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Frontier Communications Reports First Quarter 2019 Results

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  • Total first quarter revenue of $2.10 billion
  • Net loss of $87 million
  • Adjusted EBITDA1 of $873 million
  • Net broadband losses of 38,000
  • Transformation program continues with a cumulative $35 million in
    annualized benefit achieved as of the end of the first quarter
  • Continued balance sheet progress with issuance of $1.65 billion in
    secured maturities that extend those obligations by six years

NORWALK, Conn.–(BUSINESS WIRE)–Frontier Communications Corporation (NASDAQ:FTR) today reported
financial results for the first quarter ended March 31, 2019.

“We continue to focus on our long-term goals of improving revenue and
unit trends, realizing our transformation program targets, driving free
cash flow, and reducing leverage,” said Dan McCarthy, President and CEO.
“We began to realize some benefits from the extensive efforts underway
to improve our broadband unit performance, most notably an improvement
in consumer copper broadband subscriber trends where losses more than
halved sequentially,” McCarthy added. “Nonetheless we have substantial
work ahead. Our transformation program remains on track to achieve the
$50 to $100 million in EBITDA benefit we anticipate over the course of
2019.”

Consolidated Results

Consolidated revenue for the first quarter of 2019 was $2.10 billion, as
compared with $2.12 billion in the fourth quarter. Within first quarter
consolidated revenue, Consumer revenue was $1.08 billion, Commercial
revenue was $932 million, and subsidy revenue was $92 million.

Net loss for the first quarter of 2019 was $87 million, representing a
net loss per common share of $0.84. Net loss included $15 million of
severance expenses, $20 million for loss on early extinguishment of
debt, and $18 million in income tax expense.

First quarter Adjusted EBITDA was $873 million, representing an Adjusted
EBITDA margin2 of 41.6%. This compares with Adjusted EBITDA
of $895 million in the fourth quarter of 2018. The primary factors
causing the sequential decline in Adjusted EBITDA were expense
seasonality and the sequential revenue decline, partly offset by
incremental benefits from the company’s transformation program.

Net cash provided from operating activities for the first quarter of
2019 was $282 million and operating free cash flow3 was ($23)
million, reflecting the higher level of interest payments in the first
quarter. For the four-quarter period ended March 31, 2019, net cash
provided from operating activities was $1,843 million and operating free
cash flow was $643 million.

Consumer Business Highlights

  • Revenue of $1.08 billion.
  • Customer churn of 1.99%, up slightly from the fourth quarter of 2018.
  • Average Revenue Per Customer (ARPC) of $89.14, a sequential increase.

Commercial Business Highlights

  • Revenue of $932 million.
  • Total commercial customers of 400,000 compared with 411,000 during the
    fourth quarter of 2018.
  • Commercial wholesale revenue was stable sequentially, and Commercial
    SME revenue declined sequentially, driven by voice services.

Capital Structure and Capital Allocation

  • As of March 31, 2019, Frontier’s leverage ratio4 was 4.76:1.
  • Frontier remains committed to reducing debt and improving its
    financial leverage profile.

    • Closed the sale of wireless towers for $76 million in January. The
      transaction was immaterial to revenue, earnings, and Adjusted
      EBITDA.
    • Issued $1,650 million of first lien secured notes, due 2027. The
      proceeds were used to retire the $1,402 million JPM Term Loan A
      due 2021 and the $239 million CoBank Loan due 2021, effectively
      extending the maturities by six years.
    • Extended the $850 million revolver by two years, to 2024.
    • Retired the outstanding $348 million, principal amount, of senior
      unsecured notes maturing March 15, 2019, as scheduled.

Guidance

Guidance for 2019 remains unchanged.

  • Adjusted EBITDA – $3.45 billion to $3.55 billion, which includes an
    anticipated $50 million to $100 million benefit from the
    transformation program
  • Capital expenditures – Approximately $1.15 billion
  • Cash taxes – Less than $25 million
  • Cash pension/OPEB – Approximately $175 million
  • Cash interest expense – Approximately $1.475 billion
  • Operating free cash flow – $575 million to $675 million

We are targeting an annualized benefit of $500 million from the
transformation program as measured at the exit of year-end 2020, which
may be offset by declines in the business.

