25 unchanged sentences
Therefore, we plan to continue to invest in offerings we intend to incorporate into and complement our Communications product lineup.
−Removed: Within most of our target markets, customers require several individual services and/or software providers to meet their investor relations and communications needs.
+Added: Within most of our target markets, customers require several individual services and/or software providers to meet their communications and investor relations needs.
We believe our platform can address all these needs in a single, secure, cloud-based platform - one that offers a customer control, increases efficiencies, demonstrates clear value and, most importantly, delivers consistent and compliant messaging from one centralized platform.
14 unchanged sentences
The acquisition almost doubles our press release customer base and combines what we believe are qualified people and strong distribution, technology and brands.
−Removed: Newswire customers will benefit from the global footprint ACCESSWIRE has built over the last eight years, whereas Issuer Direct’s customers will have access to Newswire’s brand-new media database platform, pitching and monitoring capabilities, as well as its PRO offering.
+Added: Newswire customers will benefit from the global footprint ACCESSWIRE has built over the last eight years, whereas Issuer Direct’s customers will have access to Newswire’s media database platform, pitching and monitoring capabilities, as well as its PRO offering.
Lastly, we believe the acquisition will also result in meaningful operational synergies in the combined company.
81 unchanged sentences
Results of Operations
−Removed: Comparison of results of operations for the three and six-months ended June 30, 2023 and 2022 (in 000’s):
−Removed: Three Months Ended June 30,
+Added: Comparison of results of operations for the three and nine-months ended September 30, 2023 and 2022 (in 000’s):
+Added: Three Months Ended September 30,
Percentage of Revenue (1)
20 unchanged sentences
Income tax provision
−Removed: Six Months Ended June 30,
+Added: Nine Months Ended September 30,
Percentage of Revenue (1)
22 unchanged sentences
Percentage of revenue is calculated as the relevant revenue, expense, income amount divided by total revenue, except for communications and compliance cost of revenue and communications and compliance gross margin, which are divided by the related component of revenue.
−Removed: Total revenue increased $3,844,000, or 66%, to $9,651,000 during the three months ended June 30, 2023, as compared to $5,807,000 for the same period of 2022.
−Removed: Total revenue increased by $7,175,000 or 65%, to $18,270,000 during the six months ended June 30, 2023, as compared to $11,095,000 during the same period of 2022.
−Removed: The increases are primarily attributable to the acquisition of Newswire on November 1, 2022, as well as an increase in revenue from our Compliance revenue stream.
−Removed: Communications revenue increased $2,245,000, or 61% and $5,428,000, or 77% to $5,936,000 and $12,502,000 for the three and six months ended June 30, 2023, respectively, as compared to the same periods of 2022.
+Added: Total revenue increased $2,289,000, or 43%, to $7,569,000 during the three months ended September 30, 2023, as compared to $5,280,000 for the same period of 2022.
+Added: Total revenue increased by $9,464,000 or 58%, to $25,839,000 during the nine months ended September 30, 2023, as compared to $16,375,000 during the same period of 2022.
+Added: The increases in both periods are primarily attributable to the acquisition of Newswire on November 1, 2022.
+Added: An increase in revenue from our Compliance revenue stream also contributed to the increase in revenue for the nine months ended September 30, 2023.
+Added: Communications revenue increased $2,591,000, or 74% and $8,019,000, or 76%, to $6,078,000 and $18,580,000 for the three and nine months ended September 30, 2023, respectively, as compared to the same periods of 2022.
The increase in revenue is primarily related to the acquisition of Newswire, which is all included in Communications revenue.
−Removed: For the six months ended June 30, 2023, we also generated increased revenue from our ACCESSWIRE business, which increased 10% compared to the same period of the prior year, primarily due to an increase in average revenue per release.
−Removed: These increases were partially offset by a decrease in revenue from our events and webcasting business, primarily due to less virtual events and annual meetings during the three and six months ended June 30, 2023, as compared to the prior year.
−Removed: Communications revenue represented 62% and 68% of total revenue during the three and six months ended June 30, 2023, respectively, as compared to 64% for the same periods of 2022.
