CORRECTING and REPLACING Park City Group Reports EPS of $0.05 for Fiscal Fourth Quarter of 2022, $0.18 Per Share for Full Year

CORRECTING and REPLACING Park City Group Reports EPS of $0.05 for Fiscal Fourth Quarter of 2022, $0.18 Per Share for Full Year




CORRECTING and REPLACING Park City Group Reports EPS of $0.05 for Fiscal Fourth Quarter of 2022, $0.18 Per Share for Full Year

 Board of Directors Announces Quarterly Cash Dividend of $0.015 Per Share

SALT LAKE CITY–(BUSINESS WIRE)–The press release issued September 28, 2022 contained incorrect comparisons for the prior-year quarterly financial results. The rest of the financial results were correct as originally presented.

The updated release reads:

PARK CITY GROUP REPORTS EPS OF $0.05 FOR FISCAL FOURTH QUARTER OF 2022, $0.18 PER SHARE FOR FULL YEAR

Board of Directors Announces Quarterly Cash Dividend of $0.015 Per Share

Park City Group, Inc. (NASDAQ: PCYG), the parent company of ReposiTrak, Inc., which operates a B2B ecommerce, compliance, and supply chain platform that largely partners with grocery retailers, wholesalers, and their suppliers, to accelerate sales, control risk, improve supply chain efficiencies, and source hard-to-find items, today announced financial results for the fourth quarter of fiscal 2022, the period ended June 30, 2022.

Full-Year Financial Highlights:

  • Recurring revenue increased 6% to $17.9 million.
  • Recurring SaaS revenue increased from 80% of total revenue to 99% of revenue.
  • Total revenue decreased to $18.0 million from $21.0 million, down 14% due to the planned elimination of essentially all non-recurring revenue.
  • Total operating expense decreased 25% to $13.6 million from $18.1 million.
  • Operating income increased 53% to $4.4 million from $2.9 million last year.
  • GAAP net income decreased 3% to $4.0 million vs. net income of $4.1 million (which included a $1.1 million gain on the forgiveness of the Company’s PPP loan last year)
  • Net income to common shareholders was $3.4 million, vs. $3.5 million, which included the $1.1 million non-operational gain last year.
  • Full year EPS of $0.18, unchanged from $0.18 last year.
  • Full-year cash from operations of $6.1 million.
  • The Company repurchased 983,275 shares at an average price of $6.24 for a total of $6.1 million during the year.
  • Cash at June 30, 2022 was $21.5 million.

Fourth Fiscal Quarter Financial Highlights:

  • Recurring revenue increased 7% to $4.6 million.
  • Total revenue of $4.6 million.
  • Total operating expense of $3.5 million vs. $3.4 million.
  • Operating income of $1.1 million vs. $1.2 million in the fourth fiscal quarter last year.
  • GAAP net income of $1.1 million vs. net income of $1.2 million.
  • Net income to common shareholders of $1 million .
  • EPS of $0.05, the same as the prior year fourth fiscal quarter.
  • The Company repurchased 192,747 shares at an average price of $4.78 per share for a total of $921,330.

Randall K. Fields, Chairman and CEO of Park City Group commented, “Park City continues to make progress in our focus on recurring revenue and our earnings per share growth – with the virtual elimination of non-recurring revenue, consistent GAAP net income, along with the repurchase and retirement of more than 192,700 shares in the quarter, meaningfully reducing our capitalization by over 8% since inception.”

“Park City maintains a fortress balance sheet, including more than $1.10 per share in cash, and has delivered consistent profitability, with over 20 consecutive GAAP profitable quarters, and continued strong cash generation. As a result, the Board of Directors has determined that the time is appropriate to return a portion of our future cash flow to shareholders, in the form of a quarterly cash dividend of $0.015 per share, to augment our stock buyback authorization and our investments for organic growth.”

“As the pandemic wanes, we are seeing demand for our SaaS solutions continues to grow, and we are preparing our company and our base of loyal customers to ultimately benefit from our traceability solution,” added Mr. Fields. “Our partnership with the National Grocers Association, a leading trade organization that covers one-third of all grocery stores and more independent owners than any other trade group, serves as a powerful validation of our capability to help retailers, wholesalers and suppliers navigate the profound challenges associated with the Food Safety Modernization Act’s Section 204, scheduled to be published in November 2022. Rule 204 will be the single largest change to the food supply chain collaboration in history. Park City Group is the proven partner, well-positioned to help the industry navigate these changes.”

Fourth Quarter Financial Results (three months ended June 30, 2022, vs. three months ended June 30, 2021):

Total revenue was $4.6 million as compared to $4.6 million due to eliminating MarketPlace non-recurring revenue and sunsetting recurring revenue for products and services in order to focus on traceability. Total operating expense of $3.5 million due to lower corresponding MarketPlace revenue and lower overall SG&A expense. GAAP net income was $1.1 million compared to $1.2 million. Net income to common shareholders $1 million, or $0.05 per diluted share, compared to $1 million, or $0.05 per diluted share.

Full-Year Financial Results (12 months ended June 30, 2022, vs. 12 months ended June 30, 2021):

Total revenue decreased 14% to $18.0 million as compared to $21.0 million due to the over $4 million planned elimination of all non-recurring revenue. Total operating expense decreased 25% to $13.6 million due to elimination of MarketPlace costs and lower overall SG&A. GAAP net income was $4.0 million versus $4.1 million. The prior-year period included a $1.1 million gain related to the forgiveness of the Company’s PPP loan. Absent the one-time gain, net income increased 33%. Net income to common shareholders was $3.4 million, or $0.18 per diluted share, compared to $3.5 million (inclusive of the $1.1 million non-recurring gain), or $0.18 per diluted share.

Share Repurchases:

In the fourth quarter, the Company repurchased 192,747 shares at an average price of $4.78 for a total of $0.92 million. During the fiscal year, Park City repurchased $6.2 million in stock and to date, the Company has repurchased a total of $10.2 million worth of stock, retiring an aggregate of 1.71 million shares. The Company has approximately $10.2 million remaining on the $21 million total buyback authorization since inception.

Balance Sheet:

The Company had $21.5 million in cash and cash equivalents at June 30, 2022, compared to $24.1 million at June 30, 2021. The Company had $2.6 million drawn on its working line of credit as of June 30, 2022. Funds were utilized to buy back additional shares of stock.

Dividend:

Park City’s Board of Directors declared a quarterly cash dividend of $0.015 per share ($0.06 per year), payable to shareholders of record on October 17 and to be paid on or about November 15. Based on the closing price on September 27, 2022, this represented an annual dividend yield of approximately 1.06%. Subsequent quarterly dividends will be paid within 45 days of the shareholders of record date of December 31, March 31, June 30 and September 30.

Conference Call:

The Company will host a conference call at 4:15 p.m. Eastern today to discuss the Company’s results. The conference call will also be webcast and will be available via the investor relations section of the Company’s website, www.parkcitygroup.com.

Participant Dial-In Numbers:

Date: Wednesday, September 28, 2022

Time: 4:15 p.m. ET (1:15 p.m. PT)

Toll-Free: 1-877-407-9716

Toll/International 1-201-493-6779

Conference ID: 13732847

Replay Dial-In Numbers:

Toll Free: 1-844-512-2921

Toll/International: 1-412-317-6671

Replay Start: Wednesday September 28, 2022, 7:15 p.m. ET

Replay Expiry: Friday, October 28, 2022, 11:59 p.m. ET

Replay Pin Number: 13732847

About Park City Group:

Park City Group, Inc. (NASDAQ:PCYG), the parent company of ReposiTrak, Inc., a compliance, supply chain, and e-commerce platform that enables retailers, wholesalers, and their suppliers, to accelerate sales, control risk, and improve supply chain efficiencies. More information is available at www.parkcitygroup.com and www.repositrak.com.

Specific disclosure relating to Park City Group, including management’s analysis of results from operations and financial condition, are contained in the Company’s annual report on Form 10-K for the fiscal year ended June 30, 2022 and other reports filed with the Securities and Exchange Commission. Investors are encouraged to read and consider such disclosure and analysis contained in the Company’s Form 10-K and other reports, including the risk factors contained in the Form 10-K.

