Financial Results - The SiLLC Assembly

WISeKey Reports FY 2021 Audited Consolidated Financial Results

WISeKey Reports FY 2021 Audited Consolidated Financial Results

Schedules conference call for Friday, April 29 at 3:00 pm CET (9:00 am ET)

Revenue growth: 51% increase in FY 2021 revenue to $22.3 million, as compared to $14.8 million in FY 2020.
Increase in gross profit margin: FY 2021 gross profit margin increased to 41% from 37% in FY 2020.
Strong cash position: cash and cash equivalents together with restricted cash increased to $34.4 million at December 31, 2021, from $21.8 million at December 31, 2020.

Geneva, Switzerland, April 14, 2022 – Ad-Hoc announcement pursuant to Art. 53 of SIX Listing Rules– WISeKey International Holding Ltd. (NASDAQ: WKEY / SIX: WIHN) (“WISeKey” or the “Company” or the “Group”), a leading cybersecurity and IoT company, announced today its audited consolidated financial results for full year (FY) 2021 (period ended December 31, 2021).

Carlos Moreira, WISeKey’s Founder and CEO, noted, “In 2021, demand for WISeKey’s products and services substantially increased. With a 51% increase in revenue, the Group is back on its growth path, supported by investments in R&D aiming to remain at the edge of technology, and investments focused on strengthening our sales force. A large part of our revenue increase came from the new AI revenue stream after the acquisition of a 51% controlling interest in arago GmbH (“arago”) in February 2021. During the year, we invested significantly in arago to streamline its operations and to try to get the company to improve its operational efficiencies.”

Mr. Moreira added, “2022 is set to be another strong year for WISeKey on several fronts. Demand for our IoT products remains very high and we have already started scheduling deliveries for 2023. While we continue to face semiconductors supply chain shortages, we are looking at every option to further shorten customer delivery times. WISeKey is positioning itself as a strong, reliable and customer-focused supplier. We are progressing well on our two new revenue streams with the launch of the first WISeSaT PocketQube Satellite in January 2022 and the expansion of the NFT portfolio available on our WISe.ART NFT platform which already includes over 300 artists.”

As regards to operational costs, in 2022 we will continue to invest strongly in research and development, following $7.0 million of investments made in 2021, as we have re-focused our efforts on software components that form the USP for our IoT products.

The final significant movement on the balance sheet is the increase in the balance of our convertible notes, which relates to the issuance of two new convertible bonds for a total of $22 million in June 2021. This balance has been currently reduced to just over $10 million, and under the terms of the agreement, we have an additional $11.5 million available to draw down.

WISeKey’s FY21 audited consolidated financial results are available at https://www.wisekey.com/company/investors/financial-reports/.

2021 KEY FINANCIAL AND OPERATIONAL HIGHLIGHTS:

Revenue growth: 51% increase in revenue to $22.3 million for FY 2021, compared to $14.8 million in FY 2020.
Increase in gross profit margin: FY 2021 gross profit margin increased to 41% from 37% in FY 2020.
Strong cash position: cash and cash equivalents together with restricted cash increased to $34.4 million at December 31, 2021, from $21.8 million at December 31, 2020.
Acquired 51% controlling interest in arago GmbH (arago) on February 1, 2021: arago’s leading technology provides AI to enterprises, globally, through Knowledge Automation provides WISeKey with an opportunity to approach the fast-growing AIoT market. The combination of arago’s AI based Knowledge Automation and Data platform HIRO and WISeKey’s Cybersecurity, European Root of Trust and IoT/semiconductors technologies creates the AIoT offering that integrates semiconductors, smart sensors, IoT systems, Artificial Intelligence and a data cloud to deliver to customers a unique offering to power innovation and digital transformation. Using WISeKey’s cybersecurity technology and IoT network, data will be collected in HIRO where it can be processed and through automation acted upon in real time in a highly secure environment.
Development and launch of the WISe.ART NFT auction platform: an innovative platform where WISeKey adds identification to the emerging NFT trade market, therefore ensuring that NFTs sold on its platform are genuine. Our WISe.ART NFT platform provides the most secure and scalable blockchain back-end for creating real digital twins for valuable objects and trading high-value NFTs from the collectible and luxury space, incorporating vetting, provenance, proof of ownership, and follow-on monetization control into the NFTs. The revenue streams arising from WISeArt will be split across two key areas.
- Firstly, we are charging commissions on the sales that are carried out on the WISeArt platform. This is a percentage of the total sale and will depend upon multiple factors but, ultimately, will be a relatively straight-forward revenue transaction.
- Secondly, we are offering a white label version of the WISeArt platform that can be taken by clients that wish to have their own branded platform for auctions and sales. Here we would generate a one-off fee for the platform sale, as well as fees for the set-up and installation, with an ongoing hosting, maintenance and support packages being added with a separate annual fee. Our intention is that, with the hosting still being carried out by WISeKey, commission fees would also still apply to the sales on the platform.

2022 KEY GROWTH AREAS

The launch of the WISe.ART NFT platform in 2021 is expected to provide new WISe.ART revenue streams in the shape of commissions on the sales carried out on the platform, and the sale of a white label version of the WISe.ART platform for clients that wish to have their own branded platform for auctions and sales.
The launch of the first WISeSaT PocketQube Satellite in January 2022 is the result of the investment of WISeKey in FOSSA Systems to integrate their picosatellite technology into the WISeKey IoT Connect & Trust model and improve IoT communication in remote and poor connectivity areas.
New strategic partnerships to strengthen its position as IoT cybersecurity provider and to develop new use cases based on our established technologies (refer to page 29 of the financial report for details).
Investments in post-quantum cryptography that are resistant against quantum cryptanalysis so as to anticipate future cybersecurity threats, working in collaboration with the American National Institute of Standards and Technology (NIST) and the European Union Agency for Cybersecurity (ENISA).
Planned significant investment into new equipment to increase the production volume of semiconductors.
Investment in R&D to expand its patent portfolio.

FY 2021 RESULTS CONFERENCE CALL
Carlos Moreira, CEO and Peter Ward, CFO will host a conference call on Friday, April 29, 2022, at 3:00 p.m. CET / 9:00 a.m. ET to discuss these results, recent business developments and growth initiatives. A Q&A session will follow the prepared remarks.

