Core Insights - Velan Inc. reported solid performance in Q3 fiscal 2026, with a backlog of $296.8 million and bookings rising nearly 32% year over year, driven by significant contracts in the nuclear sector [4][8][9]. Financial Performance - Sales for Q3 were $71.7 million, a decrease of 2.4% from $73.4 million in the previous year [6][11]. - Gross profit was $27.2 million, representing a gross margin of 37.9%, compared to 38.6% last year [6][12]. - Operating income improved to $5.9 million from an operating loss of $62.4 million a year ago [6][15]. - Net income was $3.0 million, or $0.14 per share, compared to a net loss of $47.8 million, or $2.22 per share, in the previous year [6][15]. - Adjusted net income was $4.0 million, or $0.18 per share, down from $8.5 million, or $0.39 per share, last year [6][16]. Backlog and Bookings - The backlog increased by 8.0% since the beginning of the fiscal year, reflecting strong demand and bookings of $77.9 million in Q3, up from $59.1 million last year [8][9]. - For the first nine months of fiscal 2026, total bookings were $221.3 million, down from $230.5 million in the same period last year [10]. Financial Position - As of November 30, 2025, the company had a strong balance sheet with $86 million in total liquidity and a net cash position of $20.2 million [5][24]. - The company incurred restructuring expenses of $1.3 million in Q3, significantly lower than the $74.5 million incurred in the same quarter last year [13][20]. Strategic Outlook - The proposed sale of the Velan family's majority share to Birch Hill Equity Partners is expected to create a results-oriented environment to enhance business strategy execution and shareholder value [4][26]. - The company anticipates delivering $238.5 million of its backlog within the next 12 months, despite uncertainties related to tariffs [25].

Core Insights - Velan Inc. reported solid performance in Q3 fiscal 2026, with a backlog of $296.8 million and bookings rising nearly 32% year over year, driven by significant contracts in the nuclear sector [4][10][8] - The company anticipates that the proposed sale of the Velan family's majority share to Birch Hill Equity Partners will create a results-oriented environment to enhance business strategy and shareholder value [4][27] - Despite higher late-stage inventory impacting working capital, the company maintains a strong balance sheet with $86 million in liquidity and a net cash position of $20.2 million [5][25] Financial Results - Q3 sales were $71.7 million, a decrease of 2.4% from $73.4 million last year, with gross profit at $27.2 million, or 37.9% of sales [6][12] - Operating income improved to $5.9 million from a loss of $62.4 million a year ago, and net income was $3.0 million, or $0.14 per share, compared to a net loss of $47.8 million, or $2.22 per share, last year [6][16] - For the nine-month period, sales totaled $211.5 million, a slight decrease from $212.0 million, with net income of $19.2 million, or $0.89 per share, compared to a net loss of $51.2 million, or $2.37 per share, in the prior year [18][23] Backlog and Bookings - The backlog increased by 8.0% since the beginning of the fiscal year, with $296.8 million as of November 30, 2025, and 80.4% of this backlog is expected to be delivered within the next 12 months [8][9] - Bookings for Q3 were $77.9 million, up from $59.1 million a year ago, reflecting higher demand in North America and international operations [10][11] - For the first nine months, bookings totaled $221.3 million, down from $230.5 million in the same period last year, primarily due to lower bookings in North America and Germany [11] Operational Highlights - Gross profit margin remained steady at 37.9%, despite lower sales volume and tariff impacts, while administration costs decreased to $16.5 million [13][14] - Adjusted EBITDA for Q3 was $9.5 million, down from $14.3 million last year, mainly due to lower gross profit and increased other expenses [15] - The company incurred restructuring expenses of $1.3 million in Q3, significantly lower than the $74.5 million from the previous year, which included substantial asbestos-related costs [14][21] Future Outlook - The company expects to conclude fiscal 2026 with solid performance, supported by a strong backlog and ongoing projects, despite uncertainties related to tariffs [26] - The completion of the proposed transaction with Birch Hill is anticipated to enhance operational capabilities and shareholder value [27][28]

Core Viewpoint - Velan Inc. has announced the sale of approximately 72.1% of its outstanding shares to Birch Hill Equity Partners for C$13.10 per share, totaling approximately C$203.9 million, which is expected to enhance the company's growth potential and operational capabilities [1][3][6]. Group 1: Transaction Details - Velan Holding will sell 15,566,567 multiple voting shares and one subordinate voting share, representing about 72.1% of the company's outstanding shares and 92.8% of its voting rights [1]. - Following a pre-closing reorganization, the sale will include 13,276,492 multiple voting shares and 2,290,076 subordinate voting shares, maintaining the same percentage of outstanding shares and voting rights [2]. - The transaction is anticipated to close in the first half of 2026, pending regulatory approvals and customary closing conditions [3]. Group 2: Birch Hill's Role and Strategy - Birch Hill aims to maintain Velan's presence in Quebec and support its growth both locally and internationally [4]. - The partnership is expected to improve Velan's access to capital and strategic support, enhancing its competitive position globally [6]. - Birch Hill's investment strategy focuses on building resilient, high-performing businesses, which aligns with Velan's long-term growth objectives [6]. Group 3: Governance and Agreements - Velan has entered into a Cooperation Agreement with Birch Hill to facilitate the transaction, which includes suspending dividend payments until the transaction closes [7]. - An Investor Rights Agreement will be established, allowing Birch Hill to appoint up to four of seven nominees to Velan's Board, contingent on maintaining ownership of more than 40% of voting rights [9]. - The Special Committee of independent directors recommended the transaction as being in the best interests of the company [7]. Group 4: Financial Implications - The estimated transaction-related fees are approximately C$12 million, with additional change of control costs of about C$5 million [8]. - Velan's last reported fiscal year sales were US$295 million, indicating a significant operational scale [14].

