- Revenues of $879 million, up 5% over
prior year
- Adjusted Diluted EPS from continuing
operations of $1.34, up 2% over prior year
- Diluted EPS from continuing
operations of $1.17, up 4% over prior year
Fiscal Year 2014 Adjusted Diluted EPS from continuing
operations of $5.76, up 10% over prior year
Fiscal Year 2014 Diluted EPS from continuing operations of
$4.98 up 21% over prior year
Towers Watson (NYSE, NASDAQ: TW), a leading global professional
services company, today announced financial results for the fourth
quarter of fiscal year 2014, which ended June 30, 2014.
Total revenues were $879 million for the quarter, an increase of
5% (4% increase constant currency) from $835 million for the fourth
quarter of fiscal year 2013. On an organic basis, which excludes
the impact of changes in foreign currency exchange rates,
acquisitions and divestitures, revenues increased 3% from the prior
year fourth quarter. For the fiscal year, revenues were $3.5
billion, an increase of 1% over the prior year.
Adjusted EBITDA for the fourth quarter of fiscal year 2014 was
$169 million, or 19.2% of revenues, versus Adjusted EBITDA of $161
million, or 19.3% of revenues, for the prior year fourth quarter.
For the fiscal year, Adjusted EBITDA was $670 million or 19.2% of
revenues.
Income from continuing operations (attributable to common
stockholders) for the fourth quarter of fiscal year 2014 was $82
million as compared to $80 million in the fourth quarter of fiscal
year 2013. For the quarter, diluted earnings per share from
continuing operations were $1.17, a 4% increase over the prior
year, and adjusted diluted earnings per share from continuing
operations were $1.34, a 2% increase over the prior year. The tax
rate for continuing operations for the quarter was 34%.
“We were very pleased with the fourth quarter results and ending
the fiscal year on such a strong note” said John Haley, chief
executive officer. “We had three significant goals for fiscal year
2014: enhance the capabilities the OneExchange platform; re-align
the Risk Consulting and Software business; and direct resources to
long-term growth initiatives. While we experienced some pressure on
revenues this past year, I’m pleased to say that we’ve accomplished
our organizational goals in building the foundation for long-term
growth. OneExchange is the only multi-carrier platform in the
market today that can address all employee populations on a fully
insured and self-insured basis, the Risk Consulting and Software
business has returned to historical profitability, and the
divestiture of the Brokerage business provided capital to refocus
our resources for more strategic growth initiatives, particularly
the enhancement of OneExchange through the acquisition of
Liazon.”
Fourth Quarter Company Highlights
Benefits
For the quarter, the Benefits segment had revenues of $508
million, an increase of 3% (1% increase constant currency) from
$494 million in the prior-year fourth quarter. Retirement revenues
were roughly flat, as a moderate increase in de-risking activities
in the Americas was offset by softness in the EMEA Region. Health
and Group Benefits had mid-single digit constant currency revenue
growth due to new consulting work. Technology and Administration
Solutions had mid-single digit constant currency revenue growth due
to new client work in the U.S. The Benefits segment had a Net
Operating Income (“NOI”) margin of 31% in the fourth quarter of
fiscal year 2014.
Risk and Financial Services
For the quarter, the Risk and Financial Services segment had
revenues of $161 million, an increase of 10% (7% increase constant
currency) from $146 million in the prior-year fourth quarter. Risk
Consulting and Software had mid-single digit constant currency
revenue growth, led by the EMEA region as a result of both
increased consulting work and a significant increase in
software-related revenues. Investment had low double digit constant
currency revenue growth this quarter. The Risk and Financial
Services segment had an NOI margin of 24% in the fourth quarter of
fiscal year 2014.
Talent and Rewards
For the quarter, the Talent and Rewards segment had revenues of
$131 million, a decrease of 1% (1% decrease constant currency) from
$132 million in the prior-year fourth quarter. Executive
Compensation had mid-single digit constant currency revenue growth
and experienced growth in all regions. Rewards, Talent and
Communication had a mid-single digit constant currency revenue
decline, driven by a low double digit decline in the Americas.
Data, Surveys and Technology had low single digit constant currency
revenue growth. The Talent and Rewards segment had an NOI margin of
8% in the fourth quarter of fiscal year 2014. The second half of
the year typically has lower margins due to the seasonality of the
business.