Interested parties may participate in the call by dialing:

United States (Toll)	877-445-9755
United States (Toll Free)	201-493-6744
Spain (fixed) ATT:	900 834 236
Spain (mobile) ATT:	900 834 876
United Kingdom (fixed) ATT:	0 800 756 3429
France (fixed) ATT /excl. Monaco:	0 800 912 848
Switzerland (fixed) ATT:	0 800 835 525
Switzerland (mobile) ATT:	0 800 891 374
Italy (fixed) ATT:	800 791 612
Italy (mobile) ATT:	800 796 508
Netherlands (fixed) ATT:	0 800 023 4340
Netherlands (mobile) ATT:	0 800 022 3580
Germany (fixed) ATT:	0 800 182 0040
Germany (mobile) ATT:	0 800 184 4713

To access the call, please dial-in approximately five minutes before the start time. The call will also be simultaneously webcasted over the Internet via this link and such link will also be made available in the “Investor Relations” section of WISeKey’s website http://wisekey.com/investors/.

An archived version of the webinar will be available on WISeKey’s website following the live presentation. For any questions regarding the event, please email Lcati@equityny.com.

ADDITIONAL FINANCIAL & OPERATIONAL DATA

FY 2021 Key Financials – WISeKey Group

(Million US$)
US GAAP	2021	2020
Net sales	22.3	14.8
Gross profit	9.1	5.5
Operating loss as reported	(26.7)	(18.5)
Net income attributable to WISeKey as reported	(20.3)	(28.7)

Non-GAAP	2021	2020
EBITDA	(25.7)	(16.9)
Adjusted EBITDA	(20.7)	(15.8)

Total Cash and restricted cash	34.4	21.8

Consolidated Statements of Comprehensive Income/(Loss) [as reported]

	12 months ended December 31,
USD’000	2021	2020	2019

Net sales	22,258	14,779	22,652
Cost of sales	(12,869)	(8,578)	(12,871)
Depreciation of production assets	(301)	(736)	(325)
Gross profit	9,088	5,465	9,456

Other operating income	183	43	180
Research & development expenses	(7,007)	(6,012)	(6,422)
Selling & marketing expenses	(10,226)	(7,355)	(7,929)
General & administrative expenses	(18,726)	(10,673)	(15,789)
Total operating expenses	(35,776)	(23,997)	(29,960)
Operating loss	(26,688)	(18,532)	(20,504)

Non-operating income	8,638	1,127	1,918
Debt conversion expense	(325)
Gain on derivative liability	–	44	214
Gain / (loss) on debt extinguishment	–	–	(233)
Interest and amortization of debt discount	(1,057)	(458)	(742)
Non-operating expenses	(4,755)	(11,079)	(3,670)
Loss from continuing operations before income tax expense	(24,187)	(28,898)	(23,017)

Income tax expense	93	(9)	(13)
Loss from continuing operations, net	(24,094)	(28,907)	(23,030)

Discontinued operations:
Net sales from discontinued operations	–	–	1,934
Cost of sales from discontinued operations	–	–	(791)
Total operating and non-operating expenses from discontinued operations	–	–	(1,801)
Income tax recovery from discontinued operations	–	–	42
Gain on disposal of a business, net of tax on disposal	–	–	31,100
Income / (loss) on discontinued operations	–	–	30,484

Net income / (loss)	(24,094)	(28,907)	7,454

Less: Net income / (loss) attributable to noncontrolling interests	(3,754)	(248)	(733)
Net income / (loss) attributable to WISeKey International Holding AG	(20,340)	(28,659)	8,187

Earnings per share
Earnings from continuing operations per share – Basic	(0.34)	(0.68)	(0.64)
Earnings from continuing operations per share – Diluted	(0.34)	(0.68)	(0.64)

Earnings from discontinued operations per share – Basic	–	–	0.84
Earnings from discontinued operations per share – Diluted	–	–	0.81

Earning per share attributable to WISeKey International Holding AG
Basic	(0.28)	(0.67)	0.23
Diluted	(0.28)	(0.67)	0.23

Other comprehensive income / (loss), net of tax:
Foreign currency translation adjustments	(1,534)	1,729	516
Change in unrealized gains related to available-for-sale debt securities	1,965	5,385	–
Defined benefit pension plans:
Net gain (loss) arising during period	1,572	1,189	(2,199)
Reclassification adjustments	(7,350)	–	–
Other comprehensive income / (loss)	(5,347)	8,303	(1,683)
Comprehensive income / (loss)	(29,441)	(20,604)	5,771

Other comprehensive income / (loss) attributable to noncontrolling interests	186	(95)	(127)
Other comprehensive income / (loss) attributable to WISeKey International Holding AG	(5,533)	8,398	(1,556)

Comprehensive income / (loss) attributable to noncontrolling interests	(3,567)	(343)	(860)
Comprehensive income / (loss) attributable to WISeKey International Holding AG	(25,874)	(20,261)	6,631

The notes are an integral part of our consolidated financial statements.

Consolidated Balance Sheets [as reported]

	As at December 31,
USD’000	2021	2020
ASSETS
Current assets
Cash and cash equivalents	34,249	19,650
Restricted cash, current	110	2,113
Accounts receivable, net of allowance for doubtful accounts	3,261	2,900
Notes receivable from employees	68	37
Available-for-sale debt security	–	9,190
Inventories	2,710	2,474
Prepaid expenses	1,435	649
Deferred charges, current	–	836
Other current assets	677	814
Total current assets	42,510	38,663

Noncurrent assets
Notes receivable, noncurrent	190	183
Deferred income tax assets	6	3
Deferred tax credits	848	1,312
Property, plant and equipment net of accumulated depreciation	587	1,000
Intangible assets, net of accumulated amortization	9,186	9
Finance lease right-of-use assets	171	246
Operating lease right-of-use assets	3,706	2,502
Goodwill	30,841	8,317
Deferred charges, noncurrent	–	169
Equity securities, at cost	501	–
Equity securities, at fair value	1	301
Other noncurrent assets	258	176
Total noncurrent assets	46,295	14,218
TOTAL ASSETS	88,805	52,881