Non-GAAP Financial Measures

Frontier uses certain non-GAAP financial measures in evaluating its
performance, including EBITDA, EBITDA margin, Adjusted EBITDA, Adjusted
EBITDA margin, operating free cash flow, adjusted operating expenses,
and leverage ratio, each of which is described below. Management uses
these non-GAAP financial measures internally to (i) assist in analyzing
Frontier’s underlying financial performance from period to period, (ii)
analyze and evaluate strategic and operational decisions, (iii)
establish criteria for compensation decisions, and (iv) assist in the
understanding of Frontier’s ability to generate cash flow and, as a
result, to plan for future capital and operational decisions. Management
believes that the presentation of these non-GAAP financial measures
provides useful information to investors regarding Frontier’s financial
condition and results of operations because these measures, when used in
conjunction with related GAAP financial measures (i) provide a more
comprehensive view of Frontier’s core operations and ability to generate
cash flow, (ii) provide investors with the financial analytical
framework upon which management bases financial, operational,
compensation, and planning decisions and (iii) present measurements that
investors and rating agencies have indicated to management are useful to
them in assessing Frontier and its results of operations.

A reconciliation of these measures to the most comparable financial
measures calculated and presented in accordance with GAAP is included in
the accompanying tables. These non-GAAP financial measures are not
measures of financial performance or liquidity under GAAP, nor are they
alternatives to GAAP measures and they may not be comparable to
similarly titled measures of other companies.

EBITDA is defined as net income (loss) less income tax expense
(benefit), interest expense, investment and other income (loss), pension
settlement costs, gains/losses on extinguishment of debt, and
depreciation and amortization. EBITDA margin is calculated by dividing
EBITDA by total revenue.

Adjusted EBITDA is defined as EBITDA, as described above, adjusted to
exclude, certain pension/OPEB expenses, restructuring costs and other
charges, stock-based compensation expense, goodwill impairment charges,
and certain other non-recurring items. Adjusted EBITDA margin is
calculated by dividing adjusted EBITDA by total revenue.

Management uses EBITDA, EBITDA margin, adjusted EBITDA and adjusted
EBITDA margin to assist it in comparing performance from period to
period and as measures of operational performance. Management believes
that these non-GAAP measures provide useful information for investors in
evaluating Frontier’s operational performance from period to period
because they exclude depreciation and amortization expenses related to
investments made in prior periods and are determined without regard to
capital structure or investment activities. By excluding capital
expenditures, debt repayments and dividends, among other factors, these
non-GAAP financial measures have certain shortcomings. Management
compensates for these shortcomings by utilizing these non-GAAP financial
measures in conjunction with the comparable GAAP financial measures.

Adjusted net income (loss) attributable to Frontier common shareholders
is defined as net income (loss) attributable to Frontier common
shareholders and excludes, restructuring costs and other charges,
pension settlement costs, goodwill impairment charges, certain income
tax items and the income tax effect of these items, and certain other
non-recurring items. Adjusting for these items allows investors to
better understand and analyze Frontier’s financial performance over the
periods presented.

Management defines operating free cash flow, a non-GAAP measure, as net
cash provided from operating activities less capital expenditures.
Management uses operating free cash flow to assist it in comparing
liquidity from period to period and to obtain a more comprehensive view
of Frontier’s core operations and ability to generate cash flow.
Management believes that this non-GAAP measure is useful to investors in
evaluating cash available to service debt and pay dividends. This
non-GAAP financial measure has certain shortcomings; it does not
represent the residual cash flow available for discretionary
expenditures, as items such as debt repayments and preferred stock
dividends are not deducted in determining such measure. Management
compensates for these shortcomings by utilizing this non-GAAP financial
measure in conjunction with the comparable GAAP financial measure.

