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Name | Symbol | Market | Type |
---|---|---|---|
Great Elm Capital Group Inc New | NASDAQ:GEC | NASDAQ | Trust |
Price Change | % Change | Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 2.62 | 2.58 | 3.50 | 0 | 01:00:00 |
Select highlights from the third fiscal quarter of 2019 include:
“The market for CPAP and BiPAP continues to grow and Great Elm DME is growing faster than the market,” remarked Peter A. Reed, Great Elm’s Chief Executive Officer. “We will continue to invest in the business to support its ongoing growth, and we intend to supplement this organic growth with add-on acquisitions.”
Alignment of Interest
The employees of Great Elm and Great Elm Capital Management, Inc. (“GECM”) collectively own over 1.8 million shares of GEC stock, representing greater than 7% of its outstanding shares.1 Additionally, the directors of Great Elm collectively own or manage greater than 11% of Great Elm’s shares.1 Altogether, insiders collectively own or manage greater than 18% of the company’s outstanding shares, which Great Elm believes fosters a strong alignment of interest between employees, directors and the company’s shareholders.
BUSINESS OVERVIEW
Great Elm is a diversified, publicly-traded holding company that seeks to build long-term shareholder value across three verticals: Operating Companies, Investment Management and Real Estate.
Operating Companies
In the third quarter of 2019, DME generated $3.2 million of adjusted EBITDA. Performance in the quarter was negatively impacted by approximately $382 thousand due to temporary delays in filling prescriptions related to the integration of Valley Healthcare Group and Northwest Medical.
The DME operating team is aggressively working to realize potential synergies by the end of calendar year 2019. The team is also pursuing potential M&A opportunities with complementary product profiles that increase market penetration and extend existing geographic markets.
In addition to the DME business, the Great Elm team continues to evaluate acquisition opportunities across multiple industries in partnership with industry experts and/or operating executives.
Investment Management
Great Elm’s management team believes the Investment Management business is scalable, offers attractive margins and, when coupled with growth in assets under management, provides for the potential to generate incremental EBITDA.
Great Elm intends to grow assets under management through capital raises and M&A. Growth in assets under management is expected to result in increased management fee revenue for GECM.
Alongside Great Elm Capital Corp. (“GECC”), Great Elm Opportunities Fund I, LP (“GEOF”) and existing separately managed accounts, we continue to seek avenues for growth, potentially launching additional private funds and pursuing opportunistic acquisitions in the business development company space.
Real Estate
Great Elm continues to focus on credit tenant lease financings and ground lease structures across a variety of commercial, government and other properties. Great Elm’s substantial tax assets can make it a value-added partner or lessor.
FINANCIAL REVIEW: SEGMENT FINANCIALS
As of March 31, 2019, Great Elm had four operating segments: Durable Medical Equipment, Investment Management, Real Estate and General Corporate.
Durable Medical Equipment
Three Months Ended March 31, 2019:
Revenue:
Net Income (Loss):
Adjusted EBITDA:
Investment Management
Three Months Ended March 31, 2019:
Revenue:
Net Income (Loss):
Adjusted EBITDA:
Real Estate
Three Months Ended March 31, 2019:
Revenue:
Net Income (Loss):
Adjusted EBITDA:
General Corporate
Three Months Ended March 31, 2019:
Revenue:
Net Income (Loss):
Adjusted EBITDA:
Conference Call & Webcast
Great Elm will host a conference call and webcast on Friday, May 10, 2019 at 8:00 a.m. Eastern Time to discuss its third quarter 2019 financial results.
All interested parties are invited to participate in the conference call by dialing +1 (844) 559-0750; international callers should dial +1 (647) 689-5386. Participants should enter the Conference ID 7295023 when asked. For a copy of the slide presentation that will be referenced during the course of our conference call, please visit: https://www.greatelmcap.com/events-and-presentations/default.aspx.
The conference call will be webcast simultaneously at: https://event.on24.com/wcc/r/1956505/39A034ACA0616C00AB12692934026DC2.
