Technology
RSQUARE Strengthening Corporate Relocation and Logistics Services in Vietnam
Published
8 months agoon
By

SEOUL, South Korea, Aug. 1, 2024 /PRNewswire/ — Comprehensive commercial real estate services company, RSQUARE, is enhancing its overseas logistics and corporate relocation services.
RSQUARE announced on the 7th that it has signed a Memorandum of Understanding with Cornet Express to advance logistics and related real estate services.
Present at the signing were RSQUARE CIO Serena Yoon, RSQUARE Vietnam Branch Manager Jimin Shin, Konet Express CEO Seunghwan Cho, and Managing Director Seunghoon Cho. The MOU signing took place at the Konet Express’s office in Hanoi.
Konet Express is an international logistics company specializing in export and import sea and air transportation, customs brokerage, and overseas moving services. They handle the logistics processes between countries, including the packaging, shipping, security, customs clearance, and inland transportation of large manufacturing equipment.
The two companies will collaborate on the following areas for mutual development:
Overseas and domestic relocation of goodsCustoms brokerage and relocation of equipment in VietnamReal estate consulting and information provision
RSQUARE will enhance its logistics center brokerage and corporate relocation services for its clients. Companies entering Vietnam will be able to handle factory site selection, equipment relocation, and securing residences for expatriates through RSQUARE.
RSQUARE stated, “Relocating equipment is a significant concern for manufacturing companies considering entering Vietnam. This partnership is expected to greatly increase customer convenience.”
In February, RSQUARE partnered with Chinese law firm Hangxin to strengthen the relocation services of Chinese companies to Vietnam. Recently, they have been providing integrated overseas business services with Shinhan Bank Vietnam and KNL. The company has collected information on 50,000 office and commercial buildings in Ho Chi Minh City and Hanoi and is actively conducting its business. RSQUARE connects global companies such as Kobelco Eco-Solutions and Glohow with office spaces, logistics centers, and factories.
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SOURCE RSQUARE
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Technology
NASA Space Day to Share Progress, Opportunities at Texas Capitol
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6 minutes agoon
March 17, 2025By

HOUSTON, March 17, 2025 /PRNewswire/ — NASA is heading back to the state capitol in March for Space Day Texas, a recognition of achievements throughout Texas and a look ahead to the impact future human space exploration has on the Lone Star state.
The two-day schedule of events and exhibits focusing on exploration, astronauts, and science, technology, engineering, and math education will include astronaut visits, interactive exhibits, and legislative proclamations.
NASA’s Johnson Space Center in Houston will share its accomplishments on the Capitol grounds from 9 a.m. to 4 p.m. CDT Tuesday, March 25, joining academic and commercial partners from across the state to share Texas’ blueprint for expanding humanity’s frontier in space.
On Monday, March 24, exhibits will feature the Texas High School Aerospace Scholars program at the University of Texas Elementary Charter school, along with NASA Johnson’s Office of STEM Engagement, Orion program, and Lockheed Martin. Interactive events will feature NASA STEM engagement programs and hands-on exhibits.
At 10 a.m. Tuesday, March 25, proclamations celebrating NASA’s 25th anniversary of continuous human presence on the International Space Station, the High School Aerospace Scholars program, and the continued progression of the Artemis campaign through NASA’s commercialization of cargo, crew, landers, spacesuits, and rovers will be read in the Texas House and Senate chambers, respectively. Following the proclamations, an Artemis II crew astronaut will participate in a live question and answer session on the front steps of the Capitol.
NASA’s impact in Texas is strong. NASA Johnson has served as the iconic site for some of the greatest moments in American history, from landing humans on the Moon to assembling the International Space Station.
For more than 60 years, NASA has led the world in human space exploration. Today, it is testing technologies on the Space Station that will help humanity push forward to the Moon and Mars. NASA’s workforce in Texas includes more than 10,000 aerospace employees and more than $2 billion in contracts and federal salaries in 2024.
