TriMetals Mining Inc. files Second Quarter 2017 Financial Statements and MD&A

VANCOUVER, BC—(Marketwired – August 11, 2017) – TriMetals Mining Inc. (TSX: TMI) (OTCQX: TMIAF),(the “Company”), reports the release of its unaudited consolidated financial statements for the three and six months ended June 30, 2017 and the related management's discussion and analysis of financial position and results of operations (“MD&A”). In this press release, all amounts are expressed in U.S. dollars, unless otherwise indicated.

As at June 30, 2017, the Company had working capital of $3 million including cash and cash equivalents of $3.2 million.

During the six months ended June 30, 2017, the Company reported net earnings of $403,231 ($0.00 per share) compared to a net loss of $21,981,999 ($0.16 per share) reported in the first six months of 2016. During the three months ended June 30, 2017, the Company reported a net loss of $1,512,968 ($0.01 per share) compared to a net loss of $19,960,453 ($0.15 per share) reported in the second quarter of 2016.

During the first six months of 2017, the TSX closing price of the Class B shares (a liability in the financial statements) decreased from Cdn. $0.24 per Class B share at December 31, 2016 to Cdn. $0.215 per Class B share at June 30, 2017 resulting in a non–cash income of $1,521,372 (2016 – charge of $20,490,977) and significantly contributing to the Company's net earnings of the period.

General and administrative expenses decreased from $1,141,564 for the first six months of 2016 to $1,032,634 for the first six months of 2017, and decreased from $720,145 for the second quarter of 2016 to $575,794 for the second quarter of 2017.

Total exploration spending for the six months ended June 30, 2017 increased to $1,255,642 from $565,105 incurred in the first six months of 2016.

The exploration spending for the first six months of 2017 included $1,028,651 incurred at Gold Springs which included $170,528 in water lease payments and associated legal fees, net of water sublease receipts, $76,645 in drilling costs, as well as costs associated with the updated resource estimate, geochemistry, supervision, and ongoing environmental studies for permitting.

At Escalones, the Company incurred costs of $226,991 which mainly included land payments and supervision.

The comparative 2016 six–month costs included $466,987 incurred at Gold Springs which included costs associated with analysis of exploration data, ongoing metallurgical testing and environmental studies for permitting. At Escalones, the Company incurred costs of $98,118 which mainly included land payments and supervision.

During the six months ended June 30, 2017, the Company received $50,000 (2016 – $50,000) in repayments of drilling advances under the terms of its drill contract at Escalones.

Arbitration

The oral hearing was held in Washington, D.C., on July 11 to July 21, 2016. Pursuant to the procedural orders in place, both parties in the arbitration submitted post–hearing memorials on October 31, 2016, after which the Tribunal commenced the deliberation phase of the proceeding and will then issue a final award. The Company now expects that the Tribunal will issue the arbitration award in or about October/November of 2017.

Outlook

The priorities of the Company are to (i) continue with the exploration program at Gold Springs with the intention of expanding the mineral resource and moving the project closer to production; (ii) seek an appropriate partner for the Escalones copper–gold porphyry project in Chile and consider other alternatives to monetize the value of the project; (iii) continue with the international arbitration against Bolivia to recover full compensation based on the fair market value for the Malku Khota project; and (iv) diligently continue managing the Company's cash resources.

About TriMetals Mining Inc.

TriMetals Mining Inc. is a growth focused mineral exploration company creating value through the exploration and development of the near surface, Gold Springs gold–silver project in mining friendly Nevada and Utah in the U.S.A.

The Company's approach to business combines the team's track record of discovery and advancement of large projects, key operational and process expertise, and a focus on community relations and sustainable development. Management has extensive experience in the global exploration and mining industry.

The Company's common shares and Class B shares are listed on the Toronto Stock Exchange under the symbols “TMI” and “TMI.B” and the common shares and Class B shares also trade on the OTCQX market under the symbol “TMIAF” and “TMIBF”. Note that the Class B shares have no interest in the properties or assets of the Company. The Class B shares are only entitled collectively to 85% of the net cash, if any, (after deducting all costs, taxes and expenses and the third–party funder's portion thereof) received by TMI from award or settlement in relation to the Company's subsidiary South American Silver Limited's arbitration proceeding against Bolivia for the expropriation of the Malku Khota project in 2012. Additional information related to TriMetals Mining Inc. is available at www.trimetalsmining.com and on SEDAR at www.sedar.com.

Forward–looking Statements

Certain statements contained herein constitute “forward–looking statements”. Forward–looking statements look into the future and provide an opinion as to the effect of certain events and trends on the business. Forward–looking statements may include words such as “seek”, “continue”, “creating”, “expects” and similar expressions. These forward– looking statements are based on current expectations and entail various risks and uncertainties. Actual results may materially differ from expectations, if known and unknown risks or uncertainties affect our business, or if our estimates or assumptions prove inaccurate. Factors that could cause results or events to differ materially from current expectations expressed or implied by the forward–looking statements, include, but are not limited to, the outcome of the international arbitration process, including the timing and the quantum of damages to be obtained, management's expectation with regard to the final amount of costs, fees and other expenses and commitments payable in connection with the arbitration, and any inability or delay in the collection of the value of any award or settlement; and risks of the mineral exploration industry which may affect the advancement of the Gold Springs or Escalones projects, including possible variations in mineral resources or grade, recovery rates, metal prices, availability of sufficient financing to fund further required work in a timely manner and on acceptable terms, availability of equipment and qualified personnel, failure of equipment or processes to operate as anticipated, changes in project parameters as plans continue to be refined; and other risks more fully described in the Company's Annual Information Form filed and publicly available on SEDAR at www.sedar.com. The assumptions made in developing the forward–looking statements include: the ability of the Company to realize value from its investments in Bolivia; the arbitration proceeding in a customary manner and in accordance with Procedural Order No. 1 (as amended in April and June 2015 and in January 2016) and the third party funder honoring its contractual commitments, the accuracy of current resource estimates and the interpretation of drill, metallurgical testing and other exploration results; the continuing support for mining by local governments in Nevada, Utah and Chile, the availability of equipment and qualified personnel to advance the Gold Springs project; and the execution of the Company's existing plans and further exploration and development programs for the Gold Springs Project, which may change due to changes in the views of the Company or if new information arises which makes it prudent to change such plans or programs.

Readers are cautioned not to place undue reliance on the forward–looking statements contained in this news release. Except as required by law, the Company assumes no obligation to update or revise any forward–looking statement, whether as a result of new information, future events or any other reason. Unless otherwise indicated, forward–looking statements in this news release describe the Company's expectations as of August 11, 2017.

Niko Reports Results for the Quarter Ended June 30, 2017

CALGARY, AB—(Marketwired – August 11, 2017) – Niko Resources Ltd. (“Niko” or the “Company”) (TSX: NKO) is pleased to report its operating and financial results for the quarter ended June 30, 2017. The operating results are effective August 11, 2017. All amounts are in US dollars unless otherwise indicated and all amounts are reported using International Financial Reporting Standards unless otherwise indicated.