Exchange Solutions
For the quarter, the Exchange Solutions segment had revenues of
$51 million, an increase of 48% (48% increase constant currency)
from $35 million in the prior year fourth quarter. OneExchange
Retiree increased in the low 40% range. Liazon contributed
approximately $2.5 million in revenues this quarter. The Exchange
Solutions segment had an NOI margin of 37% in the fourth quarter of
fiscal year 2014. The second half of the fiscal year is seasonally
stronger due to the timing of enrollments.
Outlook for Fiscal Year 2015
For the first quarter of fiscal year 2015, the company expects
to report revenues in the range of $840 million to $860 million,
reflecting constant currency revenue growth in the range of 2% to
5%. The company expects adjusted diluted earnings per share in the
range of $1.17 to $1.22. This guidance assumes an average exchange
rate of 1.68 U.S. dollars to the British Pound and 1.34 U.S.
dollars to the Euro for the first quarter of fiscal year 2015.
Full fiscal year 2015 guidance will be provided at Towers
Watson’s Analyst Day on September 19, 2014.
Conference Call
The company will host a live webcast and conference call to
discuss the financial results for the fourth quarter of fiscal year
2014. It will be held on Tuesday, August 12, 2014, beginning at
9:00 a.m. Eastern Time, and can be accessed via the Internet at
www.towerswatson.com. The replay of the call will be available
shortly after the live call for a period of three months. A
telephonic replay will also be available for one week after the
call by dialing 617-801-6888 and using confirmation number
92596640.
About Towers Watson
Towers Watson (NYSE, NASDAQ: TW) is a leading global
professional services company that helps organizations improve
performance through effective people, risk and financial
management. The company offers consulting, technology and solutions
in the areas of benefits, talent management, rewards, and risk and
capital management. Towers Watson has more than 14,000 associates
around the world and is located on the web at
www.towerswatson.com.
Use of Non-GAAP Measures
In order to assist readers of our financial statements in
understanding the core operating results that the Company’s
management uses to evaluate the business and for financial
planning, we present (1) Adjusted EBITDA, (2) Adjusted income from
continuing operations (attributable to common stockholders), and
(3) Adjusted Diluted Earnings Per Share from continuing operations
(which are all non-U.S. GAAP measures), to eliminate the effect of
acquisition-related expenses from the financial results of our
operations. We use Adjusted income from continuing operations
(attributable to common stockholders), the numerator, for the
purpose of calculating Adjusted Diluted Earnings Per Share from
continuing operations. The Company believes that Adjusted EBITDA
and Adjusted Diluted Earnings Per Share from continuing operations
and Free Cash Flow are relevant and useful information widely used
by analysts, investors and other interested parties in our industry
to provide a baseline for evaluating and comparing our operating
results.
Since the Merger in January 2010, we have incurred significant
acquisition-related expenses related to our merger and integration
activities necessary to combine Watson Wyatt and Towers Perrin.
These acquisition-related expenses include transaction and
integration costs, severance costs, non-cash charges for
amortization of intangible assets and merger-related stock-based
compensation costs from the issuance of merger-related restricted
shares. Included in our acquisition-related transaction and
integration costs are integration consultant fees and legal,
accounting, marketing and information technology integration
expenses. We consider Adjusted EBITDA and Adjusted Diluted Earnings
Per Share from continuing operations to be important financial
measures, which we use to internally evaluate and assess our core
operations, and benchmark our operating results against our
competitors. We use Adjusted EBITDA to evaluate and measure our
performance-based compensation plans. Adjusted EBITDA and Adjusted
Diluted Earnings Per Share are important in illustrating what our
operating results would have been had we not incurred these
acquisition-related expenses.
The Company’s non-U.S. GAAP measures and their accompanying
definitions are presented as follows:
- Adjusted EBITDA – net income
(attributable to common stockholders) adjusted for discontinued
operations, net of tax, provision for income taxes, interest, net,
depreciation and amortization, transaction and integration
expenses, stock-based compensation, and other non-operating income
excluding income from variable interest entity.
