, comparable terminology or the negative thereof, and include statements in this press release concerning an exciting pipeline of launches; our ability to continue our operating momentum, capture additional market share and deliver continued growth; expectations regarding driving margin expansion, sales increases and organic growth; our fiscal 2019 outlook and key growth initiatives; the anticipated impact of the Tax Cuts and Jobs Act; and our anticipated financial performance for fiscal 2019.

Forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including general economic conditions, demand for our products, changes in consumer preferences, competition within our industry, our reliance on our network of independent dealers, our ability to manage our manufacturing levels and our large fixed cost base, the successful integration of Crest Marine, LLC into our business, recent changes to U.S. federal income tax law, the overall impact and interpretation of which remain uncertain, and the successful introduction of our new products. These and other important factors discussed under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2018, filed with the Securities and Exchange Commission (the “SEC”) on September 7, 2018, in our Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2018, filed with the SEC on November 8, 2018 and our other filings with the SEC could cause actual results to differ materially from those indicated by the forward-looking statements. The discussion of these risks is specifically incorporated by reference into this press release.

Any such forward-looking statements represent management's estimates as of the date of this press release. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release. We undertake no obligation (and we expressly disclaim any obligation) to update or supplement any forward-looking statements that may become untrue or cause our views to change, whether because of new information, future events, changes in assumptions or otherwise. Comparison of results for current and prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

Use of Non-GAAP Financial Measures
To supplement the Company’s condensed consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP), the Company uses certain non-GAAP financial measures in this release. Reconciliations of the non-GAAP financial measures used in this release to the most comparable U.S. GAAP measures for the respective periods can be found in tables immediately following the condensed consolidated statements of operations. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for the Company’s financial results prepared in accordance with GAAP.

  Results of Operations for the Three Months Ended September 30, 2018
MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
   Unaudited)
(Dollars in thousands, except share and per share data)     Three Months Ended   September 30, October 1,   2018 2017 Net sales $ 93,641 $ 65,049 Cost of sales   70,438   46,886 Gross profit   23,203   18,163 Operating expenses:       Selling and marketing   4,290   2,737 General and administrative   6,772   4,335 Amortization of intangible assets   530   27 Total operating expenses   11,592   7,099 Operating income   11,611   11,064 Other expense:       Interest expense, net   920   491 Income before income tax expense   10,691   10,573 Income tax expense   2,226   3,527 Net income $ 8,465 $ 7,046         Earnings per common share:       Basic $ 0.45 $ 0.38 Diluted $ 0.45 $ 0.38 Weighted average shares used for computation of:       Basic earnings per share   18,646,039   18,615,100 Diluted earnings per share   18,768,764   18,686,626 


MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands, except share and per share data)  September 30, June 30,  2018  2018   (Unaudited)   ASSETS     CURRENT ASSETS:      Cash and cash equivalents $ 6,093  $ 7,909 Accounts receivable — net of allowances of $117 and $51, respectively   9,310    5,515 Income tax receivable   676    — Inventories — net   21,729    20,467 Prepaid expenses and other current assets   3,587    3,295 Total current assets   41,395    37,186 Property, plant and equipment — net   23,929    22,265 Intangible assets — net   50,516    51,046 Goodwill   65,792    65,792 Deferred debt issuance costs — net   361    383 Other   253    252 Total assets $ 182,246  $ 176,924 LIABILITIES AND STOCKHOLDERS' EQUITY      CURRENT LIABILITIES:      Accounts payable $ 18,609  $ 17,266 Income tax payable   —    705 Accrued expenses and other current liabilities   29,555    27,866 Current portion of long term debt, net of unamortized debt issuance costs   5,521    5,069 Total current liabilities   53,685    50,906 Long term debt, net of unamortized debt issuance costs   68,084    70,087 Deferred income taxes   205    1,427 Unrecognized tax positions   2,097    1,982 Total liabilities   124,071    124,402 COMMITMENTS AND CONTINGENCIES      STOCKHOLDERS' EQUITY:      Common stock, $.01 par value per share — authorized, 100,000,000 shares; issued and outstanding, 18,721,420 shares at September 30, 2018 and 18,682,338 shares at June 30, 2018   187    187 Additional paid-in capital   114,331    114,052 Accumulated deficit   (56,343)   (61,717)Total stockholders' equity   58,175    52,522 Total liabilities and stockholders' equity $ 182,246  $ 176,924          