−Removed: Compliance revenue increased $1,599,000, or 76% and $1,747,000, or 43%, during the three and six months ended June 30, 2023, respectively, as compared to the same periods of 2022.
−Removed: The increase was primarily related to an increase in revenue from our print and proxy fulfillment services due to a few significant transactions which occurred during the period as well as an increase in revenue from our transfer agent services due to an increase in corporate actions and directives during the period.
+Added: For the three and nine months ended September 30, 2023, we also generated increased revenue from our ACCESSWIRE business, which increased 9% and 10%, respectively, compared to the same periods of the prior year.
+Added: These increases were partially offset by a decrease in revenue from our events and webcasting business, primarily due to less virtual events and annual meetings during the three and nine months ended September 30, 2023, as compared to the prior year.
+Added: Communications revenue represented 80% and 72% of total revenue during the three and nine months ended September 30, 2023, respectively, as compared to 66% and 65% for the same periods of 2022.
+Added: Compliance revenue decreased $302,000, or 17%, and increased $1,445,000, or 25%, during the three and nine months ended September 30, 2023, respectively, as compared to the same periods of 2022.
+Added: The decrease during the three months ended September 30, 2023, is primarily attributed to a decrease in revenue from our transfer agent and print and proxy fulfillment services due to a decrease in corporate activity and projects during the quarter.
+Added: The increase for the nine months ended September 30, 2023, was primarily related to an increase in revenue from our print and proxy fulfillment services due to a few significant transactions which occurred during the first half of the year, as well as, an increase in revenue from our transfer agent services due to an increase in corporate actions and directives during the first half of 2023.
Revenue Backlog
−Removed: As of June 30, 2023, our deferred revenue balance was $5,729,000, which we expect to recognize over the next twelve months, compared to $5,405,000 as of December 31, 2022, an increase of 6%.
+Added: As of September 30, 2023, our deferred revenue balance was $5,164,000, which we expect to recognize over the next twelve months, compared to $5,405,000 as of December 31, 2022.
Deferred revenue primarily consists of advance billings for packages of our news distribution product as well as advance billings for subscriptions of our cloud-based products and annual service contracts.
2 unchanged sentences
Compliance cost of revenues consist primarily of direct labor costs, warehousing, logistics, print production materials and postage.
−Removed: Cost of revenues increased $972,000, or 71% and $1,569,000, or 60%, during the three and six months ended June 30, 2023, respectively, as compared to the same periods of 2022.
−Removed: Overall gross margin increased $2,872,000, or 65% and $5,606,000, or 66%, during the three and six months ended June 30, 2023, respectively, as compared to the same periods of 2022.
−Removed: As a result, overall gross margin percentage decreased to 76% for the three months ended June 30, 2023, as compared to 77% during the same period of 2022, however, remained flat during the six months ended June 30, 2023, as compared to the same period of 2022.
−Removed: Cost of revenues associated with our Communications revenue increased $686,000, or 92% and $1,309,000, or 87%, during the three and six months ended June 30, 2023, respectively, as compared to the same periods of 2022.
+Added: Cost of revenues increased $585,000, or 48%, and $2,154,000, or 57%, during the three and nine months ended September 30, 2023, respectively, as compared to the same periods of 2022.
+Added: Overall gross margin increased $1,704,000, or 42% and $7,310,000, or 58%, during the three and nine months ended September 30, 2023, respectively, as compared to the same periods of 2022.
+Added: As a result, overall gross margin percentage decreased to 76% for the three months ended September 30, 2023, as compared to 77% during the same period of 2022, however, overall gross margin remained flat during the nine months ended September 30, 2023, as compared to the same period of 2022.
+Added: Cost of revenues associated with our Communications revenue increased $690,000, or 86% and $2,000,000, also 86%, during the three and nine months ended September 30, 2023, respectively, as compared to the same periods of 2022.
These increases are primarily due to an increase in costs associated with operations of Newswire as well as an increase in distribution costs associated with ACCESSWIRE as we continue to expand our distribution.
−Removed: Gross margin percentage associated with our Communications revenue was 76% and 77% for the three and six-months ended June 30, 2023, respectively, as compared to 80% and 79% during the same periods of 2022.
