Ad hoc-Mitteilungen

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 ‘21Q2 ‘20Change
Revenue$298,374$207,61044%
Gross profit48,49920,541136%
Gross margin16.3%9.9% 
    
Operating profit (loss)3,691(6,690)N/A
Operating margin1.2%(3.2%)  
    
Net income (loss) attributable to shareholders3,566(12,510)N/A
    
EPS - Fully diluted0.11(0.44)N/A
    
EBIT (1)20,462(2,901)N/A
EBITDA (2)31,4017,756305%
EBITDA margin10.5%3.7% 
    
Cash from operating activities23,01820,33313%
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 ‘21Q2 ‘20Change
Revenue$90,135$53,05470%
Gross profit13,8221,818660%
Gross profit before non-recurring items16,1224,020301%
Operating loss(7,415)(5,481)   (35%)
EBITDA12,5541,279882%
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 ‘21Q2 ‘20Change
Revenue$76,793$47,90860%
Gross profit13,7326,141124%
Gross profit before non-recurring items13,3976,186117%
Operating profit7,0091,194487%
EBITDA9,2203,648153%
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 ‘21Q2 ‘20Change
Revenue$131,446$106,64823%
Gross profit20,94512,58266%
Gross profit before non-recurring items21,05913,04561%
Operating profit (loss)4,097(2,403)N/A
EBITDA9,6272,829240%
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 ‘21Q2 ‘20Change
Gross profit$48,499$20,541136%
Inventory cost adjustment1,4971,09337%
Restructuring expense334370(10%)
Asset impairment (reversal) expense(640)81N/A
Strategic project expense8881,166(24%)
Gross profit excluding exceptional items50,57823,251118%
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 equivalents341,102207,36664%
Senior secured net debt22,385157,274(86%)
Other debt21,23519,8767%
Net debt excluding municipal bond43,620177,150(75%)
Municipal bond debt319,590319,699—%
Restricted cash143,357208,919(31%)
Net debt219,853287,930(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 ‘21Q2 ‘20
Net income (loss)$4,272($12,606)
Income tax benefit(5,580)(413)
Net finance cost *4,7615,802
Equity-settled share-based payment transactions **1,1941,254
Restructuring expense334370
Inventory cost adjustment1,4971,093
Asset impairment (reversal) expense(640)81
Environmental provision***11,65155
Strategic project expense ****2,5251,166
Others448297
EBIT20,462(2,901)
Depreciation and amortization10,93910,657
EBITDA31,4017,756


*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 dollars20212020
 UnauditedUnaudited
Continuing operations  
Revenue298,374  207,610  
Cost of sales249,875  187,069  
Gross profit48,499  20,541  
   
Selling, general and administrative expenses33,232  27,209  
   
Environmental expense11,651  55  
Other income, net(75)(33)
Net other operating expense11,576  22  
   
Operating profit (loss)3,691  (6,690)
   
Finance income(264)(419)
Finance cost5,025  6,748  
Net finance cost4,761  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 period4,272(12,606)
   
Profit (loss) attributable to:  
Shareholders of the Company3,566  (12,510)
Non-controlling interests706  (96)
Profit (loss) for the period4,272  (12,606)
   
Earnings (loss) per share  
Basic earnings (loss) per share0.11  (0.44) 
Diluted earnings (loss) per share0.11  (0.44) 
   

AMG Advanced Metallurgical Group N.V.  
Condensed Interim Consolidated Income Statement  
   
For the six months ended June 30  
In thousands of US dollars20212020
 UnauditedUnaudited
Continuing operations  
Revenue562,360  485,900  
Cost of sales466,997  422,199  
Gross profit95,363  63,701  
   
Selling, general and administrative expenses66,325  62,096  
   
Environmental expense11,711  55  
Other income, net(173)(86)
Net other operating expense (income)11,538  (31)
   
Operating profit17,500  1,636  
   
Finance income(474)(1,291)
Finance cost13,889  13,028  
Net finance cost13,415  11,737  
   
Share of loss of associates and joint ventures(625)
   
Profit (loss) before income tax3,460  (10,101)
   
Income tax (benefit) expense(6,490)16,102  
   
Profit (loss) for the period9,950  (26,203)
   
Profit (loss) attributable to:  
Shareholders of the Company8,665  (26,078)
Non-controlling interests1,285  (125)
Profit (loss) for the period9,950  (26,203)
   