Forward-Looking Statement

Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “predict,” “if”, “should” and “will” and similar expressions as they relate to Park City Group, Inc. (“Park City Group”) are intended to identify such forward-looking statements. Park City Group may from time to time update these publicly announced projections, but it is not obligated to do so. Any projections of future results of operations should not be construed in any manner as a guarantee that such results will in fact occur. These projections are subject to change and could differ materially from final reported results. For a discussion of such risks and uncertainties, see “Risk Factors” in Park City’s annual report on Form 10-K, its quarterly report on Form 10-Q, and its other reports filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the dates on which they are made.

PARK CITY GROUP, INC.

Consolidated Balance Sheets

 

 

June 30,

2022

 

 

June 30,

2021

 

Assets

 

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

 

 

Cash

 

$

21,460,948

 

 

$

24,070,322

 

Receivables, net of allowance for doubtful accounts of $206,093 and $234,693 at June 30, 2022 and 2021, respectively

 

 

3,165,200

 

 

 

3,891,699

 

Contract asset – unbilled current portion

 

 

649,433

 

 

 

1,248,936

 

Prepaid expense and other current assets

 

 

1,307,128

 

 

 

490,817

 

Total Current Assets

 

 

26,582,709

 

 

 

29,701,774

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

764,517

 

 

 

2,589,194

 

 

 

 

 

 

 

 

 

 

Other Assets:

 

 

 

 

 

 

 

 

Deposits and other assets

 

 

22,414

 

 

 

22,414

 

Prepaid expense – less current portion

 

 

82,934

 

 

 

47,987

 

Contract asset – unbilled long-term portion

 

 

108,052

 

 

 

408,925

 

Operating lease – right-of-use asset

 

 

368,512

 

 

 

695,371

 

Customer relationships

 

 

394,200

 

 

 

525,600

 

Goodwill

 

 

20,883,886

 

 

 

20,883,886

 

Capitalized software costs, net

 

 

114,488

 

 

 

171,732

 

Total Other Assets

 

 

21,974,486

 

 

 

22,755,915

 

 

 

 

 

 

 

 

 

 

Total Assets

 

$

49,321,712

 

 

$

55,046,883

 

 

 

 

 

 

 

 

 

 

Liabilities and Shareholders Equity

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable

 

$

690,638

 

 

$

467,194

 

Accrued liabilities

 

 

1,206,284

 

 

 

988,092

 

Contract liability – deferred revenue

 

 

1,555,143

 

 

 

1,755,341

 

Lines of credit

 

 

2,590,907

 

 

 

6,000,000

 

Operating lease liability – current

 

 

53,862

 

 

 

90,156

 

Total current liabilities

 

 

6,096,834

 

 

 

9,300,783

 

 

 

 

 

 

 

 

 

 

Long-term liabilities

 

 

 

 

 

 

 

 

Operating lease liability – less current portion

 

 

321,818

 

 

 

605,214

 

Total liabilities

 

 

6,418,652

 

 

 

9,905,997

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders equity:

 

 

 

 

 

 

 

 

Preferred Stock; $0.01 par value, 30,000,000 shares authorized;

 

 

 

 

 

 

 

 

Series B Preferred, 700,000 shares authorized; 625,375 shares issued and outstanding at June 30, 2022 and 2021;

 

 

6,254

 

 

 

6,254

 

Series B-1 Preferred, 550,000 shares authorized; 212,402 shares issued and outstanding at June 30, 2022 and 2021, respectively

 

 

2,124

 

 

 

2,124

 

Common Stock, $0.01 par value, 50,000,000 shares authorized; 18,460,538 and 19,351,935 issued and outstanding at June 30, 2022 and 2021, respectively

 

 

184,608

 

 

 

193,522

 

Additional paid-in capital

 

 

68,653,361

 

 

 

74,298,924

 

Accumulated deficit

 

 

(25,943,287

)

 

 

(29,359,938

)

Total stockholders equity

 

 

42,903,060

 

 

 

45,140,886

 

Total liabilities and stockholders equity

 

$

49,321,712

 

 

$

55,046,883

 

 
 

PARK CITY GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Operations

 

 

For the Years Ended

June 30,

 

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

18,046,941

 

 

$

21,007,076

 

 

 

 

 

 

 

 

 

 

Operating expense:

 

 

 

 

 

 

 

 

Cost of revenue and product support

 

 

3,186,712

 

 

 

6,884,647

 

Sales and marketing

 

 

4,853,926

 

 

 

4,995,578

 

General and administrative

 

 

4,716,131

 

 

 

5,214,936

 

Depreciation and amortization

 

 

875,551

 

 

 

1,019,515

 

Total operating expense

 

 

13,632,320

 

 

 

18,114,676

 

 

 

 

 

 

 

 

 

 

Income from operations

 

 

4,414,621

 

 

 

2,892,400

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

Interest income

 

 

199,124

 

 

 

237,269

 

Interest expense

 

 

(44,307

)

 

 

(106,680

)

Realized loss on short term investments

 

 

(347,645

)

 

 

 

Unrealized gain on short term investments

 

 

 

 

 

61,953

 

Other gain (loss)

 

 

(88,730

)

 

 

1,109,350

 

Income before income taxes

 

 

4,133,063

 

 

 

4,194,292

 

 

 

 

 

 

 

 

 

 

(Provision) for income taxes

 

 

(129,968

)

 

 

(76,897

)

Net income

 

 

4,003,095

 

 

 

4,117,395

 

 

 

 

 

 

 

 

 

 

Dividends on Preferred Stock

 

 

(586,444

)

 

 

(586,444

)

 

 

 

 

 

 

 

 

 

Net income applicable to common shareholders

 

$

3,416,651

 

 

$

3,530,951

 

 

 

 

 

 

 

 

 

 

Weighted average shares, basic

 

 

19,087,000

 

 

 

19,502,000

 

Weighted average shares, diluted

 

 

19,380,000

 

 

 

19,754,000

 

Basic earnings per share

 

$

0.18

 

 

$

0.18

 

Diluted earnings per share

 

$

0.18

 

 

$

0.18

 

 
 

PARK CITY GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

 

 

For the Years Ended

June 30,

 

 

 

2022

 

 

2021

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income

 

$

4,003,095

 

 

$

4,117,395

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

875,551

 

 

 

1,019,515

 

Amortization of operating right of use asset

 

 

326,858

 

 

 

85,766

 

Stock compensation expense

 

 

422,101

 

 

 

336,695

 

Bad debt expense

 

 

621,667

 

 

 

1,056,205

 

Gain on disposal of assets

 

 

(24,737

)

 

 

 

Gain on debt extinguishment

 

 

 

 

 

(1,109,350

)

Loss on sale of property and equipment

 

 

107,820

 

 

 

 

(Increase) decrease in:

 

 

 

 

 

 

 

 

Trade receivables

 

 

412,502

 

 

 

(199,437

)

Long-term receivables, prepaids and other assets

 

 

(527,126

)

 

 

465,978

 

(Decrease) (increase) in:

 

 

 

 

 

 

 

 

Accounts payable

 

 

223,444

 

 

 

59,697

 

Operating lease liability

 

 

(319,690

)

 

 

(85,766

)

Accrued liabilities

 

 

180,330

 

 

 

(254,601

)

Deferred revenue

 

 

(200,198

)

 

 

(90,282

)

Net cash provided by operating activities

 

 

6,101,617

 

 

 

5,401,815

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Sale of property and equipment

 

 

1,374,085

 

 

 

 

Purchase of property and equipment

 

 

(50,823

)

 

 

(147,140

)

Capitalization of software development costs

 

 

 

 

 

(171,733

)

Net cash used in investing activities

 

 

1,323,262

 

 

 

(318,873

)

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Net (decrease) increase in lines of credit

 

 

(3,409,093

)

 

 

1,340,000

 

Common stock buy-back/retirement

 

 

(6,147,893

)

 

 

(1,308,238

)

Proceeds from employee stock plan

 

 

109,177

 

 

 

117,487

 

Dividends paid

 

 

(586,444

)

 

 

(586,444

)

Payments on notes payable and capital leases

 

 

 

 

 

(920,755

)

Net cash used in financing activities

 

 

(10,034,253

)

 

 

(1,357,950

)

 

 

 

 

 

 

 

 

 

Net (decrease) increase in cash and cash equivalents

 

 

(2,609,374

)

 

 

3,724,992

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

 

24,070,322

 

 

 

20,345,330

 

Cash and cash equivalents at end of period

 

$

21,460,948

 

 

$

24,070,322

 

 

 

 

 

 

 

 

