Enterprising Investor
2 years ago
SWK Holdings Announces Leadership Transition (9/01/22)
Jody Staggs appointed as President and Interim CEO
CEO Winston Black will assist in an interim consulting role after successfully establishing SWK Holdings as a leading life science focused specialty finance company
Portfolio and pipeline remain strong as evidenced by recent closing of two $25 million credit agreements
DALLAS, Sept. 1, 2022 /PRNewswire/ -- SWK Holdings Corporation (Nasdaq: SWKH) ("SWK" or the "Company"), a life science focused specialty finance company catering to small- and mid-sized commercial-stage companies, today announced that Jody Staggs, Managing Director of SWK Holdings, has been promoted to the position of President, effective September 1, 2022, and will serve as interim Chief Executive Officer, effective September 30, 2022. Winston Black, Chairman and CEO, will leave his positions at SWK, effective September 30, 2022.
"Winston has guided SWK as a part of its leadership team from our founding, helping establish the company's disciplined approach to delivering creative, non-dilutive financing structures to small- and mid-sized life sciences companies. As a result of his and the team's efforts, the company has a strong foundation to move forward and focus intently on future shareholder value creation. On behalf of SWK's Board, our employees, and shareholders, I would like to thank Winston for his dedication, hard work, and numerous achievements and wish him well in his future endeavors," said Robert K. Hatcher, Member of SWK Holdings' Board of Directors.
"Jody is an ideal successor to Winston, and I am pleased he will be SWK's new President. He has been instrumental in SWK's strong portfolio performance and improved deal sourcing. Most recently, Jody and the SWK team closed two $25 million financings with Aziyo Biologics and MedMinder Systems, both highly innovative companies," Mr. Hatcher continued. "Jody's life science industry knowledge and network, credit background, and ability to identify investment opportunities should enable SWK to build on its position as a premier life science focused specialty finance company."
Mr. Staggs commented: "I want to thank Winston for his leadership over the past decade. He has transformed SWK from an OTC-listed pool of financial assets to a highly regarded, specialty life science finance company. It has been a pleasure working with and learning from Winston, and I wish him the best in this next chapter."
Mr. Staggs continued: "The SWK team is energized to build from the strong foundation that Winston helped establish. Our underlying business fundamentals are strong and current market conditions are ideal for our creative financing solutions. The existing portfolio is healthy and, with the recently announced deal closings, our investment assets currently total approximately $219 million. We will continue to capitalize on our reputation as a partner of choice for small- and mid-sized life science companies and are intently focused on improving returns for our shareholders."
Mr. Staggs, 41, was a co-founder of PBS Capital, an investment management firm that focused on pharmaceutical royalties and healthcare equities and was a predecessor to SWK's specialty finance business. He joined SWK Holdings in August 2015 and was promoted to Managing Director in January 2020. Prior to joining SWK, Mr. Staggs was a Vice President of Investments at Annandale Capital as well as being the first employee at Dallas-based hedge fund, Alistair Capital. Mr. Staggs was a Senior Portfolio Analyst at Highland Capital where he worked on the firm's healthcare multi-strategy and public equity groups. Mr. Staggs began his career as an equity research associate at Raymond James, where he covered healthcare companies. He was a Walton Scholar and on the Dean's List at the University of Arkansas where he graduated with a B.A. in Finance. He has earned the right to use the Chartered Financial Analyst designation.
About SWK Holdings Corporation
SWK Holdings Corporation is a life science focused specialty finance company partnering with small- and mid-sized commercial-stage healthcare companies. SWK provides non-dilutive financing to fuel the development and commercialization of lifesaving and life-enhancing medical technologies and products. SWK's unique financing structures provide flexible financing solutions at an attractive cost of capital to create long-term value for all SWK stakeholders. SWK's solutions include structured debt, traditional royalty monetization, synthetic royalty transactions, and asset purchases, and typically range in size from $5.0 million to $25.0 million. SWK also owns Enteris BioPharma, whose Peptelligence® and ProPerma® drug delivery technologies create oral formulations of peptide-based and BCS class II, III, and IV small molecules. With Enteris, SWK has the opportunity to grow its finance portfolio by actively creating a wholly owned portfolio of milestones and royalties through licensing activities. Additional information on the life science finance market is available on the Company's website at www.swkhold.com.
https://www.prnewswire.com/news-releases/swk-holdings-announces-leadership-transition-301616147.html
Enterprising Investor
2 years ago
SWK Holdings Corporation Announces Financial Results for Second Quarter 2022 (8/10/22)
Conference Call and Live Audio Webcast Scheduled for Thursday, August 11, 2022, at 10:00 a.m. ET
Corporate Highlights
- Celebrated 10th anniversary as a life science focused specialty finance company catering to small- and mid-sized commercial-stage companies
- Added to Russell 3000® Index, Russell 2000® Index and Russell Microcap® Index
- During the second quarter of 2022, $2.6 million was funded to existing borrowers
- Subsequent to quarter end, closed a new transaction, deploying $5.0 million
- SWK well positioned for current capital markets environment with cash and unfunded credit facility availability totaling $77.1 million as of June 30, 2022
Finance Receivables Segment Update
- For the three months ended June 30, 2022, GAAP net income was $0.6 million, or $0.04 per diluted share, a 96.0% decrease from June 30, 2021
- As of June 30, 2022, non-GAAP tangible finance book value per share was $18.48, a 7.2% increase from June 30, 2021
- Second quarter 2022 finance portfolio effective yield was 14.2%, a 2.0% increase compared with 13.9% for the second quarter 2021
- Second quarter 2022 finance portfolio realized yield was 15.0%, a 790 bps year-over-year decrease
- Second quarter 2022 core finance receivables business adjusted non-GAAP net income was $4.6 million, a 50.3% decrease from the second quarter of 2021
- As of June 30, 2022, total investment assets were $181.4 million, a 14.8% decrease from June 30, 2021
- During the second quarter of 2022, $17.2 million of principal payments and royalty paydowns were received, bringing total loan and royalty repayments to $78.7 million over the last twelve months
- For the trailing twelve months ended June 30, 2022, SWK's core finance receivables segment generated a 12.1% adjusted return on tangible book value
DALLAS, Aug. 10, 2022 /PRNewswire/ -- SWK Holdings Corporation (Nasdaq: SWKH) ("SWK" or the "Company"), a life science focused specialty finance company catering to small- and mid-sized commercial-stage companies, today provided a business update and announced its financial and operating results for the second quarter ended June 30, 2022.