Earnings (loss) per share  
Basic earnings (loss) per share0.29  (0.92)
Diluted earnings (loss) per share0.28  (0.92)

 

AMG Advanced Metallurgical Group N.V.  
Condensed Interim Consolidated Statement of Financial Position   
   
   
In thousands of US dollarsJune 30, 2021 UnauditedDecember 31, 2020
Assets  
Property, plant and equipment625,467  551,926  
Goodwill and other intangible assets 41,985  43,207  
Derivative financial instruments659  1,894  
Other investments32,404  27,527  
Deferred tax assets65,688  58,081  
Restricted cash143,357  208,919  
Other assets9,817  8,496  
Total non-current assets919,377  900,050  
Inventories191,638  152,306  
Derivative financial instruments4,688  5,961  
Trade and other receivables151,374  122,369  
Other assets61,821  44,821  
Current tax assets5,439  5,108  
Cash and cash equivalents341,102  207,366  
Assets held for sale1,474  1,005  
Total current assets757,536  538,936  
Total assets1,676,913  1,438,986  
      

       
       


AMG Advanced Metallurgical Group N.V.
     
Condensed Interim Consolidated Statement of Financial Position     
(continued)    
In thousands of US dollarsJune 30, 2021 UnauditedDecember 31, 2020  
Equity    
Issued capital905  831    
Share premium608,194  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 Company259,669  115,480    
     
Non-controlling interests27,867  25,790    
Total equity287,536  141,270    
       
 

Liabilities
       Loans and borrowings
    
Loans and borrowings676,142  673,262    
Lease liabilities44,296  47,092    
Employee benefits181,275  197,158    
Provisions15,387  15,322    
       Deferred revenue23,282  4,361    
Other liabilities14,677  8,237    
Derivative financial instruments3,369  4,389    
Deferred tax liabilities4,605  5,398    
Total non-current liabilities963,033  955,219    
      
       Loans and borrowings
20,670  23,392    
Lease liabilities4,450  4,789    
Short-term bank debt7,500  7,561    
       Deferred revenue  19,212  1,623    
Other liabilities83,425  66,182    
Trade and other payables225,726  164,999    
Derivative financial instruments2,951  10,264    
Advance payments from customers32,323  29,885    
Current tax liability9,614  7,480    
Provisions20,473  26,322    
Total current liabilities426,344  342,497    
Total liabilities1,389,377  1,297,716    
Total equity and liabilities1,676,913  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 dollars20212020 
 UnauditedUnaudited 
Cash from operating activities   
Profit (loss) for the period9,950  (26,203)  
Adjustments to reconcile net profit (loss) to net cash flows:   
Non-cash:   
Income tax (benefit) expense(6,490)16,102   
Depreciation and amortization21,902  21,135   
Asset impairment (reversal) expense(776)98   
Net finance cost13,415  11,737   
Share of loss of associates and joint ventures625  —   
(Gain) loss on sale or disposal of property, plant and equipment(91)114   
Equity-settled share-based payment transactions2,127  2,744   
Movement in provisions, pensions, and government grants2,647  (6,432) 
Working capital and deferred revenue adjustments14,171  4,724   
Cash generated from operating activities57,480  24,019   
Finance costs paid, net(10,053)(8,826) 
Income tax (paid) received(4,499)1,461   
Net cash from operating activities42,928  16,654   
    
Cash used in investing activities   
Proceeds from sale of property, plant and equipment1,055    
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 cash65,562  37,254   
Interest received on restricted cash25  1,067   
Capitalized borrowing cost(7,795)(7,417) 
Other19    
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 dollars20212020
 UnauditedUnaudited
Cash from (used) in financing activities  
Proceeds from issuance of debt2,411  6,370  
Payment of transaction costs related to debt(390)—  
Repayment of borrowings(3,127)(2,281)
Net proceeds from (repurchase of) common shares121,569  (638) 
Dividends paid(3,858)(6,167)
Payment of lease liabilities(2,608)(2,167)
Contributions by non-controlling interests648  368  
Net cash from (used) in financing activities114,645  (4,515)
   
Net increase (decrease) in cash and cash equivalents136,833  (4,428)
   
Cash and cash equivalents at January 1207,366  226,218  
Effect of exchange rate fluctuations on cash held(3,097)(1,479) 
Cash and cash equivalents at June 30341,102  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.amg-nv.com).

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