Source: EuroStat – European Statistics
European Commission Press release Brussels, 31 Oct 2024 The European Commission has concluded that the increased remuneration by Française des Jeux (‘FDJ’) to France for the modification of exclusive rights to operate offline and online lottery games and offline sports betting through 2019 PACTE law is in line with EU State aid rules.
Source: European Parliament
23.10.2024
Question for written answer E-002239/2024
to the Commission
Rule 144
Jadwiga Wiśniewska (ECR)
I have noticed with concern that the health of farm animals is deteriorating. In Poland, for example, successive outbreaks of African swine fever are causing huge losses for our farmers, sometimes forcing them to close down their farms entirely.
Meanwhile, our livestock farmers and agricultural producers are bound by more than 400 different pieces of veterinary legislation, which are not always precisely worded, are often inconsistent and are thus interpreted differently in different Member States.
In view of the above:
Submitted: 23.10.2024
Source: European Parliament
24.10.2024
Question for written answer E-002259/2024
to the Commission
Rule 144
Mihai Tudose (S&D)
The Eurostat report of 14 October 2024 shows a serious imbalance between EU imports and exports of green energy products.
The EU imported solar panels to the value of EUR 19.7 billion in 2023, while exporting EUR 0.9 billion worth of that product, with 98 % of the solar panels imported coming from China. At the same time, we purchase – mainly from China, Great Britain and India – almost twice as much liquid biofuel as we export, making this another product in which the EU has a negative trade balance.
On the other hand, sales of wind turbines have recovered strongly over the past two years, with EU exports increasing by 49 % to EUR 2 billion in 2023, while turbines worth EUR 0.3 billion were imported from outside the Union. That is encouraging progress.
As a member of the Committee on International Trade, I would like to know what steps the Commission envisages taking in the very near future to encourage the manufacturing and export of green energy products in the EU?
Submitted: 24.10.2024
Source: Switzerland – Department of Foreign Affairs in English
The Swiss Science Council (SSC) is the advisory body to the Federal Council on issues related to education, research and innovation policy. In the Working Programme for the years 2024–2027, the Council outlines its thematic priorities. These include questions on artificial intelligence, universities of applied sciences, climate change and research libraries. In addition, the SSC conducts various evaluations.
Source: European Parliament
23.10.2024
Question for written answer E-002233/2024
to the Commission
Rule 144
Sebastian Everding (The Left), Tilly Metz (Verts/ALE), Krzysztof Śmiszek (S&D), Cristina Guarda (Verts/ALE), Jonas Sjöstedt (The Left), Lynn Boylan (The Left), Maria Noichl (S&D), Anja Hazekamp (The Left), Tomáš Kubín (PfE), Erik Marquardt (Verts/ALE)
The hedgehog[1] plays a vital role in preserving the biodiversity and balance of green spaces. However, experts warn that its population is expected to decrease by up to 50 % in the span of a decade as a result of the destruction of its natural habitats by human activity.
The hedgehog is under serious threat because of habitat loss and food scarcity. This has caused its reproduction rates to decline and has led to it being added to a range of endangered species lists. In Germany, for instance, the hedgehog, which is also the wild animal of the year 2024, is now on the early warning list of endangered species. Unfortunately, there is no precise estimate of the hedgehog population in Europe.
Submitted: 23.10.2024
Source: European Parliament
22.10.2024
Question for written answer E-002221/2024
to the Commission
Rule 144
João Oliveira (The Left)
The Inspectorate-General of Finance of the Portuguese Republic has carried out an audit that points to the participation of Airbus – a European multinational – in an illegal and criminal scheme for financing TAP’s privatisation in 2015.
The same conclusion had already been reached by a Portuguese Parliamentary Committee of Inquiry, whose work was completed a year ago. At that time, the Assembly of the Republic asked the Government to request that the European Union investigate that participation and establish the necessary accountabilities for the difficulties that said participation created for the Portuguese Republic.
In the meantime, the Portuguese Prime Minister has informed the Assembly of the Republic that the Government has not taken ‘any steps’ to implement that resolution of the Assembly of the Republic. This was a regrettable choice, but one that only serves to hold accountable those to made it (the last two Portuguese governments).
But the question was already referred directly to the European Commission (questions E-001889/2023[1] and P-002436/2023[2]), so we are asking again:
Submitted: 22.10.2024
Source: European Parliament
22.10.2024
Question for written answer E-002227/2024
to the Commission
Rule 144
Nicolás González Casares (S&D)
The Autonomous Community of Galicia is the subject of an infringement case for failure to conform to the Habitats Directive with regard to the area and the management of the Natura 2000 Network, as the Galician Government has protected an area equivalent to only 13 % of the territory – compared with the 20 % laid down in the directive – and has large deficits in its management figures, as evidenced by the Commission’s answer to my question E-002754/2022[1], in which the Commission wrote that it ‘considers that the Master Plan established by Galicia for the management of Natura 2000 does not meet the requirements of the Habitats Directive’.
To conform to the revised Renewable Energy Directive, the competent authorities must designate renewables acceleration areas by February 2026 at the latest. In the light of the above:
Submitted: 22.10.2024
Source: European Parliament
16.10.2024
Question for written answer E-002098/2024/rev.1
to the Commission
Rule 144
Daniel Buda (PPE)
The UK has announced that it is introducing classes into the primary and secondary school curricula in which students will learn to think critically and identify fake news in the press and online media. The Minister for Education, Bridget Phillipson, has stated that the aim is to prepare children to distinguish between real and false information, and also to recognise conspiracy theories and extremist content.
Although the details of how this will be done are unclear, various methods have been suggested. For example, during their English classes, students could analyse newspaper articles, while in IT classes they could learn how to recognise fake news sites. Teachers could also present statistics on disinformation during mathematics classes.
The EU can work with Member States to incorporate digital skills into school curricula. This includes training in critical thinking, assessing information sources and digital security, thereby helping students to better navigate the online world. What can the Commission do to help prepare the younger generations meet these new challenges?
Submitted: 16.10.2024
Source: European Parliament
30.10.2024
Priority question for written answer P-002324/2024
to the Commission
Rule 144
Matjaž Nemec (S&D)
In its activities tackling antisemitism, the Commission says it regards the International Holocaust Remembrance Alliance (IHRA) working definition of antisemitism as ‘the benchmark’ and cooperates with the Israeli Government, including in the EU-Israel High Level Seminar on combating racism, xenophobia and antisemitism.
Submitted: 30.10.2024
Source: European Parliament
23.10.2024
Question for written answer E-002236/2024
to the Commission
Rule 144
Christine Anderson (ESN)
According to media reports from various EU Member States, there were significant irregularities in the procurement of protective face masks during the COVID-19 pandemic. In some cases, low-quality masks were purchased at exorbitant prices, leading to legal disputes and strains on public budgets possibly amounting to billions. This raises questions about the level playing field and budgetary discipline in the internal market.
Submitted: 23.10.2024
Source: European Parliament
16.10.2024
Question for written answer E-002097/2024/rev.1
to the Commission
Rule 144
Daniel Buda (PPE)
Romania is facing significantly higher energy prices than western European countries, and this is putting additional pressure on its economy and its population. The situation is a result of a number of factors, such as a year of drought, which affected hydroelectricity production, and other region-specific difficulties.
Given the circumstances, Romania is considering seeking EU financial support from the Council of Ministers, in order to counter the effects of these significant energy price hikes.
Submitted: 16.10.2024
Source: Switzerland – Department of Foreign Affairs in English
Am 30. Oktober 2024 nahm Bundesrat Ignazio Cassis in Kanada an der Konferenz über humanitäre Aspekte für einen gerechten und dauerhaften Frieden in der Ukraine teil. Das Treffen in Montréal schliesst die Reihe der im Juni 2024 anlässlich der Konferenz auf dem Bürgenstock angekündigten Folgekonferenzen ab. Im Rahmen der Konferenz in Montréal führte der Vorsteher des EDA politische Gespräche mit der kanadischen Aussenministerin Mélanie Joly, dem ukrainischen Aussenminister Andrij Sybiha und dem norwegischen Aussenminister Espen Barth Eide.
Source: European Investment Bank
Janáček Philharmonic is one of the leading symphonic orchestras in Czechia. Named after the famous composer Leoš Janáček, who was born in a village near Ostrava, it has hosted major conductors and composers such as Igor Stravinsky, Sergei Prokofiev, and Paul Hindemith. Today, it continues to bring pride to the people and the region.
When Žemla and local authorities explored new designs for the concert hall, they looked for something that would capture the orchestra’s spirit and significance to the city. They received such a proposal from Steven Holl, a world-class architect renowned for his profound love of music.
“Steven had the idea that the orchestra itself is the instrument, and the case for that is the hall,” he says. “Just as a case safeguards a delicate and sensitive instrument, the building will do the same for the orchestra.”
The new concert hall’s design mimics the organic shapes of a musical instrument case, reflecting Holl’s inspiration from both music and architecture. Holl designed an innovative interior with perforated wooden panels and lighting, creating a space that resonates with musical logic.
Beyond its primary function as a concert hall, the venue will also serve as a versatile theatre space and host a variety of cultural and educational activities. “There will be theatre halls, educational centres, and spaces for social events, ensuring the building is alive all day, not just during concerts,” says Žemla.
Source: European Union 2
CBD COP16 is taking place in Cali, Colombia, 21 October – 1 November 2024. A full programme of events on transformative actions to deliver on the Global Biodiversity Framework is taking place at the EU Pavilion. Find out more about the EU’s position and aims for COP16 in the Council Conclusions.
The Technical Support Instrument (TSI) has helped 27 Member States to implement the Green Deal by designing and implementing reforms on climate change mitigation, tackling green washing and sustainability reporting, climate change adaptation, energy, environment and the circular economy, sustainable mobility, the just transition, green procurement and green budgeting, green taxation – directing public and private financing to sustainable investments.
Source: Africa Press Organisation – English (2) – Report:
DES MOINES, United States of America, October 31, 2024/APO Group/ —
In a powerful opening to the 2024 Norman E. Borlaug International Dialogue, the president of the African Development Bank Group (www.AfDB.org) Dr. Akinwumi Adesina and his counterpart at the World Bank Ajay Banga, stressed the need for more global action against hunger, a goal slipping further away due to the combined effects of conflict, economic challenges and climate change.
The two leaders were guest speakers at the opening plenary on Tuesday 29 October, entitled “Achieving a Hunger-Free World,” at which they reiterated their institutions’ commitments to ending food insecurity in Africa, highlighting innovative partnerships and financial solutions.
“There is nothing more important than feeding the world. Multilateral Development Banks (MDBs) play an important role in that,” Adesina declared. He stressed the crucial role of international financial institutions in helping achieve this task.
Interviewed by Roger Thurow, senior fellow for global agriculture at the Chicago Council on Global Affairs, Adesina and Banga discussed the transformative actions from MDBs in meeting Africa’s annual $1.3 trillion development needs.
Giving examples of innovative instruments to stretch balance sheets, Adesina said International Monetary Fund (IMF) Special Drawing Rights or SDRs, if channeled through MDBs, could enable them to become leveraging machines, multiplying resources up to eight times.
“And that’s how you recycle capital to do all the things you need. Think of that,” he said.
Banga praised Adesina’s leadership and expressed confidence in joint initiatives like “Mission 300,” an ambitious project to connect 300 million Africans to electricity by 2030.
“When you want to solve a problem, you work in partnership,” Adesina stated, lauding Banga’s collaborative spirit.
Both leaders highlighted the urgency of engaging Africa’s youth in agriculture. The African Development Bank’s “Enable Youth” program and the World Bank’s focus on youth employment initiatives, reflect a shared commitment to harnessing Africa’s demographic dividend for agricultural transformation and economic prosperity.
“If we don’t put finance behind young people’s ideas, that’s the biggest risk,” Adesina warned.
The 2024 Borlaug Dialogue, hosted by the World Food Prize Foundation, gathers experts worldwide to inspire innovative solutions to global hunger. With this year’s theme, “Seeds of Opportunity, Bridging Generations and Cultivating Diplomacy,” the event champions collaboration, legacy, and hope in the fight for food security.
Adesina also underlined the importance of partnerships such as the G20’s Global Alliance against Hunger and Poverty of which the African Development Bank and the World Bank are partnering. The campaign will see SDRs channeled through MDBs to fight hunger. He cited Mission 300, a joint initiative by the World Bank and the African Development Bank to connect 300 million people in Africa to electricity by 2030, as another example of MDB cooperation.
Banga stated his confidence in Adesina’s leadership for initiatives like M300: “We have six years to get it done,” he said.
Scale and ecosystems to address climate change and improve farmers’ livelihoods
Addressing the topic of climate change and farmers’ livelihoods Banga noted that in Africa, only 4% of global climate financing goes to agriculture.
He stressed the need for scalable solutions to support Africa’s small farmers. “The focus must be on scale and ecosystems,” he said, pointing to the World Bank’s efforts to enhance farmers’ access to energy, internet, and credit guarantees, creating a comprehensive support network.
