The RMR Group Inc. Announces Second Quarter Fiscal 2019 Results
Reading Time: 13 minutes
Net Income Attributable to The RMR Group Inc. and Adjusted Net Income
Attributable to The RMR Group Inc. of $0.50 Per Diluted Share
$384.1 million of Cash and No Debt at March 31, 2019 Positions RMR
Well for Possible Strategic Growth Initiatives
NEWTON, Mass.–(BUSINESS WIRE)–The RMR Group Inc. (Nasdaq: RMR) today announced its financial results
for the fiscal quarter ended March 31, 2019.
Adam Portnoy, President and Chief Executive Officer, made the following
statement regarding the second quarter fiscal 2019 results:
“During the quarter, we generated net income of $18.7 million,
Adjusted EBITDA of $24.7 million and an Adjusted EBITDA Margin of 54.1%.
Our operating results this quarter reflect the repositioning efforts
we’ve helped facilitate at certain of our Client Companies over the last
six months to strengthen their balance sheets and improve their
operating results and future prospects. We believe these efforts will
have positive long-term benefits for both our Client Companies and RMR,
but in the near term have created headwinds for our operating results.
At the close of the second fiscal quarter, our balance sheet
continues to leave us well positioned to assess strategic opportunities
for future growth, with $384.1 million of cash on hand and no debt. We
continue to invest time and resources in identifying and assessing a
wide spectrum of potential growth opportunities for RMR.”
Second Quarter Fiscal 2019 Highlights:
-
Total management and advisory services revenues for the quarter ended
March 31, 2019 were $43.4 million, compared to $47.6 million for the
quarter ended March 31, 2018. -
We earned management services revenues for the three months ended
March 31, 2019 and 2018 from the following sources (dollars in
thousands):
| Three Months Ended March 31, | ||||||||||||||
| 2019 | 2018 | |||||||||||||
| Managed Equity REITs (1) | $ | 35,194 | 82.6 | % | $ | 39,460 | 84.8 | % | ||||||
| Managed Operators (2) | 6,144 | 14.4 | % | 6,339 | 13.6 | % | ||||||||
| Other | 1,262 | 3.0 | % | 760 | 1.6 | % | ||||||||
| Total | $ | 42,600 | 100.0 | % | $ | 46,559 | 100.0 | % | ||||||
(1) Managed Equity REITs for the periods presented includes: Hospitality
Properties Trust (HPT), Industrial Logistics Properties Trust (ILPT),
Office Properties Income Trust (OPI), Select Income REIT (SIR), until
its merger with OPI on December 31, 2018, and Senior Housing Properties
Trust (SNH).
(2) Managed Operators collectively refers to: Five Star Senior Living
Inc. (FVE), Sonesta International Hotels Corporation (Sonesta) and
TravelCenters of America LLC (TA).
-
For the three months ended March 31, 2019, net income was $18.7
million and net income attributable to The RMR Group Inc. was $8.2
million, or $0.50 per diluted share, compared to net income of $19.6
million and net income attributable to The RMR Group Inc. of $8.4
million, or $0.52 per diluted share, for the three months
ended March 31, 2018. -
For the three months ended March 31, 2019, adjusted net income
attributable to The RMR Group Inc. was $8.1 million, or $0.50 per
diluted share, compared to $8.7 million, or $0.54 per diluted share,
for the three months ended March 31, 2018. -
For the three months ended March 31, 2019, Adjusted EBITDA was $24.7
million and Adjusted EBITDA Margin was 54.1%, compared to Adjusted
EBITDA of $28.3 million and Adjusted EBITDA Margin of 56.5% for the
three months ended March 31, 2018. -
As of March 31, 2019, The RMR Group Inc. had $384.1 million in cash
and cash equivalents with no outstanding debt obligations. -
On December 22, 2017, the U.S government enacted comprehensive tax
legislation commonly referred to as the Tax Cuts and Jobs Act, or the
Tax Act. The Tax Act significantly revised the U.S. corporate income
tax system by, among other things, lowering corporate income tax
rates. Since we have a September 30 fiscal year end, our corporate
income tax rates were phased in for our 2018 fiscal year, resulting in
a federal statutory tax rate of approximately 24.5% for the fiscal
year 2018. Our federal statutory tax rate for fiscal year 2019 is now
21.0%. -
As of each of March 31, 2019 and March 31, 2018, The RMR Group Inc.
had approximately $30.0 billion total assets under management.
Reconciliations to GAAP:
Adjusted net income attributable to The RMR Group Inc., EBITDA, Adjusted
EBITDA and Adjusted EBITDA Margin are non-GAAP financial measures.
Reconciliations of net income attributable to The RMR Group Inc.
determined in accordance with GAAP to adjusted net income attributable
to The RMR Group Inc., and of net income to EBITDA and Adjusted EBITDA
as well as calculations of Adjusted EBITDA Margin for each of the three
months ended March 31, 2019 and March 31, 2018 are presented later in
this press release.