"Over the past several quarters, SWK has had several successful payoffs in the portfolio, which we believe provide a strong endorsement of the innovation we support through our investments. While this, combined with our disciplined underwriting philosophy, led to a material decline in the size of our aggregate portfolio and a corresponding decrease in revenues year over year, we believe our focused stewardship of our shareholders' capital has provided an important benefit going forward – well positioning our balance sheet for the current environment," stated Winston Black, Chairman and CEO of SWK. "During the second quarter, SWK evaluated numerous life science financing opportunities with a focus on high quality assets that, we believe, are positioned to weather the current market volatility and challenging capital market environment. We believe these efforts will lead to additional closed financings in the second half of 2022."
Mr. Black continued, "Our capital position is strong with $55.1 million in cash and an untapped $22.0 million credit facility as of June 30, 2022. Our current liquidity and anticipated debt capital raise efforts will give us greater capacity to execute on new investment opportunities where our creative, non-dilutive financing can accelerate the growth of small and mid-sized life sciences companies and fuel the development and commercialization of lifesaving and life-enhancing technologies. The stock repurchase program SWK re-instituted during the quarter also reflects the Board of Director's confidence in our strategy and financial position and illustrates our ongoing commitment to accretive capital deployment."
Mr. Black concluded, "At the close of the second quarter, SWK was added to the Russell 2000, 3000 and Microcap Indexes, a catalyst that should expand awareness of our company within the investment community, increase liquidity of our stock, and broaden our shareholder base. Further, we recently celebrated our 10th anniversary under our current business strategy. Reflecting on the past 10 years, I am pleased to note that since the fourth quarter of 2012 we have produced consistent returns on our investments and to our shareholders with our book value per share increasing at a 10% compound annual growth rate. Looking ahead, our strategy will continue to focus on identifying companies, technologies and intellectual property to which our investment vehicles are well-suited and where strong risk-adjusted returns are likeliest to be achieved, while working with the team at Enteris BioPharma to unlock additional opportunities for growth."
Second Quarter 2022 Financial Results
During the last twelve month period, there were $78.7 million of loan repayments and royalty paydowns, which were partially offset by $45.0 million of new investments. As a result, income-producing assets (defined as finance receivables and corporate debt securities) totaled $175.0 million as of June 30, 2022. This is a 13.9% decrease compared with income-producing assets of $203.2 million as of June 30, 2021. Total investment assets, which include income-producing assets plus equity-linked securities, totaled $181.4 million as of June 30, 2022, compared to the June 30, 2021 total investment assets of $213.0 million.
For the second quarter 2022, SWK reported total revenue of $6.9 million, a 68.8% decrease compared to $22.3 million for the second quarter 2021. The $15.4 million decrease in revenue consisted of a $10.3 million decrease in Pharmaceutical Development segment revenue, which included $10.0 million of milestone revenue related to Enteris' License Agreement with Cara Therapeutics, Inc. received during the three months ended June 30, 2021, which did not recur during the three months ended June 30, 2022. Finance Receivables segment revenue decreased $5.0 million year-over-year to $6.8 million, with the decrease consisting of a $3.1 million decrease in interest and fees earned on finance receivables that were either paid off or paid down since the second quarter of 2021 and a $4.0 million decrease in net royalty income primarily due to the achievement of return premiums that caused a step down in royalty rates. The decrease in revenue was partially offset by a $2.1 million increase in interest and fees earned due to funding new and existing loans.
Income before taxes for the quarter was $0.7 million compared to $17.5 million for the same period the previous year, a decrease of 96%. The year-over-year decrease is due to a $10.3 million decrease in income from our Pharmaceutical Development segment and a $5.0 million decrease in income from our Finance Receivables segment. The decrease in income before income taxes was also due to a $1.0 million net loss on the change in fair value of our warrant assets and marketable investments. The decrease was partially offset by a $0.5 million decrease in expenses.
GAAP net income for the quarter ended June 30, 2022, decreased 96% to $0.6 million, or $0.04 per diluted share, from $14.0 million, or $1.09 per diluted share for the second quarter 2021.
For the second quarter 2022, non-GAAP adjusted net income was $2.2 million, a decrease from $17.2 million for the second quarter 2021. Non-GAAP adjusted net income for the Finance Receivables segment was $4.6 million, a decrease from $9.3 million for the second quarter 2021.
Book value per share was $21.15 as of June 30, 2022, compared to $20.18 as of June 30, 2021. Tangible financing book value per share totaled $18.48 as of June 30, 2022, a 7.2% increase from $17.23 as of June 30, 2021. Management views tangible financing book value per share as a relevant metric to value the Company's core finance receivable business. Tangible book value per share removes the value of the deferred tax asset from the book value.
Tables detailing SWK's financial performance for the second quarter 2022 are below.
Portfolio Status
At the end of the second quarter 2022, the weighted average projected effective yield of 14.2% for the finance receivables portfolio, including non-accrual positions, increased from 13.9% for the same period of the previous year. The projected effective yield is the rate at which income is expected to be recognized pursuant to the Company's revenue recognition policies, if all payments are received pursuant to the terms of the finance receivables and excludes non-interest earning assets such as warrants and equity investments.
For the second quarter 2022, the realized yield of the finance receivables portfolio was 15.0%, versus 22.9% for the same period the previous year. The realized yield is inclusive of all fees, including all realized unamortized fees, amendment fees, and prepayment fees, and is calculated based on the simple average of finance receivables at the beginning and end of the period. The realized yield is greater than the effective yield due to actual cash collections being greater than modeled.
Non-accrual loans totaled $9.8 million, while non-accrual royalty purchases, net of credit loss allowances, totaled $3.1 million. The $9.8 million loan to Flowonix Medical Inc. remains on non-accrual, and SWK continues to work with the company to achieve a resolution.
Subsequent to quarter end, SWK deployed $5.0 million in a structured debt transaction to Exeevo, Inc., while SWK royalties Beleodaq® and Trio were fully satisfied by achieving their respective multiple of invested capital caps. As of August 9, 2022, SWK had $3.9 million of unfunded commitments.