The World Bank is putting the demographic dividend of Africa’s youth population to the fore by making job creation a specific outcome of all its development work, along six specific pillars, Banga said.
Earlier, Mashal Husain, Chief Operating Officer for the World Food Prize Foundation said the theme for this year’s Borlaug dialogue: “Seeds of Opportunity, Bridging generations and cultivating diplomacy,” pointed to a world of potential to achieve the goal of ending hunger worldwide.
“That seed represents hope, innovation and courage to dream. This week at the Borlaug Dialogue we are not just talking about the seeds of opportunity. We are planting them,” Husain said.
Adesina’s engagements at the Borlaug Dialogue include the Africa Agriculture Dialogue, engagements with the presidents of Sierra Leone and Tanzania and addressing Global Youth Institute Students and Youth Program Alumni on Wednesday 30 October. He will also moderate a high-Level panel Discussion on Thursday 31st October entitled: Bold Measures to Feed Africa.
To learn more about the Norman E Borlaug Dialogue, click here (https://apo-opa.co/3YmL8yW). Follow the conversation on X (https://apo-opa.co/3Us9KFi).
Source: The Conversation – Africa – By Tom Nyirenda, Extraordinary Senior Lecture in the Department of Global Health, Stellenbosch University
The World Health Organization’s 2024 Global Tuberculosis report reveals a sobering reality. Formidable challenges remain in the fight against the world’s most infectious disease: persistent poverty in high burden countries; increased rates of infection among vulnerable populations; the inability to find and treat all missing cases; and funding shortfalls.
The WHO’s report measures progress in two ways: the number of TB-related deaths, and the number of people who become ill. There is still a long battle ahead to eradicate a disease that results in over 10 million patients among those already infected and claims around 1.5 million lives each year. This even though it is preventable and curable.
The good news is that some countries in Africa have made significant progress in reducing infection rates and TB-related deaths.
Global health specialist Tom Nyirenda assesses some of the report’s key findings and messages.
In 2023, an estimated 10.8 million people fell ill with TB worldwide, including 6.0 million men, 3.6 million women and 1.3 million children. This is slightly more than the 10.6 million people recorded in 2022.
TB can be defeated because we have good diagnostic tools and effective treatment for the commonest forms of the disease. Global funding, which is critical in fighting TB, is not yet up to the scale that is required to stop the disease. Only 26% of the funding committed by global partners to TB prevention, diagnostic and treatment services has materialised so far.
Good diagnostic tools and treatment aren’t the panacea. Almost 87% of TB cases are from 30 high burden poor countries of the world. Slow or lack of economic progress of affected populations is one of the greatest challenges the world continues to face.
Read more: New TB skin test could offer cheaper and easier way to detect the disease
On the positive side, progress has been made in reducing TB related deaths in the Africa region. The continent saw the biggest drop in TB related deaths since 2015 of all six regions – 42%. The European region came next with TB deaths down by 38% in the same period.
When it comes to TB infections the WHO African and European regions have made the most progress: a reduction of 24% in Africa and 27% in Europe.
One of the main reasons for the success in Africa has been progress in treating HIV patients. This is because TB is one of the most common opportunistic infections among patients with HIV. (Opportunistic infections occur more often or are more severe in people with weakened immune systems.)
Before antiretrovirals transformed treatment for HIV patients, the African continent had the highest TB-HIV co-infection rates in the world. High mortality was experienced among co-infected patients.
At one stage HIV prevalence among TB patients was estimated to be as high as 90% in some areas of sub-Saharan Africa.
Treating co-infected patients with antiretrovirals has contributed significantly to the drop in TB-related cases and deaths on the continent.
Some countries have increased TB screening among vulnerable groups such as children and those who live in confined areas, such as prisoners and displaced people.
Successes within the African region vary from country to country.
For example Nigeria and the Democratic Republic of Congo are among eight countries that accounted for about two-thirds of the global number of people estimated to have developed TB in 2023. Nigeria has 4.6% of the global new cases and the DRC has 3.1%.
It’s noteworthy that both countries have high levels of poverty; they are vast, with huge populations; and their health services are limited compared to the scale of disease burdens they face.
Sometimes increases in reported cases are not a bad thing. They can be due to improved case finding or better diagnostic procedures. But vigilance is required to maintain the drive towards achievement of global targets.
Families of TB sufferers often have to bear costs such as for medications, special foods, transport, and a loss of income.
Such expenses sometimes discourage TB sufferers from seeking treatment.
The WHO global report estimates families in many countries in Africa are among those facing “catastrophic total costs” as a result of members becoming ill with TB. This is when direct and indirect costs account for more than 20% of a family’s annual household income. The countries where this is the case include Niger, Ghana, Burkina Faso, Tanzania and South Africa.
The only vaccine against TB, the Bacillus Calmette-Guérin vaccine, has been used for more than 100 years. It is largely effective for children under five, but less so in older people. And it can’t be used on patients who have certain medical conditions.
Development of vaccines is a lengthy and costly exercise. Only one-fifth of the finance necessary for research has been forthcoming to date.
Read more: TB: gene editing could add new power to a 100-year-old vaccine
The good news is that of all infectious diseases TB is probably the one that has the most vaccine candidates in the pipeline (about 17). There are currently six vaccine candidates for adults in phase III trials. They could be available within the next five years.
Beating the disease will require an effective primary or recurrent TB prevention vaccine or a therapeutic vaccine for those already infected with the TB bacteria but who have not yet developed the disease.
Climate change will affect food security and nutrition, essential for recovery from TB, and also diverting TB resources to epidemics and pandemics associated with it.
Human conflict, migration and displacement are other threats that world faces that will hinder TB infection control and treatment.
There is also the urgent need to tackle drug-resistant tuberculosis.
These dangers strengthen the case for multi-sectoral collaboration to share rare resources and strive for a meaningful impact. The speed at which COVID-19 vaccines were developed in the middle of a pandemic and global lockdowns shows this is possible in better and worse times.
Without government support the war against TB will never be won. Every country and every community is different. It is therefore essential that locally relevant economic research is conducted in every situation to guide policies that reduce the economic burden of TB on communities. Generated evidence should guide policy and practice. Above all good financing should be mobilised, with governments leading the course.
– TB in Africa: global report shows successes, but Nigeria and DRC remain important hotspots
– https://theconversation.com/tb-in-africa-global-report-shows-successes-but-nigeria-and-drc-remain-important-hotspots-242489
Source: GlobeNewswire (MIL-OSI)
BRISBANE, Australia, Oct. 31, 2024 (GLOBE NEWSWIRE) — Brisbane’s property market has been red-hot in 2024, and Locate Buyers Agency has been right in the thick of it. The buyers agency, which specialises in helping buyers navigate the complexities of the real estate market, announced today that it has facilitated over $145 million in property purchases this calendar year to date (Jan – Oct 2024).
“This milestone is a testament to the hard work and dedication of our team,” says Shane Hiscock, Director, Locate Buyers Agency. “We’re proud to have helped so many people achieve their dream of homeownership in a challenging market.”
Locate Buyers Agency attributes its success to a combination of factors, including:
The agency’s success underscores the growing trend of buyers turning to professionals for assistance in navigating today’s complex real estate landscape. With rising interest rates and property values remaining high, expert guidance can be invaluable.
While the $145 million milestone is significant, Locate Buyers Agency remains focused on its core mission: helping buyers find the perfect property and securing it at the best possible price.
As the Buyers Agent Brisbane market continues to evolve, the agency is poised to continue its growth by providing essential services to those looking to enter or move within the property market.
Source: GlobeNewswire (MIL-OSI)
NEW YORK, Oct. 31, 2024 (GLOBE NEWSWIRE) — OTC Markets Group Inc. (OTCQX: OTCM), operator of regulated markets for trading 12,000 U.S. and international securities, today announced Brazilian Rare Earths Ltd. (ASX: BRE; OTCQX: BRETF, BRELY), an Australian exploration and mining company, has qualified to trade on the OTCQX® Best Market. Brazilian Rare Earths Ltd. upgraded to OTCQX from the Pink® market.
Brazilian Rare Earths Ltd. begins trading today on OTCQX under the symbol “BRETF, BRELY.” U.S. investors can find current financial disclosure and Real-Time Level 2 quotes for the company on www.otcmarkets.com.
Upgrading to the OTCQX Market is an important step for companies seeking to provide transparent trading for their U.S. investors. For companies listed on a qualified international exchange, streamlined market standards enable them to utilize their home market reporting to make their information available in the U.S. To qualify for OTCQX, companies must meet high financial standards, follow best practice corporate governance and demonstrate compliance with applicable securities laws.
Viriathus Capital LLC served as Brazilian Rare Earths Ltd’s advisor.
“We are thrilled to see our shares and ADRs now trading on the OTCQX market. This quotation broadens our investor base and offers U.S. investors enhanced access to participate in our growth story as we advance our world-class rare earth projects. The increased visibility and liquidity on the OTCQX will accelerate our progress towards developing a leading global supplier of critical rare earth elements.”
About Brazilian Rare Earths Ltd.
Brazilian Rare Earths is a critical minerals development company that controls the world-class Rocha da Rocha rare earth province in Bahia, Brazil. Brazilian Rare Earths’ flagship project, Monte Alto, contains some of the highest rare earth grades ever reported globally, along with high concentrations of uranium, niobium, tantalum, and scandium.
The Monte Alto project is strategically positioned to be an important future source of critical minerals, with the project containing 18 of the 50 critical minerals identified by the U.S. government as essential to economic and national security. Brazilian Rare Earths aims to become a leading global supplier of these critical materials, supporting industries such as renewable energy, electric vehicles, advanced robotics, and defence technologies.
About OTC Markets Group Inc.
OTC Markets Group Inc. (OTCQX: OTCM) operates regulated markets for trading 12,000 U.S. and international securities. Our data-driven disclosure standards form the foundation of our three public markets: OTCQX® Best Market, OTCQB® Venture Market and Pink® Open Market.
Our OTC Link® Alternative Trading Systems (ATSs) provide critical market infrastructure that broker-dealers rely on to facilitate trading. Our innovative model offers companies more efficient access to the U.S. financial markets.
OTC Link ATS, OTC Link ECN and OTC Link NQB are each an SEC regulated ATS, operated by OTC Link LLC, a FINRA and SEC registered broker-dealer, member SIPC.
To learn more about how we create better informed and more efficient markets, visit www.otcmarkets.com.
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Media Contact:
OTC Markets Group Inc., +1 (212) 896-4428, media@otcmarkets.com
Source: GlobeNewswire (MIL-OSI)
OLNEY, Md., Oct. 31, 2024 (GLOBE NEWSWIRE) — Sandy Spring Bancorp, Inc., (Nasdaq- SASR), the parent company of Sandy Spring Bank, announced that the board of directors declared a quarterly common stock dividend of $0.34 per share payable on November 21, 2024, to shareholders of record on November 14, 2024. This dividend is consistent with the previous linked quarter and the fourth quarter of 2023.
About Sandy Spring Bancorp, Inc./Sandy Spring Bank
Sandy Spring Bancorp, Inc., headquartered in Olney, Maryland, is the holding company for Sandy Spring Bank, a premier community bank in the Greater Washington, D.C. region. With over 50 locations, the bank offers a broad range of commercial and retail banking, mortgage, private banking, and trust services throughout Maryland, Virginia, and Washington, D.C. Through its subsidiaries, Rembert Pendleton Jackson and West Financial Services, Inc., Sandy Spring Bank also offers a comprehensive menu of wealth management services.
For additional information or questions, please contact:
Daniel J. Schrider, Chair, President & Chief Executive Officer, or
Charles S. Cullum, Executive V.P. & Chief Financial Officer
Sandy Spring Bancorp
17801 Georgia Avenue
Olney, Maryland 20832
1-800-399-5919
E-mail: DSchrider@sandyspringbank.com
CCullum@sandyspringbank.com
Website: www.sandyspringbank.com
Media Contact:
Amber Washington, Senior Vice President
301.774.6400 x5697
awashington@sandyspringbank.com
Source: GlobeNewswire (MIL-OSI)
Completed acquisition of Barber Lake data center site, which includes 250 acres of land in West Texas, a newly constructed high-to-mid voltage substation, approvals for 300 MW, and agreements necessary to participate in the ERCOT market
Completed acquisition of Reveille data center site, which includes approvals for 70 MW and potential to expand to 200 MW, with energization targeted for 2027
Signed option agreements to purchase or lease three sites in Texas with targeted power capacity of 500 MW each, suitable for HPC or bitcoin mining
Third Quarter 2024 Net Loss of $87m, and Adjusted Loss of $3m
NEW YORK, Oct. 31, 2024 (GLOBE NEWSWIRE) — Cipher Mining Inc. (NASDAQ: CIFR) (“Cipher” or the “Company”) today announced results for its third quarter ended September 30, 2024, with an update on its operations and business strategy.