Core Viewpoint - Velan Inc. announced the sale of approximately 72.1% of its outstanding shares to Birch Hill Equity Partners for C$13.10 per share, totaling approximately C$203.9 million, which is expected to enhance the company's growth potential and operational capabilities [1][3][6]. Group 1: Transaction Details - Velan Holding will sell 15,566,567 multiple voting shares and one subordinate voting share, representing about 72.1% of the company's outstanding shares and 92.8% of its voting rights [1]. - Following a pre-closing reorganization, the final sale will include 13,276,492 multiple voting shares and 2,290,076 subordinate voting shares, representing approximately 72.1% of the outstanding shares and 91.9% of voting rights [2]. - The transaction is expected to close in the first half of 2026, pending regulatory approvals and customary closing conditions [3]. Group 2: Strategic Implications - Birch Hill aims to maintain Velan's presence in Quebec and support its growth both locally and internationally [4]. - The partnership is expected to improve Velan's access to capital and strategic support, enhancing its competitive position globally [6]. - The Special Committee of independent directors recommended facilitating the transaction, indicating it is in the best interests of the company [7]. Group 3: Financial Considerations - Estimated transaction-related fees are approximately C$12 million, with additional change of control costs of about C$5 million [8]. - Velan has agreed to suspend dividend payments until the closing of the transaction or termination of the Cooperation Agreement [7]. Group 4: Governance Changes - An Investor Rights Agreement will be established, allowing Birch Hill to appoint up to four of seven nominees to the Board as long as they maintain over 40% of the voting rights [9]. - The Board size is anticipated to be reduced to seven members following the transaction [9]. Group 5: Company Background - Velan Inc. is a leading manufacturer of industrial valves, with sales of US$295 million in the last fiscal year and operations in nine countries [14]. - Birch Hill is a mid-market private equity firm with over C$6 billion in capital under management and a history of driving growth in its portfolio companies [15].

Core Insights - Velan Inc. reported financial results for the second quarter ended August 31, 2025, showing a positive operating income despite challenges from order rescheduling and tariff impacts [5][6][28]. Financial Performance - Sales for the second quarter were $67.6 million, down 13.0% from $77.7 million in the previous year, primarily due to over $12 million in rescheduled orders and tariff disruptions [6][13]. - Gross profit decreased to $15.7 million, representing a gross margin of 23.2%, compared to $20.0 million and 25.7% in the prior year [6][14]. - Operating income was $0.4 million, a recovery from an operating loss of $0.3 million a year ago [6][17]. - The net loss from continuing operations was $1.7 million, or $0.08 per share, compared to a net loss of $1.2 million, or $0.05 per share, in the previous year [6][17]. - Adjusted EBITDA from continuing operations was $3.4 million, down from $6.7 million a year ago, reflecting lower gross profit [6][16]. Backlog and Bookings - The backlog as of August 31, 2025, stood at $285.8 million, up 4.0% from $274.9 million at the beginning of the fiscal year, with 88.3% expected to be deliverable within the next 12 months [9][10][28]. - Bookings for the second quarter were $65.2 million, down from $88.4 million in the same quarter last year, attributed to lower demand in North America and Germany [11][12]. Financial Position - As of August 31, 2025, the company had a net cash position of $29.5 million, down from $32.4 million at the beginning of the fiscal year, with total liquidity of approximately $96 million available for investments [6][27]. - The company incurred restructuring expenses of $0.7 million in the second quarter, significantly lower than $4.5 million in the previous year [15][23]. Strategic Developments - The company successfully delivered its first order from a new joint venture in Saudi Arabia, enhancing its presence in the Middle East market [5]. - Following the resolution of asbestos-related liabilities and the sale of French assets, the company is exploring capital structure options to support growth and maximize shareholder value [5][30]. Dividend Declaration - On October 9, 2025, the Board of Directors declared a dividend of CA$0.10 per common share, payable on November 27, 2025 [29].