Corporate Highlights
Celebrated 10th anniversary as a life science focused specialty finance company catering to small- and mid-sized commercial-stage companies
Added to Russell 3000® Index, Russell 2000® Index and Russell Microcap® Index
During the second quarter of 2022, $2.6 million was funded to existing borrowers
Subsequent to quarter end, closed a new transaction, deploying $5.0 million
SWK well positioned for current capital markets environment with cash and unfunded credit facility availability totaling $77.1 million as of June 30, 2022
Finance Receivables Segment Update
For the three months ended June 30, 2022, GAAP net income was $0.6 million, or $0.04 per diluted share, a 96.0% decrease from June 30, 2021
As of June 30, 2022, non-GAAP tangible finance book value per share was $18.48, a 7.2% increase from June 30, 2021
Second quarter 2022 finance portfolio effective yield was 14.2%, a 2.0% increase compared with 13.9% for the second quarter 2021
Second quarter 2022 finance portfolio realized yield was 15.0%, a 790 bps year-over-year decrease
Second quarter 2022 core finance receivables business adjusted non-GAAP net income was $4.6 million, a 50.3% decrease from the second quarter of 2021
As of June 30, 2022, total investment assets were $181.4 million, a 14.8% decrease from June 30, 2021
During the second quarter of 2022, $17.2 million of principal payments and royalty paydowns were received, bringing total loan and royalty repayments to $78.7 million over the last twelve months
For the trailing twelve months ended June 30, 2022, SWK's core finance receivables segment generated a 12.1% adjusted return on tangible book value
DALLAS, Aug. 10, 2022 /PRNewswire/ -- SWK Holdings Corporation (Nasdaq: SWKH) ("SWK" or the "Company"), a life science focused specialty finance company catering to small- and mid-sized commercial-stage companies, today provided a business update and announced its financial and operating results for the second quarter ended June 30, 2022.
"Over the past several quarters, SWK has had several successful payoffs in the portfolio, which we believe provide a strong endorsement of the innovation we support through our investments. While this, combined with our disciplined underwriting philosophy, led to a material decline in the size of our aggregate portfolio and a corresponding decrease in revenues year over year, we believe our focused stewardship of our shareholders' capital has provided an important benefit going forward – well positioning our balance sheet for the current environment," stated Winston Black, Chairman and CEO of SWK. "During the second quarter, SWK evaluated numerous life science financing opportunities with a focus on high quality assets that, we believe, are positioned to weather the current market volatility and challenging capital market environment. We believe these efforts will lead to additional closed financings in the second half of 2022."
Mr. Black continued, "Our capital position is strong with $55.1 million in cash and an untapped $22.0 million credit facility as of June 30, 2022. Our current liquidity and anticipated debt capital raise efforts will give us greater capacity to execute on new investment opportunities where our creative, non-dilutive financing can accelerate the growth of small and mid-sized life sciences companies and fuel the development and commercialization of lifesaving and life-enhancing technologies. The stock repurchase program SWK re-instituted during the quarter also reflects the Board of Director's confidence in our strategy and financial position and illustrates our ongoing commitment to accretive capital deployment."
Mr. Black concluded, "At the close of the second quarter, SWK was added to the Russell 2000, 3000 and Microcap Indexes, a catalyst that should expand awareness of our company within the investment community, increase liquidity of our stock, and broaden our shareholder base. Further, we recently celebrated our 10th anniversary under our current business strategy. Reflecting on the past 10 years, I am pleased to note that since the fourth quarter of 2012 we have produced consistent returns on our investments and to our shareholders with our book value per share increasing at a 10% compound annual growth rate. Looking ahead, our strategy will continue to focus on identifying companies, technologies and intellectual property to which our investment vehicles are well-suited and where strong risk-adjusted returns are likeliest to be achieved, while working with the team at Enteris BioPharma to unlock additional opportunities for growth."
Second Quarter 2022 Financial Results
During the last twelve month period, there were $78.7 million of loan repayments and royalty paydowns, which were partially offset by $45.0 million of new investments. As a result, income-producing assets (defined as finance receivables and corporate debt securities) totaled $175.0 million as of June 30, 2022. This is a 13.9% decrease compared with income-producing assets of $203.2 million as of June 30, 2021. Total investment assets, which include income-producing assets plus equity-linked securities, totaled $181.4 million as of June 30, 2022, compared to the June 30, 2021 total investment assets of $213.0 million.
For the second quarter 2022, SWK reported total revenue of $6.9 million, a 68.8% decrease compared to $22.3 million for the second quarter 2021. The $15.4 million decrease in revenue consisted of a $10.3 million decrease in Pharmaceutical Development segment revenue, which included $10.0 million of milestone revenue related to Enteris' License Agreement with Cara Therapeutics, Inc. received during the three months ended June 30, 2021, which did not recur during the three months ended June 30, 2022. Finance Receivables segment revenue decreased $5.0 million year-over-year to $6.8 million, with the decrease consisting of a $3.1 million decrease in interest and fees earned on finance receivables that were either paid off or paid down since the second quarter of 2021 and a $4.0 million decrease in net royalty income primarily due to the achievement of return premiums that caused a step down in royalty rates. The decrease in revenue was partially offset by a $2.1 million increase in interest and fees earned due to funding new and existing loans.
Income before taxes for the quarter was $0.7 million compared to $17.5 million for the same period the previous year, a decrease of 96%. The year-over-year decrease is due to a $10.3 million decrease in income from our Pharmaceutical Development segment and a $5.0 million decrease in income from our Finance Receivables segment. The decrease in income before income taxes was also due to a $1.0 million net loss on the change in fair value of our warrant assets and marketable investments. The decrease was partially offset by a $0.5 million decrease in expenses.
GAAP net income for the quarter ended June 30, 2022, decreased 96% to $0.6 million, or $0.04 per diluted share, from $14.0 million, or $1.09 per diluted share for the second quarter 2021.
For the second quarter 2022, non-GAAP adjusted net income was $2.2 million, a decrease from $17.2 million for the second quarter 2021. Non-GAAP adjusted net income for the Finance Receivables segment was $4.6 million, a decrease from $9.3 million for the second quarter 2021.
Book value per share was $21.15 as of June 30, 2022, compared to $20.18 as of June 30, 2021. Tangible financing book value per share totaled $18.48 as of June 30, 2022, a 7.2% increase from $17.23 as of June 30, 2021. Management views tangible financing book value per share as a relevant metric to value the Company's core finance receivable business. Tangible book value per share removes the value of the deferred tax asset from the book value.