Total Assets Under Management:
The calculation of total assets under management primarily includes: (i)
the gross book value of real estate and related assets, excluding
depreciation, amortization, impairment charges or other non-cash
reserves, of the Managed Equity REITs and ABP Trust, plus (ii) the gross
book value of real estate assets, property and equipment of the Managed
Operators, excluding depreciation, amortization, impairment charges or
other non-cash reserves, plus (iii) the fair value of investments of
Affiliates Insurance Company and the RMR Office Property Fund LP, or
Open End Fund, the managed assets of RMR Real Estate Income Fund and the
equity of TRMT. This calculation of total assets under management may
include amounts in respect of the Managed Equity REITs that are higher
than the calculations of assets under management used for purposes of
calculating fees under the terms of the business management agreements,
which are based, in part, upon the lesser of the historical cost of real
estate assets or total market capitalization. For information on the
calculation of assets under management of the Managed Equity REITs for
purposes of the fee provisions of the business management agreements,
see The RMR Group Inc.’s Annual Report on Form 10-K for the fiscal year
ending September 30, 2018, filed with the Securities and Exchange
Commission, or SEC. The RMR Group Inc.’s SEC filings are available at
the SEC website: www.sec.gov.
Conference Call:
At 1:00 p.m. Eastern Time this afternoon, President and Chief Executive
Officer, Adam Portnoy, and Executive Vice President, Chief Financial
Officer and Treasurer, Matt Jordan, will host a conference call to
discuss The RMR Group Inc.’s fiscal second quarter ended March 31, 2019
financial results.
The conference call telephone number is (877) 329-4297. Participants
calling from outside the United States and Canada should dial (412)
317-5435. No pass code is necessary to access the call from either
number. Participants should dial in about 15 minutes prior to the
scheduled start of the call. A replay of the conference call will be
available through 11:59 p.m. Eastern Time on Friday May 17, 2019. To
access the replay, dial (412) 317-0088. The replay pass code is 05102019.
A live audio webcast of the conference call will also be available in a
listen only mode on RMR’s website, at www.rmrgroup.com. Participants
wanting to access the webcast should visit RMR’s website about five
minutes before the call. The archived webcast will be available for
replay on RMR’s website following the call for about one week. The
transcription, recording and retransmission in any way of The RMR Group
Inc.’s fiscal second quarter ended March 31, 2019 financial results
conference call are strictly prohibited without the prior written
consent of The RMR Group Inc.
About The RMR Group Inc.
The RMR Group Inc. is a holding company, and substantially all of its
business is conducted by its majority-owned subsidiary, The RMR Group
LLC. The RMR Group LLC is an alternative asset management company that
primarily provides management services to publicly traded REITs and real
estate operating companies. As of March 31, 2019, The RMR Group LLC had
approximately $30.0 billion of total assets under management, including
more than 1,500 properties, and employed over 600 real estate
professionals in more than 30 offices throughout the United States; and
the companies managed by The RMR Group LLC collectively had
approximately 50,000 employees. The RMR Group Inc. is headquartered in
Newton, Massachusetts.
|
The RMR Group Inc. Condensed Consolidated Statements of Income (amounts in thousands, except per share amounts) (unaudited) |
||||||||||||||||
| Three Months Ended March 31, | Six Months Ended March 31, | |||||||||||||||
| 2019 | 2018 | 2019 | 2018 | |||||||||||||
| Revenues: | ||||||||||||||||
| Management services (1) | $ | 42,600 | $ | 46,559 | $ | 90,088 | $ | 95,129 | ||||||||
| Incentive business management fees | — | — | 120,094 | 155,881 | ||||||||||||
| Advisory services | 761 | 1,065 | 1,543 | 2,447 | ||||||||||||
| Total management and advisory services revenues | 43,361 | 47,624 | 211,725 | 253,457 | ||||||||||||
| Reimbursable compensation and benefits | 13,412 | 11,657 | 27,285 | 24,365 | ||||||||||||
| Other client company reimbursable expenses(2) | 73,323 | — | 171,399 | — | ||||||||||||
| Total reimbursable costs | 86,735 | 11,657 | 198,684 | 24,365 | ||||||||||||
| Total revenues | 130,096 | 59,281 | 410,409 | 277,822 | ||||||||||||
| Expenses: | ||||||||||||||||
| Compensation and benefits | 28,981 | 28,073 | 56,993 | 54,270 | ||||||||||||
| Equity based compensation | 1,204 | 901 | 3,015 | 3,455 | ||||||||||||
| Separation costs | 414 | 452 | 6,811 | 619 | ||||||||||||
| Total compensation and benefits expense | 30,599 | 29,426 | 66,819 | 58,344 | ||||||||||||
| General and administrative | 7,122 | 7,024 | 14,442 | 13,730 | ||||||||||||
| Other client company reimbursable expenses(2) | 73,323 | — | 171,399 | — | ||||||||||||
| Transaction costs | 47 | — | 231 | 142 | ||||||||||||
| Depreciation and amortization | 257 | 372 | 512 | 752 | ||||||||||||
| Total expenses | 111,348 | 36,822 | 253,403 | 72,968 | ||||||||||||
| Operating income | 18,748 | 22,459 | 157,006 | 204,854 | ||||||||||||
| Interest and other income | 2,468 | 1,076 | 3,994 | 1,860 | ||||||||||||
| Tax receivable agreement remeasurement | — | — | — | 24,710 | ||||||||||||
|
Unrealized gain (loss) on equity method investment |
522 | — | (2,247 | ) | — | |||||||||||
| Equity in earnings (losses) of investees | 109 | (212 | ) | 144 | (434 | ) | ||||||||||
| Income before income tax expense | 21,847 | 23,323 | 158,897 | 230,990 | ||||||||||||
| Income tax expense | (3,139 | ) | (3,681 | ) | (22,109 | ) | (52,024 | ) | ||||||||
| Net income | 18,708 | 19,642 | 136,788 | 178,966 | ||||||||||||
| Net income attributable to noncontrolling interest | (10,540 | ) | (11,286 | ) | (76,411 | ) | (99,490 | ) | ||||||||
| Net income attributable to The RMR Group Inc. | $ | 8,168 | $ | 8,356 | $ | 60,377 | $ | 79,476 | ||||||||
| Weighted average common shares outstanding – basic | 16,120 | 16,069 | 16,120 | 16,064 | ||||||||||||
| Weighted average common shares outstanding – diluted | 16,147 | 16,105 | 16,140 | 16,095 | ||||||||||||
|
Net income attributable to The RMR Group Inc. per common |
$ | 0.50 | $ | 0.52 | $ | 3.72 | $ | 4.92 | ||||||||
|
Net income attributable to The RMR Group Inc. per common |
$ | 0.50 | $ | 0.52 | $ | 3.72 | $ | 4.91 | ||||||||
(1)Includes business management fees earned from the Managed Equity
REITs based upon the lower of (i) the average historical cost of each
REIT’s properties and (ii) each REIT’s average market capitalization.
