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Innovest Global Inc.: Innovest Global Announces First Quarter 2020 Financial Results

Company Completes Acquisition of StemVax Therapeutics for Spinoff into Public Company; Advances Uplisting Efforts to Improve Profile in the Capital Markets

CLEVELAND, OH / ACCESSWIRE / July 6, 2020 / Innovest Global, Inc. (OTC PINK:IVST), a diversified industrials company, today announced results for the first quarter ended March 31, 2020.

Key First Quarter 2020 and Subsequent Operational Highlights

  • Strong first quarter 2020 sales of $3.5 million given the COVID-19 pandemic with a record gross profit of $1.6 million or 44% of sales.
  • Completed the acquisition of StemVax Therapeutics, a biotechnology company developing novel therapies for brain tumor therapies, which is expected to be spun-out into its own publicly traded company in the third quarter of 2020.
  • Achieved Penny Stock Exempt status and appointed BDO USA LLP as the Company's independent registered public accounting firm. The Company anticipates refiling the Form 10 registration statement and the uplist to OTCQB Exchange subsequent to completion of the 2019 audit.
  • Pursuing several synergistic profitable acquisition targets with closings expected in late 2020.

Management Commentary

Dan Martin, Chairman and Chief Executive Officer, stated "I am extremely pleased with our progress in the first quarter, with solid revenue and record gross profit to match. While COVID-19 has created temporary financial headwinds in some of the markets we serve, it has created exciting revenue opportunities for others, such as Chagrin Safety Supply and Contact Source Solutions which have notable strengths in healthcare related services and PPE products.

"On the capital markets front, we recently achieved Penny Stock Exempt status and completed our uplisting application to the OTCQB exchange - a key steppingstone in our path to an eventual NASDAQ listing. We plan to re-file our Form 10 and become a fully reporting company in the second half of 2020, an important milestone in our efforts to attract increasingly sophisticated institutional investors.

"Our team's remarkable flexibility and efficiency in working from home prior to the recent reopening of our corporate offices is a testament to our corporate principles - to create value for all of our stakeholders over the long-term. Our success in the first quarter will position us for a breakthrough year both in terms of financial performance and capital markets milestones. I look forward to working closely with our team to continue to drive new growth initiatives and thrive as an industrial platform company unlike any other," concluded Martin.

First Quarter 2020 Financial Results (unaudited)

  • Revenue in the first quarter of 2020 was $3.5 million as compared to $12.5 million in the same year-ago period. The decline in revenue was largely due to the decrease in revenue from the Wholesale Purchasing segment, which generally contributes minimal gross profit to the business.
    • While revenue declined in the Wholesale Purchasing segment, revenue within the Call Center Services and Chagrin Safety Supply businesses remains strong and continues to show promise in the second quarter as the global pandemic continues.
  • Segment gross profit was $1.6 million in the first quarter of 2020 as compared to $626 thousand in the first quarter 2019, largely due to a one-time gain recognized from a legacy Building Solutions contract.
  • Selling, general and administrative expenses for the first quarter of 2020 were $1.9 million as compared to $1.3 million in the same year-ago period. Innovest management believes that selling, general and administrative expenses now reflect the corporate overhead and structure needed to support the business going forward.
  • Net loss from continuing operations for the first quarter of 2020 was $635 thousand, as compared to $880 thousand in net income in the same year-ago period. The prior period results include a gain of $2.0 million due to the termination of an acquisition stock guarantee.
  • Adjusted EBITDA loss for the first quarter of 2020 was $164 thousand and excludes $350 thousand in non-cash charges related to stock compensation expense, costs and expenses related to acquisition integration and non-cash charges from operating leases. Adjusted EBITDA is further described under "Use of Certain Non-GAAP and Adjusted Financial Measures" below.

About Innovest Global, Inc.