About Great Elm Capital Group, Inc.
Great Elm is a publicly-traded holding company that is seeking to build a business across three operating verticals: Operating Companies, Investment Management and Real Estate. Great Elm’s website can be found at www.greatelmcap.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Statements in this press release that are “forward-looking” statements, including statements regarding expected growth, involve risks and uncertainties that may individually or collectively impact the matters described herein. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made and represent Great Elm’s assumptions and expectations in light of currently available information. These statements involve risks, variables and uncertainties, and Great Elm’s actual performance results may differ from those projected, and any such differences may be material. For information on certain factors that could cause actual events or results to differ materially from Great Elm’s expectations, please see Great Elm’s filings with the SEC, including its most recent annual report on Form 10-K and subsequent reports on Forms 10-Q and 8-K. Additional information relating to Great Elm’s financial position and results of operations is also contained in Great Elm’s annual and quarterly reports filed with the SEC and available for download at its website www.greatelmcap.com or at the SEC website www.sec.gov.
Non-GAAP Financial Measures
The SEC has adopted rules to regulate the use in filings with the SEC, and in public disclosures, of financial measures that are not in accordance with US GAAP, such as adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”). Adjusted EBITDA is derived from methodologies other than in accordance with US GAAP. Great Elm believes that Adjusted EBITDA is an important measure for investors to use in evaluating Great Elm’s businesses. In addition, Great Elm’s management reviews Adjusted EBITDA as they evaluate acquisition opportunities.
Adjusted EBITDA has limitations as an analytical tool, and you should not consider it either in isolation from, or as a substitute for, analyzing Great Elm’s results as reported under US GAAP. Non-GAAP financial measures reported by Great Elm may not be comparable to similarly titled amounts reported by other companies.
Set forth below is a reconciliation of Adjusted EBITDA to the most directly comparable US GAAP financial measure, net income. The information in the table below includes forecasts, projections and other predictive statements that represent Great Elm’s assumptions and expectations in light of currently available information. These forecasts, projections and other predictive statements involve risks, variables and uncertainties. Great Elm’s actual performance results may differ from those projected in in the table below, and any such differences may be material.
For the three months ended March 31, 2019 | ||||||||||||||||||||
(Dollar amounts in thousands) | Durable Medical Equipment(1) | Investment Management | Real Estate | General Corporate(2) | Total | |||||||||||||||
Net income (loss) - GAAP | $ | (517 | ) | $ | (163 | ) | $ | 38 | $ | 4,843 | $ | 4,201 | ||||||||
EBITDA: | ||||||||||||||||||||
Net income (loss) - GAAP | $ | (517 | ) | $ | (163 | ) | $ | 38 | $ | 4,843 | $ | 4,201 | ||||||||
Net income from discontinued operations | - | - | - | (3,879 | ) | (3,879 | ) | |||||||||||||
Interest | 998 | 47 | 667 | - | 1,712 | |||||||||||||||
Taxes | - | - | - | (1,229 | ) | (1,229 | ) | |||||||||||||
