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Associated Press
17-05-2025
- Business
- Associated Press
Flow Beverage Corp. Announces Extension of the Maturity Date of the Term Loan with RI Flow LLC and RI Flow LLC Waives Events of Defaults of Term Loan and NFS Leasing Canada Ltd. Waives Events of Defaults Under Term Loan
TORONTO--(BUSINESS WIRE)--May 16, 2025-- Flow Beverage Corp. (TSX:FLOW; OTCQX:FLWBF) (' Flow ' or the ' Company ') announced today that RI Flow LLC (' RI Flow ') has extended the maturity date of the Term Loan ('the RI Flow Loan') to October 31, 2025. The Company also announced today that RI Flow LLC has irrevocably waived any rights and remedies in relation to certain breaches by the Company under the RI Flow Loan and Security Agreement dated October 31, 2024. Separately, NFS Leasing Canada Ltd. (' NFS ') has irrevocably waived any rights and remedies in relation to certain breaches by the Company under the Term Loan and Security Agreement dated December 30, 2022 (the ' NFS Loan '). NFS and RI Flow are affiliated with Clifford L. Rucker, an insider of the Company, with RI Flow, NFS Canada and Clifford L. Rucker collectively owning, or having control or direction over, more than 10% of the voting rights attached to all of the Company's outstanding voting securities. RI Flow Loan On April 28, 2025, the Company obtained approval of the extension of the maturity date of the RI Flow Loan (the ' Maturity Date '), scheduled to mature on April 30, 2025. Effective April 30, 2025, the Maturity Date was extended until October 31, 2025. On May 9, 2025, the Company also provided notice to RI Flow LLC (the ' RI Flow Notice '), that it had current trade accounts payable, under normal trade terms, and accrued expenses which were incurred in the ordinary course of business that were currently or may become overdue for a period greater than six months within the definition of Indebtedness as provided in the RI Flow Loan (the ' Aged Payables '). The Company also provided notice to RI Flow that it was currently subject to proceedings that had been instituted by certain vendors in respect of the Aged Payables and that it was aware of proceedings that had been threatened to be instituted by vendors in respect of Aged Payables (the ' Proceedings ') The Company notified RI Flow that, as a result of the incurrence of Aged Payables, it was not in compliance with each of the covenants to pay and discharge, in the ordinary course of business, all obligations and liabilities, to make any payment in respect of Material Indebtedness (defined in the NFS Term Loan as indebtedness in an aggregate principal amount exceeding $250,000.00) when due, to provide NFS promptly (and in any event within five business days after becoming aware of the occurrence of a default or vent of Default) a certificate of a officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an ' RI Flow LoanAged Payables Events of Default ' and, collectively, ' RI Flow LoanAged Payables Events of Defaults '). The Company also notified RI Flow that, as a result of the occurrence of Proceedings, it was not in compliance with each of the covenants to promptly notify and, in any event within five business days after becoming aware, of any proceeding involving a sum, together with the sum involved in all other similar proceedings, in excess of $250,000.00 in the aggregate, to provide RI Flow promptly (and in any event within five business days after becoming aware of the occurrence of a default or vent of Default) a certificate of an officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the RI Flow Loan) immediately upon knowledge thereof (each individually an ' RI Flow LoanProceedings Events of Default ' and, collectively, ' NFS LoanProceedings Events of Defaults '). RI Flow has irrevocably waived the RI Flow Loan Aged Payables Event of Defaults for the period ending on May 31, 2025 and irrevocably waived the RI Flow Loan Proceedings Events of Defaults until June 9, 2025 in relation to the Proceedings. As a result of the RI Flow Loan Aged Payables Events of Defaults and the RI Flow Loan Proceedings Events of Default, RI Flow would have had the right to declare the Term Loan to become due and payable immediately for cash, to enforce or foreclose the security interest created pursuant to the RI Term Loan or seek the appointment of a receiver, receiver-manager or keeper under applicable legislation to take possession of all or any portion of the Company's assets collateralized under the RI Flow Loan or to operate same. The current outstanding principal amount of the RI Flow Loan is $4,161,600. NFS Term Loan On April 28, 2025, the Company notified NFS that, as at April 30, 2025, it would not comply with the financial covenants requiring that, as of the last day of each fiscal quarter, the Company shall not permit the cash ratio (defined in the NFS Loan as the ratio of (a) the sum of (i) cash, plus (ii) cash equivalents (together, 'Total Cash'), to (b) all current liabilities due over the next ninety (90) days following such period) for the fiscal quarter period then ending to be less than 0.25 to 1.00 and total cash shall be at least $4,000,000.00 at all times (the ' Financial Covenants '). On May 9, 2025, the Company also provided notice to NFS (the ' NFS Notice '), that it had current trade accounts payable, under normal trade terms, and accrued expenses which were incurred in the ordinary course of business that were currently or may become overdue for a period greater than six months within the definition of Indebtedness as provided in the NFS Loan (the ' Aged Payables '). The Company also provided notice to NFS that it was currently subject to proceedings that had been instituted by certain vendors in respect of the Aged Payables and that it was aware of proceedings that had been threatened to be instituted by vendors in respect of Aged Payables (the ' Proceedings '). In the NFS Notice, the Company notified NFS that, as a result of the incurrence of Aged Payables, it was not in compliance with each of the covenants to pay and discharge, in the ordinary course of business, all obligations and liabilities, to make any payment in respect of Material Indebtedness (defined in the NFS Term Loan as indebtedness in an aggregate principal amount exceeding $500,000.00) when due, to provide NFS promptly (and in any event within five business days after becoming aware of the occurrence of a default or event of default) a certificate of an officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an ' NFS LoanAged Payables Events of Default ' and, collectively, ' NFS LoanAged Payables Events of Defaults '). The Company also notified NFS that, as a result of the occurrence of the Proceedings, it was not in compliance with each of the covenants to promptly notify (and in any event within five business days after becoming aware) of any actual or threatened proceeding involving a sum, together with the sum involved in all other similar proceedings, in excess of $250,000.00 in the aggregate, to provide NFS promptly, and in any event within five business days after becoming aware of the occurrence of a default or event of default, a certificate of an officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any default or event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an ' NFS LoanProceedings Events of Default ' and, collectively, ' NFS LoanProceedings Events of Defaults '). NFS has irrevocably waived, strictly for the Company's fiscal quarter ending April 30, 2025, its rights and remedies due to non-compliance of the