LIABILITIES
Current Liabilities
Accounts payable	16,448	13,099
Notes payable	6,249	4,115
Convertible note payable, current	–	5,633
Deferred revenue, current	487	302
Current portion of obligations under finance lease liabilities	55	119
Current portion of obligations under operating lease liabilities	950	601
Income tax payable	11	3
Other current liabilities	552	1,105
Total current liabilities	24,752	24,977

Noncurrent liabilities
Bonds, mortgages, convertible note payable and other long-term debt	458	646
Convertible note payable, noncurrent	9,049	3,710
Deferred revenue, noncurrent	100	19
Finance lease liabilities, noncurrent	–	67
Operating lease liabilities, noncurrent	2,878	1,901
Indebtedness to related parties, noncurrent	2,395	–
Employee benefit plan obligation	4,769	6,768
Deferred income tax liability	2,906	–
Other deferred tax liabilities	62	38
Other noncurrent liabilities	57	329
Total noncurrent liabilities	22,674	13,478
TOTAL LIABILITIES	47,426	38,455

SHAREHOLDERS’ EQUITY
Common stock – Class A	400	400
CHF 0.01 par value
Authorized – 40,021,988 and 40,021,988 shares
Issued and outstanding – 40,021,988 and 40,021,988 shares
Common stock – Class B	4,685	2,490
CHF 0.05 par value
Authorized – 138,058,468 and 63,234,625
Issued – 88,120,054 and 47,622,689
Outstanding – 80,918,390 and 42,839,554
Share subscription in progress	–	1
Treasury stock, at cost (7,201,664 and 4,783,135 shares held)	(636)	(505)
Additional paid-in capital	268,199	224,763
Accumulated other comprehensive income / (loss)	1,407	6,940
Accumulated deficit	(238,160)	(217,820)
Total shareholders’equity attributable to WISeKey shareholders	35,895	16,269
Noncontrolling interests in consolidated subsidiaries	5,484	(1,843)
Total shareholders’equity	41,379	14,426
TOTAL LIABILITIES AND EQUITY	88,805	52,881

The notes are an integral part of our consolidated financial statements.

Non-GAAP Financial Measures
In managing WISeKey’s business on a consolidated basis, WISeKey management develops an annual operating plan, which is approved by our Board of Directors, using non-GAAP financial measures. In measuring performance against this plan, management considers the actual or potential impacts on these non-GAAP financial measures from actions taken to reduce costs with the goal of increasing our gross margin and operating margin and when assessing appropriate levels of research and development efforts. In addition, management relies upon these non-GAAP financial measures when making decisions about product spending, administrative budgets, and other operating expenses. We believe that these non-GAAP financial measures, when coupled with the GAAP results and the reconciliations to corresponding GAAP financial measures, provide a more complete understanding of the Company’s results of operations and the factors and trends affecting WISeKey’s business. We believe that they enable investors to perform additional comparisons of our operating results, to assess our liquidity and capital position and to analyze financial performance excluding the effect of expenses unrelated to operations, certain non-cash expenses related to acquisitions and share-based compensation expense, which may obscure trends in WISeKey’s underlying performance. This information also enables investors to compare financial results between periods where certain items may vary independent of business performance and allows for greater transparency with respect to key metrics used by management.

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. The presentation of these and other similar items in WISeKey’s non-GAAP financial results should not be interpreted as implying that these items are non-recurring, infrequent, or unusual. Reconciliations of these non-GAAP measures to the most comparable measures calculated in accordance with GAAP are provided in the financial statements portion of this release in a schedule entitled “Financial Reconciliation of GAAP to non-GAAP Results (unaudited).”

Non-GAAP to GAAP Reconciliations

Financial Reconciliation of GAAP to non-GAAP Results (unaudited)	12 months to December 31,
(Million US$)	2021	2020
Operating loss as reported	(26.7)	(18.5)
Non-GAAP adjustments:
Depreciation expense	0.5	1.0
Amortization expense on intangibles	0.5	0.6
EBITDA	(25.7)	(16.9)
Non-GAAP adjustments:
Stock-based compensation	3.8	0.4
Expenses settled in equity	0.1	–
M&A-related legal fees	0.9	0.5
M&A-related professional fees	–	0.1
Listing-related professional fees	0.1	0.1
Adjusted EBITDA	(20.7)	(15.8)

GAAP to Non-GAAP Cash and Cash Equivalents	As of December 31,
(Million US$)	2021	2020
Cash and cash equivalents as reported	34.3*	19.7
Restricted cash, current as reported	0.1	2.1
Total Cash and restricted cash	34.4	21.8
* Rounded up

About WISeKey

WISeKey (NASDAQ: WKEY; SIX Swiss Exchange: WIHN) is a leading global cybersecurity company currently deploying large scale digital identity ecosystems for people and objects using Blockchain, AI and IoT respecting the Human as the Fulcrum of the Internet. WISeKey microprocessors secure the pervasive computing shaping today’s Internet of Everything. WISeKey IoT has an install base of over 1.5 billion microchips in virtually all IoT sectors (connected cars, smart cities, drones, agricultural sensors, anti-counterfeiting, smart lighting, servers, computers, mobile phones, crypto tokens etc.). WISeKey is uniquely positioned to be at the edge of IoT as our semiconductors produce a huge amount of Big Data that, when analyzed with Artificial Intelligence (AI), can help industrial applications to predict the failure of their equipment before it happens.

Our technology is Trusted by the OISTE/WISeKey’s Swiss based cryptographic Root of Trust (“RoT”) provides secure authentication and identification, in both physical and virtual environments, for the Internet of Things, Blockchain and Artificial Intelligence. The WISeKey RoT serves as a common trust anchor to ensure the integrity of online transactions among objects and between objects and people. For more information, visit www.wisekey.com.