Tables detailing SWK's financial performance for the second quarter 2022 are below.
Portfolio Status
At the end of the second quarter 2022, the weighted average projected effective yield of 14.2% for the finance receivables portfolio, including non-accrual positions, increased from 13.9% for the same period of the previous year. The projected effective yield is the rate at which income is expected to be recognized pursuant to the Company's revenue recognition policies, if all payments are received pursuant to the terms of the finance receivables and excludes non-interest earning assets such as warrants and equity investments.
For the second quarter 2022, the realized yield of the finance receivables portfolio was 15.0%, versus 22.9% for the same period the previous year. The realized yield is inclusive of all fees, including all realized unamortized fees, amendment fees, and prepayment fees, and is calculated based on the simple average of finance receivables at the beginning and end of the period. The realized yield is greater than the effective yield due to actual cash collections being greater than modeled.
Non-accrual loans totaled $9.8 million, while non-accrual royalty purchases, net of credit loss allowances, totaled $3.1 million. The $9.8 million loan to Flowonix Medical Inc. remains on non-accrual, and SWK continues to work with the company to achieve a resolution.
Subsequent to quarter end, SWK deployed $5.0 million in a structured debt transaction to Exeevo, Inc., while SWK royalties Beleodaq® and Trio were fully satisfied by achieving their respective multiple of invested capital caps. As of August 9, 2022, SWK had $3.9 million of unfunded commitments.
https://www.prnewswire.com/news-releases/swk-holdings-corporation-announces-financial-results-for-second-quarter-2022-301603744.html
Enterprising Investor
8 years ago
SWK Holdings Corporation Announces 2015 Third Quarter Financial Results and Appointment of New CEO (11/16/15)
• Total revenues increased by 53% to approximately $5.7 million for the third quarter of 2015, compared to $3.7 million for the third quarter of 2014
• Recorded a net loss attributable to SWK stockholders of $5.8 million, or ($0.44) per share for the third quarter of 2015, compared to net income attributable to SWK stockholders of $0.4 million, or $0.06 per share for the third quarter of 2014
• Recorded $8.1 million provision for credit losses related to Response Genetics and SynCardia Systems term loans
• Non-GAAP Adjusted net loss of $6.9 million, or ($0.53) per share, for the third quarter of 2015, compared Non-GAAP Adjusted net income of $1.5 million, or $0.22 per share, for the third quarter of 2014
• Executed a 1-for-100 reverse stock split of the common stock, followed by a 10-for-1 forward stock split of the common stock
• Book value of $13.60 per share as of September 30, 2015
• Brett Pope, Chief Executive Officer, will resign effective January 12, 2016, to pursue other interests. Winston Black, currently Managing Director of SWK, will succeed Mr. Pope as Chief Executive Officer.
DALLAS, November 16, 2015 (GLOBE NEWSWIRE) -- SWK Holdings Corporation (SWKH.OB) ("SWK" or the "Company"), a life science focused specialty finance company, announced its third quarter 2015 financial results.
Portfolio Overview
As of September 30, 2015, the Company's total income producing assets were approximately $129.6 million as compared to $102.4 million as of December 31, 2014.
[tables deleted]
SWK has now executed eighteen transactions under its strategy, deploying approximately $168 million across a variety of opportunities:
• $16.3 million in four transactions through which SWK purchased or financed royalties generated by the sales of life science products and related intellectual property;
• $144.1 million in thirteen transactions through which SWK receives interest and other income by advancing capital in the form of secured debt backed by royalties paid by companies in the life science sector;
• $6 million in one transaction through which SWK acquired an indirect interest in the U.S. marketing authorization rights to a pharmaceutical product where SWK ultimately receives cash flow distributions from the product; and
• $1.7 million in one transaction through which SWK purchased shares of preferred stock, which includes $0.2 million in lieu of cash payment.
Revenues
SWK generated revenue of $5.7 million for the three months ended September 30, 2015, driven primarily by $4.1 million in interest and fees earned on our finance receivables and marketable securities, and $1.6 million in income related to our investment in an unconsolidated partnership. For the nine months ended September 30, 2015, revenue totaled $16.9 million and included $12.4 million in interest and fees earned on our finance receivables and marketable securities, and $4.5 million in income related to our investment in an unconsolidated partnership.
SWK generated revenues of $3.7 million for the three months ended September 30, 2014, driven primarily by $1.9 million in interest and fees earned on our finance receivables and $1.8 million in income related to our investment in an unconsolidated partnership. SWK generated revenues of $10.7 million for the nine months ended September 30, 2014, driven primarily by $5.9 million in interest and fees earned on our finance receivables and $4.5 million in income related to our investment in an unconsolidated partnership.
The primary driver behind the increases in revenue was the continued deployment of capital, which increased the Company's investments.
Provision for Credit Losses and Security Impairment Expense
SWK recognized loan credit loss provision expense of $8.1 million and $10.7 million during the three and nine months ended September 30, 2015, respectively, on three term loans for two borrowers based on the Company's impairment analysis performed as of September 30, 2015. The secured loans' carrying values have been reduced to their respective collateral's fair market value, less costs to sell. The Company also recognized impairment expense on one equity security of $3.2 million, to reflect the security at its fair market value as of September 30, 2015.
Costs and Expenses
General and administrative expense consists primarily of employee compensation, stock-based compensation and related costs for employees, Board of Directors, legal and audit expenses, and corporate governance. General and administrative expense was $0.5 million for the three months ended September 30, 2015 compared to $1.1 million for the three months ended September 30, 2014. The decline in expense was attributable to lower stock compensation expense as well as lower incentive compensation expense.
For the nine months ended September 30, 2015, $2.6 million of general and administrative expense remained relatively flat compared to $2.5 million for the nine months ended September 30, 2014 as higher legal, office rent and other administrative expenses were essentially offset by lower stock and incentive compensation expense as noted above.
For the three months ended September 30, 2015, there was no interest expense compared to $0.1 million during the three months ended September 30, 2014, due under the then outstanding loan agreement.
Interest expense for the nine months ended September 30, 2015, was $0.4 million, reflecting the write-off of the remaining unamortized deferred issuance costs upon the expiration of the draw period under our credit agreement. Interest expense for the nine months ended September 30, 2014, was $0.6 million and included $0.5 million of interest due under the loan agreement and $0.1 million of deferred issuance costs amortization.
