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Business Wire
2 days ago
- Business
- Business Wire
Sonder Holdings Inc. Secures $24.54 Million Note and Enters Agreements to Strengthen Liquidity
SAN FRANCISCO--(BUSINESS WIRE)--Sonder Holdings Inc. (Nasdaq: SOND) ('Sonder' or the 'Company') today announced a series of actions to raise additional liquidity. Issued and sold $24.54 million of units on August 5, 2025 (the 'Financing'). Each unit comprises (i) a senior secured promissory note (the 'Investor Notes') and (ii) a warrant to purchase shares of Sonder's common stock at an exercise price of $1.50 per share (the 'Warrants'). The Investor Notes mature on July 4, 2026 and accrue interest on the unpaid principal amount at a rate of 15.0% per annum, payable in kind quarterly in arrears. Sonder is required to solicit stockholder approval of matters related to the issuance of the Warrants to be further described in a proxy statement delivered to the stockholders. Entered into an agreement with certain stockholders that hold equity interests of Sonder representing a majority of Sonder's outstanding voting power prior to the Financing to obtain stockholder approval on matters related to the Financing. Entered into the Third Amendment to the License Agreement and a related Loan Agreement with Marriott International, Inc. ('Marriott'), under which certain fees and other amounts owed to Marriott for up to one year are replaced by payment obligations under senior secured notes. Modified its relationship with Silicon Valley Bank, a division of First-Citizens Bank & Trust Company ('SVB'), by terminating its Loan and Security Agreement with SVB and maintaining letters of credit. 'The additional liquidity is intended to help Sonder execute our strategic plan and position the Company for long-term growth and value creation,' said Janice Sears, Interim Chief Executive Officer. 'We appreciate the engagement with our investors and partners.' Additional information regarding the Financing can be found in a Form 8-K to be filed with the Securities and Exchange Commission (the 'SEC'). About Sonder Sonder (NASDAQ: SOND) is a leading global brand of premium, design-forward apartments and intimate boutique hotels serving the modern traveler. Launched in 2014, Sonder offers inspiring, thoughtfully designed accommodations and innovative, tech-enabled service combined into one seamless experience. Sonder properties are found in prime locations in over 40 markets, spanning nine countries and three continents. The Sonder app gives guests full control over their stay. Complete with self-service features, simple check-in and 24/7 on-the-ground support, amenities and services at Sonder are just a tap away, making a world of better stays open to all. To learn more, visit or follow Sonder on Instagram, LinkedIn or X. Download the Sonder app on Apple or Google Play. Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based upon current expectations or beliefs, as well as assumptions about future events. Forward-looking statements include all statements that are not historical facts and can generally be identified by terms such as 'could,' 'estimate,' 'expect,' 'intend,' 'may,' 'plan,' 'potentially,' or 'will' or similar expressions and the negatives of those terms. These statements include, but are not limited to, statements regarding Sonder's ability to obtain stockholder approval on matters related to the issuance of the Warrants; improvements in liquidity and profitability; the debt and equity financing and other sources of liquidity; improvements to Sonder's balance sheet; Sonder's partnership with Marriott; and other information concerning Sonder's financial and operating goals and estimated, possible, or assumed future financial or operating results and measures, cash flow, or liquidity. These forward-looking statements are based on management's current expectations, estimates, and beliefs, as well as a number of assumptions concerning future events and are not guarantees of future performance, conditions, or results. Actual results could differ materially from those expressed in or implied by the forward-looking statements due to a number of risks and uncertainties, including the risks and uncertainties described in the Company's reports filed with the SEC and under the heading 'Risk Factors' in its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available at These forward-looking statements are only as of the date of this press release. Except as required by law, the Company does not undertake any obligation to update or revise its forward-looking statements to reflect events or circumstances after the date of this press release.