 

 

Supplemental Disclosure of Cash Flow Information

 

 

 

 

 

 

 

 

Cash paid for income taxes

 

$

185,068

 

 

$

167,185

 

Cash paid for interest

 

$

45,777

 

 

$

103,411

 

Cash paid for operating leases

 

$

105,084

 

 

$

122,400

 

 

 

 

 

 

 

 

 

 

Supplemental Disclosure of Non-Cash Investing and Financing Activities

 

 

 

 

 

 

 

 

Common Stock to pay accrued liabilities

 

$

384,239

 

 

$

217,253

 

Dividends accrued on Preferred Stock

 

$

586,444

 

 

$

586,444

 

 

Contacts

Investor Relations:
John Merrill, CFO

Investor-relations@parkcitygroup.com

Or

FNK IR

Rob Fink

646.809.4048

rob@fnkir.com

Vagaro Thanks Sponsors for Successful Inaugural Event, iconic.22

Vagaro Thanks Sponsors for Successful Inaugural Event, iconic.22




Vagaro Thanks Sponsors for Successful Inaugural Event, iconic.22

SAN FRANCISCO–(BUSINESS WIRE)–Vagaro, the leading comprehensive business management platform for the beauty, fitness, and wellness industries, celebrated a successful close to the company’s inaugural conference, iconic.22, in San Francisco on Monday.

Over 400 guests registered for the event, headlined by celebrity speakers Venus Williams and Tabatha Coffey.

The two-day conference allowed small business owners to network, learn business growth strategies from industry leaders, and hear directly from Vagaro CEO Fred Helou.

Contributions from key sponsors were vital to the event’s success.

VP of Marketing, Charity Hudnall said, “Our sponsors are a huge part of the Vagaro family. Together, we are always looking for ways to innovate and create opportunities for the businesses we serve.

“I am so grateful that our sponsors were there to help make our very first conference a memorable one. Thanks to them, we created an inspirational event in an inclusive environment, making every attendee feel special.”

iconic.22 sponsors included: American Express, a globally integrated payments company, providing customers with access to products, insights and experiences that enrich lives and build business success.

Chase for Business, which offers various business banking solutions including loans, credit cards, and lines of credit.

Certegy, a leading provider of payment & risk management technology for retailers and financial institutions across North America. Backed by more than 60 years of experience in payments, Certegy incorporates AI, machine learning and other innovations into its platform to securely serve today’s growing digital payment demand.

Liberis, a leading global embedded finance platform with a mission to provide small businesses with accessible and responsible finance, based on the belief that funding should always be a positive force for small businesses. Liberis provides partners with the technology platform and financial solutions to offer hyper-personalized and accessible funding, empowering their small business customers to grow their revenues.

Gusto, a modern, online people platform that helps businesses take care of their teams. In addition to full-service payroll, Gusto offers health insurance, 401(k)s, expert HR, employee self-onboarding, and team management tools. The company serves over 200,000 businesses in the United States and has offices in Denver, New York City, and San Francisco.

Thrivo, which empowers salons with omnichannel capabilities through technology that seals customized salon hair color, to serve the entire hair color market sustainably.

SalonEVO, a leading industry magazine for hair, nail and beauty professionals in UK, Ireland, and North America.

iconic.23 sponsorship opportunities available soon.

Contacts

press@vagaro.com

Western Alliance Bancorporation Releases 2022 Corporate Responsibility Report

Western Alliance Bancorporation Releases 2022 Corporate Responsibility Report




Western Alliance Bancorporation Releases 2022 Corporate Responsibility Report

PHOENIX–(BUSINESS WIRE)–Western Alliance Bancorporation, one of the country’s top-performing banking companies, today released its 2022 Corporate Responsibility Report. The report highlights the strategies of the bank and its divisions to forward its people-centered mission and details its activities during 2021.

“At Western Alliance, our culture and values revolve around strong relationships with all of our stakeholders — our clients, colleagues, investors and communities,” said Kenneth Vecchione, chief executive officer, Western Alliance Bancorporation. “Corporate responsibility is part of everything we do — including how we manage and develop our people, the products and services we offer, and the investments we make in our communities. We’re pleased to share our 2022 Corporate Responsibility Report, which focuses on our comprehensive efforts through this lens.”

Western Alliance Bancorporation is one of the largest banking companies in the country with a market capitalization of $7.6 billion at quarter-end 2Q 2022.

About Western Alliance Bancorporation

With more than $66 billion in assets, Western Alliance Bancorporation (NYSE: WAL) is one of the country’s top-performing banking companies. Through its primary subsidiary, Western Alliance Bank, business clients benefit from a full spectrum of tailored banking solutions and outstanding service delivered by industry experts who put customers first. Major accolades include #1 top-performing bank with $50 billion or more of assets in 2021 per American Banker, #1 Best Bank ($50 billion and above) in 2021 by Bank Director and 2022 All-America Executive Team by Institutional Investor (including #1 Best CEO and #1 Best CFO). Serving clients across the country wherever business happens, Western Alliance Bank operates individual, full-service banking and financial brands with offices in key markets nationwide.

Cautionary Note Regarding Forward-Looking Statements

This release contains forward-looking statements that relate to expectations, beliefs, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. Examples of forward-looking statements include, among others, statements we make regarding our expectations with regard to our business, future economic performance, growth and success, and the quotations from Kenneth Vecchione. The forward-looking statements contained herein reflect our current views about future events and are subject to risks, uncertainties, assumptions and changes in circumstances that may cause our actual results to differ significantly from historical results and those expressed in any forward-looking statement. Some factors that could cause actual results to differ materially from historical or expected results include, among others: the risk factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 and the Company’s subsequent Quarterly Reports on Form 10-Q, each as filed with the Securities and Exchange Commission; the potential adverse effects of unusual and infrequently occurring events such as the COVID-19 pandemic and any governmental or societal responses thereto; changes in general economic conditions, either nationally or locally in the areas in which we conduct or will conduct our business; the execution of our business plan; and other factors affecting the financial services industry generally or the banking industry in particular.

Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. We do not intend and disclaim any duty or obligation to update or revise any industry information or forward-looking statements, whether written or oral, that may be made from time to time, set forth in this press release to reflect new information, future events or otherwise.

Contacts

Media Contact:

Stephanie Whitlow

Senior Marketing Director

480.998.6547

swhitlow@westernalliancebank.com

Investors:
Miles Pondelik

Director, Investor Relations & Corporate Development

602.346.7462

mpondelik@westernalliancebank.com

Carestream Successfully Completes Recapitalization to Strengthen Balance Sheet and Enhance Financial Flexibility

Carestream Successfully Completes Recapitalization to Strengthen Balance Sheet and Enhance Financial Flexibility




Carestream Successfully Completes Recapitalization to Strengthen Balance Sheet and Enhance Financial Flexibility

Moves Forward with Renewed Commitment to Investing in Innovation, High-Value Technology and Customer-Focused Solutions

ROCHESTER, N.Y.–(BUSINESS WIRE)–Carestream Health (“Carestream” or the “Company”) today announced that it has successfully completed its recapitalization process and emerged from Chapter 11. Through this expedited process, Carestream has eliminated approximately $470 million in debt and significantly strengthened the Company’s balance sheet. As previously announced and concurrent with the emergence, certain of Carestream’s existing lenders have become the new owners of the Company.

As a global leader in medical imaging and non-destructive testing, Carestream is well positioned to grow in a dynamic environment by capturing opportunities in new and existing markets around the world.

Today marks an important turning point for our Company as we continue our pivot toward implementing a growth strategy to drive value for all our stakeholders,” said David C. Westgate, Chairman, President and CEO of Carestream. “With our strong market position and global operations, we are moving forward with a fortified capital structure and a talented team poised to capitalize on new market opportunities while continuing to meet the evolving needs of our customers. As we charge ahead, we will continue to apply an unwavering commitment to provide high-value technology, products and services to help our customers be successful.”

Mr. Westgate continued, “I would like to express my gratitude to our customers and partners for their ongoing support, and to our employees for their continued dedication to serving our customers. The overwhelming support of Carestream’s new owners and their confidence in Carestream’s future is a testament to the strength of our business and the solutions we provide. We look forward to working with our new owners as we continue to drive improved profitability and build on our long history of quality and industry leadership.”

Advisors

Kirkland & Ellis LLP is serving as the Company’s legal counsel and Houlihan Lokey Capital, Inc. is serving as its financial advisor.