“We had a very busy third quarter, especially on the corporate and business development side,” said Tyler Page, CEO. “We were delighted to close our acquisition of the Barber Lake site, which has 300 MW immediately available for energization, and more recently, we also closed on our acquisition of the Reveille site, which is approved for 70 MW and has potential to scale to 200 MW. Looking to the future, we also created a pathway to become one of the largest data center developers in the world by finalizing the purchase of options to acquire three new sites with a total cumulative power capacity of up to 1.5 GW. Cipher’s active portfolio and options for development now total 2.5 GW across 10 sites.”
“We have made great progress in our discussions with hyperscalers in recent weeks as we seek our first HPC tenants while also continuing to build-out our bitcoin operations with the upgrade of our miner fleet at Odessa. Our operations and construction teams have extensive experience building tier 3 data centers, and we look forward to leveraging their broad skill sets as we expand our scope to bring on our first HPC tenants in the future.”
“Despite the headwind of record low hashprices for the bitcoin mining industry in the third quarter, our team delivered another set of solid results. The value of our Odessa power purchase agreement took a significant markdown given the passage of time and the drop in forward market prices for electricity, which contributed to the headline net loss this quarter. On an adjusted basis, our adjusted loss was nearly flat quarter-over-quarter, which we see as a testament to our low-cost unit economics given the known challenges presented to the entire industry in the first full quarter after the bitcoin halving. With our fleet upgrade at Odessa in the fourth quarter, we will be powering an extremely efficient fleet of rigs with industry-low costs for electricity, so we should be well-positioned for brighter bitcoin mining conditions going forward,” said Mr. Page.
Finance and Operations Highlights
Business Update Call and Webcast
The live webcast and a webcast replay of the conference call can be accessed from the investor relations section of Cipher’s website at https://investors.ciphermining.com. To access this conference call by telephone, register here to receive dial-in numbers and a unique PIN to join the call.
About Cipher
Cipher is focused on the development and operation of industrial-scale data centers for bitcoin mining and HPC hosting. Cipher aims to be a market leader in innovation, including in bitcoin mining growth, data center construction and as a hosting partner to the world’s largest HPC companies. To learn more about Cipher, please visit https://www.ciphermining.com/.
Forward Looking Statements
This press release contains certain forward-looking statements within the meaning of the federal securities laws of the United States. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Any statements made in this press release that are not statements of historical fact, such as, statements about our beliefs and expectations regarding our future results of operations and financial position, planned business model and strategy, timing and likelihood of success, capacity, functionality and timing of operation of data centers, expectations regarding the operations of data centers, potential strategic initiatives, such as joint ventures and partnerships, and management plans and objectives, are forward-looking statements and should be evaluated as such. These forward-looking statements generally are identified by the words “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “seeks,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “strategy,” “future,” “forecasts,” “opportunity,” “predicts,” “potential,” “would,” “will likely result,” “continue,” and similar expressions (including the negative versions of such words or expressions).
These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Cipher and our management, are inherently uncertain. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: volatility in the price of Cipher’s securities due to a variety of factors, including changes in the competitive and regulated industry in which Cipher operates, Cipher’s evolving business model and strategy and efforts we may make to modify aspects of our business model or engage in various strategic initiatives, variations in performance across competitors, changes in laws and regulations affecting Cipher’s business, and the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the Securities and Exchange Commission (“SEC”), as any such factors may be updated from time to time in the Company’s other filings with the SEC, including without limitation, the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024. These filings 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. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Cipher assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.
Non-GAAP Financial Measures
This press release includes supplemental financial measures, including Adjusted Earnings (Loss) and Adjusted Earnings (Loss) per share – diluted, in each case , which exclude the impact of (i) the non-cash change in fair value of derivative asset, (ii) share-based compensation expense, (iii) depreciation and amortization, (iv) deferred income tax expense, (v) nonrecurring gains and losses and (vi) the non-cash change in fair value of warrant liability. These supplemental financial measures are not a measurement of financial performance under accounting principles generally accepted in the United Stated (“GAAP”) and, as a result, these supplemental financial measures may not be comparable to similarly titled measures of other companies. Management uses these non-GAAP financial measures internally to help understand, manage, and evaluate our business performance and to help make operating decisions. We believe the use of these non-GAAP financial measures can also facilitate comparison of our operating results to those of our competitors.
Non-GAAP financial measures are subject to material limitations as they are not in accordance with, or a substitute for, measurements prepared in accordance with GAAP. For example, we expect that share-based compensation expense, which is excluded from the non-GAAP financial measures, will continue to be a significant recurring expense over the coming years and is an important part of the compensation provided to certain employees, officers and directors. Similarly, we expect that depreciation and amortization will continue to be an expense over the term of the useful life of the related assets. Our non-GAAP financial measures are not meant to be considered in isolation and should be read only in conjunction with our financial statements prepared in accordance with GAAP. We rely primarily on such financial statements to understand, manage and evaluate our business performance and use the non-GAAP financial measures only supplementally.
Contacts:
Investor Contact:
Josh Kane
Head of Investor Relations at Cipher Mining
josh.kane@ciphermining.com
Media Contact:
Ryan Dicovitsky / Kendal Till
Dukas Linden Public Relations
CipherMining@DLPR.com
| CIPHER MINING INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except for share and per share amounts) (unaudited) |
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| September 30, 2024 |
December 31, 2023 |
||||||
| ASSETS | |||||||
| Current assets | |||||||
| Cash and cash equivalents | $ | 25,342 | $ | 86,105 | |||
| Accounts receivable | 226 | 622 | |||||
| Receivables, related party | 59 | 245 | |||||
| Prepaid expenses and other current assets | 3,488 | 3,670 | |||||
| Bitcoin | 95,459 | 32,978 | |||||
| Derivative asset | 27,185 | 31,878 | |||||
| Total current assets | 151,759 | 155,498 | |||||
| Restricted cash | 14,392 | – | |||||
| Property and equipment, net | 310,699 | 243,815 | |||||
| Deposits on equipment | 144,573 | 30,812 | |||||
| Intangible assets, net | 25,742 | 8,109 | |||||
| Investment in equity investees | 54,973 | 35,258 | |||||
| Derivative asset | 47,225 | 61,713 | |||||
| Operating lease right-of-use asset | 10,564 | 7,077 | |||||
| Security deposits | 15,301 | 23,855 | |||||
| Other noncurrent assets | 210 | – | |||||
| Total assets | $ | 775,438 | $ | 566,137 | |||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||
| Current liabilities | |||||||
| Accounts payable | $ | 13,154 | $ | 4,980 | |||
| Accounts payable, related party | – | 1,554 | |||||
| Accrued expenses and other current liabilities | 40,764 | 22,439 | |||||
| Finance lease liability, current portion | 3,695 | 3,404 | |||||
| Operating lease liability, current portion | 1,479 | 1,166 | |||||
| Warrant liability | – | 250 | |||||
| Total current liabilities | 59,092 | 33,793 | |||||
| Asset retirement obligation | 19,810 | 18,394 | |||||
| Finance lease liability | 8,319 | 11,128 | |||||
| Operating lease liability | 9,662 | 6,280 | |||||
| Deferred tax liability | 6,564 | 5,206 | |||||
| Total liabilities | 103,447 | 74,801 | |||||
| Commitments and contingencies (Note 13) | |||||||
| Stockholders’ equity | |||||||
| Preferred stock, $0.001 par value; 10,000,000 shares authorized, none issued and outstanding as of September 30, 2024, and December 31, 2023 | – | – | |||||
| Common stock, $0.001 par value, 500,000,000 shares authorized, 355,771,238 and 296,276,536 shares issued as of September 30, 2024 and December 31, 2023, respectively, and 347,800,186 and 290,957,862 shares outstanding as of September 30, 2024, and December 31, 2023, respectively | 356 | 296 | |||||
| Additional paid-in capital | 870,565 | 627,822 | |||||
| Accumulated deficit | (198,922 | ) | (136,777 | ) | |||
| Treasury stock, at par, 7,971,052 and 5,318,674 shares at September 30, 2024 and December 31, 2023, respectively | (8 | ) | (5 | ) | |||
| Total stockholders’ equity | 671,991 | 491,336 | |||||
| Total liabilities and stockholders’ equity | $ | 775,438 | $ | 566,137 | |||
| CIPHER MINING INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except for share and per share amounts) (unaudited) |
|||||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
| 2024 | 2023 | 2024 | 2023 | ||||||||||||
| Revenue – bitcoin mining | $ | 24,102 | $ | 30,304 | $ | 109,047 | $ | 83,423 | |||||||
| Costs and operating expenses (income) | |||||||||||||||
| Cost of revenue | 15,063 | 13,008 | 44,164 | 37,017 | |||||||||||
| Compensation and benefits | 14,738 | 17,071 | 44,058 | 41,676 | |||||||||||
| General and administrative | 8,919 | 6,827 | 23,362 | 20,977 | |||||||||||
| Depreciation and amortization | 28,636 | 16,217 | 66,131 | 42,284 | |||||||||||
| Change in fair value of derivative asset | 48,520 | (4,744 | ) | 19,181 | (13,294 | ) | |||||||||
| Power sales | (1,444 | ) | (2,720 | ) | (3,726 | ) | (8,469 | ) | |||||||
| Equity in (income) losses of equity investees | (847 | ) | 1,998 | (1,008 | ) | 4,179 | |||||||||
| Losses (gains) on fair value of bitcoin | 1,911 | 1,848 | (22,336 | ) | (3,276 | ) | |||||||||
| Other gains | – | (95 | ) | – | (2,355 | ) | |||||||||
| Total costs and operating expenses | 115,496 | 49,410 | 169,826 | 118,739 | |||||||||||
| Operating loss | (91,394 | ) | (19,106 | ) | (60,779 | ) | (35,316 | ) | |||||||
| Other income (expense) | |||||||||||||||
| Interest income | 1,188 | 11 | 3,027 | 112 | |||||||||||
| Interest expense | (346 | ) | (627 | ) | (1,118 | ) | (1,513 | ) | |||||||
| Change in fair value of warrant liability | – | 10 | 250 | (49 | ) | ||||||||||
| Other expense | (4 | ) | (6 | ) | (1,235 | ) | (18 | ) | |||||||
| Total other income (expense) | 838 | (612 | ) | 924 | (1,468 | ) | |||||||||
| Loss before taxes | (90,556 | ) | (19,718 | ) | (59,855 | ) | (36,784 | ) | |||||||
| Current income tax expense | (211 | ) | (95 | ) | (932 | ) | (143 | ) | |||||||
| Deferred income tax benefit (expense) | 4,013 | 1,192 | (1,358 | ) | 555 | ||||||||||
| Total income tax benefit (expense) | 3,802 | 1,097 | (2,290 | ) | 412 | ||||||||||
| Net loss | $ | (86,754 | ) | $ | (18,621 | ) | $ | (62,145 | ) | $ | (36,372 | ) | |||
| Loss per share – basic and diluted | $ | (0.26 | ) | $ | (0.07 | ) | $ | (0.20 | ) | $ | (0.15 | ) | |||
| Weighted average shares outstanding – basic | 332,680,037 | 251,789,350 | 314,820,110 | 249,858,033 | |||||||||||
| Weighted average shares outstanding – diluted | 332,680,037 | 251,789,350 | 314,820,110 | 249,858,033 | |||||||||||
| CIPHER MINING INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (unaudited) |
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| Nine Months Ended September 30, | |||||||
| 2024 | 2023 | ||||||
| Cash flows from operating activities | |||||||
| Net loss | $ | (62,145 | ) | $ | (36,372 | ) | |
| Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
| Depreciation | 65,661 | 42,284 | |||||
| Amortization of intangible assets | 470 | – | |||||
| Amortization of operating right-of-use asset | 888 | 688 | |||||
| Share-based compensation | 31,865 | 28,687 | |||||
| Equity in losses (gains) of equity investees | (1,008 | ) | 4,179 | ||||
| Non-cash lease expense | 429 | 1,477 | |||||
| Other | (1,235 | ) | – | ||||
| Deferred income taxes | 1,358 | (555 | ) | ||||
| Bitcoin received as payment for services | (109,443 | ) | (83,161 | ) | |||
| Change in fair value of derivative asset | 19,181 | (13,294 | ) | ||||
| Change in fair value of warrant liability | (250 | ) | 49 | ||||
| Gains on fair value of bitcoin | (22,336 | ) | (3,276 | ) | |||
| Changes in assets and liabilities: | |||||||
| Accounts receivable | 396 | (262 | ) | ||||
| Receivables, related party | 186 | (958 | ) | ||||
| Prepaid expenses and other current assets | 182 | 3,238 | |||||
| Security deposits | 16,851 | 144 | |||||
| Other non-current assets | (210 | ) | – | ||||
| Accounts payable | 565 | 2,366 | |||||
| Accounts payable, related party | – | (1,529 | ) | ||||
| Accrued expenses and other current liabilities | 62 | 10,732 | |||||
| Lease liabilities | – | (762 | ) | ||||
| Net cash used in operating activities | (58,533 | ) | (46,325 | ) | |||
| Cash flows from investing activities | |||||||
| Proceeds from sale of bitcoin | 79,786 | 78,729 | |||||
| Deposits on equipment | (135,263 | ) | (4,533 | ) | |||
| Purchases of property and equipment | (92,373 | ) | (32,980 | ) | |||
| Purchases and development of software | (1,059 | ) | – | ||||
| Purchase of strategic contracts | (17,044 | ) | – | ||||
| Capital distributions from equity investees | – | 3,807 | |||||
| Investment in equity investees | (29,194 | ) | (3,545 | ) | |||
| Prepayments on financing lease | – | (3,676 | ) | ||||
| Net cash (used in) provided by investing activities | (195,147 | ) | 37,802 | ||||
| Cash flows from financing activities | |||||||
| Proceeds from the issuance of common stock | 225,181 | 11,644 | |||||
| Offering costs paid for the issuance of common stock | (3,487 | ) | (298 | ) | |||
| Repurchase of common shares to pay employee withholding taxes | (10,760 | ) | (3,224 | ) | |||
| Principal payments on financing lease | (3,625 | ) | (8,184 | ) | |||
| Net cash provided by (used in) financing activities | 207,309 | (62 | ) | ||||
| Net decrease in cash, cash equivalents, and restricted cash | (46,371 | ) | (8,585 | ) | |||
| Cash, cash equivalents, and restricted cash, beginning of the period | 86,105 | 11,927 | |||||
| Cash and cash equivalents, and restricted cash, end of the period | $ | 39,734 | $ | 3,342 | |||
| Nine Months Ended September 30, | |||||||
| 2024 | 2023 | ||||||
| Supplemental disclosure of noncash investing and financing activities | |||||||
| Reclassification of deposits on equipment to property and equipment | $ | 21,502 | $ | 74,186 | |||
| Property and equipment purchases in accounts payable and accrued expenses | $ | 17,422 | $ | – | |||
| Bitcoin received from equity investees | $ | 10,487 | $ | 317 | |||
| Settlement of related party payable related to master services and supply agreement | $ | 1,554 | $ | – | |||
| Right-of-use asset obtained in exchange for finance lease liability | $ | 4,375 | $ | 14,212 | |||
| Sales tax accrual on machine purchases | $ | 1,388 | $ | 1,837 | |||
| Equity method investment acquired for non-cash consideration | $ | – | $ | 1,926 | |||
| Finance lease cost in accrued expenses | $ | – | $ | 2,060 | |||
The following table provides a reconciliation of Cash and cash equivalents together with Restricted cash as reported within the Condensed Consolidated Balance Sheets to the sum of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows.