Depreciation and amortization | 2,275 | 180 | 436 | - | 2,891 | |||||||||||||||
EBITDA | $ | 2,756 | $ | 64 | $ | 1,141 | $ | (265 | ) | $ | 3,696 | |||||||||
Adjusted EBITDA: | ||||||||||||||||||||
EBITDA | $ | 2,756 | $ | 64 | $ | 1,141 | $ | (265 | ) | $ | 3,696 | |||||||||
Stock based compensation | - | 19 | - | 83 | 102 | |||||||||||||||
Dividend income from GECC | (198 | ) | - | - | (292 | ) | (490 | ) | ||||||||||||
Unrealized (gain) loss on investment in GECC | 599 | - | - | (1,406 | ) | (807 | ) | |||||||||||||
Unrecognized incentive fees earned(3) | - | 696 | - | - | 696 | |||||||||||||||
Severance costs | - | 219 | - | 205 | 424 | |||||||||||||||
Location start up expense | 58 | - | - | - | 58 | |||||||||||||||
Durable medical equipment management and monitoring fees | (5 | ) | - | - | 5 | - | ||||||||||||||
Acquisition related costs(4) | 7 | - | - | 191 | 198 | |||||||||||||||
Adjusted EBITDA | $ | 3,217 | $ | 998 | $ | 1,141 | $ | (1,479 | ) | $ | 3,877 | |||||||||
For the nine months ended March 31, 2019 | ||||||||||||||||||||
(Dollar amounts in thousands) | DurableMedicalEquipment(1) | Investment Management | Real Estate | General Corporate(2) | Total | |||||||||||||||
Net income (loss) - GAAP | $ | (91 | ) | $ | (859 | ) | $ | 127 | $ | (1,261 | ) | $ | (2,084 | ) | ||||||
EBITDA: | ||||||||||||||||||||
Net loss - GAAP | $ | (91 | ) | $ | (859 | ) | $ | 127 | $ | (1,261 | ) | $ | (2,084 | ) | ||||||
Net income from discontinued operations | - | - | - | (3,786 | ) | (3,786 | ) | |||||||||||||
Interest | 2,365 | 135 | 1,995 | - | 4,495 | |||||||||||||||
Taxes | - | - | - | (1,229 | ) | (1,229 | ) | |||||||||||||
Depreciation and amortization | 4,840 | 453 | 1,298 | - | 6,591 | |||||||||||||||
EBITDA | $ | 7,114 | $ | (271 | ) | $ | 3,420 | $ | (6,276 | ) | $ | 3,987 | ||||||||
Adjusted EBITDA: | ||||||||||||||||||||
EBITDA | $ | 7,114 | $ | (271 | ) | $ | 3,420 | $ | (6,276 | ) | $ | 3,987 | ||||||||
Stock based compensation | - | 601 | - | 343 | 944 | |||||||||||||||
Dividend income from GECC | (629 | ) | - | - | (1,312 | ) | (1,941 | ) | ||||||||||||
Unrealized (gain) loss on investment in GECC | 1,010 | - | - | 917 | 1,927 | |||||||||||||||
Unrecognized incentive fees earned(3) | - | 2,044 | - | - | 2,044 | |||||||||||||||
Severance costs | - | 219 | - | 205 | 424 | |||||||||||||||
Location start up expense | 58 | - | - | - | 58 | |||||||||||||||
Durable medical equipment management and monitoring fees | 65 | - | - | (65 | ) | - | ||||||||||||||
Acquisition related costs(4) | 551 | - | - | 1,650 | 2,201 | |||||||||||||||
Adjusted EBITDA | $ | 8,169 | $ | 2,593 | $ | 3,420 | $ | (4,538 | ) | $ | 9,644 | |||||||||
For the three months ended March 31, 2018 | |||||||||||||||||||||
(Dollar amounts in thousands) | DurableMedicalEquipment(1) | Investment Management | Real Estate(5) | General Corporate(2) | Total | ||||||||||||||||
Net income (loss) - GAAP | $ | - | $ | (2,056 | ) | $ | 23 | $ | (2,356 | ) | $ | (4,389 | ) | ||||||||
EBITDA: | |||||||||||||||||||||
Net income (loss) - GAAP | $ | - | $ | (2,056 | ) | $ | 23 | $ | (2,356 | ) | $ | (4,389 | ) | ||||||||
Net loss from discontinued operations | - | - | - | 155 | 155 | ||||||||||||||||
Interest | - | 39 | 186 | - | 225 | ||||||||||||||||
Taxes | - | - | - | (182 | ) | (182 | ) | ||||||||||||||
Depreciation and amortization | - | 136 | 113 | - | 249 | ||||||||||||||||
EBITDA | $ | - | $ | (1,881 | ) | $ | 322 | $ | (2,383 | ) | $ | (3,942 | ) | ||||||||
Adjusted EBITDA: | |||||||||||||||||||||