Akin Gump Strauss Hauer & Feld LLP and GLC Advisors & Co. are serving as legal counsel and financial advisor, respectively, to a crossover group of the Company’s first lien and second lien secured lenders.

About Carestream Health

Carestream is a worldwide provider of medical imaging systems; X-ray imaging systems for non-destructive testing; and precision contract coating services for a wide range of industrial, medical, electronic and other applications—all backed by a global service and support network. For more information about the company’s broad portfolio of products, solutions and services, please contact your Carestream representative or call 1-888-777-2072 or visit www.carestream.com.

CARESTREAM is a trademark of Carestream Health.

Contacts

Media:

Rachel Zera

1.760.500.6847, rachelz@ccspr.com

AMTD IDEA Group Achieved a 27.3% Increase in Net Profit by Delivering the First Set of Combined Financials to Include AMTD Digital Inc. and L’Officiel Inc. SAS

AMTD IDEA Group Achieved a 27.3% Increase in Net Profit by Delivering the First Set of Combined Financials to Include AMTD Digital Inc. and L’Officiel Inc. SAS




AMTD IDEA Group Achieved a 27.3% Increase in Net Profit by Delivering the First Set of Combined Financials to Include AMTD Digital Inc. and L’Officiel Inc. SAS

NEW YORK & SINGAPORE & HONG KONG–(BUSINESS WIRE)–AMTD IDEA Group (“AMTD IDEA” or the “Company”, NYSE: AMTD; SGX: HKB), a NYSE and SGX-ST dual listed company and a subsidiary of AMTD Group Company Ltd. (“AMTD Group” or the “Group”), today announced its unaudited financial results for the six months ended June 30, 2022. AMTD Group is a Hong Kong headquartered conglomerate focusing on the “IDEA” strategy to develop the four pillars of core businesses, namely international connectors and business services, digital solutions, education and training, and premium assets and hospitality.

Highlights of Financial Results and Key Changes for the Six Months Ended June 30, 2022

  • Total revenue for the six months ended June 30, 2022, increased by 27.5% as compared to the same period in prior year to HK$922.6 million (US$117.6 million equivalent), primarily attributable to the Company’s activities in investment banking business in both primary and secondary markets, as well as an increase in net fair value on investments and derivative financial assets.
  • Finance costs for the six months ended June 30, 2022 decreased by 61.0% as compared to the same period in prior year to HK$2.5 million (US$0.3 million equivalent), primarily due to the Company’s efforts in balance sheet management to identify early repayment opportunities as well as our convertible bond holder exercised its right to convert the bond and thus a lower interest charge was recorded for the period.
  • Profit for the six months ended June 30, 2022, increased by 27.3% as compared to the same period in prior year to HK$801.4 million (US$102.1 million equivalent). The Company’s management has successfully demonstrated resilience and business visions to generate solid new businesses and maintain core competitiveness amidst volatile markets during the Covid pandemic.

Recent Developments during the Six Months Ended June 30, 2022, together with Events subsequent to June 30, 2022

  • Effective January 31, 2022, the ticker symbol for the Company’s ADSs was changed to “AMTD”. On March 1, 2022, pursuant to the resolutions at the extraordinary general meeting of shareholders, the name of the Company was changed from AMTD International Inc. to AMTD IDEA Group.
  • In February 2022, the Company acquired a majority stake in AMTD Digital Inc. (“AMTD Digital”), a subsidiary of AMTD Group, with a total consideration of approximately US$993 million, by newly issuing 67,200,330 Class A ordinary shares and 51,253,702 Class B ordinary shares, priced at US$8.38 per share. The transaction was completed on February 23, 2022 and AMTD Digital became a subsidiary of the Company. AMTD Digital is a one-stop digital solutions platforms in Asia with businesses spanning multiple verticals, including digital financial services, digital media, content & marketing, digital solutions, and digital investments, which is a new operating segment to the Group. Included in the revenue is HK$56.0 million (US$7.1 million equivalent) attributable to the additional business generated by AMTD Digital.
  • Subsequently, on July 15, 2022, AMTD Digital completed its initial public offering and listing by way of issuance of its Class A ordinary shares on the New York Stock Exchange under the ticker symbol “HKD”, which were presented by the ADSs (each representing 0.4 Class A ordinary shares of AMTD Digital). On August 8, 2022, the over-allotment option was fully exercised.
  • In April 2022, the Company acquired all the equity interest of L’Officiel Inc. SAS (“L’Officiel”), a global fashion media group. L’Officiel serves as the operational holding company for the iconic French magazine L’Officiel, which recently celebrated its 100th anniversary, and the global L’Officiel network of fashion and luxury media brands including L’Officiel, L’Officiel Art, L’Officiel Hommes, La Revue Des Montres, Montres Des Legends, etc., which is also a new operating segment to the Group. The transaction was completed on April 20, 2022 whereby the Company started consolidating L’Officiel. The purchase price allocation of the acquisition is on provisional basis and subject to changes during the measurement period. Included in the revenue is HK$7.7 million (US$1.0 million equivalent) attributable to the additional business generated by L’Officiel.
  • On August 16, 2022, AMTD Group, AMTD Digital and the Company jointly announced that the Company had entered into certain agreements with AMTD Group and AMTD Digital (the “AMTD Assets Agreements”). Pursuant to the terms of the AMTD Assets Agreements, the Company will acquire 100% of the equity interest in AMTD Assets Group (“AMTD Assets”), which holds a global portfolio of premium properties, from AMTD Group at a consideration of US$268 million which will be settled by newly issued Class B ordinary shares of the Company. The Company will subsequently transfer such 100% of the equity interest in AMTD Assets to AMTD Digital at a consideration of US$268 million which will be settled by newly issued Class B ordinary shares of AMTD Digital. These transactions are subject to certain closing conditions. Upon completion of these transactions, AMTD Assets will be wholly owned by AMTD Digital.

Statement from the Board Members and Senior Management:

Dr. Feridun Hamdullahpur, Chairman of the Board of the Directors, commented, “On behalf of the Board of Directors of the AMTD IDEA, I am very pleased to announce the unaudited financial information of the company covering the first six months ended June 30, 2022. The operating results shows a healthy, steady and stable growth in our revenue which increased by 27.5% compared to the same period in 2021. I am delighted to see this robust financial performance amid challenging and volatile environments and offer the Board’s thanks to the leadership and management for their insight, diligence, commitment, hard work, and investment intelligence. I look forward to seeing more positive and exciting results in the coming months.”

William Fung, CEO of AMTD IDEA, “While it has been almost 3 challenging years since the start of the global pandemic, coupled with increasingly challenging operating environment on the back of recent rising interest rates globally, our team has continued to excel and outperform year over year, adapting to the “new normals” and delivering sustainable solid financial and operating results. Some of the notable highlights for the interim period include total revenue increased by 27.5% to HK$922.6 million (US$117.6 million equivalent) and net profit increased by 27.3% to HK$801.4 million (US$102.1 million equivalent). Furthermore, we took various concrete steps to continuing our investment into the future, developing talents, and to building a sustainable business model by further diversifying our business into innovative yet complimentary areas such as digital solutions, global media, and real estate areas, through the acquisitions of AMTD Digital, L’Officiel and AMTD Assets, respectively. The management team is committed to carrying out the IDEA business strategies, following guidance from the board and our parent, AMTD Group, in addition to generating values and to continuing build on the already solid foundation for the benefits of our shareholders.”

Financial Results for the Six Months Ended June 30, 2022

Revenue

Our revenue for the six months ended June 30, 2022 was HK$922.6 million (US$117.6 million equivalent), compared to HK$723.3 million for the six months ended June 30, 2021. The increase of 27.5% for the period was primarily due to our active investment banking and business advisory businesses, contributions from the new businesses of digital solutions and other services, and fashion and luxury media advertising and marketing services from the acquisitions of AMTD Digital and L’Officiel, and an increase in net fair value on investments and derivative financial assets under our strategic investment business:

  • Our fees and commissions for the investment banking segment for the six months ended June 30, 2022 increased from HK$291.5 million for the same period in prior year to HK$436.0 million (US$55.6 million equivalent) as we successfully branched out to secondary markets as well as maintained its core strengths to capture opportunities in the primary markets.
  • Through the acquisitions of AMTD Digital and L’Officiel during the period, we have introduced new revenue streams to the Company of HK$63.7 million (US$8.1 million equivalent).
  • The net fair value changes on investments and derivative financial assets for the six months ended June 30, 2022 increased from HK$204.0 million for the same period in prior year to HK$333.9 million (US$42.6 million equivalent) primarily due to increase in fair value of derivative financial assets but partially offset by a reduction in the fair value of our investment portfolio.