Learn more about NASA Johnson and its impact in Texas at:
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SOURCE NASA
Technology
Sabio Announces Audited 2024 Results, Achieves Record Revenues and Adjusted EBITDA Profitability
Published
6 minutes agoon
March 17, 2025By

Strong revenue growth, leaner cost structure and strengthened balance sheet are enabling investments to drive 2025 growthAchieved record full-year consolidated revenues of US$49.6 million in FY2024, an increase of 38% from the prior year, with a gross margin of 62%.Generated full-year Adjusted EBITDA1 of US$3.8 million in FY2024 (achieving an Adjusted EBITDA margin of 8%) compared to an Adjusted EBITDA loss of US$1.8 million in the prior year.Ended year with cash balance of US$3.3 million.Conference call to be hosted on Tuesday, March 18, 2025 at 10:00 a.m. (ET).
TORONTO, March 17, 2025 /PRNewswire/ — Sabio Holdings Inc. (TSXV: SBIO) (OTCQB: SABOF) (the “Company” or “Sabio”), a Los Angeles-based ad-tech company that helps top 100 brands reach, engage and validate (R.E.V.) ad-supported streaming audiences, is pleased to announce audited consolidated financial results for the fiscal fourth quarter and year ended December 31, 2024. Unless otherwise indicated, all amounts are expressed in U.S. dollars.
“Strong revenue growth, a leaner cost structure, and a strengthened balance sheet are enabling us to make growth-driving investments,” commented Aziz Rahimtoola, Sabio’s CEO. “Our recently launched performance marketing solutions enable brands to track direct impact on consumer behavior, capitalizing on the App Science™ platform’s unique AI-capabilities and rich combination of mobile device and ad-supported TV streaming data. In addition, our new App Science-powered programmatic offerings provide clients with greater control while making efficient use of our team. Combined with early traction in our international business and Creator TV’s focus on the valuable Gen Z demographic, Sabio believes it is well positioned to continue exceeding industry growth rates while tightening Adjusted EBITDA1 margins. As ad-supported streaming continues its rapid uptake, we’re looking forward to producing extraordinary results for a growing number of the world’s top brands.”
Business Outlook
Sabio achieved record revenues and profits in the fourth quarter and full-year 2024. Normalized for political advertising sales, the Company’s ad-supported streaming business grew by 29% during the year, underscoring Sabio’s ability to increase its market share by outpacing the 16% growth in the ad-supported streaming market.2 The shift to a streaming sales model from a mobile display-dependent model has delivered multiple benefits, including a robust 39% compound annual growth rate (CAGR) since 2020, increased customer retention (a 90% reoccurring revenue rate3), as well as substantial cost efficiencies. These efficiencies, including economies of scale, are driving continuing gains in operating leverage, culminating in Sabio’s highest Adjusted EBITDA1 profit (US$3.8 million) and Adjusted EBITDA1 margins (8%) as a public company.
As the Company’s operating infrastructure becomes more efficient, its sales model is becoming increasingly predictable. This predictability helps Sabio derisk its revenue model, as supported by:
High rates of reoccurring revenue, with 90%3 of 2024 consolidated revenues, excluding political ad sales, coming from repeat customers (compared to 76% in 2023), driven by the App Science™ platform’s growing capabilities and richer data set;An increased customer-spend capture, with 70% of Sabio’s existing top brands increasing their spend in 2024 compared to 2023;The ongoing addition of top-tier clients – 41% of the brands spending in 2024 were new to Sabio; andThe most diversified vertical revenue mix in Sabio’s history.
The Company is beginning to apply its sales model to geographies outside the United States, including the United Kingdom, which is already demonstrating significant potential with first full-year revenues of $1.4 million in 2024. Sabio’s early traction in international markets positions the Company for greater sales growth over time.
Additionally, Sabio continues to expand on its global product offerings to complement its existing customer base and revenue channels. The Company’s recent announcement launching Creator Television is an example of how Sabio can monetize its owned & operated media ecosystem, from ad-supported streaming, audience analytics and segments (reaching over 70% of U.S streaming households), to content placement, while fostering a creator-led streaming platform. This level of diversity and control enables Sabio’s Fortune 100 brands to connect directly with a highly engaged streaming audience that’s simply not offered by Sabio’s traditional competitors.