Other Expense
Other expense for the three months ended September 30, 2015, reflected a net fair market value loss of $2.0 million, on SWK's warrant derivatives compared to a $0.6 million loss during the three months ended September 30, 2014. Other expense for the nine months ended September 30, 2015, reflected a net fair market value loss of $3.2 million, on SWK's warrant derivatives compared to $0.2 million loss during the nine months ended September 30, 2014.
Liquidity and Capital Resources
As of September 30, 2015, SWK had $24.8 million in cash and cash equivalents compared to $58.7 million in cash and cash equivalents as of December 31, 2014.
Net Income and Non-GAAP Adjusted Net Income for the Third Quarter Ended September 30, 2015
Net income under generally accepted accounting principles in the U.S. ("GAAP") for the three months ended September 30, 2015, was a loss of $5.8 million, or ($0.44) per share. The table below eliminates provisions for income taxes and non-cash mark-to-market changes on warrant assets and warrant liability. The following tables provide a reconciliation of our reported (GAAP) statements of operations to the Company's adjusted statements of operations (Non-GAAP) for the three months ended September 30, 2015, and 2014:
The Company reports its financial results in accordance with GAAP (sometimes referred to herein as "reported"). However, management believes that certain non-GAAP financial measures provide users with additional meaningful financial information that should be considered when assessing the Company's ongoing performance. In the presentation above, management has eliminated the following non-cash items: (i) fair-market value of warrants as mark to market changes are non-cash, and (ii) income taxes as the Company has substantial net operating losses to offset against future income. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company's performance. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company's reported results prepared in accordance with GAAP. The Company's non-GAAP financial information does not represent a comprehensive basis of accounting.
Stock Splits
On October 7, 2015, the Company executed a 1-for-100 reverse stock split of its common stock, followed by a 10-for-1 forward stock split of its common stock. The stock split was approved at SWK's 2015 Annual Meeting of Stockholders held on May 20, 2015. At the effective time of the reverse stock split, every 100 shares of the Company's issued and outstanding common stock were automatically combined into one issued and outstanding share of common stock, with no change in par value per share. Holders with less than 100 shares of common stock had their shares repurchased and retired by the Company in the reverse stock split and received cash in lieu of such shares. After the reverse stock split, the Company effected a forward stock split pursuant to which shareholders received 10 shares of common stock for each share of common stock held. No fractional shares were issued in connection with the forward stock split. Stockholders who would otherwise be entitled to receive a fractional share received a cash payment in lieu thereof at a rate of $1.425 per fractional pre-split share. The Company paid $213,000 to repurchase shares from holders with less than 100 shares upon the initial 1-for-100 reverse stock split as well as the fractional shares resulting from the 10-for-1 forward stock split. The 14,714 shares repurchased were retired by the Company upon repurchase. For stockholders owning greater than 100 shares prior to the reverse stock split, the net effective ratio was a 10-to-1 reverse split. The number of shares of common stock underlying the Company's options, warrants, or other rights to acquire shares of common stock was adjusted accordingly. As a result, each stockholder's percentage ownership interest and proportional voting power remains substantially unchanged and the rights and privileges of the holders of the Company's common stock are substantially unaffected.
Chief Executive Officer Change
SWK also announced today that Brett Pope, the Company's Chief Executive Officer, has given notice that he will resign effective January 12, 2016, to pursue other interests. He will also resign from SWK's board of directors effective January 12, 2016. SWK's board of directors has promoted Winston Black, currently Managing Director, to the role of Chief Executive Officer, effective upon Mr. Pope's departure. Messrs. Pope and Black joined SWK in May 2012 to launch the Company's specialty finance business.
Michael Weinberg, Chairman of the Board, stated, "We appreciate Brett's many contributions to the Company over the last three years and wish him the best in his future endeavors. Brett and Winston have effectively built a reputable life science finance platform and we believe SWK is well-positioned for the future. The Company is in capable hands going forward with Winston filling the CEO role."
About SWK Holdings Corporation
SWK Holdings Corporation is a specialized finance company with a focus on the global healthcare sector. SWK partners with ethical product marketers and royalty holders to provide flexible financing solutions at an attractive cost of capital to create long-term value for both SWK's business partners and its investors. SWK believes its financing structures achieve an optimal partnership for companies, institutions and inventors seeking capital for expansion or capital and estate planning by allowing its partners to monetize future cash flow with minimal dilution to their equity stakes. Additional information on the life science finance market is available on the Company's website at www.swkhold.com.
http://globenewswire.com/news-release/2015/11/17/787755/10156324/en/SWK-Holdings-Corporation-Announces-2015-Third-Quarter-Financial-Results-and-Appointment-of-New-CEO.html
Enterprising Investor
9 years ago
SWK Holdings Corporation Announces 2013 Fourth Quarter and Full-Year Financial Results (3/30/15)
Net income and adjusted net income to SWK stockholders of $12.9 million, or $0.31 per share, and $3.0 million, or $0.07 per share, respectively, for fiscal year 2013 vs. a loss of $1.4 million, or $(0.03) per share, for 2012
Completed six transactions during 2013, deploying $33 million of capital
Book value increased 35% in fiscal year 2013 over 2012 to $50.3 million, or $1.21 per diluted share
Dallas, TX, March 31, 2013 – SWK Holdings Corporation (SWKH.OB) (“SWK” or the “Company”), a life science focused specialty finance company, announced today its fourth quarter and full year 2013 financial results.
Fourth Quarter 2013 Highlights:
Increased total revenues by 491% to approximately $3.4 million for the fourth quarter of 2013, compared to $0.6 million for the fourth quarter of 2012.
Increased adjusted net income 648% to approximately $1.9 million, as compared to $0.3 million in the fourth quarter of 2012.
Received approximately $6.5 million in principal repayment and $0.6 million in loan exit fees with the realization of the Nautilus Neurosciences, Inc. term loan.
Funded approximately $16 million into two new transactions.
2013 Highlights:
Total revenues of approximately $6.4 million, an increase of 912% in fiscal year 2013 compared to approximately $0.6 million for 2012.
Total income producing assets (defined as finance receivables, marketable securities and investment in unconsolidated subsidiaries less non-controlling interests) were approximately $37.2 million as of December 31, 2013, compared to $12.5 million as of December 31, 2012.
Valuation allowance of $9.8 million released against the Company's net deferred tax assets.