| Nine Months Ended September 30, | |||||||
| 2024 | 2023 | ||||||
| Cash and cash equivalents | $ | 25,342 | $ | 3,342 | |||
| Restricted cash | $ | 14,392 | $ | – | |||
| Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | $ | 39,734 | $ | 3,342 | |||
Non-GAAP Financial Measures
The following are reconciliations of our Adjusted Earnings (Loss) and Adjusted Earnings (Loss) per share – diluted, in each case excluding the impact of (i) the non-cash change in fair value of derivative asset, (ii) share-based compensation expense, (iii) depreciation and amortization, (iv) deferred income tax expense, (v) nonrecurring gains and losses and (vi) the non-cash change in fair value of warrant liability, to the most directly comparable GAAP measures for the periods indicated (in thousands, except for per share amounts):
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
| 2024 | 2023 | 2024 | 2023 | ||||||||||||
| Reconciliation of Adjusted Earnings: | |||||||||||||||
| Net loss | $ | (86,754 | ) | $ | (18,621 | ) | $ | (62,145 | ) | $ | (36,372 | ) | |||
| Change in fair value of derivative asset | 48,520 | (4,744 | ) | 19,181 | (13,294 | ) | |||||||||
| Share-based compensation expense | 10,211 | 10,699 | 31,865 | 17,988 | |||||||||||
| Depreciation and amortization | 28,636 | 16,217 | 66,131 | 42,284 | |||||||||||
| Deferred income tax expense | (4,013 | ) | (1,192 | ) | 1,358 | (555 | ) | ||||||||
| Other gains – nonrecurring | – | (95 | ) | – | (2,355 | ) | |||||||||
| Change in fair value of warrant liability | – | (10 | ) | (250 | ) | 49 | |||||||||
| Adjusted (loss) earnings | $ | (3,400 | ) | $ | 2,254 | $ | 56,140 | $ | 7,745 | ||||||
| Reconciliation of Adjusted Earnings per share – diluted: | |||||||||||||||
| Net loss per share – diluted | $ | (0.26 | ) | $ | (0.07 | ) | $ | (0.20 | ) | $ | (0.15 | ) | |||
| Change in fair value of derivative asset per diluted share | 0.14 | (0.02 | ) | 0.07 | (0.05 | ) | |||||||||
| Share-based compensation expense per diluted share | 0.03 | 0.04 | 0.10 | 0.07 | |||||||||||
| Depreciation and amortization per diluted share | 0.09 | 0.06 | 0.21 | 0.17 | |||||||||||
| Deferred income tax expense per diluted share | (0.01 | ) | — | — | — | ||||||||||
| Other gains – nonrecurring per diluted share | — | — | — | (0.01 | ) | ||||||||||
| Change in fair value of warrant liability per diluted share | — | — | — | — | |||||||||||
| Adjusted (loss) earnings per diluted share | $ | (0.01 | ) | $ | 0.01 | $ | 0.18 | $ | 0.03 | ||||||
Source: GlobeNewswire (MIL-OSI)
– Follows initial 10,000 miner hosting agreement announced in September –
– Agreement supports 2.2 EH/s –
This news release constitutes a “designated news release” for the purposes of the Company’s amended and restated prospectus supplement dated October 4, 2024, to its short form base shelf prospectus dated November 10, 2023.
TORONTO, Ontario and BROSSARD, Québec, Oct. 31, 2024 (GLOBE NEWSWIRE) — Bitfarms Ltd. (NASDAQ/TSX: BITF) (“Bitfarms” or the “Company”), a global leader in vertically integrated Bitcoin data center operations, has, through one of its subsidiaries, entered into a second miner hosting agreement (the “Hosting Agreement”) with Stronghold Digital Mining Hosting, LLC, a subsidiary of Stronghold Digital Mining, Inc. (NASDAQ: SDIG) (“Stronghold”) at Stronghold’s Scrubgrass site in Pennsylvania.
Under the terms of the Hosting Agreement, Bitfarms will deploy an additional 10,000 miners, originally expected to be used for its Yguazu, Paraguay site, to Stronghold’s Scrubgrass site. Energization is anticipated to start in December 2024.
“Optimizing our assets with these rapid upgrades at Stronghold’s Pennsylvania sites will provide significant near-term value for Bitfarms,” stated Ben Gagnon, CEO. “The 20,000 miners we are deploying at the two sites between the two hosting agreements will boast efficiency of ~20.5 w/TH, continuing to improve our overall fleet efficiency. Vertically integrating our operations with Stronghold’s existing power generation infrastructure reduces capital expenditure requirements and allows us to take greater control over our cost of power via energy trading and better utilization of the T21’s wide range of operating modes. We look forward to completing our acquisition of Stronghold and executing our strategy to increase our U.S. footprint and diversify beyond Bitcoin mining.”
The initial term of the Hosting Agreement will expire on December 31, 2025, after which it will automatically renew for additional one-year periods unless either party provides written notice of non-renewal. Pursuant to the Hosting Agreement, Bitfarms will pay Stronghold a monthly fee equal to fifty percent of the profit generated by the Bitfarms miners. In connection with the execution of the Hosting Agreement, Bitfarms also deposited with Stronghold $7.8 million, equal to the estimated cost of power for three months of operations of the Bitfarms miners, which will be refundable in full to Bitfarms at the end of the initial term.
About Bitfarms
Founded in 2017, Bitfarms is a global vertically integrated Bitcoin data center company that contributes its computational power to one or more mining pools from which it receives payment in Bitcoin. Bitfarms develops, owns, and operates vertically integrated mining facilities with in-house management and company-owned electrical engineering, installation service, and multiple onsite technical repair centers. The Company’s proprietary data analytics system delivers best-in-class operational performance and uptime.
Bitfarms currently has 12 operating Bitcoin data centers and two under development, as well as hosting agreements with two data centers, in four countries: Canada, the United States, Paraguay, and Argentina. Powered predominantly by environmentally friendly hydro-electric and long-term power contracts, Bitfarms is committed to using sustainable and often underutilized energy infrastructure.
To learn more about Bitfarms’ events, developments, and online communities:
www.bitfarms.com
https://www.facebook.com/bitfarms/
https://twitter.com/Bitfarms_io
https://www.instagram.com/bitfarms/
https://www.linkedin.com/company/bitfarms/
Glossary of Terms
Forward-Looking Statements
This news release contains certain “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) that are based on expectations, estimates and projections as at the date of this news release and are covered by safe harbors under Canadian and United States securities laws. The statements and information in this release regarding the impact of the Hosting Agreement, projected growth, target hashrate, opportunities relating to the Company’s geographical diversification and expansion, deployment of miners as well as the timing therefor, closing of the Stronghold acquisition on a timely basis and on the terms as announced, , the ability to gain access to additional electrical power and grow hashrate of the Stronghold business, performance of the plants and equipment upgrades and the impact on operating capacity including the target hashrate and multi-year expansion capacity, the opportunities to leverage Bitfarms’ proven expertise to successfully enhance energy efficiency and hashrate, and other statements regarding future growth, plans and objectives of the Company are forward-looking information.
Any statements that involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “prospects”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information.
This forward-looking information is based on assumptions and estimates of management of Bitfarms at the time they were made, and involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements of Bitfarms to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors, risks and uncertainties include, among others: receipt of the approval of the shareholders of Stronghold and the Toronto Stock Exchange for the Stronghold acquisition as well as other applicable regulatory approvals; that the Stronghold acquisition may not close within the timeframe anticipated or at all or may not close on the terms and conditions currently anticipated by the parties for a number of reasons including, without limitation, as a result of a failure to satisfy the conditions to closing of the Stronghold acquisition; the construction and operation of new facilities may not occur as currently planned, or at all; expansion of existing facilities may not materialize as currently anticipated, or at all; new miners may not perform up to expectations; revenue may not increase as currently anticipated, or at all; the ongoing ability to successfully mine digital currency is not assured; failure of the equipment upgrades to be installed and operated as planned; the availability of additional power may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the power purchase agreements and economics thereof may not be as advantageous as expected; potential environmental cost and regulatory penalties due to the operation of the Stronghold plants which entail environmental risk and certain additional risk factors particular to the business of Stronghold including, land reclamation requirements may be burdensome and expensive, changes in tax credits related to coal refuse power generation could have a material adverse effect on the business, financial condition, results of operations and future development efforts, competition in power markets may have a material adverse effect on the results of operations, cash flows and the market value of the assets, the business is subject to substantial energy regulation and may be adversely affected by legislative or regulatory changes, as well as liability under, or any future inability to comply with, existing or future energy regulations or requirements, the operations are subject to a number of risks arising out of the threat of climate change, and environmental laws, energy transitions policies and initiatives and regulations relating to emissions and coal residue management, which could result in increased operating and capital costs and reduce the extent of business activities, operation of power generation facilities involves significant risks and hazards customary to the power industry that could have a material adverse effect on our revenues and results of operations, and there may not have adequate insurance to cover these risks and hazards, employees, contractors, customers and the general public may be exposed to a risk of injury due to the nature of the operations, limited experience with carbon capture programs and initiatives and dependence on third-parties, including consultants, contractors and suppliers to develop and advance carbon capture programs and initiatives, and failure to properly manage these relationships, or the failure of these consultants, contractors and suppliers to perform as expected, could have a material adverse effect on the business, prospects or operations; the digital currency market; the ability to successfully mine digital currency; it may not be possible to profitably liquidate the current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on operations; an increase in network difficulty may have a significant negative impact on operations; the volatility of digital currency prices; the anticipated growth and sustainability of hydroelectricity for the purposes of cryptocurrency mining in the applicable jurisdictions; the inability to maintain reliable and economical sources of power to operate cryptocurrency mining assets; the risks of an increase in electricity costs, cost of natural gas, changes in currency exchange rates, energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which Bitfarms and Stronghold operate and the potential adverse impact on profitability; future capital needs and the ability to complete current and future financings, including Bitfarms’ ability to utilize an at-the-market offering program ( “ATM Program”) and the prices at which securities may be sold in such ATM Program, as well as capital market conditions in general; share dilution resulting from an ATM Program and from other equity issuances; volatile securities markets impacting security pricing unrelated to operating performance; the risk that a material weakness in internal control over financial reporting could result in a misstatement of financial position that may lead to a material misstatement of the annual or interim consolidated financial statements if not prevented or detected on a timely basis; historical prices of digital currencies and the ability to mine digital currencies that will be consistent with historical prices; and the adoption or expansion of any regulation or law that will prevent Bitfarms from operating its business, or make it more costly to do so. For further information concerning these and other risks and uncertainties, refer to Bitfarms’ filings on www.sedarplus.ca (which are also available on the website of the U.S. Securities and Exchange Commission (the “SEC”) at www.sec.gov), including the MD&A for the year-ended December 31, 2023, filed on March 7, 2024 and the MD&A for the three and six months ended June 30, 2024 filed on August 8, 2024, and its registration statement on Form F-4 (File No. 333-282657) filed by Bitfarms with the SEC (the “registration statement”), which includes a proxy statement of Stronghold that also constitutes a prospectus of Bitfarms (the “proxy statement/prospectus”). Although Bitfarms has attempted to identify important factors that could cause actual results to differ materially from those expressed in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended, including factors that are currently unknown to or deemed immaterial by Bitfarms. There can be no assurance that such statements will prove to be accurate as actual results, and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on any forward-looking information. Bitfarms does not undertake any obligation to revise or update any forward-looking information other than as required by law. Trading in the securities of the Company should be considered highly speculative. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. Neither the Toronto Stock Exchange, Nasdaq, or any other securities exchange or regulatory authority accepts responsibility for the adequacy or accuracy of this release.