Company with the Financial Covenants. NFS has also irrevocably waived the NFS Loan Aged Payables Event of Defaults for the period ending on May 31, 2025 and irrevocably waived the NFS Loan Proceedings Events of Defaults until June 9, 2025 in relation to the Proceedings. As a result of the NFS Loan Aged Payables Events of Defaults and the NFS Loan Proceedings Events of Default, NFS would have had, amongst other rights and remedies, the right to declare the NFS Loan or any portion of it to become due and payable immediately for cash, enforce or foreclose the security interest created pursuant to the NFS Loan or seek the appointment of a receiver, receiver-manager or keeper under applicable legislation to take possession of all or any portion of the Company's assets collateralized under the NFS Loan or to operate same. The current outstanding principal amount of the NFS Loan is $17,131,601. Withdrawal of Financial Guidance The Company previously introduced financial targets for the fiscal year ending October 31, 2025 (' FY 2025 '), having announced it expected to earn net revenue between $72 million and $82 million, gross margin between 38% and 48%, and Adjusted EBITDA between $6 million to $11 million (the ' Financial Targets '). In light of a number of developments, circumstances and considerations, including, among others, deteriorating market and macro-economic conditions, and despite the Company's comprehensive review of its existing organizational and business strategy with the continuing objectives of becoming EBITDA and cash flow positive, the Company now believes that it will not achieve the synergies and incremental cash flow increases to the level estimated in its previous guidance and it expects such figures and measures to be lower than previously guided. Consequently, the Company announces that it is entirely withdrawing its previously issued guidance on financial targets for FY 2025, and there can be no assurance that the Company will in the future decide to provide any guidance whatsoever with respect to any operational, financial or other measure. About Flow Flow is one of the fastest-growing premium water companies in North America. Founded in 2014, Flow's mission since day one has been to reduce environmental impacts by providing sustainably sourced natural mineral spring water in the most sustainable product formats. Today, the brand is B-Corp Certified with a best-in-class score of 114.5, offering a diversified line of health and wellness-oriented beverage products: original mineral spring water, award-winning organic flavours and sparkling mineral spring water in sizes ranging from 300-ml to 1-litre. All products contain naturally occurring electrolytes and essential minerals and support Flow's overarching purpose to 'bring wellness to the world through the positive power of water.' Flow beverage products are available at retailers in Canada and the United States, and online at For more information on Flow, please visit Flow's investor relations site at: Forward-Looking Statements This press release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws (' Forward-Looking Statements '). The Forward-Looking Statements contained in this press release relate to future events or Flow's future plans, operations, strategy, performance or financial position and are based on Flow's current expectations, estimates, projections, beliefs and assumptions, including, among other things, in respect of the Company's ability to maintain compliance with covenants under the NFS Term Loan and the RI Flow Loan and NFS' and RI Flow's willingness to waive any future non-compliance by the Company of its covenanted obligations under the NFS Loan and RI Flow Loan respectively. In particular, there is no assurance that the Company will maintain compliance with covenants under the NFS Term Loan and the RI Flow Loan nor that NFS or RI Flow will waive any future non-compliance by the Company of its covenanted obligations under the NFS Loan and RI Flow Loan respectively. Such Forward-Looking Statements have been made by Flow in light of the information available to it at the time the statements were made and reflect its experience and perception of historical trends. All statements and information other than historical fact may be forward‐looking statements. Such Forward‐Looking Statements are often, but not always, identified by the use of words such as 'may', 'would', 'should', 'could', 'expect', 'intend', 'estimate', 'anticipate', 'plan', 'foresee', 'believe', 'continue', 'expect', 'believe', 'anticipate', 'estimate', 'will', 'potential', 'proposed' and other similar words and expressions. Forward-Looking Statements are based on certain expectations and assumptions and are subject to known and unknown risks and uncertainties and other factors, many of which are beyond Flow's control, that could cause actual events, results, performance and achievements to differ materially from those anticipated in these Forward-Looking Statements. Forward-Looking Statements are provided for the purpose of assisting the reader in understanding Flow and its business, operations, prospects, and risks at a point in time in the context of historical and possible future developments, and the reader is therefore cautioned that such information may not be appropriate for other purposes. Forward-Looking Statements should not be read as guarantees of future performance or results. Readers are cautioned not to place undue reliance on these Forward-Looking Statements, which speak only as of the date of this press release. Unless otherwise noted or the context otherwise indicates, the Forward-Looking Statements contained herein are provided as of the date hereof, and the Company disclaims any intention or obligation, except to the extent required by law, to update or revise any Forward-Looking Statements as a result of new information or future events, or for any other reason. The following press release should be read in conjunction with the management's discussion and analysis and unaudited condensed consolidated interim financial statements and notes thereto as at and for the three months ended January 31, 2025. Additional information about Flow is available on the Company's profile on SEDAR+ at including the Company's Annual Information Form for the year ended October 31, 2024 dated January 29, 2025. View source version on CONTACT: Trent MacDonald, Chief Financial Officer 1-844-356-9426 [email protected]: Marc Charbin [email protected]: Natasha Koifman [email protected] KEYWORD: NORTH AMERICA CANADA INDUSTRY KEYWORD: ENERGY OTHER ENERGY UTILITIES ENVIRONMENT SOURCE: Flow Beverage Corp. Copyright Business Wire 2025. PUB: 05/16/2025 11:19 PM/DISC: 05/16/2025 11:18 PM

National Post
17-05-2025
- Business
- National Post
Flow Beverage Corp. Announces Extension of the Maturity Date of the Term Loan with RI Flow LLC and RI Flow LLC Waives Events of Defaults of Term Loan and NFS Leasing Canada Ltd. Waives Events of Defaults Under Term Loan
