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  • MIL-OSI USA: Waller, Reflections on a Maturing Stablecoin Market

    Source: US State of New York Federal Reserve

    Thank you for inviting me to speak today about stablecoins, an important innovation for the crypto ecosystem with the potential to improve retail and cross-border payments.1 A little over three years ago, I outlined my views on the benefits and risks of stablecoins.2 I can think of no better place than this conference to discuss the maturing stablecoin market and examine potential challenges that could impede stablecoins from reaching their full potential.
    For the purposes of this speech, I define stablecoins as a type of digital asset designed to maintain a stable value relative to a national currency and backed at least one-to-one with safe and liquid assets. Specifically, a pool of assets is held in reserve so that stablecoins can be redeemed for traditional currency in a timely fashion.
    Stablecoins—as with any means of payment—must demonstrate 1) a clear use case and 2) a clear commercial case to be economically viable. These terms are often conflated, but they are different, and both are necessary. Having a use case is how you attract consumers and businesses, while a business model is necessary for issuers of stablecoins to continue operating. As private sector innovators look to expand on the use cases of stablecoins and seek to achieve scale, what might emerge as challenges or roadblocks? This is a question I will explore today, including from a public sector perspective. Of course, as a policymaker, I am not here to endorse any of these use cases or business models, and what follows is not advice or recommendations. Rather, I am discussing them to underscore the varied ecosystem that policymakers must understand.
    I will begin by explaining some of the use cases of stablecoins, including those that are well established and those that are still emerging. The primary use of stablecoins is as a safe crypto store of value. In the early days of crypto trading, buying and selling crypto meant trading one crypto-asset for another crypto-asset. As we have seen, crypto prices can fluctuate substantially, which means crypto-assets that are not anchored as stablecoins suffer from price risk. All financial markets crave the existence of a safe, low-risk asset which allows traders to move out of risky positions into safe ones where the safe asset price is known and stable. The beauty of financial innovation is that if a market demands such an asset, someone will figure out how to supply it. Thus, stablecoins were born.
    A stablecoin’s value is tied to a national fiat currency, with the U.S. dollar being the fiat currency of choice for most stablecoins. In this sense, stablecoins are synthetic dollars. In our everyday life, the dollar serves as a medium of exchange and a unit of account. By their tie to the dollar, stablecoins are the medium of exchange and unit of account in the crypto ecosystem.
    But how does one trade a “real” dollar for a “synthetic” dollar, like a stablecoin? Exchanges already allowed agents to move in and out of the crypto ecosystem but doing so took time and money. Stablecoins provided a marketplace solution to this problem—a means to represent dollars on exchanges so that transactions could be carried out more quickly and efficiently. Currently, stablecoins are involved in over 80 percent of trading volume on major centralized crypto exchanges.3
    A second stablecoin use case is providing a means to access and hold U.S. dollars. Today, around 99 percent of stablecoin market capitalization is denominated in U.S. dollars, and the vast majority of digital asset trades are priced in U.S. dollars.4 This is no surprise given the primacy of the U.S. dollar in global finance and trade, and I believe that stablecoins have the potential to maintain and extend the role of the dollar internationally.5 U.S. dollar stablecoins could be particularly appealing to those in high inflation countries or to those without easy or affordable access to dollar cash or banking services.
    A third use case is cross-border payments. For example, we are hearing increased industry focus on the “stablecoin sandwich” model of cross-border payments, in which fiat currency in one country is converted first into a U.S. dollar stablecoin, then that stablecoin is transferred to another individual, and then finally the stablecoin is converted back into the local fiat currency at its destination. This has the potential to reduce the complexity of a series of correspondent banking networks, improving transparency, cost, and timeliness. As this use case develops, it is critical that market participants implement all anti-money laundering and relevant consumer safeguards.
    The last use case I will describe is in retail payments. At present, stablecoin use for retail payments is very limited. However, I am seeing a lot of new, private sector entrants looking to find ways to support the use of stablecoins for retail payments. For example, firms that provide point-of-sale technology are acquiring innovative fintechs or developing their own capabilities to accept stablecoins for retail purchases. This provides consumers with yet another option. Firms are also looking to incorporate stablecoins—and crypto more broadly—into peer-to-peer payment apps.
    It remains to be seen whether stablecoins will scale for retail payment use cases. Such an evolution would require both a substantial number of consumers to shift their preferences toward using stablecoins and a significant number of businesses to make necessary investments to receive payments via stablecoins. We know that consumer retail payments behavior is sticky, and when behavior does change, it generally happens over a long period. If retail payments use cases do increase, it would probably take years to have a significant impact. That said, if stablecoins reduce transaction fees or allow merchants to attract customers, then merchants could have an incentive to accept them. Ultimately, the market will sort out whether consumers and businesses have the incentives to use stablecoins in this way.
    In addition to stablecoins having clear cut use cases, issuers must have a viable business model. To cite one famous example, Red Lobster’s endless shrimp deal was popular with customers, but it did not turn out to be a sustainable model for the restaurant chain. Let me describe what I think are the incentives for stablecoin issuers, but I am here today to learn more.
    To date, most stablecoin issuers appear to generate revenue primarily by earning higher returns on their reserve assets than they incur in expenses. They issue a zero-interest liability and use the proceeds to acquire interest earning assets, thereby profiting from the spread. As with bank deposits, the interest rate environment will have a significant effect on the profitability of firms issuing stablecoins. Higher interest rates generally mean higher rates of return on reserve assets, which generates revenue for the issuer. However, higher interest rates also have the potential to make non-interest bearing assets less attractive for consumers to hold. That said, users who hold stablecoins as an accessible, safe store of U.S. dollar denominated value may not be particularly sensitive to the interest rate environment, a phenomenon we already see today with some holders of physical U.S. dollars.
    An additional way stablecoin issuers can generate revenue is through fees. This could include charging minting and burning fees, which occur when a customer acquires a new stablecoin for a real dollar or wants to redeem it for real dollars. This is very much like the foreign exchange market in fiat currencies that most of us are familiar with. Alternatively, as occurs with most payments firms, the issuer could earn money from transaction fees.
    Finally, stablecoin issuers may use stablecoins as part of a broader strategy to attract customers to whom they may sell other products and services. In that case, stablecoins could be seen as a “loss leader” to entice customers to use other products or services offered by the stablecoin issuer that are much more profitable.
    With the exception of the last example, the viability of the other business models will depend on the ability of stablecoins to scale as a means of payment and on how consumers and businesses respond. For example, if the stablecoin issuer decides to pass through interest earnings on its assets, that will make the stablecoin more attractive, but it will reduce the profits from issuing a stablecoin. The smaller the interest rate spread, the more important scale becomes. For the fee-based models, free entry into this space will drive down fees as it does in any other market, which will reduce the revenue from issuing a stablecoin.
    Within this market, scale is important for achieving certain use cases as well as satisfying certain business models. For example, stablecoins are unlikely to become a viable option for retail payments if consumers question whether stablecoins will be widely accepted as a means of payment, while stablecoin issuers cannot generate significant revenue from interest on backing assets or fees without scale. I call this the “Field of Dreams” problem—if you build it, will they come?
    With all of that in mind, let’s now dive into some of the potential challenges or roadblocks that will need to be overcome for stablecoins to achieve their full potential.
    The first theme I will explore is one that I have discussed in the past—the safety and soundness of stablecoins and the need for a clear regulatory regime for stablecoins in the United States.6 Stablecoins are forms of private money and, like any form of private money, are subject to run risk, and we have seen “depegs” of some stablecoins in recent years. Additionally, all payment systems face risk of failure, and stablecoins are subject to clearing, settlement, and other payment system risks as well. At the same time, it is important to note that the risks faced by stablecoin issuers are not the same risks faced by banks. The stablecoin market would benefit from a U.S. regulatory and supervisory framework that addresses stablecoin risks directly, fully, and narrowly. This framework should allow both non-banks and banks to issue regulated stablecoins and should consider the effects of regulation on the payments landscape, including competing payment instruments.
    I want to reiterate that I think it is important that U.S. legislation makes provision for the supervision and regulation of stablecoin issuers that is proportionate to the risks they pose, without stifling their innovative potential while the marketplace is still developing. I believe in the power of the private sector to develop solutions that benefit businesses and consumers, with the job of the public sector to create a fair set of rules for market participants to operate within, including guardrails that ensure safety for consumers and the financial system as a whole. Having a level of certainty is important for businesses looking to invest in new products and services as well as for consumer confidence and assurance.
    Fragmentation is the next theme I’ll explore, first from a technical perspective. Currently, several popular blockchain networks are designed as distinct from one another. Firms looking to scale across blockchains are seeking technical solutions to achieve cross-chain interoperability. Will this ultimately prove efficient, especially in a world with multiple stablecoin providers operating within potentially different combinations of blockchain networks? Or will there be multiple, competing ecosystems, for example where one stablecoin dominates on certain blockchains, and another stablecoin dominates on others? Alternatively, a stablecoin market featuring a high degree of interoperability could support a variety of stablecoin issuers and blockchain networks, providing consumers a choice in stablecoins and technologies. It is not yet clear how these dynamics will ultimately impact business models and use cases for stablecoins, but it is an issue that bears watching as firms work to scale and mature their businesses.
    Fragmentation around the use and acceptance of stablecoins will also act as an impediment to scaling and will impact how stablecoin use cases develop. As I noted, stablecoins will prove useful as a means of payment insofar as holders of a specific stablecoin expect that others will accept them. The more people will accept a stablecoin, the more convenient a stablecoin will be. For the retail payment use case, how easy will it be for me as a consumer to pay with stablecoins at the point of sale, either in-person or online? From the merchant perspective, what incentives will firms have to accept stablecoins? Similarly, for cross-border payments, how widely will different firms (and their banking partners) transact in stablecoins? And, more broadly, could stablecoins have the potential to recreate and potentially exacerbate the current challenges associated with correspondent banking, further fragmenting the marketplace? Or could stablecoins mature in such a way to change the market structure of cross-border payments?
    Fragmentation in regulation also has the potential to hold stablecoins back from reaching their full potential. As I already discussed, the stablecoin market does not have a clear regulatory framework in the United States. While there have been efforts to develop some international standards, the emergence of different global stablecoin regulatory regimes creates the potential for conflicting regulation domestically and internationally.7 This regulatory fragmentation could make it difficult for U.S. dollar stablecoin issuers to operate at a global scale. And as I have noted, scale is vital for any means of payment to achieve its full potential.
    For example, under Europe’s Markets in Crypto-Assets Regulation, stablecoin issuers can earn interest on their reserve assets as a business model, whereas other regulatory models being discussed would require reserves for stablecoins deemed systemically important to be held as non-interest-bearing central bank deposits, limiting stablecoin issuers into a specific business model. Domestically, state regulators have been key players in the development of the stablecoin market, and several states are in the process of developing state laws or finalizing new regulations related to stablecoin issuance. There is a risk that state regulations may conflict, which could prevent the use of the same stablecoin across all states and reduce stablecoin scalability. As with the United States’ dual banking system, a complementary framework with state and federal regulators working together can allow innovation to flourish while achieving some of the benefits of scale that come with a harmonized set of market rules.
    Different regulatory regimes are also creating separate reserve asset and redemption requirements for stablecoin issuers—a further potential regulatory regime fragmentation. In Europe, non-systemic stablecoin issuers are required to hold a minimum of 30 percent of their backing assets in bank deposits, and regulators have further proposed concentration limits per bank.8 This differs from the requirements of some U.S. state-regulated issuers.9 To operate at a global scale, stablecoin issuers would therefore have to issue the same stablecoin under multiple regimes with separate reserve asset and redemption requirements. Will this be efficient and ultimately prove workable if the number of regulatory regimes domestically and internationally continue to grow? Will we expect a stablecoin issuer to rebalance its reserves when a stablecoin is transferred between users in different countries or U.S. states? Creating consistency at the federal level could allow federal authorities to negotiate with foreign counterparts to ensure global regulations serve the interests of U.S. consumers and businesses and allow the U.S. to be a regulation setter for an asset class primarily denominated in our national unit of account.
    In conclusion, my hope is that the stablecoin market will grow or diminish on the merits of their benefits to consumers and the broader economy. For the private sector, that means continuing to develop innovative solutions that fit a market need while building sustainable business models. And for the public sector, it means setting clear and targeted legal and regulatory frameworks and coordinating those frameworks across states and national boundaries to enable private sector innovation at a global scale.
    Thank you.

