AMG Advanced Metallurgical Group N.V. Reports Second Quarter 2021 Results

Coronavirus Update

  • AMG regrets to inform you that on July 15, 2021, AMG experienced its first COVID related fatality among its more than 3,000 employees since the beginning of the pandemic. Active cases at AMG have receded to a very low level. We continue to apply all safety measures at our disposal with the highest degree of attention in order to ensure our employees are working in the lowest risk environment possible.

Strategic Highlights

  • The construction of AMG Vanadium’s second spent catalyst recycling facility in Zanesville, Ohio, AMG’s largest capital project, is proceeding as planned.
  • In Nuremberg, Germany, AMG Titanium Alloys & Coatings has started the construction of a plant to produce vanadium electrolytes from spent catalysts, targeting the vanadium battery market.
  • AMG Engineering is building AMG’s first industrial battery, a Hybrid Lithium Vanadium Redox Flow Battery System for use in one of our operating units to flatten production-driven spikes in electricity demand and thereby reduce CO2 emissions and energy costs.
  • The new all-solid-state-battery (ASSB) materials pilot plant of AMG Lithium in Frankfurt, Germany, has provided samples to all of the major battery manufacturers working on the emerging transformation to ASSB technology.

Financial Highlights

  • Revenue increased by 44% to $298.4 million in the second quarter 2021 from $207.6 million in the second quarter 2020.
  • EBITDA was $31.4 million in the second quarter of 2021, over four times higher than second quarter 2020 EBITDA of $7.8 million, marking the fourth straight quarter of sequential improvement.
  • Cash from operating activities was $23.0 million in the second quarter of 2021, and $42.9 on a year-to-date basis, more than double the total cash from operating activities for full year 2020.
  • Net income attributable to shareholders was $3.6 million in the second quarter of 2021 compared to a net loss of $12.5 million in the second quarter of 2020.
  • AMG’s liquidity as of June 30, 2021, was $511 million, with $341 million of unrestricted cash and $170 million of revolving credit availability.
  • AMG declares an interim dividend of €0.10 per ordinary share, to be paid in the third quarter of 2021.
  • In April 2021, AMG issued 3.1 million new shares, generating $119 million of net proceeds and increasing liquidity to approximately $500 million. With this equity raise, in combination with cash on hand and strong projected cash flow from operations, AMG can fully fund its current strategic projects while maintaining strong liquidity.

Amsterdam, 28 July 2021 (Regulated Information) AMG Advanced Metallurgical Group N.V. (“AMG”, EURONEXT AMSTERDAM: “AMG”) reported second quarter 2021 revenue of $298.4 million, a 44% increase over $207.6 million in the second quarter of 2020. EBITDA for the second quarter of 2021 was $31.4 million, the fourth straight quarter of sequential growth after the pandemic low point of $7.8 million in the second quarter of 2020.

Dr. Heinz Schimmelbusch, Chairman of the Management Board and CEO, said, “With regard to COVID, active cases at AMG have receded to a very low level; however it is with our deepest regret that I have to inform you that AMG experienced its first COVID-related fatality. We continue to apply all safety measures at our disposal with the highest degree of attention in order to ensure our employees are working in the lowest risk environment possible.

“All three of AMG’s segments performed well in the second quarter, and global demand for our products continued to strengthen throughout the first half of 2021.

“Market prices for materials across the Company’s portfolio have continued to increase, most notably for our Clean Energy Materials segment, which has delivered EBITDA growth of more than 22% quarter-over-quarter for each of the last five quarters.

“EBITDA for the AMG Critical Materials Technologies segment was $9.6 million for the quarter, the fourth straight quarter of sequentially increasing EBITDA, while achieving a consistent book to bill ratio despite ongoing weakness of the aerospace sector.

“In 2007 we introduced AMG to the public markets as a producer of “critical” materials. The real meaning of “criticality” has become more apparent over time, and in particular, materials associated with electricity storage are now perceived as especially critical, because increased electricity storage is required in order to enable higher utilization of renewable energy production.

“All of AMG’s strategic projects cluster in our Clean Energy Materials segment and all of these projects are proceeding as planned. Each of these projects is oriented toward growing our production of electricity storage materials or increasing our footprint in the circular economy.