Article content TORONTO — Flow Beverage Corp. (TSX:FLOW; OTCQX:FLWBF) (' Flow ' or the ' Company ') announced today that RI Flow LLC (' RI Flow ') has extended the maturity date of the Term Loan ('the RI Flow Loan') to October 31, 2025. The Company also announced today that RI Flow LLC has irrevocably waived any rights and remedies in relation to certain breaches by the Company under the RI Flow Loan and Security Agreement dated October 31, 2024. Separately, NFS Leasing Canada Ltd. (' NFS ') has irrevocably waived any rights and remedies in relation to certain breaches by the Company under the Term Loan and Security Agreement dated December 30, 2022 (the ' NFS Loan '). Article content Article content NFS and RI Flow are affiliated with Clifford L. Rucker, an insider of the Company, with RI Flow, NFS Canada and Clifford L. Rucker collectively owning, or having control or direction over, more than 10% of the voting rights attached to all of the Company's outstanding voting securities. Article content RI Flow Loan Article content On April 28, 2025, the Company obtained approval of the extension of the maturity date of the RI Flow Loan (the ' Maturity Date '), scheduled to mature on April 30, 2025. Effective April 30, 2025, the Maturity Date was extended until October 31, 2025. Article content On May 9, 2025, the Company also provided notice to RI Flow LLC (the ' RI Flow Notice '), that it had current trade accounts payable, under normal trade terms, and accrued expenses which were incurred in the ordinary course of business that were currently or may become overdue for a period greater than six months within the definition of Indebtedness as provided in the RI Flow Loan (the ' Aged Payables '). The Company also provided notice to RI Flow that it was currently subject to proceedings that had been instituted by certain vendors in respect of the Aged Payables and that it was aware of proceedings that had been threatened to be instituted by vendors in respect of Aged Payables (the ' Proceedings ') The Company notified RI Flow that, as a result of the incurrence of Aged Payables, it was not in compliance with each of the covenants to pay and discharge, in the ordinary course of business, all obligations and liabilities, to make any payment in respect of Material Indebtedness (defined in the NFS Term Loan as indebtedness in an aggregate principal amount exceeding $250,000.00) when due, to provide NFS promptly (and in any event within five business days after becoming aware of the occurrence of a default or vent of Default) a certificate of a officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an ' RI Flow Loan Aged Payables Events of Default ' and, collectively, ' RI Flow Loan Aged Payables Events of Defaults '). The Company also notified RI Flow that, as a result of the occurrence of Proceedings, it was not in compliance with each of the covenants to promptly notify and, in any event within five business days after becoming aware, of any proceeding involving a sum, together with the sum involved in all other similar proceedings, in excess of $250,000.00 in the aggregate, to provide RI Flow promptly (and in any event within five business days after becoming aware of the occurrence of a default or vent of Default) a certificate of an officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the RI Flow Loan) immediately upon knowledge thereof (each individually an ' RI Flow Loan Proceedings Events of Default ' and, collectively, ' NFS Loan Proceedings Events of Defaults '). Article content RI Flow has irrevocably waived the RI Flow Loan Aged Payables Event of Defaults for the period ending on May 31, 2025 and irrevocably waived the RI Flow Loan Proceedings Events of Defaults until June 9, 2025 in relation to the Proceedings. Article content As a result of the RI Flow Loan Aged Payables Events of Defaults and the RI Flow Loan Proceedings Events of Default, RI Flow would have had the right to declare the Term Loan to become due and payable immediately for cash, to enforce or foreclose the security interest created pursuant to the RI Term Loan or seek the appointment of a receiver, receiver-manager or keeper under applicable legislation to take possession of all or any portion of the Company's assets collateralized under the RI Flow Loan or to operate same. The current outstanding principal amount of the RI Flow Loan is $4,161,600. Article content NFS Term Loan Article content On April 28, 2025, the Company notified NFS that, as at April 30, 2025, it would not comply with the financial covenants requiring that, as of the last day of each fiscal quarter, the Company shall not permit the cash ratio (defined in the NFS Loan as the ratio of (a) the sum of (i) cash, plus (ii) cash equivalents (together, 'Total Cash'), to (b) all current liabilities due over the next ninety (90) days following such period) for the fiscal quarter period then ending to be less than 0.25 to 1.00 and total cash shall be at least $4,000,000.00 at all times (the ' Financial Covenants '). Article content On May 9, 2025, the Company also provided notice to NFS (the ' NFS Notice '), that it had current trade accounts payable, under normal trade terms, and accrued expenses which were incurred in the ordinary course of business that were currently or may become overdue for a period greater than six months within the definition of Indebtedness as provided in the NFS Loan (the ' Aged Payables '). The Company also provided notice to NFS that it was currently subject to proceedings that had been instituted by certain vendors in respect of the Aged Payables and that it was aware of proceedings that had been threatened to be instituted by vendors in respect of Aged Payables (the ' Proceedings '). In the NFS Notice, the Company notified NFS that, as a result of the incurrence of Aged Payables, it was not in compliance with each of the covenants to pay and discharge, in the ordinary course of business, all obligations and liabilities, to make any payment in respect of Material Indebtedness (defined in the NFS Term Loan as indebtedness in an aggregate principal amount exceeding $500,000.00) when due, to provide NFS promptly (and in any event within five business days after becoming aware of the occurrence of a default or event of default) a certificate of an officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an ' NFS Loan Aged Payables Events of Default ' and, collectively, ' NFS Loan Aged Payables Events of Defaults '). The Company also notified NFS that, as a result of the occurrence of the Proceedings, it was not in compliance with each of the covenants to promptly notify (and in any event within five business days after becoming aware) of any actual or threatened proceeding involving a sum, together with the sum involved in all other similar proceedings, in excess of $250,000.00 in the aggregate, to provide NFS promptly, and in any event within five business days after becoming aware of the occurrence of a default or event of default, a certificate of an officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any default or event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an ' NFS Loan Proceedings Events of Default ' and, collectively, ' NFS Loan Proceedings Events of Defaults '). Article content NFS has irrevocably waived, strictly for the Company's fiscal quarter ending April 30, 2025, its rights and remedies due to non-compliance of the Company with the Financial Covenants. NFS has also irrevocably waived the NFS Loan Aged Payables Event of Defaults for the period ending on May 31, 2025 and irrevocably waived the NFS Loan Proceedings Events of Defaults until June 9, 2025 in relation to the Proceedings. Article content As a result of the NFS Loan Aged Payables Events of Defaults and the NFS Loan Proceedings Events of Default, NFS would have had, amongst other rights and remedies, the right to declare the NFS Loan or any portion of it to become due and payable immediately for cash, enforce or foreclose the security interest created pursuant to the NFS Loan or seek the appointment of a receiver, receiver-manager or keeper under applicable legislation to take possession