UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
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(State or other jurisdiction of |
(Commission |
(IRS Employer |
incorporation or organization) |
File Number) |
Identification Number) |
(Address of principal executive offices)
(
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading symbol(s) |
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Name of each exchange on which registered |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On August 2, 2023, the Registrant issued a press release announcing its financial results for the quarter ended June 30, 2023. The text of the press release is included as Exhibit 99.1 to this Form 8-K.
The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
ITEM 7.01. REGULATION FD DISCLOSURE.
The Registrant issued a press release, filed herewith as Exhibit 99.1, and by this reference incorporated herein, on August 2, 2023 announcing the declaration of a quarterly dividend of $0.10 per share. The dividend is payable on October 6, 2023 to stockholders of record as of September 15, 2023.
The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit Number |
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Description |
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
-2-
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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BLACKROCK CAPITAL INVESTMENT CORPORATION |
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Date: August 2, 2023 |
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By: |
/s/ Chip Holladay |
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Name: Chip Holladay |
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Title: Interim Chief Financial Officer and Treasurer |
-3-
EXHIBIT 99.1
Investor Contact: |
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Press Contact: |
Nik Singhal |
|
Christopher Beattie |
212.810.5427 |
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646.231.8518 |
BlackRock Capital Investment Corporation Reports Financial Results for the Quarter Ended June 30, 2023, Declares Quarterly Cash Dividend of $0.10 per Share
New York, August 2, 2023 – BlackRock Capital Investment Corporation (NASDAQ:BKCC) (“BCIC” or the “Company,” “we,” “us” or “our”) announced today that its Board of Directors declared a quarterly dividend of $0.10 per share, payable on October 6, 2023 to stockholders of record at the close of business on September 15, 2023.
“We are pleased to see the successful transformation of the Company’s portfolio, which now represents a well diversified pool of income producing assets, with a first lien heavy orientation. With a relatively modest leverage ratio of 0.86x, we have the flexibility to selectively grow our portfolio and continue to increase our earnings power. For the fourth consecutive quarter, our NII covered our $0.10 dividend, with a robust coverage of 123% for the quarter,” said James E. Keenan, Chairman and Interim CEO of the Company. “We ended the quarter with a well-diversified portfolio of 121 companies, more than double the number of portfolio companies we held at the end of 2020. At quarter-end, 84% of our portfolio consisted of first lien investments, up from 74% at the end of 2021 and 50% at the end of 2020."
“Even as the overall lending activity remains muted in this rising interest rate environment, we have been able to take advantage of our investing capacity and selectively grow our loan portfolio. While origination activity is lower than historical levels, we are seeing better pricing, less levered capital structures and ability to negotiate better structural protections. We added 3 new portfolio companies during the second quarter, drawing upon the power of the BlackRock platform. We deployed $21 million in the quarter on a gross basis – almost entirely in first lien loans. This was our fifth consecutive quarter with net positive deployment, totaling approximately $105 million of investments into new and existing portfolio companies over that period,” Mr. Keenan continued.
“Against the macroeconomic backdrop of continued inflation, higher interest rates, and softening consumer demand, we remain conservative in underwriting new investments and vigilant in monitoring our existing portfolio. We believe we are well positioned to withstand the impact of a deteriorating economic environment. Our credit quality remains solid, with no new non-accrual investments in the second quarter, demonstrating our unwavering focus on our strong credit culture.” Mr. Keenan concluded.