CHIEF EXECUTIVE OFFICER'S MESSAGE TO THE SHAREHOLDERS

Our efforts continue to monetize the Company's core assets for the benefit of all its stakeholders. Market conditions in the industry coupled with our on–going legal issues in India and Bangladesh make this process challenging.

The Company's liquidity situation is a critical concern. As a result, the Company has recently requested consent of its senior lenders to access a portion of the funds in a reserve account to provide additional liquidity.

No assurance can be made that these efforts will provide a solution on a timely basis or at all.

We are committed to doing our best for the benefit of all stakeholders and while we remain hopeful, we acknowledge that much work has to be done.

William Hornaday – Chief Executive Officer, Niko Resources Ltd.

LIQUIDITY AND CAPITAL RESOURCES

Funding of Projected Cash Requirements of the Company

The Company's cash flow has been negatively impacted by the failure of Bangladesh Oil, Gas and Mineral Corporation (“Petrobangla”) to comply with its legal obligations as outlined below. In addition, certain outcomes in respect of ongoing disputes noted below could have a material adverse impact on cash flow.

The Company's cash balances as at June 30, 2017 and projected revenues from its assets in India are not expected to be sufficient to fund the projected cash requirements of the Company's assets in India and its other cash requirements over the next several months. As a result, in August 2017, the Company requested consent from the Lenders under its amended and restated facilities agreement to use a portion of the funds in a restricted cash reserve account to meet its cash requirements. A decision from the Lenders is expected before the end of August 2017. An adverse decision from the Lenders will have a material adverse impact on the Company's ability to fund its operations and may lead the Company to take steps which could be adverse to all stakeholders.

The Company's cash resources, and therefore its ability to fund its operations, could be positively enhanced by various factors, including the following:

  • Receiving payments from Petrobangla of amounts due,
  • Executing sale(s) of the Company's interests in its core assets in India and Bangladesh, or
  • Obtaining financing for planned development projects in the D6 Block.

No assurance can be made that appropriate steps will be taken, or goals accomplished, in a manner or on a timely basis so as to enhance the Company's cash resources sufficiently. The failure to enhance the Company's cash resources on a timely basis will have a material adverse impact on the ability of the Company to fund its operations.

Non–payments by Petrobangla of Amounts Due

Since June 2016, Petrobangla has paid reduced amounts to the operator of the Block 9 PSC for invoiced amounts due for gas and condensate supplied from March 2016 to March 2017 pursuant to the Block 9 gas and condensate sales agreements, with the amounts withheld equal to the 60 percent share in the Block 9 PSC held by Niko Exploration (Block 9) Limited (“Niko Block 9″) and totalling $37 million to date. Niko Block 9 has issued notices of dispute and force majeure under the Block 9 PSC and sales agreements to the Government of Bangladesh (“GOB”) and Petrobangla. As the cash flow that was expected to be generated by the Block 9 PSC was targeted to fund the capital and operating expenditure of Block 9 as well as other cash requirements of the Company, since late September 2016 Niko Block 9 has not paid cash calls that were due and has been issued default notices by the operator of the Block 9 PSC. Under the terms of the joint operating agreement (“JOA”) between the participating interest holders in the Block 9 PSC, during the continuance of a default, the defaulting party shall not have a right to its share of gas and condensate sales proceeds, which shall vest in and be the property of the non–defaulting parties who have paid to cover the amount in default in order to recover the amounts owed by the defaulting party. In addition, if the defaulting party does not cure a default within sixty days of the default notice, the non–defaulting parties have the option to require the defaulting party to withdraw from the PSC and JOA. To date, the non–defaulting parties have not exercised this option. Refer to Note 24(a)(ii) of the condensed interim consolidated financial statements for the three months ended June 30, 2017 for further details on this matter.

Minimum Contract Quantities Dispute – India

As previously disclosed in Note 32(c) in the audited consolidated financial statements for the year ended March 31, 2017, in accordance with previous contracts for natural gas sales from the Hazira field in India, the Company had committed to deliver certain minimum quantities. For the period ended December 31, 2007, the Company was unable to deliver the minimum quantities to certain customers and the Company's joint operating partner in the Hazira field delivered the shortfall volumes from other gas sources. The Company's joint operating partner filed arbitration claims for losses incurred as a result of the delivery of these shortfall volumes.

In June 2017, the arbitration tribunal issued an award in favour of the Company's joint operating partner in an amount of approximately $17.8 million along with the interest thereon at the rate of 10% per annum from 2012 to the date of award (approximately $9.7 million) plus further interest at 10% per annum from the date of the award until payment. The Company plans to appeal the award in the Indian court system under the rules governing Indian arbitration. The results of this dispute could have a material adverse impact on the Company's future cash flows.

Exploration Subsidiaries

The Company's exploration subsidiaries that previously owned interests in PSCs in Trinidad and Indonesia have significant accounts payable and accrued liabilities (including PSC obligations) and unfulfilled exploration work commitments reflected on the Company's balance sheet as at June 30, 2017. In May 2017, the Company's indirect subsidiaries received written notices from the GORTT terminating the three PSCs. In the Company's view, the parent guarantees for unfulfilled exploration commitments for the three PSCs have expired. Effective with the termination of the PSCs, the Company reclassified the Trinidad segment as discontinued operations in the condensed interim consolidated financial statements for the three months ended June 30, 2017.

Contingent Liabilities

The Company and its subsidiaries are subject to various claims from other parties, as described in Note 24 of the condensed interim consolidated financial statements as at and for the three months ended June 30, 2017 and are actively defending against these claims. An adverse outcome on one or more of these claims could significantly impact the future cash flows of the Company.

Ability of the Company to Continue as a Going Concern

As a result of the foregoing matters (including the ongoing obligations of the Company and its subsidiaries), there are material uncertainties that may cast significant doubt about the ability of the Company to continue as a going concern.

Complete details of the Company's financial results are contained in its condensed interim consolidated financial statements and Management's Discussion and Analysis for the three months ended June 30, 2017 which will be available under the Company's SEDAR profile at www.sedar.com.

OVERALL PERFORMANCE AND RESULTS OF OPERATIONS BY REPORTABLE SEGMENT

The Company's financial results for the three months ended June 30, 2017 were impacted by the following significant items:

Non–payments by Petrobangla of Amounts Due

As a result of the continued non–payments by Petrobangla of amounts due and Niko Block 9's non–payments of cash calls due to the operator and the default mechanism in the Block 9 JOA, the invoices issued by the operator of the Block 9 PSC for gas and condensate sales to Petrobangla for September 2016 to June 30, 2017 reflect the non–defaulting parties' entitlement to the sales proceeds and, as such, the Company has not recognized $24 million of net oil and gas revenues that it otherwise would have been entitled to, of which $6 million related to natural gas and condensate sales in the first quarter of fiscal 2018. In addition, the Company recognized an impairment of $13 million in the second quarter of fiscal 2017 related to the net revenue receivable from Petrobangla for the months of March 2016 to August 2016, of which $6 million related to the natural gas and condensate sales in the first quarter of fiscal 2017.