of all or any portion of the Company's assets collateralized under the NFS Loan or to operate same. The current outstanding principal amount of the NFS Loan is $17,131,601. Article content The Company previously introduced financial targets for the fiscal year ending October 31, 2025 (' FY 2025 '), having announced it expected to earn net revenue between $72 million and $82 million, gross margin between 38% and 48%, and Adjusted EBITDA between $6 million to $11 million (the ' Financial Targets '). In light of a number of developments, circumstances and considerations, including, among others, deteriorating market and macro-economic conditions, and despite the Company's comprehensive review of its existing organizational and business strategy with the continuing objectives of becoming EBITDA and cash flow positive, the Company now believes that it will not achieve the synergies and incremental cash flow increases to the level estimated in its previous guidance and it expects such figures and measures to be lower than previously guided. Consequently, the Company announces that it is entirely withdrawing its previously issued guidance on financial targets for FY 2025, and there can be no assurance that the Company will in the future decide to provide any guidance whatsoever with respect to any operational, financial or other measure. Article content About Flow Article content Flow is one of the fastest-growing premium water companies in North America. Founded in 2014, Flow's mission since day one has been to reduce environmental impacts by providing sustainably sourced natural mineral spring water in the most sustainable product formats. Today, the brand is B-Corp Certified with a best-in-class score of 114.5, offering a diversified line of health and wellness-oriented beverage products: original mineral spring water, award-winning organic flavours and sparkling mineral spring water in sizes ranging from 300-ml to 1-litre. All products contain naturally occurring electrolytes and essential minerals and support Flow's overarching purpose to 'bring wellness to the world through the positive power of water.' Flow beverage products are available at retailers in Canada and the United States, and online at Article content This press release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws (' Forward-Looking Statements '). The Forward-Looking Statements contained in this press release relate to future events or Flow's future plans, operations, strategy, performance or financial position and are based on Flow's current expectations, estimates, projections, beliefs and assumptions, including, among other things, in respect of the Company's ability to maintain compliance with covenants under the NFS Term Loan and the RI Flow Loan and NFS' and RI Flow's willingness to waive any future non-compliance by the Company of its covenanted obligations under the NFS Loan and RI Flow Loan respectively. In particular, there is no assurance that the Company will maintain compliance with covenants under the NFS Term Loan and the RI Flow Loan nor that NFS or RI Flow will waive any future non-compliance by the Company of its covenanted obligations under the NFS Loan and RI Flow Loan respectively. Such Forward-Looking Statements have been made by Flow in light of the information available to it at the time the statements were made and reflect its experience and perception of historical trends. All statements and information other than historical fact may be forward‐looking statements. Such Forward‐Looking Statements are often, but not always, identified by the use of words such as 'may', 'would', 'should', 'could', 'expect', 'intend', 'estimate', 'anticipate', 'plan', 'foresee', 'believe', 'continue', 'expect', 'believe', 'anticipate', 'estimate', 'will', 'potential', 'proposed' and other similar words and expressions. Article content Forward-Looking Statements are based on certain expectations and assumptions and are subject to known and unknown risks and uncertainties and other factors, many of which are beyond Flow's control, that could cause actual events, results, performance and achievements to differ materially from those anticipated in these Forward-Looking Statements. Forward-Looking Statements are provided for the purpose of assisting the reader in understanding Flow and its business, operations, prospects, and risks at a point in time in the context of historical and possible future developments, and the reader is therefore cautioned that such information may not be appropriate for other purposes. Forward-Looking Statements should not be read as guarantees of future performance or results. Readers are cautioned not to place undue reliance on these Forward-Looking Statements, which speak only as of the date of this press release. Unless otherwise noted or the context otherwise indicates, the Forward-Looking Statements contained herein are provided as of the date hereof, and the Company disclaims any intention or obligation, except to the extent required by law, to update or revise any Forward-Looking Statements as a result of new information or future events, or for any other reason. Article content The following press release should be read in conjunction with the management's discussion and analysis and unaudited condensed consolidated interim financial statements and notes thereto as at and for the three months ended January 31, 2025. Additional information about Flow is available on the Company's profile on SEDAR+ at including the Company's Annual Information Form for the year ended October 31, 2024 dated January 29, 2025. Article content Article content Article content Article content Article content Contacts Article content Trent MacDonald, Chief Financial Officer 1-844-356-9426 investors@ Article content Article content Article content
Yahoo
17-05-2025
- Business
- Yahoo
Flow Beverage Corp. Announces Extension of the Maturity Date of the Term Loan with RI Flow LLC and RI Flow LLC Waives Events of Defaults of Term Loan and NFS Leasing Canada Ltd. Waives Events of Defaults Under Term Loan
TORONTO, May 17, 2025--(BUSINESS WIRE)--Flow Beverage Corp. (TSX:FLOW; OTCQX:FLWBF) ("Flow" or the "Company") announced today that RI Flow LLC ("RI Flow") has extended the maturity date of the Term Loan ("the RI Flow Loan") to October 31, 2025. The Company also announced today that RI Flow LLC has irrevocably waived any rights and remedies in relation to certain breaches by the Company under the RI Flow Loan and Security Agreement dated October 31, 2024. Separately, NFS Leasing Canada Ltd. ("NFS") has irrevocably waived any rights and remedies in relation to certain breaches by the Company under the Term Loan and Security Agreement dated December 30, 2022 (the "NFS Loan"). NFS and RI Flow are affiliated with Clifford L. Rucker, an insider of the Company, with RI Flow, NFS Canada and Clifford L. Rucker collectively owning, or having control or direction over, more than 10% of the voting rights attached to all of the Company's outstanding voting securities. RI Flow Loan On April 28, 2025, the Company obtained approval of the extension of the maturity date of the RI Flow Loan (the "Maturity Date"), scheduled to mature on April 30, 2025. Effective April 30, 2025, the Maturity Date was extended until October 31, 2025. On May 9, 2025, the Company also provided notice to RI Flow LLC (the "RI Flow Notice"), that it had current trade accounts payable, under normal trade terms, and accrued expenses which were incurred in the ordinary course of business that were currently or may become overdue for a