The following table presents a summary of each Managed Equity REIT’s
primary strategy and the lesser of the historical cost of its assets
under management and its market capitalization as of March 31,
2019 and 2018, as applicable:
| Lesser of Historical Cost of Assets | |||||||||
| Under Management or Market Capitalization (a) | |||||||||
| March 31, | |||||||||
| REIT | Primary Strategy | 2019 | 2018 | ||||||
| HPT | Hotels and travel centers | $ | 8,517,461 | $ | 8,300,521 | ||||
| ILPT | Industrial and logistics properties | 1,828,674 | 1,452,901 | ||||||
| OPI | Office properties leased to single tenants, including the government (b) | 4,383,569 | 3,584,960 | ||||||
| SIR | Office properties primarily leased to single tenants (b) | — | 3,437,363 | ||||||
| SNH | Senior living, medical office and life science properties | 6,568,729 | 7,405,208 | ||||||
| $ | 21,298,433 | $ | 24,180,953 | ||||||
(a) The basis on which our base business management fees are calculated
for the three and six months ended March 31, 2019 and 2018 may differ
from the basis at the end of the periods presented in the table above.
As of March 31, 2019, the market capitalization was lower than the
historical costs of assets under management for HPT, OPI, and SNH; the
historical costs of assets under management for HPT, OPI and SNH as of
March 31, 2019, were $10,205,827, $6,490,978 and $8,645,049,
respectively. For ILPT, the historical costs of assets under management
were lower than their market capitalization of $2,061,309, calculated as
of March 31, 2019.
(b) SIR merged with and into OPI (formerly named Government Properties
Income Trust) on December 31, 2018 with OPI continuing as the surviving
entity.
(2) Reflects the prospective adoption of Accounting Standards Update, or
ASU, No. 2014-09, Revenue from Contracts with Customers, which
has been codified as Accounting Standard Codification, or ASC, 606,
effective October 1, 2018. Under ASC 606, beginning October 1, 2018, we
account for the costs of services provided by third parties to our
client companies, and the related reimbursement, on a gross basis.
(3) We calculate earnings per share using the two-class method as
calculated below:
|
Three Months Ended |
Six Months Ended |
|||||||||||||||
| 2019 | 2018 | 2019 | 2018 | |||||||||||||
| Basic EPS | ||||||||||||||||
| Numerator: | ||||||||||||||||
| Net income attributable to RMR Inc. | $ | 8,168 | $ | 8,356 | $ | 60,377 | $ | 79,476 | ||||||||
| Income attributable to unvested participating securities | (55 | ) | (49 | ) | (409 | ) | (487 | ) | ||||||||
| Net income attributable to RMR Inc. used in calculating basic EPS | $ | 8,113 | $ | 8,307 | $ | 59,968 | $ | 78,989 | ||||||||
| Denominator: | ||||||||||||||||
| Weighted average common shares outstanding – basic | 16,120 | 16,069 | 16,120 | 16,064 | ||||||||||||
| Net income attributable to RMR Inc. per common share – basic | $ | 0.50 | $ | 0.52 | $ | 3.72 | $ | 4.92 | ||||||||
| Diluted EPS | ||||||||||||||||
| Numerator: | ||||||||||||||||
| Net income attributable to RMR Inc. | $ | 8,168 | $ | 8,356 | $ | 60,377 | $ | 79,476 | ||||||||
| Income attributable to unvested participating securities | (55 | ) | (49 | ) | (409 | ) | (487 | ) | ||||||||
| Net income attributable to RMR Inc. used in calculating diluted EPS | $ | 8,113 | $ | 8,307 | $ | 59,968 | $ | 78,989 | ||||||||
| Denominator: | ||||||||||||||||
| Weighted average common shares outstanding – basic | 16,120 | 16,069 | 16,120 | 16,064 | ||||||||||||
| Dilutive effect of incremental unvested shares | 27 | 36 | 20 | 31 | ||||||||||||
| Weighted average common shares outstanding – diluted | 16,147 | 16,105 | 16,140 | 16,095 | ||||||||||||
| Net income attributable to RMR Inc. per common share – diluted | $ | 0.50 | $ | 0.52 | $ | 3.72 | $ | 4.91 | ||||||||
The RMR Group Inc.