If the non–defaulting parties to the Block 9 exercise their option to require Niko Block 9 to withdraw from the PSC and JOA and if this results in a loss of Niko Block 9's interest in the PSC and JOA, then a full impairment of the Company's carrying value of the assets and liabilities related to Block 9 could result.

Minimum Contract Quantities Dispute – India

As a result of the arbitration award described above in respect of the Hazira field in India, in the first quarter of fiscal 2018, the Company recognized a liability of $28 million for awarded amount plus accrued interest to June 30, 2017.

The Company's results for the first quarter ended June 30, 2017 are as follows:

Consolidated

       
(thousands of US Dollars,   Three months ended June 30,  
unless otherwise indicated)   2017     2016  
Sales volumes (MMcfe/d)(1)   83     93  
Net oil and natural gas revenue   5,764     16,355  
EBITDAX from continuing operations(2)   (680 )   8,831  
Net income (loss) from continuing operations   (34,337 )   (20,831 )
Net income (loss) from discontinued operations   180     (812 )
             

(1) Includes volumes for April 2017 to June 2017 in Bangladesh for which revenue has not been recognized (see below).
(2) Refer to “Non–IFRS Measures” for details.

Production declines and lower natural gas prices for the D6 Block in India and the non–recognition of net revenue for Block 9 in Bangladesh contributed to lower net oil and natural gas revenue and lower EBITDAX for the Company in the first quarter of fiscal 2018 compared to the first quarter of fiscal 2017.

Net loss from continuing operations of $34 million in the first quarter of fiscal 2018 was primarily due to the recognition of a liability of $28 million for an arbitration award relating to the minimum contracted quantities dispute in India. Net loss from continuing operations of $21 million in the first quarter of fiscal 2017 related primarily to interest expense recorded on the term loan and convertible notes and restructuring costs associated with the amendments to the term loan facilities agreement and convertible note indenture executed in July 2016 (the Amendments) that do not require the Company to make interest payments, other than in connection with waterfall distributions (as described in Note 13 of the condensed interim consolidated financial statements for the three months ended June 30, 2017).

India

       
(thousands of US Dollars,   Three months ended June 30,  
otherwise indicated)   2017     2016  
Sales volumes (MMcfe/d)   23     33  
Net oil and natural gas revenue   5,759     10,029  
Segment EBITDAX(1)   3,087     5,214  
Segment loss   (29,023 )   (2,853 )
             

(1) Refer to “Non–IFRS Measures” for details.

Total sales volumes from the D6 Block in the first quarter of fiscal 2018 of 23 MMcfe/d decreased from 33 MMcfe/d in the first quarter of fiscal 2018 primarily due to the impact of natural production declines and water and sand ingress that resulted in the shut–in of wells, partially offset by the impact of incremental production from sidetrack wells brought on–stream in the second half of fiscal 2017.

Net oil and natural gas revenues decreased in the first quarter of fiscal 2018 compared to the first quarter of fiscal 2017 primarily due to lower sales volumes and natural gas prices. The notified price for gas sales from the D6 Block was $2.48 / MMbtu for April 1, 2017 to September 30, 2017, which is approximately 20 percent lower than the price of $3.06 / MMbtu for April 1, 2016 to September 30, 2016.

Segment EBITDAX of $3 million in the first quarter of fiscal 2018 decreased compared to the first quarter of fiscal 2017 primarily due to lower net oil and natural gas revenues, partially offset by lower production and operating expenses for the D6 Block.

Segment loss of $29 million in the first quarter of fiscal 2018 increased compared to segment loss of $3 million in the first quarter of fiscal 2017 primarily due to lower EBITDAX and the recognition of a liability of $28 million for an arbitration award relating to the minimum contracted quantities dispute in India, partially offset by lower depletion expense in first quarter of fiscal 2018.

Bangladesh

     
(thousands of US Dollars,   Three months ended June 30,
unless otherwise indicated)   2017     2016
Sales volumes (MMcfe/d)(1)   59     60
Net oil and natural gas revenue       6,322
Segment EBITDAX(2)   (1,510 )   4,282
Segment income (loss)   (2,713 )   2,792
           

(1) Includes volumes for April 2017 to June 2017 for which revenue has not been recognized (see below).
(2) Refer to “Non–IFRS Measures” for details.

Total sales volumes from Block 9 in the first quarter of fiscal 2018 were slightly lower than the first quarter of fiscal 2017, as the impact of increased delivery pressure requirements of the sales trunkline, was nearly offset by the impact of a development well that was brought on–stream in the fourth quarter of fiscal 2017.

Net oil and natural gas revenue in the first quarter of fiscal 2018 was not recognized due to non–payment of sales revenue by Petrobangla (refer to discussion on Non–payments by Petrobangla of Amounts Due in the Liquidity and Capital Resources section).

Segment EBITDAX in the first quarter of fiscal 2018 decreased compared to first quarter of fiscal 2017 primarily as a result of the non–recognition of net oil and gas revenues, partially offset by lower production and operating expenses.

Segment loss of $3 million in the first quarter in fiscal 2018 increased compared to segment income of $3 million in first quarter of fiscal 2017 primarily as a result of lower segment EBITDAX, partially offset by lower depletion expense.

Other

       
(thousands of US Dollars,   Three months ended June 30,  
unless otherwise indicated)   2017     2016  
Segment EBITDAX from continuing operations(1)   (2,257 )   (665 )
Segment loss from continuing operations   (2,601 )   (20,770 )
Net income (loss) from discontinued operations   180     (812 )
             

(1) Refer to “Non–IFRS Measures” for details.

Segment EBITDAX from continuing operations in the first quarter in fiscal 2018 decreased from the first quarter of fiscal 2017, primarily due to increased legal costs associated with the Company's ICSID arbitration cases and foreign exchange loss.

Segment loss from continuing operations in the first quarter in fiscal 2018 decreased from a segment loss of $21 million in first quarter of fiscal 2017, as the Company recorded $17 million interest expense and $2 million of restructuring costs related to the Term Loan and Convertible Notes in the first quarter of fiscal 2017.