period greater than six months within the definition of Indebtedness as provided in the RI Flow Loan (the "Aged Payables"). The Company also provided notice to RI Flow that it was currently subject to proceedings that had been instituted by certain vendors in respect of the Aged Payables and that it was aware of proceedings that had been threatened to be instituted by vendors in respect of Aged Payables (the "Proceedings") The Company notified RI Flow that, as a result of the incurrence of Aged Payables, it was not in compliance with each of the covenants to pay and discharge, in the ordinary course of business, all obligations and liabilities, to make any payment in respect of Material Indebtedness (defined in the NFS Term Loan as indebtedness in an aggregate principal amount exceeding $250,000.00) when due, to provide NFS promptly (and in any event within five business days after becoming aware of the occurrence of a default or vent of Default) a certificate of a officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an "RI Flow Loan Aged Payables Events of Default" and, collectively, "RI Flow Loan Aged Payables Events of Defaults"). The Company also notified RI Flow that, as a result of the occurrence of Proceedings, it was not in compliance with each of the covenants to promptly notify and, in any event within five business days after becoming aware, of any proceeding involving a sum, together with the sum involved in all other similar proceedings, in excess of $250,000.00 in the aggregate, to provide RI Flow promptly (and in any event within five business days after becoming aware of the occurrence of a default or vent of Default) a certificate of an officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the RI Flow Loan) immediately upon knowledge thereof (each individually an "RI Flow Loan Proceedings Events of Default" and, collectively, "NFS Loan Proceedings Events of Defaults"). RI Flow has irrevocably waived the RI Flow Loan Aged Payables Event of Defaults for the period ending on May 31, 2025 and irrevocably waived the RI Flow Loan Proceedings Events of Defaults until June 9, 2025 in relation to the Proceedings. As a result of the RI Flow Loan Aged Payables Events of Defaults and the RI Flow Loan Proceedings Events of Default, RI Flow would have had the right to declare the Term Loan to become due and payable immediately for cash, to enforce or foreclose the security interest created pursuant to the RI Term Loan or seek the appointment of a receiver, receiver-manager or keeper under applicable legislation to take possession of all or any portion of the Company's assets collateralized under the RI Flow Loan or to operate same. The current outstanding principal amount of the RI Flow Loan is $4,161,600. NFS Term Loan On April 28, 2025, the Company notified NFS that, as at April 30, 2025, it would not comply with the financial covenants requiring that, as of the last day of each fiscal quarter, the Company shall not permit the cash ratio (defined in the NFS Loan as the ratio of (a) the sum of (i) cash, plus (ii) cash equivalents (together, "Total Cash"), to (b) all current liabilities due over the next ninety (90) days following such period) for the fiscal quarter period then ending to be less than 0.25 to 1.00 and total cash shall be at least $4,000,000.00 at all times (the "Financial Covenants"). On May 9, 2025, the Company also provided notice to NFS (the "NFS Notice"), that it had current trade accounts payable, under normal trade terms, and accrued expenses which were incurred in the ordinary course of business that were currently or may become overdue for a period greater than six months within the definition of Indebtedness as provided in the NFS Loan (the "Aged Payables"). The Company also provided notice to NFS that it was currently subject to proceedings that had been instituted by certain vendors in respect of the Aged Payables and that it was aware of proceedings that had been threatened to be instituted by vendors in respect of Aged Payables (the "Proceedings"). In the NFS Notice, the Company notified NFS that, as a result of the incurrence of Aged Payables, it was not in compliance with each of the covenants to pay and discharge, in the ordinary course of business, all obligations and liabilities, to make any payment in respect of Material Indebtedness (defined in the NFS Term Loan as indebtedness in an aggregate principal amount exceeding $500,000.00) when due, to provide NFS promptly (and in any event within five business days after becoming aware of the occurrence of a default or event of default) a certificate of an officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an "NFS Loan Aged Payables Events of Default" and, collectively, "NFS Loan Aged Payables Events of Defaults"). The Company also notified NFS that, as a result of the occurrence of the Proceedings, it was not in compliance with each of the covenants to promptly notify (and in any event within five business days after becoming aware) of any actual or threatened proceeding involving a sum, together with the sum involved in all other similar proceedings, in excess of $250,000.00 in the aggregate, to provide NFS promptly, and in any event within five business days after becoming aware of the occurrence of a default or event of default, a certificate of an officer of the Company specifying the nature thereof and the Company's proposed response thereto and to provide notice of the occurrence of any default or event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an "NFS Loan Proceedings Events of Default" and, collectively, "NFS Loan Proceedings Events of Defaults"). NFS has irrevocably waived, strictly for the Company's fiscal quarter ending April 30, 2025, its rights and remedies due to non-compliance of the Company with the Financial Covenants. NFS has also irrevocably waived the NFS Loan Aged Payables Event of Defaults for the period ending on May 31, 2025 and irrevocably waived the NFS Loan Proceedings Events of Defaults until June 9, 2025 in relation to the Proceedings. As a result of the NFS Loan Aged Payables Events of Defaults and the NFS Loan Proceedings Events of Default, NFS would have had, amongst other rights and remedies, the right to declare the NFS Loan or any portion of it to become due and payable immediately for cash, enforce or foreclose the security interest created pursuant to the NFS Loan or seek the appointment of a receiver, receiver-manager or keeper under applicable legislation to take possession of all or any portion of the Company's assets collateralized under the NFS Loan or to operate same. The current outstanding principal amount of the NFS Loan is $17,131,601. Withdrawal of Financial Guidance The Company previously introduced financial targets for the fiscal year ending October 31, 2025 ("FY 2025"), having announced it expected to earn net revenue between $72 million and $82 million, gross margin between 38% and 48%, and Adjusted EBITDA between $6 million to $11 million (the "Financial Targets"). In light of a number of developments, circumstances and considerations, including, among others, deteriorating market and macro-economic conditions, and despite the Company's comprehensive review of its existing organizational and business strategy with the continuing objectives of becoming EBITDA and cash flow positive, the Company now believes that it will not achieve the synergies and incremental cash flow increases to the level estimated in its previous guidance and it expects such figures and measures to be lower than previously guided. Consequently, the