- Adjusted income from continuing
operations (attributable to common stockholders) – net income
(attributable to common stockholders) adjusted for discontinued
operations, net of tax, and adjusted for certain tax effected
merger and acquisition related items of transaction and integration
expenses, non-cash stock-based compensation, and amortization of
intangible assets.
- Adjusted Diluted Earnings Per Share
from continuing operations – diluted earnings per share from
continuing operations adjusted for discontinued operations, net of
tax, and adjusted for certain tax effected merger and acquisition
related items of transaction and integration expenses, non-cash
stock-based compensation, and amortization of intangible
assets.
- Free Cash Flow - Cash Flows from
Operating Activities less cash flows used for Fixed Assets and
Software for Internal Use, each of which is presented on the GAAP
Consolidated Statements of Cash Flows.
These non-U.S. GAAP measures are not defined in the same manner
by all companies and may not be comparable to other similarly
titled measures of other companies. Non-U.S. GAAP measures should
be considered in addition to, and not as a substitute for, the
information contained within our financial statements.
Reconciliation of Adjusted EBITDA to net income (attributable to
common stockholders), Adjusted income from continuing operations to
net income (attributable to common stockholders), Adjusted Diluted
Earnings Per Share from continuing operations to diluted earnings
per share from continuing operations and Free Cash Flow are
included in the accompanying tables to today’s press release.
Forward-Looking Statements
This document contains “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995.
You can identify these statements and other forward-looking
statements in this document by words such as “may”, “will”,
“would”, “expect”, “anticipate”, “believe”, “estimate”, “plan”,
“intend”, “continue”, or similar words, expressions or the negative
of such terms or other comparable terminology. Such statements are
based upon the current beliefs and expectations of Towers Watson's
management and are subject to significant risks and uncertainties.
Actual results may differ from those set forth in the
forward-looking statements.
The following factors, among others, could cause actual results
to differ from those set forth in the forward-looking statements: a
decline in client demand (for example, resulting from the reduced
use of defined benefit plans); the risk of a disclosure breach of
company or client data; the ability to successfully make suitable
acquisitions and divestitures; the risk that the acquisitions of
Extend Health and Liazon are not profitable or are not otherwise
successfully integrated; our ability to protect client data and our
information systems; the risk that potential changes in federal and
state health care regulations, or future interpretation of existing
regulations, may have a material adverse impact on our business;
the risk that our Exchange Solutions or OneExchange businesses fail
to maintain good relationships with insurance carriers, become
dependent upon a limited number of insurance carriers or fail to
develop new insurance carrier relationships; the risk that changes
and developments in the health insurance system in the United
States could harm our business; our ability to respond to rapid
technological changes; the ability to recruit and retain qualified
employees and to retain client relationships; and the risk that a
significant or prolonged economic downturn could have a material
adverse effect on Towers Watson's business, financial condition and
results of operations. Additional risks and factors are identified
under “Risk Factors” in Towers Watson’s most recent Annual Report
on Form 10-K filed with the SEC.
You should not rely upon forward-looking statements as
predictions of future events because these statements are based on
assumptions that may not come true and are speculative by their
nature. Towers Watson does not undertake an obligation to update
any of the forward-looking information included in this document,
whether as a result of new information, future events, changed
expectations or otherwise.