Forward–Looking Information

Certain statements in this press release constitute forward–looking information. Specifically, this press release contains forward looking information relating to the Company's ability to fund its cash requirements over the next several months, the ability of the Company to successfully complete its strategic plan on a timely basis, the ability to receive consent from the Lenders for the release of funds from a restricted cash reserve account, and the ability to successfully appeal an arbitration award in respect of Hazira field in India. Such forward–looking information is based on a number of risks, uncertainties and assumptions, which may cause actual results or other expectations to differ materially from those anticipated and which may prove to be incorrect. There can be no assurances that the Company will be able to successfully complete its strategic plan on a timely basis or that the Company will be able to meet the goals and purposes of its business plan (including resolving various disputes against governments and others in its favour) or fund its operations over the next several months. The failure to meet or satisfy any of the foregoing is likely to have a material adverse impact on the Company and thereby significantly impair the value of security holders' interest in the Company. Undue reliance should not be placed on forward–looking information. Such forward–looking information reflects the Company's current beliefs and assumptions and is based on information currently available to the Company. This forward–looking information is based on certain key expectations and assumptions, many of which are not within the control of the Company and include expectations and assumptions regarding the future actions of the Company's lenders, non–defaulting parties not seeking to require a subsidiary of the Company to withdraw from the Block 9 PSC or JOA, a successful appeal of an arbitration award in respect of Hazira field in India, future commodity prices, results of operations, production, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, plans for and results of drilling activity, environmental matters, business prospects and opportunities, prevailing exchange rates, applicable royalty rates and tax laws, future well production rates, the performance of existing wells, the success of drilling new wells, the availability of capital to undertake planned activities, the availability and cost of labour and services and general market conditions. The reader is cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be incorrect. Actual results may vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors and such variations may be material. Such risk factors include, but are not limited to: risks related to the ability of the Company to continue as a going concern, risks related to the Company not being able to increase its cash resources, the risks associated with the Company meeting its obligations under the amended Facilities Agreement and successfully completing its strategic plan, risks related to the various legal claims against the Company or its subsidiaries, risks related to non–payments by Petrobangla of amounts due to subsidiaries of the Company, as well as the risks associated with the oil and natural gas industry in general, such as operational risks in development, exploration and production, delays or changes in plans with respect to exploration or development projects or capital expenditures, the uncertainty of estimates and projections relating to production rates, costs and expenses, commodity price and exchange rate fluctuations, government regulation, marketing and transportation risks, environmental risks, competition, the ability to access sufficient capital from internal and external sources, changes in tax, royalty and environmental legislation, the impact of general economic conditions, imprecision of reserve estimates, the lack of availability of qualified personnel or management, stock market volatility, risks associated with meeting all of the Company's financing obligations and contractual commitments (including work commitments), the risks discussed under “Risk Factors” in the Company's Annual Information Form for the year–ended March 31, 2017 and in the Company's public disclosure documents, and other factors, many of which are beyond the Company's control. Niko makes no representation that the actual results achieved during the forecast period will be the same in whole or in part as those forecasts.

The forward looking information included in this press release is expressly qualified in its entirety by this cautionary statement. The forward looking information included herein is made as of the date of this press release and Niko assumes no obligation to update or revise any forward looking information to reflect new events or circumstances, except as required by law.

Non–IFRS Measures

The selected financial information presented throughout this press release is prepared in accordance with IFRS, except for “EBITDAX” and “Segment EBITDAX”. The Company utilizes EBITDAX and Segment EBITDAX to assess performance and to help determine its ability to fund future capital projects and to repay debt. EBITDAX and Segment EBITDAX is calculated as net income before interest expense, income taxes, depletion and depreciation expenses, exploration and evaluation expenses, and other non–cash items (gain or loss on debt modification, gain or loss on asset disposal, gain or loss on derivatives, asset impairment, share–based compensation expense, restructuring expenses, accretion expense, unfulfilled exploration commitment expense, commercial claim expense and unrealized foreign exchange gain or loss). EBITDAX and Segment EBITDAX should not be viewed as a substitute for measures of financial performance presented in accordance with IFRS or as a measure of a company's profitability or liquidity. These non–IFRS measures do not have any standardized meaning prescribed by IFRS and is therefore may not be comparable to similar measures presented by other companies. Refer to the Company's Management's Discussion and Analysis for details on these non–IFRS financial measures.

Big 8 Split Inc. Announces Quarterly Dividends on Class D Preferred Shares and Class D Capital Shares

TORONTO, ON—(Marketwired – August 11, 2017) – Big 8 Split Inc. (TSX: BIG.D) (TSX: BIG.PR.D) (the “Company”) announced today that it has declared a quarterly dividend of $0.1125 per Class D Preferred Share. In addition, a quarterly dividend on its Class D Capital Shares was declared of $0.043 per Class D Capital Share. The dividends on both the Class D Preferred Shares and Class D Capital Shares are payable on September 15, 2017 to holders of record on August 31, 2017.

The Company was established to generate dividend income for the Class D Preferred Shares while providing holders of the Class D Capital Shares with a leveraged opportunity to participate in capital appreciation from a portfolio of common shares of Bank of Montreal, The Bank of Nova Scotia, Canadian Imperial Bank of Commerce, Royal Bank of Canada, The Toronto–Dominion Bank, Great–West Lifeco Inc., Manulife Financial Corporation, and Sun Life Financial Inc. Information concerning Big 8 Split Inc. is available on our website at www.timbercreek.com/investments/managed–companies/big8–split–inc/overview.

The Class D Capital Shares and Class D Preferred Shares of Big 8 Split are listed on the Toronto Stock Exchange under the symbols BIG.D and BIG.pr.D respectively.

DELSEY reveals SKY MAX

PARIS, FRANCE—(Marketwired – August 11, 2017) – DELSEY, the iconic luggage brand with over 70 years of innovation, timeless quality and audacious design, is revealing DELSEY SKY MAX, a new collection that offers unmatched value in an organizers dream come true.

Some people like to have a place for everything and everything in its place. How can travelers stay organized when there simply isn't a spot for every item?

DELSEY is dedicated to creating luggage for every traveler and the innovative SKY MAX collection, with at least seven to nine pockets in each piece, satisfies the need to organize. Exterior pockets can hold travel document, electronics, and any other items that may need to be easily accessed while on a trip. Interior pockets can store jewelry, toiletries, shoes and outdoor clothing, keeping everything sorted and separate. And a convenient back pocket can store magazines, books and even jackets! For those who want to pack a little more, the luggage expands two inches when needed.

In addition to the standard carry–on, 25 inch and 29 inch sizes, DELSEY SKY MAX also includes an underseater, an overnight bag specifically designed to fit under airline seats. As an industry leader, DELSEY created this bag in anticipation of airline requirements which are leaning towards further limitations on carry–on bags. The underseater, which retails for $89, provides travelers with a fully featured, light weight bag for everyday essentials. This bag also features a trolley system and two wheels for easy movement.

Never before has there been a collection that offers so much value. Attractive DELSEY SKY MAX includes the most sought after features, at an accessible price point. With the carry–on bag retailing for under $100, DELSEY SKY MAX is designed to fit into any budget.

DELSEY SKY MAX includes spinner wheels and is made from a lightweight, durable Micro Ballistec™ fabric with a vapor barrier for long lasting use. The top and side handles are easy to grab, for an ergonomic travel experience. Available in punchy purple or classic black, there is a DELSEY SKY MAX for every traveler.

ABOUT DELSEY: An iconic brand, DELSEY is a French company and a creator of baggage since 1946. For more than 70 years DELSEY has offered consumers cases which bring together quality and audacious design. DELSEY creates ingenious baggage designed to accompany travellers wherever they go and to adapt to all types of journey, both professional and personal. Its strength grounded in its expertise, the brand is behind numerous innovations recognised by important prizes in the design world. DELSEY brings together style and functionality to create products that reflects the personality of each consumer. Today DELSEY is present on five continents and in more than 110 countries. A DELSEY bag is sold every 10 seconds.