Business Wire
3 days ago
- Business
- Business Wire
NeueHealth Reports Second Quarter 2025 Results
DORAL, Fla.--(BUSINESS WIRE)--NeueHealth, Inc. ('NeueHealth' or the 'Company') (NYSE: NEUE), the value-driven healthcare company, today reported financial results for its second quarter ended June 30, 2025. 'We are pleased to report another strong quarter of financial results as we continue to build on the momentum we have established across our business this year,' said Mike Mikan, President and CEO of NeueHealth. 'We delivered our sixth consecutive quarter of Adjusted EBITDA profitability, and we are continuing to see strong performance across product categories, including the ACA Marketplace, Medicare, and Medicaid. In the second quarter and beyond, we are focused on advancing our end-to-end, value-based care enablement platform that will power the future of our company, supporting clinical, financial, and administrative functions to create a more aligned and coordinated care experience for all.' Key Metrics Three Months Ended Six Months Ended ($ in thousands) June 30, June 30, 2025 2024 2025 2024 Financial Metrics Revenue $ 209,082 $ 225,991 $ 424,869 $ 471,086 Net Loss $ (1,548 ) $ (57,698 ) $ (12,396 ) $ (61,875 ) Net Income (Loss) from Continuing Operations $ 6,838 $ (39,259 ) $ 5,400 $ (33,571 ) Adjusted EBITDA (non-GAAP) $ 19,020 $ 3,962 $ 32,499 $ 7,618 Expand See the table at the end of this release for additional information and a reconciliation of the non-GAAP measures used in the table above. See table at the end of this release for more detail. Earnings Conference Call As previously announced, NeueHealth will discuss the Company's results, strategy, and outlook on a conference call with investors at 8:00 a.m. Eastern Time today. NeueHealth will host a live webcast of this conference call which can be accessed from the Investor Relations page of the Company's website ( Following the call, a webcast replay will be available on the same site. This earnings release and the Form 8-K filed August 7, 2025 can be accessed on the Investor Relations page of the Company's website. We routinely post important information on our website, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in the Investor Relations section of our website. Accordingly, investors should monitor this portion of our website, in addition to following our press releases, U.S. Securities and Exchange Commission ('SEC') filings and public conference calls and webcasts. About NeueHealth NeueHealth is a value-driven healthcare company grounded in the belief that all health consumers are entitled to high-quality, coordinated care. By uniquely aligning the interests of health consumers, providers, and payors, NeueHealth helps to make healthcare accessible and affordable to all populations across the ACA Marketplace, Medicare, and Medicaid. NeueHealth delivers high-quality clinical care to over 600,000 health consumers through owned clinics and unique partnerships with over 3,000 affiliated providers. We also enable independent providers and medical groups to thrive in performance-based arrangements through a suite of technology and services scaled centrally and deployed locally. We believe our value-driven, consumer-centric care model can transform the healthcare experience and maximize value across the healthcare system. For more information, visit: Forward-Looking Statements This release contains certain 'forward-looking statements' within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Statements made in this release that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan and strategies, as well as statements regarding timing, completion, and effects of the transaction contemplated by the Agreement and Plan of Merger (the 'Merger Agreement') entered into by the Company with NH Holdings 2025, Inc. ('Parent') on December 23, 2024 pursuant to which, if all applicable conditions are satisfied or waived, the Company will become a wholly owned subsidiary of Parent (the 'Transaction'). Parent is indirectly controlled by private investment funds affiliated with New Enterprise Associates, Inc. ('NEA'). These statements often include words such as 'anticipate,' 'expect,' 'plan,' 'believe,' 'intend,' 'project,' 'forecast,' 'estimates,' 'projections,' 'outlook,' 'ensure,' and other similar expressions. These forward-looking statements include any statements regarding our plans and expectations. Such forward-looking statements are subject to various risks, uncertainties and assumptions. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. Factors that might materially affect such forward-looking statements include: the failure to complete the Transaction on the anticipated terms and within the anticipated timeframe, including as a result of failure to obtain required stockholder or regulatory approvals or to satisfy other closing conditions; potential litigation relating to the Transaction that could be instituted against NEA, the Company or their respective affiliates, directors, managers, officers or employees, and the effects of any outcomes related thereto; potential adverse reactions or changes to our business relationships or operating results resulting from the announcement, pendency or completion of the Transaction; the risk that our stock price may decline significantly if the Transaction is not consummated; certain restrictions during the pendency of the Transaction that may impact our ability to pursue certain business opportunities or strategic transactions; costs associated with the Transaction, which may be significant; the occurrence of events, changes or other circumstances that could give rise to the termination of the Merger Agreement, including in circumstances requiring us to pay a termination fee; our ability to continue as a going concern; expectations and outcomes related to the Merger Agreement; our ability to comply with the terms of our credit facilities or any credit facility into which we enter in the future; our ability to obtain any short or long term debt or equity financing needed to operate our business; our ability to quickly and efficiently complete the wind down of our remaining Individual and Family Plan ('IFP') businesses and MA businesses outside of California, including by satisfying liabilities of those businesses when due and payable; potential disruptions to our business due to the Transaction or corporate restructuring and any resulting headcount reduction; our ability to accurately estimate and effectively manage the costs relating to changes in our business offerings and models; a delay or inability to withdraw regulated capital from our subsidiaries; a lack of acceptance or slow adoption of our business model; our ability to retain existing consumers and expand consumer enrollment; our and our care partner's abilities to obtain and accurately assess, code, and report risk adjustment factor scores; our ability to contract with care providers and arrange for the provision of quality care; our ability to accurately estimate medical expenses; our ability to obtain claims information timely and accurately; the impact of any pandemic or epidemic on our business and results of operations; the risks associated with our reliance on third-party providers to operate our business; the impact of modifications or changes to the U.S. health insurance markets; the impact of changes to federal funding for government healthcare programs; our ability to manage any growth of our business; our ability to operate, update or implement our technology platforms and other information technology systems; our ability to retain key executives; our ability to successfully pursue acquisitions and integrate acquired businesses and divest businesses as needed; the occurrence of severe weather events, catastrophic health events, natural or man-made disasters, and social and political conditions or civil unrest; our ability to prevent and contain data security incidents and the impact of data security incidents on our members, patients, employees and financial results; our ability to comply with requirements to maintain effective internal controls; the outcome of threatened or pending litigation and risks of future legal disputes; the impacts resulting from new (or change to existing) laws, regulations and executive actions; our ability to mitigate risks associated with our ACO REACH and related businesses, including any unanticipated market or regulatory developments; and the other factors set forth under the heading 'Risk Factors' in the Company's reports on Form 10-K, Form 10-Q, and Form 8-K (including all amendments to those reports) and our other filings with the SEC. Except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason after the date of this release to conform these statements to actual results or changes in our expectations. June 30, 2025 2024 Assets Current assets: Cash and cash equivalents $ 131,618 $ 83,295 Short-term investments 13,946 9,871 Accounts receivable, net of allowance of $55 and $27, respectively 53,074 36,594 ACO REACH performance year receivable 321,596 95,075 Current assets of discontinued operations 89,804 173,006 Prepaids and other current assets 29,844 36,807 Total current assets 639,882 434,648 Other assets: Long-term investments — — Property, equipment and capitalized software, net 11,664 11,240 Intangible assets, net 66,088 71,064 Other non-current assets 26,055 27,431 Total other assets 103,807 109,735 Total assets $ 743,689 $ 544,383 Liabilities, Redeemable Noncontrolling Interest, Redeemable Preferred Stock and Shareholders' Equity (Deficit) Current liabilities: Medical costs payable $ 97,837 $ 124,360 Accounts