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June 30, 2023 |
December 31, 2022 |
December 31, 2021 |
December 31, 2020 |
Portfolio Composition |
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|
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First Lien Debt |
84% |
79% |
74% |
50% |
Second Lien Debt |
12% |
16% |
19% |
27% |
Junior Capital1 |
4% |
5% |
7% |
23% |
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Portfolio Company Count |
121 |
116 |
86 |
55 |
Non-Core Assets |
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Portfolio Company Count2 |
1 |
3 |
5 |
6 |
Fair Market Value ("FMV", in Millions)3 |
— |
9 |
26 |
42 |
% of investments, at FMV3 |
— |
2% |
5% |
9% |
_______________________________________________
Financial Highlights
|
Q2 2023 |
Q1 2023 |
Q2 2022 |
|||
($'s in millions, except per share data)2 |
Total Amount |
Per Share |
Total Amount |
Per Share |
Total Amount |
Per Share |
|
|
|
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|
|
|
Net Investment Income/(loss) |
$8.9 |
$0.12 |
$8.9 |
$0.12 |
$7.1 |
$0.10 |
Net realized and unrealized gains/(losses) |
$(7.4) |
$(0.10) |
$(0.3) |
— |
$(9.7) |
$(0.13) |
Basic earnings/(losses) |
$1.5 |
$0.02 |
$8.5 |
$0.12 |
$(2.5) |
$(0.03) |
Dividends declared |
$7.3 |
$0.10 |
$7.3 |
$0.10 |
$7.4 |
$0.10 |
Net Investment Income/(loss), as adjusted1 |
$8.9 |
$0.12 |
$8.9 |
$0.12 |
$6.0 |
$0.08 |
Basic earnings/(losses), as adjusted1 |
$1.5 |
$0.02 |
$8.5 |
$0.12 |
$(3.6) |
$(0.05) |
_______________________________________________
($'s in millions, except per share data) |
June 30, 2023 |
March 31, 2023 |
December 31, 2022 |
June 30, 2022 |
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Total assets |
$619.0 |
$602.5 |
$589.1 |
$585.3 |
Investment portfolio, at FMV |
$595.8 |
$587.8 |
$570.5 |
$557.4 |
Debt outstanding |
$283.2 |
$263.1 |
$253.0 |
$237.0 |
Total net assets |
$314.0 |
$319.8 |
$318.5 |
$335.4 |
Net asset value per share |
$4.33 |
$4.41 |
$4.39 |
$4.57 |
Net leverage ratio1 |
0.86x |
0.81x |
0.77x |
0.64x |
_______________________________________________
-2-
Business Updates
Second Quarter Financial Updates
Portfolio and Investment Activity*
($’s in millions) |
Three Months Ended |
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June 30, 2023 |
March 31, 2023 |
June 30, 2022 |
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Investment deployments |
$20.8 |
$37.6 |
$73.5 |
Investment exits |
$6.5 |
$20.7 |
$25.1 |
Number of portfolio company investments at end of period |
121 |
121 |
100 |
Weighted average yield of debt and income producing equity securities, at FMV |
12.9% |
12.5% |
9.3% |
% of Portfolio invested in Secured debt, at FMV |
96% |
95% |
94% |
% of Portfolio invested in Unsecured/subordinated debt, at FMV |
3% |
4% |
4% |
% of Portfolio invested in Equity, at FMV |
1% |
1% |
2% |
Average investment by portfolio company, at amortized cost |
$5.7 |
$5.6 |
$6.3 |
_______________________________________________
*Balance sheet amounts and yield information above are as of period end.
-3-
New Portfolio Companies
Incremental Investment /Funding Primarily in the Following Existing Portfolio Companies
Liquidity and Capital Resources
-4-
Conference Call
BlackRock Capital Investment Corporation will host a webcast/teleconference at 10:00 a.m. (Eastern Time) on Thursday, August 3, 2023, to discuss its second quarter 2023 financial results. All interested parties are welcome to participate. You can access the teleconference by dialing, from the United States, (877) 400-0505 or from outside the United States, +1 (773) 305-6865, 10 minutes before 10:00 a.m. and referencing the BlackRock Capital Investment Corporation Conference Call (ID Number 9021727). This teleconference can also be accessed using Microsoft Edge, Google Chrome, or Firefox via this link: Second Quarter 2023 Earnings Call. Once clicked-on, please enter your information to be connected. Please note that the link becomes active 15 minutes prior to the scheduled start time. A live, listen-only webcast will also be available via the investor relations section of www.blackrockbkcc.com.
The teleconference and the webcast will be available for replay by 3:00 p.m. on Thursday, August 3, 2023 and ending at 3:00 p.m. on Thursday, August 17, 2023. The replay of the teleconference can be accessed via the following link: Second Quarter 2023 Earnings Call Replay. To access the webcast, please visit the investor relations section of www.blackrockbkcc.com.
Prior to the webcast/teleconference, an investor presentation that complements the earnings conference call will be posted to BlackRock Capital Investment Corporation’s website within the Presentations section of the Investors page.
About BlackRock Capital Investment Corporation
Formed in 2005, BlackRock Capital Investment Corporation is a business development company that provides debt and equity capital to middle-market companies.
The Company's investment objective is to generate both current income and capital appreciation through debt and equity investments. We invest primarily in middle-market companies in the form of senior debt securities and loans, and our investment portfolio may include junior secured and unsecured debt securities and loans, each of which may include an equity component.