Image Available: http://www.marketwire.com/library/MwGo/2017/8/11/11G144079/Images/DELSEY_SKY_MAX–d2b66e6d37c48d35be728c1e69c347cf.jpg

Toronto Consumers Meet With Tetiana Paratchuk From Kitchen Land

TORONTO, ON—(Marketwired – August 11, 2017) – Kitchen Land is a four year Consumer Choice Award winner in the category of Kitchen and Bath Centres in the region of GTA. The company has been in business since 2005 and is GTA's leading Kitchen Remodelling Service Provider.

QUESTIONS AND ANSWERS:

Q: WHAT DOES IT MEAN FOR YOUR COMPANY TO BE VOTED BY CONSUMERS AS YOUR CITY'S BEST?

A: It is one of the greatest accomplishments any company could ever ask for.

Q: WHAT SETS YOU APART FROM YOUR COMPETITORS?

A: We are family owned business and we treat each customer as if they are our family. Kitchen Land's Owners are directly responsible for all projects which makes the work standards that much higher

Q: HOW WILL WINNING THIS AWARD AFFECT THE WORK YOU DO MOVING FORWARD?

A: We will continue to strive to be better with each year, while learning more about our customers needs and satisfying them one at a time.

Q: WHAT IS THE BIGGEST RISK YOU HAVE EVER TAKEN IN BUSINESS?

A: Open a business

Q: BUSINESSWISE, WHAT IS YOUR NEXT BIG STEP?

A: You never reveal your next big step in business

GETTING TO KNOW TETIANA

BUSINESS MOTTO… To be the best at what we do

BIGGEST SUCCESS… Finding Happiness in all

ONE WORD I WANT TO OWN IN MY CUSTOMERS' MIND…Trust

DAILY I TRY TO… Strive for the best in whatever we do

IN MY IPOD… Tony Robbins, Alan Watts and Gary Vaynerchuk

Attachment Available: http://www.marketwire.com/library/MwGo/2017/8/11/11G144075/Kitchen_Land_Exclusive_PR_2017_rev–57014a9284a2a362ae688cb703d1f87a.pdf

Napoli Shkolnik PLLC Files Lawsuit Against Opioid Manufacturers and Distributors on Behalf of the City of Parma, Ohio

NEW YORK, NY—(Marketwired – August 11, 2017) – The City of Parma, Ohio has become the latest Ohio city to take action against the manufacturers and distributors of opioid pain medications for their role in creating the opioid epidemic. The litigation is being led by Napoli Shkolnik attorneys Paul Napoli, Salvatore C. Badala, and Joseph L. Ciaccio.

Napoli Shkolnik is working with Cleveland law firm Climaco, Wilcox, Peca, & Garofoli, Co L.P.A. in its representation of Parma as well as several other Ohio municipalities, including the Cities of Dayton and Lorain who have already filed similar lawsuits. The lawsuit will seek to reimburse the city for all of its expenses and other effects of the fraudulent and deceptive marketing and negligent distribution of prescription opioids medications.

The City of Parma is located within Cuyahoga County, Ohio. Both have been devastated by the effects of the opioid epidemic. Recently, the Cuyahoga County coroner announced that they were out of room to store all of the overdose victims' bodies in the County morgue.

“The fact that the County morgue has run out of space for all of the deceased opioid victims is just one of the latest shocking effects of the opioid epidemic taking place across this Country”, says Joseph L. Ciaccio.

“It's time that the burden of fighting this epidemic is lifted from the taxpayers” says Salvatore C. Badala, “and put on the companies who earned billions of dollars creating this epidemic.”

The City of Parma joins a growing list of municipalities represented by Napoli Shkolnik PLLC nationwide.

About the firm
Napoli Shkolnik PLLC is a national litigation firm providing representation to persons in class action lawsuits and complex commercial cases, as well as victims of environmental contamination disasters, aviation accidents, defective prescriptions drugs and medical devices, asbestos–related illnesses, and other serious personal injury matters. With their principal offices in New York City and additional offices in California, Delaware, Florida, Illinois, New Jersey, Pennsylvania, and Texas, as well as affiliates throughout the United States, Napoli Shkolnik PLLC is readily available to clients.

Napoli Shkolnik PLLC Files Lawsuit Against Opioid Manufacturers and Distributors on Behalf of the City of Parma, Ohio

NEW YORK, NY—(Marketwired – August 11, 2017) – The City of Parma, Ohio has become the latest Ohio city to take action against the manufacturers and distributors of opioid pain medications for their role in creating the opioid epidemic. The litigation is being led by Napoli Shkolnik attorneys Paul Napoli, Salvatore C. Badala, and Joseph L. Ciaccio.

Napoli Shkolnik is working with Cleveland law firm Climaco, Wilcox, Peca, & Garofoli, Co L.P.A. in its representation of Parma as well as several other Ohio municipalities, including the Cities of Dayton and Lorain who have already filed similar lawsuits. The lawsuit will seek to reimburse the city for all of its expenses and other effects of the fraudulent and deceptive marketing and negligent distribution of prescription opioids medications.

The City of Parma is located within Cuyahoga County, Ohio. Both have been devastated by the effects of the opioid epidemic. Recently, the Cuyahoga County coroner announced that they were out of room to store all of the overdose victims' bodies in the County morgue.

“The fact that the County morgue has run out of space for all of the deceased opioid victims is just one of the latest shocking effects of the opioid epidemic taking place across this Country”, says Joseph L. Ciaccio.

“It's time that the burden of fighting this epidemic is lifted from the taxpayers” says Salvatore C. Badala, “and put on the companies who earned billions of dollars creating this epidemic.”

The City of Parma joins a growing list of municipalities represented by Napoli Shkolnik PLLC nationwide.

About the firm
Napoli Shkolnik PLLC is a national litigation firm providing representation to persons in class action lawsuits and complex commercial cases, as well as victims of environmental contamination disasters, aviation accidents, defective prescriptions drugs and medical devices, asbestos–related illnesses, and other serious personal injury matters. With their principal offices in New York City and additional offices in California, Delaware, Florida, Illinois, New Jersey, Pennsylvania, and Texas, as well as affiliates throughout the United States, Napoli Shkolnik PLLC is readily available to clients.

JetPay Corporation Reports Second Quarter Results

CENTER VALLEY, PA—(Marketwired – August 11, 2017) – JetPay® Corporation (“JetPay” or the “Company”) (NASDAQ: JTPY) announced financial results for the second quarter and six months ended June 30, 2017.