Reconciliation of Adjusted Net Income Attributable to The RMR Group
Inc. from
Net Income Attributable to The RMR Group Inc.
(dollars in thousands, except per share amounts)
(unaudited)
The RMR Group Inc. is providing the below reconciliation and information
regarding certain individually significant items occurring or impacting
its financial results for the three months ended March 31, 2019 and 2018
for supplemental informational purposes and to enhance understanding of
The RMR Group Inc.’s condensed consolidated statements of income and to
facilitate a comparison of The RMR Group Inc.’s current operating
performance with its historical operating performance. This information
should be considered in conjunction with net income, net income
attributable to The RMR Group Inc. and operating income as presented in
The RMR Group Inc.’s condensed consolidated statements of income.
| Three Months Ended March 31, 2019 | ||||||||
|
Impact on Net Income |
Impact on Net Income |
|||||||
| Net income attributable to The RMR Group Inc. | $ | 8,168 | $ | 0.50 | ||||
| Separation costs (1) | 156 | 0.01 | ||||||
|
Unrealized gain on equity method investment accounted for under |
(196 | ) | (0.01 | ) | ||||
| Transaction costs (3) | 17 | — | ||||||
| Adjusted net income attributable to The RMR Group Inc. | $ | 8,145 | $ | 0.50 | ||||
(1) Includes $414 of separation costs related to former officers,
adjusted to reflect amounts attributable to the noncontrolling interest
and net of tax at a rate of approximately 14.4%.
(2) Includes $522 in unrealized gains on our investment in TA common
shares, adjusted to reflect amounts attributable to the noncontrolling
interest and net of tax at a rate of approximately 14.4%.
(3) Includes $47 of transaction costs, adjusted to reflect amounts
attributable to the noncontrolling interest net of tax at a rate of
approximately 14.4%.
| Three Months Ended March 31, 2018 | |||||||
|
Impact on Net Income |
Impact on Net Income |
||||||
| Net income attributable to The RMR Group Inc. | $ | 8,356 | $ | 0.52 | |||
| Share accelerations(1) | 169 | 0.01 | |||||
| Separation costs(2) | 165 | 0.01 | |||||
| Adjusted net income attributable to The RMR Group Inc. | $ | 8,690 | $ | 0.54 | |||
(1) Includes $466 from the acceleration of unvested common share awards
of our former Managing Director, Barry Portnoy, adjusted to reflect
amounts attributable to the noncontrolling interest net of tax at a rate
of approximately 15.6%.
(2) Includes $452 of separation costs related to former officers,
adjusted to reflect amounts attributable to the noncontrolling interest
and net of tax at a rate of approximately 15.6%.
|
The RMR Group Inc. Reconciliation of EBITDA and Adjusted EBITDA from Net Income and Calculation of Adjusted EBITDA Margin (1) (dollars in thousands) (unaudited) |
||||||||||||||||
| Three Months Ended March 31, | Six Months Ended March 31, | |||||||||||||||
| 2019 | 2018 | 2019 | 2018 | |||||||||||||
|
Reconciliation of EBITDA and Adjusted EBITDA from net |
||||||||||||||||
| Net income | $ | 18,708 | $ | 19,642 | $ | 136,788 | $ | 178,966 | ||||||||
| Plus: income tax expense | 3,139 | 3,681 | 22,109 | 52,024 | ||||||||||||
| Plus: depreciation and amortization | 257 | 372 | 512 | 752 | ||||||||||||
| EBITDA | 22,104 | 23,695 | 159,409 | 231,742 | ||||||||||||
| Plus: other asset amortization | 2,354 | 2,354 | 4,708 | 4,708 | ||||||||||||
|
Plus: operating expenses paid in The RMR Group Inc.’s |
448 | 1,585 | 943 | 1,984 | ||||||||||||
| Plus: separation costs | 414 | 452 | 6,811 | 619 | ||||||||||||
| Plus: transaction costs | 47 | — | 231 | 142 | ||||||||||||
| Plus: business email compromise fraud costs | — | — | — | 225 | ||||||||||||
|
Plus: unrealized (gain) loss on equity method investment |
(522 | ) | — | 2,247 | — | |||||||||||
|
Less: tax receivable agreement remeasurement due to the Tax |
— | — | — | (24,710 | ) | |||||||||||
| Less: incentive business management fees earned | — | — | (120,094 | ) | (155,881 | ) | ||||||||||
| Certain other net adjustments | (113 | ) | 165 | (148 | ) | (38 | ) | |||||||||
| Adjusted EBITDA | $ | 24,732 | $ | 28,251 | $ | 54,107 | $ | 58,791 | ||||||||
| Calculation of Adjusted EBITDA Margin: | ||||||||||||||||
|
Contractual management and advisory fees (excluding any |
$ | 45,715 | $ | 49,978 | $ | 96,339 | $ | 102,284 | ||||||||
| Adjusted EBITDA | $ | 24,732 | $ | 28,251 | $ | 54,107 | $ | 58,791 | ||||||||
| Adjusted EBITDA Margin | 54.1 | % | 56.5 | % | 56.2 | % | 57.5 | % | ||||||||
(1) EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin are non-GAAP
financial measures calculated as presented in the tables above. The RMR
Group Inc. considers EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin
to be appropriate supplemental measures of its operating performance,
along with net income, net income attributable to The RMR Group Inc. and
operating income. The RMR Group Inc. believes that EBITDA, Adjusted
EBITDA and Adjusted EBITDA Margin provide useful information to
investors because by excluding the effects of certain amounts, such as
those outlined in the tables above, EBITDA, Adjusted EBITDA and Adjusted
EBITDA Margin may facilitate a comparison of current operating
performance with The RMR Group Inc.’s historical operating performance