−Removed: Cost of revenues associated with our Compliance revenue increased $286,000, or 46% and $260,000, or 24%, during the three and six months ended June 30, 2023, respectively, as compared to the same period of 2022.
−Removed: The increase is due to higher print and postage costs associated with the increased revenue from print and proxy fulfillment services during the periods.
−Removed: As a result, gross margin percentage associated with our Compliance revenue increased to 76% and 77% for the three and six-months ended June 30, 2023, respectively, as compared to 71% and 73% for the same periods of 2022.
+Added: Gross margin percentage associated with our Communications revenue was 75% and 77% for the three and nine-months ended September 30, 2023, respectively, as compared to 77% and 78% during the same periods of 2022.
+Added: Cost of revenues associated with our Compliance revenue decreased $105,000, or 26% and increased $154,000, or 10%, during the three and nine months ended September 30, 2023, respectively, as compared to the same periods of 2022.
+Added: The change in cost of revenues is primarily the result of timing of print and proxy fulfillment projects during the respective periods.
+Added: Gross margin percentage associated with our Compliance revenue increased to 80% and 77% for the three and nine-months ended September 30, 2023, respectively, as compared to 77% and 74% for the same periods of 2022.
General and Administrative Expenses
General and administrative expenses consist primarily of salaries, bonuses, stock-based compensation, insurance, fees for professional services, general corporate expenses and facility and equipment expenses.
−Removed: General and administrative expenses were $2,274,000 during the three months ended June 30, 2023, an increase of $711,000, or 45%, as compared to the same period of 2022.
−Removed: General and administrative expenses were $4,606,000 for the six months ended June 30, 2023, an increase of $1,360,000, or 42%, as compared to the same periods of 2022.
−Removed: The increase is primarily driven by additional expenses associated with costs to operate Newswire, one-time transaction and integration costs, employee-related costs and stock compensation expense.
−Removed: These increases were offset by a reduction in executive recruiting fees during the six months ended June 30, 2023, compared to the same period of 2022.
−Removed: As a percentage of revenue, general and administrative expenses were 24% and 25% for the three and six-months ended June 30, 2023, respectively, as compared to 27% and 29% for the same periods of 2022.
+Added: General and administrative expenses were $2,033,000 during the three months ended September 30, 2023, an increase of $376,000, or 23%, as compared to the same period of 2022.
+Added: General and administrative expenses were $6,639,000 for the nine months ended September 30, 2023, an increase of $1,736,000, or 35%, as compared to the same periods of 2022.
+Added: The increase is primarily driven by additional expenses associated with costs to operate Newswire, employee-related costs and stock compensation expense.
+Added: For the nine months ended September 30, 2023, the increase is also related to one-time transactions costs, partially offset by a reduction in executive recruiting fees.
+Added: As a percentage of revenue, general and administrative expenses were 27% and 26% for the three and nine-months ended September 30, 2023, respectively, as compared to 31% and 30% for the same periods of 2022.
Sales and Marketing Expenses
Sales and marketing expenses consist primarily of salaries, stock-based compensation, sales commissions, advertising expenses, tradeshow expenses and other marketing expenses.
−Removed: Sales and marketing expenses were $2,039,000 for the three months ended June 30, 2023, an increase of $668,000, or 49%, as compared to the same period of 2022.
−Removed: Sales and marketing expenses were $4,420,000 for the six months ended June 30, 2023, an increase of $1,785,000, or 68% as compared to the same period of 2022.
+Added: Sales and marketing expenses were $1,838,000 for the three months ended September 30, 2023, an increase of $607,000, or 49%, as compared to the same period of 2022.
+Added: Sales and marketing expenses were $6,258,000 for the nine months ended September 30, 2023, an increase of $2,392,000, or 62%, as compared to the same period of 2022.
These increases are primarily due to the addition of the Newswire sales team.
−Removed: As a percentage of revenue, sales and marketing expenses were 21% and 24% for the three and six months ended June 30, 2023, respectively, as compared to 24% for the same periods of 2022.
+Added: As a percentage of revenue, sales and marketing expenses were 24% for the three and nine months ended September 30, 2023, as compared to 23% and 24% for the same periods of 2022.