payable 5,317 6,298 Short-term borrowings 1,000 2,000 ACO REACH performance year obligation 248,465 — Current liabilities of discontinued operations 333,799 344,651 Risk share payable to deconsolidated entity 123,981 123,981 Warrant liability 27,651 29,738 Other current liabilities 70,362 79,200 Total current liabilities 908,412 710,228 Long-term borrowings 212,433 202,614 Other liabilities 15,899 17,649 Total liabilities 1,136,744 930,491 Commitments and contingencies Redeemable noncontrolling interests 55,729 48,580 Redeemable Series A preferred stock, 0.0001 par value; 750,000 shares authorized in 2025 and 2024; 750,000 shares issued and outstanding in 2025 and 2024 747,481 747,481 Redeemable Series B preferred stock, 0.0001 par value; 175,000 shares authorized in 2025 and 2024; 175,000 shares issued and outstanding in 2025 and 2024 172,936 172,936 Shareholders' equity (deficit): Common stock, 0.0001 par value; 3,000,000,000 shares authorized in 2025 and 2024; 9,024,240 and 8,320,959 shares issued and outstanding in 2025 and 2024, respectively 1 1 Additional paid-in capital 3,107,121 3,099,423 Accumulated deficit (4,464,323 ) (4,442,529 ) Accumulated other comprehensive loss — — Treasury stock, at cost, 31,526 shares at December 31, 2025 and 2024 (12,000 ) (12,000 ) Total shareholders' equity (deficit) (1,369,201 ) (1,355,105 ) Total liabilities, redeemable noncontrolling interests, redeemable preferred stock and shareholders' equity (deficit) $ 743,689 $ 544,383 Expand NeueHealth, Inc. and Subsidiaries Consolidated Statements of Income (Loss) (in thousands, except share and per share data) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, Revenue: Capitated revenue $ 82,532 $ 64,005 $ 163,519 $ 125,471 ACO REACH revenue 115,339 149,802 239,379 321,613 Service revenue 10,420 12,076 20,254 23,691 Investment income 791 108 1,717 311 Total revenue 209,082 225,991 424,869 471,086 Operating expenses: Medical costs 146,410 177,681 307,304 374,555 Operating costs 44,860 70,470 93,533 137,231 Intangible assets impairment — 11,411 — 11,411 Depreciation and amortization 3,555 3,978 7,114 8,540 Total operating expenses 194,825 263,540 407,951 531,737 Operating income (loss) 14,257 (37,549 ) 16,918 (60,651 ) Interest expense 6,878 4,110 13,515 7,040 Warrant expense (income) 562 (2,213 ) (2,087 ) (4,285 ) Gain on troubled debt restructuring — — — (30,311 ) Income (Loss) from continuing operations before income taxes 6,817 (39,446 ) 5,490 (33,095 ) Income tax (benefit) expense (21 ) (187 ) 90 476 Net income (loss) from continuing operations 6,838 (39,259 ) 5,400 (33,571 ) Loss from discontinued operations, net of tax (8,386 ) (18,439 ) (17,796 ) (28,304 ) Net Loss (1,548 ) (57,698 ) (12,396 ) (61,875 ) Net income from continuing operations attributable to noncontrolling interests (8,507 ) (932 ) (9,398 ) (12,669 ) Series A preferred stock dividend accrued (10,981 ) (10,422 ) (21,710 ) (20,716 ) Series B preferred stock dividend accrued (2,465 ) (2,338 ) (4,872 ) (4,648 ) Net loss attributable to NeueHealth, Inc. common shareholders $ (23,501 ) $ (71,390 ) $ (48,376 ) $ (99,908 ) Basic and loss income per share attributable to NeueHealth, Inc. common shareholders Continuing operations $ (1.68 ) $ (6.42 ) $ (3.49 ) $ (8.77 ) Discontinued operations (0.94 ) (2.23 ) (2.04 ) (3.46 ) Basic and diluted loss per share (2.62 ) (8.65 ) (5.53 ) (12.23 ) Basic and diluted weighted-average common shares outstanding 8,978 8,253 8,750 8,166 Expand NeueHealth, Inc. and Subsidiaries Consolidated Statements of Cash Flows (in thousands) (Unaudited) Six Months Ended June 30, 2025 2024 Cash flows from operating activities: Net loss $ (12,396 ) $ (61,875 ) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 7,114 8,540 Impairment of intangible assets — 11,411 Share-based compensation 7,497 37,407 Payment-In-Kind ('PIK') Interest 8,952 — Gain on troubled debt restructuring — (30,311 ) Net accretion of investments (202 ) (72 ) Loss on disposal of property, equipment, and capitalized software 87 595 Other, net 1,029 (469 ) Changes in assets and liabilities, net of acquired assets and liabilities: Accounts receivable (16,480 ) (4,872 ) ACO REACH performance year receivable (226,521 ) (309,639 ) Other assets 9,567 (7,889 ) Medical cost payable (31,421 ) (35,998 ) Risk adjustment payable (4,996 ) (4,155 ) Accounts payable and other liabilities (12,483 ) (14,387 ) Unearned revenue — (11 ) Warrant liability (2,087 ) 8,978 ACO REACH performance year obligation 248,465 325,599 Net cash used in operating activities (23,875 ) (77,148 ) Cash flows from investing activities: Purchases of investments (8,224 ) (9,544 ) Proceeds from sales, paydown, and maturities of investments 4,388 2,581 Purchases of property and equipment (2,653 ) (877 ) Proceeds from sale of business, net 61,139 197,121 Net cash provided by