Additional Information about the Merger and Where to Find It
This communication relates to a proposed merger between Stronghold and Bitfarms. In connection with the proposed merger, Bitfarms has filed the registration statement with the SEC. After the registration statement is declared effective, Stronghold will mail the proxy statement/prospectus to its shareholders. This communication is not a substitute for the registration statement, the proxy statement/prospectus or any other relevant documents Bitfarms and Stronghold has filed or will file with the SEC. Investors are urged to read the proxy statement/prospectus (including all amendments and supplements thereto) and other relevant documents filed with the SEC carefully and in their entirety if and when they become available because they will contain important information about the proposed merger and related matters.
Investors may obtain free copies of the registration statement, the proxy statement/prospectus and other relevant documents filed by Bitfarms and Stronghold with the SEC, when they become available, through the website maintained by the SEC at www sec.gov. Copies of the documents may also be obtained for free from Bitfarms by contacting Bitfarms’ Investor Relations Department at investors@bitfarms.com and from Stronghold by contacting Stronghold’s Investor Relations Department at SDIG@gateway-grp.com.
No Offer or Solicitation
This communication is not intended to and does not constitute an offer to sell or the solicitation of an offer to buy, sell or solicit any securities or any proxy, 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. No offer of securities shall be deemed to be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Participants in Solicitation Relating to the Merger
Bitfarms, Stronghold, their respective directors and certain of their respective executive officers may be deemed to be participants in the solicitation of proxies from Stronghold’s shareholders in respect of the proposed merger. Information regarding Bitfarms’ directors and executive officers can be found in Bitfarms’ annual information form for the year ended December 31, 2023, filed on March 7, 2024, as well as its other filings with the SEC. Information regarding Stronghold’s directors and executive officers can be found in Stronghold’s proxy statement for its 2024 annual meeting of stockholders, filed with the SEC on April 29, 2024, and supplemented on June 7, 2024, and in its Form 10-K for the year ended December 31, 2023, filed with the SEC on March 8, 2024. This communication may be deemed to be solicitation material in respect of the proposed merger. Additional information regarding the interests of such potential participants, including their respective interests by security holdings or otherwise, is set forth in the proxy statement/prospectus and other relevant documents filed with the SEC in connection with the proposed merger if and when they become available. These documents are available free of charge on the SEC’s website and from Bitfarms and Stronghold using the sources indicated above.
Investor Relations Contacts:
Bitfarms
Tracy Krumme
SVP, Head of IR & Corp. Comms.
+1 786-671-5638
tkrumme@bitfarms.com
Media Contacts:
Québec: Tact
Louis-Martin Leclerc
+1 418-693-2425
lmleclerc@tactconseil.ca
Source: GlobeNewswire (MIL-OSI)
MANCHESTER, N.H., Oct. 31, 2024 (GLOBE NEWSWIRE) — Allegro MicroSystems, Inc. (“Allegro” or the “Company”) (Nasdaq: ALGM), a global leader in power and sensing semiconductor solutions for motion control and energy efficient systems, today announced financial results for its second quarter ended September 27, 2024.
“We delivered results in-line with our commitments. Second quarter sales were $187 million, with sequential growth in both Automotive and Industrial and Other end markets. Non-GAAP EPS was $0.08, at the high end of our outlook,” said Vineet Nargolwala, President and CEO of Allegro. “We are encouraged by the continued demand for our differentiated solutions and the progress made by our customers and partners to rebalance their inventories. We continue to invest for growth to extend our market leadership. The accelerating pace of our new product introductions, as evidenced by our latest product releases, sets the stage for significant growth momentum in the near future.”
Second Quarter Financial Highlights:
| In thousands, except per share data | Three-Month Period Ended | Six-Month Period Ended | ||||||||||||||||||
| September 27, 2024 |
June 28, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
||||||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||||||||
| Net Sales | ||||||||||||||||||||
| Automotive | $ | 141,893 | $ | 131,184 | $ | 197,321 | $ | 273,077 | $ | 382,751 | ||||||||||
| Industrial and other | 45,498 | 35,735 | 78,188 | 81,233 | 171,051 | |||||||||||||||
| Total net sales | $ | 187,391 | $ | 166,919 | $ | 275,509 | $ | 354,310 | $ | 553,802 | ||||||||||
| GAAP Financial Measures | ||||||||||||||||||||
| Gross margin % | 45.7 | % | 44.8 | % | 57.9 | % | 45.3 | % | 57.3 | % | ||||||||||
| Operating margin % | 2.2 | % | (6.4 | )% | 26.5 | % | (1.9 | )% | 25.9 | % | ||||||||||
| Diluted EPS | $ | (0.18 | ) | $ | (0.09 | ) | $ | 0.34 | $ | (0.27 | ) | $ | 0.65 | |||||||
| Non-GAAP Financial Measures | ||||||||||||||||||||
| Gross margin % | 48.8 | % | 48.8 | % | 58.3 | % | 48.8 | % | 58.1 | % | ||||||||||
| Operating margin % | 11.7 | % | 6.0 | % | 31.3 | % | 9.0 | % | 31.0 | % | ||||||||||
| Diluted EPS | $ | 0.08 | $ | 0.03 | $ | 0.40 | $ | 0.11 | $ | 0.79 | ||||||||||
Business Outlook
For the third quarter of fiscal year 2025 ending December 27, 2024, the Company expects net sales to be in the range of $170 million to $180 million. This outlook comprehends continued progress toward vehicle electrification and ongoing inventory rebalancing as reflected in the latest third-party estimates, as well as typical December quarter seasonality. The Company also estimates the following results on a non-GAAP basis:
Allegro has not provided a reconciliation of its third fiscal quarter outlook for non-GAAP Gross Margin, non-GAAP Interest Expense, and non-GAAP Diluted Earnings per Share because estimates of all of the reconciling items cannot be provided without unreasonable efforts. It is difficult to reasonably provide a forward-looking estimate between such forward-looking non-GAAP measures and the comparable forward-looking U.S. generally accepted accounting principles (“GAAP”) measures. Certain factors that are materially significant to Allegro’s ability to estimate these items are out of its control and/or cannot be reasonably predicted.
Earnings Webcast
A webcast will be held on Thursday, October 31, 2024 at 8:30 a.m., Eastern Time. Vineet Nargolwala, President and Chief Executive Officer, and Derek P. D’Antilio, Executive Vice President and Chief Financial Officer, will discuss Allegro’s business and financial results.
The webcast will be available on the Investor Relations section of the Company’s website at investors.allegromicro.com. A recording of the webcast will be posted in the same location shortly after the call concludes and will be available for at least 90 days.
About Allegro MicroSystems
Allegro MicroSystems is a leading global designer, developer, fabless manufacturer and marketer of sensor integrated circuits (“ICs”) and application-specific analog power ICs enabling emerging technologies in the automotive and industrial markets. Allegro’s diverse product portfolio provides efficient and reliable solutions for the electrification of vehicles, automotive ADAS safety features, automation for Industry 4.0 and power saving technologies for data centers and clean energy applications.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, contained in this press release including statements regarding our future results of operations and financial position, business strategy, prospective products and the plans and objectives of management for future operations, including, among others, statements regarding the liquidity, growth and profitability strategies and factors affecting our business are forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.
Without limiting the foregoing, in some cases, you can identify forward-looking statements by terms such as “aim,” “may,” “will,” “should,” “expect,” “exploring,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “would,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” “seek,” or “continue” or the negative of these terms or other similar expressions, although not all forward-looking statements contain these words. No forward-looking statement is a guarantee of future results, performance or achievements, and one should avoid placing undue reliance on such statements.
Forward-looking statements are based on our management’s current expectations, beliefs and assumptions and on information currently available to us. Such beliefs and assumptions may or may not prove to be correct. Additionally, such forward-looking statements are subject to a number of known and unknown risks, uncertainties and assumptions, and actual results may differ materially from those expressed or implied in the forward-looking statements due to various factors, including, but not limited to, those identified in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended March 29, 2024, as any such factors may be updated from time to time in our Quarterly Reports on Form 10-Q and our other filings with the Securities and Exchange Commission (the “SEC”). These risks and uncertainties include, but are not limited to: downturns or volatility in general economic conditions; our ability to compete effectively, expand our market share and increase our net sales and profitability; our reliance on a limited number of third-party semiconductor wafer fabrication facilities and suppliers of other materials; any failure to adjust purchase commitments and inventory management based on changing market conditions or customer demand; shifts in our product mix, customer mix or channel mix, which could negatively impact our gross margin; the cyclical nature of the semiconductor industry, including the analog segment in which we compete; any downturn or disruption in the automotive market or industry; our ability to successfully integrate the acquisition of other companies or technologies and products into our business; our ability to compensate for decreases in average selling prices of our products and increases in input costs; our ability to manage any sustained yield problems or other delays at our third-party wafer fabrication facilities or in the final assembly and test of our products; our ability to accurately predict our quarterly net sales and operating results and meet the expectations of investors; our dependence on manufacturing operations in the Philippines; our reliance on distributors to generate sales; events beyond our control impacting us, our key suppliers or our manufacturing partners; our ability to develop new product features or new products in a timely and cost-effective manner; our ability to manage growth; any slowdown in the growth of our end markets; the loss of one or more significant customers; our ability to meet customers’ quality requirements; uncertainties related to the design win process and our ability to recover design and development expenses and to generate timely or sufficient net sales or margins; changes in government trade policies, including the imposition of export restrictions and tariffs; our exposures to warranty claims, product liability claims and product recalls; our dependence on international customers and operations; the availability of rebates, tax credits and other financial incentives on end-user demands for certain products; risks, liabilities, costs and obligations related to governmental regulations and other legal obligations, including export/trade control, privacy, data protection, information security, cybersecurity, consumer protection, environmental and occupational health and safety, antitrust, anti-corruption and anti-bribery, product safety, environmental protection, employment matters and tax; the volatility of currency exchange rates; our ability to raise capital to support our growth strategy; our indebtedness may limit our flexibility to operate our business; our ability to effectively manage our growth and to retain key and highly skilled personnel; our ability to protect our proprietary technology and inventions through patents or trade secrets; our ability to commercialize our products without infringing third-party intellectual property rights; disruptions or breaches of our information technology systems or confidential information or those of our third-party service providers; our principal stockholders has substantial control over us; anti-takeover provisions in our organizational documents and under the General Corporation Law of the State of Delaware; any failure to design, implement or maintain effective internal control over financial reporting; changes in tax rates or the adoption of new tax legislation; the negative impacts of sustained inflation on our business; the physical, transition and litigation risks presented by climate change; and other events beyond our control. Moreover, we operate in an evolving environment. New risk factors and uncertainties may emerge from time to time, and it is not possible for management to predict all risk factors and uncertainties.
You should read this press release and the documents that we reference completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements. All forward-looking statements speak only as of the date of this press release, and except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements, whether as a result of any new information, future events, changed circumstances or otherwise.
This press release includes certain non-GAAP financial measures as defined by the SEC rules. These non-GAAP financial measures are provided in addition to, and not as a substitute for or superior to measures of, financial performance prepared in accordance with GAAP. There are a number of limitations related to the use of these non-GAAP financial measures versus their nearest GAAP equivalents. For example, other companies may calculate non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of the presented non-GAAP financial measures as tools for comparison.