Adjusted operating expenses is defined as operating expenses adjusted to
exclude depreciation and amortization, restructuring and other charges,
goodwill impairment charges, certain pension/OPEB expenses, stock-based
compensation expense, and certain other non-recurring items. Investors
have indicated that this non-GAAP measure is useful in evaluating
Frontier’s performance.

Leverage ratio is calculated as net debt (total debt less cash and cash
equivalents) divided by Adjusted EBITDA for the most recent four
quarters. Investors have indicated that this non-GAAP measure is useful
in evaluating Frontier’s debt levels.

The information in this press release should be read in conjunction with
the financial statements and footnotes contained in Frontier’s documents
filed with the U.S. Securities and Exchange Commission.

Conference Call and Webcast

Frontier will host a conference call today at 4:30 P.M. Eastern time. In
connection with the conference call and as a convenience to investors,
Frontier furnished today, under cover of a Current Report on Form 8-K,
additional materials regarding first quarter 2019 results. The
conference call will be webcast and may be accessed in the Webcasts
& Presentations
 section of Frontier’s Investor Relations website
at www.frontier.com/ir.

A telephonic replay of the conference call will be available from 7:30
P.M. Eastern Time on Tuesday, April 30, 2019, through 7:30 P.M. Eastern
Time on Sunday, May 5, 2019 at 719-457-0820 or 888-203-1112. Use the
passcode 7833067 to access the replay. A webcast replay of the call will
be available at www.frontier.com/ir.

About Frontier Communications

Frontier Communications Corporation (NASDAQ: FTR) is a leader in
providing communications services to urban, suburban, and rural
communities in 29 states. Frontier offers a variety of services to
residential customers over its fiber-optic and copper networks,
including video, high-speed internet, advanced voice, and Frontier Secure®
digital protection solutions. Frontier Business offers communications
solutions to small, medium, and enterprise businesses. More information
about Frontier is available at www.frontier.com.

Forward-Looking Statements

This earnings release contains “forward-looking statements,” related to
future events. Forward-looking statements address Frontier’s expected
future business, financial performance, and financial condition, and
contain words such as “expect,” “anticipate,” “intend,” “plan,”
“believe,” “seek,” “see,” “may,” “will,” “would,” or “target.”
Forward-looking statements by their nature address matters that are, to
different degrees, uncertain. For Frontier, particular uncertainties
that could cause actual results to be materially different than those
expressed in such forward-looking statements include: declines in
revenue from Frontier’s voice services, switched and non-switched access
and video and data services that it cannot stabilize or offset with
increases in revenue from other products and services; Frontier’s
ability to successfully implement strategic initiatives, including
opportunities to enhance revenue and realize operational improvements;
competition from cable, wireless and wireline carriers, satellite, and
OTT companies, and the risk that Frontier will not respond on a timely
or profitable basis; Frontier’s ability to successfully adjust to
changes in the communications industry, including the effects of
technological changes and competition on its capital expenditures,
products and service offerings; risks related to disruptions in
Frontier’s networks, infrastructure and information technology that may
result in customer loss and/or incurrence of additional expenses; the
impact of potential information technology or data security breaches or
other cyber attacks or other disruptions; Frontier’s ability to retain
or attract new customers and to maintain relationships with customers,
employees or suppliers; Frontier’s ability to hire or retain key
personnel; Frontier’s ability to realize anticipated benefits from
recent acquisitions; Frontier’s ability to dispose of certain assets or
asset groups on terms that are attractive to it, or at all; Frontier’s
ability to effectively manage its operations, operating expenses,
capital expenditures, debt service requirements and cash paid for income
taxes and liquidity; Frontier’s ability to defend against litigation and
potentially unfavorable results from current pending and future
litigation; adverse changes in the credit markets, which could impact
the availability and cost of financing; Frontier’s ability to repay or
refinance its debt through, among other things, accessing the capital
markets, notes repurchases and/or redemptions, tender offers and
exchange offers; adverse changes in the ratings given to Frontier’s debt
securities by nationally accredited ratings organizations; covenants in
Frontier’s indentures and credit agreements that may limit Frontier’s
operational and financial flexibility as well as its ability to access
the capital markets in the future; the effects of state regulatory
requirements that could limit Frontier’s ability to transfer cash among
its subsidiaries or dividend funds up to the parent company; the effects
of governmental legislation and regulation on Frontier’s business; the
impact of regulatory, investigative and legal proceedings and legal
compliance risks; government infrastructure projects that impact capital
expenditures; continued reductions in switched access revenue as a
result of regulation, competition or technology substitutions; the
effects of changes in the availability of federal and state universal
service funding or other subsidies to Frontier and its competitors;
Frontier’s ability to meet its remaining CAF II funding obligations and
the risk of penalties or obligations to return certain CAF II funds;
Frontier’s ability to effectively manage service quality and meet
mandated service quality metrics; the effects of changes in accounting
policies or practices, including potential future impairment charges
with respect to intangible assets; the effects of changes in income tax
rates, tax laws, regulations or rulings, or federal or state tax
assessments, including the risk that such changes may benefit Frontier’s
competitors more than it, as wells potential future decreases in the
value of Frontier’s deferred tax assets; the effects of increased
medical expenses and pension and postemployment expenses; Frontier’s
ability to successfully renegotiate union contracts; changes in pension
plan assumptions, interest rates, discount rates, regulatory rules
and/or the value of Frontier’s pension plan assets, which could require
Frontier to make increased contributions to its pension plans; the
effects of changes in both general and local economic conditions in the
markets that Frontier serves; the effects of severe weather events or
other natural or man-made disasters, which may increase operating and
capital expenses or adversely impact customer revenue; and the risks and
other factors contained in Frontier’s filings with the U.S. Securities
and Exchange Commission, including its reports on Forms 10-K and 10-Q.
These risks and uncertainties may cause actual future results to be
materially different than those expressed in such forward-looking
statements. Frontier has no obligation to update or revise these
forward-looking statements and does not undertake to do so.