    1. Thank you to Marc Rodriguez, Alex Sproveri, Sonja Danburg, and David Mills of the Federal Reserve Board for their assistance in preparing this text. The views expressed here are my own and not necessarily those of my colleagues on the Federal Reserve Board. Return to text
    2. See Christopher J. Waller, “Reflections on Stablecoins and Payments Innovations” (speech at “Planning for Surprises, Learning from Crises” 2021 Financial Stability Conference, Cleveland, OH, November 17, 2021). Return to text
    3. See “Share of Trade Volume by Pair Denomination,” The Block, last modified February 10, 2025, https://www.theblock.co/data/crypto-markets/spot/share-of-trade-volume-by-pair-denomination. Return to text
    4. See “DefiLlama-Defi Dashboard,” https://defillama.com/. Return to text
    5. See Christopher J. Waller, “The Dollar’s International Role” (speech at “Climate, Currency, and Central Banking,” Nassau, BS, February 15, 2024). Return to text
    6. See Chrisopher J. Waller, “Reflections on Stablecoins and Payments Innovations.” Return to text
    7. See Committee on Payments and Market Infrastructures and Board of the International Organization of Securities Commissions, Application of the Principles for Financial Market Infrastructures to stablecoin arrangements (PDF) (Basel: Bank for International Settlements, July 2022). Return to text
    8. See Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets, and amending Regulations (EU) No 1093/2010 and (EU) No 1095/2010 and Directives 2013/36/EU and (EU) 2019/1937. See European Banking Authority, Draft Regulatory Technical Standards to specify the highly liquid financial instruments with minimal market risk, credit risk and concentration risk under Article 38(5) of Regulation (EU) 2023/1114 (PDF) (Paris: European Banking Authority, June 2024) and European Banking Authority, Draft Regulatory Technical Standards to further specify the liquidity requirements of the reserve of assets under Article 36(4) of Regulation (EU) 2023/1114 (PDF) (Paris: European Banking Authority, June 2024). Return to text
    9. For example, see “Virtual Currency Guidance,” New York State Department of Financial Services, last modified June 8. Return to text

    MIL OSI USA News –

  • MIL-OSI Security: Honduran National, Previously Deported 6 Times, Arrested for Illegal Re-Entry

    Source: Office of United States Attorneys

    AUSTIN, Texas – A Honduran national with previous removals and criminal convictions was transferred into federal custody in Austin on criminal charges related to his alleged illegal re-entry.

    According to court documents, Melvin Armando Funes-Canales, was located in the Williamson County jail on or about July 16, 2024, where he had been detained for alleged possession of a controlled substance. An investigation revealed Funes-Canales had been previously removed from the U.S. to Honduras on or about Oct. 9, 2020, and had also been deported on five other occasions. Additionally, Funes-Canales was previously convicted of burglary, grand theft and illegal re-entry.

    Funes-Canales is charged with illegal re-entry. If convicted, Funes-Canales faces up to 10 years in prison. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    U.S. Attorney Jaime Esparza for the Western District of Texas made the announcement.

    Immigration and Customs Enforcement is investigating the case.

    Assistant U.S. Attorney Matt Harding is prosecuting the case.

    A criminal complaint is merely an allegation and all defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

    ###

    MIL Security OSI –

  • MIL-OSI Security: California Teenager Sentenced to 48 Months for Nationwide Swatting Spree

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    Orlando, Florida – United States District Judge Carlos E. Mendoza has sentenced Alan W. Filion (18, Lancaster, CA) to four years in federal prison for making interstate threats to injure the person of another.

    According to the plea agreement, from approximately August 2022 to January 2024, Filion made over 375 swatting and threat calls, including calls in which he claimed to have planted bombs in the targeted locations or threatened to detonate bombs and/or conduct mass shootings at those locations. Filion targeted religious institutions, high schools, colleges and universities, government officials, and numerous individuals across the United States.

    Filion intended his calls to cause large-scale deployment of police and emergency services units to the targeted locations. During these calls, he provided information to law enforcement and emergency services agencies that he knew to be false, such as false names, false claims that he and others had placed explosives in particular locations, false claims that he and others possessed dangerous weapons, including firearms and explosives, and false claims that he and/or other individuals had committed, or intended to imminently commit, violent crimes. 

    In some instances, armed law enforcement officers approached and entered a targeted residence with their weapons drawn and detained individuals that occupied the residence. Filion claimed in a post on January 20, 2023, that when he swats someone he “usually get[s] the cops to drag the victim and their families out of the house cuff them and search the house for dead bodies.” Additionally, Filion’s calls caused law enforcement officers and dispatchers to respond, and to be unavailable in response to other emergencies.

    Filion became a serial swatter for both profit and recreation. He claimed in a January 19, 2023, online post that his “first” swatting was like “2 to 3 years ago” and that “6-9 months ago [he] decided to turn it into a business. . . .” On several occasions, Filion placed posts on social-media channels advertising his services and swatting-for-a-fee structure.

    On January 18, 2024, Filion was arrested in California on Florida state charges arising from a May 2023 threat he made to a religious institution in Sanford, Florida. In that threat, he claimed to have an illegally modified AR-15, a Glock 17 pistol, pipe bombs, and Molotov cocktails. He said that he was going to imminently “commit a mass shooting” and “kill everyone” he saw. He pleaded guilty in federal court to making that threat.

    Filion also pleaded guilty to making three other threatening calls: an October 2022 call to a public high school in the Western District of Washington, in which he threatened to commit a mass shooting and claimed to have planted bombs throughout the school; a May 2023 call to a Historically Black College & University in the Northern District of Florida, in which he claimed to have placed bombs in the walls and ceilings of campus housing that would detonate in about an hour; and a July 2023 call to a local police department dispatch number in the Western District of Texas, in which he falsely identified himself as a senior federal law enforcement officer, provided the federal law-enforcement officer’s residential address to the dispatcher, claimed to have killed his (the federal officer’s) mother, and threatened to kill any responding police officers.  

    This case was investigated by the Federal Bureau of Investigation and the United States Secret Service. Valuable assistance was provided by the Seminole County (Florida) Sheriff’s Office; the Anacortes (Washington) Police Department; the Florida Department of Law Enforcement; the California Department of Justice; the Los Angeles County (California) Sheriff’s Office; and the Volusia County (Florida) Sheriff’s Office. The case is being prosecuted by Assistant United States Attorney Kara Wick, with valuable assistance from the State Attorney’s Office for Seminole County, Florida, 18th Judicial Circuit; the Counterterrorism Section of the United States Department of Justice; and the United States Attorneys’ Offices for the Western District of Washington, the Northern District of Florida, the Western District of Texas, and the District of Columbia. 

    MIL Security OSI –

  • MIL-OSI: Petrus Resources Announces 2025 Budget Guidance

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, Feb. 12, 2025 (GLOBE NEWSWIRE) — Petrus Resources Ltd. (“Petrus” or the “Company“) (TSX: PRQ) is pleased to announce its 2025 capital guidance.