Press and investor contacts:

WISeKey International Holding Ltd
Company Contact: Carlos Moreira
Chairman & CEO
Tel: +41 22 594 3000
info@wisekey.com

WISeKey Investor Relations (US)
Contact: Lena Cati
The Equity Group Inc.
Tel: +1 212 836-9611
lcati@equityny.com

Disclaimer:
This communication expressly or implicitly contains certain forward-looking statements concerning WISeKey International Holding Ltd and its business. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results, financial condition, performance or achievements of WISeKey International Holding Ltd to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. WISeKey International Holding Ltd is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.
This press release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities, and it does not constitute an offering prospectus within the meaning of article 652a or article 1156 of the Swiss Code of Obligations or a listing prospectus within the meaning of the listing rules of the SIX Swiss Exchange. Investors must rely on their own evaluation of WISeKey and its securities, including the merits and risks involved. Nothing contained herein is, or shall be relied on as, a promise or representation as to the future performance of WISeKey.

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Disclaimer
All transaction are carrying out by SiLLC, a private portfolio management assembly. This document is not an offer of securities for sale or investment advisory services. This document contains general information only and is not intended to represent general or specific investment advice. Past performance is not a reliable indicator of future results and targets are not guaranteed. Certain statements and forecasted data are based on current expectations, current market and economic conditions, estimates, projections, opinions and beliefs of SiLLC and/or its members. Due to various risks and uncertainties, actual results may differ materially from those reflected or contemplated in such forward-looking statements or in any of the case studies or forecasts. All references to SiLLC’s advisory activities relates to SiLLC Assembly International.

iRobot Reports Second-Quarter 2021 Financial Results

iRobot Reports Second-Quarter 2021 Financial Results

Second-Quarter Revenue Grew 31% Despite Supply Chain Challenges;

Company Updates Full-Year 2021 Outlook Due to Semiconductor Chip Shortage;

Company Announces Plans to Execute a $100 million Accelerated Share Repurchase

BEDFORD, Mass., July 28, 2021 — iRobot Corp. (NASDAQ: IRBT), a leader in consumer robots, today announced its financial results for the second quarter ended July 3, 2021.

Colin Angle, chairman and chief executive officer of iRobot, stated, “We delivered a solid second-quarter financial performance as we navigated an increasingly challenging supply chain environment. Our results were generally in line with our plans entering the quarter despite $17 million in orders that we could not fulfill due to COVID-related disruptions to shipping activities in southern China in late June. Revenue grew 31% over last year’s second quarter primarily due to strong orders for our mid-tier and premium floor cleaning robots from retailers in North America and from our retail and distribution partners across EMEA.”

“Overall, retailer demand trends and consumer interest in our products remain favorable,” continued Angle. “However, the semiconductor chip shortage, which continues to disrupt a wide range of industries, is constraining our ability to fulfill anticipated second-half orders. To manage through this short-term turbulence, we are focused on carefully managing channel and product mix, adjusting promotional activities, qualifying new alternative suppliers, optimizing inventory levels and reducing our second-half spending plans. As we balance investing for the future with cost management discipline, we anticipate that our second-half profitability will be aided by the expected reinstatement of a tariff exclusion covering all of 2021. Accordingly, we have updated our 2021 outlook to reflect these and other dynamics.”

Angle concluded, “Despite this temporary supply chain headwind, we remain confident in our strategic direction. Although visibility is limited right now, we believe our efforts to enhance our supply chain resiliency will help lead to improved availability of components starting in the beginning of next year and steadily strengthen as we move into the second half of 2022. With household penetration still low, a growing global connected customer base and many exciting growth initiatives now underway or in the advanced planning stages, we believe that our exit trajectory for the second half of 2022 in combination with continued strategic progress will set the stage for sustaining solid annual top-line expansion that can be converted into improving double-digit operating profit margins, substantial EPS growth, and robust operating cash flow generation. Our upcoming plan to execute a $100 million Accelerated Share Repurchase agreement demonstrates our confidence in our strategic direction and in our ability to capitalize on the exciting opportunities that lie ahead.”

Financial Performance Highlights

Revenue for the second quarter of 2021 was $365.6 million, an increase of 31% from $279.9 million in the second quarter of 2020. The growth primarily reflected healthy demand from retailers in North America and from the company’s retail and distribution partners in EMEA. Revenue for the first half of 2021 was $668.9 million versus $472.4 million in the first half of 2020.
- The second-quarter 2021 revenue performance was highlighted by 40% growth in the U.S., 29% in EMEA and 7% in Japan over the prior year period.
- 42% revenue growth in mid-tier and premium robots, which accounted for 82% of total quarterly robot sales.
- We estimate that iRobot’s second-quarter 2021 revenue to support e-commerce, which spans the company’s own website and app, dedicated e-commerce websites and the online arms of traditional retailers, grew by 20% over the second quarter of 2020 and represented 66% of second-quarter 2021 revenue. iRobot’s direct-to-consumer (DTC) revenue of $45 million grew 36% from the prior year’s second quarter.
The company’s second-quarter 2021 GAAP operating loss was $3.0 million, compared with GAAP operating income of $70.3 million in the second quarter of 2020. Second-quarter 2021 non-GAAP operating income of $9.0 million compared with non-GAAP operating income of $40.5 million in the same period one year ago. The company’s second-quarter 2020 GAAP and non-GAAP operating profitability benefited from the timing and impact of receiving an exclusion from Section 301 tariffs. GAAP operating income for the first six months of 2021 was $3.3 million, compared with GAAP operating income of $50.1 million in the first half of 2020. First-half 2021 non-GAAP operating income was $23.9 million versus non-GAAP operating income of $26.1 million in the same period one year ago.
iRobot’s GAAP net loss per share was $0.10 for the second quarter of 2021, compared with GAAP net income per share of $2.07 in the second quarter of 2020. Non-GAAP net income per share was $0.27 for the second quarter of 2021 versus non-GAAP second-quarter 2020 net income per share of $1.06. First-half 2021 GAAP net income per share was $0.16, compared with $1.42 in the first half of 2020. First-half 2021 non-GAAP net income per share was $0.68, compared with $0.73 in the first half of 2020.
As of July 3, 2021, the company’s cash, cash equivalents and short-term investments were $415.8 million, compared with $500.8 million as of April 3, 2021 and $483.7 million at the end of 2020. The company, which has no debt, also has access to an unsecured revolving line of credit of $150 million, with an additional $75 million accordion feature.