and with the performance of other asset management businesses. In
addition, The RMR Group Inc. believes that providing Adjusted EBITDA
Margin may help investors assess The RMR Group Inc.’s performance of its
business by providing the margin that Adjusted EBITDA represents to its
contractual management and advisory fees (excluding any incentive
business management fees). EBITDA, Adjusted EBITDA and Adjusted EBITDA
Margin do not represent cash generated by operating activities in
accordance with GAAP and should not be considered as alternatives to net
income, net income attributable to The RMR Group Inc. or operating
income as an indicator of The RMR Group Inc.’s financial performance or
as a measure of The RMR Group Inc.’s liquidity. These measures should be
considered in conjunction with net income, net income attributable to
The RMR Group Inc. and operating income as presented in The RMR Group
Inc.’s condensed consolidated statements of income. Also, other asset
management businesses may calculate EBITDA, Adjusted EBITDA and Adjusted
EBITDA Margin differently than The RMR Group Inc. does.
(2) Contractual management and advisory fees are the base business
management fees, property management fees and advisory fees The RMR
Group Inc. or its subsidiaries earns pursuant to its management and
investment advisory agreements with its client companies. These amounts
are calculated pursuant to the contractual formulas and do not deduct
other asset amortization of $2,354 for each of the three months ended
March 31, 2019 and 2018 or $4,708 for each of the six months ended
March 31, 2019 and 2018, required to be recognized as a reduction to
management services revenues in accordance with GAAP and do not include
the incentive business management fees of $120,094 and $155,881 that The
RMR Group Inc. recognized under GAAP during the six months ended
March 31, 2019 and 2018, respectively, which were earned for the
calendar years 2018 and 2017, respectively.
|
The RMR Group Inc. Condensed Consolidated Balance Sheets (dollars in thousands, except per share amounts) (unaudited) |
||||||||
| March 31, | September 30, | |||||||
| 2019 | 2018 | |||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 384,113 | $ | 256,848 | ||||
| Due from related parties | 62,512 | 28,846 | ||||||
| Prepaid and other current assets | 6,813 | 10,392 | ||||||
| Total current assets | 453,438 | 296,086 | ||||||
| Property and equipment, net | 2,336 | 2,589 | ||||||
| Due from related parties, net of current portion | 5,100 | 8,183 | ||||||
| Equity method investment | 7,129 | 7,051 | ||||||
| Equity method investment accounted for under the fair value option | 6,135 | — | ||||||
| Goodwill | 1,859 | 1,859 | ||||||
| Intangible assets, net of amortization | 349 | 375 | ||||||
| Deferred tax asset | 25,363 | 25,726 | ||||||
| Other assets, net of amortization | 157,852 | 162,559 | ||||||
| Total assets | $ | 659,561 | $ | 504,428 | ||||
| Liabilities and Equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable and accrued expenses | $ | 87,283 | $ | 28,307 | ||||
| Total current liabilities | 87,283 | 28,307 | ||||||
| Long term portion of deferred rent payable, net of current portion | 1,352 | 1,229 | ||||||
|
Amounts due pursuant to tax receivable agreement, net of current portion |
32,048 | 32,048 | ||||||
| Employer compensation liability, net of current portion | 5,100 | 8,183 | ||||||
| Total liabilities | 125,783 | 69,767 | ||||||
| Commitments and contingencies | ||||||||
| Equity: | ||||||||
|
Class A common stock, $0.001 par value; 31,600,000 shares |
15 | 15 | ||||||
|
Class B-1 common stock, $0.001 par value; 1,000,000 shares authorized, issued and outstanding |
1 | 1 | ||||||
|
Class B-2 common stock, $0.001 par value; 15,000,000 shares authorized, issued and outstanding |
15 | 15 | ||||||
| Additional paid in capital | 101,670 | 99,239 | ||||||
| Retained earnings | 243,254 | 182,877 | ||||||
| Cumulative other comprehensive income | — | 82 | ||||||
| Cumulative common distributions | (60,827 | ) | (49,467 | ) | ||||
| Total shareholders’ equity | 284,128 | 232,762 | ||||||
| Noncontrolling interest | 249,650 | 201,899 | ||||||
| Total equity | 533,778 | 434,661 | ||||||
| Total liabilities and equity | $ | 659,561 | $ | 504,428 | ||||
WARNING CONCERNING FORWARD-LOOKING STATEMENTS
This press release contains forward looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 and
other securities laws. Forward looking statements can be identified by
use of words such as “outlook,” “believe,” “expect,” “potential,”
“will,” “may,” “estimate,” “anticipate” and derivatives or negatives of
such words or similar words. Forward looking statements in this press
release are based upon present beliefs or expectations. However, forward
looking statements and their implications are not guaranteed to occur
and may not occur for various reasons, including some reasons beyond The
RMR Group Inc.’s control. For example:
-
Mr. Portnoy states that RMR has helped facilitate repositioning
efforts at certain of its Client Companies to strengthen their balance
sheets and improve their operating results and future prospects and
that RMR believes these efforts will have positive long-term benefits
for RMR and its Client Companies.