Supplemental Operating Data

The following table sets forth certain supplemental operating data for the periods indicated:

            Three Months Ended     September 30, October 1, %   2018 2017 Variance      (Unaudited)  (Dollars in thousands)Unit volume:         MasterCraft  848  775 9.4 %NauticStar  426  —   MasterCraft sales $76,234 $65,049 17.2 %NauticStar sales $17,407 $—   Consolidated sales $93,641 $65,049 44.0 %Per Unit:         MasterCraft sales $90 $84 7.1 %NauticStar sales $41 $—   Consolidated sales $74 $84 (12.4)%Gross margin  24.8% 27.9%  

Non-GAAP Measures
We define EBITDA as earnings before interest expense, income taxes, depreciation and amortization. We define Adjusted EBITDA as EBITDA further adjusted to eliminate certain non-cash charges and other items that we do not consider to be indicative of our ongoing operations, including acquisition related expenses associated with the acquisitions of NauticStar and Crest, our stock-based compensation, and new brand startup costs. We define Adjusted Net Income as net income adjusted to eliminate certain non-cash charges and other items that we do not consider to be indicative of our ongoing operations, such as acquisition expenses associated with the acquisitions of NauticStar and Crest (including intangible amortization associated with acquisitions, including prior year acquisitions), our stock-based compensation, new brand startup costs and an adjustment for income tax expense at a normalized annual effective tax rate.  We define Adjusted EBITDA margin as Adjusted EBITDA expressed as a percentage of net sales. Adjusted EBITDA, Adjusted Net Income and Adjusted EBITDA margin are not measures of net income or operating income as determined under accounting principles generally accepted in the United States, which we refer to as GAAP. Adjusted EBITDA and Adjusted Net Income are not measures of performance in accordance with GAAP and should not be considered as an alternative to net income or operating cash flows determined in accordance with GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of cash flow for management’s discretionary use. We believe that the inclusion of EBITDA, Adjusted EBITDA, Adjusted EBITDA margin and Adjusted Net Income is appropriate to provide additional information to investors because securities analysts, noteholders and other investors use these non-GAAP financial measures to assess our operating performance across periods on a consistent basis and to evaluate the relative risk of an investment in our securities. We use Adjusted Net Income to facilitate a comparison of our operating performance on a consistent basis from period to period that, when viewed in combination with our results prepared in accordance with GAAP, provides a more complete understanding of factors and trends affecting our business than GAAP alone measures.  We believe Adjusted Net Income assists our board of directors, management and investors in comparing our net income on a consistent basis from period to period because it removes non-cash items and items not indicative of our ongoing operations. Adjusted EBITDA and Adjusted Net Income have limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

  • Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and Adjusted EBITDA does not reflect any cash requirements for such replacements;
  • Adjusted EBITDA does not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;
  • Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;
  • Adjusted EBITDA does not reflect our tax expense or any cash requirements to pay income taxes;
  • Adjusted EBITDA does not reflect interest expense, or the cash requirements necessary to service interest payments on our indebtedness; and
  • Adjusted Net Income and Adjusted EBITDA do not reflect the impact of earnings or charges resulting from matters we do not consider to be indicative of our ongoing operations but may nonetheless have a material impact on our results of operations.

In addition, because not all companies use identical calculations, our presentation of Adjusted EBITDA and Adjusted Net Income may not be comparable to similarly titled measures of other companies, including companies in our industry.

Furthermore, certain non-GAAP financial measures presented in this release have been provided for comparison purposes only and these non-GAAP financial measures may change in the future based on our calculations and forecasts regarding the interpretation of certain recent changes to U.S. federal income tax law and anticipated impacts on our financial results.