Company announces that it is entirely withdrawing its previously issued guidance on financial targets for FY 2025, and there can be no assurance that the Company will in the future decide to provide any guidance whatsoever with respect to any operational, financial or other measure. About Flow Flow is one of the fastest-growing premium water companies in North America. Founded in 2014, Flow's mission since day one has been to reduce environmental impacts by providing sustainably sourced natural mineral spring water in the most sustainable product formats. Today, the brand is B-Corp Certified with a best-in-class score of 114.5, offering a diversified line of health and wellness-oriented beverage products: original mineral spring water, award-winning organic flavours and sparkling mineral spring water in sizes ranging from 300-ml to 1-litre. All products contain naturally occurring electrolytes and essential minerals and support Flow's overarching purpose to "bring wellness to the world through the positive power of water." Flow beverage products are available at retailers in Canada and the United States, and online at For more information on Flow, please visit Flow's investor relations site at: Forward-Looking Statements This press release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws ("Forward-Looking Statements"). The Forward-Looking Statements contained in this press release relate to future events or Flow's future plans, operations, strategy, performance or financial position and are based on Flow's current expectations, estimates, projections, beliefs and assumptions, including, among other things, in respect of the Company's ability to maintain compliance with covenants under the NFS Term Loan and the RI Flow Loan and NFS' and RI Flow's willingness to waive any future non-compliance by the Company of its covenanted obligations under the NFS Loan and RI Flow Loan respectively. In particular, there is no assurance that the Company will maintain compliance with covenants under the NFS Term Loan and the RI Flow Loan nor that NFS or RI Flow will waive any future non-compliance by the Company of its covenanted obligations under the NFS Loan and RI Flow Loan respectively. Such Forward-Looking Statements have been made by Flow in light of the information available to it at the time the statements were made and reflect its experience and perception of historical trends. All statements and information other than historical fact may be forward‐looking statements. Such Forward‐Looking Statements are often, but not always, identified by the use of words such as "may", "would", "should", "could", "expect", "intend", "estimate", "anticipate", "plan", "foresee", "believe", "continue", "expect", "believe", "anticipate", "estimate", "will", "potential", "proposed" and other similar words and expressions. Forward-Looking Statements are based on certain expectations and assumptions and are subject to known and unknown risks and uncertainties and other factors, many of which are beyond Flow's control, that could cause actual events, results, performance and achievements to differ materially from those anticipated in these Forward-Looking Statements. Forward-Looking Statements are provided for the purpose of assisting the reader in understanding Flow and its business, operations, prospects, and risks at a point in time in the context of historical and possible future developments, and the reader is therefore cautioned that such information may not be appropriate for other purposes. Forward-Looking Statements should not be read as guarantees of future performance or results. Readers are cautioned not to place undue reliance on these Forward-Looking Statements, which speak only as of the date of this press release. Unless otherwise noted or the context otherwise indicates, the Forward-Looking Statements contained herein are provided as of the date hereof, and the Company disclaims any intention or obligation, except to the extent required by law, to update or revise any Forward-Looking Statements as a result of new information or future events, or for any other reason. The following press release should be read in conjunction with the management's discussion and analysis and unaudited condensed consolidated interim financial statements and notes thereto as at and for the three months ended January 31, 2025. Additional information about Flow is available on the Company's profile on SEDAR+ at including the Company's Annual Information Form for the year ended October 31, 2024 dated January 29, 2025. View source version on Contacts Trent MacDonald, Chief Financial Officer1-844-356-9426investors@ Investors:Marc Charbininvestors@ Media:Natasha Koifmannk@ Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
02-04-2025
- Business
- Yahoo
Townsquare Media, Inc. (TSQ): A Bull Case Theory
We came across a bullish thesis on Townsquare Media, Inc. (TSQ) on Substack by Investing 501. In this article, we will summarize the bulls' thesis on TSQ. Townsquare Media, Inc. (TSQ)'s share was trading at $7.95 as of April 1st. TSQ's forward P/E was 9.35 according to Yahoo Finance. Townsquare Media (TSQ) presents a compelling investment opportunity as it transitions into a digital-first media company while maintaining a stable and cash-generative radio business. The company operates 344 radio stations across 74 markets, primarily outside the Top 50, reducing competition from major digital players. This radio segment, which contributes 45% of revenue, has remained resilient over the past five years, providing a consistent cash flow source to fund Townsquare's growing digital operations. The real growth engine lies in its digital business, which now accounts for 55% of total revenue. Townsquare Ignite, the programmatic digital advertising platform, generates 35% of revenue with high profit margins, leveraging the company's extensive local and national digital presence. Townsquare Interactive, a subscription-based digital marketing service, contributes 17% of revenue and has started to recover from subscriber losses in recent years, marking its first year-over-year revenue growth in Q4 2024. Management is highly aligned with shareholders, owning 29% of outstanding shares, and has executed strong capital allocation strategies. Since 2021, Townsquare has aggressively repurchased shares, reducing its count by 16.2 million at an average price of $7.19, including buybacks from Oaktree Capital and Madison Square Garden. The company has also repurchased $81 million in debt while refinancing its 2026 maturities with a new Term Loan B and a revolving credit facility, extending obligations to 2030. While this refinancing increased annual interest expenses by $9 million, it significantly improved near-term liquidity and removed debt-related risks. Townsquare's digital transformation is accelerating, with digital revenue growing at a 13% CAGR since 2014 and projected to reach 75-80% of total revenue and profit in the coming years. Townsquare Ignite continues to see high-single-digit growth, supported by its robust network of 400 local news and entertainment websites and proprietary programmatic advertising capabilities. Meanwhile, Townsquare Interactive, despite past challenges, is expected to add 3,000+ net new subscribers annually, contributing meaningful incremental revenue and operating profit. While competition from streaming services and economic downturns pose risks, the company's strong local focus and diversified revenue streams provide a competitive moat. A potential shift in FCC regulations could