_________________

1

  See “Non-GAAP Measures” for a description of this measure and its
calculation. See Schedule A on page 11 for a reconciliation to net
income/(loss).
2 Adjusted EBITDA margin is a non-GAAP measure of performance,
calculated as Adjusted EBITDA, divided by total revenue. See
“Non-GAAP Measures” on page 4 for a description of this measure and
its calculation. See Schedule A on page 11 for a reconciliation of
EBITDA to net loss.
3 Operating free cash flow is a non-GAAP measure of liquidity derived
from net cash provided from operating activities. See “Non-GAAP
Measures” on page 4 for a description of this measure and its
calculation and Schedule A on page 11 for a reconciliation to net
cash provided from operating activities.
4 Leverage ratio is calculated as net debt (total debt less cash and
cash equivalents) divided by Adjusted EBITDA for the most recent
four quarters. See Schedule C on page 13 for its calculation.
 
Frontier Communications Corporation
Unaudited Consolidated Financial Data
     
For the quarter ended
($ in millions and shares in thousands, except per share amounts) March 31, 2019 December 31, 2018 March 31, 2018
Statement of Operations Data
Revenue $ 2,101   $ 2,124   $ 2,199  
 
Operating expenses:
Network access expenses 338 347 372
Network related expenses 456 461 483
Selling, general and administrative expenses 456 441 469
Depreciation and amortization 484 492 505
Goodwill impairment 241
Restructuring costs and other charges   28     15     4  
Total operating expenses   1,762     1,997     1,833  
 
 
Operating income 339 127 366
 
Investment and other income (loss), net (9 ) (3 ) 8
Pension settlement costs 7
Gain (Loss) on early extinguishment of debt (20 ) 1 33
Interest expense   379     388     374  
 
Income (Loss) before income taxes (69 ) (270 ) 33
Income tax expense (benefit)   18     (51 )   13  
 
Net income (loss) (87 ) (219 ) 20
 
Less: Dividends on preferred stock           53  
Net loss attributable to Frontier
common shareholders $ (87 ) $ (219 ) $ (33 )
 