Second-Quarter and Recent Business Highlights

During the second quarter of 2021, the company repurchased 446,954 shares of common stock at an average purchase price of $111.85 per share, totaling approximately $50 million.
On June 3, 2021, iRobot announced the appointment of Faris Habbaba as EVP and Chief Research and Development Officer.
For the 7^th consecutive year, Roomba® was a featured product in Amazon’s Prime Day event, which was held on June 21-22, 2021. Roomba was cited by Amazon as a top-selling product.
The company’s community of engaged, connected customers who have opted-in to its digital communications grew to 11.6 million, an increase of 67% from the second quarter of 2020.
Roomba and Braava were cited as best-in-class floor cleaning robots in Consumer Reports (North America), Fortune (North America), TechRadar (EMEA – United Kingdom), Xataka (EMEA – Spain), Lee (Japan) and Story (Japan).
iRobot is planning to hold an Investor Day later this year. Additional details about this event will be made publicly available in advance.

Share Repurchase Plans
iRobot also announced that it plans to enter into an accelerated share repurchase (“ASR”) agreement to repurchase $100 million of its common stock, subject to the terms of the ASR agreement. The planned ASR is expected to be executed next month. The company will fund the ASR from cash on hand. iRobot plans to file a Current Report on Form 8-K when the ASR is formally executed.

Financial Expectations
iRobot has updated its full-year 2021 GAAP and non-GAAP financial expectations, all of which were most recently provided on May 3, 2021. The updated outlook reflects the company’s results to date and anticipated performance during the second half of the year as well as the impact of an anticipated tariff exclusion and anticipated share repurchase activities. A detailed reconciliation between the company’s GAAP and non-GAAP expectations is included in the attached financial tables.

Fiscal Year 2021 ending January 1, 2022:

Metric	GAAP	Adjustments	Non-GAAP
Revenue	$1.55 – $1.62 billion	—	$1.55 – $1.62 billion
Gross Profit	$609 – $642 million	~$3 million	$612 – $645 million
Operating Income	$37 – $67 million	~$43 million	$80 – $110 million
Earnings Per Share	$1.02 – $1.89	~$1.23 – ~$1.26	$2.25 – $3.15

Second-Quarter 2021 Results Conference Call
iRobot will host a conference call tomorrow at 8:30 a.m. ET to review its second-quarter 2021 financial results, and discuss its outlook going forward. Pertinent conference call details include:

Date:	Thursday, July 29
Time:	8:30 a.m. ET
Call-In Number:	213-358-0894
Conference ID:	1444896

A live webcast of the conference call, along with the conference call prepared remarks, will be accessible on the event section of the company’s website at https://investor.irobot.com/events/event-details/q2-2021-irobot-corp-financial-results-conference-call. An archived version of the broadcast will be available on the same website shortly after the conclusion of the live event. A replay of the telephone conference call will be available through August 5, and can be accessed by dialing 404-537-3406, passcode 1444896.

About iRobot Corp.
iRobot®, the leading global consumer robot company, designs and builds robots that empower people to do more both inside and outside of the home. iRobot created the home robot cleaning category with the introduction of its Roomba® Robot Vacuum in 2002. Today, iRobot is a global enterprise that has sold more than 30 million robots worldwide. iRobot’s product line, including the Roomba and the Braava® family of mopping robots, feature proprietary technologies and advanced concepts in cleaning, mapping and navigation. iRobot engineers are building an ecosystem of robots and technologies to enable the smart home. For more information about iRobot, please visit www.irobot.com.

For iRobot Investors
Certain statements made in this press release that are not based on historical information are forward-looking statements which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. This press release contains express or implied forward-looking statements relating to, among other things, iRobot Corp.’s expectations regarding: future financial performance, including with respect to 2021 revenue, gross profit, operating profit and EPS; the anticipated impact of the semiconductor chip shortage and our plans to manage through such shortage; the expected reinstatement of a tariff exclusion; the company’s plans to execute a $100 million share repurchase through an ASR; the potential for the company’s strategies activities to lead to improved availability of components; and the future potential for sustaining solid annual top-line expansion that can be converted into improving double-digit operating profit margins, substantial EPS growth and robust operating cash flow generation. These statements are neither promises nor guarantees, but are subject to a variety of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those contemplated in these forward-looking statements. In particular, the risks and uncertainties include, among other things: the impact of COVID-19 on our business, the industry and markets in which we operate, and the global economy; the limited number of manufacturers and suppliers of key components; our ability to operate in an emerging market; the financial strength of our customers and retailers; the impact of tariffs on goods imported into the United States and any exclusions therefrom; general economic conditions; market acceptance of and adoption of our products; and competition. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. iRobot Corp. undertakes no obligation to update or revise the information contained in this press release, whether as a result of new information, future events or circumstances or otherwise. For additional disclosure regarding these and other risks faced by iRobot Corp., see the disclosure contained in our public filings with the Securities and Exchange Commission.

iRobot Corporation
Consolidated Statements of Operations
(in thousands, except per share amounts)
(unaudited)


	For the three months ended		For the six months ended
	July 3, 2021	June 27, 2020	July 3, 2021	June 27, 2020

Revenue	$ 365,596	$ $ 279,883	$ 668,857	$ $ 472,418
Cost of revenue:
Cost of product revenue	226,395	100,686	406,487	214,981
Amortization of acquired intangible assets	225	1,185	450	1,470
Total cost of revenue	226,620	101,871	406,937	216,451

Gross profit	138,976	178,012	261,920	255,967

Operating expenses:
Research and development	38,677	36,557	80,597	73,316
Selling and marketing	76,677	49,062	127,668	85,656
General and administrative	26,459	21,856	49,899	46,429
Amortization of acquired intangible assets	205	254	409	508
Total operating expenses	142,018	107,729	258,573	205,909

Operating (loss) income	(3,042)	70,283	3,347	50,058

Other expense, net	(286)	(384)	(446)	(403)

(Loss) income before income taxes	(3,328)	69,899	2,901	49,655
Income tax (benefit) expense	(570)	11,283	(1,784)	9,174
Net (loss) income	$ (2,758)	$ 58,616	$ 4,685	$ 40,481