Financial Highlights

  • Revenues increased 53.8%, or $6.6 million, to $18.8 million for the three months ended June 30, 2017 as compared to $12.2 million for the same period in 2016, and 58.1%, or $13.9 million, to $37.7 million for the six months ended June 30, 2017 as compared to $23.9 million for the same period in 2016. Organic growth was 20.1% and 17.1% for the three and six months ended June 30, 2017, respectively, with solid growth in both the JetPay Payment Services and the JetPay HR & Payroll Segments.
  • Revenues within the JetPay Payment Services Segment increased 69.7%, or $6.2 million, to $15.0 million for the three months ended June 30, 2017 as compared to $8.8 million for the same period in 2016, and 81.2%, or $13.1 million, to $29.3 million for the six months ended June 30, 2017 as compared to $16.2 million for the same period in 2016. Organic growth within the JetPay Payment Services Segment was 23.5% and 20.8% for the three and six months ended June 30, 2017, respectively.
  • Revenues within the JetPay HR & Payroll Segment increased $421,000, or 12.5%, to $3.8 million in the three months ended June 30, 2017, as compared to $3.4 million for the same period in 2016, and 10.0%, or $764,000, to $8.4 million for the six months ended June 30, 2017 compared to $7.6 million for the same period in 2016. This organic growth included accelerated growth in our Workforce Today® product, highly desired by medium to large employers.
  • Consolidated gross profit increased 46.6% to $5.7 million, or 30.5% of revenues, for the three months ended June 30, 2017, up from $3.9 million for the same period in 2016, and up 48.3%, or $3.9 million, to $12.1 million, or 32.0% of revenues, for the six months ended June 30, 2017.
  • Earnings before interest, taxes, depreciation, and amortization (“EBITDA”) were $(75,000) and $(6.0) million for the second quarter of 2017 and 2016, respectively, and $1.3 million and $(5.6) million for the six month periods ended June 30, 2017 and 2016, respectively. EBITDA, adjusted for non–recurring and non–cash items, (“adjusted EBITDA” — see Non–GAAP Financial Measures definition and reconciliation of operating income (loss) to EBITDA and adjusted EBITDA below), was $1.1 million, or 6.0% of revenues, in the second quarter of 2017 as compared to $579,000, or 4.7% of revenues, for the same period in 2016. Adjusted EBITDA was $2.8 million, or 7.4% of revenues for the six months ended June 30, 2017, as compared to $1.7 million, or 7.0% of revenues, for the same period in 2016. The increase in adjusted EBITDA of 67.9% in the first six months of 2017 vs. 2016 was related to the Company's acquisition of JetPay Payment Services, FL on June 2, 2016 and organic growth in the Company's JetPay Payment Services, TX, and JetPay Payment Services, PA operations.
  • The ratio of our total debt, which consists of total debt of $16.3 million, to debt and total equity capitalization, which consists of common stock subject to possible redemptions, convertible preferred stock and stockholders' equity totaling $62.8 million, was 20.6% at June 30, 2017, a substantial improvement from 24.6% at December 31, 2016. As of June 30, 2017, the Company had positive working capital of $1.0 million.

Recent News Highlights

  • Entered into a new credit arrangement with Fifth Third Bank which provides the JetPay Payments, FL operation with a $1.6 million Draw/Term Note to finance software integration costs related to the Company's payments processing contract with the State of Illinois, a Master Equipment Lease Agreement to provide up to $1.5 million of financing for certain point–of–sale equipment and other computer equipment, and an Amended and Restated Revolving Promissory Note for $1.0 million to be use to extend temporary credit to cover JetPay Payment, FL's customers' processing return items.
  • Successfully settled a lawsuit by Ten Lords, Ltd. and Providence Interactive Capital, LLC against JetPay, LLC and the Company by entering into a Compromise Settlement Agreement and Mutual Release pursuant to which the parties to the lawsuit released one another and their respective affiliates from all claims related to the subject matter of the lawsuit.

“JetPay continued its increasingly strong results this quarter,” stated Diane Faro, CEO of JetPay Corporation. “Our 20% organic growth in the quarter and over 17% year–to–date is clear evidence that the enhancements in technology, operations, and sales and marketing we have made across the company are being well–received in the market and hold promise for further growth improvements.” Diane continued, “Most encouraging, in addition to the high growth in our Payment Services' business, is the double–digit growth in our HR & Payroll Segment, validating the value of the investments we have made in product, sales, and leadership. With the Ten Lords, Ltd and Providence Interactive Capital, LLC lawsuit and other legacy law suits behind us, we believe that the building blocks we have put in place and the accretive acquisitions we have completed positions JetPay well in the market, which we expect will provide strong returns for our investors.”

Financial Results, Second Quarter 2017 Compared to Second Quarter 2016

Revenues were $18.8 million for the three months ended June 30, 2017, comparable to $12.2 million for the same period in 2016. Revenues for our JetPay Payment Services Segment increased $6.2 million, or 69.7%, for the three months ended June 30, 2017, compared to the same period in 2016. The increase was partially related to the June 2016 acquisition of JetPay Payment Services, FL, which contributed an incremental $3.7 million of revenues in the second quarter of 2017. Revenues for our JetPay HR and Payroll Segment increased $421,000, or 12.5%, for the three months ended June 30, 2017, as compared to the same period in 2016. This increase was attributable to increasing demand for our full–suite, human capital management services.

Operating loss for the three months ended June 30, 2017 was $(941,000), compared to an operating loss of $(6.8) million for the same period in 2016. Operating loss includes depreciation and amortization expense of $1.1 million and $967,000 for the three months ended June 30, 2017 and 2016, respectively. The decrease in operating loss was partially related to the June 2016 acquisition of JetPay Payment Services, FL contributing an incremental $406,000 of operating income in the second quarter of 2017, and a $5.6 million reduction in professional fees for non–repetitive matters and legal settlement costs, partially offset by an increase in non–cash disposal of fixed assets of $80,000.

Net loss for the three months ended June 30, 2017 was $(1.3) million or a net loss applicable to common stockholders of $(4.0) million after accretion of convertible preferred stock of $2.7 million, compared to a net loss of approximately $(5.6) million, or a net loss applicable to common stockholders of $(7.0) million after accretion of convertible preferred stock of $1.4 million for the same period in 2016. The decrease in net loss was primarily related to the decrease in operating loss described above.

Financial Results, First Six Months of 2017 Compared to First Six Months of 2016

Revenues were $37.7 million for the six months ended June 30, 2017, comparable to $23.9 million for the same period in 2016. Revenues for our JetPay Payment Services Segment increased $13.1 million, or 81.2%, for the six months ended June 30, 2017, compared to the same period in 2016. The increase was partially related to the June 2016 acquisition of JetPay Payment Services, FL, which contributed an incremental $8.8 million of revenues in the first six months of 2017. Revenues for our JetPay HR & Payroll Segment increased $764,000, or 10.0%, for the six months ended June 30, 2017, as compared to the same period in 2016. This increase was attributable to increasing demand for our full–suite, human capital management services.