Transaction capacity increased by $15 million via a new credit facility, with an additional $15 million available upon SWK raising $10 million in net equity proceeds.
$33 million in fresh capital deployed across six new transactions.
Adjusted net income for the fiscal year 2013 and the fourth quarter of 2013 excludes the impact of the benefit to net income from the release of the valuation allowance on net deferred tax assets.
“We embarked in May of 2012 to create a specialty finance company focused on monetizing revenue streams in the life science sector. As we approach the second year anniversary of our efforts, we are very pleased with the significant strides we have made towards building a leading life science alternative capital finance platform,” said Brett Pope, Chief Executive Officer of SWK. "Having deployed $57.5 million of our own capital in nine transactions over the past 15 months, we believe we have demonstrated our ability to find and execute upon attractive opportunities in the sector."
Conference Call Information
SWK will host a conference call Tuesday, April 1 at 4:30 p.m. Eastern Time, to provide an update on the Company. The call will also provide a summary of fourth quarter and full year 2013 financial results.
Investors and the general public are invited to listen to the call by dialing (888) 287-5563 (domestic) or (719) 325-2435 (international) five minutes prior to the start of the call and providing the passcode 9218756. A playback of the call will be available for 7 days after the live event. To access the playback, please dial (888) 203-1112 (domestic) or (719) 457-0820 (international) and enter passcode 9218756.
Portfolio Overview
As of December 31, 2013, the Company's total income producing assets were approximately $37.2 million under generally accepted accounting principles in the U.S. (“GAAP”) as compared to $12.5 million for 2012.
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SWK has funded an additional $12 million since December 31, 2013. Including the Nautilus Neurosciences, Inc. transaction, SWK has now executed nine transactions under its new strategy, deploying approximately $57.5 million across a variety of opportunities:
$11 million in three transactions where SWK purchased or financed royalties generated by the sales of life science products and related intellectual property;
$40.5 million in five transactions where SWK receives interest and other income by advancing capital in the form of secured debt backed by royalties paid by companies in the life science sector; and
$6 million in one transaction where SWK acquired an indirect interest in the U.S. marketing authorization rights to a pharmaceutical product where SWK ultimately receives cash flow distributions from the product.
Revenues
SWK generated revenues of $6.4 million for the year ended December 31, 2013, driven primarily by $3.7 million in interest and fees and $2.8 million in income related to our investment in unconsolidated partnership. SWK generated revenues of $0.6 million for the year ended December 31, 2012.
General and Administrative
General and administrative expenses consist primarily of compensation, stock-based compensation and related costs for management, staff, Board of Directors, legal and audit expenses, and corporate governance. General and administrative expenses decreased by 22% to $1.7 million for the year ended December 31, 2013 from $2.2 million for the year ended December 31, 2012, due to a decrease in professional fees and stock-based compensation expenses.
Interest and Other Income (Expense), net
Interest and other income (expense), net was an expense of $0.2 million for the year ended December 31, 2013, which consisted of $0.2 million fair market value adjustments relating to the Tribute warrant and to our warrant liability, and interest expense of $0.1 million, offset almost entirely by interest income. During the year ended December 31, 2012, interest and other income (expense), net was income of $0.2 million which consisted solely of interest income. The decrease in interest income related to lower interest rates and lower cash balances in the year ended December 31, 2013, compared to the same period in 2012.
Income Tax Benefit
SWK has incurred net operating losses on a consolidated basis for all years from inception through 2012. Accordingly, the Company has historically recorded a valuation for the full amount of gross deferred tax assets, as the future realization of the tax benefit was not “currently more likely than not.” As of December 31, 2013, SWK concluded that it is more likely than not that it will be able to realize an approximately $9.8 million benefit of the U.S. federal and state deferred tax assets in the future. As a result, SWK has released $9.8 million of the valuation allowance against its net deferred tax assets.
As of December 31, 2013, SWK's valuation allowance against deferred tax assets decreased by approximately $21 million due to the write-off of expired deferred tax assets and partial release of the valuation allowance.
As of December 31, 2013, SWK had operating loss carryforwards for federal income tax purposes of approximately $433 million. The federal net operating loss carry forwards if not offset against future income, will expire by 2032, with the majority expiring by 2021.
Liquidity and Capital Resources
As of December 31, 2013, SWK had $7.7 million in cash and cash equivalents, compared to $24.6 million in cash and cash equivalents as of December 31, 2012. As of December 31, 2013, SWK had working capital of $8.7 million, compared to working capital of $26.0 million as of December 31, 2012. The reduction in the Company's working capital is primarily attributable to the net purchase of $22.4 million in finance receivables.
As of December 31, 2013 SWK had $5.0 million outstanding and $10.0 million of available borrowings under our credit facility. SWK estimates its liquidity and capital resources are adequate to fund its operating activities for the twelve months from the balance sheet date. On February 13, 2014, SWK filed a Form S-1 registration statement in conjunction with a future rights offering in which the Company intends to raise up to $12.5 million of gross proceeds. If SWK successfully completes the rights offering, an additional $15.0 million of borrowing capacity will be made available to the Company under its credit facility.
Net Income and Adjusted Net Income for 2013 and the Fourth Quarter of 2013
Net income for the annual and quarterly periods ending December 31, 2013 was $12.9 million, or $0.31 per share, and $11.8 million, or $0.28 per share, respectively. The table below eliminates the benefit to net income from the release of the net deferred tax assets. The following tables provide a reconciliation of our reported (GAAP) statements of operations to our adjusted statements of operations (Non-GAAP) for the three months and full year ended December 31, 2013:
[tables deleted]
Non-GAAP Adjusted net income and its components and Non-GAAP Adjusted basic and diluted EPS are not, and should not be viewed as, substitutes for U.S. GAAP net income and its components and basic and diluted EPS. Despite the importance of these measures to management in goal setting and performance measurement, we stress that these are Non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP and, therefore, have limits in their usefulness to investors. Because of the non-standardized definitions, Non-GAAP Adjusted net income and its components (unlike U.S. GAAP net income and its components) may not be comparable to the calculation of similar measures of other companies. These Non-GAAP financial measures are presented solely to permit investors to more fully understand how management assesses performance.
