Exhibit 99.3
 |
|
Press
release
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WiLAN Reports Second Quarter 2013 Financial
Results
OTTAWA, Canada – August 8, 2013
– Wi-LAN Inc. (“WiLAN” or the “Company”) (TSX:WIN) (NASD:WILN) today announced financial results
for the second quarter of fiscal year 2013 ended June 30, 2013. All financial information in this press release is reported in
U.S. dollars, unless otherwise indicated.
Second Quarter 2013 Highlights
| · | Revenues of $19.9 million, exceeding guidance of $17.5 million. |
| · | Adjusted earnings amounted to a loss of $762,000, within our guidance
range |
| · | Returned $7.1 million to shareholders in dividend and share buyback
payments. |
| · | Signed license renewal agreement with Samsung Electronics. |
| · | Held cash and cash equivalents and short-term investments of $159.3
million at June 30, 2013. |
“Our second quarter revenues exceeded
our guidance and increased sequentially over the first quarter.” said Jim Skippen, President & CEO. “Despite
unusually high litigation activity targeted at realizing value from our broad portfolio of IP, our business generated $2.1 million
from operations during the quarter and returned over $7.1 million to shareholders in dividend and share buyback payments.”
Added Skippen, “During the quarter we
signed five new licenses including a broad Digital TV and Display portfolio license with Panasonic and an early license renewal
with Samsung. We look forward to further strengthening our business relationship with Samsung and seeking opportunities to work
together in the building of more valuable patent portfolios.”
Eligible Dividend
The Board of Directors has declared an eligible
dividend of CDN $0.04 per common share to be paid on October 4, 2013 to shareholders of record on September 13, 2013.
Second Quarter 2013 Revenue Review
In the three month
period ended June 30, 2013, WiLAN generated revenues of $19.9 million, as compared to $20.8 million in the three month period ended
June 30, 2012. Revenue recognized during the quarter from the license renewal agreement signed with Samsung replaced revenue that
WiLAN would have received under the terms of the previous license agreement. For the three
month period ended June 30, 2013, the top 10 licensees accounted for 85% of revenues, whereas the
top 10 accounted for 86% of revenues in the three month period ended June 30, 2012.
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Second Quarter 2013 Operating Expense Review
In the three month period ended June 30, 2013,
cost of revenue totaled $22.5 million as compared to $12.8 million in the three month period ended March 31, 2012. The increase
in expenses is primarily attributable to an increase in litigation expense.
| | |
Three months ended | | |
Six months ended | |
| | |
June 30, 2013 | | |
June 30, 2012 | | |
June 30, 2013 | | |
June 30, 2012 | |
| | |
| | |
| | |
| | |
| |
| Patent licensing | |
$ | 1,311 | | |
$ | 864 | | |
$ | 2,209 | | |
$ | 2,156 | |
| Litigation | |
| 14,582 | | |
| 5,839 | | |
| 26,782 | | |
| 9,697 | |
| Amortization of patents | |
| 6,323 | | |
| 5,922 | | |
| 12,828 | | |
| 11,851 | |
| Stock-based compensation | |
| 263 | | |
| 236 | | |
| 421 | | |
| 460 | |
| | |
$ | 22,479 | | |
$ | 12,861 | | |
$ | 42,240 | | |
$ | 24,164 | |
For the three months ended June 30, 2013, litigation
expenses amounted to $14.6 million compared to $5.8 million for the same period last year. The increase in litigation expense over
the prior year period is attributable to an increased level of effort in ongoing patent infringement litigations including preparation
for multiple claims construction hearings and multiple trials scheduled to take place in 2013.