  1. AMG Vanadium’s second spent catalyst recycling facility in Zanesville, Ohio, the largest capital project AMG has undertaken to date, is scheduled to come in on time and on budget.
  2. AMG Lithium has signed the engineering contracts and has purchased the site and long-lead items for the battery grade lithium hydroxide refinery in Bitterfeld, Sachsen-Anhalt, Germany.
  3. After extensive tests, a new plant to produce vanadium oxide and vanadium electrolyte materials from spent catalysts is under construction at AMG Titanium Alloys & Coatings in Nuremberg, Germany.
  4. AMG Engineering is building AMG’s first industrial battery, a Hybrid Lithium- Vanadium Redox Flow Battery System for use in one of our operating units to flatten production-driven spikes in electricity demand and thereby reduce CO2 emissions and energy costs. The market potential for this battery concept is very large.”

Key Figures

In 000’s US dollars
Q2 ‘21 Q2 ‘20 Change
Revenue $298,374 $207,610 44%
Gross profit 48,499 20,541 136
Gross margin 16.3% 9.9%
Operating profit (loss) 3,691 (6,690) N/A
Operating margin 1.2% (3.2%)
Net income (loss) attributable to shareholders 3,566 (12,510) N/A
EPS – Fully diluted 0.11 (0.44) N/A
EBIT (1) 20,462 (2,901) N/A
EBITDA (2) 31,401 7,756 305%
EBITDA margin 10.5% 3.7%
Cash from operating activities 23,018 20,333 13%

Notes:

(1)   EBIT is defined as earnings before interest and income taxes. EBIT excludes restructuring, asset impairment, inventory cost adjustments, environmental provisions, exceptional legal expenses, equity-settled share-based payments, and strategic expenses. Beginning January 1, 2021, AMG has altered its calculation of adjusted EBIT to no longer include the impact of foreign exchange. This alteration was made in consideration of a change in the Company’s hedging policy and to better align the reported adjusted EBITDA with the calculation for our bank covenant calculations. Starting January 2021, the Company is no longer hedging certain intergroup balance sheet exposures which will result in higher volatility in our financial results from foreign exchange which we believe is not representative of our operating performance. Foreign exchange gain in the second quarter of 2021 was $0.9 million. Because of this hedging policy change, we did not retroactively apply this change to the prior year figures, otherwise it would have resulted in an increase to the prior period EBIT of $0.5 million.
(2)   EBITDA is defined as EBIT adjusted for depreciation and amortization.

Operational Review

AMG Clean Energy Materials

Q2 ‘21 Q2 ‘20 Change
  Revenue $90,135 $53,054 70%
Gross profit 13,822 1,818 660%
Gross profit before non-recurring items 16,122 4,020 301%
Operating loss (7,415) (5,481) (35%)
EBITDA 12,554 1,279 882%

AMG Clean Energy Materials’ revenue increased by $37.1 million, or 70%, to $90.1 million, driven mainly by higher sales volumes of vanadium, tantalum and lithium concentrate, as well as higher prices in vanadium and lithium concentrate.

Gross profit before non-recurring items during the quarter increased by $12.1 million compared to the same period in the prior year, largely due to the improving price environment and increasing global demand for our products.

SG&A expenses in the second quarter of 2021 were $9.6 million, $2.3 million higher than the second quarter of 2020 due to higher strategic project costs and increased variable compensation expense.

During the quarter, AMG discovered additional slag quantities at its decommissioned site in New Jersey. This material was primarily located below surface level and was inconsistent with earlier estimates. As such, AMG recorded an adjustment to its environmental provision of $11.7 million associated with these higher quantities, and management does not expect any additional remediation to be required. This adjustment negatively impacted operating loss for the period.

The second quarter 2021 EBITDA increased by $11.3 million, to $12.6 million from $1.3 million in the second quarter of 2020, due to the improved gross profit as noted above.

AMG Critical Minerals

Q2 ‘21 Q2 ‘20 Change
Revenue $76,793 $47,908 60%
Gross profit 13,732 6,141 124%
Gross profit before non-recurring items 13,397 6,186 117%
Operating profit 7,009 1,194 487%
EBITDA 9,220 3,648 153%

AMG Critical Minerals’ revenue increased by $28.9 million, or 60%, to $76.8 million, driven by higher sales volumes and higher sales prices across all three business units.