About SWK Holdings Corporation
SWK Holdings Corporation is a specialized finance company with a focus on the global healthcare sector. SWK partners with ethical product marketers and royalty holders to provide flexible financing solutions at an attractive cost of capital to create long-term value for both SWK’s business partners and its investors. SWK believes its financing structures achieve an optimal partnership for companies, institutions and inventors seeking capital for expansion or capital and estate planning by allowing its partners to monetize future cash flow with minimal dilution to their equity stakes. Additional information on the life science finance market is available on the Company’s website at www.swkhold.com.
http://www.swkhold.com/swk-holdings-corporation-announces-2013-fourth-quarter-full-year-financial-results/
Enterprising Investor
9 years ago
SWK Holdings Corporation Announces 2014 Third Quarter Financial Results and Equity Financing (11/03/14)
-GAAP net income to SWK stockholders of $0.4 million, or $0.01 per share, and, $3.3 million, or $0.07 per share, for the three and nine month periods ending September 30, 2014, respectively, vs. $0.6 million, or $0.01 per share and $1.1 million, or $0.03 per share, for 2013
-Non-GAAP Adjusted net income to SWK stockholders of $2.0 million, or $0.03 per share and $5.7 million, or $0.11 per share, for the three and nine month periods ending September 30, 2014, respectively, vs. $0.8 million, or $0.02 per share and $1.2 million, or $0.03 per share, for 2013
-Book value of $1.32 per share Funded transactions totaling $11.5 million during the third quarter and an additional $36 million since September 30, 2014
-Announced Up to Approximately $115 Million Equity Financing
DALLAS, Nov. 3, 2014 (GLOBE NEWSWIRE) -- SWK Holdings Corporation (SWKH.OB) ("SWK" or the "Company"), a life science focused specialty finance company, announced today its third quarter 2014 financial results and the initiation of its Rights Offering.
Third Quarter 2014 Highlights:
• Increased total revenues by 139% to approximately $3.7 million for the third quarter of 2014, compared to $1.6 million for the third quarter of 2013.
• Increased non-GAAP adjusted net income 158% to approximately $2.0 million, as compared to $0.8 million for the third quarter of 2013.
• Entered into an agreement with Carlson Capital, L.P. and its affiliates to raise up to approximately $115 million in a series of transactions, including the Rights Offering.
• Funded approximately $11.5 million into three transactions.
Year to Date Highlights:
• Total revenues of approximately $10.7 million, an increase of 258% in the first nine months of fiscal 2014 compared to approximately $3.0 million for 2013.
• Increased non-GAAP adjusted net income 375% to approximately $5.7 million, as compared to $1.2 million in 2013.
• Total income producing assets (defined as finance receivables, marketable securities and investment in unconsolidated subsidiaries less non-controlling interests) were approximately $50.6 million as of September 30, 2014, compared to $37.2 million as of December 31, 2013.
• $21.5 million in fresh capital deployed across four transactions.
Brett Pope, Chief Executive Officer of SWK, stated, "We continue to be excited about our progress in building out our life science alternative capital finance platform. We believe that our asset class represents one of the most compelling opportunities on a risk-adjusted return basis. The additional capital provided by our equity offerings gives us much greater capability to capitalize on this attractive niche."
Equity Financing
On August 18, 2014, SWK entered into a Securities Purchase Agreement (the "Purchase Agreement") and related agreements with Carlson Capital, L.P. and its affiliates ("Carlson") pursuant to which in a series of transactions funds affiliated with Carlson (the "Stockholder") will purchase new shares in the Company such that its ownership increases to 69.0%. SWK also agreed as part of the Purchase Agreement to conduct a Rights Offering as part of the series of transactions.
The series of transactions will occur as follows:
(i) First, on August 18, 2014, the Company consummated the issuance of 55,908,000 shares of common stock to the Stockholder at $1.37 per share for total proceeds of approximately $76.6 million.
(ii) Second, a $12.5 million Rights Offering based on a subscription price of $0.86 per share. Existing stockholders, including Carlson based on its 28.9% ownership prior to the share issuance on August 18, 2014, may elect to participate in the Rights Offering on a pro rata basis. The Rights Offering commenced today.
(iii) Lastly, following completion of the Rights Offering, the issuance of a to-be-determined number of shares to Stockholder at a price of $1.37 per share such that Carlson will have a voting 69.0% ownership interest in the Company.
With the Purchase Agreement and the Rights Offering, the Company expects to raise between approximately $89 million and $115 million in equity proceeds, based on non-Carlson stockholder participation in the Rights Offering of zero and 100%, respectively.
Stockholders of record as of October 30, 2014, will be eligible to participate in the Rights Offering. Pursuant to the Rights Offering, holders of shares of common stock will receive non-transferable rights to purchase newly issued shares of common stock of the Company. Each subscription right will entitle stockholders to purchase 0.345662431 shares of common stock of the Company at a subscription price of $0.86 per share. If the Rights Offering is fully subscribed, the Company will issue approximately 14,534,884 shares and receive gross proceeds of approximately $12.5 million. Carlson has agreed to act as a standby purchaser, and under certain circumstances, to acquire shares not subscribed for in the Rights Offering. The Rights Offering is scheduled to expire on November 24, 2014.
The Company intends to use the proceeds from the equity financing for general corporate purposes.
Portfolio Overview
As of September 30, 2014, the Company's total income producing assets were approximately $50.6 million as compared to $37.2 million as of December 31, 2013.
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SWK has funded an additional $36 million since September 30, 2014, through three transactions. SWK has now executed thirteen transactions under its new strategy, deploying approximately $106 million across a variety of opportunities:
• $16 million in four transactions where SWK purchased or financed royalties generated by the sales of life science products and related intellectual property;
• $82.5 million in seven transactions where SWK receives interest and other income by advancing capital in the form of secured debt backed by royalties paid by companies in the life science sector;
• $6 million in one transaction where SWK acquired an indirect interest in the U.S. marketing authorization rights to a pharmaceutical product where SWK ultimately receives cash flow distributions from the product; and
• $1.5 million in one transaction where SWK purchased shares of preferred stock.
Revenues
SWK generated revenues of $3.7 million and $1.6 million for the three-month periods ended September 30, 2014 and 2013, respectively, which were driven primarily by $1.9 million and $0.8 million, respectively, in interest and fees earned on our finance receivables and $1.8 million and $0.6 million, respectively, in income related to our investment in unconsolidated partnerships. SWK generated revenues of $10.7 million and $3.0 million for the nine month periods ended September 30, 2014 and 2013, respectively, which were driven primarily by $5.9 million and $1.7 million, respectively, in interest and fees earned on our finance receivables and $4.5 million and $1.0 million, respectively, in income related to our investment in unconsolidated partnerships.