investing activities 54,650 189,281 Cash flows from financing activities: Proceeds from long-term borrowings — 52,411 Repayments of short-term borrowings (1,000 ) (273,636 ) Distributions to noncontrolling interest holders (2,249 ) (4,730 ) Net cash used in financing activities (3,249 ) (225,955 ) Net increase (decrease) in cash and cash equivalents 27,526 (113,822 ) Cash and cash equivalents – beginning of year $ 185,405 $ 375,280 Cash and cash equivalents – end of period $ 212,931 $ 261,458 Expand NeueHealth, Inc. and Subsidiaries Segment Information (in thousands) (Unaudited) NeueCare ($ in thousands) Three Months Ended June 30, Six Months Ended June 30, Statement of income (loss) and operating data: 2025 2024 2025 2024 Revenue: Capitated revenue $ 81,407 $ 64,005 $ 162,394 $ 125,471 Service revenue 6,874 9,803 13,138 19,333 Investment income 120 21 477 21 Total unaffiliated revenue 88,401 73,829 176,009 144,825 Affiliated revenue 3,227 3,156 6,136 5,783 Total segment revenue 91,628 76,985 182,145 150,608 Operating expenses Medical Costs 36,723 33,579 74,241 61,015 Operating Costs 28,936 34,676 56,146 67,265 Intangible assets impairment — 11,411 — 11,411 Depreciation and amortization 2,757 3,221 5,539 7,007 Total operating expenses 68,416 82,887 135,926 146,698 Operating income (loss) $ 23,212 $ (5,902 ) $ 46,219 $ 3,910 Expand Non-GAAP Financial Measures We use the non-GAAP financial measures Adjusted EBITDA and Adjusted Operating Cost Ratio. We define Adjusted EBITDA as Net Loss excluding loss from discontinued operations, interest expense, income taxes, depreciation and amortization, transaction costs, share-based and other long-term compensation expense, impact of troubled debt restructuring, restructuring and contract termination costs, impairment of goodwill and long-lived assets, losses related to the bankruptcy of one of our ACO REACH partners, impact of classifying certain of our operations as held-for-sale, and changes in the fair value of derivatives. We define Adjusted Operating Cost Ratio as Operating Cost Ratio excluding share-based compensation expense. These non-GAAP measures have been presented in this quarterly Earnings Release or in the earnings conference call and related materials as supplemental measures of financial performance that are not required by or presented in accordance with GAAP because we believe they assist management and investors in comparing our operating performance across reporting periods on a consistent basis by excluding and including items that we do not believe are indicative of our core operating performance. Management believes these measures are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. Management uses Adjusted EBITDA and Adjusted Operating Cost Ratio to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, to establish discretionary annual incentive compensation and to compare our performance against that of other peer companies using similar measures. Management supplements GAAP results with non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. Adjusted EBITDA is not a recognized term under GAAP and should not be considered as an alternative to Net Income (Loss) as a measure of financial performance or any other performance measure derived in accordance with GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of free cash flow available for management's discretionary use as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. The presentation of Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Because not all companies use identical calculations, the presentation of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company. Adjusted Operating Cost Ratio is not a recognized term under GAAP and should not be considered as an alternative to Operating Cost Ratio as a measure of financial performance or any other performance measure derived in accordance with GAAP. The presentation of Adjusted Operating Cost Ratio has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Because not all companies use identical calculations, the presentation of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company. The following table provides a reconciliation of net loss to Adjusted EBITDA for the periods presented: (a) Transaction costs include accounting, tax, valuation, consulting, legal and investment banking fees directly relating to financing initiatives and acquisitions or dispositions. These costs can vary from period to period and impact comparability, and we do not believe such transaction costs reflect the ongoing performance of our business. (b) Represents non-cash compensation expense related to stock option and restricted stock unit award grants, which can vary from period to period based on several factors, including the timing, quantity and grant date fair value of the awards. Also includes $0.1 