Syngenta Selects Akumina’s Employee Experience Platform to Power the Organization’s Global Digital Workplace Strategy

NASHUA, N.H.–(BUSINESS WIRE)–Akumina, the employee experience platform (EXP) powering personalized digital employee experiences, today announced that it is partnering with Syngenta, one of the world’s largest agriculture companies, to improve employee productivity, collaboration, and adoption within their digital workplace environment. Akumina’s EXP offers an out-of-the-box solution that makes it easy for Syngenta to provide personalized digital experiences for more than 28,000 global employees in their local language.

Syngenta is using Akumina’s modern intranet solution to revamp the company’s employee portal and to make it mobile-enabled, so that all employees across the company can access the information they need to do their job, as and when they need it, on any device.

“Akumina’s EXP makes it easier for more peer-to-peer communications and to create and distribute content across languages, regions, and devices. We were able to instantly modernize our digital workplace with user-friendly features, personalized workflows, and social features to encourage engagement and collaboration,” said Nicki Allitt, global head of communications at Syngenta.

Akumina’s EXP will serve as the revamped intranet’s main interface. The modern intranet offers employees a personalized digital experience with instant access to news feeds, collaboration tools, and applications from any device. Akumina also enables employees to become content producers and distributors to align, inform, and engage in a high-performing and collaborative culture.

“We’re proud to partner with Syngenta to help them solve the challenges of engaging a highly distributed workforce that is spread across the world in a variety of job roles,” said David Maffei, president and CRO at Akumina. “Our employee experience platform acts as a centralized employee hub within an enterprise’s intelligent workplace that improves employee engagement, facilitates collaboration, and empowers mobile and frontline workers across the globe.”

About Akumina

Akumina is the employee experience platform that empowers global enterprises to quickly create personalized digital experiences that help every employee in every role work smarter, not harder. By offering a customizable, brandable and multilingual platform that seamlessly integrates with leading enterprise cloud applications, Akumina delivers a contextual, collaborative, and engaging workplace experience to every user on any device. Akumina’s customers include Whole Foods Market, GlaxoSmithKline, Vodafone, the Boston Red Sox and the Department of Defense. To learn more visit www.akumina.com or follow us on LinkedIn, Facebook and Twitter.

Contacts

Tim Morin

fama PR for Akumina

akumina@famapr.com

Digitally Native Beauty Brand IL MAKIAGE Acquires AI and Data Science Startup NeoWize

To enhance its data science capabilities and deepen its investment in technology and data, the fast-growing beauty brand acquires AI innovator

NEW YORK–(BUSINESS WIRE)–IL MAKIAGE, the digital-first prestige beauty brand, is deepening its investment in technology and data with today’s announcement that it has acquired NeoWize. NeoWize is a Y Combinator-backed data science startup that develops advanced active machine learning algorithms. The powerful combination of IL MAKIAGE and NeoWize allows for further innovation within the beauty industry, bringing together complementary capabilities in AI, data science and algorithmic thinking, for next-generation and enhanced optimization of e-commerce experiences. The founders of NeoWize, mathematicians and deep learning algorithm specialists, will join IL MAKIAGE’s technology team to build the leading tech and data science team in the industry.

The acquisition follows IL MAKIAGE’s successful releases of their PowerMatch AI Algorithm and Kenzza, their new e-commerce platform and business model, which utilizes influencer content to link inspiration, education, trial and purchase experiences within a singular site. Through these tools, IL MAKIAGE amassed a substantial amount of industry data which the NeoWize team will leverage to bolster IL MAKIAGE’s tireless improvement of its AI, machine learning and tech capabilities. This will enable IL MAKIAGE to deliver unparalleled value to IL MAKIAGE’s customers.

NeoWize’s two founders are joining IL MAKIAGE. Omer Nevo will become Vice President of R&D and Yoav Cafri will become Chief Data Scientist. Nevo and Cafri both came from elite intelligence units in the Israel Defense Forces (IDF) and will bring their extensive experience to the larger IL MAKIAGE team. Nevo is a machine learning and big data expert, who developed his expertise over 12 years at the elite Unit 8200 in the IDF. Cafri served in the Center for Encryption and Information Security in the IDF, as well as the units that manage data processing for the Defense Forces and the protection of military data. Before founding NeoWize, Cafri used his vast experience to run information technology for a large American retailer. Prior to that, he founded a startup that was acquired by Yandex.

IL MAKIAGE is laser-focused on staying at the forefront of the intersection of beauty, technology and data science. We’re very excited to welcome NeoWize and their incredible AI-driven and data science backed solutions that will bolster our position as one of the leading tech and data science companies in the industry, allowing us to provide unparalleled customer experiences,” says Oran Holtzman, CEO of IL MAKIAGE. “Today’s acquisition marks a substantial milestone for our technology team.”

We founded NeoWize to innovate at the cutting edge of AI, technology and e-commerce,” says NeoWize co-founder Omer Nevo. “We are excited to join the leading next generation digitally native beauty brand that shares the same tech-first approach. IL MAKIAGE modernizes the way beauty consumers shop and we can’t wait to continue developing exceptional AI tools and creating the most advanced and exciting online user experiences.”

The NeoWize team will relocate to IL MAKIAGE’s offices, and all employees will remain with the company. NeoWize will continue to serve its current customers and add new customers, independent of its relationship with IL MAKIAGE.

About IL MAKIAGE

IL MAKIAGE is the defiant, tech-first, direct-to-consumer beauty brand that embraces an unapologetic, maximalist approach. Combining advanced technology capabilities with superior prestige beauty products, the company’s extensive R&D team developed over 500 SKUs with uncompromising attention to detail. With their incredibly successful PowerMatch algorithms, their industry-changing e-commerce platform, and best-in-class products, IL MAKIAGE is redefining the online beauty industry. IL MAKIAGE was relaunched in the U.S. in June 2018 by brother-sister duo and entrepreneurs Oran Holtzman and Shiran Holtzman-Erel and is headquartered in SoHo, NYC.

About NeoWize

NeoWize changes the way we look at machine learning, deep learning algorithms and technology when it comes to e-commerce. Current deep learning algorithms focus on making the most out of the data available. NeoWize utilizes active machine learning, neural networks and adaptive input to create more data and better data, thus increasing its predictive power even with limited available data.

Contacts

For Media Inquiries:

Michael Braun

IL MAKIAGE

michaelb@ilmakiage.com

Moxie Communications Group

Huilian Ma Anderson

IM@moxiegrouppr.com

Meyers Research Launches Monthly New Home Pending Sales Index Beginning with October 2019

—Steady increases reveal positive signs for the wider economy—

COSTA MESA, Calif.–(BUSINESS WIRE)–#newhomes–Today Meyers Research, the housing industry’s foremost advisors, launched the inaugural New Home Pending Sales Index (PSI) for October 2019. The New Home PSI, backed by data from Zonda and Metrostudy, shows pending sales increased both year-over-year and month-over-month across the United States. The index is a leading residential real estate indicator based on the number of new home sales contracts signed across the country.


The New Home PSI came in at 119.0 for October, representing a 14.5% increase from October 2018. On a month-over-month basis, new home sales increased by 0.2% between September and October 2019.

“The US housing market regained momentum this year after a tough close to 2018,” said Ali Wolf, director of economic research at Meyers Research.“October’s new home sales capture stronger demand as lower mortgage rates, softer home price appreciation, and positive wage trends favor buyers.”

Seven of the ten key markets grew year-over-year and six of the ten increased month-over-month. Seattle, Phoenix, and Dallas experienced the most significant growth compared to last year, up 36.2%, 31.1%, and 24.0%, respectively.

Given the easy comp from the second half of 2018, looking at the two-year trend is very telling. The national index is 8.0% higher than October 2017. Phoenix, Dallas, and Houston show double-digit increases on a two-year basis. Phoenix, one of the worst-hit markets during the Great Recession, is at a cycle high.

Data revealed that the new home sales growth rate in Los Angeles moved in the positive direction for the first time since February of 2018. Sales in another California market, San Francisco, slowed in the second half of 2018 and is yet to fully recover. The market is trending in the right direction, though; sales were 0.4% lower year-over-year in October compared to down 7.3% in September.

When considering other factors occurring in the new home sales market Wolf observes, “Consumer confidence is the lifeblood of the housing market. Right now, we are seeing more shoppers encouraged by their employment situation and feel there’s value in buying a home today with rates sub-4.0%. As a result, the housing market in 2019 is expected to be the best of this expansion.”

New home data is susceptible to outsized swings in contract activity based on shifts in the number of actively selling communities. As a result, Meyers Research normalizes the data to ensure consistency across the index. The New Home PSI blends the cumulative sales of active or recently sold-out projects with the average sales rate per community, which adjusts for fluctuations in supply. Furthermore, the New Home PSI is seasonally adjusted based on each markets’ specific seasonality and removes outliers. The index is baselined to 100 for June 2016. Today’s national New Home PSI is 19% above the base level.