Finally, the Company has been focused on capturing operational efficiencies to provide a more sustainable and profitable growth platform. Today, Sabio is armed with a stronger balance sheet that reflects a healthier cash reserve and a materially reduced debt load. Complemented by a more predictable sales model, increased product channels, and greater geographical reach, Sabio expects continued sustainable growth in 2025, with first-quarter visibility indicating double-digit growth in revenues, based on current sales pipeline trends.
2024 Business Highlights
The following covers significant developments during the twelve months ended December 31, 2024, and to the date of this release:
On February 6, 2024, the Company appointed President of GroupM Multicultural, Gonzalo Del Fa, as an independent member of the Board of Directors. As President of GroupM Multicultural, Del Fa plays a key role in all aspects of multicultural marketing, diverse media, and inclusive investment efforts across GroupM, WPP’s media investment group. In addition to his role at GroupM, he is the Past-Chairman of the Hispanic Marketing Council. Prior to joining GroupM, Del Fa worked at American Express Argentina, BBVA, Hachette Filipacchi, and Editorial Televisa.February 29, 2024, the Company announced a strategic collaboration with McDonald’s USA through a partnership with Publicis Groupe (the world’s second largest communications group). McDonald’s will leverage Sabio’s access to ad slots, customized audience segments and AppScience, Inc.’s proprietary 80 million household graph to connect with the growing multicultural audience in the U.S.On March 26, 2024, the TSX Venture Exchange accepted a notice filed by the Company to implement a Normal Course Issuer Bid, whereupon the Company may, during the 12-month period commencing April 2, 2024, and ending April 1, 2025, purchase up to 852,184 shares in total, being 5% of the total number of 17,043,687 shares outstanding as at March 19, 2024. During 2024, the Company repurchased a total of 39,500 shares at a total cost of CAD $18,895 (US$13,560).On April 22, 2024, Sabio’s AppScience, Inc. subsidiary announced a multi-year renewal with Pivot Marketing Group. AppScience, Inc. will support Pivot’s clients, including Toyota Motor North America, by leveraging the platform’s AI and data analytics capabilities to reach, engage, and validate audiences and their behaviors at a deeper level than previously possible.On June 4, 2024, the Company granted 210,000 stock options under the Company’s Omnibus Equity Incentive Plan to certain directors and officers of the Company to acquire an aggregate of 210,000 common shares in the capital of the Company. The Company does not currently pay cash to its independent directors.On July 31, 2024, the Company closed on a new credit facility under the terms of a credit agreement between its U.S. operating subsidiaries—Sabio, Inc., AppScience, Inc. and FWD Tech Inc.—and SLR Digital Finance. This facility replaces the Company’s existing credit facility with Avidbank and provides a $10 million senior-secured revolving credit facility at an interest rate of the greater of: (i) Prime rate plus 2.15%, or (ii) 8.5%. The facility has a three-year term and is secured against all of the Company’s assets.On September 16, 2024, the Company appointed Matt Hull, Chief Data Analytics Officer at Chamberlain Group, a Blackstone portfolio company, as an independent member of the Board of Directors, replacing former Board member, Jennifer Cabalquinto. Hull possesses deep knowledge and experience in AI and data analytics. Prior to joining Chamberlain Group, Hull served as Senior Vice President of AI and Advanced Analytics at Comcast.On October 18, 2024 (“Grant Date”), the Company granted 270,585 restricted share units (“RSUs”) to certain independent directors to acquire an aggregate of 270,585 common shares in the capital of the Company, under the Company’s Omnibus Equity Incentive Plan. The RSUs vest on the first anniversary of the Grant Date. These grants represent compensation to the independent directors for their service to the Company in 2024. The Company does not currently pay cash to its independent directors.In December 2024, the Company forgave non-interest-bearing advances, receivable on demand, made to Aziz Rahimtoola, Sabio’s CEO, totaling $935,567 ($787,107 as of December 31, 2023) (the “2024 Loan Forgiveness”). This forgiveness was meant to acknowledge the three years in the 2019 -2021 period when Rahimtoola received irregular/reduced compensation from the Company. It also recognizes his funding of the Company in its early stages and his stewardship of Sabio since going public. This forgiveness was