million and $0.2 million of compensation expense that was recognized for the cancellation of P-Unit Awards in relation to our purchase of the minority interest in Centrum for the three and six months ended June 30, 2025. There was no equivalent compensation expense included for the three and six months ended June 30, 2024. (c) Represents the non-cash change in the fair value of the warrant liability established for warrants included in our financing arrangements, which are remeasured at fair value each reporting period. (d) Restructuring and contract termination costs represent severance costs as part of a workforce reduction, amounts paid for early termination of leases, and impairment of certain long-lived assets primarily relating to our decision to exit the Commercial business for the 2023 plan year. (e) Beginning in the second quarter of 2024, Adjusted EBITDA excludes the impact of our operations classified as held-for-sale that were subsequently sold in November 2024. (f) Represents the costs incurred as a result of one of our ACO REACH care partners filing for bankruptcy; includes the full allowance established for the outstanding receivable and ongoing costs incurred to manage and provide service to members attributed to the care partner that would have otherwise been reimbursed prior to the care partner's bankruptcy. (g) Adjustment has been updated to remove the impact of our held-for-sale operations that are adjusted for in their entirety as described in (e). Expand The following table provides a reconciliation of Adjusted Operating Cost Ratio for the periods presented: (a) Represents non-cash compensation expense related to stock option and restricted stock unit award grants, which can vary from period to period based on several factors, including the timing, quantity and grant date fair value of the awards. Also includes $0.1 million and $0.2 million of compensation expense that was recognized for the cancellation of P-Unit Awards in relation to our purchase of the minority interest in Centrum for the three and six months ended June 30, 2025. There was no equivalent compensation expense included within for the three and six months ended June 30, 2024. (b) Represents the impact of revenue and operating costs related to our operations classified as held-for-sale beginning in the second quarter of 2024. The sale was completed in November 2024. (c) Transaction related costs include accounting, tax, valuation, consulting, legal and investment banking fees directly relating to financing initiatives and acquisitions or dispositions. These costs can vary from period to period and impact comparability, and we do not believe such transaction costs reflect the ongoing performance of our business. Expand
Business Wire
4 days ago
- Business
- Business Wire
Conduent Announces Board Leadership Transition
FLORHAM PARK, N.J.--(BUSINESS WIRE)-- Conduent Incorporated (Nasdaq: CNDT), a global technology-driven business solutions and services company, today announced the appointment of as Chairman of its Board of Directors, effective August 6. He succeeds Scott Letier, who now chairs the Board's Audit Committee. Mr. Agadi joined Conduent's Board in 2025 and previously led its Audit Committee. Mr. Letier has served as a director since 2018 and as Chairman since 2021. These leadership changes are part of the Board's practice of rotating board roles and commitment to strategic governance, as noted in the company's Form 8-K filing on June 25. 'We're pleased to welcome Harsha to the role of Chairman,' said Cliff Skelton, President and CEO of Conduent. 'His leadership and global business experience will be invaluable as we continue driving value for shareholders, clients, and associates. We also thank Scott for his significant contributions and leadership as Chairman during a period of transformation and growth.' Mr. Agadi, Chairman and CEO of GHS Holdings, LLC, brings over 35 years of experience in executive leadership and corporate governance across multiple industries in Public and Private companies. 'I'm honored to take on this role and grateful for the trust of my fellow Board members,' said Mr. Agadi. 'I'm impressed with Conduent's progress and its management team's dedication to transform Conduent, and I look forward to working closely with the Conduent team to continue to advance our strategy and deliver meaningful impact for our stakeholders.' About Conduent Conduent delivers digital business solutions and services spanning the commercial, government, and transportation spectrum – creating valuable outcomes for its clients and the millions of people who count on them. The Company leverages cloud computing, artificial intelligence, machine learning, automation, and advanced analytics to deliver mission-critical solutions. Through a dedicated global team of approximately 56,000 associates, process expertise, and advanced technologies, Conduent's solutions and services digitally transform its clients' operations to enhance customer experiences, improve performance, increase efficiencies, and reduce costs. Conduent adds momentum to its clients' missions in various ways, including disbursing approximately $85 billion in government payments annually, facilitating 2.3 billion customer service interactions, empowering millions of employees through HR services each year, and processing nearly 13 million tolling transactions daily. Learn more at Trademarks