Product Development Expenses
Product development expenses consist primarily of salaries, stock-based compensation, bonuses, and licenses to develop new products and technology to complement and/or enhance our platform.
−Removed: Product development expenses increased $318,000, or 149% and $817,000, or 167% to $532,000 and $1,306,000 during the three and six months ended June 30, 2023, respectively, as compared to the same periods of 2022.
+Added: Product development expenses increased $336,000, or 137% and $1,153,000, or 157% to $581,000 and $1,887,000 during the three and nine months ended September 30, 2023, respectively, as compared to the same periods of 2022.
These increases are directly attributed to additional costs associated with Newswire as well as hiring our new Chief Technology Officer.
−Removed: During the three and six months ended June 30, 2023, we capitalized $167,000 costs related to the build of our new artificial intelligence and media database products.
−Removed: As a percentage of revenue, product development expenses were 6% and 7% for the three and six months ended June 30, 2023, respectively, as compared to 4% for the same periods of 2022.
+Added: During the three and nine months ended September 30, 2023, we capitalized $152,000 and $319,000, respectively, of costs related to develop our new artificial intelligence and media database products.
+Added: As a percentage of revenue, product development expenses were 8% and 7% for the three and nine months ended September 30, 2023, respectively, as compared to 5% and 4% for the same periods of 2022.
Depreciation and Amortization Expenses
−Removed: Depreciation and amortization expenses increased $576,000, or 392% and $1,152,000, or 393% during the three and six months ended June 30, 2023, respectively, as compared to the same periods of 2022.
+Added: Depreciation and amortization expenses increased $581,000, or 398%, and $1,733,000, or 395%, during the three and nine months ended September 30, 2023, respectively, as compared to the same periods of 2022.
The increase is attributed to increased amortization associated with intangible assets acquired in the Newswire acquisition.
Interest (expense) income, net
−Removed: We recognized interest expense of $375,000 and $712,000 for the three and six months ended June 30, 2023.
+Added: We recognized interest expense of $368,000 and $1,080,000 for the three and nine months ended September 30, 2023.
Interest expense primarily represents interest attributed to our new, long-term credit agreement as well as interest on our settled $22,000,000 note payable associated with the acquisition of Newswire.
−Removed: There was no interest expense during the three and six months ended June 30, 2022.
−Removed: Interest expense is partially offset by interest income of $94,000 and $193,000 for the three and six months ended June 30, 2023, respectively, from deposit and money market accounts and interest income from our interest rate swap agreement.
−Removed: During the three and six months ended June 30, 2022, interest income amounted to $20,000 and $22,000, respectively.
−Removed: Other income (expense), net
−Removed: During the three months ended June 30, 2023, other income represents the change in fair value of our interest rate swap agreement.
−Removed: During the six months ended June 30, 2023, other expense represents $370,000 paid to extinguish the Seller Note associated with the Newswire transaction, partially offset by other income related to the change in fair value of our interest rate swap agreement.
−Removed: There was no other income or expense during the three and six months ended June 30, 2022.
−Removed: We recognized income tax expense of $482,000 and $434,000 for the three and six months ended June 30, 2023, compared to $327,000 and $501,000 during the same periods of 2022, respectively.
−Removed: For the three and six-month periods ended June 30, 2023 and 2022, the variance between our effective tax rate and the U.S.
−Removed: statutory rate of 21% is primarily attributable to state income tax.
−Removed: The three and six months ended June 30, 2022, was also impacted by additional expense related to Global Intangible Low-Taxed Income inclusion.
+Added: There was no interest expense during the three and nine months ended September 30, 2022.
+Added: Interest expense is partially offset by interest income of $70,000 and $263,000 for the three and nine months ended September 30, 2023, respectively, from deposit and money market accounts and interest income from our interest rate swap agreement.
+Added: During the three and nine months ended September 30, 2022, interest income amounted to $77,000 and $99,000, respectively.
+Added: Other income, net
+Added: During the three months ended September 30, 2023, other income represents the change in fair value of our interest rate swap agreement.