Contacts
Timothy A. Bonang, Senior Vice President
(617) 796-8230
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- Primary and Secondary End Points of the Study were Not Met
- Indivior Does Not Currently Expect to Exercise AEF0117 Option
SLOUGH, United Kingdom and RICHMOND, Va., Sept. 4, 2024 /PRNewswire/ — Indivior PLC (Nasdaq/LSE: INDV) is today providing an update following Aelis Farma’s announcement of the results from its clinical Phase 2B trial with AEF01171, evaluating the efficacy and safety in treatment-seeking participants with moderate to severe Cannabis Use Disorder (CUD). The purpose of this trial was twofold: (1) to show that AEF0117 (0.1, 0.3, 1 mg once a day for 12 weeks) lowers cannabis use and (2) to determine the endpoints and optimal dosage of AEF0117 for use in future studies. In this phase 2B study, patients were treatment-seeking participants, 84% of whom had severe CUD.
The results of the study demonstrated that the primary endpoint, the proportion of participants who reduced their cannabis use to ≤1 day per week, as well as secondary endpoints measuring the proportion of participants reaching either complete abstinence or who used ≤2 day per week, were not met. Although these results are disappointing, they indicate that significant work remains to be done to understand subpopulations of patients with CUD, specifically those with severe CUD.
This clinical Phase 2B study is part of the strategic collaboration between Aelis Farma and Indivior, which includes an exclusive option for Indivior to license the global rights to AEF0117. Given the lack of separation from placebo on primary and secondary endpoints and before seeing further additional favorable clinical data, Indivior does not currently expect to exercise its option.
Important Cautionary Note Regarding Forward-Looking Statements
This news release contains certain statements that are forward-looking. Forward-looking statements include, among other things, express and implied statements regarding whether: we will be able to ultimately demonstrate the safety and efficacy of AEF0117, which is a prerequisite to filing any New Drug Application; we might ever exercise our option for AEF0117 and, if so, when; and other statements containing the words “believe,” “anticipate,” “plan,” “expect,” “intend,” “estimate,” “forecast,” “strategy,” “target,” “guidance,” “outlook,” “potential,” “project,” “priority,” “may,” “will,” “should,” “would,” “could,” “can,” “outlook,” “guidance,” the negatives thereof, and variations thereon and similar expressions. By their nature, forward-looking statements involve risks and uncertainties as they relate to events or circumstances that may or may not occur in the future.
Actual results may differ materially from those because they relate to future events. Various factors may cause differences between Indivior’s expectations and actual results, including, among others, the risks described in our most recent annual report on Form 20-F beginning on page 9 as filed with the U.S. SEC and in subsequent releases; legal and market restrictions that may limit how quickly we can repurchaser our shares; the substantial litigation and ongoing investigations to which we are or may become a party; our reliance on third parties to manufacture commercial supplies of most of our products, conduct our clinical trials and at times to collaborate on products in our pipeline; our ability to comply with legal and regulatory settlements, healthcare laws and regulations, requirements imposed by regulatory agencies and payment and reporting obligations under government pricing programs; risks related to the manufacture and distribution of our products, most of which contain controlled substances; market acceptance of our products as well as our ability to commercialize our products and compete with other market participants; competition; the uncertainties related to the development of new products, including through acquisitions, and the related regulatory approval process; our dependence on third-party payors for the reimbursement of our products and the increasing focus on pricing and competition in our industry; unintended side effects caused by the clinical study or commercial use of our products; our ability to successfully execute acquisitions, partnerships, joint ventures, dispositions or other strategic acquisitions; our ability to protect our intellectual property rights and the substantial cost of litigation or other proceedings related to intellectual property rights; the risks related to product liability claims or product recalls; the significant amount of laws and regulations that we are subject to, including due to the international nature of our business; macroeconomic trends and other global developments such as armed conflicts and pandemics; the terms of our debt instruments, changes in our credit ratings and our ability to service our indebtedness and other obligations as they come due; changes in applicable tax rate or tax rules, regulations or interpretations and our ability to realize our deferred tax assets; and volatility in our share price due to factors unrelated to our operating performance or that may result from the potential move of our primary listing to the U.S.
Forward-looking statements speak only as of the date that they are made and should be regarded solely as our current plans, estimates and beliefs. Except as required by law, we do not undertake and specifically decline any obligation to update, republish or revise forward-looking statements to reflect future events or circumstances or to reflect the occurrences of unanticipated events.
This release is being made by Kathryn Hudson, Company Secretary Indivior PLC.