Business Upturn
5 days ago
- Business
- Business Upturn
iSpecimen Inc. Announces Closing of Approximately $1.75 Million Private Placement Priced At-the-Market
By GlobeNewswire Published on August 5, 2025, 03:45 IST WOBURN, Mass., Aug. 04, 2025 (GLOBE NEWSWIRE) — iSpecimen Inc. (Nasdaq: ISPC) ('iSpecimen' or the 'Company'), an online global marketplace that connects scientists requiring biospecimens for medical research with a network of healthcare specimen providers, today announced that it closed its previously announced private placement pursuant to a securities purchase agreement with accredited investors for aggregate gross proceeds of approximately $1.75 million, before deducting fees to the placement agent and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offering to pay $500,000 for marketing and advertising services to be provided by IR Agency LLC, and the remainder for working capital and general corporate purposes. In connection with the offering, the Company issued 1,559,828 shares of common stock (or pre-funded warrants to purchase shares of common stock) at a purchase price of $1.122 per share, priced at-the-market under Nasdaq rules. The offering closed on August 4, 2025. WestPark Capital, Inc. acted as the exclusive placement agent in connection with the offering. Additional details regarding the offering will be available in a Form 8-K to be filed by the Company with the Securities and Exchange Commission (the 'SEC'). The securities described above have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements. The securities were offered only to accredited investors. Pursuant to a registration rights agreement with the investor, the Company has agreed to file one or more registration statements with the SEC covering the resale of the shares of common stock and the shares issuable upon exercise of the pre-funded warrants. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. About iSpecimen iSpecimen (Nasdaq: ISPC) offers an online marketplace for human biospecimens, connecting scientists in commercial and non-profit organizations with healthcare providers that have access to patients and specimens needed for medical discovery. Proprietary, cloud-based technology enables scientists to intuitively search for specimens and patients across a federated partner network of hospitals, labs, biobanks, blood centers and other healthcare organizations. For more information, please visit . Safe Harbor Statement Statements in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute 'forward-looking statements.' These statements include, but are not limited to, statements concerning the development of our company. The words 'anticipate,' 'believe,' 'continue,' 'could,' 'estimate,' 'expect,' 'intend,' 'may,' 'plan,' 'potential,' 'predict,' 'project,' 'should,' 'target,' 'will,' 'would' and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The reader is cautioned not to rely on such forward-looking statements. Such forward-looking statements relate to future events or our future performance. In evaluating these forward-looking statements, you should consider various factors, including the uncertainty regarding future commercial success; risks and uncertainties associated with market conditions and the Company's ability to satisfy the closing conditions related to the Offering. These and other factors may cause our actual results to differ materially from any forward-looking statements. Forward-looking statements are only predictions and actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including factors discussed in the 'Risk Factors' section of the Company's Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on April 14, 2025, as well as other SEC filings. Any forward-looking statements contained in this press release speak only as of the date hereof and, except as required by federal securities laws, iSpecimen specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise. [email protected] Disclaimer: The above press release comes to you under an arrangement with GlobeNewswire. Business Upturn takes no editorial responsibility for the same. Ahmedabad Plane Crash GlobeNewswire provides press release distribution services globally, with substantial operations in North America and Europe.