    2025 BUDGET GUIDANCE

    In 2025, Petrus will build on its strategy of disciplined capital investment by targeting projects designed to maintain production, increase liquids weighting, enhance capital efficiency and generate free funds flow. The Board of Directors has approved a $40 million to $50 million capital program, with approximately 70% allocated toward high-impact development drilling in its core Ferrier and North Ferrier areas. The remaining capital will be invested in strategic infrastructure, including a 12-kilometer expansion of the North Ferrier pipeline, and land acquisitions. The budget is based on price assumptions of USD$68.50/bbl WTI for oil, CAD$2.04/GJ AECO for natural gas and a USD/CAD exchange rate of $0.70. Through the execution of this capital program, Petrus expects to:

    • Achieve 2025 annual average daily production of 9,000 to 10,000 boe1 per day – 65% gas and 35% total liquids
    • Generate $45 million to $55 million in annual funds flow2 for 2025
    • Pay a monthly dividend of $0.01/share – annually this represents approximately 9% of the current share price
    • Maintain net debt flat2 at $60 million  

    Given the inherent volatility of commodity prices, the Company recognizes it is prudent to remain disciplined and flexible from an operational and financial perspective. For 2025, the Company has hedged approximately 54% of its forecasted production at an average price of $2.78/GJ for natural gas and CAD $94.37/bbl for oil. Petrus will continue to monitor Canadian oil and natural gas prices and will evaluate the capital program on an ongoing basis.

    The Company remains well-positioned to navigate changing market dynamics while delivering consistent value to shareholders. By leveraging operational efficiencies and maintaining financial discipline, Petrus continues to strengthen its financial position and reinforce long-term sustainability. As market conditions evolve, the Company is prepared to adapt and respond quickly to capture opportunities and maximize returns.

    ABOUT PETRUS
    Petrus is a public Canadian oil and gas company focused on property exploitation, strategic acquisitions and risk-managed exploration in Alberta.

    For further information, please contact:

    Ken Gray
    President and Chief Executive Officer
    T: 403-930-0889
    E: kgray@petrusresources.com

    _____________________________

    1 Disclosure of production on a per boe basis consists of the constituent product types and their respective quantities. Refer to “BOE Presentation” and “Production and Product Type Information” for further details.

    2 Non-GAAP financial measure. During the year ended December 31, 2023, funds flow was $78.0 million. As at September 30, 2024, net debt was $60.4 million. Refer to “Non-GAAP and Other Financial Measures”.

    READER ADVISORIES

    Non-GAAP and Other Financial Measures

    This press release refers to the terms “funds flow” and “net debt”. These non-GAAP and other financial measures are not recognized measures under GAAP (IFRS) and do not have a standardized meaning prescribed by GAAP (IFRS). Accordingly, the Company’s use of these terms may not be comparable to similarly defined measures presented by other companies. These non-GAAP and other financial measures should not be considered to be more meaningful than GAAP measures which are determined in accordance with IFRS as indicators of our performance. Management uses these non-GAAP and other financial measures for the reasons set forth below.

    Funds Flow

    Funds flow is a common non-GAAP financial measure used in the oil and natural gas industry that evaluates the Company’s profitability at the corporate level. Management believes that funds flow provides information to assist a reader in understanding the Company’s profitability relative to current commodity prices. The most directly comparable financial measure that is disclosed in the Company’s primary financial statements is oil and natural gas revenue, which was $125.6 million for the year ended December 31, 2023. For additional information regarding funds flow (including a reconciliation of funds flow to oil and natural gas revenue), see the disclosure under “Non-GAAP and Other Financial Measures – Corporate Netback and Funds Flow” in the Company’s Management’s Discussion & Analysis for the year ended December 31, 2023 which is available on SEDAR+ at www.sedarplus.ca, which disclosure is incorporated by reference herein.

    Net Debt
    Net debt is a non-GAAP financial measure and is calculated as the sum of long-term debt and working capital (current assets and current liabilities), excluding the current financial derivative contracts, the current portion of the lease obligation and the current portion of the decommissioning obligation. Petrus uses net debt as a key indicator of its leverage and strength of its balance sheet. As at September 30, 2024, long-term debt was $25 million. For additional information regarding net debt (including a reconciliation of net debt to long-term debt), see the disclosure under “Non-GAAP and Other Financial Measures – Net Debt” in the Company’s Management’s Discussion & Analysis for the three- and nine-month periods ended September 30, 2024 which is available on SEDAR+ at www.sedarplus.ca, which disclosure is incorporated by reference herein.

    Forward-Looking Statements and FOFI

    Certain information regarding Petrus set forth in this press release contains forward-looking statements within the meaning of applicable securities law, that involve substantial known and unknown risks and uncertainties. Such statements represent Petrus’ internal projections, estimates, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. These statements are only predictions and actual events or results may differ materially. Although Petrus believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievement since such expectations are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors could cause Petrus’ actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, Petrus. In particular, forward-looking statements included in this press release include, but are not limited to, statements with respect to: our intention in 2025 to build on our strategy of disciplined capital investment by targeting projects designed to maintain production, increase liquids weighting, enhance capital efficiency and generate free funds flow; the range of our capital program in 2025, with approximately 70% allocated toward high-impact development drilling in our core Ferrier and North Ferrier areas, and that the remaining capital will be invested in strategic infrastructure, including a 12-kilometer expansion of the North Ferrier pipeline, and land acquisitions; our belief that through the execution of our 2025 capital program we will achieve 2025 annual average daily production of 9,000 to 10,000 boe per day (65% gas and 35% total liquids), generate $45 million to $55 million in annual funds flow, pay a monthly dividend of $0.01/share, and maintain net debt flat at $60 million; our intention to remain disciplined and flexible from an operational and financial perspective; that for 2025 we have hedged approximately 54% of ours forecasted production, and the details thereof; our intention to continue to monitor Canadian oil and natural gas prices and evaluate our capital program on an ongoing basis; our belief that we are well-positioned to navigate changing market dynamics while delivering consistent value to shareholders; our belief that by leveraging operational efficiencies and maintaining financial discipline, we continues to strengthen our financial position and reinforce long-term sustainability; and that we are prepared to adapt and respond quickly to capture opportunities and maximize returns. These forward-looking statements are subject to numerous risks and uncertainties, most of which are beyond the Company’s control, including: the risk that (i) negotiations between the U.S. and Canadian governments are not successful and one or both of such governments implements announced tariffs, increases the rate or scope of announced tariffs, or imposes new tariffs on the import of goods from one country to the other, including on oil and natural gas, (ii) the U.S. and/or Canada imposes any other form of tax, restriction or prohibition on the import or export of products from one country to the other, including on oil and natural gas, and (iii) the tariffs imposed by the U.S. on other countries and responses thereto could have a material adverse effect on the Canadian, U.S. and global economies, and by extension the Canadian oil and natural gas industry and the Company; the risk that we do not generate sufficient funds flow and free funds flow to maintain our dividend at current levels and/or to maintain net debt flat; the impact of general economic conditions; volatility in market prices for crude oil, NGL and natural gas; industry conditions; currency fluctuation; changes in interest rates and inflation rates; imprecision of reserve estimates; liabilities inherent in crude oil and natural gas operations; environmental risks; incorrect assessments of the value of acquisitions and exploration and development programs; competition; the lack of availability of qualified personnel or management; changes in income tax laws or changes in tax laws and incentive programs relating to the oil and gas industry; hazards such as fire, explosion, blowouts, cratering, and spills, or extreme weather events, such as wild fires, floods, drought and extreme cold or warm temperatures, each of which could result in substantial damage to wells, production facilities, other property and the environment or in personal injury and/or increase our costs, decrease our production, or otherwise impede our ability to operate our business; stock market volatility; ability to access sufficient capital from internal and external sources; that the amount of dividends that we pay may be reduced or suspended entirely; that we reduce or suspend the repurchase of shares under our NCIB; and the other risks and uncertainties described in our Annual Information Form. With respect to forward-looking statements contained in this press release, Petrus has made assumptions regarding: that the tariffs that have been publicly announced by the U.S. and Canadian governments (but which are not yet in effect) do not come into effect, but that if such tariffs do come into effect, the potential impact of such tariffs, and that other than the tariffs that have been announced, neither the U.S. nor Canada (i) increases the rate or scope of such tariffs, or imposes new tariffs, on the import of goods from one country to the other, including on oil and natural gas, and/or (ii) imposes any other form of tax, restriction or prohibition on the import or export of products from one country to the other, including on oil and natural gas; the amount of dividends that we will pay; the number of shares that we will repurchase under our NCIB; future commodity prices (including as disclosed herein) and royalty regimes; availability of skilled labour; timing and amount of capital expenditures; future exchange rates (including as disclosed herein); the impact of increasing competition; conditions in general economic and financial markets; availability of drilling and related equipment and services; effects of regulation by governmental agencies; the effects of inflation on our profitability; future interest rates; and future operating costs. Management has included the above summary of assumptions and risks related to forward-looking information provided in this press release in order to provide investors with a more complete perspective on Petrus’ future operations and such information may not be appropriate for other purposes. Petrus’ actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits that the Company will derive therefrom. Readers are cautioned that the foregoing lists of factors are not exhaustive. This press release contains future-oriented financial information and financial outlook information (collectively, “FOFI”) about Petrus’ prospective results of operations including, without limitation, our forecasts for our 2025 capital spending program, 2025 annual average daily production rate, 2025 annual funds flow, 2025 monthly dividend, and 2025 net debt, which are subject to the same assumptions, risk factors, limitations, and qualifications as set forth above. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on FOFI. Petrus’ actual results, performance or achievement could differ materially from those expressed in, or implied by, these FOFI, or if any of them do so, what benefits Petrus will derive therefrom. Petrus has included the FOFI in order to provide readers with a more complete perspective on Petrus’ future operations and such information may not be appropriate for other purposes.