In the second quarter ended June 30, 2013, MG&A
expenses amounted to $3.9 million as compared to $3.3 million in the second quarter ended June 30, 2012. The increase in spending
year over year is primarily attributable to increased staffing levels and an increase in public company related expenses.
| | |
Three months ended | | |
Six months ended | |
| | |
June 30, 2013 | | |
June 30, 2012 | | |
June 30, 2013 | | |
June 30, 2012 | |
| | |
| | |
| | |
| | |
| |
| Marketing, general and administration costs | |
$ | 3,014 | | |
$ | 2,353 | | |
$ | 5,144 | | |
$ | 4,811 | |
| Asset write-off related to restructuring | |
| - | | |
| 209 | | |
| - | | |
| 209 | |
| Depreciation | |
| 118 | | |
| 137 | | |
| 242 | | |
| 272 | |
| Stock-based compensation | |
| 735 | | |
| 646 | | |
| 1,410 | | |
| 1,213 | |
| | |
$ | 3,867 | | |
$ | 3,345 | | |
$ | 6,796 | | |
$ | 6,505 | |
Second Quarter 2013 Earnings Review
In the second quarter ended June 30, 2013, adjusted
earnings amounted to a loss of $0.8 million or 1 cent per share as compared to adjusted earnings of $10.1 million, or 8 cents
per share, in the comparative period last year. The decrease in adjusted earnings as compared to last year is primarily attributable
to the increase in litigation expenses.
The Company generated a GAAP loss of $7.6 million,
or 6 cents per share on a basic level, in the three month period ended June 30, 2013, as compared to a GAAP loss of $0.1 million,
or nil per share on a basic level, in the same period last year. In the three month period ended June 30, 2013, the Company
recorded an income tax recovery of $2.0 million as compared to an income tax expense of $1.4 million recorded in the same period
last year.
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Second Quarter 2013 Balance Sheet and Cash
Flow Review
At June 30, 2013, the Company’s cash,
comprised of cash and cash equivalents and short-term investments, totaled $159.3 million, representing a decrease of $17.6 million
from the cash position at December 31, 2012. The decrease is primarily attributable to $1.8 million cash utilized in operations,
the payment of dividends totaling $9.1 million, the repurchase of common shares totaling $2.9 million and the purchase of patents
and other intangibles totaling $3.0 million. The Company’s cash equivalents and short-term investments include T-bills, term
deposits and GICs.
Third Quarter 2013 Financial Guidance
For the third quarter 2013 ending September
30, 2013, the Company expects revenue to be at least $20.7 million. This revenue guidance does not include the potential impact
of any new agreements that may be signed during the balance of the second quarter of 2013 or the potential impact of any royalties
identified in audits conducted by the Company. Operating expenses for the third quarter are expected to be in the range of $20.5
million to $21.6 million of which $13.5 million to $14.5 million is expected to be litigation expense. For the third quarter of
2013, and assuming no additional agreements are signed, adjusted earnings are expected to be between a loss of $650,000 and earnings
of $500,000.
The above statements
are forward-looking and actual results may differ materially. The “Forward-looking Information” section at the end
of this press release provides information on various risks and uncertainties that the Company faces. Additional information identifying
risks and uncertainties relating to the Company’s business are discussed in greater detail in the “Risk Factors”
section of WiLAN’s annual information form for the 2012 fiscal year dated March 7, 2013 (copies of which may be obtained
at www.sedar.com or www.sec.gov). Financial guidance is provided to assist investors and other interested
parties in understanding WiLAN’s performance. The reader is cautioned that using this information for any other purpose may
be inappropriate.
The Company’s revenues result primarily
from the licensing of intellectual property which, by its very nature, is directly affected by the timing of the closure of license
agreements, the nature and extent of specific licenses including actual rates, product sales by licensees which can be subject
to seasonality as well as overall market demands and the timeliness of the receipt of licensee royalty reports. In addition, certain
revenues may be of a one-time nature.
The above targets
for the three month period ended September 30, 2013 reflects our current business indicators and expectations and is subject to
fluctuations in foreign currency exchange rates. Due to their nature, certain income and expense items, such as significant settlements
from companies involved in current enforcement actions, brokerage opportunities, new significant litigation or defense actions
that could arise during the quarter, losses on asset impairments or realized foreign exchange
losses cannot be accurately forecast. Accordingly, we exclude forecasts of such items from
our guidance. Actual revenues reported may exceed the revenue guidance provided due to the receipt of royalty reports, signing
of new license agreements and completion of licensee audits, all after the guidance is provided.