approved by the Board of Directors. Rahimtoola is the Company’s largest shareholder.4On December 19, 2024, 140,000 options of the Company were granted to certain employees of the Company at an exercise price of CAD $0.455 and 50,000 RSUs of the Company were granted to one employee of the Company at the grant-date fair-value of the Company’s common shares of CAD $0.455. The options will vest quarterly from the grant date over a three-year vesting period. The RSUs will vest over three years with 1/3 vesting at the one-year anniversary of the grant and quarterly over the next two years.On January 30, 2025, the Company launched Creator Television (“Creator TV”), its owned-and-operated Free Ad-Supported Television (FAST) channel. Creator TV spotlights multi-talented, diverse creators, bridging the gap between social media storytelling and today’s streaming TV content. As part of this launch, global streaming media company, Plex, will distribute Creator TV internationally. Creator TV is pivotal to the Company’s strategy to expand into large international markets such as India. On February 20, 2025, the Company announced a further partnership for the distribution of Creator TV with Sling TV, a leading streaming service and subsidiary of EchoStar Corporation.On February 11, 2025, the Company announced that its App Science platform’s household graph (a specialized database) now comprises 80 million households, representing 70% of all U.S. streaming households. This milestone highlights the platform’s ability to track and analyze streaming TV audiences through a vast dataset that includes mobile devices, connected TVs,and other streaming platforms. The household graph is a privacy-compliant, continuously updated database that captures rich consumer behavior data while adhering to evolving regulatory standards, enabling advertisers to precisely target audience segments.On March 3, 2025, the Company entered into a new office lease on the second floor of 10 Crosby (also known as 444 Broadway), New York with Madison Capital Madison 444 Realty LLC. The lease commences on April 01, 2025 and expires on June 30, 2028. The total lease payments over the term amount to $1,476,992, including non-lease components for maintenance and usage charges.
Q4-2024 Financial Highlights
Consolidated revenues increased 44% to US$18.3 million in Q4-2024 from US$12.7 million in Q4-2023 (a Company record), including political ad sales of approximately US$2.4 million;Normalized for political ad sales, consolidated revenues grew by 25% from Q4-2023;Adjusted EBITDA1 reached US$2.8 million in Q4-2024 compared to US$2.1 million in Q4-2023 (a Company record);Ad-supported streaming sales as a category increased by 57% to US$14.5 million, compared to US$9.2 million in the prior year’s quarter (a Company record); this category represented 79% of the Company’s sales mix, up from 73% in the prior year’s quarter. Normalized for political ad sales, ad-supported streaming revenues grew by 32% from Q4-2023;Approximately 5% of Sabio’s fourth quarter ad-supported streaming revenues were generated by Sabio’s new international business, Sabio London Limited;Mobile display advertising generated revenues of US$3.6 million in Q4-2024, up 16% from US$3.1 million in Q4-2023; andGross margin increased to 62% vs 61% in the prior year’s quarter.
Full-Year Financial Highlights
Consolidated revenues increased 38% to US$49.6 million in 2024 from US$36.0 million in 2023 (a Company record), including political ad sales of approximately US$7.9 million;Adjusted EBITDA1 of US$3.8 million in 2024 compared to Adjusted EBITDA1 loss of US$1.8 million in 2023 (a Company record);Ad-supporting streaming sales as a category increased by 60% to US$38.6 million, compared to US$24.1 million in the prior year (a Company record), representing 78% of the Company’s sales mix, up from 67% in the prior year;Normalized for political ad spending, ad-supported streaming sales grew by 29% from 2023, and included US$1.4 million in revenue contributions from the Company’s new international business, Sabio London Limited;High rates of reoccurring revenue, with 90%5 of 2024 consolidated revenues, excluding political ad sales, coming from repeat customers (compared to 76% in 2023);Mobile display generated revenues of US$10.2 million in 2024, down 8% from US$11.1 million in 2023; andSabio ended fiscal 2024 with US$3.3 million in cash and US$5.2 million in debt outstanding under its revolving credit facility, compared to US$2.6 million in cash and US$7.1 million in debt outstanding under its credit facility at the end of 2023, as the Company used free cash flow generated by its operations to reduce its debt load by US$1.9 million.