    These forward-looking statements and FOFI are made as of the date of this press release and the Company disclaims any intent or obligation to update any forward-looking statements and FOFI, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

    BOE Presentation

    The oil and natural gas industry commonly expresses production volumes and reserves on a barrel of oil equivalent (“boe”) basis whereby natural gas volumes are converted at the ratio of six thousand cubic feet to one barrel of oil. The intention is to sum oil and natural gas measurement units into one basis for simplified measurement of results and comparisons with other industry participants. Petrus uses the 6:1 boe measure which is the approximate energy equivalence of the two commodities at the burner tip. Boe’s do not represent an economic value equivalence at the wellhead and therefore may be a misleading measure if used in isolation.

    Production and Product Type Information

    The Company’s forecast 2025 annual average daily production rate disclosed in this press release (9,000 to 10,000 boe per day) consists of the following product types, as defined in National Instrument 51-101 and using the conversion ratio described above, where applicable: 15% light oil and condensate, 20% natural gas liquids and 65% conventional natural gas.

    The MIL Network –

  • MIL-OSI: Artius II Acquisition Inc. Announces Pricing of $200 Million Initial Public Offering

    Source: GlobeNewswire (MIL-OSI)

    Artius II Features a 1,000,000 Distributable Class A Ordinary Share Structure (“Tontine Structure”) with Sponsor Reducing Founder Shares by an Equal Amount

    Each Unit Includes One Class A Ordinary Share, One Right to Receive 1/10th of a Class A Ordinary Share and One Contingent Right to Receive a Pro Rata Share of 1,000,000 Distributable Class A Ordinary Shares Under Tontine Structure

    NEW YORK, Feb. 12, 2025 (GLOBE NEWSWIRE) — Artius II Acquisition Inc. (“Artius II” or the “Company”) announced today that it priced its initial public offering of 20,000,000 units at $10.00 per unit. The units will be listed on The Nasdaq Global Market (“Nasdaq”) and trade under the ticker symbol “AACBU” beginning February 13, 2025. Each unit consists of one Class A ordinary share, one right entitling the holder thereof to receive one tenth of one Class A ordinary share upon the consummation of an initial business combination and one contingent right to receive a pro rata share of 1,000,000 (or 1,150,000 if the underwriter’s over-allotment option is exercised in full) distributable Class A ordinary shares at the closing of an initial business combination based on the number of Class A ordinary shares not redeemed prior to an initial business combination (“tontine structure”), and our sponsor will concurrently reduce founder shares by an equal amount. Once the Class A ordinary shares and rights comprising the units begin separate trading, the Class A ordinary shares and rights are expected to be listed on Nasdaq under the symbols “AACB” and “AACBR,” respectively.

    Santander is acting as sole book-running manager. The Company has granted the underwriter a 45-day option to purchase up to an additional 3,000,000 units at the initial public offering price to cover over-allotments, if any.

    About Artius II Acquisition Inc.

    The Company is a blank check company formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The Company intends to focus on technology enabled businesses that directly or indirectly offer specific technology solutions, broader technology software and services, or financial services to companies of all sizes. The Company was founded by Boon Sim, the Founder and Managing Partner of Artius Capital Partners LLC and founder of Artius Acquisition Inc., a special purpose acquisition company. Karen Richardson, Kevin Costello and John Stein will be serving as board members.

    The offering is being made only by means of a prospectus. When available, copies of the prospectus may be obtained from Santander US Capital Markets LLC at Santander US Capital Markets LLC, Attention: ECM Syndicate, 437 Madison Avenue, New York, NY 10022, by email at equity-syndicate@santander.us, or by telephone at 833-818-1602.

    A registration statement relating to the securities became effective on February 12, 2025. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

    Forward-Looking Statements

    This press release contains statements that constitute “forward-looking statements,” including with respect to the proposed initial public offering and the anticipated use of the net proceeds. No assurance can be given that the offering discussed above will be completed on the terms described, or at all, or that the net proceeds of the offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s preliminary prospectus for the Company’s offering filed with the U.S. Securities and Exchange Commission (the “SEC”). Copies of these documents are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

    Investor Contact:

    Jason Ozone
    jason@artiuscapital.com
    +1-212-309-7668

    The MIL Network –

  • MIL-OSI Submissions: Stats NZ information release: Electronic card transactions: January 2025

    Source: Statistics New Zealand

    Electronic card transactions: January 2025 – 13 February 2025 – The electronic card transactions (ECT) series cover debit, credit, and charge card transactions with New Zealand-based merchants. The series can be used to indicate changes in consumer spending and economic activity.

    Key facts

    All figures are seasonally adjusted unless otherwise specified.

    Values are at the national level and are not adjusted for price changes.

    January 2025 month

    Changes in the value of electronic card transactions for the January 2025 month (compared with December 2024) were:

    • spending in the retail industries decreased 1.6 percent ($103 million)
    • spending in the core retail industries decreased 1.5 percent ($86 million).

    Files:

     

    MIL OSI –

  • MIL-OSI United Nations: Security Council Press Statement on Terrorist Attack in Afghanistan

    Source: United Nations General Assembly and Security Council

    The following Security Council press statement was issued today by Council President Fu Cong (China):

    The members of the Security Council condemned in the strongest terms the heinous terrorist attack that occurred outside a bank in the city of Kunduz in northern Afghanistan, on 11 February, which was claimed by ISIL (Da’esh)-K and resulted in at least tens of people killed and wounded.

    The members of the Security Council expressed their deepest sympathy and condolences to the families of the victims, and they wished a speedy and full recovery to those who were injured.

    The members of the Security Council reaffirmed that terrorism in all its forms and manifestations constitutes one of the most serious threats to peace and security in Afghanistan, as well as in the world.

    The members of the Security Council underlined the need to hold perpetrators, organizers, financiers and sponsors of these reprehensible acts of terrorism accountable and bring them to justice.  They urged all States, in accordance with their obligations under international law and relevant Security Council resolutions, to cooperate actively with all relevant authorities in this regard.

    The members of the Security Council reiterated that any acts of terrorism are criminal and unjustifiable, regardless of their motivation, wherever, whenever and by whomsoever committed.  They reaffirmed the need for all States to combat by all means, in accordance with the Charter of the United Nations and other obligations under international law, including international human rights law, international refugee law and international humanitarian law, threats to international peace and security caused by terrorist acts.

    Security Council Press Statement on Terrorist Attack in Afghanistan.

    MIL OSI United Nations News –

  • MIL-OSI Australia: ABC News with Patricia Karvelas

    Source: Australian Executive Government Ministers

    PATRICIA KARVELAS: As we mentioned in our headlines, the Government says they are prepared to acquire Rex Airlines if a suitable buyer for the collapsed business isn’t found. Now, rival regional airlines have questioned why the Federal Government has refused to meet with them to discuss their offers of support on key Rex routes. The Nationals say any move by the Government to buy out Rex should be a last resort.

    [Excerpt]

    DAVID LITTLEPROUD: We don’t want the taxpayer to have to prop up what should be a commercially viable enterprise. The reality is Rex proved that until they took a change of course, and it’s difficult for then other smaller aviation companies to actually compete with the Australian taxpayer if we enter it. So, what needs to happen is that we need to accelerate the process to allow the solution to be created by the aviation sector themselves. They’re willing and able. They’re prepared to come to the table, but they’ve been locked out because it’s been the unions that have been dictating to the Government about who can actually put their hand up to buy Rex. 

    [End of excerpt]

    PATRICIA KARVELAS: To tell us more, Transport Minister Catherine King joins us live. Catherine King, welcome. 

    CATHERINE KING: Hi. It’s really lovely to be with you.

    PATRICIA KARVELAS: It is. You have put this on the table, but you say it’s not your preference. So, what? Is it just a political tactic?

    CATHERINE KING: No, not at all. What we’ve seen, and we’ve been working with the voluntary administration right the way along, the first sort of thing that we had to do was we put in the guarantee, so you’ll either fly or you’ll get your money back. Luckily, that hasn’t had to be drawn on, passenger numbers are keeping up. The next thing we had to do is – obviously, there was a first sale process that was not successful and we are working our way with the administrators on how can we best support a second sale process – we have come to the party with a credit, a line of credit, in order to keep the administration going. It’s not a grant. It’s a line of credit so that the administration can keep flying the airline. And then, what we’ve also done is stepped into the shoes of the largest creditor so that the company doesn’t get liquidated while we have this second sale process.

    What we’ve said today is that it’s abundantly clear that a second sale process won’t be successful without government support. And we are saying we are prepared to, where there are credible bidders that make its way through the administration process, that we will negotiate that support. Which is also why I can’t meet with individual airlines because they are potential bidders. [Indistinct]…

    PATRICIA KARVELAS: [Interrupts] Okay. Because the Financial Review is reporting that 43 airlines under the Regional Aviation Association of Australia wrote to you last year requesting a meeting that you wouldn’t.

    CATHERINE KING: I can’t meet with them for probity reasons because some of them will be bidders and they will be in a negotiation again, possibly against each other, and I will have to treat every bidder equally, which is why they need to work through the administration. So I can’t, for probity reasons, meet with them. I have met with their peak body before, I meet with them regularly, but I can’t meet with individual airlines who may be bidders in terms of Rex itself.