+Added: During the nine months ended September 30, 2023, other income, net represents the change in fair value of our interest rate swap agreement, partially offset by $370,000 paid to extinguish the Seller Note associated with the Newswire transaction.
+Added: There was no other income, net during the three and nine months ended September 30, 2022.
+Added: We recognized income tax expense of $187,000 and $621,000 for the three and nine months ended September 30, 2023, compared to $180,000 and $681,000 during the same periods of 2022, respectively.
+Added: For the three and nine-month periods ended September 30, 2023 and 2022, the variance between our effective tax rate and the U.S.
+Added: statutory rate of 21% is primarily attributable to state income tax and additional expense related to Global Intangible Low-Taxed Income inclusion.
Liquidity and Capital Resources
−Removed: As of June 30, 2023, we had $4,961,000 in cash and cash equivalents and $4,311,000 in net accounts receivable.
−Removed: Current liabilities as of June 30, 2023, totaled $12,084,000 including our, accounts payable, deferred revenue, accrued payroll liabilities, income taxes payable, current portion of long-term debt, current portion of lease liabilities and other accrued expenses.
−Removed: On June 30, 2023, our current liabilities exceeded our current assets by $1,215,000.
+Added: As of September 30, 2023, we had $5,050,000 in cash and cash equivalents and $4,271,000 in net accounts receivable.
+Added: Current liabilities as of September 30, 2023, totaled $11,658,000 including our, accounts payable, deferred revenue, accrued payroll liabilities, income taxes payable, current portion of long-term debt, current portion of lease liabilities and other accrued expenses.
+Added: On September 30, 2023, our current liabilities exceeded our current assets by $866,000.
On March 20, 2023 (the “Closing Date”), the Company entered into a $25 million credit agreement (the “Credit Agreement”) with Pinnacle Bank (“Pinnacle”).
7 unchanged sentences
In order to settle the Secured Note on March 20, 2023, the Company paid $370,000 to the Seller, with the Seller agreeing to forgive $440,000 of interest which would have otherwise been due.
−Removed: The $370,000 payment is recorded in Other income (expense) on the Consolidated statements of operations.
−Removed: As a result, there is no longer any obligation to the Seller as of June 30, 2023.
+Added: The $370,000 payment is recorded in Other income, net on the Consolidated statements of operations.
+Added: As a result, there is no longer any obligation to the Seller as of September 30, 2023.
The Company currently has no plans to utilize the Revolving LOC but may do so in the future.
1 unchanged sentence
Pinnacle’s commitment to fund under the Revolving LOC terminates on September 1, 2024, unless terminated earlier pursuant to the terms of the Credit Agreement.
−Removed: The Company terminated its existing $3,000,000 unsecured line of credit with Fifth Third Bank immediately prior to the Closing Date.
−Removed: As of June 30, 2023, there was no outstanding balance under the Revolving LOC and the interest rate was 7.12%.
+Added: The Company terminated its $3,000,000 unsecured line of credit with Fifth Third Bank immediately prior to the Closing Date.
+Added: As of September 30, 2023, there was no outstanding balance under the Revolving LOC and the interest rate was 7.37%.
The Credit Agreement contains the following financial covenants, which commence with fiscal quarter ended June 30, 2023:
−Removed: a fixed charge coverage ratio of no less than 1.20:1.00 and a leverage ratio requiring that, for each fiscal quarter of the Company ending on or after June 30, 2023 through September 30, 2023, the leverage ratio shall not exceed 2.75:1.00 and for each fiscal quarter of the Company ending after December 31, 2023, the leverage ratio shall not exceed 2.50:1.00.
−Removed: All covenants were successfully exceeded during the three month-period ended June 30, 2023.
+Added: a fixed charge coverage ratio of no less than 1.20:1.00 and a leverage ratio requiring that, for each fiscal quarter of the Company ending on September 30, 2023, the leverage ratio shall not exceed 2.75:1.00 and for each fiscal quarter of the Company ending after December 31, 2023, the leverage ratio shall not exceed 2.50:1.00.
+Added: All covenants were successfully achieved during the three month-period ended September 30, 2023.