Other Income

Other income decreased by 31.7% as compared to the same period in prior year to HK$48.8 million (US$6.2 million equivalent), primarily due to a decrease in the average outstanding balance of interest bearing amounts due from our immediate holding company.

Other Operating Expenses

Other operating expenses for the six months ended June 30, 2022 increased by 45.1 % as compared to the same period in prior year to HK$60.6 million (US$7.7 million equivalent), primarily attributable to (i) increase in the amortization charge on the intangible assets from the aforesaid acquisitions of HK$9.2 million (US$1.18 million equivalent), (ii) additional operating expenses relating to new businesses acquired of HK$11.6 million (US$1.5 million equivalent), and (iii) an increase in business development expenses of HK$1.7 million (US$0.2 million equivalent) for overseas businesses expansion.

Staff Costs

Staff costs for the six months ended June 30, 2022 increased by 36.9% as compared to the same period in prior year to HK$59.0 million (US$7.5 million equivalent) mainly due to the additional costs from the acquisitions of new businesses during the period.

Finance Costs

Finance costs for the six months ended June 30, 2022 decreased by 61.0% as compared to the same period in prior year to HK$2.5 million (US$0.3 million equivalent), primarily due to a decrease in the interest bearing liabilities and the interest from convertible bond which was converted into Class A ordinary shares during the period.

Income Tax Expense

Income tax expense for the six months ended June 30, 2022 decreased by 4.4% as compared to the same period in prior year to HK$69.9 million (US$8.9 million), primarily due to a slightly decrease in taxable income.

Profit

Profit for the six months ended June 30, 2022 increased by 27.3% as compared to the same period in prior year to HK$801.4 million (US$102.1 million equivalent).

Accounts Receivable

Accounts receivable increased by 598.5% from HK$86.5 million as of December 31, 2021 to HK$604.3 million (US$77.0 million equivalent) as of June 30, 2022, primarily due to an increase in receivables from new businesses of HK$61.3 million (US$7.8 million equivalent) and increase in receivables generated in investment banking services of HK$427 million (US$54 million equivalent), of which were not yet due for settlement as of the period end.

Financial Assets at Fair Value Through Profit or Loss and Stock Loan

Financial assets at fair value through profit or loss and stock loan decreased by 38.2% from HK$2.8 billion as of December 31, 2021 to HK$1.7 billion (US$219.4 million equivalent) as of June 30, 2022, primarily due to (i) original investment in AMTD Digital has been eliminated to investment in subsidiary after the completion of acquisition of AMTD Digital in February 2022, offset by (ii) HK$165.6 million (US$21.1 million equivalent) of new investments acquired through the acquisition of AMTD Digital, and (iii) HK$204.1 million (US$26.0 million equivalent) of addition of new investments during the period.

Due from immediate holding company

Amount due from immediate holding company increased by 112.3% from HK$2.1 billion as of December 31,2021 to HK$4.6 billion (US$580.4 million equivalent) as of June 30, 2022, primarily due to an additional amount due from immediate holding company arising from the acquisition of AMTD Digital.

Accounts Payable

Accounts payable increased by 82.2% from HK$155.0 million as of December 31, 2021 to HK$282.5 million (US$36.0 million equivalent) as of June 30, 2022, primarily due to an increase in clients’ payables and payables to clearing house and brokers of HK$74.0 million (US$9.4 million equivalent), which was in turn attributable to the unsettled trade transactions near the period end; and an additional payable of HK$105.9 million (US$13.5 million equivalent) from new businesses, net of a decrease in clients’ monies held on trust of HK$52.4 million (US$6.7 million equivalent).

Exchange rate

The Company’s business is mainly conducted in Hong Kong and most of its revenues generated are denominated in Hong Kong dollars. This announcement contains translations of Hong Kong dollars into U.S. dollars solely for the convenience of the reader. Unless otherwise noted, all translations from Hong Kong dollars to U.S. dollars are made at a rate of HK$7.8472 to US$1.00, the exchange rate in effect as of June 30, 2022 as set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System. No representation is made that the Hong Kong dollar amounts could have been, or could be, converted, realized, or settled into U.S. dollars at that rate on June 30, 2022, or at any other rate.

AMTD IDEA GROUP

  

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS

   

FOR THE SIX MONTHS ENDED JUNE 30, 2021 AND 2022

 

Six months ended June 30

2021

 

2022

HK$

 

HK$

REVENUE
 
Fee and commission income

351,522,552

 

 

474,800,943

 

Digital solutions and other services

 

 

56,018,141

 

Fashion and luxury media advertising and marketing services

 

 

7,667,252

 

Dividend and gain related to disposed investment

167,824,938

 

 

50,213,509

 

519,347,490

 

 

588,699,845

 

Net fair value changes on financial assets at fair value through profit or loss and stock loan

240,006,805

 

 

(141,508,552

)

Net fair value changes on derivative financial assets

(36,005,365

)

 

475,415,376

 

723,348,930

 

 

922,606,669

 

Other income

71,500,916

 

 

57,603,453

 

Other operating expenses

(41,768,252

)

 

(60,621,102

)

Staff costs

(43,133,986

)

 

(59,046,165

)

Share of profit or losses of associates

 

 

(88,450

)

Finance costs

(6,401,352

)

 

(2,494,024

)

Net fair value changes on derivative financial liability

(742,618

)

 

13,347,266

 

PROFIT BEFORE TAX

702,803,638

 

 

871,307,647

 

Income tax expense

(73,116,457

)

 

(69,912,890

)

PROFIT FOR THE PERIOD

629,687,181

 

 

801,394,757

 

Attributable to:

 

 

 

Owners of the parent

567,049,552

 

 

741,618,999

 

Holders of perpetual securities

62,771,749

 

 

61,212,612

 

Non-controlling interest

(134,120

)

 

(1,436,854

)

629,687,181

 

 

801,394,757

 

EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT

 

 

 

Class A ordinary shares:

 

 

 

Basic (HK$ per share)

2.31

 

 

2.55

 

Diluted (HK$ per share)

2.31

 

 

2.55

 

Class B ordinary shares:

 

 

 

Basic (HK$ per share)

2.31

 

 

2.55

 

Diluted (HK$ per share)

2.31

 

 

2.55

 

AMTD IDEA GROUP

    

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

    

AS AT DECEMBER 31, 2021 AND JUNE 30, 2022

 

 

 

 

 

 

Dec 31, 2021

Jun 30, 2022

 

 

HK$

HK$

Assets
Current assets
Accounts receivable

86,514,680

604,275,555

Prepayments, deposits and other receivables

21,916,382

332,946,735

Due from immediate holding company

2,144,975,230

4,554,755,078

Derivative financial assets

969,894,519

1,445,309,895

Other assets

136,065,738

97,482,172

Cash and bank balances

526,206,108

140,261,201

Total current assets

3,885,572,657

7,175,030,636

Non-current assets

 

 

Property, plant and equipment

67,131

1,720,726

Right of use assets

2,061,690

Investment in associates

15,291,327

Goodwill

58,675,041

Other intangible assets

15,171,170

737,726,551

Financial assets at fair value through profit or loss

2,574,695,685

1,436,656,772

Stock loan

211,331,400

284,939,600

Total non-current assets

2,801,265,386

2,537,071,707

Total assets

6,686,838,043

9,712,102,343

Equity and liabilities

 

 

Current liabilities

 

 

Accounts payable

155,020,918

282,463,255

Bank borrowings

388,870,500

161,132,094

Other payables and accruals

92,225,549

185,784,757

Lease liabilities

2,778,798

Provision

31,814,184

Tax payable

136,124,845

127,928,437

Total current liabilities

772,241,812

791,901,525

Non-current liabilities

 

 

Deferred tax liabilities

76,716,735

Derivative financial liability

13,752,673

Convertible bond

111,970,384

Total non-current liabilities

125,723,057

76,716,735

Total liabilities

897,964,869

868,618,260

AMTD IDEA GROUP

 

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(CONTINUED)

 

AS AT DECEMBER 31, 2021 AND JUNE 30, 2022

 