    PATRICIA KARVELAS: The RAAA Chief Executive has said that you’ve refused to meet them, but also says that they want to put forward a market-based solution for their association’s members. So, perhaps something quite different. 

    CATHERINE KING: Yep.

    PATRICIA KARVELAS: Isn’t that worth pursuing?

    CATHERINE KING: They can now do that. That’s what this has opened up today, through this second sale process. 

    PATRICIA KARVELAS: [Talks over] Has that meeting happened?

    CATHERINE KING: They can now do that, but I can’t meet with them because-

    PATRICIA KARVELAS: [Interrupts] The department can?

    CATHERINE KING: The department’s been meeting with potential bidders all the way along, and that’s been happening. That’s been happening all the way along. But I can’t meet with them because this is now a process where the Government will step in with some support, and we will need to treat every single bidder exactly the same. And so, I don’t know who those are going to be so I can’t meet with individual potential bidders, and I really welcome that there are airlines wanting to do that. 

    What I don’t want to see, though, is the cannibalisation of the routes, and some people saying, well, we want this bit, not this bit, and it really hollowing out.

    PATRICIA KARVELAS: [Talks over] Correct. I was going to go to that, because some people are proposing different- 

    CATHERINE KING: Yeah.

    PATRICIA KARVELAS: What’s wrong with that if it provides a commercial solution rather than the government stepping in?

    CATHERINE KING: It might provide a solution. But again, what – from the first principles of policy – what the Government wants to do is keep routes in regional aviation. We want to keep them flying and we want to make sure they’re viable, not just in the short term but in the longer term as well. Which is why we think the second sale process won’t be successful without government support, and that’s why we’ve got this process now in place. It may be-

    PATRICIA KARVELAS: [Interrupts]When you say with government support…

    CATHERINE KING: Yep.

    PATRICIA KARVELAS: …does that look like a sort of co-ownership model? Like, what sort of [indistinct] could it look like?

    CATHERINE KING: Yeah. At the moment, we’re very open to all of that. And different bidders will come forward and say, you know, we will buy the airline if you do X, Y and Z. And that is the competitive tension that needs to happen as part of this second sale process.

    PATRICIA KARVELAS: [Talks over] Does that mean the government could have, let’s say, a 40 per cent stake?

    CATHERINE KING: It could say that. But the biggest barrier for a sale of this airline at the moment has been that the planes are old and it is highly capital intensive to replace them. And so, that has been the largest barrier. And again, we will have to look at what someone is bringing to the table and what is the best value for taxpayer money; where we’re we going to be able to keep as many of the routes going as possible – I want to keep all of them going if we can; and-

    PATRICIA KARVELAS: [Interrupts]Well, is that a guarantee, if I can just pick you up on that? 

    CATHERINE KING: I would like to but, obviously, we’re going to- that is in the hands of whoever purchases the airline. 

    PATRICIA KARVELAS: Shouldn’t it be, actually, a pre-condition that you must keep them all open?

    CATHERINE KING: It is certainly one of the things that we will be looking at as part of that process. But at the first principle, what the Government is absolutely determined to do is to keep regional aviation and regional communities connected. I was pretty shocked today to see some of the commentary from the National and the Liberal Party who are, basically – I don’t know what that was about today – who are, basically I think, abandoning regional communities and regional aviation.

    PATRICIA KARVELAS: Well, they’re arguing there should be a commercial solution.

    CATHERINE KING: Well, and we’re saying that as well, but we’re also saying that if there isn’t, we are saying that we will start the process to consider if government should acquire it. We’ll need to do that with states and territories as partners, they subsidise a lot of these routes currently. And we’ll need to start the process for that as the buyer of last resort. 

    PATRICIA KARVELAS: Okay. And the buyer of last resort, does that mean that sort of states and territories go in with you?

    CATHERINE KING: We would certainly- we’re certainly in discussions with states and territories who subsidise many of the intrastate routes, which are their responsibility now. 

    PATRICIA KARVELAS: And can you give me a sense of which states are showing an interest in going in?

    CATHERINE KING: Well, every state wants to keep regional aviation going. All of them want regional aviation to… Rex flies everywhere. There’s more than 40 routes that are different routes that are flown weekly. Almost half of those are routes where they’re the only airline that actually flies in. And that’s pretty critical to getting people in regional communities to medical appointments, to their homes, to keep businesses going, to get FIFO workers in. They’re pretty- it’s a pretty important piece of economic infrastructure for our regions. 

    PATRICIA KARVELAS: Just on another topic, but still very much in your portfolio, is it right that the Victorian Government wants a top-up to the contentious Suburban Rail Loop? 

    CATHERINE KING: So, I mean, it’s in- all in the public domain. I must admit, I’ve been reluctant to comment on this because there’s a fair bit of gossip going around and it’s unhelpful, I think, as we [Indistinct] not you just-

    PATRICIA KARVELAS: [Interrupts] I am happy for you to just tell us the facts now.

    CATHERINE KING: So I will say- yeah. So on Suburban Rail Loop, I have released the $2.2 billion. Infrastructure Australia and my department have now assessed that and recommended that money be released to the Victorian Government on the basis of very specific things that it will be going towards. And so I have now signed that off. And the Victorian Government, I’m sure, will be receiving the news of that now as we speak. So you’ve got [Indistinct].

    PATRICIA KARVELAS: [Talks over] So, can you just be clear, that’s not- just the distinction, I know that they’re asking for a top up. You’re saying that’s not the top up? That’s…?

    CATHERINE KING: No, that’s the- so that’s the existing money that we’ve had on the table for Suburban Rail East. We will continue discussions, as we do through budget processes with every state and territory, and the Victorians are no different, who come to us with an ask. But I’ve been pretty consistent in terms of suburban rail to say there are still some hurdles that the Victorian Government will need to overcome in relation to advice that I will receive from Infrastructure Australia about particularly the costings around value capture before the Commonwealth can make another investment.

    PATRICIA KARVELAS: So you’re not convinced that this is a value for money proposition? 

    CATHERINE KING: I do think it’s a really good project. As a Victorian, I actually know- you know, and I grew up in the south eastern suburbs of Melbourne. That was my home and was my home well into my 20s. And I would catch that Glen Waverley train…

    PATRICIA KARVELAS: [Talks over] Same here.

    CATHERINE KING: [Indistinct]…train into the city as a 14-year-old all the time. I’ve seen the huge population growth around Box Hill where you and I would go shopping and you’d take your friends there as well. So really, it’s an important project for the city. It’s a big project for the city. You know, I’m a supporter of it, but I also need to make sure that I’m getting value for money for Australian taxpayers’ dollars and [Indistinct].

    PATRICIA KARVELAS: [Interrupts] So, to be clear, you’ve now- you said that they’ll be finding out now you’ve handed over two- just to be clear?

    CATHERINE KING: Yeah. The 2.2, which was the election commitment we made, Infrastructure Australia and the- my department have now provided me with advice on the assessment of their- the project appraisal report, which is pretty routine. That’s what I do. And that’s now been released to the Victorian Government. 

    PATRICIA KARVELAS: Okay. And that now draws a line for a while, you’re saying no extra funding?

    CATHERINE KING: Well, what I’m saying to them is there’s some more work that will need to be done before further investment in Suburban Rail Loop. But there’s also other projects, of course, that we continue to talk to the Victorians about. I work with very closely [Indistinct]…

    PATRICIA KARVELAS: [Interrupts] Because it brings me to the Werribee by-election and some of the lessons there. There are parts of your heartland who feel very neglected. Is that part of the lesson here?

    CATHERINE KING: I think that, again, I stood with Jacinta Allan to talk about and to put money into a road project, two road projects in Werribee, and they had been worked with and negotiated on and talked with the Victorian Government well over six months ago. You know, they were not new. They were things that the Victorian Government had brought to me to say, we need to invest in the West. 

    PATRICIA KARVELAS: But beyond that, you’re talking about something that’s already committed. There’s clearly more demand [Indistinct]…

    CATHERINE KING: [Interrupts] Yeah, absolutely. And that’s what happens through budget processes, through the mid-year economic financial outlook. They come to me with projects that they want to invest in, they want us to co-invest in, and they do that all the way around the state. They’ve done- you know, in regional communities, they’ve put $1 billion into a road blitz to really deal with potholes and a range of things in regional communities. You know, we’re really keen to partner with them on a whole range of projects, and we’ll keep talking to them as part of the budget process. 

    PATRICIA KARVELAS: Catherine King, thanks for coming in. 

    CATHERINE KING: Good to talk to you.

    MIL OSI News –

  • MIL-OSI Australia: School year starts with safer school zones across regional NSW

    Source: Australian Executive Government Ministers

    As the new school year gets underway, parents and students across regional NSW can feel reassured knowing that hundreds of school zones are now safer following upgrades delivered through the School Zone Infrastructure Sub Program.

    Since its launch in 2020, this over $40 million investment by the Australian and NSW governments has enabled the NSW Government and local councils to implement 474 critical safety improvements on roads near schools in regional and rural areas.

    These improvements have enhanced safety and accessibility in school zones, making it easier for both drivers and pedestrians to navigate these areas.

    In towns and communities across regional NSW, these upgrades include:

    • raising pedestrian ‘wombat’ crossings and pedestrian ‘blisters’
    • creation of “kiss and drop” locations along with installing signage
    • installation of pedestrian refuges and zebra crossings
    • installation of new kerb ramps, pedestrian fencing and lighting
    • installation of traffic signals
    • installation and upgrades of footpaths and shared paths
    • signage upgrades
    • repainting and replenishing faded “Dragon’s Teeth” markings on roadways
    • guttering and pathway to provide safe access between bus stop and school.