The next Meyers Research New Home PSI press release, featuring November 2019 data, will be issued on Friday, December 20, 2019, at 9:00 a.m. ET.

Methodology

The Meyers Research New Home Pending Sales Index (PSI) is built on proprietary, industry-leading data that covers 60% of the production new home market across the United States. Reported number of new home pending contracts are gathered and analyzed each month. Released on the 15th business day of each month, the New Home PSI is a leading indicator of housing demand compared to closings because it is based on the number of signed contracts at a new home community. Meyers Research monitors 18,000 active communities in the country and the homes tracked can be in any stage of construction.

The new home market represents roughly 10% of all transactions, allowing little movements in supply to cause outsized swings in market activity. As a result, the New Home PSI blends the cumulative sales of activity recently sold out projects with the average sales rate per community, which adjusts for fluctuations in supply. Furthermore, the New Home PSI is seasonally adjusted based on each markets’ specific seasonality, removes outliers, and uses June 2016 as the base month. The foundation of the index is a monthly survey conducted by Meyers Research. It is necessary to monitor both new and existing home sales to establish an accurate picture of the relative health of the residential real estate market.

About Meyers Research

Meyers Research represents the housing industry’s leading provider of rich data, backed by Zonda and Metrostudy, and the industry’s top advisors for residential real estate development and new home construction. With products and services geared for homebuilders, multifamily developers, lenders, and financial institutions, we provide innovative solutions to maximize opportunities in today’s real estate development landscape. To learn more, visit meyersresearchllc.com.

Meyers Research, Hanley Wood, Zonda, Metrostudy and the company logo, are trademarks of Meyers Research, LLC and/or its subsidiaries.

Contacts

For Media inquiries or to schedule an interview with Economist Ali Wolf:
Contact: Alyson Austin

Email: alyson@gaffneyaustin.com
Phone: 949-403-0484

Osram Demonstrates its Dynamic Lighting Solutions on the Las Vegas Strip and Beyond during Live Design International 2019

LAS VEGAS–(BUSINESS WIRE)–Osram, a global high-tech lighting company, returns to Live Design International (LDI) 2019 to demonstrate its latest lighting technology for entertainment, theater, stage and architectural environments. In addition to the demonstrations at LDI, Traxon e:cue, an Osram business and global leader in dynamic lighting solutions, will host an event at The Paris Hotel to showcase its technology used in the relighting of the Hotel’s Eiffel Tower. Osram, Traxon, Art Centric Lighting, and LED Engin will be located in Booth 1531 at LDI, in the North Hall of the Las Vegas Convention Center. Osram business Claypaky will be nearby at Booths 1447 and 1639.


In the booth, Traxon will introduce products from its newest architectural lighting family, including the ProPoint Linear, Pixel and Wall Washer, launched in Spring 2019. These products, along with the Vista and Sconce, round out the ProPoint family of fixtures. All were developed for building exteriors, and are designed to create excitement by highlighting architectural details.

Osram’s new products and announcements at LDI include:

  • Traxon e:cue will feature a broad range of new and innovative connected lighting solutions, including the below extensions to its ProPoint Family:

    • The ProPoint Linear brings flexibility to graze lighting applications with a variety of output, size and color offerings. Its efficient design allows for easy concealed placement, allowing the architecture to be the focus. Smooth color mixing works seamlessly with other ProPoint family luminaires to deliver limitless possibilities. Available in 1-foot and 4-foot lengths, at 8W or 12W per foot, and comes in three standard finishes: Gray, Black or White.
    • The ProPoint Pixel is a high-brightness, single-pixel luminaire for facade accents, beacon lighting and media applications. RGBW, Dynamic White, and a variety of static colors combine with several diffusion options to create an extensive array of facade lighting possibilities.
    • The ProPoint Wall Washer is an AC line-powered, high-brightness, energy efficient exterior luminaire designed for architectural color-changing facades. The Washer is available in a variety of sizes, colors and outputs, with an aesthetically appealing design making it the perfect solution for building facades, bridges, sports facilities, and more.
  • Osram Entertainment group will showcase:

    • The latest SIRIUS HRI® Lamps are the powerful 550W XL and two long-life models. The 550W XL version delivers unprecedented power for compact moving head fixtures with a very high wattage of 550 W, and at a luminous flux of 23,800 lm, it is one of the brightest reflector lamps on the entertainment market today. The new SIRIUS HRI 230 W PRO and 370 W LL lasts up to 6,000 hours, three times longer than comparable products. The latest-generation integrated control board is available for both systems, enabling future smart modes of operation for longer lifetime and lower maintenance costs.
    • The Lok-it!® 1800W/PS Brilliant is a new member of the Power Series family that provides high lumen output and improved heat management, thanks to a special coating on the lamp press seal area. The “plug-and-play” Lok-it! Power Series consists of versatile discharge lamps, pairing tried-and-trusted high-performance technology with innovative features for entertainment applications. Thanks to higher luminous efficiency than standard HID lamps, they are the ideal lamp for any stage, concert or club, covering everything from theatre performances to dazzling light shows. The optimized filling of the Lok-it! Power Series providesuniform light distribution and reduces the greens often found inmetal halide lamps.With an 85 to 95 CRI range, these lamps provide optimal quality of light andrender color in a way that looks natural. A ceramicbase makes them resistant to high-ignition voltages of up to 35 kV. And with their compact dimensions and short arc gap, the Lok-it! Power Series can be used torealize smaller and brighter solutions.
    • Additionally, the new Lok-it! 1600W/60/P50 lamp with the larger PGJX50 base offers unparalleled performance with a high CRI of >92 and a smaller arc gap of only 5.5 mm. It is one of the highest performance lamps in this design, and an upgrade for 1500W lamps already used in the market.
    • New lamps in the HMI Digital family – HMI Digital 4000W, 9000W and 18000W lamps are perfect for film and studio lighting. HMI Digitalis a line ofhigh-performance discharge lamps that ensure every scene remains flickerfree and illuminated in high-quality light. Designed for both standard and newer high-speed ballasts, HMI Digital lamps have up to 99.9 percent lower UV emissions and a daytime-like color temperature. HMI Digital lamps are very robust, heat-resistant and offer impressive bright light upto 100 lumens per watt.

Also in the booth, LED Engin will demonstrate its LZ7 Plus, the world’s first 60 W seven-die LED emitter, and LZ7 Plus-based solutions. The emitter features high-power dies in six colors (red, green, blue, lime, amber and cyan) which can be individually controlled to deliver intense, saturated colors, as well as high CRI white light as a result of color mixing. LED Engin’s patented multi-layer ceramic technology allows the dies to be packed closely together, producing a very compact light emitting surface of 3.4 mm x 3.4 mm suitable for creating a narrow beam with secondary optics, while maintaining a low thermal resistance of 0.8 oC/W, allowing heat to be dissipated efficiently. The new LED can be used in various stage fixtures, such as static and moving wash fixtures, as well as profile fixtures.

Finally, Osram Art Centric Lighting, winner of the 2018 LDI Award for Best Debuting Product in the Lighting Fixture category, is displaying the Charmy, Applaud, Admire and Respect: Four unique lighting solutions for art galleries and museums. This collection of compact LED lighting fixtures represents the most effective way to illuminate works of art. The use of LEDs instead of conventional light sources is driven by lower energy consumption, much longer life, lower heat dissipation and the fact that heat is not directed toward the illuminated object. Together with the lack of UV and IR emissions, works of art are much better preserved. Brightness, color temperature and color spectrum can be adjusted precisely for faithfully rendering the original color of the artwork. Optical lenses and beam-shaping devices are much more precise thanks to the low light beam temperature.

These products and more will be featured in the Osram Booth #1531 at LDI. For more information, visit www.osram.us. For information on Claypaky, please visit the Claypaky website.

ABOUT OSRAM

OSRAM, based in Munich, is a leading global high-tech company with a history dating back more than 110 years. Primarily focused on semiconductor -based technologies, our products are used in highly diverse applications ranging from virtual reality to autonomous driving and from smartphones to smart and connected lighting solutions in buildings and cities. OSRAM uses the endless possibilities of light to improve the quality of life for individuals and communities. OSRAM’s innovations enable people all over the world not only to see better, but also to communicate, travel, work and live better. OSRAM has approximately 23,500 employees worldwide as of end of fiscal 2019 (September 30) and generated revenue of about 3.5 billion euros from continuing activities. The company is listed on the stock exchanges in Frankfurt and Munich (ISIN: DE000LED4000; WKN: LED 400; trading symbol: OSR). Additional information can be found at www.osram.com.