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WiLAN’s imperative is to negotiate the
best possible license as measured over the long-term and accordingly, the timing of actual license signings may vary from that
forecasted. Actual results may vary materially from the guidance provided as a consequence of the above noted factors.
Conference Call Information – August
8, 2013 – 10:00 AM ET
WiLAN will conduct a conference call to discuss
its financial results today at 10:00 AM Eastern Time (ET). WiLAN CEO, Jim Skippen and CFO, Shaun McEwan will be on the call.
Calling Information
A live audio webcast will be available at
http://www.investorcalendar.com/IC/CEPage.asp?ID=171192
| · | To access the call from Canada and U.S., dial 1.877.407.0782 (Toll Free) |
| · | To access the call from other locations, dial 1.201.689.8567 (International) |
Replay Information
The call will be
available at http://www.investorcalendar.com/IC/CEPage.asp?ID=171192
and accessible by telephone until 11:59 PM ET on November 6, 2013.
Replay Number (Toll Free): 1.877.660.6853
Replay Number (International): 1.201.612.7415
Conference ID #: 417559
About WiLAN
WiLAN, founded in 1992, is a leading technology
innovation and licensing company. WiLAN has licensed its intellectual property to over 270 companies worldwide. Inventions in
our portfolio have been licensed by companies that manufacture or sell a wide range of communication and consumer electronics
products including 3G and 4G handsets, Wi-Fi-enabled laptops, Wi-Fi and broadband routers, xDSL infrastructure equipment, cellular
base stations and digital television receivers. WiLAN has a large and growing portfolio of more than 3,000 issued or pending patents.
For more information: www.wilan.com.
Note
(*) WiLAN follows GAAP in preparing its
interim and annual financial statements. Adjusted Earnings are earnings from continuing operations before stock-based compensation
expense, depreciation and amortization expense, interest expense, unrealized foreign exchange gains or losses, provision for income
taxes and certain other non-cash, one-time, or non-recurring charges.
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Forward-looking Information
This news release contains forward-looking statements and forward-looking
information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and other United States and Canadian
securities laws. The phrases “we believe”, “will generated”, “will strengthen”, “to
work”, “to be”, “potential impact”, “may be”, “are expected”, “may
differ”, “can be”, “may exceed”, “to negotiate”, “may vary” and similar
terms and phrases are intended to identify these forward-looking statements. Forward-looking statements and forward-looking information
are based on estimates and assumptions made by WiLAN in light of its experience and its perception of historical trends, current
conditions and expected future developments, as well as other factors that WiLAN believes are appropriate in the circumstances.
Many factors could cause WiLAN's actual performance or achievements to differ materially from those expressed or implied by the
forward-looking statements or forward-looking information. Such factors include, without limitation, the risks described in WiLAN’s
March 7, 2013 annual information form for the year ended December 31, 2012 (the “AIF”). Copies of the AIF may be obtained
at www.sedar.com or www.sec.gov. WiLAN recommends that readers review and consider all of these risk factors and
notes that readers should not place undue reliance on any of WiLAN's forward-looking statements. WiLAN has no intention and undertakes
no obligation to update or revise any forward-looking statements or forward-looking information, whether as a result of new information,
future events or otherwise, except as required by law.
All trademarks and brands mentioned in this
release are the property of their respective owners.