    From Bega to Broken Hill and the Richmond Valley, these road safety infrastructure projects have delivered significant improvements to local schools across regional NSW. 

    The School Zone Infrastructure Sub Program is part of a broader $1.18 billion investment from the Australian and NSW Governments under the Road Safety Program and has played a crucial role in enhancing safety. 

    These projects were designed to protect vulnerable road users, reduce road trauma and save lives, and supported more than 2,500 direct and indirect jobs, as the economy recovered from the COVID-19 pandemic.

    For more information visit the Transport for NSW website here.

    Quotes attributable to Federal Assistant Minister for Regional Development, Anthony Chisholm: 

    “Important investments like these will keep students and parents safe on the streets that surround NSW schools, and are part of our collective commitment to significantly reduce the number of incidents on our roads.

    “I’d like to thank the NSW Government for working constructively with us on road safety projects such as these, which are critical to helping bring down the number of lives lost on NSW roads. 

    “These upgrades form part of the Federal Government’s commitment under the Road Safety Program to work in partnership with the states and territories to fund priority road safety works across the nation.”

    Quotes attributable to NSW Minister for Regional Transport and Roads, Jenny Aitchison: 

    “Ensuring the safety of our students as they travel to and from school is a high priority for the NSW Government. The enhancements made through the School Zone Infrastructure Sub Program will not only protect our young road users but also provide peace of mind for parents and caregivers.

    “Our collaboration with the Federal Government and local councils has been instrumental in delivering these vital safety improvements. From raising pedestrian crossings to installing new signage, every enhancement is designed to make our roads safer for everyone.

    “As we welcome students back to school, let’s remember that road safety is a shared responsibility. I urge all drivers to stay vigilant in school zones, ensuring our children arrive at school safely.”

    MIL OSI News –

  • MIL-OSI Australia: Can artificial intelligence save the Great Barrier Reef?

    Source: University of South Australia

    13 February 2025

    Australian researchers are designing a global real-time monitoring system to help save the world’s coral reefs from further decline, primarily due to bleaching caused by global warming.

    Coral reefs worldwide are dying at an alarming rate, with 75% of reefs experiencing bleaching-level heat stress in the past two years.

    The World Heritage-listed Great Barrier Reef (GBR), considered the jewel in the crown of coral reefs worldwide and one of Australia’s most significant ecological and tourism assets, has been decimated by severe bleaching events since 2016, exacerbated by ongoing crown-of-thorns starfish outbreaks and coastal development.

    A collaborative project led by the University of South Australia (UniSA), with input from Queensland and Victorian researchers, is integrating remote sensing technologies with machine learning, artificial intelligence and Geographic Information Systems (GIS) to monitor and hopefully stall the damage to the world’s most fragile marine ecosystems.

    A multimodal platform will distil all research data relating to coral reefs, including underwater videos and photographs, satellite images, text files and time-sensor readings, onto a central dashboard for real-time global monitoring.

    UniSA data analyst and lead researcher Dr Abdullahi Chowdhury says that a single centralised model will integrate all factors affecting coral reefs and provide environmental scientists with real-time predictions.

    “At the moment we have separate models that analyse substantial data on reef health – including bleaching levels, disease incidence, juvenile coral density and reef fish abundance – but these data sets are not integrated, and they exist in silos,” Dr Chowdhury says.

    “Consequently, it is challenging to see the ‘big picture’ of reef health or to conduct large scale, real-time analyses.”

    The researchers say an integrated system will track bleaching severity and trends over time; monitor crown-of-thorns starfish populations and predation risks; detect disease outbreaks and juvenile coral levels; and assess reef fish abundance, diversity, length, and biomass.

    “By centralising all this data in real time, we can generate predictive models that will help conservation efforts, enabling earlier intervention,” according to Central Queensland University PhD candidate Musfera Jahan, a GIS data expert.

    “Our coral reefs are dying very fast due to climate change – not just in Australia but across the world – so we need to take serious action pretty quickly,” Ms Jahan says.

    Coral reefs are often referred to as the “rainforests of the sea”. They make up just 1% of the world’s ocean area but they host 25% of all marine life.

    The technology will bring together datasets from organisations like the National Oceanic and Atmospheric Administration (NOAA), the Monterey Bay Aquarium Research Institute (MBARI), the Hawaii Undersea Research Laboratory (HURL) and Australia’s CSIRO.

    “The future of coral reef conservation lies at the intersection of technology and collaboration. This research provides a roadmap for harnessing these technologies to ensure the survival of coral reefs for generations to come,” the researchers say.

    The study has been published in the journal Electronics.

     A video accompanying this release is available: How can we save our coral reefs from dying?

    …………………………………………………………………………………………………………………

    Media contact: Candy Gibson M: +61 434 605 142 E: candy.gibson@unisa.edu.au
    Lead researcher: Dr Abdullahi Chowdhury E: abdullahi.chowdhury@unisa.edu.au

    Other articles you may be interested in

    MIL OSI News –

  • MIL-OSI USA: $150M for Climate Resiliency on SUNY & CUNY Campuses

    Source: US State of New York

    Governor Kathy Hochul today announced $150 million in climate resiliency grants  to make New York State’s public college campuses greener, more resilient to severe weather and more energy efficient. Supported by funding from the $4.2 billion Clean Water, Clean Air and Green Jobs Environmental Bond Act of 2022, the State University of New York (SUNY) is receiving $100 million for clean energy projects, including the installation of a thermal energy network at SUNY Buffalo, and the City University of New York (CUNY) is receiving $50 million for solar, energy storage, and heat pump projects on three campuses as part of a comprehensive plan to reduce CUNY’s carbon footprint.

    “New York’s higher education institutions play a significant role in leading by example to help advance a cleaner, greener future,” Governor Hochul said. “The $150 million in new investments from the Environmental Bond Act will allow SUNY and CUNY to take a significant step forward in electrifying campuses and integrating cleaner energy solutions to reduce pollution and help New York’s colleges become more energy efficient.”

    SUNY projects funded by the Environmental Bond Act include:

    Binghamton University: Binghamton University will install thermal energy networks and building heat pump technology on its campus. The funding will help implement construction of new high-efficiency networked water source heat pump systems in select buildings currently operating on approximately 20-year-old, lower-efficiency chillers. The new systems will effectively lower energy use by 45 percent, operating costs by $300,000, greenhouse gases by 1,100 metric tons (based on current grid emission factors), and other pollutants for the benefit of the campus and the larger community.

    University at Buffalo: UB will construct the first of many energy hubs, all of which are needed to phase out fossil fuel-based systems and replace aging, lower efficiency systems with on-site electrical systems that lower greenhouse gas and other pollutants and improve operating efficiencies. This first high-efficiency energy hub will service a network of up to five buildings on UB’s South Campus.

    SUNY Oswego: The campus will construct a geoexchange field system for a geothermal network to improve operating efficiencies, lower operating costs, and reduce greenhouse gas and other pollutants for the benefit of the campus and larger community. The project will result in an extensive underground utility infrastructure and central plant and building-level equipment conversions, which are required to continue converting the campus plant to sustainable measures.

    Stony Brook University: The Environmental Bond Act investment will provide design and construction for multiple ground and rooftop solar voltaic (PV) arrays to improve community air quality and public health and decarbonize the Long Island electric grid. The resulting on-site renewable power generation will provide operational efficiencies, energy use reduction, greenhouse gas and pollutant reductions, as well as to provide additional capacity for any potential future campus growth.

    CUNY projects funded by the Environmental Bond Act include:

    City College of New York: Parking lot solar canopies on the south campus will be paired with battery storage, which will support flexible demand management and electric vehicle (EV) chargers will be added to help electrify campus transportation. Rooftop solar will also be deployed. Heat pumps will be installed to electrify heating and cooling for the library and other spaces in the North Academic Center, and also in the science building to heat building domestic hot water and pool water. Heat Pumps are three to four times more efficient than a boiler as they move existing heat, rather than creating heat through combustion.

    Brooklyn College: Geothermal energy will be tapped as bore holes are drilled to provide ground source renewable heating and cooling for the adjacent West End Building, which houses student clubs, the film department, a testing center, and computer labs, and is a vital hub of student activity. Rooftop solar and EV charging stations will be installed at James Hall and West Quad, promoting EV adoption while supporting the college’s fleet electrification goals.

    Hunter College: This project initiates the hydronic conversion transformation of North Hall energy systems away from inefficient steam and standalone window air conditioning. Energy efficient hot and chilled water from the central plant will replace an antiquated steam system. This step toward electrification will reduce baseload energy use and cut use of fossil fuels, ensuring a better-controlled, state-of-the-art, sustainable learning environment for students.

    SUNY Chancellor John B. King Jr. said, “With thanks to Governor Hochul, SUNY’s campuses are leading the way in advancing sustainability and addressing climate change. This Bond Act funding for four SUNY projects will help achieve New York State’s ambitious decarbonization goals and build a more sustainable future.”

    CUNY Chancellor Félix V. Matos Rodríguez said, “By helping CUNY reduce the carbon footprint of our campuses, curb our consumption of fossil fuels and harness our capacity to aid sustainable energy production, Governor Hochul is enabling the University to promote prudent environmental stewardship. The Environmental Bond Act investments announced today will help CUNY play a key role in the development of a resilient, responsible, and resourceful New York.”

    New York State Department of Environmental Conservation Interim Commissioner Sean Mahar said, “Governor Hochul’s commitment in the State of the State to advance a greener future through decarbonization is bolstered with this new $150 million Clean Water, Clean Air and Green Jobs Environmental Bond Act investment for innovative clean energy projects at SUNY and CUNY campuses across the state. Through the State’s Environmental Bond Act investments, New York is supporting advanced thermal energy networks, EV charging infrastructure, and other technologies that reduce pollution, lower operating costs, and create far-reaching benefits for schools and their surrounding communities.”