This press release may not be reproduced, forwarded to any person or published, in whole or in part.
| ALLEGRO MICROSYSTEMS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts) (Unaudited) |
||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||
| September 27, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
|||||||||||||
| Net sales | $ | 187,391 | $ | 275,509 | $ | 354,310 | $ | 553,802 | ||||||||
| Cost of goods sold | 101,729 | 116,006 | 193,877 | 236,349 | ||||||||||||
| Gross profit | 85,662 | 159,503 | 160,433 | 317,453 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Research and development | 43,510 | 43,428 | 88,714 | 86,403 | ||||||||||||
| Selling, general and administrative | 38,085 | 43,160 | 78,282 | 87,389 | ||||||||||||
| Total operating expenses | 81,595 | 86,588 | 166,996 | 173,792 | ||||||||||||
| Operating income (loss) | 4,067 | 72,915 | (6,563 | ) | 143,661 | |||||||||||
| Interest and other (expense) income | (12,398 | ) | 156 | (18,341 | ) | (2,486 | ) | |||||||||
| Loss on change in fair value of forward repurchase contract | (34,752 | ) | — | (34,752 | ) | — | ||||||||||
| (Loss) income before income taxes | (43,083 | ) | 73,071 | (59,656 | ) | 141,175 | ||||||||||
| Income tax (benefit) provision | (9,470 | ) | 7,400 | (8,430 | ) | 14,615 | ||||||||||
| Net (loss) income | (33,613 | ) | 65,671 | (51,226 | ) | 126,560 | ||||||||||
| Net income attributable to non-controlling interests | 62 | 54 | 124 | 93 | ||||||||||||
| Net (loss) income attributable to Allegro MicroSystems, Inc. | $ | (33,675 | ) | $ | 65,617 | $ | (51,350 | ) | $ | 126,467 | ||||||
| Net (loss) income per common share attributable to Allegro MicroSystems, Inc.: | ||||||||||||||||
| Basic | $ | (0.18 | ) | $ | 0.34 | $ | (0.27 | ) | $ | 0.66 | ||||||
| Diluted | $ | (0.18 | ) | $ | 0.34 | $ | (0.27 | ) | $ | 0.65 | ||||||
| Weighted average shares outstanding: | ||||||||||||||||
| Basic | 189,182,850 | 192,431,094 | 191,324,281 | 192,214,210 | ||||||||||||
| Diluted | 189,182,850 | 195,100,855 | 191,324,281 | 195,055,495 | ||||||||||||
Supplemental Schedule of Total Net Sales
The following table summarizes total net sales by market within the Company’s unaudited condensed consolidated statements of operations:
| Three-Month Period Ended | Change | Six-Month Period Ended | Change | |||||||||||||||||||||||||||||
| September 27, 2024 |
September 29, 2023 |
Amount | % | September 27, 2024 |
September 29, 2023 |
Amount | % | |||||||||||||||||||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||||||||||||||||||||||
| Automotive | $ | 141,893 | $ | 197,321 | $ | (55,428 | ) | (28 | )% | $ | 273,077 | $ | 382,751 | $ | (109,674 | ) | (29 | )% | ||||||||||||||
| Industrial and other | 45,498 | 78,188 | (32,690 | ) | (42 | )% | 81,233 | 171,051 | (89,818 | ) | (53 | )% | ||||||||||||||||||||
| Total net sales | $ | 187,391 | $ | 275,509 | $ | (88,118 | ) | (32 | )% | $ | 354,310 | $ | 553,802 | $ | (199,492 | ) | (36 | )% | ||||||||||||||
| ALLEGRO MICROSYSTEMS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) |
||||||||
| September 27, 2024 |
March 29, 2024 |
|||||||
| (Unaudited) | ||||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 188,751 | $ | 212,143 | ||||
| Restricted cash | 10,287 | 10,018 | ||||||
| Trade accounts receivable, net | 76,985 | 118,508 | ||||||
| Inventories | 176,648 | 162,302 | ||||||
| Prepaid income taxes | 38,636 | 31,908 | ||||||
| Prepaid expenses and other current assets | 32,253 | 33,584 | ||||||
| Current portion of related party notes receivable | — | 3,750 | ||||||
| Total current assets | 523,560 | 572,213 | ||||||
| Property, plant and equipment, net | 325,051 | 321,175 | ||||||
| Deferred income tax assets | 61,839 | 54,496 | ||||||
| Goodwill | 203,151 | 202,425 | ||||||
| Intangible assets, net | 266,753 | 276,854 | ||||||
| Related party notes receivable, less current portion | — | 4,688 | ||||||
| Equity investment in related party | 30,186 | 26,727 | ||||||
| Other assets | 81,577 | 72,025 | ||||||
| Total assets | $ | 1,492,117 | $ | 1,530,603 | ||||
| Liabilities, Non-Controlling Interests and Stockholders’ Equity | ||||||||
| Current liabilities: | ||||||||
| Trade accounts payable | $ | 50,245 | $ | 35,964 | ||||
| Amounts due to related party | 5,546 | 1,626 | ||||||
| Accrued expenses and other current liabilities | 62,742 | 76,389 | ||||||
| Current portion of long-term debt | 5,475 | 3,929 | ||||||
| Total current liabilities | 124,008 | 117,908 | ||||||
| Long-term debt | 396,056 | 249,611 | ||||||
| Other long-term liabilities | 33,345 | 31,368 | ||||||
| Total liabilities | 553,409 | 398,887 | ||||||
| Commitments and contingencies | ||||||||
| Stockholders’ Equity: | ||||||||
| Preferred stock | — | — | ||||||
| Common stock | 1,840 | 1,932 | ||||||
| Additional paid-in capital | 993,988 | 694,332 | ||||||
| (Accumulated deficit) retained earnings | (31,931 | ) | 463,012 | |||||
| Accumulated other comprehensive loss | (26,583 | ) | (28,841 | ) | ||||
| Equity attributable to Allegro MicroSystems, Inc. | 937,314 | 1,130,435 | ||||||
| Non-controlling interests | 1,394 | 1,281 | ||||||
| Total stockholders’ equity | 938,708 | 1,131,716 | ||||||
| Total liabilities, non-controlling interests and stockholders’ equity | $ | 1,492,117 | $ | 1,530,603 | ||||
| ALLEGRO MICROSYSTEMS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (Unaudited) |
||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||
| September 27, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
|||||||||||||
| Cash flows from operating activities: | ||||||||||||||||
| Net (loss) income | $ | (33,613 | ) | $ | 65,671 | $ | (51,226 | ) | $ | 126,560 | ||||||
| Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||||||||||||||||
| Depreciation and amortization | 15,997 | 15,080 | 32,455 | 29,353 | ||||||||||||
| Amortization of deferred financing costs | 306 | 73 | 1,087 | 107 | ||||||||||||
| Deferred income taxes | (2,796 | ) | (9,772 | ) | (7,795 | ) | (18,134 | ) | ||||||||
| Stock-based compensation | 11,545 | 10,877 | 21,663 | 21,919 | ||||||||||||
| Loss on change in fair value of forward repurchase contract | 34,752 | — | 34,752 | — | ||||||||||||
| Provisions for inventory and expected credit losses | 2,111 | 4,239 | 4,488 | 9,422 | ||||||||||||
| Change in fair value of marketable securities | — | (72 | ) | — | 3,579 | |||||||||||
| Other non-cash reconciling items | 6,563 | 43 | 6,577 | 43 | ||||||||||||
| Changes in operating assets and liabilities: | ||||||||||||||||
| Trade accounts receivable | (13,717 | ) | 2,676 | 41,417 | (7,645 | ) | ||||||||||
| Inventories | (2,845 | ) | (3,274 | ) | (18,831 | ) | (31,221 | ) | ||||||||
| Prepaid expenses and other assets | (14,093 | ) | (6,253 | ) | (15,808 | ) | (16,453 | ) | ||||||||
| Trade accounts payable | 13,470 | (15,736 | ) | 13,670 | 2,695 | |||||||||||
| Due to and from related parties | 695 | (3,990 | ) | 4,132 | 6,112 | |||||||||||
| Accrued expenses and other current and long-term liabilities | (2,828 | ) | (12,832 | ) | (16,838 | ) | (29,944 | ) | ||||||||
| Net cash provided by operating activities | 15,547 | 46,730 | 49,743 | 96,393 | ||||||||||||
| Cash flows from investing activities: | ||||||||||||||||
| Purchases of property, plant and equipment | (9,972 | ) | (31,191 | ) | (20,949 | ) | (76,101 | ) | ||||||||
| Sales of marketable securities | — | 6,204 | — | 16,175 | ||||||||||||
| Net cash used in investing activities | (9,972 | ) | (24,987 | ) | (20,949 | ) | (59,926 | ) | ||||||||
| Cash flows from financing activities: | ||||||||||||||||
| Loan made to affiliate | — | (4,000 | ) | — | (4,000 | ) | ||||||||||
| Net proceeds from Refinanced 2023 Term Loan Facility | 193,483 | — | 193,483 | — | ||||||||||||
| Payment of borrowings under 2023 Term Loan Facility | — | — | (50,000 | ) | — | |||||||||||
| Finance lease payments | (240 | ) | — | (385 | ) | — | ||||||||||
| Receipts on related party notes receivable | 937 | 937 | 1,875 | 1,875 | ||||||||||||
| Payments for taxes related to net share settlement of equity awards | (1,126 | ) | (1,669 | ) | (12,297 | ) | (14,091 | ) | ||||||||
| Proceeds from issuance of common stock under employee stock purchase plan | 1,987 | — | 1,987 | 1,899 | ||||||||||||
| Repurchases of common stock | (853,805 | ) | — | (853,805 | ) | — | ||||||||||
| Net proceeds from issuance of common stock | 665,850 | — | 665,850 | — | ||||||||||||
| Payment of debt issuance costs | — | — | — | (1,450 | ) | |||||||||||
| Net cash provided by (used in) financing activities | 7,086 | (4,732 | ) | (53,292 | ) | (15,767 | ) | |||||||||
| Effect of exchange rate changes on cash and cash equivalents and restricted cash | 2,200 | (901 | ) | 1,375 | (974 | ) | ||||||||||
| Net increase (decrease) in cash and cash equivalents and restricted cash | 14,861 | 16,110 | (23,123 | ) | 19,726 | |||||||||||
| Cash and cash equivalents and restricted cash at beginning of period | 184,177 | 362,321 | 222,161 | 358,705 | ||||||||||||
| Cash and cash equivalents and restricted cash at end of period: | $ | 199,038 | $ | 378,431 | $ | 199,038 | $ | 378,431 | ||||||||
Non-GAAP Financial Measures
In addition to the measures presented in our condensed consolidated financial statements, we regularly review other measures, defined as non-GAAP Financial Measures by the SEC, to evaluate our business, measure our performance, identify trends, prepare financial forecasts and make strategic decisions. The key measures we consider are non-GAAP Gross Profit, non-GAAP Gross Margin, non-GAAP Operating Expenses, non-GAAP Operating Income, non-GAAP Operating Margin, EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, non-GAAP Profit before Tax, non-GAAP Income Tax Provision, non-GAAP Effective Tax Rate, non-GAAP Net Income Attributable to Allegro MicroSystems, Inc, non-GAAP Basic and Diluted Earnings per Share, non-GAAP Free Cash Flow, and non-GAAP Free Cash Flow as percentage of net sales (collectively, the “Non-GAAP Financial Measures”). These Non-GAAP Financial Measures provide supplemental information regarding our operating performance on a non-GAAP basis that excludes certain gains, losses and charges of a non-cash nature or that occur relatively infrequently and/or that management considers to be unrelated to our core operations, and in the case of non-GAAP Income Tax Provision, management believes that this non-GAAP measure of income taxes provides it with the ability to evaluate the non-GAAP Income Tax Provision across different reporting periods on a consistent basis, independent of special items and discrete items, which may vary in size and frequency. These Non-GAAP Financial Measures are used by both management and our board of directors, together with the comparable GAAP information, in evaluating our current performance and planning our future business activities.
The Non-GAAP Financial Measures are supplemental measures of our performance that are neither required by, nor presented in accordance with, GAAP. These Non-GAAP Financial Measures should not be considered as substitutes for GAAP Financial Measures, such as gross profit, gross margin, net income or any other performance measures derived in accordance with GAAP. Also, in the future we may incur expenses or charges, such as those being adjusted in the calculation of these Non-GAAP Financial Measures. Our presentation of these Non-GAAP Financial Measures should not be construed as an inference that future results will be unaffected by unusual or nonrecurring items. These Non-GAAP Financial Measures exclude costs related to acquisition and related integration expenses, amortization of acquired intangible assets, stock-based compensation, restructuring actions, related party activities and other non-operational costs.