TOWERS WATSON & CO. Supplemental
Segment Information (In Thousands of U.S. Dollars)
Segment Revenue
Revenue for the Three Months Ended June 30, % Change Currency
Acquisitions % Change 2014 2013 GAAP Impact Divestitures
Organic Benefits $ 507,894 $ 494,423 3 % 2 % 0 % 1 % Risk
& Financial Services* 161,094 146,044 10 % 3 % 0 % 7 % Talent
& Rewards 131,239 132,002 (1 )% 0 % 0 % (1 )% Exchange
Solutions 51,298 34,599 48 % 0 % 7 % 41
% Reportable Segments $ 851,525 $ 807,068 Revenue for the
Year Ended June 30, % Change Currency Acquisitions % Change 2014
2013 GAAP Impact Divestitures Organic Benefits $
1,979,674 $ 1,994,458 (1 )% 0 % 0 % (1 )% Risk & Financial
Services* 638,437 645,345 (1 )% 1 % 0 % (2 )% Talent & Rewards
582,703 573,336 2 % 0 % 0 % 2 % Exchange Solutions 169,975
94,858 79 % 0 % 6 % 73 % Reportable Segments $
3,370,789 $ 3,307,997 *Risk and Financial Services excludes
Brokerage line of business which has been reported as discontinued
operations
Reconciliation of Reportable Segment Revenues
to Consolidated Revenues Three Months Ended June 30,
Year Ended June 30, 2014 2013 2014 2013 Reportable Segments
$ 851,525 $ 807,068 $ 3,370,789 $ 3,307,997 Reimbursable Expenses
and Other 27,460 28,214 111,123
124,518 Consolidated Revenues $ 878,985 $
835,282 $ 3,481,912 $ 3,432,515
Segment Net
Operating Income Three Months Ended June 30, Year Ended
June 30, 2014 2013 2014 2013 Benefits $ 158,101 $ 168,682 $
619,117 $ 674,657 Risk & Financial Services* 38,472 21,335
148,448 132,285 Talent & Rewards 10,569 15,179 119,287 114,227
Exchange Solutions 19,145 17,473
32,731 16,228 Reportable Segments $ 226,287 $
222,669 $ 919,583 $ 937,397 *Risk and Financial Services
excludes Brokerage line of business which has been reported as
discontinued operations
Reconciliation of Reportable
Segment Net Operating Income to Income from Operations
Three Months Ended June 30, Year Ended June 30, 2014 2013 2014 2013
Reportable Segments $ 226,287 $ 222,669 $ 919,583 $ 937,397
Differences in Allocation Methods 9,328 (13,816 ) 19,298 (12,832 )
Amortization of Intangible Assets (18,249 ) (19,186 ) (75,212 )
(76,963 ) Transaction and Integration Expenses - - (1,049 ) (30,753
) Stock-Based Compensation (3,578 ) (2,455 ) (11,285 ) (18,978 )
Discretionary Compensation (75,509 ) (58,129 ) (301,428 ) (324,370
) Payroll Tax on Discretionary Compensation (3,506 ) (4,030 )
(17,484 ) (19,377 ) Other, net (9,535 ) (7,598 )
(37,915 ) (21,719 ) Income from Operations $ 125,238
$ 117,455 $ 494,508 $ 432,405
TOWERS WATSON &
CO. Reconciliation of Non-GAAP Measures (In Thousands of
U.S. Dollars, Except Per Share Data)
Three
Months Ended Year Ended June 30,
2014
June 30,
2013
June 30,
2014
June 30,
2013
Net Income (attributable to common stockholders) $ 82,392 $
82,879 $ 359,300 $ 318,812 Less: Income from Discontinued
Operations, net of tax 77 2,784
6,057 23,642 Income from Continuing Operations
(attributable to common stockholders) 82,315 80,095 353,243 295,170
Adjusted for certain acquisition related items: Amortization of
intangible assets 12,089 13,061 54,354 52,387 Transaction and
integration expenses including severance - - 758 20,933 Stock-based
compensation - 850 -
6,079 Adjusted Income from continuing operations $
94,404 $ 94,006 $ 408,355 $ 374,569 Weighted average shares
of common stock, diluted (000) 70,679 71,198 70,955 71,555
Diluted EPS from continuing operations $ 1.17 $ 1.12 $ 4.98 $ 4.13
Adjusted for certain acquisition related items: Amortization of
intangible assets 0.17 0.19 0.77 0.73 Transaction and integration
expenses including severance - - 0.01 0.29 Stock-based compensation
- 0.01 - 0.08
Adjusted Diluted EPS from continuing operations $ 1.34 $
1.32 $ 5.76 $ 5.23 Three Months Ended Year Ended June
30,
2014
June 30,
2013
June 30,
2014
June 30,
2013
Net Income (attributable to common stockholders) $ 82,392 $
82,879 $ 359,300 $ 318,812 Less: Income from Discontinued
Operations, net of tax 77 2,784
6,057 23,642 Income from Continuing Operations
(attributable to common stockholders) 82,315 80,095 353,243 295,170
Provision for Income Taxes 41,927 37,342 138,249 136,991 Interest,
net 1,522 2,351 6,228 10,276 Depreciation and Amortization 43,887
42,070 174,818 173,040 Other Non-Operating Income (a) (483 ) (1,868
) (3,929 ) (6,872 ) Transaction and Integration Expenses - - 1,049
30,753 Stock-Based Compensation - 1,248