ABOUT OSRAM SYLVANIA

OSRAM SYLVANIA is part of OSRAM Americas, a group of OSRAM companies located in North and South America. As a leader in lighting solutions and services specializing in innovative design and energy-saving technology, the company sells products under the brand names OSRAM, Traxon, ENCELIUM and SYLVANIA. The portfolio ranges from high-tech applications based on semiconductor technology, such as infrared or laser lighting, to smart and connected lighting solutions in buildings and cities. The OSRAM SYLVANIA and OSRAM Americas regional headquarters is located in Wilmington, Massachusetts. For more information, visit www.osram.us or follow us on Facebook and Twitter.

OSRAM is a registered trademark of OSRAM GmbH.

ENCELIUM is a registered trademark of OSRAM SYLVANIA Inc.

All other trademarks are those of their respective owners.

Contacts

Ellen Slingsby Miller

OSRAM

978-570-3755

e.miller@osram.com

Echodyne Radars Anchor DARPA’s Urban Drone Testing

Active radars on aerostats and at multiple fixed sites provide real-time airspace situational awareness

KIRKLAND, Wash.–(BUSINESS WIRE)–#CTO–Echodyne, the manufacturer of innovative, high-performance radars for government and commercial markets, announced today that its radars were key active sensors deployed by the Defense Advanced Research Projects Agency (DARPA) for its Aerial Dragnet program in San Diego during the week of October 21, 2019. In conjunction with the Applied Physics Laboratory at the University of Washington (APL-UW), Echodyne’s EchoGuard and EchoFlight radars provided comprehensive surveillance of drone activity in San Diego’s urban airspace.

The DARPA testing involved radar sensors on two large tethered aerostat balloons flying at up to 400 feet above ground level (AGL) over San Diego and National City, as well as fixed building-top and tower mounted locations providing large-area coverage. The sensors were tuned to detect and track small drones and distinguish them from background objects such as buildings, vehicles, and birds. The testing assessed how well the system could detect, track and identify over 150 sorties of drones including various commercial off-the-shelf models, similar to those available at electronics stores or online retailers, which simulated unauthorized / unidentified drones flying in the city.

Drone sales into the consumer and commercial segments will result in nearly 2 million unmanned aerial vehicles (UAVs) in the US in 2020, and the global market is expected to grow at a compound annual growth rate of 20.5% to reach nearly $43 billion in 2024, per the FAA Aerospace Forecast and a separate industry report, Drone Analytics – Market Analysis, Trends, and Forecasts. With this volume of drones in the airspace, dense urban areas will need to evolve from point security deployments to full urban airspace situational awareness.

San Diego was a natural choice to test this system given the city’s participation in the FAA’s Unmanned Aircraft System Integration Pilot Program (IPP). While DARPA’s focus is on protecting U.S. troops from drone attacks in urban settings overseas, the system under development could ultimately help protect U.S. metropolitan areas from potential drone-enabled terrorist threats.

“The DARPA requirement to create full urban airspace situational awareness has been challenging yet rewarding,” said Tom Driscoll, CTO of Echodyne. “In conjunction with APL-UW, we operated more than a dozen radars on aerostats and rooftops to detect and track urban drone flights. Our performance demonstrated that Echodyne’s innovative, beam-steering, electronically scanning radars have unique operational, sensitivity, and intelligence characteristics necessary to conduct networked airspace surveillance over a major US city like San Diego.”

To learn more about how Echodyne is reinventing radars, contact info@echodyne.com or visit www.echodyne.com.

About Echodyne

Echodyne introduces the world’s first compact, software-defined, solid-state, true electronically scanned array (ESA) radar sensor. Ideally suited for machine perception in an autonomous age, Echodyne offers high-performance commercially priced radars to governments, industries, and integrators engineering solutions for border security, critical infrastructure protection, first responders, unmanned aircraft systems, and autonomous vehicles. Privately held, the company is based in Kirkland, Washington, and is backed by Bill Gates, NEA, Madrona Venture Group, Vulcan Capital, and Lux Capital among others. For more information, please visit: Echodyne.com

Contacts

Leo McCloskey

Echodyne

+1-425-454-3246

leo@echodyne.com

Meredith Salefski

SmartMark Communications for Echodyne

+1-615-864-7841

meredith@smartmarkusa.com

Optiv y Veracode reforzarán la seguridad de las aplicaciones en la fase de desarrollo con la garantía de software como servicio

—La nueva oferta promueve la colaboración entre la seguridad, el desarrollo y las operaciones para reducir el tiempo de salida al mercado del software seguro—

DENVER–(BUSINESS WIRE)–Optiv Security, un integrador de soluciones de seguridad que ofrece soluciones integrales de seguridad cibernética, ha anunciado hoy que se ha asociado con Veracode para mejorar la seguridad de las aplicaciones a nivel de desarrollo. La nueva oferta de garantía de software como servicio (SAaaS) aprovecha el conocimiento líder de Optiv sobre ciberseguridad, así como el sólido marco de gestión de programas y la tecnología de automatización de pruebas de software de Veracode, para ayudar a las organizaciones a proteger sus aplicaciones web sin ralentizar el desarrollo.

“Teniendo en cuenta que la mayoría de las aplicaciones web se lanzan sin haber sido probadas para la seguridad, nuestro nuevo programa de seguridad de aplicaciones fundacional, en asociación con Veracode, ofrece confianza a las organizaciones para lanzar software seguro, al tiempo que reduce el riesgo, el tiempo de lanzamiento al mercado y los costes reactivos”, señala Bryan Wiese, vicepresidente de la división de servicios de asesoramiento de Optiv. “Como integrador de soluciones de seguridad, Optiv se encuentra en una posición única para ayudar a las organizaciones a planificar, construir y ejecutar cualquier elemento de sus programas de ciberseguridad, incluida la seguridad de las aplicaciones”, añade Wiese.

SAaaaS ayuda en la detección, análisis y respuesta a las vulnerabilidades de las aplicaciones y en la integración de los flujos de trabajo de seguridad y desarrollo mediante:

  • Pruebas de seguridad de aplicaciones estáticas – El análisis recurrente del código fuente es una aplicación antes de ser compilada para encontrar vulnerabilidades de seguridad.
  • Pruebas dinámicas de seguridad de aplicaciones: La seguridad de los análisis de vulnerabilidades en aplicaciones web en estado de ejecución para identificar vulnerabilidades de seguridad comunes.
  • Análisis de composición de software – Gestión de repositorios y bibliotecas de código abierto para prevenir el uso de código inseguro en aplicaciones.

“La oferta SAaaS de Optiv, impulsada por pruebas de software automatizadas de Veracode, ofrece capacidades AppSec de clase mundial para satisfacer la demanda del mercado de software que es seguro desde el principio”, señala Leslie Bois, vicepresidente de canal global y alianzas de Veracode. “Optiv SAaaaS permite a las organizaciones modernas de todos los tamaños y niveles de madurez aprovechar nuestra plataforma altamente escalable y nuestra perfecta integración para crear un programa AppSec personalizado que ofrece software seguro más rápido. Esta oferta puede ayudar a las empresas a potenciar sus equipos de desarrollo y seguridad, reducir sus riesgos de seguridad y convertir la seguridad en una ventaja competitiva”, concluye Bois.

Para más información, visite www.optiv.com.

Siga a Optiv

Twitter: www.twitter.com/optiv

LinkedIn:www.linkedin.com/company/optiv-inc

Facebook: www.facebook.com/optivinc

YouTube: https://www.youtube.com/c/OptivInc

Blog: https://www.optiv.com/explore-optiv-insights/blog

Optiv Security: Secure Your Security

Optiv es un integrador de soluciones, un socio integral fiable y con un enfoque singular de la ciberseguridad. Nuestras capacidades globales de ciberseguridad abarcan la gestión y transformación de riesgos, la transformación ciberdigital, la gestión de amenazas, las operaciones cibernéticas, la gestión de identidades y datos y la integración e innovación, ayudando así a las organizaciones a poner en marcha programas de ciberseguridad más potentes, sencillos y rentables que apoyen sus necesidades y resultados empresariales. En Optiv, estamos modernizando la ciberseguridad para que los clientes puedan innovar sus modelos de consumo, integrar la infraestructura y la tecnología para maximizar el valor, lograr resultados cuantificables, y materializar soluciones completas y la alineación del negocio. Para más información sobre Optiv, visítenos en www.optiv.com.

El comunicado en el idioma original, es la versión oficial y autorizada del mismo. La traducción es solamente un medio de ayuda y deberá ser comparada con el texto en idioma original, que es la única versión del texto que tendrá validez legal.

Contacts

Jason Cook

(816) 701-3374

jason.cook@optiv.com

The RMR Group Inc. Announces Fourth Quarter and Fiscal Year 2019 Results

Net Income Attributable to The RMR Group Inc. of $0.51 Per Diluted Share and Adjusted Net Income Attributable to The RMR Group Inc. of $0.59 Per Diluted Share

Gross Assets Under Management of $32.8 Billion at Fiscal Year End, a $2.7 Billion Increase from Last Year

NEWTON, Mass.–(BUSINESS WIRE)–The RMR Group Inc. (Nasdaq: RMR) today announced its financial results for the fiscal quarter and fiscal year ended September 30, 2019.