Non-GAAP Income Tax Provision
In calculating non-GAAP Income Tax Provision, we have added back the following to GAAP Income Tax Provision:
| Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin | ||||||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||||||
| September 27, 2024 |
June 28, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
||||||||||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||||||||||
| GAAP Gross Profit | $ | 85,662 | $ | 74,771 | $ | 159,503 | $ | 160,433 | $ | 317,453 | ||||||||||
| GAAP Gross Margin (% of net sales) | 45.7 | % | 44.8 | % | 57.9 | % | 45.3 | % | 57.3 | % | ||||||||||
| Non-GAAP adjustments | ||||||||||||||||||||
| Transaction-related costs | 10 | (1 | ) | — | 9 | — | ||||||||||||||
| Purchased intangible amortization | 4,875 | 4,875 | 273 | 9,750 | 675 | |||||||||||||||
| Restructuring costs | 16 | 1,200 | — | 1,216 | — | |||||||||||||||
| Stock-based compensation | 817 | 561 | 946 | 1,378 | 3,552 | |||||||||||||||
| Total Non-GAAP Adjustments | $ | 5,718 | $ | 6,635 | $ | 1,219 | $ | 12,353 | $ | 4,227 | ||||||||||
| Non-GAAP Gross Profit | $ | 91,380 | $ | 81,406 | $ | 160,722 | $ | 172,786 | $ | 321,680 | ||||||||||
| Non-GAAP Gross Margin (% of net sales) | 48.8 | % | 48.8 | % | 58.3 | % | 48.8 | % | 58.1 | % | ||||||||||
| Reconciliation of Non-GAAP Operating Expenses | ||||||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||||||
| September 27, 2024 |
June 28, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
||||||||||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||||||||||
| GAAP Operating Expenses | $ | 81,595 | $ | 85,401 | $ | 86,588 | $ | 166,996 | $ | 173,792 | ||||||||||
| Research and Development Expenses | ||||||||||||||||||||
| GAAP Research and Development Expenses | 43,510 | 45,204 | 43,428 | 88,714 | 86,403 | |||||||||||||||
| Non-GAAP adjustments | ||||||||||||||||||||
| Transaction-related costs | 206 | 1,029 | 2 | 1,235 | 9 | |||||||||||||||
| Restructuring costs | 260 | 169 | — | 429 | — | |||||||||||||||
| Stock-based compensation | 3,523 | 3,735 | 3,602 | 7,258 | 6,470 | |||||||||||||||
| Other costs(1) | 3 | — | — | 3 | — | |||||||||||||||
| Non-GAAP Research and Development Expenses | 39,518 | 40,271 | 39,824 | 79,789 | 79,924 | |||||||||||||||
| Selling, General and Administrative Expenses | ||||||||||||||||||||
| GAAP Selling, General and Administrative Expenses | 38,085 | 40,197 | 43,160 | 78,282 | 87,389 | |||||||||||||||
| Non-GAAP adjustments | ||||||||||||||||||||
| Transaction-related costs | 275 | 814 | 1,804 | 1,089 | 4,876 | |||||||||||||||
| Purchased intangible amortization | 535 | 535 | 357 | 1,070 | 715 | |||||||||||||||
| Restructuring costs | 2,046 | 1,045 | — | 3,091 | — | |||||||||||||||
| Stock-based compensation | 7,205 | 5,822 | 6,329 | 13,027 | 11,897 | |||||||||||||||
| Other costs(1) | (1,820 | ) | 811 | 100 | (1,009 | ) | 100 | |||||||||||||
| Non-GAAP Selling, General and Administrative Expenses | 29,844 | 31,170 | 34,570 | 61,014 | 69,801 | |||||||||||||||
| Total Non-GAAP Adjustments | 12,233 | 13,960 | 12,194 | 26,193 | 24,067 | |||||||||||||||
| Non-GAAP Operating Expenses | $ | 69,362 | $ | 71,441 | $ | 74,394 | $ | 140,803 | $ | 149,725 | ||||||||||
| (1) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure, such as project evaluation costs, which consist of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions. | ||||||||||||||||||||
| Reconciliation of Non-GAAP Operating Income and Non-GAAP Operating Margin | ||||||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||||||
| September 27, 2024 |
June 28, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
||||||||||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||||||||||
| GAAP Operating Income (Loss) | $ | 4,067 | $ | (10,630 | ) | $ | 72,915 | $ | (6,563 | ) | $ | 143,661 | ||||||||
| GAAP Operating Margin (% of net sales) | 2.2 | % | (6.4 | )% | 26.5 | % | (1.9 | )% | 25.9 | % | ||||||||||
| Transaction-related costs | 491 | 1,842 | 1,806 | 2,333 | 4,885 | |||||||||||||||
| Purchased intangible amortization | 5,410 | 5,410 | 630 | 10,820 | 1,390 | |||||||||||||||
| Restructuring costs | 2,322 | 2,414 | — | 4,736 | — | |||||||||||||||
| Stock-based compensation | 11,545 | 10,118 | 10,877 | 21,663 | 21,919 | |||||||||||||||
| Other costs(1) | (1,817 | ) | 811 | 100 | (1,006 | ) | 100 | |||||||||||||
| Total Non-GAAP Adjustments | $ | 17,951 | $ | 20,595 | $ | 13,413 | $ | 38,546 | $ | 28,294 | ||||||||||
| Non-GAAP Operating Income | $ | 22,018 | $ | 9,965 | $ | 86,328 | $ | 31,983 | $ | 171,955 | ||||||||||
| Non-GAAP Operating Margin (% of net sales) | 11.7 | % | 6.0 | % | 31.3 | % | 9.0 | % | 31.0 | % | ||||||||||
| (1) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure such as project evaluation costs, which consist of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions. | ||||||||||||||||||||
| Reconciliation of EBITDA and Adjusted EBITDA | ||||||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||||||
| September 27, 2024 |
June 28, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
||||||||||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||||||||||
| GAAP Net (Loss) Income | $ | (33,613 | ) | $ | (17,613 | ) | $ | 65,671 | $ | (51,226 | ) | $ | 126,560 | |||||||
| GAAP Net (Loss) Income Margin (% of net sales) | (17.9 | )% | (10.6 | )% | 23.8 | % | (14.5 | )% | 22.9 | % | ||||||||||
| Interest expense | 10,353 | 5,377 | 758 | 15,730 | 1,527 | |||||||||||||||
| Interest income | (420 | ) | (494 | ) | (850 | ) | (914 | ) | (1,693 | ) | ||||||||||
| Income tax (benefit) provision | (9,470 | ) | 1,040 | 7,400 | (8,430 | ) | 14,615 | |||||||||||||
| Depreciation & amortization | 15,997 | 16,458 | 15,145 | 32,455 | 29,418 | |||||||||||||||
| EBITDA | $ | (17,153 | ) | $ | 4,768 | $ | 88,124 | $ | (12,385 | ) | $ | 170,427 | ||||||||
| Transaction-related costs | 3,295 | 1,842 | 1,806 | 5,137 | 4,885 | |||||||||||||||
| Restructuring costs | 2,067 | 2,414 | — | 4,481 | — | |||||||||||||||
| Stock-based compensation | 11,545 | 10,118 | 10,877 | 21,663 | 21,919 | |||||||||||||||
| Loss on change in fair value of forward repurchase contract | 34,752 | — | — | 34,752 | — | |||||||||||||||
| Other costs(1) | (2,195 | ) | 2,807 | 1,301 | 612 | 5,890 | ||||||||||||||
| Adjusted EBITDA | $ | 32,311 | $ | 21,949 | $ | 102,108 | $ | 54,260 | $ | 203,121 | ||||||||||
| Adjusted EBITDA Margin (% of net sales) | 17.2 | % | 13.1 | % | 37.1 | % | 15.3 | % | 36.7 | % | ||||||||||
| (1) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure such as project evaluation costs, which consist of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions and income (loss) in earnings of equity investments. | ||||||||||||||||||||
| Reconciliation of Non-GAAP Profit before Tax | ||||||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||||||
| September 27, 2024 |
June 28, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
||||||||||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||||||||||
| GAAP (Loss) Income before Income Taxes | $ | (43,083 | ) | $ | (16,573 | ) | $ | 73,071 | $ | (59,656 | ) | $ | 141,175 | |||||||
| Transaction-related costs | 3,295 | 1,842 | 1,806 | 5,137 | 4,885 | |||||||||||||||
| Transaction-related interest | 141 | 709 | — | 850 | — | |||||||||||||||
| Purchased intangible amortization | 5,410 | 5,410 | 630 | 10,820 | 1,390 | |||||||||||||||
| Restructuring costs | 2,067 | 2,414 | — | 4,481 | — | |||||||||||||||
| Stock-based compensation | 11,545 | 10,118 | 10,877 | 21,663 | 21,919 | |||||||||||||||
| Loss on change in fair value of forward repurchase contract | 34,752 | — | — | 34,752 | — | |||||||||||||||
| Other costs(1) | 1,428 | 2,807 | 1,301 | 4,235 | 5,890 | |||||||||||||||
| Total Non-GAAP Adjustments | $ | 58,638 | $ | 23,300 | $ | 14,614 | $ | 81,938 | $ | 34,084 | ||||||||||
| Non-GAAP Profit before Tax | $ | 15,555 | $ | 6,727 | $ | 87,685 | $ | 22,282 | $ | 175,259 | ||||||||||
| (1) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure such as project evaluation costs, which consist of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions and income (loss) in earnings of equity investments. | ||||||||||||||||||||
| Reconciliation of Non-GAAP Income Tax Provision and Non-GAAP Effective Tax Rate | ||||||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||||||
| September 27, 2024 |
June 28, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
||||||||||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||||||||||
| GAAP Income Tax (Benefit) Provision | $ | (9,470 | ) | $ | 1,040 | $ | 7,400 | $ | (8,430 | ) | $ | 14,615 | ||||||||
| GAAP effective tax rate | 22.0 | % | (6.3 | )% | 10.1 | % | 14.1 | % | 10.4 | % | ||||||||||
| Tax effect of adjustments to GAAP results | 10,071 | (395 | ) | 2,554 | 9,676 | 6,380 | ||||||||||||||
| Non-GAAP Income Tax Provision | $ | 601 | $ | 645 | $ | 9,954 | $ | 1,246 | $ | 20,995 | ||||||||||
| Non-GAAP effective tax rate | 3.9 | % | 9.6 | % | 11.4 | % | 5.6 | % | 12.0 | % | ||||||||||
| Reconciliation of Non-GAAP Net Income Attributable to Allegro MicroSystems, Inc. and Non-GAAP Earnings per Share | ||||||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||||||
| September 27, 2024 |
June 28, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
||||||||||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||||||||||
| GAAP Net (Loss) Income Attributable to Allegro MicroSystems, Inc.(1) | $ | (33,675 | ) | $ | (17,675 | ) | $ | 65,617 | $ | (51,350 | ) | $ | 126,467 | |||||||
| GAAP Basic weighted average common shares | 189,182,850 | 193,465,708 | 192,431,094 | 191,324,281 | 192,214,210 | |||||||||||||||
| GAAP Diluted weighted average common shares | 189,182,850 | 193,465,708 | 195,100,855 | 191,324,281 | 195,055,495 | |||||||||||||||
| GAAP Basic (Loss) Earnings per Share | $ | (0.18 | ) | $ | (0.09 | ) | $ | 0.34 | $ | (0.27 | ) | $ | 0.66 | |||||||
| GAAP Diluted (Loss) Earnings per Share | $ | (0.18 | ) | $ | (0.09 | ) | $ | 0.34 | $ | (0.27 | ) | $ | 0.65 | |||||||
| Transaction-related costs | 3,295 | 1,842 | 1,806 | 5,137 | 4,885 | |||||||||||||||
| Transaction-related interest | 141 | 709 | — | 850 | — | |||||||||||||||
| Purchased intangible amortization | 5,410 | 5,410 | 630 | 10,820 | 1,390 | |||||||||||||||
| Restructuring costs | 2,067 | 2,414 | — | 4,481 | — | |||||||||||||||
| Stock-based compensation | 11,545 | 10,118 | 10,877 | 21,663 | 21,919 | |||||||||||||||
| Loss on change in fair value of forward repurchase contract | 34,752 | — | — | 34,752 | — | |||||||||||||||
| Other costs(2) | 1,428 | 2,807 | 1,301 | 4,235 | 5,890 | |||||||||||||||
| Total Non-GAAP Adjustments | 58,638 | 23,300 | 14,614 | 81,938 | 34,084 | |||||||||||||||
| Tax effect of adjustments to GAAP results(3) | (10,071 | ) | 395 | (2,554 | ) | (9,676 | ) | (6,380 | ) | |||||||||||
| Non-GAAP Net Income Attributable to Allegro MicroSystems, Inc. | $ | 14,892 | $ | 6,020 | $ | 77,677 | $ | 20,912 | $ | 154,171 | ||||||||||
| Basic weighted average common shares | 189,182,850 | 193,465,708 | 192,431,094 | 191,324,281 | 192,214,210 | |||||||||||||||
| Diluted weighted average common shares | 189,710,595 | 194,705,716 | 195,100,855 | 192,154,185 | 195,055,495 | |||||||||||||||
| Non-GAAP Basic Earnings per Share | $ | 0.08 | $ | 0.03 | $ | 0.40 | $ | 0.11 | $ | 0.80 | ||||||||||
| Non-GAAP Diluted Earnings per Share | $ | 0.08 | $ | 0.03 | $ | 0.40 | $ | 0.11 | $ | 0.79 | ||||||||||
| (1) GAAP Net (Loss) Income Attributable to Allegro MicroSystems, Inc. represents GAAP Net (Loss) Income adjusted for Net Income Attributable to non-controlling interests. | ||||||||||||||||||||
| (2) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure, such as project evaluation costs, which consists of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions, income (loss) in earnings of equity investments, and unrealized losses (gains) on investments. | ||||||||||||||||||||
| (3) To calculate the tax effect of adjustments to GAAP results, the Company considers each Non-GAAP adjustment by tax jurisdiction and reverses all discrete items to calculate an annual Non-GAAP effective tax rate (“NG ETR”). This NG ETR is then applied to Non-GAAP Profit Before Tax to arrive at the tax effect of adjustments to GAAP results. | ||||||||||||||||||||
| Reconciliation of Non-GAAP Free Cash Flow and Non-GAAP Free Cash Flow as Percentage of Net Sales | ||||||||||||||||||||
| Three-Month Period Ended | Six-Month Period Ended | |||||||||||||||||||
| September 27, 2024 |
June 28, 2024 |
September 29, 2023 |
September 27, 2024 |
September 29, 2023 |
||||||||||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||||||||||
| GAAP Operating Cash Flow | $ | 15,547 | $ | 34,196 | $ | 46,730 | $ | 49,743 | $ | 96,393 | ||||||||||
| GAAP Operating Cash Flow (% of net sales) | 8.3 | % | 20.5 | % | 17.0 | % | 14.0 | % | 17.4 | % | ||||||||||
| Non-GAAP adjustments | ||||||||||||||||||||
| Purchases of property, plant and equipment | (9,972 | ) | (10,977 | ) | (31,191 | ) | (20,949 | ) | (76,101 | ) | ||||||||||
| Non-GAAP Free Cash Flow | $ | 5,575 | $ | 23,219 | $ | 15,539 | $ | 28,794 | $ | 20,292 | ||||||||||
| Non-GAAP Free Cash Flow (% of net sales) | 3.0 | % | 13.9 | % | 5.6 | % | 8.1 | % | 3.7 | % | ||||||||||
Investor Contact:
Jalene Hoover
VP of Investor Relations & Corporate Communications
+1 (512) 751-6526
jhoover@allegromicro.com
Source: United Kingdom UK House of Lords (video statements)
Members speaking include the Astronomer Royal, doctors, scientists and former chief executive of the NHS.
