Crosswinds Holdings Inc. Reports 2018 Financial Results
TORONTO, March 27, 2019 (GLOBE NEWSWIRE) -- Crosswinds Holdings Inc. (“Crosswinds” or the “Company”) (TSX: CWI) today announced its financial results as at and for the three months and year ended December 31, 2018.
Business Highlights
- On October 29, 2018, the Company implemented a number of steps of the Arrangement, including, a 20-for-1 share split, and an initial redemption of 95% of the Company’s common shares (“Shares”). In connection with the initial redemption, the Company distributed an aggregate of $17,456,276 or $1.8189 per Share on a pre-Share Split basis.
- On February 19, 2019, the Company announced that it entered into an amendment to its previously disclosed binding letter of intent for a reverse take-over bid or similar transaction with a private counterparty. Under the amendment, Crosswinds has agreed to extend the exclusivity period to December 31, 2019, provided that the counterparty pays agreed amounts to fund substantially all of the Company’s ongoing operating expenses.
- On February 28, 2019, the Company announced that it received notification from the Continued Listings Committee (the “Committee”) of the Toronto Stock Exchange that the Committee intends to delist the Company’s securities effective at the close of market on March 28, 2019. This action was taken by the TSX due to the Company not meeting the continued listing requirements of the TSX. The TSX notification does not affect the Company’s applicable Canadian reporting requirements.
- The Company has completed the dissolution of a number of its subsidiaries and terminated its premises lease in New York, further reducing its cost structure.
- Shareholders equity as at December 31, 2018, less the initial redemption amount, is equal to $1.8 million. The passage of time and costs involved in pursuing alternate transaction(s) will impact any residual amount of cash in the Company.
Financial Highlights
For the three months ended December 31, 2018, the Company reported:
- Net loss from continuing operations of $(1,580) or $(0.00) per common share (“Share”); and
- Shareholders’ equity attributable to Crosswinds’ shareholders (or net book value1) of $1.8 million or $0.19 per Share1.
Statement of Operations Highlights
| Three months ended Dec. 31 | Year ended Dec. 31 | |||||||||||
| In CAD thousands, except per Share amounts | 2018 | 2017 | 2018 | 2017 | ||||||||
| Revenue | $ | 130 | $ | 134 | $ | 666 | $ | 496 | ||||
| Net results of investments | 197 | (40 | ) | 558 | (228 | ) | ||||||
| Expenses | (329 | ) | (595 | ) | (2,774 | ) | (2,222 | ) | ||||
| Net loss from continuing operations | $ | (2 | ) | $ | (501 | ) | (1,550 | ) | (1,954 | ) | ||
| Loss from discontinued operations | - | (268 | ) | - | (3,194 | ) | ||||||
| Gain on sale from discontinued operations | - | 1,326 | ||||||||||
| Net loss | $ | (2 | ) | $ | (769 | ) | $ | (224 | ) | (5,148 | ) | |
| Non-controlling interest’s (income) loss | - | 38 | (204 | ) | 456 | |||||||
| Net income (loss) attributable to the shareholders of Crosswinds | $ | (2 | ) | $ | (731 | ) | $ | (428 | ) | (4,692 | ) | |
| Net loss per Share from continuing and discontinued operations | $ | (0.00 | ) | $ | (0.09 | ) | $ | (0.05 | ) | $ | (0.54 | ) |
Balance Sheet Highlights
| In CAD thousands, except per Share amounts |
December 31, 2018 |
December 31, 2017 | ||||
| Cash and marketable securities | $ | 2,131 | $ | 7,507 | ||
| Asset classified as held for sale | - | 13,986 | ||||
| Other assets | 16 | 203 | ||||
| Total Assets | $ | 2,147 | $ | 21,696 | ||
| Total Liabilities | (354 | ) | (256 | ) | ||
| Total Shareholders’ Equity | $ | 1,793 | $ | 21,440 | ||
| Non-controlling interests | - | (1,998 | ) | |||
| Shareholders’ Equity attributable to the shareholders of Crosswinds | $ | 1,793 | $ | 19,442 | ||
| Number of shares outstanding (millions) | 9.6 | 9.2 | ||||
| Net book value per Share1 attributable to the shareholders of Crosswinds | $ | 0.19 | $ | 2.12 | ||
Financial Information
For a comprehensive review of the Company’s results, shareholders are encouraged to read the Company’s audited consolidated financial statements and accompanying Management’s Discussion and Analysis for the year ended December 31, 2018, copies of which will be available on the Company’s website at www.crosswindsinc.com and on SEDAR at www.sedar.com.
More information
Roy Pottle
Tel: 1-508-344-2640 info@crosswindsinc.com www.crosswindsinc.com
Caution Regarding Forward-Looking Information
This release includes certain forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may”, “will”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “should”, “plans” or “continue” or the negative thereof or variations thereon or similar terminology. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. These forward-looking statements are subject to a number of risks and uncertainties. Actual results could differ materially from those anticipated in these forward-looking statements. Reference should be made to the risk factors in the Company’s 2018 Annual Information Form, in the Management’s Discussion and Analysis for the year ended December 31, 2018 and in our other filings with Canadian securities regulators. Additional important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, competition, interest rates, tax related matters, loss of personnel, reliance on key personnel, ability of the Company to execute its strategies from time to time including the Monetization Event; the receipt of any regulatory approvals or consents required from time to time.
Cautionary Statement Regarding the Use of Non-IFRS Financial Measures
This news release makes reference to the net book value per share which is a non-IFRS financial measure both on a consolidated basis including non-controlling interests with respect to the Company’s investment in Monarch and on a non-consolidated basis attributable solely to the Company’s shareholders without non-controlling interests. These measures are non-IFRS financial measures. The Company calculates the net book values per Share as it believes it to be an important metric that shareholders use and frequently request and refer to because shareholders often view the Company as a holding company of investments. These non-IFRS financial measures do not have any standardized meaning prescribed by IFRS and therefore are unlikely to be comparable to a similar measure presented by other issuers. This classification is not an IFRS measure and should not be considered either in isolation of, or as a substitute for, a measure prepared in accordance with IFRS.
_______________________
1 Net book value per share is a non-IFRS financial measure and is calculated as total shareholders’ equity under International Financial Reporting Standards (IFRS) divided by the number of common shares outstanding as at the period end. See the cautionary statement regarding use of Non-IFRS financial measures at the end of this release.