Adam Portnoy, President and Chief Executive Officer, made the following statement regarding the fourth quarter fiscal 2019 results:

In the fiscal fourth quarter, we generated net income of $18.9 million, Adjusted EBITDA of $28.6 million, a sequential quarter increase of 8.0%, Operating Margin of 46.1% and Adjusted EBITDA Margin of 60.2%, a sequential quarter increase of 360 basis points. Adjusted EBITDA Margin of 60.2% represents our highest Adjusted EBITDA Margin level since becoming a public company, reflecting sequential quarter revenue growth and the related impact of economies of scale across our platform.

In late September, Service Properties Trust completed its acquisition of a large portfolio of net leased retail properties from Spirit MTA REIT, or SMTA, for $2.4 billion. We continue to expect this acquisition will result in approximately $12 million in incremental annual service revenues on a run-rate basis after planned strategic dispositions within the acquired portfolio.

Additionally, we made significant progress on repositioning efforts at our Client Companies. Since beginning their repositioning efforts, Office Properties Income Trust has sold or has under agreement to sell $731.5 million of properties and Senior Housing Properties Trust has sold or has under agreement to sell approximately $564 million of properties.

We ended the fiscal year with $358.4 million of cash and no debt. In October, we increased the quarterly dividend by 8.6% to $0.38 per quarter and we continue to explore strategic opportunities for growth.”

Fourth Quarter Fiscal 2019 Highlights:

  • As of September 30, 2019, The RMR Group Inc. had $32.8 billion of gross assets under management compared to gross assets under management of $30.1 billion as of September 30, 2018. Fee paying assets under management was $26.0 billion on September 30, 2019 compared to $28.0 billion on September 30, 2018.
  • Total management and advisory services revenues for the quarter ended September 30, 2019 were $45.2 million, compared to $50.0 million for the quarter ended September 30, 2018.
  • The RMR Group Inc. earned management services revenues from the following sources (dollars in thousands):

 

 

Three Months Ended September 30,

 

 

2019

 

2018

Managed Equity REITs (1)

 

$

36,342

 

 

82.0

%

 

$

41,032

 

 

83.5

%

Managed Operators (2)

 

6,624

 

 

14.9

%

 

6,903

 

 

14.0

%

Other

 

1,380

 

 

3.1

%

 

1,202

 

 

2.5

%

Total

 

$

44,346

 

 

100.0

%

 

$

49,137

 

 

100.0

%

(1) Managed Equity REITs for the periods presented includes: Industrial Logistics Properties Trust (ILPT), Office Properties Income Trust (OPI), Select Income REIT (SIR), until its merger with OPI on December 31, 2018, Senior Housing Properties Trust (SNH) and Service Properties Trust (SVC) (formerly known as Hospitality Properties Trust).

(2) Managed Operators collectively refers to: Five Star Senior Living Inc. (FVE), Sonesta International Hotels Corporation (Sonesta) and TravelCenters of America Inc. (TA).

  • For the three months ended September 30, 2019, net income was $18.9 million and net income attributable to The RMR Group Inc. was $8.4 million, or $0.51 per diluted share, compared to net income of $19.0 million and net income attributable to The RMR Group Inc. of $8.2 million, or $0.50 per diluted share, for the three months ended September 30, 2018.
  • For the three months ended September 30, 2019, adjusted net income attributable to The RMR Group Inc. was $9.6 million, or $0.59 per diluted share, compared to $9.9 million, or $0.61 per diluted share, for the three months ended September 30, 2018. The adjustments to net income attributable to The RMR Group Inc. this quarter included $0.7 million, or $0.04 per diluted share, of unrealized losses on an equity method investment accounted for under the fair value option, $0.4 million, or $0.03 per diluted share, related to certain compensation adjustments, net of reimbursements and $0.2 million, or $0.01 per diluted share, of transaction and acquisition related costs.
  • For the three months ended September 30, 2019, Adjusted EBITDA was $28.6 million, Operating Margin was 46.1% and Adjusted EBITDA Margin was 60.2%, compared to Adjusted EBITDA of $31.2 million, Operating Margin of 50.6% and Adjusted EBITDA Margin of 59.7% for the three months ended September 30, 2018.
  • On December 22, 2017, the U.S government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act, or the Tax Act. The Tax Act significantly revised the U.S. corporate income tax system by, among other things, lowering corporate income tax rates. Since The RMR Group Inc. has a September 30 fiscal year end, its corporate income tax rates were phased in for its 2018 fiscal year, resulting in a federal statutory tax rate of approximately 24.5% for the fiscal year 2018. The federal statutory tax rate for fiscal year 2019 was 21.0%.
  • As of September 30, 2019, The RMR Group Inc. had $358.4 million in cash and cash equivalents with no outstanding debt obligations. Cash and cash equivalents as of September 30, 2019 reflect the payment of annual cash bonuses to officers and employees during the fiscal fourth quarter.

Reconciliations to GAAP:

Adjusted net income attributable to The RMR Group Inc., EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin are non-GAAP financial measures. The GAAP financial measure that is most directly comparable to EBITDA and Adjusted EBITDA is net income, while the GAAP financial measure that is most directly comparable to Adjusted EBITDA Margin is Operating Margin, which represents operating income divided by total management and advisory services revenues. Reconciliations of net income attributable to The RMR Group Inc. determined in accordance with GAAP to adjusted net income attributable to The RMR Group Inc., and of net income to EBITDA and Adjusted EBITDA as well as calculations of Operating Margin and Adjusted EBITDA Margin for each of the three months ended September 30, 2019 and 2018 are presented later in this press release.

Assets Under Management:

The calculation of gross assets under management, or gross AUM, primarily includes: (i) the gross book value of real estate and related assets, excluding depreciation, amortization, impairment charges or other non-cash reserves, of the Managed Equity REITs and ABP Trust, plus (ii) the gross book value of real estate assets, property and equipment of the Managed Operators, excluding depreciation, amortization, impairment charges or other non-cash reserves, plus (iii) the fair value of investments of Affiliates Insurance Company and the RMR Office Property Fund LP, the managed assets of RMR Real Estate Income Fund and the equity of Tremont Mortgage Trust. This calculation of gross AUM may include amounts that are higher than the calculations of assets under management used for purposes of calculating fees under the terms of the business management agreements.

The calculation of fee paying assets under management, or fee paying AUM, refers to the fact that base business management fees payable to The RMR Group LLC by the Managed Equity REITs are calculated monthly based upon the lower of the average historical cost of each entity’s real estate assets and its average market capitalization. Management fees payable to The RMR Group LLC by other Client Companies are generally calculated as a percentage of revenues earned, average daily managed assets, equity, net asset value or total premiums paid under active insurance policies in accordance with the applicable management agreement.

All references in this press release to assets under management on, or as of, a date are calculated at a point in time.

For additional information on the calculation of assets under management for purposes of the fee provisions of the business management agreements, see The RMR Group Inc.’s Annual Report on Form 10-K filed with the Securities and Exchange Commission, or SEC. The RMR Group Inc.’s SEC filings are available at the SEC website: www.sec.gov.

Conference Call:

At 2:00 p.m. Eastern Time this afternoon, President and Chief Executive Officer, Adam Portnoy, and Executive Vice President, Chief Financial Officer and Treasurer, Matt Jordan, will host a conference call to discuss The RMR Group Inc.’s fiscal fourth quarter ended September 30, 2019 financial results.

The conference call telephone number is (877) 329-4297. Participants calling from outside the United States and Canada should dial (412) 317-5435. No pass code is necessary to access the call from either number. Participants should dial in about 15 minutes prior to the scheduled start of the call. A replay of the conference call will be available through 11:59 p.m. Eastern Time on Friday, November 29, 2019. To access the replay, dial (412) 317-0088. The replay pass code is 10134926.

A live audio webcast of the conference call will also be available in a listen only mode on The RMR Group Inc.’s website, at www.rmrgroup.com. Participants wanting to access the webcast should visit The RMR Group Inc.’s website about five minutes before the call. The archived webcast will be available for replay on The RMR Group Inc.’s website following the call for about one week. The transcription, recording and retransmission in any way of The RMR Group Inc.’s fiscal fourth quarter ended September 30, 2019 financial results conference call are strictly prohibited without the prior written consent of The RMR Group Inc.

About The RMR Group Inc.