Net (loss) income per share:
Basic	$ (0.10)	$ 2.10	$ 0.17	$ 1.44
Diluted	$ (0.10)	$ 2.07	$ 0.16	$ 1.42

Number of shares used in per share calculations:
Basic	28,100	27,923	28,178	28,110
Diluted	28,100	28,280	28,908	28,414


Stock-based compensation included in above figures:
Cost of revenue	$ 283	$ 292	$ 646	$ 819
Research and development	2,386	2,167	4,534	4,645
Selling and marketing	1,128	700	2,087	1,466
General and administrative	3,543	2,711	6,855	4,131
Total	$ 7,340	$ 5,870	$ 14,122	$ 11,061

iRobot Corporation
Condensed Consolidated Balance Sheets
(unaudited, in thousands)

	July 3, 2021	January 2, 2021

Assets

Cash and cash equivalents	$ 415,841	$ 432,635
Short term investments	–	51,081
Accounts receivable, net	74,759	170,526
Inventory	276,517	181,756
Other current assets	48,816	45,223
Total current assets	815,933	881,221
Property and equipment, net	81,161	76,584
Operating lease right-of-use assets	40,551	43,682
Deferred tax assets	34,076	33,404
Goodwill	123,735	125,872
Intangible assets, net	8,927	9,902
Other assets	29,436	19,063
Total assets	$ 1,133,819	$ 1,189,728

Liabilities and stockholders’ equity

Accounts payable	$ 166,779	$ 165,779
Accrued expenses	104,538	131,388
Deferred revenue and customer advances	11,445	10,400
Total current liabilities	282,762	307,567
Operating lease liabilities	47,014	50,485
Deferred tax liabilities	1,458	705
Other long-term liabilities	21,353	26,537
Total long-term liabilities	69,825	77,727
Total liabilities	352,587	385,294
Stockholders’ equity	781,232	804,434
Total liabilities and stockholders’ equity	$ 1,133,819	$ 1,189,728

iRobot Corporation
Consolidated Statements of Cash Flows
(unaudited, in thousands)


	For the six months ended
	July 3, 2021	June 27, 2020
Cash flows from operating activities:
Net income	$ 4,685	$ 40,481
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	15,635	17,784
Stock-based compensation	14,122	11,061
Deferred income taxes, net	210	2,579
Other	3,286	3,162
Changes in operating assets and liabilities — (use) source
Accounts receivable	94,477	17,891
Inventory	(94,918)	24,137
Other assets	(7,554)	(57,813)
Accounts payable	2,071	(20,576)
Accrued expenses and other liabilities	(30,215)	(10,549)
Net cash provided by operating activities	1,799	28,157

Cash flows from investing activities:
Additions of property and equipment	(21,924)	(18,968)
Purchase of investments	(9,606)	(2,125)
Sales and maturities of investments	63,644	7,000
Net cash provided by (used in) investing activities	32,114	(14,093)

Cash flows from financing activities:
Proceeds from employee stock plans	5,131	3,690
Income tax withholding payment associated with restricted stock vesting	(4,799)	(1,816)
Stock repurchases	(50,000)	(25,000)
Net cash used in financing activities	(49,668)	(23,126)

Effect of exchange rate changes on cash and cash equivalents	(1,039)	404
Net decrease in cash and cash equivalents	(16,794)	(8,658)
Cash and cash equivalents, at beginning of period	432,635	239,392
Cash and cash equivalents, at end of period	$ 415,841	$ 230,734

iRobot Corporation
Supplemental Information
(unaudited)


	For the three months ended		For the six months ended
	July 3, 2021	June 27, 2020	July 3, 2021	June 27, 2020
Revenue by Geography: *
Domestic	$ 196,824	$ 140,146	$ 311,596	$ 222,113
International	168,772	139,737	357,261	250,305
Total	$ 365,596	$ 279,883	$ 668,857	$ 472,418

Robot Units Shipped *
Vacuum	1,146	930	2,117	1,553
Mopping	168	114	285	210
Total	1,314	1,044	2,402	1,763

Revenue by Product Category **
Vacuum***	$ 323	$ 251	$ 593	$ 420
Mopping***	43	29	76	52
Total	$ 366	$ 280	$ 669	$ 472

Average gross selling prices for robot units	$ 325	$ 307	$ 322	$ 310

Section 301 tariff costs *	$ 11,622	$ (6,609)	$ 15,005	$ –
Section 301 tariff impact on gross and operating margin	(3.2)%	2.4 %	(2.2)%	– %

Headcount	1,321	1,120


* in thousands
** in millions
*** includes accessory revenue

Certain numbers may not total due to rounding

iRobot Corporation
Explanation of Non-GAAP Measures

In addition to disclosing financial results in accordance with U.S. GAAP, this earnings release contains references to the non-GAAP financial measures described below. We use non-GAAP measures to internally evaluate and analyze financial results. We believe these non-GAAP financial measures provide investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and enable comparison of our financial results with other public companies, many of which present similar non-GAAP financial measures.

Our non-GAAP financial measures reflect adjustments based on the following items. These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations from these results should be carefully evaluated.

Amortization of acquired intangible assets: Amortization of acquired intangible assets consists of amortization of intangible assets including completed technology, customer relationships, and reacquired distribution rights acquired in connection with business combinations. Amortization charges for our acquisition-related intangible assets are inconsistent in size and are significantly impacted by the timing and valuation of our acquisitions. We exclude these charges from our non-GAAP measures to facilitate an evaluation of our current operating performance and comparisons to our past operating performance.

Net Merger, Acquisition and Divestiture (Income) Expense: Net merger, acquisition and divestiture (income) expense primarily consists of transaction fees, professional fees, and transition and integration costs directly associated with mergers, acquisitions and divestitures. It also includes business combination adjustments including adjustments after the measurement period has ended. The occurrence and amount of these costs will vary depending on the timing and size of these transactions. We exclude these charges from our non-GAAP measures to facilitate an evaluation of our current operating performance and comparisons to our past operating performance.