General and Administrative
General and administrative expenses consist primarily of compensation, stock-based compensation and related costs for management, staff, Board of Directors, legal and audit expenses, and corporate governance. General and administrative expenses increased by 144% to $1.1 million for the three months ended September 30, 2014 from $0.5 million for the three months ended September 30, 2013, due primarily to increased professional fees and compensation expense. Approximately $0.5 million of the increase in compensation expense was due to accelerated vesting of equity compensation triggered by the consummation of the Purchase Agreement transaction. Despite the increase, as a percentage of revenue, general and administrative expenses remained unchanged at 30% between the three months ended September 30, 2014 and 2013. General and administrative expenses increased by 99% to $2.5 million for the nine months ended September 30, 2014, from $1.3 million for the nine months ended September 30, 2013, due to increased professional fees and compensation expense. As a percentage of revenue, general and administrative expenses decreased to 24% for the nine months ended September 30, 2014 compared to 43% for the nine months ended September 30, 2013.
Interest and Other Income (Expense), net
Interest and other income (expense), net was an expense of approximately $0.7 million for the three months ended September 30, 2014, which consisted primarily of an approximately $0.6 million fair market value loss relating to the Tribute and Response Genetics warrants and to our warrant liability, and interest expense of approximately $0.1 million relating to our loan credit agreement. During the three months ended September 30, 2013, interest and other income (expense), net was an expense of approximately $0.1 million, which consisted primarily of an approximately $0.1 million fair market value loss relating to the Tribute warrant and to our warrant liability.
Interest and other income (expense), net was an expense of approximately $0.7 million for the nine months ended September 30, 2014, which consisted primarily of an approximately $0.2 million fair market value loss relating to the Tribute and Response Genetics warrants and to our warrant liability, and interest expense of approximately $0.6 million relating to our loan credit agreement. During the nine months ended September 30, 2013, interest and other income (expense), net was an expense of approximately $0.1 million, which consisted primarily of an approximately $0.1 million fair market value loss relating to the Tribute warrant and to our warrant liability, and a nominal amount of interest expense relating to our loan credit agreement, offset by interest income on cash.
Liquidity and Capital Resources
As of September 30, 2014, SWK had $69.2 million in cash and cash equivalents, compared to $7.7 million in cash and cash equivalents as of December 31, 2013. As of September 30, 2014, SWK had working capital of $70.8 million, compared to working capital of $8.7 million as of December 31, 2013. The increase in the Company's working capital is primarily attributable to the Purchase Agreement, decreased by the net purchase of $11.7 million in finance receivables.
As of September 30, 2014, SWK had $0 outstanding and $19.0 million of available borrowings under our credit facility. SWK estimates its liquidity and capital resources are adequate to fund its operating activities for the twelve months from the balance sheet date. On November 3, 2014, SWK launched a rights offering in which the Company intends to raise up to $12.5 million of gross proceeds. Contemporaneous with the closing of the rights offering, the Company will complete the final stage of the equity offering.
Net Income and Non-GAAP Adjusted Net Income for the Third Quarter and the Nine Month Periods Ending September 30 of 2014
Net income under generally accepted accounting principles in the U.S. ("GAAP") for the three and nine month periods ending September 30, 2014, was $0.4 million, or $0.01 per share, and $3.3 million, or $0.07 per share, respectively. The table below eliminates provisions for income taxes, non-cash mark-to-market changes on warrant assets and our warrant liability, and stock compensation expense due to accelerated vesting triggered by the consummation of the Purchase Agreement transaction. The following tables provide a reconciliation of our reported (GAAP) statements of operations to our adjusted statements of operations (Non-GAAP) for the three and nine months ended September 30, 2014:
[table deleted]
The Company reports its financial results in accordance with GAAP (sometimes referred to herein as "reported"). However, management believes that certain non-GAAP financial measures provide users with additional meaningful financial information that should be considered when assessing the Company's ongoing performance. In the presentation above, management has eliminated the following non-cash items: (i) transaction-related stock compensation expense as it was a one-time expense triggered by the Purchase Agreement, (ii) fair-market value of warrants as mark to market changes are non-cash, and (iii) income taxes as the Company has substantial net operating losses to offset against future income. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company's performance.
Non-GAAP Adjusted net income and its components and Non-GAAP Adjusted basic and diluted EPS are not, and should not be viewed as, substitutes for GAAP net income and its components and basic and diluted EPS. Despite the importance of these measures to management in goal setting and performance measurement, we stress that these are Non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP and, therefore, have limits in their usefulness to investors. Because of the non-standardized definitions, Non-GAAP Adjusted net income and its components (unlike U.S. GAAP net income and its components) may not be comparable to the calculation of similar measures of other companies.
About SWK Holdings Corporation
SWK Holdings Corporation is a specialized finance company with a focus on the global healthcare sector. SWK partners with ethical product marketers and royalty holders to provide flexible financing solutions at an attractive cost of capital to create long-term value for both SWK's business partners and its investors. SWK believes its financing structures achieve an optimal partnership for companies, institutions and inventors seeking capital for expansion or capital and estate planning by allowing its partners to monetize future cash flow with minimal dilution to their equity stakes. Additional information on the life science finance market is available on the Company's website at www.swkhold.com.
About the Rights Offering
The Rights Offering will be made only by means of a prospectus filed with the SEC. The prospectus, including any supplements or amendments thereto, contains important information about the Rights Offering and SWK, and holders of subscription rights are urged to read the prospectus carefully. Questions about the Rights Offering or requests for additional copies of the rights offering documents may be directed to Georgeson Inc., SWK's information agent for the Rights Offering, by calling: (800) 223-2064 (banks and brokers) or (800) 733-6198 (United States and Canada) or (800) 223-2064 (Outside United States and Canada) for all others.
The shares of common stock to be issued to Carlson following the Rights Offering will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
This announcement shall not constitute an offer to sell, or the solicitation of an offer to buy, rights or common stock, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.
http://globenewswire.com/news-release/2014/11/03/679238/10105968/en/SWK-Holdings-Corporation-Announces-2014-Third-Quarter-Financial-Results-and-Equity-Financing.html#sthash.7zoxVOeg.dpuf
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