Innovest Global, Inc. (OTC PINK:IVST) is a diversified industrial company applying technology and innovation to provide value-added solutions across multiple business markets. Innovest Global builds long-term shareholder value by acquiring established industrial businesses on favorable terms, realizing synergies and achieving organic growth through investments in innovative technology and business systems. For more information, please click here.

Use of Certain Non-GAAP and Adjusted Financial Measures

Innovest reports its financial results in accordance with GAAP. However, Innovest's management believes that certain non-GAAP financial measures help facilitate comparisons of Company operating performance across periods. To supplement our unaudited financial results prepared in accordance with GAAP, we have prepared certain non-GAAP measures that include or exclude special items. This release includes EBITDA, Adjusted EBITDA, Segment Gross Profit and Adjusted Segment Gross Profit which are non-GAAP financial measures. Innovest defines EBITDA as net income from continuing operations before interest expense, income tax expense, depreciation and amortization expenses and other non-recurring items. Adjusted EBITDA is defined as EBITDA before non-cash stock-based compensation, asset impairments and other income or expense. Segment gross profit is defined as segment revenues less segment cost of sales, excluding selling, general and administrative costs and Corporate overhead costs. Segment gross profit is not a measure of our financial performance under GAAP and should not be considered as an alternative or superior to measures derived in accordance with GAAP. Adjusted segment gross profit further excludes the impact from non-recurring items for year over year comparison purposes.

These non-GAAP measures are not meant to be considered in isolation or as a substitute for financial information presented in accordance with GAAP and should be viewed as a supplemental and in addition to our financial information presented in accordance with GAAP. Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures. In addition, other companies may report similarly titled measures, but calculate them differently, which reduces their usefulness as a comparative measure. Management utilizes these non-GAAP metrics in evaluating and making operational decisions regarding our business.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical facts included in this press release are forward-looking statements. These statements relate to future events or to the Company's future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Investors should not place any undue reliance on forward-looking statements since they involve known and unknown uncertainties and other factors which are, in some cases, beyond the Company's control which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects the Company's current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to operations, results of operations, growth strategy and liquidity. Such risks, uncertainties and other factors, which could impact the Company and the forward-looking statements contained herein are included in the Company's filings with the OTC Markets. The Company assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

Investor Contact:

Indrani Egleston
Executive Vice President, Chief Financial Officer
Innovest Global, Inc.

Chris Tyson
Managing Director
MZ Group - MZ North America

Innovest Global, Inc.
Consolidated Balance Sheet (unaudited)
March 31, 2020 and 2019

March 31,
Current Assets
Cash and cash equivalents
Accounts receivable, net
Cost in excess of billings
Prepaid expenses and other current assets
Total current assets
Property and equipment, net
Intangible assets, net
Right-of-use assets, net
Total assets
$13,293,502 $17,691,319
Liabilities and Stockholders' Equity (Deficit)
Current Liabilities
Accounts payable
Billings in excess of cost and estimated earnings
Bank line of credit
Notes payable
Deposit on assets
Accrued compensation
Deferred compensation
Accrued expenses
Lease liabilities, current
Other current liabilities
Total current liabilities
Lease liabilities, non-current
Shareholder loan payable
Stock guarantee liability
Share issuance liability
Bond contingencies
Other non-current liabilities
Total liabilities
Stockholders' Equity (Deficit)
Common stock, par value $0.001 per share:
Authorized shares: 500,000,000 in 2020 and 2019
Issued and outstanding shares: 163,802,125 at March 31, 2020 and 142,910,292 at March 31, 2019
Preferred stock, par value $0.001 per share:
Authorized shares: 10,000,000 in 2020 and 2019
Issued and outstanding shares: 1,250,000 at March 31, 2020 and March 31, 2019
Additional paid - in capital
Retained deficit
Total stockholders' equity (deficit)
Total liabilities and stockholders' equity (deficit)
$13,293,502 $17,691,319