The RMR Group Inc. is a holding company, and substantially all of its business is conducted by its majority-owned subsidiary, The RMR Group LLC. The RMR Group LLC is an alternative asset management company that primarily provides management services to publicly traded REITs and real estate operating companies. As of September 30, 2019, The RMR Group LLC had $32.8 billion of real estate assets under management, including over 2,200 properties, and employed approximately 600 real estate professionals in more than 30 offices throughout the United States; and the companies managed by The RMR Group LLC collectively had nearly 50,000 employees. The RMR Group Inc. is headquartered in Newton, Massachusetts.

The RMR Group Inc.

Consolidated Statements of Income

(amounts in thousands, except per share amounts)

(unaudited)

 

 

 

Three Months Ended September 30,

 

Fiscal Year Ended September 30,

 

 

2019

 

2018

 

2019

 

2018

Revenues:

 

 

 

 

 

 

 

 

Management services(1)

 

$

44,346

 

 

$

49,137

 

 

$

178,075

 

 

$

191,594

 

Incentive business management fees

 

 

 

 

 

120,094

 

 

155,881

 

Advisory services

 

824

 

 

860

 

 

3,169

 

 

4,352

 

Total management and advisory services revenues

 

45,170

 

 

49,997

 

 

301,338

 

 

351,827

 

Reimbursable compensation and benefits

 

16,622

 

 

15,076

 

 

57,490

 

 

53,152

 

Other client company reimbursable expenses(2)

 

97,452

 

 

 

 

354,540

 

 

 

Total reimbursable costs

 

114,074

 

 

15,076

 

 

412,030

 

 

53,152

 

Total revenues

 

159,244

 

 

65,073

 

 

713,368

 

 

404,979

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

Compensation and benefits

 

29,006

 

 

25,887

 

 

114,529

 

 

108,763

 

Equity based compensation(3)

 

4,691

 

 

4,621

 

 

9,040

 

 

10,423

 

Separation costs

 

 

 

1,372

 

 

7,050

 

 

3,730

 

Total compensation and benefits expense

 

33,697

 

 

31,880

 

 

130,619

 

 

122,916

 

General and administrative

 

6,594

 

 

6,868

 

 

28,706

 

 

27,149

 

Other client company reimbursable expenses(2)

 

97,452

 

 

 

 

354,540

 

 

 

Transaction and acquisition related costs

 

425

 

 

780

 

 

698

 

 

1,697

 

Depreciation and amortization

 

255

 

 

252

 

 

1,017

 

 

1,248

 

Total expenses

 

138,423

 

 

39,780

 

 

515,580

 

 

153,010

 

Operating income

 

20,821

 

 

25,293

 

 

197,788

 

 

251,969

 

Interest and other income

 

2,368

 

 

1,463

 

 

8,770

 

 

4,546

 

Tax receivable agreement remeasurement

 

 

 

 

 

 

 

24,710

 

Impairment loss on Tremont Mortgage Trust investment

 

 

 

(4,359

)

 

(6,213

)

 

(4,359

)

Equity in earnings (losses) of investees

 

401

 

 

(10

)

 

719

 

 

(578

)

Unrealized loss on equity method investment accounted for under the fair value option

 

(1,722

)

 

 

 

(4,700

)

 

 

Income before income tax expense

 

21,868

 

 

22,387

 

 

196,364

 

 

276,288

 

Income tax expense

 

(2,985

)

 

(3,376

)

 

(27,320

)

 

(58,862

)

Net income

 

18,883

 

 

19,011

 

 

169,044

 

 

217,426

 

Net income attributable to noncontrolling interest

 

(10,529

)

 

(10,827

)

 

(94,464

)

 

(121,385

)

Net income attributable to The RMR Group Inc.

 

$

8,354

 

 

$

8,184

 

 

$

74,580

 

 

$

96,041

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding – basic

 

16,149

 

 

16,094

 

 

16,132

 

 

16,077

 

Weighted average common shares outstanding – diluted

 

16,149

 

 

16,144

 

 

16,143

 

 

16,120

 

 

 

 

 

 

 

 

 

 

Net income attributable to The RMR Group Inc. per common share – basic(4)

 

$

0.51

 

 

$

0.51

 

 

$

4.59

 

 

$

5.94

 

Net income attributable to The RMR Group Inc. per common share – diluted(4)

 

$

0.51

 

 

$

0.50

 

 

$

4.59

 

 

$

5.92

 

See Notes on pages 6 and 7.

The RMR Group Inc.

Notes to Consolidated Statements of Income

(dollars in thousands)

(unaudited)

(1) Includes business management fees earned from the Managed Equity REITs monthly based upon the lower of (i) the average historical cost of each REIT’s properties and (ii) each REIT’s average market capitalization. The following table presents a summary of each Managed Equity REIT’s primary strategy and the lesser of the historical cost of its assets under management and its market capitalization as of September 30, 2019 and 2018, as applicable:

 

 

 

 

Lesser of Historical Cost of Assets

 

 

 

 

Under Management or

 

 

 

 

Total Market Capitalization(a)

 

 

 

 

As of September 30,

REIT

 

Primary Strategy

 

2019

 

2018

ILPT

 

Industrial and logistics properties

 

$

2,530,811

 

 

$

1,547,219

 

OPI

 

Office properties primarily leased to single tenants, including the government (b)

 

4,074,202

 

 

3,277,442

 

SIR

 

Office properties primarily leased to single tenants (b)

 

 

 

3,445,824

 

SNH

 

Senior living, medical office and life science properties

 

5,889,907

 

 

7,915,213

 

SVC

 

Hotels and net lease service and necessity-based retail properties

 

10,784,131

 

 

8,935,518

 

 

 

 

 

$

23,279,051

 

 

$

25,121,216

 

(a) The basis on which base business management fees are calculated for the three months and fiscal years ended September 30, 2019 and 2018 may differ from the basis at the end of the periods presented in the table above. As of September 30, 2019, the market capitalization was lower than the historical costs of assets under management for OPI, SNH and SVC; the historical costs of assets under management for OPI, SNH and SVC as of September 30, 2019, were $6,114,931, $8,670,173 and $12,787,009, respectively. For ILPT, the historical costs of assets under management were lower than their market capitalization of $2,790,848 as of September 30, 2019.

(b) SIR merged with and into OPI (formerly named Government Properties Income Trust) on December 31, 2018 with OPI continuing as the surviving entity.

(2) Reflects the prospective adoption of Accounting Standards Update, or ASU, No. 2014-09, Revenue from Contracts with Customers, which has been codified as Accounting Standard Codification, or ASC, 606, effective October 1, 2018. Under ASC 606, beginning October 1, 2018, The RMR Group Inc. accounts for the costs of services provided by third parties to its Client Companies, and the related reimbursement, on a gross basis.

(3) Equity based compensation expense for the three months ended September 30, 2019 consists of $1,183 related to shares granted by The RMR Group Inc. to certain of its officers and employees and $3,508 related to Client Companies’ shares granted to certain of The RMR Group Inc.’s officers and employees.

Expense related to shares granted by The RMR Group Inc. is based on the market value on the date of grant, with the aggregate value of the shares granted amortized over the applicable vesting period. Shares issued each September vest in five equal, consecutive annual installments, with the first installment vesting on the date of grant. During the three months ended September 30, 2019, The RMR Group Inc. granted 77,900 shares to certain of its officers and employees. As of September 30, 2019, The RMR Group Inc. had 126,160 unvested shares outstanding which are scheduled to vest as follows:

 

 

Number of

 

Weighted Average

Year

 

Shares Vesting

 

Grant Date Fair Value

2020

 

49,890

 

$58.86

2021

 

34,900

 

$61.65

2022

 

25,790

 

$65.39

2023

 

15,580

 

$45.99

The RMR Group Inc.

Notes to Consolidated Statements of Income (Continued)

(amounts in thousands, except per share amounts)

(unaudited)

(4) The RMR Group Inc. calculates earnings per share using the two-class method as calculated below:

 

 

Three Months Ended September 30,

 

Fiscal Year Ended September 30,

 

 

2019

 

2018

 

2019

 

2018

Basic EPS

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

Net income attributable to The RMR Group Inc.

 

$

8,354

 

 

$

8,184

 

 

$

74,580

 

 

$

96,041

 

Income attributable to unvested participating securities

 

(50

)

 

(46

)

 

(482

)

 

(564

)

Net income attributable to The RMR Group Inc. used in calculating basic EPS

 

$

8,304

 

 

$

8,138

 

 

$

74,098

 

 

$

95,477

 

Denominator:

 

 

 

 

 

 

 

 

Weighted average common shares outstanding – basic

 

16,149

 

 

16,094

 

 

16,132

 

 

16,077

 

Net income attributable to The RMR Group Inc. per common share – basic

 

$

0.51

 

 

$

0.51

 

 

$

4.59

 

 

$

5.94

 

 

 

 

 

 

 

 

 

 

Diluted EPS

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

Net income attributable to The RMR Group Inc.