create opportunities for acquisitions or divestitures in the radio segment, adding optionality to the investment thesis. The company's valuation remains highly attractive, with a simple sum-of-the-parts (SOTP) analysis suggesting a price target above $22.50 per share. Even at a 50% discount to this valuation, investors could see a significant upside. Townsquare's stock has historically traded above $12, reinforcing strong support levels. With stable EBITDA, a well-covered 10% dividend yield, and a discounted valuation, investors are well-positioned for substantial gains, effectively being 'paid to wait' for a re-rating driven by digital growth or capital reallocation. Townsquare Media, Inc. (TSQ) is not on our list of the 30 Most Popular Stocks Among Hedge Funds. As per our database, 8 hedge fund portfolios held TSQ at the end of the fourth quarter which was 7 in the previous quarter. While we acknowledge the risk and potential of TSQ as an investment, our conviction lies in the belief that some AI stocks hold greater promise for delivering higher returns, and doing so within a shorter timeframe. If you are looking for an AI stock that is more promising than TSQ but that trades at less than 5 times its earnings, check out our report about the cheapest AI stock. READ NEXT: 8 Best Wide Moat Stocks to Buy Now and 30 Most Important AI Stocks According to BlackRock. Disclosure: None. This article was originally published at Insider Monkey.
Yahoo
24-02-2025
- Business
- Yahoo
AAM Announces Successful Syndication Financing and Amendment to Credit Agreement
DETROIT, Feb. 24, 2025 /PRNewswire/ -- American Axle & Manufacturing Holdings, Inc. (AAM), (NYSE: AXL) has announced the successful syndication of the bridge financing to support the announced Combination with the Dowlais Group plc (Dowlais) on January 29, 2025 (the "Combination"). Prior to the Combination announcement, J.P. Morgan had exclusively underwritten the committed financing to support AAM's requirements in connection with the Combination. The bridge financing has been successfully syndicated to a broad group of financial institutions in the form of a $843 million Term Loan B, $843 million 1st Lien Senior Secured Bridge Facility and $500 million 2nd Lien Senior Secured Bridge Facility. In addition, AAM has amended its Credit Agreement to, among other things, extend the maturity date of the Revolving Credit Facility (RCF) and the Term Loan A with a new five-year term. The amended Credit Agreement also increases the commitments under the RCF to approximately $1.5 billion (an increase of $570 million as compared to AAM's current Credit Agreement), automatically effective at the Combination closing date, to reflect the increased size of the company resulting from the Combination. "We are pleased with the strong support of our banking partners in the financing of this important and transformational business combination for AAM," said Christopher J. May, AAM's Executive Vice President and Chief Financial Officer. "The Amended Credit Agreement extends AAM's maturity profile and enhances our liquidity while further strengthening our capital structure." Investor PresentationAAM posted an investor presentation at that provides additional information on the attractive business outlook for AAM, as well as the significant benefits and value creation potential of the Combination. The presentation highlights: AAM's high revenue visibility in core driveline programs with over $20 billion in lifetime revenues secured through 2030 and beyond. AAM's favorable positioning for resurging ICE / Hybrid volumes and quote activity in North America. The expanded geographic diversification which enables the company resulting from the Combination to better serve customers while still maintaining the highest North American exposure among US-listed auto parts companies. The robust process for identifying the $300 million of run-rate cost synergies and the ability to generate free cash flow. The status of the regulatory approval process. About AAMAs a leading global Tier 1 Automotive and Mobility Supplier, AAM designs, engineers and manufactures Driveline and Metal Forming technologies to support electric, hybrid and internal combustion vehicles. Headquartered in Detroit with over 75 facilities in 16 countries, AAM is bringing the future faster for a safer and more sustainable tomorrow. To learn more, visit Cautionary Statement Concerning Forward-Looking Statements This press release contains statements concerning AAM's (the "Company's") expectations, beliefs, plans, objectives, goals, strategies, and future events or performance, including, but not limited to, certain statements related to (i) the ability of the Company and Dowlais to consummate the Combination in a timely manner or at all; (ii) the satisfaction (or waiver) of conditions to the consummation of the Combination; (iii) adverse effects on the market price of the Company's or Dowlais's operating results, including because of a failure to complete the Combination; (iv) the effect of the announcement or pendency of the Combination on the Company's or Dowlais's business relationships, operating results and business generally; (v) future capital expenditures, expenses, revenues, economic performance, synergies, financial conditions, market growth, dividend policy, losses and future prospects; (vi) business and management strategies and the expansion and growth of the operations of the Company or the Dowlais; and (vii) the effects of government regulation on the business of the Company or Dowlais. Such statements are "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995 and relate to trends and events that may affect the Company's future financial position and operating results. The terms such as "will," "may," "could," "would," "plan," "believe," "expect," "anticipate," "intend," "project," "target," and similar words or expressions, as well as statements in future tense, are intended to identify forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made and/or the Company's management's good faith belief as of that time with respect to future events and are subject to risks and may differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to: global economic conditions, including the impact of inflation, recession or recessionary concerns, or slower growth in the markets in which the Company operates; reduced purchases of the Company's products by General Motors Company (GM), Stellantis N.V. (Stellantis), Ford Motor Company (Ford) or other customers; the Company's ability to respond to changes in technology, increased competition or pricing pressures; the Company's ability to develop and produce new products that reflect market demand; lower-than-anticipated market acceptance of new or existing products; the Company's ability to attract new customers and programs for new products; reduced demand for the Company's customers' products (particularly light trucks and sport utility vehicles (SUVs) produced by GM, Stellantis and Ford); risks inherent in the Company's global operations (including tariffs and the potential consequences thereof to the Company, the Company's suppliers, and the Company's customers and their suppliers, adverse changes in trade agreements, such as the United States-Mexico-Canada Agreement (USMCA), compliance with customs and trade regulations, immigration policies, political stability or geopolitical conflicts, taxes and other law changes, potential disruptions of production and supply, and currency rate fluctuations); supply shortages and the availability of