-5-
BlackRock Capital Investment Corporation
Consolidated Statements of Assets and Liabilities
|
June 30, 2023 (Unaudited) |
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December 31, 2022 |
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Assets |
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Investments at fair value: |
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|
|
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Non-controlled, non-affiliated investments (cost of $605,038,194 and $569,528,145) |
$580,838,411 |
|
$551,686,646 |
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Non-controlled, affiliated investments (cost of $1,139,598 and $3,849,638) |
— |
|
3,574,438 |
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Controlled investments (cost of $84,419,465 and $84,922,381) |
14,999,000 |
|
15,228,000 |
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Total investments at fair value (cost of $690,597,257 and $658,300,164) |
595,837,411 |
|
570,489,084 |
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Cash and cash equivalents |
12,405,398 |
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9,531,190 |
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Interest, dividends and fees receivable |
6,836,319 |
|
5,515,446 |
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Due from broker |
2,097,000 |
|
1,946,507 |
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Deferred debt issuance costs |
1,347,337 |
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1,055,117 |
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Receivable for investments sold |
36,986 |
|
12,096 |
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Prepaid expenses and other assets |
403,727 |
|
510,706 |
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Total assets |
$618,964,178 |
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$589,060,146 |
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Liabilities |
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Debt (net of deferred issuance costs of $828,843 and $996,839) |
$283,171,157 |
|
$253,003,161 |
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Dividends payable |
7,257,191 |
|
7,257,191 |
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Income incentive fees payable |
7,165,434 |
|
3,403,349 |
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Management fees payable |
2,221,908 |
|
2,186,540 |
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Interest and debt related payables |
1,698,635 |
|
738,719 |
|
Interest Rate Swap at fair value |
1,445,045 |
|
1,332,299 |
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Accrued administrative expenses |
288,454 |
|
397,299 |
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Payable for investments purchased |
1,463 |
|
600,391 |
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Accrued expenses and other liabilities |
1,685,832 |
|
1,618,844 |
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Total liabilities |
304,935,119 |
|
270,537,793 |
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Net Assets |
|
|
|
|
Common stock, par value $.001 per share, 200,000,000 common shares authorized, 84,481,797 issued and 72,571,907 outstanding |
84,482 |
|
84,482 |
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Paid-in capital in excess of par |
850,199,351 |
|
850,199,351 |
|
Distributable earnings (losses) |
(462,881,072) |
|
(458,387,778) |
|
Treasury stock at cost, 11,909,890 shares held |
(73,373,702) |
|
(73,373,702) |
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Total net assets |
314,029,059 |
|
318,522,353 |
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Total liabilities and net assets |
$618,964,178 |
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$589,060,146 |
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Net assets per share |
$4.33 |
|
$4.39 |
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-6-
BlackRock Capital Investment Corporation
Consolidated Statements of Operations
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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||||
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|
June 30, 2023 |
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June 30, 2022 |
|
June 30, 2023 |
|
June 30, 2022 |
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Investment income |
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|
|
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Interest income (excluding PIK): |
|
|
|
|
|
|
|
|
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Non-controlled, non-affiliated investments |
|
$18,541,747 |
|
$11,646,011 |
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$35,954,222 |
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$23,252,914 |