Operating loss for the six months ended June 30, 2017 was $(719,000), compared to a loss of $(7.3) million for the same period in 2016. Operating loss includes depreciation and amortization expense of $2.2 million and $1.9 million for the six months ended June 30, 2017 and 2016, respectively. The decrease in operating loss was partially related to the acquisition of JetPay Payment Services, FL, which contributed an incremental $891,000 of operating income in the first six months of 2017, as well as a $6.1 million reduction in professional fees for non–repetitive matters and legal settlement costs, partially offset by an increase in non–cash stock option costs of $208,000 and an increase in non–cash loss on disposal of fixed assets of $80,000.

Net loss for the six months ended June 30, 2017 was $(1.5) million or a net loss applicable to common stockholders of $(6.3) million after accretion of convertible preferred stock of $4.8 million, compared to a net loss of approximately $(6.6) million, or a net loss applicable to common stockholders of $(9.4) million after accretion of convertible preferred stock of $2.8 million. The decrease in net loss was primarily related to the decrease in operating loss described above.

Conference Call

JetPay will conduct a conference call on Thursday, August 17, 2017 at 9:00 AM ET (6:00 AM PT) to discuss these results and conduct a question and answer session. The participant conference call number is (855) 446–8217 (International Dial–In (509) 960–9039), conference ID: 69331276. There will also be access to a digital recording of the teleconference by calling (855) 859–2056 and entering the conference ID: 69331276. This will be available from two hours following the teleconference until Thursday, August 24, 2017.

About JetPay Corporation

JetPay Corporation, based in Center Valley, PA, is a leading provider of vertically integrated solutions for businesses including card acceptance, processing, payroll, payroll tax filing, human capital management services, and other financial transactions. JetPay provides a single vendor solution for payment services, debit and credit card processing, ACH services, and payroll and human capital management needs for businesses throughout the United States. The Company also offers low–cost payment choices for the employees of these businesses to replace costly alternatives. The Company's vertically aligned services provide customers with convenience and increased revenues by lowering payments–related costs and by designing innovative, customized solutions for internet, mobile, and cloud–based payments. Please visit www.jetpay.com for more information on what JetPay has to offer or call 866–4JetPay (866–453–8729).

Non–GAAP Financial Measures

This press release includes non–GAAP financial measures, EBITDA and adjusted EBITDA, as defined in Regulation G of the Securities and Exchange Act of 1934, as amended. The Company reports its financial results in compliance with GAAP, but believes that also discussing non–GAAP measures provides investors with financial measures it uses in the management of its business. The Company defines EBITDA as operating income (loss), before interest, taxes, depreciation, amortization of intangibles, and non–cash changes in the fair value of contingent consideration liability. The Company defines adjusted EBITDA as EBITDA, as defined above, plus certain non–recurring items, including certain legal and professional costs for non–repetitive matters, legal settlement costs, non–cash stock based compensation costs, and non–cash losses on the disposal of fixed assets. These measures may not be comparable to similarly titled measures reported by other companies. Management uses EBITDA and adjusted EBITDA as indicators of the Company's operating performance and ability to fund acquisitions, capital expenditures and other investments and, in the absence of refinancing options, to repay debt obligations. Management believes EBITDA and adjusted EBITDA are helpful to investors in evaluating the Company's operating performance because non–cash costs and other items that management believes are not indicative of its results of operations are excluded. EBITDA and adjusted EBITDA are supplemental non–GAAP measures, which have limitations when used as an analytical tool. Non–GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. Non–GAAP financial measures do not reflect a comprehensive system of accounting, may differ from GAAP measures with the same names, and may differ from non–GAAP financial measures with the same or similar names that are used by other companies. For a description of our use of EBITDA and adjusted EBITDA and a reconciliation of EBITDA and adjusted EBITDA to operating income (loss), see the section of this press release titled “EBITDA and adjusted EBITDA Reconciliation.”

EBITDA and adjusted EBITDA Reconciliation

         
(000's omitted)   Three Months Ended
June 30,
  Six Months Ended
June 30,
    2017   2016   2017   2016
Operating loss   $ (941)   $ (6,759)   $ (719)   $ (7,281)
Change in fair value of contingent consideration liability     (257)     (216)     (183)     (170)
Amortization of intangibles     875     779     1,749     1,512
Depreciation     248     188     479     367
                         
EBITDA   $ (75)   $ (6,008)   $ 1,326   $ (5,572)
                         
Professional fees for non–repetitive matters     142     319     216     884
Legal settlement costs     747     6,140     747     6,140
Non–cash stock based compensation     200     98     384     176
Non–cash loss on disposal of fixed asset     110     30     110     30
                         
Adjusted EBITDA   $ 1,124   $ 579   $ 2,783   $ 1,658
                         

Forward–Looking Statements

This press release includes “forward–looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. JetPay's actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward–looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward–looking statements. These forward–looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside JetPay's control and are difficult to predict. Factors that may cause such differences include, but are not limited to, those described under the heading “Risk Factors” in the Company's Annual Report filed with the Securities and Exchange Commission (“SEC”) on Form 10–K for the fiscal year ended December 31, 2016, the Company's Quarterly Reports on Forms 10–Q and the Company's Current Reports on Form 8–K.

JetPay cautions that the foregoing list of factors is not exclusive. Additional information concerning these and other risk factors is contained in JetPay's most recent filings with the SEC. All subsequent written and oral forward–looking statements concerning JetPay or other matters and attributable to JetPay or any person acting on its behalf, are expressly qualified in their entirety by the cautionary statements above. JetPay cautions readers not to place undue reliance upon any forward–looking statements, which speak only as of the date made. JetPay does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward–looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

 
JetPay Corporation
Consolidated Statements of Operations
(In thousands, except share and per share information)
 
    For the Three Months Ended
June 30,
  For the Six Months Ended
June 30,
    2017   2016   2017   2016
                 
    (Unaudited)   (Unaudited)
                 
Processing revenues   $ 18,777   $ 12,212   $ 37,719   $ 23,855
Cost of processing revenues     13,049     8,306     25,634     15,706
                         
Gross profit     5,728     3,906     12,085     8,149
                         
Selling, general and administrative expenses     5,056     3,774     10,012     7,581
Settlement of legal matter     747     6,140     747     6,140
Change in fair value of contingent consideration liability     (257)     (216)     (183)     (170)
Amortization of intangibles     875     779     1,749     1,512
Depreciation     248     188     479     367
                         
Operating loss     (941)     (6,759)     (719)     (7,281)
                         
Other expenses (income)                        
  Interest expenses     276     258     571     511
  Non–cash interest costs and amortization of debt discounts     33     77     67     256
  Other income     (5)     (1)     (7)     (3)
                         
Loss before income taxes     (1,245)     (7,093)     (1,350)     (8,045)
                         
Income tax (benefit) expense     81     (1,527)     143     (1,474)
                         
Net loss     (1,326)     (5,566)     (1,493)     (6,571)
Accretion of convertible preferred stock     (2,652)     (1,453)     (4,775)     (2,867)
                         
Net loss applicable to common stockholders   $ (3,978)   $ (7,019)   $ (6,268)   $ (9,438)
                         
Basic and diluted loss per share applicable to common stockholders   $ (0.26)   $ (0.45)   $ (0.39)   $ (0.63)
                         