Stock-Based Compensation: Stock-based compensation is a non-cash charge relating to stock-based awards. We exclude this expense as it is a non-cash expense, and we assess our internal operations excluding this expense and believe it facilitates comparisons to the performance of other companies.

IP Litigation Expense, Net: IP litigation expense, net relates to legal costs incurred to litigate patent, trademark, copyright and false advertising infringements, or to oppose or defend against interparty actions related to intellectual property. Any settlement payment or proceeds resulting from these infringements are included or netted against the costs. We exclude these costs from our non-GAAP measures as we do not believe these costs have a direct correlation to the operations of our business and may vary in size depending on the timing and results of such litigations and settlements.

Gain/Loss on Strategic Investments: Gain/loss on strategic investments includes fair value adjustments, realized gains and losses on the sales of these investments and losses on the impairment of these investments. We exclude these items from our non-GAAP measures because we do not believe they correlate to the performance of our core business and may vary in size based on market conditions and events. We believe that the exclusion of these gains or losses provides investors with a supplemental view of our operational performance.

Income tax adjustments: Income tax adjustments include the tax effect of the non-GAAP adjustments, calculated using the appropriate statutory tax rate for each adjustment. We reassess the need for any valuation allowance recorded based on the non-GAAP profitability and have eliminated the effect of the valuation allowance recorded in the U.S. jurisdiction. We also exclude certain tax items, including impact from stock-based compensation windfalls/shortfalls, that are not reflective of income tax expense incurred as a result of current period earnings. We believe disclosure of the income tax provision before the effect of such tax items is important to permit investors’ consistent earnings comparison between periods.

iRobot Corporation
Supplemental Reconciliation of GAAP Actuals to Non-GAAP Actuals
(in thousands, except per share amounts)
(unaudited)


	For the three months ended		For the six months ended
	July 3, 2021	June 27, 2020	July 3, 2021	June 27, 2020
GAAP Revenue	$ 365,596	$ 279,883	$ 668,857	$ 472,418

GAAP Gross Profit	$ 138,976	$ 178,012	$ 261,920	$ 255,967
Amortization of acquired intangible assets	225	1,185	450	1,470
Stock-based compensation	283	292	646	819
Tariff refunds	–	(40,017)	–	(40,017)
Non-GAAP Gross Profit	$ 139,484	$ 139,472	$ 263,016	$ 218,239
Non-GAAP Gross Margin	38.2 %	49.8 %	39.3 %	46.2 %

GAAP Operating Expenses	$ 142,018	$ 107,729	$ 258,573	$ 205,909
Amortization of acquired intangible assets	(205)	(254)	(409)	(508)
Stock-based compensation	(7,057)	(5,578)	(13,476)	(10,242)
Net merger, acquisition and divestiture (expense) income	(640)	66	(640)	566
IP litigation expense, net	(3,583)	(1,137)	(4,724)	(1,753)
Restructuring and other	–	(1,863)	(213)	(1,863)
Non-GAAP Operating Expenses	$ 130,533	$ 98,963	$ 239,111	$ 192,109
Non-GAAP Operating Expenses as a % of Non-GAAP Revenue	35.7 %	35.4 %	35.7 %	40.7 %

GAAP Operating (Loss) Income	$ (3,042)	$ 70,283	$ 3,347	$ 50,058
Amortization of acquired intangible assets	430	1,439	859	1,978
Stock-based compensation	7,340	5,870	14,122	11,061
Tariff refunds	–	(40,017)	–	(40,017)
Net merger, acquisition and divestiture expense (income)	640	(66)	640	(566)
IP litigation expense, net	3,583	1,137	4,724	1,753
Restructuring and other	–	1,863	213	1,863
Non-GAAP Operating Income	$ 8,951	$ 40,509	$ 23,905	$ 26,130
Non-GAAP Operating Margin	2.4 %	14.5 %	3.6 %	5.5 %



iRobot Corporation Supplemental Reconciliation of GAAP Actuals to Non-GAAP Actuals – Continued (in thousands, except per share amounts) (unaudited)

	For the three months ended		For the six months ended
	July 3, 2021	June 27, 2020	July 3, 2021	June 27, 2020
GAAP Income Tax (Benefit) Expense	$ (570)	$ 11,283	$ (1,784)	$ 9,174
Tax effect of non-GAAP adjustments	1,512	(1,892)	2,910	(3,723)
Other tax adjustments	120	206	2,773	(1,178)
Non-GAAP Income Tax Expense	$ 1,062	$ 9,597	$ 3,899	$ 4,273

GAAP Net (Loss) Income	$ (2,758)	$ 58,616	$ 4,685	$ 40,481
Amortization of acquired intangible assets	430	1,439	859	1,978
Stock-based compensation	7,340	5,870	14,122	11,061
Tariff refunds	–	(40,017)	–	(40,017)
Net merger, acquisition and divestiture expense (income)	640	(741)	640	(1,241)
IP litigation expense, net	3,583	1,137	4,724	1,753
Restructuring and other	–	1,863	213	1,863
Loss (gain) on strategic investments	250	–	212	(87)
Income tax effect	(1,632)	1,686	(5,683)	4,901
Non-GAAP Net Income	$ 7,853	$ 29,853	$ 19,772	$ 20,692

GAAP Net (Loss) Income Per Diluted Share	$ (0.10)	$ 2.07	$ 0.16	$ 1.42
Amortization of acquired intangible assets	0.01	0.05	0.03	0.07
Stock-based compensation	0.26	0.21	0.49	0.39
Tariff refunds	–	(1.41)	–	(1.41)
Net merger, acquisition and divestiture expense (income)	0.02	(0.03)	0.02	(0.04)
IP litigation expense, net	0.13	0.04	0.16	0.06
Restructuring and other	–	0.07	0.01	0.07
Loss (gain) on strategic investments	0.01	–	0.01	–
Income tax effect	(0.06)	0.06	(0.20)	0.17
Non-GAAP Net Income Per Diluted Share	$ 0.27	$ 1.06	$ 0.68	$ 0.73

Number of shares used in diluted per share calculation	28,700	28,280	28,908	28,414