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PIK interest income: |
|
|
|
|
|
|
|
|
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Non-controlled, non-affiliated investments |
|
999,236 |
|
126,140 |
|
2,028,467 |
|
249,158 |
|
Non-controlled, affiliated investments |
|
— |
|
116,572 |
|
31,794 |
|
232,468 |
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PIK dividend income: |
|
|
|
|
|
|
|
|
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Non-controlled, non-affiliated investments |
|
89,040 |
|
78,729 |
|
175,382 |
|
154,611 |
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Other income: |
|
|
|
|
|
|
|
|
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Non-controlled, non-affiliated investments |
|
311,438 |
|
301,503 |
|
515,561 |
|
562,091 |
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Total investment income |
|
19,941,461 |
|
12,268,955 |
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38,705,426 |
|
24,451,242 |
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Operating expenses |
|
|
|
|
|
|
|
|
|
Interest and other debt expenses |
|
5,482,450 |
|
2,860,691 |
|
10,200,681 |
|
5,589,642 |
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Management fees |
|
2,221,908 |
|
1,947,167 |
|
4,352,380 |
|
4,007,031 |
|
Incentive fees on income |
|
1,886,182 |
|
69,343 |
|
3,762,085 |
|
88,356 |
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Incentive fees on capital gains(1) |
|
— |
|
(1,073,068) |
|
— |
|
(1,544,569) |
|
Director fees |
|
299,375 |
|
153,125 |
|
449,000 |
|
306,250 |
|
Administrative expenses |
|
288,454 |
|
299,262 |
|
581,088 |
|
664,769 |
|
Professional fees |
|
249,734 |
|
207,489 |
|
443,161 |
|
510,346 |
|
Insurance expense |
|
162,746 |
|
196,114 |
|
323,703 |
|
395,872 |
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Investment advisor expenses |
|
17,094 |
|
25,819 |
|
34,187 |
|
51,638 |
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Other operating expenses |
|
423,298 |
|
462,797 |
|
787,429 |
|
766,596 |
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Total expenses |
|
11,031,241 |
|
5,148,739 |
|
20,933,714 |
|
10,835,931 |
|
|
|
|
|
|
|
|
|
|
|
Net investment income(1) |
|
8,910,220 |
|
7,120,216 |
|
17,771,712 |
|
13,615,311 |
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Realized and unrealized gain (loss) on investments and Interest Rate Swap |
|
|
|
|
|
|
|
|
|
Net realized gain (loss): |
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
195,593 |
|
— |
|
37,802 |
|
825,913 |
|
Non-controlled, affiliated investments |
|
— |
|
— |
|
(441,906) |
|
— |
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Net realized gain (loss) |
|
195,593 |
|
— |
|
(404,104) |
|
825,913 |
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Net change in unrealized appreciation (depreciation): |
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
(6,866,500) |
|
(9,875,353) |
|
(6,358,284) |
|
(12,412,374) |
|
Non-controlled, affiliated investments |
|
— |
|
(352,787) |
|
(864,398) |
|
229,671 |
|
Controlled investments |
|
(171,084) |
|
766,458 |
|
273,916 |
|
922,387 |
|
Interest Rate Swap |
|
(564,538) |
|
(198,694) |
|
(397,754) |
|
(198,694) |
|
Net change in unrealized appreciation (depreciation) |
|
(7,602,122) |
|
(9,660,376) |
|
(7,346,520) |
|
(11,459,010) |
|
Net realized and unrealized gain (loss) |
|
(7,406,529) |
|
(9,660,376) |
|
(7,750,624) |
|
(10,633,097) |
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Net increase (decrease) in net assets resulting from operations |
|
$1,503,691 |
|
$(2,540,160) |
|
$10,021,088 |
|
$2,982,214 |
|
Net investment income per share—basic(1) |
|
$0.12 |
|
$0.10 |
|
$0.24 |
|
$0.18 |
|
Earnings (loss) per share—basic(1) |
|
$0.02 |
|
$(0.03) |
|
$0.14 |
|
$0.04 |
|
Weighted average shares outstanding—basic |
|
72,571,907 |
|
73,667,822 |
|
72,571,907 |
|
73,744,580 |
|
Net investment income per share—diluted(1)(2) |
|
$0.12 |
|
$0.10 |
|
$0.24 |
|
$0.18 |
|
Earnings (loss) per share—diluted(1)(2) |
|
$0.02 |
|
$(0.03) |
|
$0.14 |
|
$0.04 |
|
Weighted average shares outstanding—diluted |
|
72,571,907 |
|
87,860,082 |
|
72,571,907 |
|
89,329,839 |
|
_______________________________________________
-7-
Supplemental Information
The Company reports its financial results on a generally accepted accounting principles (“GAAP”) basis; however, management believes that evaluating the Company’s ongoing operating results may be enhanced if investors have additional non-GAAP basis financial measures. Management reviews non-GAAP financial measures to assess ongoing operations and, for the reasons described below, considers them to be effective indicators, for both management and investors, of the Company’s financial performance over time. The Company’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.