Gross profit before non-recurring items increased by 117% in the second quarter due to increased revenue from each business unit.

SG&A expenses in the second quarter of 2021 increased by $1.9 million, to $6.8 million, primarily due to higher personnel costs in the current period.

The second quarter 2021 EBITDA margin was 12.0%, compared to 7.6% in the same period in the prior year, due to increased profitability as noted above.

AMG Critical Materials Technologies

Q2 ‘21 Q2 ‘20 Change
Revenue $131,446 $106,648 23%
Gross profit 20,945 12,582 66%
Gross profit before non-recurring items 21,059 13,045 61%
Operating profit (loss) 4,097 (2,403) N/A
EBITDA 9,627 2,829 240%

AMG Critical Materials Technologies’ second quarter 2021 revenue increased by $24.8 million, or 23% compared to the same period in 2020. This increase was due to higher revenue from engineering and heat treatment services businesses, and higher sales volumes of titanium aluminides and chrome metal, both of which have begun to recover from the second quarter 2020 pandemic low. Consequently, second quarter 2021 gross profit before non-recurring items increased by $8.0 million, or 61%, to $21.1 million.

SG&A expenses increased by $1.9 million, or 12%, in the second quarter of 2021 compared to the same period in 2020, due to higher personnel costs and higher professional fees during the quarter.

AMG Critical Materials Technologies’ EBITDA increased to $9.6 million during the quarter, compared to $2.8 million in the second quarter of 2020. This was primarily due to higher profitability related to increased activity in the engineering and heat treatment services businesses, as well as the higher sales volumes of titanium aluminides and chrome metal. Since the second quarter of 2020, AMG Critical Materials Technologies’ EBITDA has experienced sequential growth quarter-over-quarter.

Order backlog was $190.6 million as of June 30, 2021, in line with $190.7 million as of March 31, 2021. The Company signed $57.3 million in new orders during the second quarter of 2021, representing a 0.92x book to bill ratio. The quarter benefited from strong orders of remelting and induction furnaces.

Financial Review

Tax

AMG recorded an income tax benefit of $5.6 million in the second quarter of 2021, compared to a benefit of $0.4 million in the same period in 2020. This variance was mainly driven by movements in the Brazilian real offset partially by higher pre-tax income compared to the prior period. The effects of the Brazilian real caused an $12.4 million non-cash deferred tax benefit in the second quarter of 2021 (2020: $3.3 million expense). Movements in the Brazilian real exchange rate impact the valuation of the Company’s net deferred tax positions related to our operations in Brazil.

AMG paid taxes of $2.5 million in the second quarter of 2021, compared to a tax refund of $2.4 million in the second quarter of 2020 which was largely due to international COVID-19 tax measures that enabled AMG to delay most of its tax payments during the prior year’s quarter and higher taxable income in the current year.

Exceptional Items

AMG’s second quarter 2021 gross profit of $48.5 million includes exceptional items, which are not included in the calculation of EBITDA.

A summary of exceptional items included in gross profit in the second quarters of 2021 and 2020 are below:

Exceptional items included in gross profit

    Q2 ‘21 Q2 ‘20 Change
Gross profit $48,499 $20,541 136%
Inventory cost adjustment 1,497 1,093 37%
Restructuring expense 334 370 (10%)
Asset impairment (reversal) expense (640) 81 N/A
Strategic project expense 888 1,166 (24%)
Gross profit excluding exceptional items 50,578 23,251 118%

AMG had a $1.5 million non-cash expense during the second quarter of 2021 as a result of inventory cost adjustments associated with price movements at the beginning of the second quarter which has been adjusted in EBITDA. During the quarter, the Company incurred expenses for expansion projects which are not yet operational. AMG is adjusting EBITDA for these exceptional charges.

Liquidity

June 30, 2021 December 31, 2020 Change
Senior secured debt $363,487 $364,640 —%
Cash & cash equivalents 341,102 207,366 64%
Senior secured net debt 22,385 157,274 (86%)
Other debt 21,235 19,876 7%
Net debt excluding municipal bond 43,620 177,150 (75%)
Municipal bond debt 319,590 319,699 —%
Restricted cash 143,357 208,919 (31%)
Net debt 219,853 287,930 (24%)

AMG had a net debt position of $219.9 million as of June 30, 2021. This decrease was mainly due to the additional issuance of shares which generated $119 million of net proceeds offset by the significant investment in growth initiatives during the quarter, especially in our vanadium expansion in Ohio.