- ## -
For media and investor inquiries, please
contact:
Shaun McEwan
Chief Financial Officer
O: 613.688.4898
C: 613.697.7159
E: smcewan@wilan.com
Tyler Burns
Director, Investor Relations
O: 613.688.4330
C: 613.697.0367
E: tburns@wilan.com
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Wi-LAN Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
(in thousands of United States dollars, except share and per share amounts)
| | |
Three months ended | | |
Three months ended | | |
Six months ended | | |
Six months ended | |
| | |
June 30, 2013 | | |
June 30, 2012 | | |
June 30, 2013 | | |
June 30, 2012 | |
| | |
| | |
| | |
| | |
| |
| Revenue | |
| | | |
| | | |
| | | |
| | |
| Royalties | |
$ | 19,941 | | |
$ | 20,791 | | |
$ | 38,310 | | |
$ | 45,484 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating expenses | |
| | | |
| | | |
| | | |
| | |
| Cost of revenue | |
| 22,479 | | |
| 12,861 | | |
| 42,240 | | |
| 24,164 | |
| Research and development | |
| 2,130 | | |
| 1,980 | | |
| 4,281 | | |
| 4,751 | |
| Marketing, general and administration | |
| 3,867 | | |
| 3,345 | | |
| 6,796 | | |
| 6,505 | |
| Realized foreign exchange loss (gain) | |
| 99 | | |
| (26 | ) | |
| 188 | | |
| (20 | ) |
| Unrealized foreign exchange loss (gain) | |
| 1,167 | | |
| 1,105 | | |
| 2,111 | | |
| (4,271 | ) |
| Restructuring charges | |
| - | | |
| 418 | | |
| - | | |
| 418 | |
| Total operating expenses | |
| 29,742 | | |
| 19,683 | | |
| 55,616 | | |
| 31,547 | |
| Earnings (loss) from operations | |
| (9,801 | ) | |
| 1,108 | | |
| (17,306 | ) | |
| 13,937 | |
| Investment income | |
| 188 | | |
| 182 | | |
| 383 | | |
| 904 | |
| Interest expense | |
| - | | |
| - | | |
| - | | |
| (1,126 | ) |
| Debenture financing, net | |
| - | | |
| - | | |
| - | | |
| (31,138 | ) |
| Loss before income taxes | |
| (9,613 | ) | |
| 1,290 | | |
| (16,923 | ) | |
| (17,423 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Provision for (recovery of) income tax expense | |
| | | |
| | | |
| | | |
| | |
| Current | |
| 1,293 | | |
| 697 | | |
| 2,594 | | |
| 1,922 | |
| Deferred | |
| (3,274 | ) | |
| 742 | | |
| (5,451 | ) | |
| (4,785 | ) |
| | |
| (1,981 | ) | |
| 1,439 | | |
| (2,857 | ) | |
| (2,863 | ) |
| Net and comprehensive loss | |
$ | (7,632 | ) | |
$ | (149 | ) | |
$ | (14,066 | ) | |
$ | (14,560 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Loss per share | |
| | | |
| | | |
| | | |
| | |
| Basic | |
$ | (0.06 | ) | |
$ | (0.00 | ) | |
$ | (0.12 | ) | |
$ | (0.12 | ) |
| Diluted | |
$ | (0.06 | ) | |
$ | (0.00 | ) | |
$ | (0.12 | ) | |
$ | (0.12 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted average number of common shares | |
| | | |
| | | |
| | | |
| | |
| Basic | |
| 121,225,490 | | |
| 121,338,319 | | |
| 121,384,394 | | |
| 121,577,498 | |
| Diluted | |
| 121,225,490 | | |
| 121,338,319 | | |
| 121,384,394 | | |
| 121,577,498 | |
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Wi-LAN Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(in thousands of United States dollars)
| As at | |
June 30, 2013 | | |
December 31, 2012 | |
| Current assets | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 157,817 | | |
$ | 175,246 | |
| Short-term investments | |
| 1,474 | | |
| 1,617 | |
| Accounts receivable | |
| 5,881 | | |
| 1,139 | |
| Prepaid expenses and deposits | |
| 1,132 | | |
| 314 | |
| | |
| 166,304 | | |
| 178,316 | |
| | |
| | | |
| | |
| Loan receivable | |
| 989 | | |
| 911 | |
| Furniture and equipment, net | |
| 948 | | |
| 1,272 | |
| Patents and other intangibles, net | |
| 132,151 | | |
| 116,846 | |
| Deferred tax asset | |
| 26,268 | | |
| 20,817 | |
| Goodwill | |
| 12,623 | | |
| 12,623 | |
| | |
$ | 339,283 | | |
$ | 330,785 | |
| | |
| | | |
| | |
| Current liabilities | |
| | | |
| | |
| Accounts payable and accrued liabilities | |
$ | 31,477 | | |
$ | 22,406 | |
| Current portion of patent and licensing rights finance obligation | |
| 16,010 | | |
| 2,547 | |
| | |
| 47,487 | | |
| 24,953 | |
| | |
| | | |
| | |
| Patent and licensing rights finance obligation | |
| 14,368 | | |
| 2,670 | |
| Success fee obligation | |
| 8,974 | | |
| 10,900 | |
| | |
| 70,829 | | |
| 38,523 | |
| | |
| | | |
| | |
| Shareholders' equity | |
| | | |
| | |
| Capital stock | |
| 429,372 | | |
| 431,067 | |
| Additional paid-in capital | |
| 12,576 | | |
| 11,074 | |
| Accumulated other comprehensive income | |
| 16,225 | | |
| 16,225 | |
| Deficit | |
| (189,719 | ) | |
| (166,104 | ) |
| | |
| 268,454 | | |
| 292,262 | |
| | |
$ | 339,283 | | |
$ | 330,785 | |
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Wi-LAN Inc.