The Company records its liability for incentive fees based on capital gains (if any) by performing a hypothetical liquidation basis calculation at the end of each reporting period, as required by GAAP, which assumes that all unrealized capital appreciation and depreciation is realized as of the reporting date. It should be noted that incentive fees based on capital gains (if any) are not due and payable until the end of the annual measurement period, or every June 30. The incremental incentive fees disclosed for a given period are not necessarily indicative of actual full year results. Changes in the economic environment, financial markets, geopolitical conditions and other parameters could cause actual results to differ from estimates and such differences could be material. There can be no assurance that unrealized capital appreciation and depreciation will be realized in the future, or that any accrued capital gains incentive fee will become payable. Incentive fee amounts on capital gains actually paid by the Company will specifically exclude consideration of unrealized capital appreciation, consistent with requirements under the Investment Advisers Act of 1940 and the Company’s investment management agreement. For a more detailed description of the Company’s incentive fees, please refer to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022, on file with the Securities and Exchange Commission ("SEC").
Computations for the periods below are derived from the Company's financial statements as follows:
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Three Months Ended |
Six Months Ended |
||||||
|
June 30, 2023 |
June 30, 2022 |
June 30, 2023 |
June 30, 2022 |
||||
GAAP Basis: |
|
|
|
|
|
|
|
|
Net Investment Income |
$8,910,220 |
|
$7,120,216 |
|
$17,771,712 |
|
$13,615,311 |
|
Net Investment Income per share |
0.12 |
|
0.10 |
|
0.24 |
|
0.18 |
|
Addback: GAAP incentive fee (reversal) based on capital gains |
— |
|
(1,073,068) |
|
— |
|
(1,544,569) |
|
Addback: GAAP incentive fee based on Income |
1,886,182 |
|
69,343 |
|
3,762,085 |
|
88,356 |
|
Pre-Incentive Fee1: |
|
|
|
|
|
|
|
|
Net Investment Income |
$10,796,402 |
|
$6,116,491 |
|
$21,533,797 |
|
$12,159,098 |
|
Net Investment Income per share |
0.15 |
|
0.08 |
|
0.30 |
|
0.16 |
|
Less: Incremental incentive fee based on Income |
(1,886,182) |
|
(69,343) |
|
(3,762,085) |
|
(88,356) |
|
As Adjusted2: |
|
|
|
|
|
|
|
|
Net Investment Income |
$8,910,220 |
|
$6,047,148 |
|
$17,771,712 |
|
$12,070,742 |
|
Net Investment Income per share |
0.12 |
|
0.08 |
|
0.24 |
|
0.16 |
|
_______________________________________________
Forward-looking statements
This press release, and other statements that BlackRock Capital Investment Corporation may make, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, with respect to BlackRock Capital Investment Corporation’s future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” or similar expressions.
BlackRock Capital Investment Corporation cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which may change over time. Forward-looking statements speak only as of the date they are made, and BlackRock Capital Investment Corporation assumes no duty to and does not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.
In addition to factors previously disclosed in BlackRock Capital Investment Corporation’s SEC reports and those identified elsewhere in this press release, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: (1) our future operating results; (2) our business prospects and the prospects of our
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portfolio companies; (3) the impact of investments that we expect to make; (4) our contractual arrangements and relationships with third parties; (5) the dependence of our future success on the general economy and its impact on the industries in which we invest; (6) the financial condition of and ability of our current and prospective portfolio companies to achieve their objectives; (7) our expected financings and investments; (8) the adequacy of our cash resources and working capital, including our ability to obtain continued financing on favorable terms; (9) the timing of cash flows, if any, from the operations of our portfolio companies; (10) the impact of increased competition; (11) the ability of our investment advisor to locate suitable investments for us and to monitor and administer our investments; (12) potential conflicts of interest in the allocation of opportunities between us and other investment funds managed by our investment advisor or its affiliates; (13) the ability of our investment advisor to attract and retain highly talented professionals; (14) changes in law and policy accompanying the new administration and uncertainty pending any such changes; (15) increased geopolitical unrest, terrorist attacks or acts of war, which may adversely affect the general economy, domestic and local financial and capital markets, or the specific industries of our portfolio companies; (16) changes and volatility in political, economic or industry conditions, the interest rate environment, inflation, credit risk, foreign exchange rates or financial and capital markets; (17) the unfavorable resolution of legal proceedings; and (18) the impact of changes to tax legislation and, generally, our tax position.
BlackRock Capital Investment Corporation’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 1, 2023, identifies additional factors that can affect forward-looking statements.
Available Information
BlackRock Capital Investment Corporation’s filings with the SEC, press releases, earnings releases and other financial information are available on its website at www.blackrockbkcc.com. The information contained on our website is not a part of this press release.
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