Notice of Conference Call
Sabio will hold a conference call on Tuesday, March 18, 2025 at 10:00 a.m. (ET) to discuss its financial results and other corporate developments.
To access the live webinar please register here (https://sabio.ws/3R1dDik)An archived replay of the webcast will be available on the Financial Information section of Sabio’s corporate website (www.sabioholding.com/investors/financial-information).
____________________
1 See “Use of Non-IFRS Measures” below.
2 MNTN Research, “US CTV Ad Spend Projected to Grow 16.2% in 2024”, https://research.mountain.com/trends/us-ctv-ad-spend-projected-to-grow-16-2-in-2024/
3 Based on US customer reoccurring revenue rates. Excludes Sabio’s new international business, Sabio London Limited, which generated its first material revenues in 2024.
4 See “MI 61-101 Disclosure” below.
5 Excluding Sabio’s new international business, Sabio London Limited, which generated its first material revenues in 2024.
Selected Financials
The tables below set out selected financial information relating to Sabio and should be read in conjunction with Sabio’s audited consolidated financial statements, including the notes thereto, and MD&A for the three and twelve months ended December 31, 2024, and December 31, 2023, copies of which can be found under Sabio’s profile on SEDAR+ at www.sedarplus.ca.
For the three months ended
For the twelve months ended
December
31, 2024
December
31, 2023
December
31, 2024
December
31, 2023
$
$
$
$
Revenue
18,301,162
12,671,038
49,602,885
35,954,934
Gross profit
11,286,755
7,749,748
30,627,389
21,780,320
Gross margin
62 %
61 %
62 %
61 %
Adjusted EBITDA(1)
2,843,977
2,060,212
3,832,162
(1,816,631)
Net increase in cash and cash
equivalents during the period
428,553
411,023
688,327
(1,387,290)
Cash and cash equivalents – end of
the period
3,300,439
2,612,112
3,300,439
2,612,112
For the three months ended
For the twelve months ended
December 31,
2024
December 31,
2023
December 31,
2024
December 31,
2023
$
$
$
$
Income (Loss) for the period
1,194,528
1,132,414
(110,875)
(4,764,536)
Finance Costs
329,055
343,207
1,292,344
1,049,140
Interest earned
(7,957)
(7,514)
(41,568)
(7,514)
Amortization of intangible Assets
45,053
47,127
193,668
162,261
Stock-based compensation
53,129
253,071
216,037
721,285
Loss on loan forgiveness
935,567
–
935,567
–
Amortization of lease
148,627
162,479
689.255
605,899
Income taxes
8,600
(24,896)
41,606
(8,445)
Foreign exchange differences
7,379
12,433
20,151
16,588
State and local taxes
1,457
16,498
42,340
59,340
Loss on disposal of intangibles
–
6,612
–
6,612
Severance expenses
128,539
118,771
553,637
342,739
Adjusted EBITDA
2,843,977
2,060,212
3,832,162
(1,816,631)
1 See “Use of Non-IFRS Measures” below
The financial disclosures in this news release are subject to a number of cautionary statements, assumptions, contingencies and risks as set forth in this news release. The foregoing outlook and expectations constitute forward-looking statements and financial outlook and are qualified in their entirety by the “Forward-Looking Statements” cautionary statement below. Readers are cautioned that this release if for information purposes only and may not be appropriate for other purposes.