 

$

8,354

 

 

$

8,184

 

 

$

74,580

 

 

$

96,041

 

Income attributable to unvested participating securities

 

(50

)

 

(46

)

 

(482

)

 

(564

)

Net income attributable to The RMR Group Inc. used in calculating diluted EPS

 

$

8,304

 

 

$

8,138

 

 

$

74,098

 

 

$

95,477

 

Denominator:

 

 

 

 

 

 

 

 

Weighted average common shares outstanding – basic

 

16,149

 

 

16,094

 

 

16,132

 

 

16,077

 

Dilutive effect of incremental unvested shares (a)

 

 

 

50

 

 

11

 

 

43

 

Weighted average common shares outstanding – diluted

 

16,149

 

 

16,144

 

 

16,143

 

 

16,120

 

Net income attributable to The RMR Group Inc. per common share – diluted

 

$

0.51

 

 

$

0.50

 

 

$

4.59

 

 

$

5.92

 

(a) For the three months ended September 30, 2019, incremental unvested common shares were antidilutive.

The RMR Group Inc.

Reconciliation of Adjusted Net Income Attributable to The RMR Group Inc. from

Net Income Attributable to The RMR Group Inc.

(dollars in thousands, except per share amounts)

(unaudited)

The RMR Group Inc. is providing the reconciliation below and information regarding certain individually significant items occurring or impacting its financial results for the three months ended September 30, 2019 and 2018 for supplemental informational purposes in order to enhance the understanding of The RMR Group Inc.’s consolidated statements of income and to facilitate a comparison of The RMR Group Inc.’s current operating performance with its historical operating performance. This information should be considered in conjunction with net income, net income attributable to The RMR Group Inc. and operating income as presented in The RMR Group Inc.’s consolidated statements of income.

 

Three Months Ended September 30, 2019

 

 

Impact on Net Income Attributable to The RMR Group Inc.

 

Impact on Net Income Attributable to The RMR Group Inc. Per Common Share – Diluted

Net income attributable to The RMR Group Inc.

 

$

8,354

 

 

$

0.51

 

Unrealized loss on equity method investment accounted for under the fair value option (1)

 

662

 

 

0.04

 

Certain compensation adjustments, net of reimbursements (2)

 

371

 

 

0.03

 

Transaction and acquisition related costs (3)

 

163

 

 

0.01

 

Adjusted net income attributable to The RMR Group Inc.

 

$

9,550

 

 

$

0.59

 

(1) Includes $1,722 in unrealized losses on The RMR Group Inc.’s investment in TA common shares, adjusted to reflect amounts attributable to the noncontrolling interest and income tax expense at a rate of approximately 13.7%.

(2) Includes $966 of certain compensation adjustments related to annual bonus estimates, adjusted to reflect amounts attributable to the noncontrolling interest and income tax expense at a rate of approximately 13.7%.

(3) Includes $425 of transaction and acquisition related costs, adjusted to reflect amounts attributable to the noncontrolling interest and income tax expense at a rate of approximately 13.7%.

 

Three Months Ended September 30, 2018

 

 

Impact on Net Income Attributable to The RMR Group Inc.

 

Impact on Net Income Attributable to The RMR Group Inc. Per Common Share – Diluted

Net income attributable to The RMR Group Inc.

 

$

8,184

 

 

$

0.50

 

Impairment loss on Tremont Mortgage Trust investment (1)

 

1,608

 

 

0.10

 

Certain compensation adjustments, net of reimbursements (2)

 

(682

)

 

(0.04

)

Separation costs (3)

 

506

 

 

0.03

 

Transaction and acquisition related costs (4)

 

288

 

 

0.02

 

Adjusted net income attributable to The RMR Group Inc.

 

$

9,904

 

 

$

0.61

 

(1) Includes $4,359 in impairment losses on The RMR Group Inc.’s Tremont Mortgage Trust investment, adjusted to reflect amounts attributable to the noncontrolling interest and income tax expense at a rate of approximately 15.1%.

(2) Includes $1,847 of certain compensation adjustments related to annual bonus estimates, adjusted to reflect amounts attributable to the noncontrolling interest and income tax expense at a rate of approximately 15.1%.

(3) Includes $1,372 of separation costs adjusted to reflect amounts attributable to the noncontrolling interest and income tax expense at a rate of approximately 15.1%.

(4) Includes $780 of transaction and acquisition related costs, adjusted to reflect amounts attributable to the noncontrolling interest and income tax expense at a rate of approximately 15.1%.

The RMR Group Inc.

Reconciliation of EBITDA and Adjusted EBITDA from Net Income

and Calculation of Operating Margin and Adjusted EBITDA Margin (1)

(dollars in thousands)

(unaudited)

 

Three Months Ended September 30,

 

Fiscal Year Ended September 30,

 

2019

 

2018

 

2019

 

2018

Reconciliation of EBITDA and Adjusted EBITDA from net income:

 

 

 

 

 

 

 

Net income

$

18,883

 

 

$

19,011

 

 

$

169,044

 

 

$

217,426

 

Plus: income tax expense

2,985

 

 

3,376

 

 

27,320

 

 

58,862

 

Plus: depreciation and amortization

255

 

 

252

 

 

1,017

 

 

1,248

 

EBITDA

22,123

 

 

22,639

 

 

197,381

 

 

277,536

 

Plus: other asset amortization

2,354

 

 

2,354

 

 

9,416

 

 

9,416

 

Plus: operating expenses paid in The RMR Group Inc.’s common shares

1,183

 

 

1,567

 

 

3,363

 

 

3,865

 

Plus: separation costs

 

 

1,372

 

 

7,050

 

 

3,730

 

Plus: transaction and acquisition related costs

425

 

 

780

 

 

698

 

 

1,697

 

Plus: business email compromise fraud costs

 

 

 

 

 

 

225

 

Plus: impairment loss on Tremont Mortgage Trust investment

 

 

4,359

 

 

6,213

 

 

4,359

 

Plus: unrealized loss on equity method investment accounted for under the fair value option

1,722

 

 

 

 

4,700

 

 

 

Less: certain compensation adjustments, net of reimbursements

966

 

 

(1,847

)

 

 

 

 

Less: tax receivable agreement remeasurement due to the Tax Act

 

 

 

 

 

 

(24,710

)

Less: incentive business management fees earned

 

 

 

 

(120,094

)

 

(155,881

)

Certain other net adjustments

(176

)

 

10

 

 

(335

)

 

87

 

Adjusted EBITDA

$

28,597

 

 

$

31,234

 

 

$

108,392

 

 

$

120,324

 

Calculation of Operating Margin:

 

 

 

 

 

 

 

Total management and advisory services revenues

$

45,170

 

 

$

49,997

 

 

$

301,338

 

 

$

351,827

 

Operating income

$

20,821

 

 

$

25,293

 

 

$

197,788

 

 

$

251,969

 

Operating Margin

46.1

%

 

50.6

%

 

65.6

%

 

71.6

%

Calculation of Adjusted EBITDA Margin:

 

 

 

 

 

 

 

Contractual management and advisory fees (excluding any incentive business management fees) (2)

$

47,524

 

 

$

52,351

 

 

$

190,660

 

 

$

205,362

 

Adjusted EBITDA

$

28,597

 

 

$

31,234

 

 

$

108,392

 

 

$

120,324

 

Adjusted EBITDA Margin

60.2

%

 

59.7

%

 

56.9

%

 

58.6

%

Contacts

Timothy A. Bonang, Senior Vice President

(617) 796-8230

Read full story here

AECOM announces governance agreement with Starboard Value

Three new directors recommended by Starboard to be appointed to Board

LOS ANGELES–(BUSINESS WIRE)–AECOM (NYSE:ACM), the world’s premier infrastructure firm, today announced a governance agreement with Starboard Value LP (together with its affiliates, “Starboard”), an investment firm and shareholder of the Company, which provides for the appointment of three new independent directors recommended by Starboard, including Starboard Managing Member, Peter A. Feld, to the AECOM Board of Directors.

Michael S. Burke, AECOM Chairman and CEO, has also notified the Board that he intends to retire. The Board will initiate a CEO succession process, with Mr. Burke continuing in his role as Chairman and CEO until a successor is identified by or prior to AECOM’s 2020 Annual Meeting of Shareholders.

Under the governance agreement, the size of AECOM’s Board is expanding to 11 members initially. Peter A. Feld and Robert G. Card will join the Board immediately, with Jacqueline C. Hinman joining by December 16, 2019. Directors James H. Fordyce and Linda M. Griego, who have served on AECOM’s Board since 2006 and 2005, respectively, have retired.

Additionally, one current director will not stand for re-election at the Company’s 2020 Annual Meeting expected to be held in March, ultimately reducing the size of the Board to 10 members.

Current director Steven A. Kandarian will serve as the Board’s Lead Independent Director. Following the appointment of a new CEO, the roles of Chairman and CEO will be separated.