Section 301 Tariff Costs
Section 301 tariff costs	$ 11,622	$ (6,609)	$ 15,005	$ –
Impact of Section 301 tariff costs to gross and operating margin (GAAP & non- GAAP)	(3.2)%	2.4 %	(2.2)%	– %
Impact of Section 301 tariff costs to net (loss) income per diluted share (GAAP & non-GAAP)	$ (0.40)	$ 0.23	$ (0.52)	$ –

Supplemental Information
Days sales outstanding	19	42
Days in inventory	112	86

iRobot Corporation
Supplemental Reconciliation of Fiscal Year 2021 GAAP to Non-GAAP Guidance
(unaudited)


	FY-21
GAAP Gross Profit	$609 – $642 million
Amortization of acquired intangible assets	~$1 million
Stock-based compensation	~$2 million
Total adjustments	~$3 million
Non-GAAP Gross Profit	$612 – $645 million

	FY-21
GAAP Operating Income	$37 – $67 million
Amortization of acquired intangible assets	~$1.5 million
Stock-based compensation	~$30.8 million
Net merger, acquisition and divestiture expense (income)	~$1.0 million
IP litigation expense, net	~$9.5 million
Restructuring and other	~$0.2 million
Loss on strategic investments	~$0.2 million
Total adjustments	~$43 million
Non-GAAP Operating Income	$80 – $110 million

	FY-21
GAAP Net Income Per Diluted Share	$1.02 – $1.89
Amortization of acquired intangible assets	~ $0.05
Stock-based compensation	~ $1.08
Net merger, acquisition and divestiture expense (income)	~ $0.04
IP litigation expense, net	~ $0.33
Restructuring and other	~ $0.01
Loss on strategic investments	~ $0.01
Income tax effect	~ ($0.29) – ($0.26)
Total adjustments	~ $1.23 – $1.26
Non-GAAP Net Income Per Diluted Share	$2.25 – $3.15

Number of shares used in diluted per share calculations	~ 28.5 million

SOURCE iRobot Corporation

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ARHT Media Announces Second Quarter 2021 Results

Record revenue of $2.4M in first half of 2021, 393% increase year-over-year
Second quarter revenue growth up 2,798% year-over-year, exceeded Company expectations
Record number of repeat clients, representing 85% of Q2 revenue
World’s first global HoloPresence network begins rollout with WeWork

TORONTO, July 27, 2021 — ARHT Media Inc. (“ARHT” or “the Company”) (TSXV:ART), the global leader in the development, production and distribution of high-quality, low latency hologram and digital content, today announced its financial results for the second quarter ended June 30, 2021.

Second Quarter 2021 Financial Update

Revenues for the second quarter of 2021 were $1.21 million, compared to $42 thousand in the second quarter of 2020;
Net loss for the second quarter of 2021 was $1.28 million (before loss on debenture repayment of $298k), compared to $560 thousand for the same period in 2020;
Cash and cash equivalents were $4.17 million as of June 30, 2021

Second Quarter 2021 Business Updates

The Company continued to build out its recurring revenue business with the permanent installation of three HoloPod™ solutions, the addition of four large new clients – representing potential for recurring business – and 85% of Q2 revenue derived from repeat clients
ARHT reached record demand in June, reigning in a total of 14 Virtual Global Stage™ presentations, 2 HoloPresence™ presentations, and 4 Hardware Sales Transactions in Q2
The Company progressed its previously announced strategic partnership with WeWork as the first installations are underway, and one more location was added in the initial phase of rollouts, totaling 17 expected office installations in 2021
ARHT leveraged its Dubai distributor, NMK Electronics, to introduce its innovative holographic technology in the Middle East, with its HoloPresence™ solution featured during the Arab Health 2021 Conference
The Company brought its HoloPresence™ Technology to the Jeju Peace Forum for the former President of France, Francois Hollande, adding to the growing list of heads and state government leaders that have taken advantage of ARHT’s holographic presentation technology

“We achieved record revenue growth of 393% in the first half of the year driven by our ability to generate repeat sales from existing clients and add new customers, positioning us ahead of our 2019 trajectory and back towards growth following the height of the COVID-19 pandemic in 2020. Especially encouraging was the fact that 85% of revenue came from repeat and recurring clients – which demonstrates the “stickiness’ of our offering,” commented Larry O’Reilly Chief Executive Officer of ARHT Media. “In addition, we have started installations with our WeWork partnership which will build the world’s first HoloPresence network. We are budgeting $2 million in revenue in 2022 from these first 17 locations plus this network will be of tremendous benefit to our other permanent installed locations and event activations. We expect the second half of 2021 to continue along our growth trend with increasingly more demand for recurring revenue products such as our HoloPod™, where we permanently install the technology which generate transmission and maintenance fees on an annual basis.”

About ARHT Media
ARHT Media’s patented HoloPresence technology is a complete end-to-end solution that creates a sense of presence for audiences – as though the holographic presenter was actually live in the room. With no noticeable latency, ARHT Media makes two-way live communication with a 3D holographic presenter anywhere in the world possible. We can also playback pre-recorded content and 3D animations on our HoloPresence displays to deliver rich holographic experiences. Add to this our capability to stream the same content online on our premium Virtual Global Stage™.

Connect with ARHT Media
Twitter: http://www.twitter.com/ARHTmedia
Facebook: http://www.facebook.com/ARHTmediainc
LinkedIn: http://www.linkedin.com/company/arht-media-inc-

For more information, please visit www.arhtmedia.com or contact the investor relations group at info@arhtmedia.com.

ARHT Media trades under the symbol “ART” on the Toronto Venture Stock Exchange.

Press Contact
Salman Amin
ARHT Media
samin@arhtmedia.com

Investor Contact
Phil Carlson
KCSA Strategic Communications
212-896-1233
ARHT@kcsa.com

This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, disclosure related to the Company’s sales funnel; the Company’s technology; the potential uses for the Company’s technology; the future planned events using the Company’s technology; the future success of the Company; the ability of the Company to monetize the ARHT Media technology; the development of the Company’s technology; and interest from parties in ARHT’s products. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic and competitive uncertainties; regulatory risks; risks inherent in technology operations; and other risks of the technology industry. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information 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 forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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