About Sabio
Sabio Holdings (TSXV: SBIO, OTCQB: SABOF) is a technology and services leader in the fast-growing ad-supported streaming space. Its cloud-based, end-to-end technology stack works with top blue chip, global brands and the agencies that represent them to reach, engage, and validate (R.E.V.) streaming audiences.
Sabio consists of a proprietary ad-serving technology platform that partners with the top ad-supported streaming platforms and apps in the world and App Science™, a non-cookie-based software as a service (SAAS) analytics and insights platform with AI natural language capabilities.
For more information, visit: sabio.inc
Use of Non-IFRS Measures
This press release makes reference to certain non-IFRS (International Financial Reporting Standards) measures including, but not limited to, Adjusted EBITDA. These measures do not have a standardized meaning prescribed by IFRS and therefore they may not be comparable to similarly titled measures presented by other companies and should not be considered in isolation nor as a substitute for analysis of financial information reported under IFRS. Rather, these non-IFRS measures are provided as additional information to complement IFRS measures by providing a further understanding of operations from management’s perspective.
Management uses adjusted earnings before interest, income taxes, depreciation, and amortization (“Adjusted EBITDA”) as a key financial metric to evaluate Sabio’s operating performance as a complement to results provided in accordance with IFRS. The term “Adjusted EBITDA”, as defined by management, refers to net income (loss) before adjusting earnings for finance costs, income taxes, stock-based compensation, amortization, non-recurring items, and severance costs. Refer to reconciliation to Adjusted EBITDA under the “Selected Financials” section of this release and in the Company’s MD&A for the three and twelve months ended December 31, 2024 and December 31, 2023, copies of which can be found under Sabio Holdings Inc.’s profile on SEDAR Plus at www.sedarplus.ca
Management believes that the items excluded from Adjusted EBITDA are not connected to and do not represent the operating performance of Sabio. Management believes that Adjusted EBITDA is useful supplemental information as it provides an indication of the results generated by Sabio’s main business activities prior to taking into consideration how those activities are financed and taxed as well as expenses related to stock-based compensation, depreciation, amortization, restructuring costs, other expense (income), and foreign exchange (gain) loss. Accordingly, management believes that this measure may also be useful to investors in enhancing their understanding of Sabio’s operating performance. It is a key measure used by Sabio’s management and board of directors to understand and evaluate Sabio’s operating performance, to prepare annual budgets, and to help develop operating plans.
MI 61-101 Disclosure
The 2024 Loan Forgiveness extended by the Company to Aziz Rahimtoola, the CEO of the Company, constitutes a “related party transaction” as such term is defined in TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the related party participation in the 2024 Loan Forgiveness as neither the fair market value (as determined under MI 61- 101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it will involve interested parties, is expected to exceed 25% of the Company’s market capitalization (as determined under MI 61-101).
Forward-Looking Statements
This press release may contain certain forward-looking information and statements (“forward-looking information”) within the meaning of applicable Canadian securities legislation, which is often, but not always, identified by the use of words such as “believes,” “anticipates,” “plans,” “intends,” “will,” “should,” “expects,” “continue,” “estimate,” “forecasts,” or the negative thereof and other similar expressions. All statements herein other than statements of historical fact constitute forward-looking information, including but not limited to statements in respect of: the success of new product offerings; results, including sales, expenses, and customer retention, of the ad-supported streaming sales; balance sheet and cash flow management; the Company’s outlook for 2025, including expected revenue gains; expected double-digit growth in Q1 2025 and continued sustainable growth in 2025 and greater balance sheet strength going into 2025; and expansion into international markets. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements. The Company undertakes no obligation to comment on analyses, expectations, or statements made by third parties in respect of the Company, its securities, or financial or operating results (as applicable). Although the Company believes that the expectations reflected in forward-looking information in this press release are reasonable, such forward-looking information has been based on expectations, factors, and assumptions concerning future events that may prove to be inaccurate and are subject to numerous risks and uncertainties, certain of which are beyond the Company’s control, including the effect of the macro-economic environment adversely impacting the Company’s business more than anticipated, unexpected funding and cash flow management difficulties, discrepancies in the Company’s preliminary assessment of its financial results, and the other risk factors disclosed in the Company’s annual information form and management’s discussion and analysis (MD&A), which are publicly available on SEDAR Plus at www.sedarplus.ca. The Company has assumed that the material factors referred to herein will not cause such forward-looking statements and information to differ materially from actual results or events. However, there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. The forward-looking information contained in this press release is expressly qualified by this cautionary statement and is made as of the date hereof. The Company disclaims any intention and has no obligation or responsibility, except as required by law, to update or revise any forward-looking information, whether as a result of new information, future events, or otherwise.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information: Sajid Premji, Chief Financial Officer, investor@sabio.inc, Phone: 1.844.974.2662; Sam Wang, Investor Relations, investor@sabio.inc
View original content:https://www.prnewswire.com/news-releases/sabio-announces-audited-2024-results-achieves-record-revenues-and-adjusted-ebitda-profitability-302403663.html
SOURCE Sabio Inc.