Condensed Consolidated Statements of Cash Flow
(Unaudited)
(in
thousands of United States dollars)
| | |
Three months ended | | |
Three months ended | | |
Six months ended | | |
Six months ended | |
| | |
June 30, 2013 | | |
June 30, 2012 | | |
June 30, 2013 | | |
June 30, 2012 | |
| Cash generated from (used in) | |
| | | |
| | | |
| | | |
| | |
| Operations | |
| | | |
| | | |
| | | |
| | |
| Net loss | |
$ | (7,632 | ) | |
$ | (149 | ) | |
$ | (14,066 | ) | |
$ | (14,560 | ) |
| Non-cash items | |
| | | |
| | | |
| | | |
| | |
| Stock-based compensation | |
| 1,168 | | |
| 876 | | |
| 2,139 | | |
| 1,932 | |
| Depreciation and amortization | |
| 6,516 | | |
| 6,171 | | |
| 13,218 | | |
| 12,337 | |
| Foreign exchange loss | |
| 671 | | |
| 798 | | |
| 1,252 | | |
| 1,131 | |
| Deferred financing costs | |
| - | | |
| - | | |
| - | | |
| 1,746 | |
| Accretion of debt discount | |
| - | | |
| - | | |
| - | | |
| 25,175 | |
| Disposal of assets | |
| - | | |
| 209 | | |
| - | | |
| 209 | |
| Disposal of patents | |
| - | | |
| - | | |
| 46 | | |
| - | |
| Deferred income tax recovery | |
| (3,274 | ) | |
| 742 | | |
| (5,451 | ) | |
| (4,785 | ) |
| Accrued investment income | |
| (39 | ) | |
| - | | |
| (79 | ) | |
| - | |
| | |
| (2,590 | ) | |
| 8,647 | | |
| (2,941 | ) | |
| 23,185 | |
| Change in non-cash working capital balances | |
| | | |
| | | |
| | | |
| | |
| Accounts receivable | |
| 584 | | |
| 1,680 | | |
| (4,742 | ) | |
| 1,044 | |
| Prepaid expenses and deposits | |
| (283 | ) | |
| (553 | ) | |
| (367 | ) | |
| (1,215 | ) |
| Payments associated with success fee obligation | |
| (659 | ) | |
| (9,745 | ) | |
| (2,172 | ) | |
| (9,745 | ) |
| Due to related party | |
| - | | |
| - | | |
| - | | |
| (7,102 | ) |
| Accounts payable and accrued liabilities | |
| 5,023 | | |
| 2,542 | | |
| 8,416 | | |
| 2,402 | |
| Cash (used in) generated from operations | |
| 2,075 | | |
| 2,571 | | |
| (1,806 | ) | |
| 8,569 | |
| Financing | |
| | | |
| | | |
| | | |
| | |
| Dividends paid | |
| (4,867 | ) | |
| (3,679 | ) | |
| (9,101 | ) | |
| (6,720 | ) |
| Repayment of convertible debentures | |
| - | | |
| - | | |
| - | | |
| (233,247 | ) |
| Common shares repurchased under normal course issuer bid | |
| (2,256 | ) | |
| (3,171 | ) | |
| (2,912 | ) | |
| (14,638 | ) |
| Common shares issued for cash on the exercise of options | |
| 117 | | |
| 979 | | |
| 478 | | |
| 1,994 | |
| Common shares issued for cash from Employee Share Purchase Plan | |
| 102 | | |
| 116 | | |
| 102 | | |
| 116 | |
| Cash used in financing | |
| (6,904 | ) | |
| (5,755 | ) | |
| (11,433 | ) | |
| (252,495 | ) |
| Investing | |
| | | |
| | | |
| | | |
| | |
| Sale (purchase) of short-term investments | |
| 91 | | |
| 32 | | |