Core Insights - Velan Inc. reported a strong financial performance for the first quarter of fiscal 2026, with sales growth of 18.6% and improved gross profit margins [3][4][5] - The company achieved a net income of $17.8 million, a significant turnaround from a net loss of $2.2 million in the same period last year [17][5] - Velan's cash and cash equivalents reached $59.1 million, the highest level in five years, following the divestiture of asbestos-related liabilities and the sale of French assets [3][19] Financial Results - Sales from continuing operations totaled $72.2 million, an increase of $11.3 million compared to $60.9 million in the previous year [5][12] - Gross profit rose to $20.6 million, representing a gross margin of 28.6%, up from 27.6% the previous year [5][13] - The company incurred restructuring expenses of $5.4 million, which included transaction-related costs [15][5] Backlog and Bookings - The backlog as of May 31, 2025, was $286.1 million, reflecting a 4.1% increase from $274.9 million at the end of the previous quarter [9][10] - Bookings for the quarter amounted to $78.2 million, down from $83.0 million in the prior year, resulting in a book-to-bill ratio of 1.08 [10][9] Significant Transactions - Velan completed the sale of its French subsidiaries for a total consideration of $208.2 million, resulting in a gain of $95.8 million recorded in the first quarter [7][8] - The company also settled its asbestos-related litigation for $143.0 million, funded partly by the proceeds from the sale of the French assets [8][7] Dividend Policy - The Board of Directors approved a significant increase in the quarterly dividend payment from CA$0.03 to CA$0.10 per common share, reflecting confidence in future performance [21][22] Outlook - The company expects to deliver solid performance in fiscal 2026, with 84.4% of the backlog deliverable within the next 12 months [20][4]

Core Insights - Velan Inc. reported a strong financial performance for the first quarter of fiscal 2026, with significant sales growth and improved gross profit margins [3][4][5] Financial Performance - Sales from continuing operations reached $72.2 million, an increase of $11.3 million or 18.6% compared to $60.9 million in the same period last year [5][11] - Gross profit rose to $20.6 million, representing a gross margin of 28.6%, up from 27.6% in the previous year [5][12] - Net income from continuing operations was $17.8 million, or $0.83 per share, compared to a net loss of $2.2 million, or a loss of $0.10 per share, in the prior year [5][16] Cash Position and Dividends - The company ended the quarter with cash and cash equivalents of $59.1 million, the highest level in five years, following the divestiture of asbestos-related liabilities and the sale of French assets [3][4][18] - A significant increase in the quarterly dividend payment was approved, raising it from CA$0.03 to CA$0.10 per common share, reflecting confidence in future performance [20][21] Backlog and Bookings - The backlog stood at $286.1 million, up 4.1% from $274.9 million at the end of the previous quarter, with 84.4% expected to be delivered within the next 12 months [9][19] - Bookings for the quarter amounted to $78.2 million, down from $83.0 million in the previous year, resulting in a book-to-bill ratio of 1.08 [10][19] Significant Transactions - The company completed the sale of its French subsidiaries for a total consideration of $208.2 million, resulting in a gain of $95.8 million recorded in the first quarter [7][8] - Concurrently, Velan sold its exposure to asbestos-related litigation in the U.S. for $143.0 million [8]

Core Insights - Velan Inc. reported significant improvements in bookings, sales, gross profit, and cash flow generation for fiscal year 2025, achieving a sales growth of 14.1% from continuing operations [2][6][16] - The company declared a dividend of CA$0.33 per share, which includes a special dividend of CA$0.30, reflecting its commitment to return funds to shareholders [1][33] Financial Performance - Sales for fiscal 2025 reached $295.2 million, an increase of $36.5 million or 14.1% compared to the previous year [6][16] - Gross profit improved significantly to $84.9 million, representing 28.8% of sales, up from $54.6 million or 21.1% of sales in the prior year [6][17] - Adjusted net income was $6.6 million, or $0.31 per share, compared to an adjusted net loss of $15.7 million, or a loss of $0.73 per share in fiscal 2024 [22] - Adjusted EBITDA rose to $27.5 million from $2.1 million in the previous year, driven by higher sales and gross profit [20][22] Cash Flow and Financial Position - The company ended fiscal 2025 with a net cash position of $32.4 million and cash and cash equivalents of $34.9 million, which is expected to increase to approximately $55.0 million following significant transactions [2][30] - Operating cash flows from continuing operations were $26.5 million, compared to $12.5 million in the previous year [6][30] Significant Transactions - Velan completed the divestiture of its asbestos-related liabilities and the sale of its French subsidiaries, which are expected to enhance liquidity and de-risk the balance sheet [8][9][10] - The asbestos-related liabilities were permanently removed from the balance sheet, and the sale of the French businesses generated a total consideration of $208.2 million [9][10] Backlog and Bookings - The backlog as of February 28, 2025, was $274.9 million, down 3.1% from $283.6 million a year earlier, with 82.1% of the backlog expected to be deliverable within the next 12 months [11][31] - Bookings for fiscal 2025 reached $292.5 million, an increase of 1.3% compared to the previous year, reflecting higher North American bookings in the nuclear sector [14][15] Outlook - The company anticipates continued strong performance in fiscal 2026, supported by a solid backlog and ongoing demand in clean energy markets, particularly nuclear energy [2][31]