Technology
Thomson Reuters Announces Final Results of Exchange Offers and Consent Solicitations and Intention to File Replacement Base Shelf Prospectus
Published
6 minutes agoon
March 17, 2025By

TORONTO, March 17, 2025 /CNW/ — Thomson Reuters (TSX/Nasdaq: TRI), a global content and technology company, announced today the expiry of its previously announced offers to exchange, and related consent solicitations of, certain series of notes (“Old Notes”) of Thomson Reuters Corporation, an Ontario corporation (“TRC”), for new notes (“New Notes”) to be issued by TR Finance LLC (“TR Finance”), an indirect 100% owned U.S. subsidiary of TRC, at 5:00 p.m., New York City time, on March 17, 2025 (the “Expiration Time”). As of the Expiration Time, the aggregate principal amounts of each series of Old Notes listed in the table below had been validly tendered (and not validly withdrawn) for exchange.
As announced on February 11, 2025, TRC is making the exchange offers to optimize the Thomson Reuters group capital structure and align revenue generation to indebtedness and give existing holders of Old Notes the option to receive notes issued by TR Finance with the same financial terms and substantially similar covenants as the applicable series of Old Notes. Thomson Reuters expects the settlement date of the exchange offers to be on or about March 20, 2025.
Final Tender Results
Series of Old Notes Offered
for Exchanged
CUSIP No.
Aggregate
Principal
Amount
Outstanding
Aggregate
Principal Amount
Tendered and
Consents Received
as of the Expiration Time
Percentage of Total
Outstanding Principal
Amount of Such Series of
Old Notes Tendered
and Consenting as of the
Expiration Time
3.350% Notes due 2026
884903BV6
$500,000,000
$440,886,000
88.18 %
5.850% Notes due 2040
884903BH7
$500,000,000
$453,011,000
90.60 %
4.500% Notes due 2043
884903BM6
$119,045,000
$84,325,000
70.83 %
5.650% Notes due 2043
884903BP9
$350,000,000
$336,869,000
96.25 %
5.500% Debentures due 2035
884903AY1
$400,000,000
$373,209,000
93.30 %
The lead dealer manager and solicitation agent for the exchange offers and consent solicitations is:
J.P. MORGAN
383 Madison Avenue
New York, New York 10179
Attention: Liability Management Group
Telephone (Toll-Free): (866) 834-4666
Telephone (Direct): (212) 834-3424
RBC Capital Markets, LLC is serving as co-dealer manager and solicitation agent for the exchange offers and consent solicitations.
The exchange agent and information agent for the exchange offers and consent solicitations (the “Exchange Agent and Information Agent”) is:
D.F. King & Co., Inc.