natural gas or other fuel and utility sources in certain regions, labor shortages, including increased labor costs, or price increases in raw material and/or freight, utilities or other operating supplies for the Company or the Company's customers as a result of pandemic or epidemic illness, geopolitical conflicts, natural disasters or otherwise; a significant disruption in operations at one or more of the Company's key manufacturing facilities; risks inherent in transitioning the Company's business from internal combustion engine vehicle products to hybrid and electric vehicle products; the Company's ability to realize the expected revenues from the Company's new and incremental business backlog; negative or unexpected tax consequences, including those resulting from tax litigation; risks related to a failure of the Company's information technology systems and networks, including cloud-based applications, and risks associated with current and emerging technology threats, and damage from computer viruses, unauthorized access, cyber attacks, including increasingly sophisticated cyber attacks incorporating use of artificial intelligence, and other similar disruptions; the Company's suppliers', the Company's customers' and their suppliers' ability to maintain satisfactory labor relations and avoid or minimize work stoppages; cost or availability of financing for working capital, capital expenditures, research and development (R&D) or other general corporate purposes including acquisitions, as well as the Company's ability to comply with financial covenants; the Company's customers' and suppliers' availability of financing for working capital, capital expenditures, R&D or other general corporate purposes; an impairment of the Company's goodwill, other intangible assets, or long-lived assets if the Company's business or market conditions indicate that the carrying values of those assets exceed their fair values; liabilities arising from warranty claims, product recall or field actions, product liability and legal proceedings to which the Company is or may become a party, or the impact of product recall or field actions on the Company's customers; the Company's ability or the Company's customers' and suppliers' ability to successfully launch new product programs on a timely basis; risks of environmental issues, including impacts of climate-related events, that could result in unforeseen issues or costs at the Company's facilities, or risks of noncompliance with environmental laws and regulations, including reputational damage; the Company's ability to maintain satisfactory labor relations and avoid work stoppages; the Company's ability to consummate strategic initiatives and successfully integrate acquisitions and joint ventures; the Company's ability to achieve the level of cost reductions required to sustain global cost competitiveness or the Company's ability to recover certain cost increases from the Company's customers; price volatility in, or reduced availability of, fuel; the Company's ability to protect the Company's intellectual property and successfully defend against assertions made against the Company; adverse changes in laws, government regulations or market conditions affecting the Company's products or the Company's customers' products; the Company's ability or the Company's customers' and suppliers' ability to comply with regulatory requirements and the potential costs of such compliance; changes in liabilities arising from pension and other postretirement benefit obligations; the Company's ability to attract and retain qualified personnel in key positions and functions; and other unanticipated events and conditions that may hinder the Company's ability to compete. It is not possible to foresee or identify all such factors and the Company makes no commitment to update any forward-looking statement or to disclose any facts, events or circumstances after the date hereof that may affect the accuracy of any forward-looking statement. Additional Information This press release may be deemed to be solicitation material in respect of the Combination, including the issuance of shares of the Company's common stock in respect of the Combination (the "Share Issuance"). In connection with the foregoing proposed Share Issuance, the Company expects to file a proxy statement on Schedule 14A, including any amendments and supplements thereto (the "Proxy Statement") with the SEC. To the extent the Combination is effected as a scheme of arrangement under English law, the Share Issuance would not be expected to require registration under the Securities Act, pursuant to an exemption provided by Section 3(a)(10) under the Securities Act. In the event that the Company exercises its right to elect to implement the Combination by way of a takeover offer (as defined in the UK Companies Act 2006) or otherwise determines to conduct the Combination in a manner that is not exempt from the registration requirements of the Securities Act, the Company expects to file a registration statement with the SEC containing a prospectus with respect to the Share Issuance. INVESTORS AND SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT, THE SCHEME DOCUMENT, AND OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED BY THE COMPANY WITH THE SEC OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT (IF ANY) CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, THE BUSINESS COMBINATION AND RELATED MATTERS. Investors and shareholders will be able to obtain free copies of the Proxy Statement, the scheme document, and other documents filed by the Company with the SEC at the SEC's website at In addition, investors and stockholders will be able to obtain free copies of the Proxy Statement, the scheme document, and other documents filed by the Company with the SEC at Participants in the Solicitation The Company and its directors, its directors, executive officers and certain other members of management and employees will be participants in the solicitation of proxies from the Company's stockholders in respect of the Combination, including the proposed issuance of Company's common stock in connection with the Combination. Information regarding the Company's directors and executive officers is contained in the Annual Report on Form 10-K for the fiscal year ended December 31, 2024 of the Company, which was filed with the SEC on February 14, 2025 and in the definitive proxy statement on Schedule 14A for the Company's annual meeting of stockholders of the Company, which was filed with the SEC on March 21, 2024 and the Current Report on Form 8-K of the Company, which was filed with the SEC on May 2, 2024. Additional information regarding the identity of participants, and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Proxy Statement when it is filed with the SEC. To the extent holdings of the Company's securities by its directors or executive officers change from the amounts set forth in the Proxy Statement, such changes will be reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC by the Company. These documents may be obtained free of charge from the SEC's website at and the Company's website at Contacts Investor Contact:David H. Lim Head of Investor Relations +1 313 758 Media Contact:Christopher M. SonVice President, Marketing & Communications+1 313 758 FGS Global (PR adviser to AAM): Jared Levy/Jim Barron+1 212 687 8080 Charlie Chichester/Rory King +44 20 7251 3801AAM@ View original content to download multimedia: SOURCE American Axle & Manufacturing Holdings, Inc. Sign in to access your portfolio