    New York League of Conservation Voters President Julie Tighe said, “As the state transitions to a clean energy economy, it is critical that the government not just pass laws, but that they also lead by example. That is exactly what Governor Hochul is doing by allocating Bond Act funds to decarbonize SUNY and CUNY campuses, including by building out thermal energy networks and investing in solar and EV charging infrastructure at some of the most polluting buildings the state owns. We applaud the Governor for reducing New York’s carbon footprint while also helping seed one of the most promising clean energy solutions we have for our large buildings and campuses.”

    Building Decarbonization Coalition New York Director Lisa Dix said, “We applaud the Governor for this critical step forward in implementing the Decarbonization Leadership Program and the SUNY and CUNY campus decarbonization action plans to advance Thermal Energy Networks across our state. This funding and continued leadership is key to getting fifteen Thermal Energy Networks, shovel-ready projects by 2026. Thermal Energy Networks will advance new economic development, modernize our universities, create union jobs, help avoid costly grid upgrades, slash pollution in our communities and help achieve New York’s climate goals – all while building a thriving clean energy economy.”

    New York State AFL-CIO President Mario Cilento said, “Thanks to Governor Hochul’s leadership, the potential of the Environmental Bond Act is now becoming a reality. These projects will be built union with robust labor standards, including prevailing rate, labor peace, and Buy American. As I said in 2022, when the delegates to the New York State AFL-CIO convention voted overwhelmingly to support the Environmental Bond Act ballot referendum, working together, we will decarbonize while establishing a solid foundation for union careers.”

    New York State Building Trades President Gary LaBarbera said, “As New York looks to progress towards its climate goals, we must continue to fund clean energy initiatives that not only modernize our key institutions but also create thousands of good-paying careers for working class people. The investments from the Environmental Bond Act will help our SUNY and CUNY campuses operate in a greener and more environmentally friendly manner, generate more accessible pathways to the middle class for hardworking New Yorkers, and contribute to improving the experiences of everyone who attends and works at these colleges. We applaud Governor Hochul for supporting this investment and look forward to playing a role in pushing these climate adaptions forward.”

    New York State continues to advance resiliency initiatives and investments that are helping to protect communities. Today’s announcement complements Governor Hochul’s Executive Budget proposal to invest more than $1 billion to help fund a more sustainable and affordable future. This ambitious proposal is the single-largest climate investment in state history, generating thousands of jobs, slashing energy bills for households, and cutting harmful pollution.

    The funding to SUNY and CUNY demonstrates the ways New York State’s continued commitment can be achieved, by deploying renewable energy, advancing clean transportation and building decarbonization, and exploring emerging technologies that can support decarbonization goals and economic development. The Executive Budget also includes $108 million for climate resiliency initiatives that support coastal resiliency and additional funding for Green Resiliency Grants and continues a record $400 million for Environmental Protection Fund programs that include measures to adapt and mitigate climate impacts. Progress also continues in administering the $4.2 billion Clean Water, Clean Air and Green Jobs Environmental Bond Act, which has allocated approximately $1.25 billion, or 25 percent, of Bond Act funds to date.

    New York State’s Climate Agenda

    New York State’s climate agenda calls for an affordable and just transition to a clean energy economy that creates family-sustaining jobs, promotes economic growth through green investments, and directs a minimum of 35 percent of the benefits to disadvantaged communities. New York is advancing a suite of efforts to achieve an emissions-free economy by 2050, including in the energy, buildings, transportation, and waste sectors.

    MIL OSI USA News –

  • MIL-OSI Security: Carry the Kettle Nakoda Nation  — Update on Suspicious Deaths on Carry the Kettle Nakoda Nation

    Source: Royal Canadian Mounted Police

    Identities of victims released

    The Saskatchewan Coroner’s Service, in conjunction with the Saskatchewan RCMP and in collaboration with the families of the deceased victims, are releasing the names of the people who died as a result of the homicides on Carry the Kettle Nakoda Nation on February 4, 2025. Their identities are being released to help further the investigation.

    We share our condolences with the families and community members impacted by this tragedy.

    The Saskatchewan RCMP Major Crimes Family Liaison team and Victim Services continue to communicate with the victim’s families.

    With this in mind and to assist ongoing reporting, families of the deceased have provided photographs of their loved ones which they have permitted us to share with news partners. They are the highest quality photographs we have available. The families have asked for privacy during this difficult time.

    The deceased victims are identified as:

    34-year-old Tracey Hotomani of Carry the Kettle Nakoda Nation
    44-year-old Sheldon Quewezance of Zagime Anishinabek
    47-year-old Shauna Fay of Indian Head
    51-year-old Terry Jack of Carry the Kettle Nakoda Nation

    Investigation has determined the homicide victims were injured by firearm. We are investigating the deaths as homicides. Initial investigation suggests the residence may have been targeted.

    The investigation continues, which includes investigators speaking with individuals who may have relevant information to share, as well as evidence analysis. Neighbourhood canvasses have also occurred on Carry the Kettle Nakoda Nation.

    At this time no arrests have been made in relation to the deaths of the four victims.

    “We are actively investigating this tragedy to piece together the details of what happened – this takes time. We must be mindful that releasing more specific details could impact the overall investigation,” says Inspector Ashley St. Germaine, Senior Investigative Officer of Saskatchewan RCMP Major Crimes. “I reiterate: if you have information to share about this investigation, please speak directly with the police so it can be examined thoroughly. Rumours can spread quickly. Please remember the loss the victim’s loved ones have experienced. Misinformation can impact an investigation by rerouting investigators in false directions. Investigations must follow evidence and our investigators are trained to do just that.”

    Report all tips to the RCMP by calling 911 in an emergency and 310-RCMP in non-emergencies. Information can be submitted anonymously by contacting Saskatchewan Crime Stoppers at 1-800-222-TIPS (8477) or www.saskcrimestoppers.com.

    MIL Security OSI –

  • MIL-OSI: WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date

    Source: GlobeNewswire (MIL-OSI)

    Cambridge, MA, Feb. 12, 2025 (GLOBE NEWSWIRE) — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the Company to consummate an initial business combination by one month from February 17, 2025 to March 17, 2025 (the “Termination Date”), as permitted under the Company’s Amended and Restated Certificate of Incorporation, as amended. The purpose of the extension is to provide additional time for the Company to complete an initial business combination.

    In connection with the extension, $30,000 (representing approximately $0.116 per unredeemed share of common stock issued in the Company’s initial public offering) has been deposited into the trust account established in connection with the Company’s initial public offering pursuant to the Company’s third drawdown upon an unsecured non-interest-bearing promissory note in the aggregate principal amount of $180,000 issued by the Company to WinVest SPAC LLC (the “Sponsor”) on December 16, 2024.

    About WinVest Acquisition Corp.

    WinVest Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

    Forward-Looking Statements

    This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, including statements about the successful consummation of the Company’s initial business combination, are subject to risks and uncertainties, which could cause actual results to differ from those contemplated by the forward-looking statements. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Company’s initial public offering and other reports filed with the Securities and Exchange Commission. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based, except as required by law.

    Contact:

    WinVest Acquisition Corp.
    Manish Jhunjhunwala
    (617) 658-3094

    The MIL Network –

  • MIL-OSI: Brookfield Real Assets Income Fund Inc. Announces Portfolio Management Team Changes

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Feb. 12, 2025 (GLOBE NEWSWIRE) — Brookfield Public Securities Group LLC (“PSG”) today announced upcoming changes to the Brookfield Real Assets Income Fund Inc. (“RA” or the “Fund”) portfolio management team.

    Riley O’Neal, CFA, Director of Risk Management, will join the portfolio management team for RA. Riley has been a member of PSG’s risk management team since joining the firm in 2016 and currently serves as director of risk management. To address current market dynamics, PSG believes it is critical that it continue to invest in the quantitative resources of the firm and align those resources with its investment teams. PSG believes Riley will bring a valuable quantitative analysis skillset to his role as co-portfolio manager for the Fund.

    Paula Horn, PSG’s President and Chief Investment Officer, also will join the Fund’s portfolio management team. Paula brings 31 years of investment experience, a wealth of credit knowledge, valuable macro insights and facilitates connectivity across Brookfield. Both portfolio management team appointments will be effective on March 31, 2025.

    Riley and Paula are joining Gaal Surugeon, Larry Antonatos and Chris Janus as Co-Portfolio Managers to the Fund. Riley, Paula, Gaal, Chris and Larry together will be responsible for all allocation decisions of the Fund. They will continue to leverage PSG’s deep expertise and investment capabilities across real asset sectors, capital structures and the liquidity spectrum to create diversified real asset solutions for investors.

    Finally, PSG announced that Larry Antonatos, Co-Portfolio Manager to the Fund, is retiring after 14 successful years at Brookfield. Larry’s departure will be effective June 30, 2025. Larry will be available to ensure a smooth transition.

    Contact information:

    Investing involves risk; principal loss is possible.

    A fund’s investment objectives, risks, charges and expenses must be considered carefully before investing. The prospectus contains this and other important information about the investment company. Read the prospectus carefully before investing.

    Brookfield Real Assets Income Fund Inc. is distributed by Foreside Fund Services, LLC.

    Quasar Distributors, LLC, provides filing administration for Brookfield Real Assets Income Fund Inc.