Weighted average shares outstanding:                        
Basic and diluted     15,588,984     15,445,741     16,134,808     14,923,611
                         
 
JetPay Corporation
Condensed Consolidated Balance Sheets
(In thousands)
 
    June 30,
2017
  December 31,
2016
ASSETS   (Unaudited)   (Audited)
Current assets:            
  Cash and cash equivalents   $ 8,477   $ 12,584
  Restricted cash     1,903     2,129
  Accounts receivable, less allowance for doubtful accounts     3,336     4,677
  Settlement processing assets and funds     53,962     35,240
  Prepaid expenses and other current assets     1,224     5,849
Current assets before funds held for clients     68,902     60,479
Funds held for clients     48,066     49,154
Total current assets     116,968     109,633
Property and equipment, net     2,858     2,125
Goodwill     48,978     48,978
Identifiable intangible assets, net     24,341     26,090
Other assets     393     384
Total assets   $ 193,538   $ 187,210
             
LIABILITIES            
Current liabilities:            
  Current portion of long–term debt and capital lease obligation   $ 3,189   $ 8,074
  Accounts payable and accrued expenses     12,120     10,821
  Settlement processing liabilities     52,246     35,079
  Deferred revenue and other current liabilities     352     1,487
Current liabilities before client fund obligations     67,907     55,461
Client fund obligations     48,066     49,154
Total current liabilities     115,973     104,615
Long–term debt and capital lease obligation, net of current portion     13,088     13,794
Deferred income taxes     520     520
Other liabilities     1,136     1,228
Total liabilities     130,717     120,157
             
Commitments and Contingencies            
             
Redeemable Convertible Preferred Stock     54,059     53,324
             
Common Stock, subject to possible redemption     3,520     3,520
             
Stockholders' Equity     5,242     10,209
Total Liabilities and Stockholders' Equity   $ 193,538   $ 187,210
             
 
JetPay Corporation
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
    For the Six Months Ended
June 30,
    2017   2016
Operating Activities            
  Net loss   $ (1,493)   $ (6,571)
  Adjustments to reconcile net loss to net cash (used in) provided by operating activities:            
  Depreciation     479     367
  Stock–based compensation     361     164
  Employee stock purchase plan expense     23     12
  Amortization of intangibles     1,749     1,512
  Non–cash interest costs     67     118
  Amortization of debt discounts         138
  Change in fair value of contingent consideration liability     (183)     (170)
  Loss on disposal of fixed assets     110     30
  Deferred income taxes         (1,602)
  Change in operating assets and liabilities     1,145     7,697
  Net cash provided by operating activities     2,258     1,695
               
  Investing Activities            
  Net decrease in restricted cash and cash equivalents held to satisfy client fund obligations     1,088     1,061
  Cash acquired in acquisition         519
  Purchase of property and equipment     (1,004)     (305)
  Investment in acquired technology         (87)
  Net cash provided by investing activities     84     1,188
             
Financing Activities            
  Payments on long–term debt and capital lease obligations     (6,300)     (1,610)
  Proceeds from issuance of common stock, net of issuance costs     104     64
  Proceeds from notes payable     400     1,970
  Proceeds from sale of preferred stock, net of issuance costs     825    
  Restricted cash reserve         (1,900)
  Payment of deferred financing fees associated with new borrowings     (76)     (112)
  Payment of deferred and contingent acquisition consideration     (314)     (1,386)
  Net decrease in client funds obligations     (1,088)     (1,061)
  Net cash used in financing activities     (6,449)     (4,035)
               
  Net decrease in cash and cash equivalents     (4,107)     (1,152)
               
  Cash and cash equivalents, beginning     12,584     5,594
  Cash and cash equivalents, ending   $ 8,477   $ 4,442
             

Conkrite Capital to put Toronto Condominiums to Dance to the Right Beat

TORONTO, ON—(Marketwired – August 11, 2017) – Conkrite Capital Corporation a leading provider of innovation, farm, property and Physical Asset Management services Headquartered in Toronto announced a strategic partnership with Green Protocol Inc. an IoT, (Internet of Things) company also Headquartered in Toronto.

The strategic partnership between Conkrite Capital and Green Protocol aims to start a Smart Community Project – Internet of Things system for Conkrite Capital's Residential Property Management portfolio. As a joint effort in response to the Federal Government's “Smart City Challenge” (http://www.infrastructure.gc.ca/plan/cities–villes–eng.html) CC and GP plan to deploy Open source IoT and LoRawan technologies, at one of Conkrite's sites in Toronto. The goal of the project is to fosters a Smart City community within the Condominium Community. Collaboration between residents, CC and GP will create public and private partnerships between Residents, Technology Partners and Property Management. “As a Condo dweller myself, I believe that for the first time the residents of Condominiums in the city of Toronto can be actively involved in reducing the city's Carbon footprint. Everyone can benefit from a Community based – IoT project that benefits all involved and where we can share our experience with others.” said Darren Olson, President of Green Protocol Inc. during an interview last Wednesday. “We could not be happier to partner with an integral and forward–thinking company such as Conkrite Capital to take on this challenge” he concluded.

Green Protocol will be implementing IoT and LoRawan technologies that will allow community members to integrate themselves and be active members of Smart City Initiative. Conkrite Capital wants to initiate a Smart City community in the Condominium industry by implementing Open source technologies that belong to the people without the cost of expensive platforms. “We could not be any happier to partake with Green Protocol in this initiative of developing Smart Buildings in Toronto Condominiums — we are very pleased to be a strategic technological partner with GP and look forward to showcasing a demo of our integration in the near future”. said Nicolas Del Valle, Director of Operation and CEO elect for Conkrite Capital Corporation. “this community collaboration technology will allow residents and management to cooperate, to monitor and streamline costs while reducing carbon footprint and forming a better sense of community” Nicolas concluded.

The project is a very ambitious initiative that includes several large players such as Ellisdon, Linday Broadband among others led by Conkrite Capital and Green Protocol as a technology manager. Conkrite Capital's innovative solutions and initiatives are very well known in North America and the Caribbean, especially, in the property and farming industry. Conkrite farms are amongst the most technologically advanced farms in North America and the same is true of their property portfolio.

About Conkrite Capital

Conkrite Capital assists companies and facilities achieve greater efficiency in their core business by providing essential services: Management, Building Operations, Renovations, Janitorial, Grounds and Turf. We establish long–term relationships with our clients by adding value to their businesses and properties.

About Green Protocol

Community – Smart City – Smart Buildings – Open Source and the Internet of Things are words often used by the founder, Darren Olson. As a former Military Electronic Technologist Darren was employed as a Property Manager for Toronto Condominiums. It was during his time as a Property Manager that he learned of high utility and common element costs from residents, and the Board of Directors. Property Managers count on the contractors hired to maintain HVAC, electrical, pool heating and lighting systems. Green Protocol was formed to provide Residential Property Management companies with the technologies and knowledge to monitor and manage these systems.