AMG continued to maintain a strong balance sheet and adequate sources of liquidity during the second quarter. As of June 30, 2021, the Company had $341 million in unrestricted cash and cash equivalents and $170 million available on its revolving credit facility. As such, AMG had $511 million of total liquidity as of June 30, 2021.

Net Finance Costs

AMG’s second quarter 2021 net finance costs were $4.8 million compared to $6.3 million in the second quarter of 2020. This decline was mainly driven by favorable foreign exchange movements.

AMG capitalized $3.8 million of interest costs in the second quarter of 2021 compared to $3.7 million in the prior year, driven by interest associated with the Company’s tax-exempt municipal bond supporting the vanadium expansion in Ohio.

SG&A

AMG’s second quarter 2021 SG&A expenses were $33.2 million compared to $27.2 million in the second quarter of 2020, with the variance driven largely by strategic project and personnel costs. The prior period personnel cost had been reduced by cost reduction efforts in response to the onset of the pandemic.

Outlook

Given the current market conditions, we reiterate our confidence in being able to exceed $120 million in EBITDA for full year 2021, as we announced in May, and we expect to continue to sequentially improve our EBITDA quarter-over-quarter for the remainder of the year.

Q2 ‘21 Q2 ‘20
Net income (loss) $4,272 ($12,606)
Income tax benefit (5,580) (413)
Net finance cost * 4,761 5,802
Equity-settled share-based payment transactions ** 1,194 1,254
Restructuring expense 334 370
Inventory cost adjustment 1,497 1,093
Asset impairment (reversal) expense (640) 81
Environmental provision*** 11,651 55
Strategic project expense **** 2,525 1,166
Others 448 297
EBIT 20,462 (2,901)
Depreciation and amortization 10,939 10,657
EBITDA 31,401 7,756

*Beginning January 1, 2021, AMG has altered its calculation of adjusted EBITDA to no longer include the impact of foreign exchange. This alteration was made in consideration of a change in the Company’s hedging policy and to better align the reported adjusted EBITDA with the calculation for our bank covenant calculations. Starting January 2021, the Company is no longer hedging certain intergroup balance sheet exposures which will result in higher volatility in our financial results from foreign exchange which we believe is not representative of our ongoing operating performance. Foreign exchange gain in the second quarter of 2021 was $0.9 million. Because of this hedging policy change, we did not retroactively apply this change to the prior year figures, otherwise it would have resulted in an increase to the prior period adjusted EBIT of $0.5 million.

**Amount includes variable compensation expense which settled in shares in 2021.

***Shieldalloy Metallurgical Corporation (“SMC”), AMG’s subsidiary, has completed the removal of low-level radioactive materials, primarily including slag, from the former storage yard of SMC’s decommissioned Newfield, NJ site. During the quarter, AMG discovered additional slag quantities that were primarily located below surface level and were inconsistent with earlier estimates. As such, AMG recorded an adjustment to its environmental provision of
$11.7 million associated with these higher quantities, and management does not expect any additional remediation to be required. This adjustment negatively impacted operating loss for the period.

****The Company is in the ramp-up phase for three significant strategic expansion projects, including AMG Vanadium’s expansion project, the joint venture with Shell, and the lithium expansion in Germany, which incurred project expenses during the quarter but are not yet operational. AMG is adjusting EBITDA for these exceptional charges.

AMG Advanced Metallurgical Group N.V.
Condensed Interim Consolidated Income Statement
For the quarter ended June 30    
In thousands of US dollars 2021 2020
  Unaudited Unaudited
Continuing operations
Revenue 298,374 207,610
Cost of sales 249,875 187,069
Gross profit 48,499 20,541
Selling, general and administrative expenses 33,232 27,209
Environmental expense 11,651 55
Other income, net (75) (33)
Net other operating expense 11,576 22
Operating profit (loss) 3,691 (6,690)
Finance income (264) (419)
Finance cost 5,025 6,748
Net finance cost 4,761 6,329
Share of loss of associates and joint ventures (238) — 
Loss before income tax (1,308) (13,019)
Income tax benefit (5,580) (413)
Profit (loss) for the period 4,272 (12,606)
Profit (loss) attributable to:
Shareholders of the Company 3,566 (12,510)
Non-controlling interests 706 (96)
Profit (loss) for the period 4,272  (12,606)
 