About Indivior
Indivior is a global pharmaceutical company working to help change patients’ lives by developing medicines to treat substance use disorders (SUD), overdose and serious mental illnesses. Our vision is that all patients around the world will have access to evidence-based treatment for the chronic conditions and co-occurring disorders of SUD. Indivior is dedicated to transforming SUD from a global human crisis to a recognized and treated chronic disease.
Building on its global portfolio of OUD treatments, Indivior has a pipeline of product candidates designed to both expand on its heritage in this category and potentially address other chronic conditions and co-occurring disorders of SUD. Headquartered in the United States in Richmond, VA, Indivior employs over 1,000 individuals globally and its portfolio of products is available in over 30 countries worldwide. Visit www.indivior.com to learn more. Connect with Indivior on LinkedIn by visiting www.linkedin.com/company/indivior.
References:
- National Library of Medicine (U.S.) (2022, April). Effect of AEF0117 on treatment-seeking patients with cannabis use disorder (CUD) (SICA2). Identifier
NCT05322941 https://www.clinicaltrials.gov/study/NCT05322941
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View original content:https://www.prnewswire.co.uk/news-releases/indivior-provides-update-on-aelis-farmas-clinical-phase-2b-study-results-with-aef0117-in-participants-with-cannabis-use-disorder-302237355.html
HERZLIYA, Israel and CALGARY, Alberta, Aug. 29, 2024 /PRNewswire/ — Innocan Pharma Corporation (CSE: INNO) (FSE: IP4) (OTCQB: INNPF) (“Innocan” or the “Company”), a pioneer in the pharmaceutical and biotechnology industries, is pleased to announce that it has completed its previously announced non-brokered private placement offering of 5,025,725 units of the Company (the “Units”) at a price of C$0.22 per Unit for gross proceeds of C$1,105,659.50 (the “Offering”).
Each Unit is comprised of: (i) one (1) common share in the capital of the Company (each a “Common Share”); and (ii) one (1) common share purchase warrant (each a “Warrant”). Each Warrant will entitle the holder thereof to purchase one Common Share at a price of C$0.32 for a period of four (4) years from the date of issuance.
Innocan intends to use the proceeds of the Offering for working capital and general corporate purposes.
The securities issued to Canadian subscribers in connection with the Offering are subject to a hold period of four months and one day from the date of issuance, in accordance with applicable Canadian securities laws.
Iris Bincovich, Chief Executive Officer of the Company, stated “we are very pleased with our successful offering. I would like to extend my sincere gratitude to our investors for their unwavering support. We see this as a strong vote of confidence by both existing and new investors which demonstrates investor support of our vision and strategic direction. These new funds will provide us with additional working capital to enable us to capitalize on new opportunities and allow us to advance strongly on our growth plans.”
The Company is also pleased to announce that it has granted an aggregate of 300,000 stock options (each an “Option“) to certain consultants of the Company pursuant to the Company’s stock option plan (the “Plan“). Each Option may be exercised for one (1) common share in the capital of the Company (each, a “Share“) at a price of $0.25 per Share. The Options expire on August 27, 2029.
All Options granted vest in accordance with the following vesting schedule: (i) 1/3rd of the Options vested immediately at grant; (ii) 1/3rd of the Options will vest on February 28, 2025; and (iii) 1/3rd will vest on August 27, 2025; all subject to the terms and conditions of the Plan.
About Innocan Pharma:
Innocan is a pharmaceutical tech company that operates under two main segments: Pharmaceuticals and Consumer Wellness. In the Pharmaceuticals segment, Innocan focuses on developing innovative drug delivery platform technologies comprises with cannabinoids science, to treat various conditions to improve patients’ quality of life. This segment involves two drug delivery technologies: (i) LPT CBD-loaded liposome platform facilitating exact dosing and the prolonged and controlled release of CBD into the blood stream. The LPT delivery platform research is in the preclinical trial phase for two indications: Epilepsy and Pain Management. In the Consumer Wellness segment, Innocan develops and markets a wide portfolio of innovative and high-performance self-care products to promote a healthier lifestyle. Under this segment Innocan has established a Joint Venture by the name of BI Sky Global Ltd. that focuses developing on advanced targeted online sales. https://innocanpharma.com/
Contact Information:
For Innocan Pharma Corporation:
Iris Bincovich, CEO
+1 5162104025
+972-54-3012842
+442037699377
[email protected]
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATION SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
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Cannabis
Europe Medical Cannabis Market Forecast 2024-2032: Tilray, Aurora Cannabis, and GW Pharmaceuticals Dominate the Market Landscape
Dublin, Aug. 29, 2024 (GLOBE NEWSWIRE) — The “Europe Medical Cannabis Oil Market Size, Industry Dynamics, Opportunity Analysis and Forecast 2024-2032.” report has been added to ResearchAndMarkets.com’s offering.
The Europe Medical Cannabis Oil market is poised for significant growth, projected to escalate from US$ 0.91 billion in 2023 to US$ 2.40 billion by 2032, advancing at a CAGR of 12.08%. In this comprehensive research report, the market is analyzed by:
- Derivatives;
- Source;
- Application;
- Route of Administration;
- End-user;
- Distribution Channel; and
- Country.
Market Highlights Identified in the Report
- Progressive legalization across Europe is creating a favorable regulatory environment, enhancing market expansion for medical cannabis oil products.