Find out more https://www.parliament.uk/business/news/2024/october/the-contribution-of-science-and-technology-to-the-uk-economy-on-lords-agenda/
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Source: United Nations (Video News)
Follow Captain Vanessa Von Viràg from Switzerland as she carries out daily activities serving with the United Nations Military Observer Group in India and Pakistan (UNMOGIP).
Source: United Nations (Video News)
Briefing by Caroline Ziadeh, Special Representative of the Secretary-General and Head of the United Nations Interim Administration Mission in Kosovo, on the situation in Kosovo.
—————————
UN Special Representative for Kosovo Caroline Ziadeh said that although the situation on the ground remains fragile, in her engagements with officials in Belgrade and Pristina, as well as with partners, she sees hope for a constructive dialogue and peaceful relations.
Briefing the Security Council today (30 Oct) about the UN Interim Administration Mission in Kosovo (UNMIK), Ziadeh said, “Advancing and safeguarding human rights is at the very core of our mission in Kosovo. Against the background of recent developments, strengthening measures to further promote equality and non-discrimination are pivotal, in particular in upholding property rights, preserving cultural heritage, and fully observing the language rights of all communities.”
She also said, “A year since the serious security incident in Banjska/Banjskë, I continue to call for timely accountability for perpetrators through thorough, fair, transparent and independent judicial processes, which are essential for fostering stability. Such violence is unacceptable and should not be repeated.”
She continued, “In this regard, we note that the initial hearing on this case was conducted on the 9th of October at the basic court of Pristina against the three defendants who are in custody, out of a total of 45 accused in the indictment, who face a range of charges, including terrorism.”
She noted, “Serbian goods have now resumed crossing into Kosovo. It is imperative that the current bottlenecks will be expeditiously addressed. This recent progress underscores the potential for deeper work toward regional integration via constructive diplomatic compromises.”
Source: United Nations (Video News)
The Chairperson of the UN Independent International Commission of Inquiry on the Occupied Palestinian Territory, including East Jerusalem and Israel, Navanethem Pillay, presented the commission’s latest investigative report to the UN General Assembly. Pillay and Chris Sidoti spoke to reporters in New York.
Israel has perpetrated a concerted policy to destroy Gaza’s healthcare system as part of a broader assault on Gaza, committing war crimes and the crime against humanity of extermination with relentless and deliberate attacks on medical personnel and facilities, the UN Independent International Commission of Inquiry on the Occupied Palestinian Territory, including East Jerusalem, and Israel said in a new report.
The Commission also investigated the treatment of Palestinian detainees in Israel and of Israeli and foreign hostages in Gaza since 7 October 2023, and concluded that Israel and Palestinian armed groups are responsible for torture and sexual and gender-based violence.
The report found that Israeli security forces have deliberately killed, detained and tortured medical personnel and targeted medical vehicles while tightening their siege on Gaza and restricting permits to leave the territory for medical treatment. These actions constitute the war crimes of wilful killing and mistreatment and of the destruction of protected civilian property and the crime against humanity of extermination.
Attacks on medical facilities in Gaza, particularly those devoted to paediatric and neonatal care, have led to incalculable suffering of child patients, including newborns, the report said. In continuing these attacks, Israel has violated children’s right to life, denied children access to basic healthcare, and deliberately inflicted conditions of life resulting in the destruction of generations of Palestinian children and, potentially, the Palestinian people as a group.
Regarding the detention of Palestinians in Israeli military camps and detention facilities, the report found that thousands of child and adult detainees, many of whom were arbitrarily detained, have been subjected to widespread and systematic abuse, physical and psychological violence, and sexual and gender-based violence amounting to the war crime and crime against humanity of torture and the war crime of rape and other forms of sexual violence. Male detainees were subjected to rape, as well as attacks on their sexual and reproductive organs and forced to perform humiliating and strenuous acts while naked or stripped as a form of punishment or intimidation to extract information. The deaths of detainees as a result of abuse or neglect amount to the war crimes of wilful killing or murder and violations of the right to life.
Child detainees released by Israeli authorities have returned to Gaza severely traumatized, unaccompanied, with limited ability to locate or communicate with their families.
The report found that the institutionalized mistreatment of Palestinian detainees, a longstanding characteristic of the occupation, took place under direct orders from the Israeli Minister in charge of the prison system, Itamar Ben-Gvir, and was fuelled by Israeli government statements inciting violence and retribution.
“The appalling acts of abuse committed against Palestinian detainees require accountability and reparations for the victims,” said Pillay. “The lack of accountability for actions ordered by senior Israeli authorities and carried out by individual members of Israeli security forces and the increasing acceptance of violence against Palestinians have allowed such conduct to continue uninterrupted, becoming systematic and institutionalized.”
Regarding the Israeli and foreign hostages held in Gaza by Palestinian armed groups, the report found that many were mistreated to inflict physical pain and severe mental suffering, including physical violence, abuse, sexual violence, forced isolation, limited access to hygiene facilities, water and food, threats and humiliation. Hamas and other Palestinian armed groups forced hostages to participate in videos with the intent of inflicting psychological torture on the families of hostages, to achieve political aims. Several hostages were killed in captivity. Hamas and other Palestinian armed groups committed the war crimes of torture, inhuman or cruel treatment, and the crimes against humanity of enforced disappearance and other inhumane acts causing great suffering or serious injury.
“Palestinian armed groups must release immediately and unconditionally all Israeli and foreign hostages held in Gaza. Hostages must be treated in accordance with the requirements of international humanitarian law and international human rights law until they are released,” said Pillay.
Source: United Nations (Video News)
Press conference by Andrea Tenenti, Spokesperson for the United Nations Interim Force in Lebanon (UNIFIL), on the peacekeeping mission in the country.
———–
Civilians in southern Lebanon are bearing the brunt of escalating violence, with more than 2,700 deaths reported in Lebanon since October last year said Andrea Tenenti, the spokesperson for UN Interim Force in Lebanon (UNIFIL).
“According to the Lebanese Ministry of Public Health, the death toll in Lebanon since October last year has reached over 2,700 people, and the number of wounded to over 12,700, around 25 percent women and children. More than 2,000 deaths have occurred since 23 September of this year,” Tenenti said at a press briefing in New York on Wednesday (30 Oct).
Over 800,000 people have been forced from their homes, with 60 percent of the displaced coming from areas within UNIFIL’s operational zone in southern Lebanon, Tenenti said, citing statistics from the International Organization for Migration. “Statistics like this cannot fully capture the human cost of conflict, and it’s the civilians who continue to suffer,” he added.
The mounting violence has also impacted UN peacekeeping operations, with more than 30 incidents of damage to UN property or injury to peacekeepers reported since the start of October. Tenenti noted that 20 of these incidents were linked to actions by the Israel Defense Forces (IDF), with seven identified as deliberate.
“In an incident yesterday, a rocket likely fired by Hezbollah or affiliated group, hit UNIFIL headquarters in Naqoura, where a vehicle workshop was set on fire, with some peacekeepers suffering minor injuries,” Tenenti said and added, “for about a dozen other incidents, the origin of the fire could not be determined.”
Amid the ongoing conflict, Tenenti underscored UNIFIL’s role in supporting peace efforts under UN Security Council Resolution 1701, which has governed the mandate since 2006. “We are here to implement the mission’s mandate, but any changes will be up to the Security Council. At the moment, the rules of engagement that have been used have been adequate to the situation on the ground,” he said.
Responding to criticism that UNIFIL has not fully implemented its mandate, Tenenti pointed to the need for cooperation from all parties involved in the conflict. “The mandate has to be implemented by the parties. UNIFIL is here to support the parties in the implementation of the mandate, so we need the commitment of the parties in order to implement resolution 1701,” he said. “From 2006 until October last year, the South of Lebanon had witnessed one of its quietest periods in recent history.”
According to UNIFIL, around 500,000 people have fled southern Lebanon, with the population in the area estimated at 600,000. “The vast majority of the population in the South has left, though some people still remain in the area today,” Tenenti said. “It’s a very dramatic situation, as most villages are being completely destroyed and the shelling continues.”
Source: United Nations (Video News)
Devastating flash floods in south-eastern Spain have killed dozens of people after torrential rain hit the area yesterday.
Source: United Kingdom – Executive Government & Departments
The Housing Minister, Matthew Pennycook, has appointed Peter Freeman as the Chair of the Cambridge Growth Company to drive forward the government’s growth ambitions in Greater Cambridge.
The Housing and Planning Minister has appointed Peter Freeman as Chair of the Cambridge Growth Company. The Growth Company will work with local partners to develop and start to deliver an ambitious plan for delivering high-quality sustainable growth in Cambridge and its environs.
Peter is an accomplished development and regeneration professional with a track record of delivery and working in collaboration with local communities as well as private and public partners. He brings a wealth of experience in delivering complex mixed-use projects, including in his current role as Chair of Homes England and through the renowned redevelopment of King’s Cross.
The Growth Company will focus on enabling and accelerating key developments in and around Cambridge, developing the evidence base to support an infrastructure-first growth plan and identifying solutions to complex constraints that are holding back sustainable growth.
Source: United Kingdom – Executive Government & Departments
Government Skills has launched training package to support recruitment managers’ and panel members.
Government Campus has launched a new recruitment training suite to help managers get the knowledge and tools they need to recruit the right person to the right role.
The training uses evidence-based recruitment practices and ensures managers are sighted on legislation which sets out how they should approach recruiting staff.
The new Success Profiles Recruitment using Success Profiles suite aims to provide flexible, practical training that improves recruitment outcomes and supports a positive candidate experience across government departments.
It can be accessed through the Recruitment with Success Profiles page of Prospectus Online.
The new suite comprises online resources, workshops, e-learning, animations, and podcasts. Courses cover best practices at each stage of recruitment, such as writing job descriptions, designing assessments, and assessing candidates. Much of the content is free with optional workshops that allow learners to practise skills in a structured setting.
To remain current, Government Campus are working closely with the Recruitment transformation team and will refresh the courses over the next two years based on learner feedback and shifts in recruitment practices, including advances in AI.
The older online courses: Success Profiles: Sifting and Interviewing and Designing Your Assessment Process will remain available on the website until the new year to allow departments to choose when to move to the new Recruitment with Success profiles courses. Departmental learning and development leads will be consulted before removal.
Bookings for the new workshops are now available, with dates for open bookings being offered from January 2025.