On behalf of the Board, I would like to thank Mike for his service as CEO and his significant contributions to the Company,” Mr. Kandarian said. “Through Mike’s stewardship, we have created substantial value for the Company and our shareholders over the past year, and we are well-positioned to continue those value creation initiatives as we move into this next phase for AECOM following the completion of the sale of our Management Services business. The Board greatly values and appreciates Mike’s continued leadership and assistance through a smooth transition.”

Mr. Burke stated, “I am incredibly proud of the record-setting performance and improved profitability our committed employees delivered in 2019, and the value we are creating for shareholders. The company is in a position of strength as we begin this leadership transition. I look forward to assisting in a robust succession process to identify AECOM’s next leader – someone who will build upon a solid platform for new growth and continue to ensure that our global clients and dedicated employees remain well served.”

Mr. Burke joined AECOM in 2005 and has served as CEO and a member of the Company’s Board since 2014. In 2015, Mr. Burke was appointed Chairman of the Board. During his tenure, Mr. Burke has led the Company through a period of transformation and growth as represented by FY19 revenue of $20.2 billion, a 13% increase in adjusted EBITDA, and $27.5 billion in wins that contributed to $60 billion in total backlog. Most recently, Mr. Burke led the announced value-enhancing sale of the Company’s Management Services business in October for $2.405 billion. In the wake of this progress, AECOM’s stock is trading near its all-time high.

Mr. Feld said, “We are pleased to have reached this constructive agreement with AECOM. We believe the Company is well positioned as an industry leader and I look forward to working with my fellow directors to ensure continued profitable growth, best-in-class corporate governance, and a focus on shareholder value creation. We share the Board’s appreciation for Mike’s strong leadership and continued support of the Company.”

The terms of the governance agreement with Starboard also include committee appointments, committee leadership roles, and the formation of a CEO search committee, among other items. As part of the agreement, Starboard has agreed to customary standstill provisions and voting commitments.

Additionally, in connection with today’s announcement, AECOM shareholder Engine Capital has committed to vote its shares in support of all of AECOM’s director nominees at the 2020 Annual Meeting.

Arnaud Ajdler, managing partner of Engine, said, “As long-term shareholders, we are excited about the changes taking place at AECOM. We believe that the addition of these new independent directors will benefit AECOM shareholders.”

Additional information about today’s announcement will be included in a Current Report on Form 8-K to be filed with the U.S. Securities and Exchange Commission (the “SEC”).

About Peter A. Feld

Peter Feld has been a Managing Member and the Head of Research of Starboard Value LP, a New York-based investment adviser with a focused and fundamental approach to investing primarily in publicly traded U.S. companies, since 2011. Prior to joining Starboard, Mr. Feld served as a Managing Director of Ramius LLC and a Portfolio Manager of Ramius Value and Opportunity Master Fund Ltd. from November 2008 to April 2011. He currently serves as a director of Magellan Health, Inc., a healthcare company, since March 2019 and NortonLifeLock Inc. (f/k/a Symantec Corporation), a cybersecurity software and services company, since September 2018. During the past five years, Mr. Feld served as a director of Marvell Technology Group Ltd., The Brink’s Company, Insperity, Inc., and Darden Restaurants, Inc.

About Robert G. Card

Robert Card has served as President of The Card Group LLC, an executive advisory services company, since October 2015. Prior to that, Mr. Card served as the President and Chief Executive Officer and as a member of the board of directors of SNC-Lavalin Group Inc., a Canadian based, 40,000 employee global engineering and construction company, from October 2012 to October 2015. Previously, Mr. Card served as President, Energy Water and Facilities Divisions of CH2M HILL Companies, Ltd., an engineering consulting and design company, from 2004 to 2012 and as a director from 2005 to 2012; and as the United States Under Secretary of Energy from 2001 to 2004, where he was responsible for the DOE business lines of Energy, Science and Environment. He currently serves as a director of Westinghouse Electric Company LLC, a US based nuclear power company, since September 2018 and on the executive advisory board of Longenecker & Associates LLC, a business consulting group with experience advising clients in the commercial and defense nuclear sectors, since October 2016. Mr. Card previously served as a director of Amec Foster Wheeler plc, a multinational consultancy, engineering and project management company.

About Jacqueline C. Hinman

Jacqueline Hinman is the former Chairman, President and Chief Executive Officer of CH2M HILL Companies, Ltd., an engineering and consulting firm focused on delivering infrastructure, energy, environmental and industrial solutions for clients and communities around the world. She was appointed Chairman of CH2M in September 2014, and President and Chief Executive Officer in January 2014, and served until December 2017 when the firm was acquired by Jacobs Engineering. Prior to that, Ms. Hinman served in a variety of roles at CH2M, including as President, International and Infrastructure Divisions from 2005 to 2013, where she oversaw the acquisition of Halcrow Group Limited, a multinational engineering consultancy company and served as Halcrow’s Chairman and Chief Executive Officer through 2013. She also served on CH2M’s board of directors from 2008 through 2017. Ms. Hinman was previously the Founder and Chief Executive Officer of Talisman Partners from 1997 until 2001 when the company was acquired by the Earth Tech Division of Tyco International Ltd., where she then served as Senior Vice President, Global Facilities & Infrastructure until 2003. Ms. Hinman currently serves as a director of The International Paper Company, a pulp and paper company, since December 2017 and The Dow Chemical Company, a multinational chemical corporation, since April 2019.

About AECOM

AECOM (NYSE:ACM) is the world’s premier infrastructure firm, delivering professional services across the project lifecycle – from planning, design and engineering to consulting and construction management. We partner with our clients in the public and private sectors to solve their most complex challenges and build legacies for generations to come. On projects spanning transportation, buildings, water, governments, energy and the environment, our teams are driven by a common purpose to deliver a better world. AECOM is a Fortune 500 firm with revenue of approximately $20.2 billion during fiscal year 2019. See how we deliver what others can only imagine at aecom.com and @AECOM.

About Starboard Value

Starboard Value LP is a New York-based investment adviser with a focused and differentiated fundamental approach to investing primarily in publicly traded U.S. companies. Starboard invests in deeply undervalued companies and actively engages with management teams and boards of directors to identify and execute on opportunities to unlock value for the benefit of all shareholders.

Forward Looking Statements

All statements in this press release other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws.

Although we believe that the expectations reflected in our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements.

Important factors that could cause our actual results, performance and achievements, or industry results to differ materially from estimates or projections contained in our forward-looking statements include, but are not limited to, the following: our business is cyclical and vulnerable to economic downturns and client spending reductions; long-term government contracts and subject to uncertainties related to government contract appropriations; government shutdowns; governmental agencies may modify, curtail or terminate our contracts; government contracts are subject to audits and adjustments of contractual terms; losses under fixed-price contracts; limited control over operations run through our joint venture entities; liability for misconduct by our employees or consultants; failure to comply with business laws and regulations; maintaining adequate surety and financial capacity; high leveraged and potential inability to service our debt and guarantees; exposure to Brexit and tariffs; exposure to political and economic risks in different countries; currency exchange rate fluctuations; retaining and recruiting key technical and management personnel; legal claims; inadequate insurance coverage; environmental law compliance and adequate nuclear indemnification; unexpected adjustments and cancellations related to our backlog; partners and third parties who may fail to satisfy their legal obligations; AECOM Capital real estate development projects; managing pension cost; cybersecurity issues, IT outages and data privacy; uncertainties as to the timing and completion of the proposed sale of our Management Services business or whether it will be completed and the risk that the expected benefits of the proposed sale of our Management Services business or any contingent purchase price will not be realized within the expected time frame, in full or at all; the risk that costs of restructuring transactions and other costs incurred in connection with the proposed sale of our Management Services business will exceed our estimates or otherwise adversely affect our business or operations; as well as other additional risks and factors that could cause actual results to differ materially from our forward-looking statements set forth in our reports filed with the SEC. We do not intend, and undertake no obligation, to update any forward-looking statement.

Contacts

Investors:
Will Gabrielski

Vice President, Investor Relations

213.593.8208

William.Gabrielski@aecom.com

Media:

Brendan Ranson-Walsh

Vice President, Global Communications & Corporate Responsibility

213.996.2367

Brendan.Ranson-Walsh@aecom.com

SolarWinds to Hold 2019 Analyst and Investor Day Meeting on December 11, 2019

AUSTIN, Texas–(BUSINESS WIRE)–SolarWinds Corporation (NYSE: SWI), a leading provider of powerful and affordable IT management software, today announced that it will hold its 2019 Analyst and Investor Day on December 11, 2019 in New York City at the New York Stock Exchange. Kevin Thompson, SolarWinds’ President and CEO, and other members of the senior management team will discuss SolarWinds’ strategy, financial performance, and business initiatives for the coming year.