Dec 31, 2021

 

Jun 30, 2022

 

HK$

 

HK$

Equity

 

 

Class A ordinary shares (par value of US$0.0001 as of December 31, 2021 and June 30, 2022; 8,000,000,000 shares authorized as of December 31, 2021 and June 30, 2022; 62,327,851 and 144,077,210 issued and outstanding shares as of December 31, 2021 and June 30, 2022, respectively)

48,838

 

92,706

 

Class B ordinary shares (par value of US$0.0001 as of December 31, 2021 and June 30, 2022; 2,000,000,000 shares authorized as of December 31, 2021 and June 30, 2022; 183,283,628 and 233,526,979 issued and outstanding shares as of December 31, 2021 and June 30, 2022, respectively)

143,864

 

203,154

 

Treasury shares

(5,000,000,000

)

(5,000,000,000

)

Capital reserve

4,551,183,728

 

6,774,769,610

 

Exchange reserve

1,466,991

 

1,794,046

 

Retained profits

4,449,489,995

 

5,191,108,994

 

Total equity attributable to ordinary shareholders of the Company

4,002,333,416

 

6,967,968,510

 

Non-controlling interests

15,496,320

 

105,084,217

 

Perpetual securities

1,771,043,438

 

1,770,431,356

 

Total equity

5,788,873,174

 

8,843,484,083

 

Total liabilities and equity

6,686,838,043

 

9,712,102,343

 

About AMTD IDEA Group

AMTD IDEA Group (NYSE: AMTD; SGX: HKB) is a premier Hong Kong-headquartered financial institution group connecting companies and

investors from Asia, including China and Hong Kong as well as the ASEAN markets with global capital markets. Its comprehensive one-stop financial service solutions strategy addresses different clients’ diverse and inter-connected financial needs across all phases of their life cycles. Leveraging its deep roots in Asia and its unique eco-system — the “AMTD SpiderNet” — the Company is uniquely positioned as an active super-connector between clients, business partners, investee companies, and investors, connecting the East and the West. For more information, please visit www.amtdinc.com or follow us on Twitter at “@AMTDGroup.” For the Company’s announcements, please visit https://ir.amtdinc.com/News.

Safe Harbor Statement

This press release contains statements that may constitute “forward-looking” statements pursuant to the “safe harbor” provisions of the U.S. Private

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

Contacts

issac.see@amtdgroup.com

Schwab Declares Preferred Stock Dividend

Schwab Declares Preferred Stock Dividend




Schwab Declares Preferred Stock Dividend

WESTLAKE, Texas–(BUSINESS WIRE)–The Board of Directors of The Charles Schwab Corporation today declared a dividend on the following series of outstanding preferred stock, payable November 1, 2022, to stockholders of record as of the close of business on October 17, 2022:

Preferred Stock Series

Dividend Per Share

Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series A (in floating rate period)

$19.43

 

Dividend Period: August 1, 2022 – November 1, 2022

 

About Charles Schwab

The Charles Schwab Corporation (NYSE: SCHW) is a leading provider of financial services, with 34.0 million active brokerage accounts, 2.3 million corporate retirement plan participants, 1.7 million banking accounts, and $7.13 trillion in client assets as of August 31, 2022. Through its operating subsidiaries, the company provides a full range of wealth management, securities brokerage, banking, asset management, custody, and financial advisory services to individual investors and independent investment advisors. Its broker-dealer subsidiaries, Charles Schwab & Co., Inc., TD Ameritrade, Inc., and TD Ameritrade Clearing, Inc., (members SIPC, https://www.sipc.org), and their affiliates offer a complete range of investment services and products including an extensive selection of mutual funds; financial planning and investment advice; retirement plan and equity compensation plan services; referrals to independent, fee-based investment advisors; and custodial, operational and trading support for independent, fee-based investment advisors through Schwab Advisor Services. Its primary banking subsidiary, Charles Schwab Bank, SSB (member FDIC and an Equal Housing Lender), provides banking and lending services and products. More information is available at https://www.aboutschwab.com.

TD Ameritrade, Inc. and TD Ameritrade Clearing, Inc. are separate but affiliated companies and subsidiaries of TD Ameritrade Holding Corporation. TD Ameritrade Holding Corporation is a wholly owned subsidiary of The Charles Schwab Corporation. TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank.

Contacts

MEDIA:
Mayura Hooper

Charles Schwab

Phone: 415-667-1525

INVESTORS/ANALYSTS:

Jeff Edwards

Charles Schwab

Phone: 415-667-1524

VIQ Solutions Announces Receipt of Nasdaq Notice of Deficiency

VIQ Solutions Announces Receipt of Nasdaq Notice of Deficiency




VIQ Solutions Announces Receipt of Nasdaq Notice of Deficiency

PHOENIX, Ariz.–(BUSINESS WIRE)–VIQ Solutions Inc. (“VIQ” or the “Company”) (TSX and Nasdaq: VQS), a global provider of secure, AI-driven, digital voice and video capture technology and transcription services, today announced that it has received a written notification of deficiency from the Listing Qualifications Department of The Nasdaq Stock Market LLC (« Nasdaq ») dated September 27, 2022, indicating that the Company no longer satisfies Nasdaq Listing Rule 5550(a)(2), continued listing requirement for minimum bid price, based upon a closing bid price of less than $1.00 per share for the Company’s common shares (the “Shares”) for the prior 30 consecutive business day period.

The notification from Nasdaq has no immediate effect on the listing of the Shares, and the Shares will continue to trade on the Nasdaq Capital Market under the symbol “VQS”.

Despite receiving the non-compliance letter from Nasdaq, the Company believes that the current price of the equity has been significantly impacted by macroeconomic events and is hopeful that it will meet the compliance requirements within the grace period.

Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company is provided with a grace period of 180 calendar days, or until March 27, 2023, to meet the minimum bid price requirement under the Nasdaq Listing Rules. If at any time during the 180-day grace period, the closing bid price of the Shares is $1.00 per Share or higher for at least ten consecutive business days, Nasdaq will provide the Company written confirmation of compliance and the matter will be closed. In the event the Company does not regain compliance within the initial 180-day grace period, the Company may be eligible for an additional 180-day grace period, provided that the Company meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the bid-price requirement, and the Company provides written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary, subject to determination by the staff of Nasdaq. The Company intends to monitor the closing bid price of its Shares during this grace period and will consider its options in order to regain compliance with The Nasdaq Capital Market minimum bid price requirement.

If the Company does not regain compliance with The Nasdaq Capital Market minimum bid price requirement within the permitted grace period(s), the Shares will be delisted from Nasdaq, which would be expected to have a material adverse effect on the liquidity and trading price of the Shares.

The Shares are also listed on the Toronto Stock Exchange (TSX: VQS) and the Company is currently in compliance with applicable listing requirements of the Toronto Stock Exchange.

For more information about VIQ, please visit viqsolutions.com.

About VIQ Solutions Inc.

VIQ Solutions is a global provider of secure, AI-driven, digital voice and video capture technology and transcription services. VIQ offers a seamless, comprehensive solution suite that delivers intelligent automation, enhanced with human review, to drive transformation in the way content is captured, secured, and repurposed into actionable information. The cyber-secure, AI technology and services platform are implemented in the most rigid security environments including criminal justice, legal, insurance, government, corporate finance, media, and transcription service provider markets, enabling them to improve the quality and accessibility of evidence, to easily identify predictive insights and to achieve digital transformation faster and at a lower cost.

Forward Looking Statement

This press release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws (« forward-looking statements »). Forward-looking statements are based on certain expectations and assumptions, and are subject to known and unknown risks and uncertainties and other factors that could cause actual events, results, performance and achievements to differ materially from those anticipated in these forward-looking statements. Forward-looking statements should not be read as guarantees of future performance or results. A more complete discussion of the risks and uncertainties facing the Company appear in the Company’s most recent Annual Information Form and other continuous disclosure filings which are available on SEDAR at www.sedar.com and EDGAR at www.sec.gov. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements as a result of new information or future events, or for any other reason.

Contacts

Media Contact:
Laura Haggard

Chief Marketing Officer

VIQ Solutions Inc.