Business Wire
6 days ago
- Business
- Business Wire
Finance of America Announces Repurchase of Blackstone Equity Stake and Repayment of Working Capital Facility
PLANO, Texas--(BUSINESS WIRE)-- Finance of America Companies Inc. ('Finance of America' or the 'Company') (NYSE: FOA), a leading provider of home equity-based financing solutions for a modern retirement, today announced that it has fully paid off its outstanding working capital facility and entered into a definitive agreement to repurchase the entirety of Blackstone's equity stake in the Company. In addition, Finance of America announced a new convertible debt facility with multiple long-term supporters of the Company. These transactions mark a pivotal milestone in Finance of America's strategic evolution and underscore the strength of its financial position and long-term growth outlook. By strengthening the balance sheet while reducing interest expense and related costs, the Company is enhancing its financial flexibility and independence. 'This is a moment of strategic significance,' said Graham Fleming, Chief Executive Officer of Finance of America. 'The fundamentals of our business enable us to take this step to simplify our capital structure and reduce our debt to more freely pursue the opportunities ahead of us. With the further support of long-time investors and bond holders through a new convertible debt facility, we are well-positioned to aggressively pursue our next chapter of growth.' Finance of America's agreement to repurchase Blackstone's equity stake reflects the Company's commitment to long-term value creation. The transaction is expected to be materially accretive to shareholders and underscores the Company's confidence in its strategic direction. 'We appreciate the strong partnership with Finance of America and their management team, which has spanned over ten years,' said Christopher James, Global Head of Blackstone's Tactical Opportunities group. 'With this transaction, we will conclude our ownership role, but we look forward to continuing to work together in new and impactful ways in the future.' The closing of the repurchase transaction is subject to customary conditions, including the receipt of a customary opinion and is anticipated to be consummated in the fourth quarter of 2025. More information about the definitive agreements between Finance of America and Blackstone, and the new convertible debt facility, will be available in a Form 8-K to be filed by the Company. About Finance of America Companies Finance of America (NYSE: FOA) is a leading provider of home equity-based financing solutions for a modern retirement. In addition, Finance of America offers capital markets and portfolio management capabilities primarily to optimize the distribution of its originated loans to investors. Finance of America is headquartered in Plano, Texas. For more information, please visit our investor-oriented website at and our consumer-oriented website at Forward-Looking Statements This release includes forward-looking statements within the meaning of the 'safe harbor' provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical facts or statements of current conditions, but instead represent only the Company's beliefs regarding future events, many of which, by their nature, are inherently uncertain and outside of the Company's control. These statements include, but are not limited to, statements related to our expectations regarding our repurchase of Blackstone's equity stake and related transactions and our ability to realize the anticipated benefits of these transactions, the performance of our business, our financial results, our liquidity and capital resources, and other non-historical statements. In some cases, you can identify these forward-looking statements by the use of words such as 'outlook,' 'believes,' 'expects,' 'potential,' 'continues,' 'may,' 'will,' 'should,' 'could,' 'seeks,' 'projects,' 'predicts,' 'intends,' 'plans,' 'estimates,' 'budgets,' 'forecasts,' 'anticipates,' or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties that could cause actual outcomes or results to differ materially from those indicated in these statements, including those risks described below. Given the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the results or conditions described in such statements or the Company's objectives and plans will be achieved. The Company cautions readers not to place undue reliance upon any forward-looking statements, which are current only as of the date of this release. Results for any specified quarter are not necessarily indicative of the results that may be expected for the full year or any future period. The Company 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, except as required by law. All subsequent written and oral forward-looking statements concerning the Company or other matters and attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. A number of important factors exist that could cause future results to differ materially from historical performance and these forward-looking statements. Factors that might cause such a difference include, but are not limited to those factors indicated in the Company's filings with the U.S. Securities and Exchange Commission (the 'SEC'). All of these factors are difficult to predict, contain uncertainties that may materially affect actual results, and may be beyond our control. New factors emerge from time to time, and it is not possible for our management to predict all such factors or to assess the effect of each such new factor on our business. Although we believe that the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate, and any of these statements included herein may prove to be inaccurate. Please refer to 'Risk Factors' included in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 14, 2025, as amended by Amendment No. 1 to our Annual Report on Form 10-K/A, filed with the SEC on May 20, 2025, for further information on risk factors affecting us, as such factors may be amended and updated from time to time in the Company's subsequent periodic filings with the SEC, which are accessible on the SEC's website at