Analyst Day Webcast

SolarWinds will host a live webcast of the event beginning at 11:30 a.m. ET (10:30 a.m. CT/8:30 a.m. PT) on Wednesday, December 11, 2019. A live webcast of the event will be available at https://livestream.com/ICENYSE/SolarWindsInvestorDay2019. Replay of the webcast and the accompanying slides will be available on a temporary basis shortly after the event on the SolarWinds Investor Relations website at http://investors.solarwinds.com.

#SWIfinancials

About SolarWinds

SolarWinds (NYSE:SWI) is a leading provider of powerful and affordable IT management software. Our products give organizations worldwide—regardless of type, size, or complexity—the power to monitor and manage their IT services, infrastructures, and applications; whether on-premises, in the cloud, or via hybrid models. We continuously engage with technology professionals—IT service and operations professionals, DevOps professionals, and managed services providers (MSPs)—to understand the challenges they face in maintaining high-performing and highly available IT infrastructures and applications. The insights we gain from them, in places like our THWACK community, allow us to solve well-understood IT management challenges in the ways technology professionals want them solved. Our focus on the user and commitment to excellence in end-to-end hybrid IT management has established SolarWinds as a worldwide leader in solutions for network and IT service management, application performance, and managed services. Learn more today at www.solarwinds.com.

© 2019 SolarWinds Worldwide, LLC. All rights reserved.

Contacts

Investors:
Dave Hafner

Phone: 385.374.7059

ir@solarwinds.com

Media:
Tiffany Nels

Phone: 512.682.9535

pr@solarwinds.com

Anixter International Inc. Announces Amendment of Merger Agreement with Clayton, Dubilier & Rice to Increase Consideration to $82.50 per Share

  • Total enterprise value of approximately $3.9 billion including net debt
  • Amended Merger Agreement unanimously approved by Board of Directors

GLENVIEW, Ill.–(BUSINESS WIRE)–As previously announced, on October 30, 2019, Anixter International Inc. (NYSE: AXE), a leading global distributor of Network & Security Solutions, Electrical & Electronic Solutions and Utility Power Solutions, entered into an Agreement and Plan of Merger (the “Merger Agreement”) to be acquired by a fund sponsored by Clayton, Dubilier & Rice, LLC (“CD&R”) in an all cash transaction valued at approximately $3.8 billion.

Anixter today announced that Anixter and CD&R agreed to an amendment to the Merger Agreement to increase the per-share consideration payable to Anixter’s shareholders to $82.50 per share in cash from $81.00 per share in cash.

The revised per-share consideration represents a premium of approximately 15.5% over Anixter’s closing price on October 29, 2019, and a premium of approximately 30% over the 90-day volume-weighted average price of Anixter’s common stock for the period ended October 29, 2019. The transaction is now valued at approximately $3.9 billion.

Under the terms of the amended merger agreement, Anixter may solicit superior proposals from third parties through 9 a.m. New York City time on November 24, 2019. Anixter advises that there can be no assurance that the solicitation process will result in an alternative transaction. To the extent that the merger agreement is terminated for a superior proposal prior to November 24, 2019 or, in certain circumstances, five days thereafter, Anixter would be obligated to pay a $60 million break-up fee to CD&R. If the merger agreement is terminated for a superior proposal after the aforementioned period, Anixter would be obligated to pay a $100 million break-up fee to CD&R.

Anixter does not intend to disclose developments with respect to this solicitation process unless and until it determines it is appropriate to do so.

The transaction is subject to the approval of Anixter’s stockholders, regulatory approvals and other customary closing conditions.

Centerview Partners LLC is serving as lead financial advisor, Wells Fargo Securities, LLC is also serving as financial advisor and Sidley Austin LLP is serving as legal advisor to Anixter in connection with the transaction. BofA Securities, J.P. Morgan Securities LLC, Deutsche Bank Securities Inc. and Credit Suisse are serving as financial advisors to CD&R, and Debevoise & Plimpton LLP is serving as legal advisor to CD&R.

About Anixter

Anixter International is a leading global distributor of Network & Security Solutions, Electrical & Electronic Solutions and Utility Power Solutions. We help build, connect, protect, and power valuable assets and critical infrastructures. From enterprise networks to industrial MRO supply to video surveillance applications to electric power distribution, we offer full-line solutions, and intelligence, that create reliable, resilient systems that sustain businesses and communities. Through our unmatched global distribution network along with our supply chain and technical expertise, we help lower the cost, risk and complexity of our customers’ supply chains.

Anixter adds value to the distribution process by providing approximately 130,000 customers access to 1) innovative supply chain solutions, 2) nearly 600,000 products and over $1.0 billion in inventory, 3) 316 warehouses/branch locations with over 9.0 million square feet of space and 4) locations in over 300 cities in approximately 50 countries. Founded in 1957 and headquartered near Chicago, Anixter trades on the New York Stock Exchange under the symbol AXE.

Additional information about Anixter is available at www.anixter.com.

About Clayton, Dubilier & Rice, LLC

Founded in 1978, Clayton, Dubilier & Rice is a private investment firm. Since inception, CD&R has managed the investment of $28 billion in 86 companies, including numerous electrical and industrial distributors. The firm has offices in New York and London.

For more information, visit www.cdr-inc.com.

Additional Information Regarding the Merger and Where to Find It

This communication does not constitute an offer to sell or the solicitation of an offer to buy the securities of Anixter International Inc. (the “Company”) or the solicitation of any vote or approval. This communication relates to the proposed merger involving the Company, CD&R Arrow Parent, LLC (“Parent”) and CD&R Arrow Merger Sub, Inc., whereby the Company will become a wholly-owned subsidiary of Parent (the “proposed merger”). The proposed merger will be submitted to the stockholders of the Company for their consideration at a special meeting of the stockholders. In connection therewith, the Company intends to file relevant materials with the Securities and Exchange Commission (“SEC”), including a definitive proxy statement on Schedule 14A (the “definitive proxy statement”), which will be mailed or otherwise disseminated to the Company’s stockholders when it becomes available. The Company may also file other relevant documents with the SEC regarding the proposed merger. STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Stockholders may obtain free copies of the definitive proxy statement, any amendments or supplements thereto and other documents containing important information about the Company, once such documents are filed with the SEC, through the website maintained by the SEC at www.sec.gov. Free copies of the definitive proxy statement and any other documents filed with the SEC can also be obtained on the Company’s website at investors.anixter.com/financials/sec-filings or by contacting the Company’s Investor Relations Department at kevin.burns@anixter.com.

Certain Information Regarding Participants in the Solicitation

The Company and certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies in connection with the proposed merger. Information regarding the Company’s directors and executive officers is contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 28, 2018, filed with the SEC on February 21, 2019, and its definitive proxy statement on Schedule 14A for the 2019 annual meeting of stockholders, filed with the SEC on April 18, 2019, as modified or supplemented by any Form 3 or Form 4 filed with the SEC since the date of such definitive proxy statement. Additional information regarding the participants in the proxy solicitation and a description of their direct or indirect interests, by security holdings or otherwise, will be included in the definitive proxy statement and other relevant documents filed with the SEC regarding the proposed merger, if and when they become available. Free copies of these materials may be obtained as described in the preceding paragraph.

Forward Looking Statements

Certain information in this communication constitutes “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “seeks” or words of similar meaning, or future or conditional verbs, such as “will,” “should,” “could,” “may,” “aims,” “intends,” or “projects.” However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. These statements may relate to risks or uncertainties associated with:

  • the satisfaction of the conditions precedent to the consummation of the proposed merger, including, without limitation, the timely receipt of stockholder and regulatory approvals (or any conditions, limitations or restrictions placed on such approvals);
  • unanticipated difficulties or expenditures relating to the proposed merger;
  • the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement, including in circumstances which would require the Company to pay a termination fee;
  • legal proceedings, judgments or settlements, including those that may be instituted against the Company, its board of directors, executive officers and others following the announcement of the proposed merger;
  • disruptions of current plans and operations caused by the announcement and pendency of the proposed merger;
  • potential difficulties in employee retention due to the announcement and pendency of the proposed merger;
  • the response of customers, service providers, business partners and regulators to the announcement of the proposed merger; and
  • other factors described in the Company’s annual report on Form 10-K for the fiscal year ended December 28, 2018 filed with the SEC on February 21, 2019.

The Company can give no assurance that the expectations expressed or implied in the forward-looking statements contained herein will be attained. The forward-looking statements are made as of the date of this communication, and the Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

Contacts

Anixter Contacts:
Ted Dosch

Executive Vice President and CFO

(224) 521-4281

Kevin Burns

Senior Vice President – Investor Relations & Treasurer

(224) 521-8258

CD&R Contacts:
Thomas C. Franco

(212) 407-5225

tfranco@cdr-inc.com

Daniel G. Jacobs

(212) 407-5218

djacobs@cdr-inc.com