Phone: (800) 263-9947

Email: marketing@viqsolutions.com

Investor Relations Contact:
Laura Kiernan

High Touch Investor Relations

Ph. 1-914-598-7733

Email: viq@htir.net

NYSE to Suspend Trading Immediately in Warrants of H.I.G. Acquisition Corp. (HIGA WS) and Commence Delisting Proceedings

NYSE to Suspend Trading Immediately in Warrants of H.I.G. Acquisition Corp. (HIGA WS) and Commence Delisting Proceedings




NYSE to Suspend Trading Immediately in Warrants of H.I.G. Acquisition Corp. (HIGA WS) and Commence Delisting Proceedings

NEW YORK–(BUSINESS WIRE)–The New York Stock Exchange (“NYSE”, the “Exchange”) announced today that the staff of NYSE Regulation has determined to commence proceedings to delist the warrants of H.I.G. Acquisition Corp. (the “Company”), each whole warrant exercisable for one Class A ordinary share — ticker symbol HIGA WS — from the NYSE. Trading in the Company’s warrants will be suspended immediately. Trading in the Company’s Class A ordinary shares — ticker symbol HIGA — and Units — ticker symbol HIGA U — will continue on the NYSE.

NYSE Regulation has determined that the warrants are no longer suitable for listing based on “abnormally low” price levels, pursuant to Section 802.01D of the Listed Company Manual.

The Company has a right to a review of this determination by a Committee of the Board of Directors of the Exchange. The NYSE will apply to the Securities and Exchange Commission to delist the warrants upon completion of all applicable procedures, including any appeal by the Company of the NYSE Regulation staff’s decision.

Contacts

Company Contact:
Investor Relations
info@higacquisitioncorp.com

NYSE Contact:
NYSE Communications

PublicRelations-NYSE@ice.com

Wells Fargo Donates $1 Million Toward Hurricane Relief in Florida

Wells Fargo Donates $1 Million Toward Hurricane Relief in Florida




Wells Fargo Donates $1 Million Toward Hurricane Relief in Florida

Customer, employee, and community support available

SAN FRANCISCO–(BUSINESS WIRE)–#Florida–Wells Fargo is donating $1 million from the Wells Fargo Foundation to aid four statewide organizations providing urgent relief in Florida following the aftermath of Hurricane Ian. In addition, customer accommodations and employee support are available for those directly impacted by the storm.

“We are thinking of our customers, employees, and the many communities we serve following one of the state’s most devastating hurricanes,” said Otis Rolley, president of the Wells Fargo Foundation and head of Philanthropy and Community Impact. “Wells Fargo is here with you in the days and months ahead as communities rebuild. We are grateful for the local nonprofits that families rely on to help rebuild their homes and lives during these incredibly difficult times. We hope our donation expands their capacity to reach those who need it most.”

The donation will support four organizations with statewide reach through $250,000 grants to:

  • American Red Cross: As part of ongoing disaster relief efforts, the grant will help provide food, emergency shelter, relief supplies, and comfort to those affected by Hurricane Ian.
  • Feeding Florida: Feeding Florida’s food banks are on the ground providing food, water, and resources to those impacted by this hurricane.
  • Florida Housing Coalition: Funding will support the organization’s recovery efforts focused on urgent housing needs and repairs.
  • Volunteer Florida: The state’s official private fund will assist Florida’s communities as they respond to and recover from this natural disaster.

“The Wells Fargo donation will enable the Florida Housing Coalition to help address the overwhelming need for housing stability right now,” said Jaimie Ross, president and CEO of the Florida Housing Coalition. “Early action and support are key to so many people facing the loss of their home or not being able to safely reach home. We will be working on immediate needs as well as long-term recovery across the state.”

“On behalf of Volunteer Florida, we would like to thank Wells Fargo for their significant financial contribution to the Florida Disaster Fund in response to the state-wide recovery efforts from Hurricane Ian,” said CEO of Volunteer Florida Josie Tamayo. “Their contribution to the Florida Disaster Fund will help provide essential services in rebuilding our affected communities.”

In addition, Wells Fargo customers who wish to support the American Red Cross Hurricane Ian relief efforts may donate through any Wells Fargo ATM nationwide, except for Washington D.C., beginning today through Oct. 13. There is no fee for ATM donations, and 100% of contributions will be sent to the American Red Cross.

Supporting customers

Wells Fargo is committed to providing support to customers and clients affected by Hurricane Ian. Customers who want to discuss their financial needs should call 1-800-219-9739.

For support related to commercial accounts, customers can contact their relationship manager or client service officer directly, or call Global Treasury Management Service at 1-800-AT-WELLS (1-800-289-3557).

Caring for employees

The company’s We Care Fund was established to aid employees during unexpected financial hardship, including natural disasters. Employees who are impacted by Hurricane Ian should contact their manager or Employee Assistance Consulting to be connected to resources, including the We Care application process.

About Wells Fargo

Wells Fargo & Company (NYSE: WFC) is a leading financial services company that has approximately $1.9 trillion in assets, proudly serves one in three U.S. households and more than 10% of small businesses in the U.S., and is a leading middle market banking provider in the U.S. We provide a diversified set of banking, investment, and mortgage products and services, as well as consumer and commercial finance, through our four reportable operating segments: Consumer Banking and Lending, Commercial Banking, Corporate and Investment Banking, and Wealth & Investment Management. Wells Fargo ranked No. 41 on Fortune’s 2022 rankings of America’s largest corporations. In the communities we serve, the company focuses its social impact on building a sustainable, inclusive future for all by supporting housing affordability, small business growth, financial health, and a low-carbon economy.

News, insights, and perspectives from Wells Fargo are also available at Wells Fargo Stories.

Additional information may be found at www.wellsfargo.com | Twitter: @WellsFargo

*The American Red Cross name, emblem, and copyrighted materials are being used with its permission, which in no way constitutes an endorsement, express or implied, of any product, service, company, opinion, or political position. The American Red Cross logo is a registered trademark owned by The American National Red Cross. For more information about the American Red Cross, please visit redcross.org.

News Release Category: WF-PESG

Contacts

Media
Kim Erlichson, 201-463-4243

kim.erlichson@wellsfargo.com

Perfect Corp. and Provident Acquisition Corp. Announce Effectiveness of Registration Statement and Extraordinary General Meeting Date for Proposed Business Combination

Perfect Corp. and Provident Acquisition Corp. Announce Effectiveness of Registration Statement and Extraordinary General Meeting Date for Proposed Business Combination




Perfect Corp. and Provident Acquisition Corp. Announce Effectiveness of Registration Statement and Extraordinary General Meeting Date for Proposed Business Combination

– Extraordinary general meeting of Provident’s shareholders to be held on October 25, 2022 at 9:00 a.m. Eastern Time

– Provident recommends all Provident’s shareholders vote “FOR” all proposals at the extraordinary general meeting

NEW YORK–(BUSINESS WIRE)–Perfect Corp. (“Perfect”), a global leader in providing augmented reality (“AR”) and artificial intelligence (“AI”) Software-as-a-Service (“SaaS”) solutions to beauty and fashion industries, and Provident Acquisition Corp. (Nasdaq: PAQC; « Provident »), a special purpose acquisition company, today announced that Perfect’s registration statement on Form F-4 (the “Registration Statement”) related to their previously announced proposed business combination (the “Business Combination”) has been declared effective by the U.S. Securities and Exchange Commission (the “SEC”).

The declaration of effectiveness of the Registration Statement by the SEC and Provident’s filing of the definitive proxy statement/prospectus is an important step in Perfect becoming a publicly-traded company listed on the New York Stock Exchange upon the close of the Business Combination.

Provident will hold an extraordinary general meeting of its shareholders (the “EGM”) at 9:00 a.m. Eastern Time on October 25, 2022 to approve, among other things, the Business Combination. Shareholders of record of Provident at the close of business on September 14, 2022 will be entitled to receive notice of and to vote at the EGM, which will be held virtually via live webcast at www.cstproxy.com/paqc/2022 and physically at the offices of Davis Polk & Wardwell located at The Hong Kong Club Building, 3A Chater Road, Hong Kong, as further described in the definitive proxy statement/prospectus. Provident’s shareholders will be permitted to attend the EGM in person only to the extent consistent with, and permitted by, applicable law and directives of public health authorities and the venue provider.

The Business Combination is expected to close shortly after approval by Provident’s shareholders and the satisfaction of other customary closing conditions as described in the definitive proxy statement/prospectus.

A copy of the definitive proxy statement/prospectus can be accessed via the SEC website at www.sec.gov.