- 8,931 Adjusted EBITDA and
Adjusted EBITDA Margin $ 169,168 19.2 % $ 161,238 19.3 % $ 669,658
19.2 % $ 648,289 18.9 % (a) Other non-operating income
includes income from affiliates and other non-operating income
excluding income from variable interest entity
TOWERS WATSON & CO. Consolidated Statements of
Operations (In Thousands of U.S. Dollars, Except Per Share
Data) Three Months Ended June
30, Year Ended June 30, 2014 2013 2014 2013 Revenue $
878,985 $ 835,282 $ 3,481,912 $ 3,432,515
Costs of providing services: Salaries and employee
benefits 531,896 494,658 2,106,431 2,085,188 Professional and
subcontracted services 61,572 77,964 249,775 267,715 Occupancy
35,595 32,826 137,883 139,942 General and administrative expenses
80,797 70,309 317,448 303,472 Depreciation and amortization 43,887
42,070 174,818 173,040 Transaction and integration expenses
- - 1,049 30,753
753,747 717,827 2,987,404
3,000,110 Income from operations 125,238
117,455 494,508 432,405 Loss from affiliates - - - (56 )
Interest income 956 282 2,803 2,400 Interest expense (2,478 )
(2,633 ) (9,031 ) (12,676 ) Other non-operating income 483
1,868 10,226 6,928
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
124,199 116,972 498,506 429,001 Provision for income taxes
41,927 37,342 138,249
136,991 INCOME FROM CONTINUING OPERATIONS
82,272 79,630 360,257 292,010 Income from discontinued
operations, net of tax of ($1,810), $4,402, $39,202 and $15,561,
respectively 77 2,784 6,057
23,642 NET INCOME BEFORE
NON-CONTROLLING INTERESTS 82,349 82,414 366,314 315,652
Less: (Loss) / income attributable to non-controlling interests
(43 ) (465 ) 7,014 (3,160 )
NET INCOME (attributable to common stockholders) $ 82,392
$ 82,879 $ 359,300 $ 318,812
Basic earnings per share (attributable to common
stockholders): Net income from continuing operations $ 1.17 $ 1.13
$ 5.00 $ 4.15 Net income from discontinued operations 0.00
0.04 0.09 0.33 Net
income - basic $ 1.17 $ 1.17 $ 5.09 $ 4.48
Diluted earnings per share (attributable to common
stockholders): Net income from continuing operations $ 1.17 $ 1.12
$ 4.98 $ 4.13 Net income from discontinued operations 0.00
0.04 0.08 0.33 Net
income - diluted $ 1.17 $ 1.16 $ 5.06 $ 4.46
Weighted average shares of common stock, basic
(000) 70,291 70,806 70,587
71,150 Weighted average shares of common
stock, diluted (000) 70,679 71,198
70,955 71,555
TOWERS WATSON
& CO. Consolidated Balance Sheets (In Thousands of
U.S. Dollars, Except Share Data) June
30, June 30, 2014 2013
Assets Cash and cash
equivalents $ 727,849 $ 532,805 Fiduciary Assets 12,010 148,414
Short-term investments 122,761 56,645 Receivables from clients:
Billed, net of allowances of $8,075 and $12,768 507,213
519,580 Unbilled, at estimated net realizable value 314,020
306,258 821,233 825,838 Other current
assets 124,645 148,519 Total current
assets 1,808,498 1,712,221 Fixed assets, net 374,444 346,915
Deferred income taxes 79,103 86,313 Goodwill 2,313,058 2,218,935
Intangible assets, net 657,293 687,758 Other assets 395,390
279,935
Total Assets $ 5,627,786
$ 5,332,077
Liabilities Accounts payable,
accrued liabilities and deferred income $ 404,760 $ 351,648
Employee-related liabilities 518,532 560,831 Fiduciary liabilities
12,010 148,414 Term loan - current 25,000 25,000 Other current
liabilities 74,297 26,980 Total current
liabilities 1,034,599 1,112,873 Revolving credit facility -
- Term loan 200,000 225,000 Accrued retirement benefits and other
employee-related liabilities 768,024 771,429 Professional liability
claims reserve 225,959 251,191 Other noncurrent liabilities
288,255 226,750
Total Liabilities
2,516,837 2,587,243 Commitments
and contingencies
Stockholders' Equity Class A Common
Stock - $0.01 par value: 300,000,000 shares authorized; 74,552,661
and 69,178,097 issued, and 70,338,891 and 65,341,759 outstanding
746 692 Class B Common Stock - $0.01 par value: 93,500,000 shares
authorized; 0 and 5,374,070 issued and outstanding - 54 Additional
paid-in capital 1,849,119 1,850,448 Treasury stock, at cost -
4,213,770 and 3,836,338 shares (286,182 ) (221,643 ) Retained
earnings 1,722,927 1,394,407 Accumulated other comprehensive loss
(189,702 ) (299,464 )
Total Stockholders'
Equity 3,096,908 2,724,494
Non-controlling interest 14,041 20,340
Total Equity 3,110,949 2,744,834
Total Liabilities and Total Equity $ 5,627,786
$ 5,332,077
TOWERS WATSON & CO.