| 143 | | |
| (38 | ) |
| Purchase of furniture and equipment | |
| (50 | ) | |
| (222 | ) | |
| (67 | ) | |
| (331 | ) |
| Purchase of patents and other intangibles | |
| (2,327 | ) | |
| (690 | ) | |
| (3,014 | ) | |
| (1,376 | ) |
| Cash used in investing | |
| (2,286 | ) | |
| (880 | ) | |
| (2,938 | ) | |
| (1,745 | ) |
| Foreign exchange gain (loss) on cash held in foreign currency | |
| (671 | ) | |
| (798 | ) | |
| (1,252 | ) | |
| 3,056 | |
| | |
| | | |
| | | |
| | | |
| | |
| Net cash and cash equivalents used in the period | |
| (7,786 | ) | |
| (4,862 | ) | |
| (17,429 | ) | |
| (242,615 | ) |
| Cash and cash equivalents, beginning of period | |
| 165,603 | | |
| 194,433 | | |
| 175,246 | | |
| 432,186 | |
| Cash and cash equivalents, end of period | |
$ | 157,817 | | |
$ | 189,571 | | |
$ | 157,817 | | |
$ | 189,571 | |
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Wi-LAN Inc.
Reconciliation of GAAP Net Earnings to Adjusted Earnings
(Unaudited)
(in
thousands of United States dollars, except share and per share amounts)
| | |
Three months ended | | |
Three months ended | | |
Six months ended | | |
Six months ended | |
| | |
June 30, 2013 | | |
June 30, 2012 | | |
June 30, 2013 | | |
June 30, 2012 | |
| | |
| | |
| | |
| | |
| |
| Net loss under GAAP | |
$ | (7,632 | ) | |
$ | (149 | ) | |
$ | (14,066 | ) | |
$ | (14,560 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Adjusted for: | |
| | | |
| | | |
| | | |
| | |
| Unrealized foreign exchange (gain) loss | |
| 1,167 | | |
| 1,105 | | |
| 2,111 | | |
| (4,271 | ) |
| Depreciation and amortization | |
| 6,516 | | |
| 6,171 | | |
| 13,219 | | |
| 12,338 | |
| Stock based compensation | |
| 1,168 | | |
| 876 | | |
| 2,139 | | |
| 1,931 | |
| Restructuring and other one time charges | |
| - | | |
| 418 | | |
| - | | |
| 418 | |
| Gain of disposal of assets | |
| - | | |
| - | | |
| (7 | ) | |
| - | |
| Asset write-off related to restructuring | |
| - | | |
| 209 | | |
| - | | |
| 209 | |
| Interest expense | |
| - | | |
| - | | |
| - | | |
| 1,126 | |
| Debenture financing, net | |
| - | | |
| - | | |
| - | | |
| 31,138 | |
| Income tax expense (recovery) | |
| (1,981 | ) | |
| 1,439 | | |
| (2,857 | ) | |
| (2,863 | ) |
| Adjusted earnings (loss) | |
$ | (762 | ) | |
$ | 10,069 | | |
$ | 539 | | |
$ | 25,466 | |
| | |
| | | |
| | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| Adjusted earnings (loss) per basic share | |
$ | (0.01 | ) | |
$ | 0.08 | | |
$ | 0.00 | | |
$ | 0.21 | |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted average number of common shares | |
| | | |
| | | |
| | | |
| | |
| Basic | |
| 121,225,490 | | |
| 121,338,319 | | |
| 121,384,394 | | |
| 121,577,498 | |
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