Innovest Global, Inc.
Consolidated Statement of Operations (unaudited)
Quarters Ended March 31, 2020 and 2019

Quarter Ended March 31,
Cost of goods sold
Gross profit
Operating Expenses
Selling, general & administrative expense
Stock compensation expense
Other operating expense (income), net
Operating income (loss) from continuing operations
Gain on investment
Interest expense, net
Loss on sale of assets
Fair value adjustment to stock guarantee, net
Income (loss) from continuing operations before provision (benefit) for income taxes
Provision (benefit) for income taxes
Net income (loss) attributable to Innovest Global, Inc.
Earnings loss per share - Basic
Earnings loss per share - Diluted
Weighted - average number of shares outstanding - Basic
Weighted - average number of shares outstanding - Diluted

Innovest Global, Inc.
Consolidated Statement of Cash Flows (unaudited)
Quarters Ended March 31, 2020 and 2019

Quarter Ended March 31,
Net income (loss) attributable to Innovest Global, Inc.
$(635,135) $879,969
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization expense
Fair value adjustment for stock guarantee
Non-cash gain on StemVax investment
Stock compensation expense
Financing charges on deposit of asset
Non-cash lease expense
Changes in operating assets and liabilities that (used) provided cash and cash equivalents:
Accounts receivable
Prepaid expenses and other assets
Accounts payable
Accrued and other liabilities
Operating lease liability
Billings in excess of costs and estimated earnings
Net cash used in operating activities
Cash Flows from Investing Activities
Capital expenditures
Net cash provided by (used in) investing activities
Cash Flows from Financing Activities
Proceeds from bond contingency
Proceeds from asset backed financing
Proceeds from (payments on) notes payable
Proceeds from shareholder loan
Proceeds from stock issuance
Net cash provided by (used in) financing activities
2,014,603 370,130
Net increase (decrease) in cash and cash equivalents
Cash and Cash Equivalents - Beginning of period
666,591 804,527
Cash and Cash Equivalents - End of period
$20,935 $658,889

Innovest Global, Inc.
Segment Gross Profit (unaudited)
Quarters Ended March 31, 2020 and 2019

Quarter Ended March 31,
Segment Revenues
Energy Solutions
Energy Brokerage
Call Center Services
Building Solutions
Wholesale Purchasing
Total Revenues
$3,545,228 $12,481,018 $(8,935,790)
Segment gross profit
Energy Solutions
Energy Brokerage
Call Center Services
Building Solutions
Wholesale Purchasing
Total Segment gross profit
$1,554,753 $626,382 $928,370

Innovest Global, Inc.
Reconciliation of Net Income to EBITDA and Adjusted EBITDA (unaudited)
Quarters Ended March 31, 2020 and 2019

Quarter Ended March 31,
Reconciliation of EBITDA and Adjusted EBITDA
Net income (loss) from continuing operations
Interest expense, net
Depreciation and amortization expense
Non-cash stock compensation expense (1)
Fair value adjustments on acquisition stock guarantees (2)
Financing charges and losses related to asset sales (3)
Costs and expenses related to acquisitions and integration (4)
Non-cash charges related to operating leases (5)
Adjusted EBITDA (non-GAAP)

Adjusted EBITDA is defined as EBITDA before non-cash stock-based compensation, asset impairments and other income or expense.

(1) Represents non-cash expense for stock-based awards issued to our employees and outside service providers.
(2) Represents the non-cash charges for changes or establishment of stock guarantee valuations associated with acquisitions.
(3) Represents the financing cost associated with short term working capital funding.
(4) Costs and expenses related to the integration of acquired companies including legal, accounting, and advisory services which are reported under selling, general and administrative expenses.
(5) Represents the amount of operating lease expense related to Operating right-of-use assets, net on the Consolidated Balance Sheet, as a result of the adoption of ASC 842 and reported under selling, general and administrative expenses.

SOURCE: Innovest Global Inc.

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