Earnings (loss) per share
Basic earnings (loss) per share 0.11 (0.44)
Diluted earnings (loss) per share 0.11 (0.44)

 

AMG Advanced Metallurgical Group N.V.
Condensed Interim Consolidated Income Statement
For the six months ended June 30
In thousands of US dollars 2021 2020
Unaudited Unaudited
Continuing operations
Revenue 562,360 485,900
Cost of sales 466,997 422,199
Gross profit 95,363 63,701
Selling, general and administrative expenses 66,325 62,096
Environmental expense 11,711 55
Other income, net (173) (86)
Net other operating expense (income) 11,538 (31)
Operating profit 17,500 1,636
Finance income (474) (1,291)
Finance cost 13,889 13,028
Net finance cost 13,415 11,737
Share of loss of associates and joint ventures (625)
Profit (loss) before income tax 3,460 (10,101)
Income tax (benefit) expense (6,490) 16,102
Profit (loss) for the period 9,950 (26,203)
Profit (loss) attributable to:
Shareholders of the Company 8,665 (26,078)
Non-controlling interests 1,285 (125)
Profit (loss) for the period 9,950 (26,203)
Earnings (loss) per share
Basic earnings (loss) per share 0.29 (0.92)
Diluted earnings (loss) per share 0.28 (0.92)

 

 

AMG Advanced Metallurgical Group N.V.
Condensed Interim Consolidated Statement of Financial Position
In thousands of US dollars June 30, 2021 Unaudited December 31, 2020
Assets
Property, plant and equipment 625,467 551,926
Goodwill and other intangible assets 41,985 43,207
Derivative financial instruments 659 1,894
Other investments 32,404 27,527
Deferred tax assets 65,688 58,081
Restricted cash 143,357 208,919
Other assets 9,817 8,496
Total non-current assets 919,377  900,050 
Inventories 191,638 152,306
Derivative financial instruments 4,688 5,961
Trade and other receivables 151,374 122,369
Other assets 61,821 44,821
Current tax assets 5,439 5,108
Cash and cash equivalents 341,102 207,366
Assets held for sale 1,474 1,005
Total current assets 757,536  538,936 
Total assets 1,676,913  1,438,986 

 

AMG Advanced Metallurgical Group N.V.
Condensed Interim Consolidated Statement of Financial Position
(continued)
In thousands of US dollars June 30, 2021 Unaudited December 31, 2020
Equity
Issued capital 905 831
Share premium 608,194 489,546
Treasury shares (71,481) (80,165)
Other reserves (96,192) (110,593)
Retained earnings (deficit) (181,757) (184,139)
Equity attributable to shareholders of the Company 259,669  115,480 
Non-controlling interests 27,867 25,790
Total equity 287,536 141,270
Liabilities
Loans and borrowings
Loans and borrowings 676,142 673,262
Lease liabilities 44,296 47,092
Employee benefits 181,275 197,158
Provisions 15,387 15,322
       Deferred revenue 23,282 4,361
Other liabilities 14,677 8,237
Derivative financial instruments 3,369 4,389
Deferred tax liabilities 4,605 5,398
Total non-current liabilities 963,033  955,219 
       Loans and borrowings 20,670 23,392
Lease liabilities 4,450 4,789
Short-term bank debt 7,500 7,561
       Deferred revenue 19,212 1,623
Other liabilities 83,425 66,182
Trade and other payables 225,726 164,999
Derivative financial instruments 2,951 10,264
Advance payments from customers 32,323 29,885
Current tax liability 9,614 7,480
Provisions 20,473 26,322
Total current liabilities 426,344 342,497
Total liabilities 1,389,377 1,297,716
Total equity and liabilities 1,676,913 1,438,986

 

AMG Advanced Metallurgical Group N.V.
Condensed Interim Consolidated Statement of Cash Flows
 