The following table sets forth a reconciliation of net income as determined in accordance with U.S. GAAP to Adjusted EBITDA for the periods indicated:

          Three Months Ended   September 30, 2018 October 1, 2017       (Unaudited)   (Dollars in thousands) Net income $ 8,465 $ 7,046 Income tax expense   2,226   3,527 Interest expense, net   920   491 Depreciation and amortization   1,435   732 EBITDA   13,046   11,796 Transaction expense(a)   1,318   881 New brand startup costs(b)   280   19 Stock-based compensation   384   264 Adjusted EBITDA $ 15,028  $ 12,960 Adjusted EBITDA margin(c)   16.0%  19.9%

(a) Represents fees, expenses and integration costs associated with our acquisitions of Crest and NauticStar.
(b) Represents startup costs associated with a completely new boat brand in a segment of the market neither MasterCraft nor NauticStar serves.
(c) We define Adjusted EBITDA margin as Adjusted EBITDA expressed as a percentage of net sales.

The following table sets forth a reconciliation of net income as determined in accordance with U.S. GAAP to Adjusted Net Income for the periods indicated:

            Three Months Ended    September 30, 2018 October 1, 2017             (Dollars in thousands, except for share and per share amounts) Net income  $ 8,465 $ 7,046 Income tax expense    2,226   3,527 Transaction expense(a)    1,821   881 New brand startup costs(b)    280   19 Stock-based compensation    384   264 Adjusted Net Income before income taxes    13,176   11,737 Adjusted income tax expense(c)    2,965   3,404 Adjusted Net Income  $ 10,211  $ 8,333          Pro-forma Adjusted net income per common share        Basic  $ 0.55 $ 0.45 Diluted  $ 0.54 $ 0.44 Pro-forma weighted average shares used for the computation of:        Basic Adjusted net income per share(d)   18,650,729  18,619,834 Diluted Adjusted net income per share(d)   18,879,153  18,798,236 

(a) Represents fees, expenses and integration costs associated with our acquisitions of Crest and NauticStar, including $503 of amortization associated with intangibles acquired in connection with the acquisition of NauticStar during the three months ended September 30, 2018.
(b) Represents startup costs associated with a completely new boat brand in a segment of the market neither MasterCraft nor NauticStar serves.
(c) Reflects income tax expense at an estimated annual effective tax rate of 22.5% for the current period and 29% for the prior-year period.
(d) The weighted average shares used for computation of pro-forma diluted earnings per common share gives effect to 70,691 shares of restricted stock awards, 92,379 performance stock units and 65,354 shares for the dilutive effect of stock options.

The following table shows the reconciliation of diluted net income per share to diluted Adjusted Net Income per share for the periods presented:

            Fiscal Year Ended    September 30, 2018 October 1, 2017         (Unaudited) Net income per diluted share  $0.45  $0.38  Impact of adjustments:        Income tax expense   0.12   0.19  Transaction expense(a)   0.10   0.05  New brand startup costs(b)   0.01   —  Stock-based compensation   0.02   0.01  Net income per diluted share before income taxes   0.70   0.63  Impact of adjusted income tax expense on net income per diluted share before income taxes(c)   (0.16)  (0.18) Impact of increased share count(d)   -   (0.01) Adjusted Net Income per diluted pro-forma weighted average share   0.54   0.44  

(a) Represents fees, expenses and integration costs associated with our acquisitions of Crest and NauticStar, including $503 of amortization associated with intangibles acquired in connection with the acquisition of NauticStar during the three months ended September 30, 2018.
(b) Represents startup costs associated with a completely new boat brand in a segment of the market neither MasterCraft nor NauticStar serves.
(c) Reflects income tax expense at an estimated annual effective tax rate of 22.5% for the current period and 29% for the prior-year period.
(d) Reflects impact of increased share counts giving effect to the exchange of all restricted stock awards, the vesting of all performance stock units and for the dilutive effect of stock options included in outstanding shares.

Investor Contacts:
MasterCraft Boat Holdings, Inc.
George Steinbarger
Vice President, Business Development
(423) 884-7141
George.Steinbarger@mastercraft.com 

Padilla
Matt Sullivan
(612) 455-1709 
Matt.Sullivan@padillaco.com

Categories: State
Syndicate content

About us | Advertise | Help | Privacy Policy | Subscriptions, RSS © 2009 The Progress News . All Rights Reserved .