Weighted average shares outstanding – basic and diluted 103,885 103,680 77,416
 
Basic and diluted net loss per common share $ (0.84 ) $ (2.12 ) $ (0.44 )
 
Other Financial Data:
Capital expenditures $ 305 $ 245 $ 297
Dividends declared – Preferred stock $ $ $ 53
 
Frontier Communications Corporation
Unaudited Consolidated Financial Data
     
For the quarter ended
March 31, 2019 December 31, 2018 March 31, 2018

($ in millions)

Selected Statement of Operations Data
Revenue:
Data and Internet services $ 967 $ 959 $ 985
Voice services 650 668 702
Video services 268 275 280
Other   124   128   135
Customer revenue 2,009 2,030 2,102
Subsidy revenue   92   94   97
Total revenue $ 2,101 $ 2,124 $ 2,199
 
Other Financial Data
Revenue:
Consumer $ 1,077 $ 1,088 $ 1,128
Commercial   932   942   974
Customer revenue 2,009 2,030 2,102
Subsidy revenue   92   94   97
Total revenue $ 2,101 $ 2,124 $ 2,199
 
Frontier Communications Corporation
Unaudited Consolidated Financial and Operating Data
     
 
For the quarter ended
March 31, 2019 December 31, 2018 March 31, 2018
 
Customers (in thousands) 4,395 4,471 4,765
 
Consumer customer metrics
Customers (in thousands) 3,995 4,060 4,324
Net customer additions (losses) (65 ) (92 ) (74 )
Average monthly consumer
revenue per customer $ 89.14 $ 88.37 $ 86.21
Customer monthly churn 1.99 % 1.94 % 1.94 %
 
Commercial customer metrics
Customers (in thousands) 400 411 441
Broadband subscriber metrics (in thousands)
Broadband subscribers 3,697 3,735 3,895
Net subscriber additions (losses) (38 ) (67 ) (43 )
 
Video (excl. DISH) subscriber metrics (in thousands)
Video subscribers 784 838 934
Net subscriber additions (losses) (54 ) (35 ) (28 )
 
Video – DISH subscriber metrics (in thousands)
DISH subscribers 198 205 227
Net subscriber additions (losses) (7 ) (6 ) (8 )
 
Employees 20,439 21,173 22,081
 
Frontier Communications Corporation
Condensed Consolidated Balance Sheet Data
   
 
(Unaudited)

($ in millions)

March 31, 2019 December 31, 2018
 

ASSETS

Current assets:
Cash and cash equivalents $ 119 $ 354
Accounts receivable, net 715 723
Other current assets   276   253
Total current assets 1,110 1,330
 
Property, plant and equipment, net 14,034 14,187
Other assets – principally goodwill   8,218   8,142
Total assets $ 23,362 $ 23,659
 

LIABILITIES AND EQUITY

Current liabilities:
Long-term debt due within one year $ 393 $ 814
Accounts payable and other current liabilities   1,617   1,747
Total current liabilities 2,010 2,561
 
Deferred income taxes and other liabilities 3,291 3,140
Long-term debt 16,526 16,358
Equity   1,535   1,600
Total liabilities and equity $ 23,362 $ 23,659
 
Frontier Communications Corporation
Unaudited Consolidated Cash Flow Data
   
For the quarter ended

($ in millions)

March 31, 2019 March 31, 2018
 
Cash flows provided from (used by) operating activities:
Net income (loss) $ (87 ) $ 20
Adjustments to reconcile net income (loss) to net cash provided from
(used by) operating activities:
Depreciation and amortization 484 505
(Gain) Loss on extinguishment of debt 20 (33 )
Stock-based compensation expense 3 4
Amortization of deferred financing costs 9 9
Other adjustments (9 )
Deferred income taxes 16 12
Change in accounts receivable 7 9
Change in accounts payable and other liabilities (157 ) (261 )
Change in prepaid expenses, income taxes, and other assets   (13 )   (5 )
Net cash provided from operating activities 282 251
 