For the six months ended June 30

In thousands of US dollars 2021 2020
  Unaudited Unaudited
Cash from operating activities
Profit (loss) for the period 9,950 (26,203)
Adjustments to reconcile net profit (loss) to net cash flows:
Non-cash:
Income tax (benefit) expense (6,490) 16,102
Depreciation and amortization 21,902 21,135
Asset impairment (reversal) expense (776) 98
Net finance cost 13,415 11,737
Share of loss of associates and joint ventures 625
(Gain) loss on sale or disposal of property, plant and equipment (91) 114
Equity-settled share-based payment transactions 2,127 2,744
Movement in provisions, pensions, and government grants 2,647 (6,432)
Working capital and deferred revenue adjustments 14,171 4,724
Cash generated from operating activities 57,480  24,019
Finance costs paid, net (10,053) (8,826)
Income tax (paid) received (4,499) 1,461
Net cash from operating activities 42,928 16,654
Cash used in investing activities
Proceeds from sale of property, plant and equipment 1,055 6
Acquisition of property, plant and equipment and intangibles (78,606) (46,480)
Investments in associates and joint ventures (1,000) (1,000)
Change in restricted cash 65,562 37,254
Interest received on restricted cash 25 1,067
Capitalized borrowing cost (7,795) (7,417)
Other 19 3
Net cash used in investing activities (20,740) (16,567)

 

AMG Advanced Metallurgical Group N.V.
Condensed Interim Consolidated Statement of Cash Flows
(continued)
 

For the six months ended June 30

In thousands of US dollars 2021 2020
  Unaudited Unaudited
Cash from (used) in financing activities
Proceeds from issuance of debt 2,411 6,370
Payment of transaction costs related to debt (390)
Repayment of borrowings (3,127) (2,281)
Net proceeds from (repurchase of) common shares 121,569 (638)
Dividends paid (3,858) (6,167)
Payment of lease liabilities (2,608) (2,167)
Contributions by non-controlling interests 648 368
Net cash from (used) in financing activities 114,645  (4,515)
Net increase (decrease) in cash and cash equivalents 136,833  (4,428)
Cash and cash equivalents at January 1 207,366 226,218
Effect of exchange rate fluctuations on cash held (3,097) (1,479)
Cash and cash equivalents at June 30 341,102 220,311


T
his press release contains inside information within the meaning of Article 7(1) of the EU MarkeAbuse Regulation.

This press release contains regulated information as defined in the Dutch Financial MarketSupervision Act (Wet op het financieel toezicht).

About AMG

AMG is a global critical materials company at the forefront of CO2 reduction trends. AMG produces highly engineered specialty metals and mineral products and provides related vacuum furnace systems and services to the transportation, infrastructure, energy, and specialty metals & chemicals end markets.

AMG Clean Energy Materials combines our recycling and mining operations producing materials for infrastructure and energy storage solutions while reducing the CO2 footprint of both suppliers and customers. Clean Energy Materials spans the vanadium, lithium, and tantalum value chains. AMG Critical Materials Technologies combines our leading vacuum furnace technology line with high-purity materials serving global leaders in the aerospace sector. AMG Critical Minerals consists of our mineral processing operations in antimony, graphite, and silicon metal.

With approximately 3,000 employees, AMG operates globally with production facilities in Germany, the United Kingdom, France, the United States, China, Mexico, Brazil, India, Sri Lanka, and Mozambique, and has sales and customer service offices in Russia and Japan (www.amgnv.com).

For further information, please contact:
AMG Advanced Metallurgical Group N.V.        +1 610 975 4979
Michele Fischer
mfischer@amgnv.com

Disclaimer

Certain statements in this press release are not historical facts and are “forward looking.” Forward looking statements include statements concerning AMG’s plans, expectations, projections, objectives, targets, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs, plans and intentions relating to acquisitions, AMG’s competitive strengths and weaknesses, plans or goals relating to forecasted production, reserves, financial position and future operations and development, AMG’s business strategy and the trends AMG anticipates in the industries and the political and legal environment in which it operates and other information that is not historical information. When used in this press release, the words “expects,” “believes,” “anticipates,” “plans,” “may,” “will,” “should,” and similar expressions, and the negatives thereof, are intended to identify forward looking statements. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that the predictions, forecasts, projections and other forward-looking statements will not be achieved. These forward-looking statements speak only as of the date of this press release. AMG expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained herein to reflect any change in AMG’s expectations with regard thereto or any change in events, conditions, or circumstances on which any forward-looking statement is based.

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