Consolidated Statements of Cash Flows (In Thousands of U.S.
Dollars) Year Ended June 30, 2014 2013
Cash flows from operating activities: Net income before
non-controlling interests $ 366,314 $ 315,652 Adjustments to
reconcile net income to net cash from operating activities:
Provision for doubtful receivables from clients 4,429 8,351
Depreciation 99,606 96,811 Amortization of intangible assets 75,932
78,910 Gain on sale of discontinued operations, pretax (23,950 ) -
Provision for deferred income taxes 58,220 62,510 Stock-based
compensation 22,517 28,906 Other, net (3,704 ) (3,249 ) Changes in
operating assets and liabilities (net of business acquisitions)
Receivables from clients 17,528 40,079 Fiduciary assets 113,317
23,177 Other current assets 14,722 (16,710 ) Other noncurrent
assets (9,175 ) 10,507 Accounts payable, accrued liabilities and
deferred income 16,000 31,144 Employee-related liabilities (46,766
) 33,642 Fiduciary liabilities (113,317 ) (23,177 ) Accrued
retirement benefits and other employee-related liabilities (139,922
) (141,895 ) Professional liability claims reserves (27,967 )
(13,575 ) Other current liabilities 4,838 (1,800 ) Other noncurrent
liabilities (26,095 ) (2,649 ) Income tax related accounts
53,564 4,680 Cash flows from operating
activities 456,091 531,314 Cash
flows used in investing activities: Cash paid for business
acquisitions (211,894 ) (5,678 ) Cash transferred with discontinued
operations (25,066 ) - Proceeds from discontinued operations
259,677 7,371 Cash acquired from business acquisitions 17,763 636
Fixed assets and software for internal use (64,825 ) (77,891 )
Purchases of investments of consolidated variable interest entity
(109,510 ) - Capitalized software costs (55,996 ) (50,081 )
Purchases of held-to-maturity securities (142,971 ) - Redemptions
of held-to-maturity securities 37,161 - Purchases of
available-for-sale securities (30,143 ) (61,251 ) Sales and
redemptions of available-for-sale securities 57,742
49,128 Cash flows used in investing activities
(268,062 ) (137,766 ) Cash flows used in financing
activities: Borrowings under credit facility 220,600 422,600
Repayments under credit facility (220,600 ) (630,600 ) Repayments
of notes payable (25,000 ) - Earn-out payments (3,652 ) (3,556 )
Cash received from consolidated variable interest entity 109,510 -
Contingent retention liability 21,746 - Cash paid on retention
liability (1,939 ) - Dividends paid (21,058 ) (48,153 ) Repurchases
of common stock (92,823 ) (46,618 ) Payroll tax payments on vested
shares (11,822 ) (25,010 ) Excess tax benefits 9,794
4,657 Cash flows used in financing activities
(15,244 ) (326,680 ) Effect of exchange rates on cash
22,259 (12,242 ) Increase in cash and
cash equivalents 195,044 54,626 Cash and cash equivalents at
beginning of period 532,805 478,179
Cash and cash equivalents at end of period $ 727,849
$ 532,805
Towers WatsonInvestor Contact:Aida Sukys, +
703-258-8033Aida.Sukys@towerswatson.com
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