Provident recommends all of its shareholders to vote « FOR » ALL PROPOSALS in advance of the EGM by telephone, via the internet, or by signing, dating, and returning the proxy card upon receipt by following the instructions on the proxy card.

Provident’s sponsor, Provident Acquisition Holdings Ltd., and other shareholders of Provident who collectively own approximately 20% of Provident’s shares, have agreed to vote their respective shares in favor of the Business Combination proposal and any related proposals at the EGM.

Provident’s shareholders who have questions or need assistance voting may contact Morrow Sodali LLC, Provident’s proxy solicitor, by calling 800-662-5200 or 203-658-9400 (banks and brokers), or by emailing PAQC.info@investor.morrowsodali.com.

About Perfect Corp.

Founded in 2015, Perfect is a global leader in providing AR and AI SaaS solutions to beauty and fashion industries. Utilizing facial 3D modeling, and AI deep learning technologies, Perfect empowers beauty brands with product try-on, facial diagnostics, and digital consultation solutions to provide consumers with an enjoyable, personalized, and convenient omnichannel shopping experience. Today, Perfect has the leading market share in helping the world’s top beauty brands execute digital transformation, improve customer engagement, increase purchase conversion, and drive sales growth while maintaining environmental sustainability and fulfilling social responsibilities. For more information, visit https://www.perfectcorp.com/business.

About Provident Acquisition Corp.

Affiliated with Provident Capital, Provident is a special purpose acquisition company formed for the purpose of entering into a combination with one or more businesses. Provident’s sponsor team combines over 85 years of experience in investment, technology, and beauty industries to bring an innovative global technology leader to the public capital market. Led by Winato Kartono as the executive chairman, Michael Aw as the CEO and CFO, and Andre Hoffmann as the president, Provident seeks to complete business combinations with companies headquartered in Asia but with global footprints, proven technologies, and leading market share. To learn more, visit http://www.paqc.co.

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended, or the Exchange Act, that are based on beliefs and assumptions and on information currently available to Perfect and Provident. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” “target,” “seek” or the negative or plural of these words, or other similar expressions that are predictions or indicate future events or prospects, although not all forward-looking statements contain these words. Any statements that refer to expectations, projections or other characterizations of future events or circumstances, including projections of market opportunity, number of customers or user and market share, the capability of Perfect’s technology, Perfect’s business plans including its plans to expand globally, the sources and uses of cash from the proposed Business Combination, the anticipated enterprise value of the combined company following the consummation of the proposed Business Combination, any benefits of Perfect’s partnerships, strategies or plans as they relate to the proposed Business Combination, anticipated benefits of the proposed Business Combination and expectations related to the terms and timing of the proposed Business Combination are also forward-looking statements. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking statements. These statements are based on Perfect’s and Provident’s reasonable expectations and beliefs concerning future events and involve risks and uncertainties that may cause actual results to differ materially from current expectations. These factors are difficult to predict accurately and may be beyond Perfect’s and Provident’s control. Forward-looking statements in this communication or elsewhere speak only as of the date made. New uncertainties and risks arise from time to time, and it is impossible for Perfect or Provident to predict these events or how they may affect Perfect or Provident. In addition, there are risks and uncertainties described in the definitive proxy statement/prospectus relating to the proposed Business Combination, which was filed with the SEC on September 30, 2022, and other documents filed by Perfect or Provident from time to time with the SEC. These filings may identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Neither Perfect nor Provident can assure you that the forward-looking statements in this communication will prove to be accurate. These forward-looking statements are subject to a number of risks and uncertainties, including, but not limited to: the occurrence of any event, change or other circumstances that could give rise to the termination of the Business Combination; the outcome of any legal proceedings that have been or may be instituted against Perfect, Provident, the combined company or others; the inability to complete the Business Combination due to the default in any forward purchase agreement, PIPE subscription agreement or failure to satisfy other conditions to closing; changes to the proposed structure of the Business Combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the Business Combination; the ability to meet stock exchange listing standards following the consummation of the Business Combination; the risk that the Business Combination disrupts current plans and operations of Perfect or Provident as a result of the announcement and consummation of the Business Combination; the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with brands, customers and retain its management and key employees; costs related to the Business Combination; changes in applicable laws or regulations; Perfect’s estimates of expenses and profitability and underlying assumptions with respect to shareholder redemptions and purchase price and other adjustments; unforeseen developments in the relatively new and rapidly evolving markets in which Perfect operates, competition in the markets in which Perfect operates or plans to operate, including with competitors who have significantly more resources; ability to retain and expand sales to existing brand customers and individual app users or attract new brand customers and new app users, or if users decrease their level of engagement with our brand customers or Perfect’s apps; ability to monetize Perfect’s apps to generate sustainable revenue; ability to make continued investments in Perfects AI and AR-powered technologies; the need to attract, train and retain highly-skilled technical workforce; reliance on certain platforms for payment processing; user misconduct or misuse of Perfect’s apps; security breaches of improper access to data or user data; reliance on a limited number of cloud storage service providers; reliance on third-party proprietary or open-source software; the impact of the ongoing COVID-19 pandemic; reliance on a limited number of brand partners for a significant portion of Perfect’s revenue; use of a dual-class structure by the combined company; interests of certain Perfect shareholders may differ from those of investors in the combined company; internal control over financial reporting and ability to remediate any significant deficiencies or material weaknesses; changes in laws and regulations related to privacy, cybersecurity and data protection; ability to enforce, protect and maintain intellectual property rights; geopolitical, regulatory and other risks associated with Perfect’s operations in the Republic of China and the People’s Republic of China; and other risks and uncertainties set forth in the section entitled “Risk Factors” in the definitive proxy statement/prospectus filed by Provident with the SEC and those included under the heading of “Risk Factors” in its annual report on Form 10-K for year ended December 31, 2021 and in its subsequent quarterly reports on Form 10-Q and other filings with the SEC. There may be additional risks that neither Perfect nor Provident presently knows or that Perfect and Provident currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by Perfect, Provident, their respective directors, officers or employees or any other person that Perfect and Provident will achieve their objectives and plans in any specified time frame, or at all. Except as required by applicable law, neither Perfect nor Provident has any duty to, and does not intend to, update or revise the forward-looking statements in this communication or elsewhere after the date of this communication. You should, therefore, not rely on these forward-looking statements as representing the views of Perfect or Provident as of any date subsequent to the date of this communication.

Additional Information and Where to Find It

In connection with the Business Combination, Perfect has filed relevant materials with the SEC, including the Registration Statement, which includes a proxy statement/prospectus of Provident, which was declared effective by the SEC on September 30, 2022, and will file other documents regarding the Business Combination with the SEC. Provident’s shareholders and other interested persons are advised to read the definitive proxy statement/prospectus and documents incorporated by reference therein filed in connection with the Business Combination, as these materials contain important information about Perfect, Provident and the Business Combination. Provident will mail the definitive proxy statement/prospectus and a proxy card to each Provident’s shareholder entitled to vote at the EGM. Before making any voting or investment decision, investors and shareholders of Provident are urged to carefully read the entire Registration Statement, the definitive proxy statement/prospectus, and any other relevant documents filed with the SEC, as well as any amendments or supplements to these documents, because they will contain important information about the Business Combination. The documents filed by Provident and Perfect with the SEC may be obtained free of charge at the SEC’s website at www.sec.gov.

No Offer or Solicitation

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

Participants in the Solicitation

Provident and its directors and executive officers may be deemed participants in the solicitation of proxies from its shareholders with respect to the Business Combination. A list of the names of those directors and executive officers and a description of their interests in Provident and their ownership of Provident securities are included in the definitive proxy statement/prospectus for the Business Combination at www.sec.gov. Other information regarding the interests of the participants in the proxy solicitation is included in the proxy statement/prospectus pertaining to the Business Combination. These documents can be obtained free of charge from the source indicated above.

Perfect and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Provident in connection with the Business Combination. A list of the names of such directors and executive officers and information regarding their interests in the Business Combination are included in the definitive proxy statement/prospectus pertaining to the Business Combination. These documents can be obtained free of charge from the source indicated above.

Contacts

Investor Relations

Robin Yang, Partner

ICR, LLC

Email: Investor_Relations@PerfectCorp.com
Phone: +1 (646) 880 9057

Public Relations

Brad Burgess, SVP

ICR, LLC

Email: press@PerfectCorp.com
Phone: +1 (646) 308 1649