- Germany leads the market with a robust infrastructure and supportive regulations, while other countries like the UK, Italy, and Spain show significant growth potential based on evolving regulatory landscapes and market dynamics.
- Key players such as Tilray, Aurora Cannabis Inc., and GW Pharmaceuticals dominate the market, emphasizing research, strategic partnerships, and innovation to maintain competitive edge amidst evolving industry dynamics.
The medical cannabis oil market has experienced substantial growth as legalization and acceptance of cannabis-based treatments expand globally. Cannabis oil, derived from the cannabis plant through extraction methods, contains cannabinoids such as THC and CBD, known for their therapeutic properties. Increasing recognition of cannabis oil’s potential in alleviating symptoms of various medical conditions, including chronic pain, epilepsy, and anxiety disorders, has driven its adoption in medical settings.
Governments in several countries are progressively legalizing medical cannabis, creating a conducive regulatory environment for market expansion. Additionally, growing consumer awareness about alternative and natural therapies has fueled the demand for cannabis oil products. The market is characterized by diverse product offerings, including full-spectrum and CBD-isolate oils, catering to different therapeutic needs and preferences.
Despite regulatory challenges and stigma associated with cannabis, the medical cannabis oil market continues to evolve, driven by ongoing research, favorable legislative changes, and shifting attitudes toward cannabis-based therapies in healthcare.
Regional Insights
Germany is likely to maintain its leadership position in the European medical cannabis oil market due to its established infrastructure, supportive regulations, and strong healthcare system. Germany legalized medical cannabis in 2017, giving the market a head start compared to many other European countries. This established infrastructure and experience position Germany as a leader in the field. As awareness and acceptance of medical cannabis increase, the number of patients seeking treatment in Germany is steadily rising. This fuels market growth and incentivizes further investment in research and development.
Germany’s regulatory framework for medical cannabis is considered relatively patient-friendly compared to some other European countries. This facilitates access for patients with qualifying conditions. The UK legalized medical cannabis in 2018 and is experiencing an increase in patient access programs. This, coupled with ongoing research, could lead to significant market growth. Italy legalized medical cannabis in 2006 but has faced challenges with availability. As regulations become more streamlined and patient access expands, the Italian market holds significant growth potential. Spain has a well-established medical cannabis industry with a focus on domestic production. As regulations evolve and export opportunities increase, the Spanish market could see a boost.
Competitive Landscape
The Medical Cannabis Oil market is characterized by a vigorous competitive landscape, with prominent entities like Tilray, Aurora Cannabis Inc., GW Pharmaceuticals, Almiral, Bedrocan, and others at the forefront, collectively accounting for approximately 41 % of the overall market share. This competitive milieu is fueled by their intensive efforts in research and development as well as strategic partnerships and collaborations, underscoring their commitment to solidifying market presence and diversifying their offerings.
The primary competitive factors include pricing, product caliber, and technological innovation. As the Medical Cannabis Oil industry continues to expand, the competitive fervor among these key players is anticipated to intensify. The impetus for ongoing innovation and alignment with evolving customer preferences and stringent regulations is high. The industry’s fluidity anticipates an uptick in novel innovations and strategic growth tactics from these leading corporations, which in turn propels the sector’s comprehensive growth and transformation.
Key Topics Covered
Chapter 1. Research Framework
Chapter 2. Research Methodology
Chapter 3. Executive Summary: Europe Medical Cannabis Oil Market
Chapter 4. Europe Medical Cannabis Oil Market Overview
Chapter 5. Europe Medical Cannabis Oil Market Analysis, by Derivatives
Chapter 6. Europe Medical Cannabis Oil Market Analysis, by Source
Chapter 7. Europe Medical Cannabis Oil Market Analysis, by Application
Chapter 8. Europe Medical Cannabis Oil Market Analysis, by Route of Administration
Chapter 9. Europe Medical Cannabis Oil Market Analysis, by End-user
Chapter 10. Europe Medical Cannabis Oil Market Analysis, by Distribution Channel
Chapter 11. Europe Medical Cannabis Oil Market Analysis, by Country
Chapter 12. The UK Medical Cannabis Oil Market Analysis
Chapter 13. Germany Medical Cannabis Oil Market Analysis
Chapter 14. The Netherlands Medical Cannabis Oil Market Analysis
Chapter 15. Italy Medical Cannabis Oil Market Analysis
Chapter 16. Spain Medical Cannabis Oil Market Analysis
Chapter 17. Poland Medical Cannabis Oil Market Analysis
Chapter 18. Rest of Europe Medical Cannabis Oil Market Analysis
Chapter 19. Company Profiles (Company Overview, Financial Matrix, Key Product Landscape, Key Personnel, Key Competitors, Contact Address, and Business Strategy Outlook)
A selection of companies mentioned in this report includes, but is not limited to:
- Aurora Cannabis Inc.
- Bedrocan
- Biocann
- BIOTA Biosciences LLC
- Cannamedical
- Mary Jane CBD
- Sanity Group GmbH
- Tilray
- Valcon Medical
For more information about this report visit https://www.researchandmarkets.com/r/dh7q46
About ResearchAndMarkets.com
ResearchAndMarkets.com is the world’s leading source for international market research reports and market data. We provide you with the latest data on international and regional markets, key industries, the top companies, new products and the latest trends.
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