48 Wall Street
New York, NY 10005
Toll Free: (888) 644-6071
Banks and Brokers Call: (212) 269-5550
Email: tri@dfking.com
The exchange offers and the consent solicitations are being made pursuant to the terms and conditions set forth in TR Finance’s short form prospectus dated March 10, 2025, which forms part of the joint registration statement on Form F-10 and F-4, as amended (the “Registration Statement”), filed with the U.S. Securities and Exchange Commission (“SEC”). Access to the short form prospectus, and any amendments thereto, are provided in accordance with securities legislation relating to the procedures for providing access to such documents. An electronic or paper copy of the short form prospectus relating to the exchange offers and the consent solicitations and any amendment thereto may be obtained, without charge, from the Exchange Agent and Information Agent at their telephone numbers and email address set forth above by providing the Exchange Agent and Information Agent with an email address or address, as applicable. The short form prospectus is also accessible electronically for free on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov. You should read these documents and the documents incorporated by reference therein for more complete information about TRC, TR Finance and the exchange offers and consent solicitations. Neither the SEC nor any state securities commission has approved or disapproved of the securities described herein or determined if the Registration Statement is truthful or complete. Any representation to the contrary is a criminal offense.
The consummation of each exchange offer and consent solicitation is subject to, and conditional upon, the satisfaction or waiver of the conditions described in the prospectus.
Replacement Base Shelf Prospectus
The New Notes will be guaranteed by TRC and certain other wholly-owned subsidiaries of TRC (the “Subsidiary Guarantors”). The Subsidiary Guarantors will guarantee the remaining Old Notes and each other outstanding series of notes issued by TRC on the same basis upon closing of the exchange offers. In order to reflect that guarantee as well as certain other updates, TRC and TR Finance intend to file a new base shelf prospectus that will replace their existing base shelf prospectus dated June 18, 2024 (which will be withdrawn).
General
All amounts referenced herein, including the consideration for the New Notes, are in U.S. dollars. Dates and times are subject to extension.
This press release shall not constitute an offer to sell, or a solicitation of an offer to buy, any of the securities described herein and is also not a solicitation of the related consents. The exchange offers and consent solicitations were made only pursuant to the terms and conditions of the prospectus, the Registration Statement and the other related materials.
Thomson Reuters
Thomson Reuters (TSX/Nasdaq: TRI) informs the way forward by bringing together the trusted content and technology that people and organizations need to make the right decisions. The company serves professionals across legal, tax, audit, accounting, compliance, government, and media. Its products combine highly specialized software and insights to empower professionals with the data, intelligence, and solutions needed to make informed decisions, and to help institutions in their pursuit of justice, truth, and transparency. Reuters, part of Thomson Reuters, is a world leading provider of trusted journalism and news.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS, MATERIAL RISKS AND MATERIAL ASSUMPTIONS
Certain statements in this news release, including, but not limited to, those relating to the exchange offers and the consent solicitations (including all details thereof) and the new base shelf prospectus, are forward-looking. The words “will”, “expect”, “believe”, “target”, “estimate”, “could”, “should”, “intend”, “predict”, “project” and similar expressions identify forward-looking statements. While Thomson Reuters believes that it has a reasonable basis for making the forward-looking statements in this news release, they are not a guarantee of future outcomes and there is no assurance that any of the other events described in any forward-looking statement will materialize. Forward-looking statements are subject to a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from current expectations. Many of these risks, uncertainties and assumptions are beyond the company’s control and the effects of them can be difficult to predict.
Some of the material risk factors that could cause actual results or events to differ materially from those expressed in or implied by forward-looking statements in this news release include, but are not limited to, those discussed on pages 16-27 in the “Risk Factors” section of the company’s 2024 annual report. These and other risk factors are discussed in materials that Thomson Reuters from time-to-time files with, or furnishes to, the Canadian securities regulatory authorities and the SEC.
Except as may be required by applicable law, Thomson Reuters disclaims any obligation to update or revise any forward-looking statements.
CONTACTS
Media
Gehna Singh Kareckas
Senior Director, Corporate Affairs
+1 613 979 4272
gehna.singhkareckas@tr.com
Investors
Gary Bisbee, CFA
Head of Investor Relations
+1 646 540 3249
gary.bisbee@tr.com
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SOURCE Thomson Reuters


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