Cash flows provided from (used by) investing activities:
Capital expenditures (305 ) (297 )
Proceeds on sale of assets 74 10
Other       (2 )
Net cash used by investing activities (231 ) (289 )
 
Cash flows provided from (used by) financing activities:
Long-term debt payments (1,995 ) (1,627 )
Proceeds from long-term debt borrowings 1,650 1,600
Proceeds from revolving debt 375
Repayment of revolving debt (275 )
Financing costs paid (30 ) (26 )
Dividends paid on preferred stock (53 )
Premium paid to retire debt (16 )
Finance lease obligation payments (8 ) (10 )
Other   (3 )   (5 )
Net cash used by financing activities (286 ) (137 )
 
Decrease in cash, cash equivalents, and restricted cash (235 ) (175 )
Cash, cash equivalents, and restricted cash at January 1,   404     376  
 
Cash, cash equivalents, and restricted cash at March 31, $ 169   $ 201  
 
Supplemental cash flow information:
Cash paid (received) during the period for:
Interest $ 525 $ 593
Income tax payments (refunds), net $ $
 
    SCHEDULE A
Frontier Communications Corporation
Reconciliation of Non-GAAP Financial Measures
 
For the quarter ended

($ in millions)

March 31, 2019 December 31, 2018 March 31, 2018

EBITDA

Net income (loss) $ (87) $ (219) $ 20
Add back (subtract):
Income tax expense (benefit) 18 (51) 13
Interest expense 379 388 374
Investment and other (income) loss, net 9 3 (8)
Pension settlement costs 7
(Gain) Loss on extinguishment of debt   20   (1)   (33)
Operating income (loss) 339 127 366
 
Depreciation and amortization   484   492   505
EBITDA $ 823 $ 619 $ 871
 
Add back:
Pension/OPEB expense 20 19 22
Restructuring costs and other charges 28 15 4
Stock-based compensation expense 3 4 4
Storm-related insurance proceeds (1) (3)
Work stoppage costs 7
Goodwill impairment     241  
Adjusted EBITDA $ 873 $ 895 $ 908
 
EBITDA margin 39.1% 29.1% 39.6%
Adjusted EBITDA margin 41.6% 42.1% 41.3%
 

Free Cash Flow

Net cash provided from operating activities $ 282 $ 603 $ 251
Capital expenditures   (305)   (245)   (297)
Operating free cash flow $ (23) $ 358 $ (46)
 

Contacts

Investors:
Luke Szymczak
Vice
President
(203) 614-5044
[email protected]

Media:
Brigid
Smith
Assistant Vice President
(203) 614-5042
[email protected]

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IMC to transfer its Oranim Pharmacy shares back to the seller

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imc-to-transfer-its-oranim-pharmacy-shares-back-to-the-seller

TORONTO and GLIL YAM, Israel, April 16, 2024 /PRNewswire/ — IM Cannabis Corp. (CSE: IMCC) (NASDAQ: IMCC) (the “Company” or “IMC“), a leading medical cannabis company with operations in Israel and Germany, is announcing that, further to the news release dated January 12, 2024, the Company has decided not to make remaining installment payments installments (i.e. NIS 5,873K including interest or 2,154K CAD) by IMC Holdings Ltd., and as such will transfer the 51% shares held by IMC Holdings Ltd back to the  seller.

“With the April 1st cannabis legalization in Germany, we are focusing our resources on the German market, where we expect to see the biggest growth potential,” said Oren Shuster, CEO of IMC. “With both of our core markets, Germany and Israel, currently undergoing rapid evolution, we need to assure that we allocate our resources to the growth opportunities where we expect the best return on investment.”

About IM Cannabis Corp.