The Credit Agreement also contains customary affirmative covenants for a transaction of this nature, including among other things, covenants relating to:
31 unchanged sentences
Free cash flow and adjusted free cash flow are non-GAAP financial measures.
−Removed: For the three and six months ended June 30, 2023 and 2022, free cash flow and adjusted free cash flow were as follows:
−Removed: Three Months Ended June 30,
+Added: For the three and nine months ended September 30, 2023 and 2022, free cash flow and adjusted free cash flow were as follows:
+Added: Three Months Ended September 30,
Net cash provided by operating activities (US GAAP)
3 unchanged sentences
Adjusted free cash flow (Non-GAAP)
−Removed: Six Months Ended June 30,
+Added: Nine Months Ended September 30,
Net cash provided by operating activities (US GAAP)
5 unchanged sentences
This adjustment gives effect to one-time corporate projects, including acquisition and/or integration related expenses, paid during the periods.
−Removed: For the six months ended June 30, 2023, this adjustment gives effect to a one-time payment of approximately $370,000 related to the early termination of the note payable associated with the Newswire acquisition.
−Removed: For the six months ended June 30, 2022, this adjustment gives effect to payment of a one-time executive recruiting fee payment of $60,000.
+Added: For the nine months ended September 30, 2023, this adjustment gives effect to a one-time payment of approximately $370,000 related to the early termination of the note payable associated with the Newswire acquisition.
+Added: For the nine months ended September 30, 2022, this adjustment gives effect to payment of a one-time executive recruiting fee payment of $60,000.
Adjusted EBITDA and adjusted net income are non-GAAP financial measures and should not be considered as a substitute for analysis of our results as reported under US GAAP.
These measures are defined differently by different companies, and accordingly, such measures may not be comparable to similarly titled measures of other companies and have important limitations as an analytical tool.
−Removed: A reconciliation of net income to adjusted EBITDA for the three and six months ended June 30, 2023 and 2022, is presented in the following table (in 000’s):
−Removed: Three Months Ended June 30,
+Added: A reconciliation of net income to adjusted EBITDA for the three and nine months ended September 30, 2023 and 2022, is presented in the following table (in 000’s):
+Added: Three Months Ended September 30,
Depreciation and amortization
2 unchanged sentences
Acquisition and/or integration costs (1)
−Removed: Other non-recurring items (2)
+Added: Other non-recurring expenses (2)
Stock-based compensation expense (3)
Adjusted EBITDA:
−Removed: Six Months Ended June 30,
+Added: Nine Months Ended September 30,
Depreciation and amortization
2 unchanged sentences
Acquisition and/or integration costs (1)
−Removed: Other non-recurring items (2)
+Added: Other non-recurring expenses (2)
Stock-based compensation expense (3)
1 unchanged sentence
This adjustment gives effect to one-time corporate projects, including acquisition and/or integration related expenses, incurred during the periods.
−Removed: For the three months ended June 30, 2023, this adjustment gives effect to a gain recorded on the change in fair value of our interest rate swap of $379,000, partially offset by one-time, non-recurring expenses of $45,000.
−Removed: For the six months ended June 30, 2023, this adjustment gives effect to $370,000 payment related to early extinguishment of our Seller Note and one-time non-recurring expenses of $45,000, partially offset by a gain recorded on the change in fair value of our interest rate swap of $214,000.
−Removed: For the six months ended June 30, 2022, this adjustment gives effect to a one-time executive recruiting fee of $90,000.
+Added: For the three months ended September 30, 2023, this adjustment gives effect to a gain recorded on the change in fair value of our interest rate swap of $165,000.
+Added: For the nine months ended September 30, 2023, this adjustment gives effect to a $370,000 payment related to early extinguishment of our Seller Note and one-time non-recurring expenses of $45,000, partially offset by a gain recorded on the change in fair value of our interest rate swap of $379,000.
+Added: For the nine months ended September 30, 2022, this adjustment gives effect to a one-time executive recruiting fee of $90,000.
The adjustments represent stock-based compensation expense related to awards of stock options, restricted stock units, or common stock in exchange for services.
Although we expect to continue to award stock in exchange for services, the amount of stock-based compensation is excluded as it is subject to change as a result of one-time or non-recurring projects.