EBITDA | $ | - | $ | (1,881 | ) | $ | 322 | $ | (2,383 | ) | $ | (3,942 | ) | ||||||||
Stock based compensation | - | 618 | - | 300 | 918 | ||||||||||||||||
Dividend income from GECC | - | - | - | (490 | ) | (490 | ) | ||||||||||||||
Unrealized loss on investment in GECC | - | - | - | 1,219 | 1,219 | ||||||||||||||||
Unrecognized incentive fees earned, net of related cost adjustments(6) | - | 1,879 | - | - | 1,879 | ||||||||||||||||
Non-reimbursable MAST Capital expenses | - | - | - | - | - | ||||||||||||||||
Re-measurement of warrant liability | - | - | - | - | - | ||||||||||||||||
Adjusted EBITDA | $ | - | $ | 616 | $ | 322 | $ | (1,354 | ) | $ | (416 | ) | |||||||||
For the nine months ended March 31, 2018 | |||||||||||||||||||||
(Dollar amounts in thousands) | DurableMedical Equipment(1) | Investment Management | Real Estate(5) | General Corporate(2) | Total | ||||||||||||||||
Net loss - GAAP | $ | - | $ | (3,532 | ) | $ | 23 | $ | (5,465 | ) | $ | (8,974 | ) | ||||||||
EBITDA: | |||||||||||||||||||||
Net loss - GAAP | $ | - | $ | (3,532 | ) | $ | 23 | $ | (5,465 | ) | $ | (8,974 | ) | ||||||||
Net loss from discontinued operations | - | - | - | 155 | 155 | ||||||||||||||||
Interest | - | 174 | 186 | - | 360 | ||||||||||||||||
Taxes | - | - | - | (182 | ) | (182 | ) | ||||||||||||||
Depreciation and amortization | - | 449 | 113 | - | 562 | ||||||||||||||||
EBITDA | $ | - | $ | (2,909 | ) | $ | 322 | $ | (5,492 | ) | $ | (8,079 | ) | ||||||||
Adjusted EBITDA: | |||||||||||||||||||||
EBITDA | $ | - | $ | (2,909 | ) | $ | 322 | $ | (5,492 | ) | $ | (8,079 | ) | ||||||||
Stock based compensation | - | 2,889 | - | 713 | 3,602 | ||||||||||||||||
Dividend income from GECC | - | - | - | (1,862 | ) | (1,862 | ) | ||||||||||||||
Unrealized loss on investment in GECC | - | - | - | 2,753 | 2,753 | ||||||||||||||||
Unrecognized incentive fees earned, net of releated cost adjustments(6) | - | 1,879 | - | - | 1,879 | ||||||||||||||||
Non-reimbursable MAST Capital expenses | - | 281 | - | 128 | 409 | ||||||||||||||||
Re-measurement of warrant liability | - | 8 | - | - | 8 | ||||||||||||||||
Adjusted EBITDA | $ | - | $ | 2,148 | $ | 322 | $ | (3,760 | ) | $ | (1,290 | ) | |||||||||
(1) Our durable medical equipment business began in September 2018 and there was no related activity prior to that date.(2) General Corporate net loss includes net loss attributable to discontinued operations.(3) Unrecognized incentive fees earned include amounts earned under investment management agreements which are not recognized under US GAAP.(4) Acquisition related costs include transaction costs and change in the fair value of the contingent consideration liability since the initial valuation at the acquisition date.(5) Our real estate business began in March 2018 and there was no related activity prior to that date.(6) Amount represents $2.7 million of unrecognized incentive fees earned, net of $0.8 million of unrecognized related bonus compensation expense.
Media & Investor Contact:
Great Elm Capital Group, Inc.Investor Relations+1 (617) 375-3006investorrelations@greatelmcap.com_____________________________________________
1 This includes restricted shares that are subject to both performance and service vesting and is based on the share count pro forma for the vesting of such restricted shares.
2 Great Elm completed an acquisition to begin its real estate business in March 2018 and, therefore, the three months ended March 31, 2018 was not a complete quarter.
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