IMC (Nasdaq: IMCC) (CSE: IMCC) is an international cannabis company that provides premium cannabis products to medical patients in Israel and Germany, two of the largest medical cannabis markets. The Company has recently exited operations in Canada to pivot its focus and resources to achieve sustainable and profitable growth in its highest value markets, Israel and Germany. The Company leverages a transnational ecosystem powered by a unique data-driven approach and a globally sourced product supply chain. With an unwavering commitment to responsible growth and compliance with the strictest regulatory environments, the Company strives to amplify its commercial and brand power to become a global high-quality cannabis player.

The IMC ecosystem operates in Israel through its commercial relationship with Focus Medical Herbs Ltd., which imports and distributes cannabis to medical patients, leveraging years of proprietary data and patient insights. The Company also operates medical cannabis retail pharmacies, online platforms, distribution centers, and logistical hubs in Israel that enable the safe delivery and quality control of IMC’s products throughout the entire value chain. In Germany, the IMC ecosystem operates through Adjupharm GmbH, where it distributes cannabis to pharmacies for medical cannabis patients. Until recently, the Company also actively operated in Canada through Trichome Financial Corp and its wholly owned subsidiaries, where it cultivated, processed, packaged, and sold premium and ultra-premium cannabis at its own facilities under the WAGNERS and Highland Grow brands for the adult-use market in Canada. The Company has exited operations in Canada and considers these operations discontinued.

Disclaimer for Forward-Looking Statements

This press release contains forward-looking information or forward-looking statements under applicable Canadian and U.S. securities laws (collectively, “forward-looking statements”). All information that addresses activities or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as “seek”, “anticipate”, “believe”, “plan”, “estimate”, “expect”, “likely” and “intend” and statements that an event or result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made. In the press release, such forward-looking statements include, but are not limited to,  the occurrence of growth opportunities and the likelihood of growth potential.

Forward-looking statements are based on assumptions that may prove to be incorrect, including but not limited to: the development and introduction of new products; continuing demand for medical and adult-use recreational cannabis in the markets in which the Company operates; the Company’s ability to reach patients through both e-commerce and brick and mortar retail operations; the Company’s ability to maintain and renew or obtain required licenses; the effectiveness of its products for medical cannabis patients and recreational consumers; and the Company’s ability to market its brands and services successfully to its anticipated customers and medical cannabis patients.

The above lists of forward-looking statements and assumptions are not exhaustive. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated or implied by such forward looking statements due to a number of factors and risks. These include: any failure of the Company to maintain “de facto” control over Focus Medical in accordance with IFRS 10; the failure of the Company to comply with applicable regulatory requirements in a highly regulated industry; unexpected changes in governmental policies and regulations in the jurisdictions in which the Company operates; the effect of the reform on the Company; the Company’s ability to continue to meet the listing requirements of the Canadian Securities Exchange and the NASDAQ Capital Market; any unexpected failure to maintain in good standing or renew its licenses; the ability of the Company and Focus Medical (collectively, the “Group”) to deliver on their sales commitments or growth objectives; the reliance of the Group on third-party supply agreements to provide sufficient quantities of medical cannabis to fulfil the Group’s obligations; the Group’s possible exposure to liability, the perceived level of risk related thereto, and the anticipated results of any litigation or other similar disputes or legal proceedings involving the Group; the impact of increasing competition; any lack of merger and acquisition opportunities; adverse market conditions; the inherent uncertainty of production quantities, qualities and cost estimates and the potential for unexpected costs and expenses; risks of product liability and other safety-related liability from the usage of the Group’s cannabis products; supply chain constraints; reliance on key personnel; the risk of defaulting on existing debt and war, conflict and civil unrest in Eastern Europe and the Middle East

Any forward-looking statement included in this press release is made as of the date of this press release and is based on the beliefs, estimates, expectations and opinions of management on the date such forward-looking information is made.

The Company does not undertake any obligation to update forward-looking statements except as required by applicable securities laws. Investors should not place undue reliance on forward-looking statements. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

Company Contacts:

Anna Taranko, Director Investor & Public Relations
IM Cannabis Corp.
+49 157 80554338
[email protected]

Oren Shuster, Chief Executive Officer
IM Cannabis Corp.
[email protected]

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