−Removed: A reconciliation of net income to adjusted net income for the three and six months ended June 30, 2023 and 2022 is presented in the following table (in 000’s):
−Removed: Three Months Ended June 30,
−Removed: Per diluted share
−Removed: Per diluted share
+Added: A reconciliation of net income to adjusted net income for the three and nine months ended September 30, 2023 and 2022 is presented in the following table (in 000’s):
+Added: Three Months Ended September 30,
Amortization of intangible assets (1)
4 unchanged sentences
Weighted average number of common shares outstanding – diluted
−Removed: Six Months Ended June 30,
−Removed: Per diluted share
−Removed: Per diluted share
+Added: Nine Months Ended September 30,
Amortization of intangible assets (1)
7 unchanged sentences
Although we expect to continue to award stock in exchange for services, the amount of stock-based compensation is excluded as it is subject to change as a result of one-time or non-recurring projects.
−Removed: For the three months ended June 30, 2023, this adjustment gives effect to a gain recorded on the change in fair value of our interest rate swap of $379,000, partially offset by one-time corporate projects, including acquisition and/or integration related expenses incurred during the period of $137,000 and $45,000 related to one-time, non-recurring expenses.
−Removed: For the six months ended June 30, 2023, this adjustment gives effect to one-time corporate projects, including acquisition and/or integration related expenses incurred during the period of $371,000, $370,000 payment related to early extinguishment of our Seller Note and $45,000 of one-time, non-recurring expenses, partially offset by a gain recorded on the change in fair value of our interest rate swap of $214,000.
−Removed: For the six months ended June 30, 2022, this adjustment gives effect to one-time corporate projects, including acquisition and/or integration related expenses incurred during the period of $16,000 and a one-time executive recruiting fee of $90,000.
+Added: For the three months ended September 30, 2023, this adjustment gives effect to a gain recorded on the change in fair value of our interest rate swap of $165,000, partially offset by one-time corporate projects, including acquisition and/or integration related expenses incurred during the period of $59,000.
+Added: For the nine months ended September 30, 2023, this adjustment gives effect to one-time corporate projects, including acquisition and/or integration related expenses incurred during the period of $430,000 and a $370,000 payment related to early extinguishment of our Seller Note and $45,000 of one-time, non-recurring expenses, partially offset by a gain recorded on the change in fair value of our interest rate swap of $379,000.
+Added: For the nine months ended September 30, 2022, this adjustment gives effect to one-time corporate projects, including acquisition and/or integration related expenses incurred during the period of $90,000 and a one-time executive recruiting fee of $90,000.
This adjustment gives effect to the tax impact of all non-GAAP adjustments at the current Federal tax rate of 21%.
2 unchanged sentences
Refer also to the Cautionary Statement Concerning Forward Looking Statements included in this report.
−Removed: Market factors like the current military conflict in Ukraine, instability in global energy markets, global inflation and the increase of interest rates have contributed to significant global economic uncertainty, disrupted global trade and supply chains, adversely impacted many industries, and contributed to significant volatility in financial markets.
+Added: Market factors like the current military conflicts in Ukraine and Israel, instability in global energy markets, global inflation and the increase of interest rates have contributed to significant global economic uncertainty, disrupted global trade and supply chains, adversely impacted many industries, and contributed to significant volatility in financial markets.
Overall, despite many uncertainties in the market regarding the economic outlook, the demand for our platforms and services continues to be stable in a majority of the markets we serve.
The success of our Communications offering has been led by our ACCESSWIRE branded newswire, which is now complemented by the Newswire business, and we believe we will continue to see stable to increased demand for our combined newswire business throughout 2023 and beyond.
−Removed: The transition to a platform subscription model has been and will continue to be key for our long-term sustainable growth.
−Removed: We will also continue to focus on the following key strategic initiatives during the year:
+Added: We believe the transition to a platform subscription model has been and will continue to be key for our long-term sustainable growth.
+Added: We will also continue to focus on the following key strategic initiatives during the remainder of the year into 2024:
Expanding our Communications products and adapting to this changing industry,
15 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.