    Brookfield Real Assets Income Fund Inc. is managed by Brookfield Public Securities Group LLC (PSG). The Fund uses its website as a channel of distribution of material information about the Fund. Financial and other material information regarding the Fund is routinely posted on and accessible at https://www.brookfieldoaktree.com/fund/brookfield-real-assets-income-fund-inc

    The MIL Network –

  • MIL-OSI: Oportun Reports Fourth Quarter and Full Year 2024 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    Returned to GAAP profitability with net income of $9 million in fourth quarter

    Adjusted EBITDA of $41 million, up 315% year-over-year

    Quarterly annualized net charge-off rate of 11.7%, lowest since third quarter of 2022

    Total quarterly operating expenses of $89 million, reduced 31% year-over-year

    Raising full year 2025 expectations

    SAN CARLOS, Calif., Feb. 12, 2025 (GLOBE NEWSWIRE) — Oportun Financial Corporation (Nasdaq: OPRT) (“Oportun”, or the “Company”) reported financial results today for the fourth quarter and full year ended December 31, 2024.

    “We finished the year stronger than anticipated and believe that we’ve turned the corner, well-poised to capitalize on our momentum and advance our strategic priorities into 2025 and beyond,” said Raul Vazquez, CEO of Oportun. “I’m pleased that we returned to GAAP profitability in the quarter by generating $9 million of net income, a $51 million year-over-year increase. Furthermore, fourth quarter Adjusted Net Income increased by $30 million year-over-year, while Adjusted EBITDA more than quadrupled, and we returned to originations growth at 19%. I am also pleased that we delivered quarterly GAAP and Adjusted Return on Equity (ROE) of 10% and 25%, respectively, demonstrating good progress towards consistently delivering annual ROE in the 20% to 28% range. Our focus on cost discipline and improved credit performance is continuing to yield tangible results, laying the foundation to return to growth in 2025. We’re raising our expectations for full year 2025 Adjusted EPS to $1.10 to $1.30 per share, which implies 53 to 81% growth.”

    Fourth Quarter and Full Year 2024 Results

    Metric GAAP   Adjusted1
      4Q24 4Q23 FY24 FY23   4Q24 4Q232 FY24 FY232
    Total revenue $251 $263 $1,002 $1,057          
    Net income (loss) $9 $(42) ($79) ($180)   $22 $(8.2) $29 $(71)
    Diluted EPS $0.20 $(1.09) ($1.95) $(4.88)   $0.49 $(0.21) $0.72 $(1.93)
    Adjusted EBITDA           $41 $9.9 $105 $19
    Dollars in millions, except per share amounts.                
    1See the section entitled “About Non-GAAP Financial Measures” for an explanation of non-GAAP measures, and the table entitled “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of non-GAAP to GAAP measures.
    2Beginning 1Q24, we updated our calculations of Adjusted EBITDA and Adjusted Net Income (Loss). Prior periods presented here have been updated to reflect the prior period numbers on a comparable basis. See Appendix for non-GAAP reconciliation to the most comparable GAAP measure.
     

    Fourth Quarter 2024

    • Aggregate Originations were $522 million, a 19% increase compared to $437 million in the prior-year quarter
    • Portfolio Yield was 34.2%, an increase of 155 basis points compared to the 32.7% in prior-year quarter
    • Owned Principal Balance at end-of-period was $2.7 billion, a decrease of 8% compared to $2.9 billion in the prior-year quarter
    • Annualized Net Charge-Off Rate of 11.7%, a decrease of 55 basis points compared to 12.3% in the prior-year quarter
    • 30+ Day Delinquency Rate of 4.8%, a decrease of 113 basis points compared to 5.9% for the prior-year quarter

    Full Year 2024

    • Aggregate Originations were $1,775 million, a 2% decrease compared to $1,813 million in the prior year
    • Portfolio Yield was 33.5%, an increase of 125 basis points compared to 32.2% in the prior year
    • Annualized Net Charge-Off Rate of 12.0%, a decrease of 18 basis points compared to 12.2% in the prior year

    Financial and Operating Results

    All figures are as of or for the quarter ended December 31, 2024, unless otherwise noted.

    Operational Drivers

    Originations – Aggregate Originations for the fourth quarter were $522 million, an increase of 19% as compared to $437 million in the prior-year quarter as the Company returned to year-over-year growth for the first time in ten quarters. Aggregate Originations for full year 2024 were $1,775 million, a decrease of 2% as compared to $1,813 million in 2023.

    Portfolio Yield – Portfolio Yield as of the end of fourth quarter was 34.2%, an increase of 155 basis points as compared to 32.7% in the prior-year quarter. Portfolio Yield for the full year 2024 was 33.5%, an increase of 125 basis points as compared to 32.2% in 2023.

    Fourth Quarter 2024 Financial Results

    Revenue – Total revenue for the fourth quarter of $251 million was a decrease of 4% as compared to $263 million in the prior-year quarter. The decrease was due to the November 12th sale of the Company’s credit card receivables portfolio and a decline in average daily principal balance in its personal loans portfolio. The decline in average daily principal balance was due to prior credit tightening actions, the revenue impact of which was partially offset by a 155 basis point increase in portfolio yield to 34.2%. Excluding the impact of the credit card receivables portfolio sale, the fourth quarter’s total revenue declined by only 2%.

    Net revenue for the fourth quarter was $93 million, up 30% as compared to Net Revenue of $72 million in the prior-year quarter. Lower net charge-offs and non-cash fair value marks more than offset lower total revenue and higher interest expense. Excluding a one-time, non-cash write-off of $17 million of deferred financing fees relating to the Company’s November corporate debt refinancing, net revenue would have been up 53% year-over-year.

    Operating Expenses and Adjusted Operating Expense1 – For the fourth quarter, total operating expense was $89 million, a decrease of 31% as compared to $129 million in the prior-year quarter and below the $97.5 million the Company was targeting. The decrease is principally attributable to a combined set of cost reduction initiatives announced in 2023 and 2024. The fourth quarter 2024 figure includes approximately $6 million in one-time benefits, including those related to capitalization of previous accrued expenses associated with the Company’s debt refinancing, true-ups related to estimated costs of exiting the credit card product and other benefits management does not consider to be part of a normalized run rate. Without the benefit from these one-time items, operating expense would have been approximately $95 million, still below the $97.5 million target. Adjusted Operating Expense, which excludes stock-based compensation expense and certain non-recurring charges, decreased 17% year-over-year to $89 million.

    Net Income (Loss) and Adjusted Net Income (Loss)1 – Net income was $9 million as compared to a net loss of $42 million in the prior-year quarter. The increase in net income was attributable to the increase in net revenue and a decrease in operating expenses as a result of cost reduction initiatives. Adjusted Net Income was $22 million, as compared to Adjusted Net Loss of $8.2 million in the prior-year quarter. The increase in Adjusted Net Income was attributable higher net revenue and the decrease in operating expense.

    Earnings (Loss) Per Share and Adjusted EPS1 – GAAP earnings per share, basic and diluted, were both $0.20, as compared to basic and diluted loss per share of $1.09 each in the prior-year quarter. Adjusted earnings per share was $0.49 as compared to adjusted loss per share of $0.54 in the prior-year quarter.

    Adjusted EBITDA1 – Adjusted EBITDA was $41 million, up from $10 million in the prior-year quarter, driven by a significant reduction in operating expenses along with reduced charge-offs.

    Full Year 2024 Financial Results

    Revenue – Total revenue for the full year was $1.0 billion, a decrease of 5% as compared to total revenue of $1.1 billion in 2023. The decrease was due to decreased interest income attributable to a lower Average Daily Principal Balance including impact from the November sale of the credit card receivables portfolio and decreased non-interest income. Excluding the impact of the credit card receivables portfolio sale, full year total revenue declined by 4%.

    Net revenue for the full year was $295 million, an increase of 5% compared to net revenue of $281 million in the prior year, primarily due to an improvement in net decrease in fair value, including reduced marks on asset backed notes and reduced charge-offs. This net revenue favorability was partially offset by an increase in interest expense, including a one-time, non-cash write-off of $17 million of deferred financing fees related to the Company’s debt financing in the fourth quarter, and the decline in total revenue.

    Operating Expense and Adjusted Operating Expense1 – For the full year, total operating expense was $410 million, a decrease of 23% as compared to $534 million in 2023, enabled by the cost reduction initiatives announced in 2023 and 2024. Adjusted Operating Expense, which excludes stock-based compensation expense and certain non-recurring charges, decreased 20% year-over-year to $381 million due to similar drivers.

    Net Income (Loss) and Adjusted Net Income (Loss)1 – Net loss was $79 million, as compared to a net loss of $180 million in 2023. Adjusted Net Income increased to $29 million, as compared to Adjusted Net Loss of $71 million in 2023. The improvements in net loss and Adjusted Net income were attributable to reduced operating expenses coupled with higher net revenue, including reduced charge-offs.

    Earnings (Loss) Per Share and Adjusted EPS1 – GAAP net loss per share, basic and diluted, were both $1.95 for the full year 2024 as compared to basic and diluted loss per share of $4.88 each in 2023. Adjusted earnings per share was $0.72 in 2024 as compared to an adjusted net loss per share of $1.93 in 2023.

    Adjusted EBITDA1 – Adjusted EBITDA was $105 million, an increase of $86 million , or 463% as compared to $19 million in 2023, also driven by reduced operating expenses coupled with higher net revenue, including reduced charge-offs.

    Credit and Operating Metrics

    Net Charge-Off Rate – The Annualized Net Charge-Off Rate for the fourth quarter was 11.7%, a 55 basis points reduction from 12.3% in the prior-year quarter, and 12.0% for the full year 2024, an 18 basis points reduction from 12.2% in 2023. Dollar Net Charge-offs for the quarter were down 12% to $80 million, compared to $91 million for the prior-year quarter, and down 9% to $331 million for the full year 2024, compared to $364 million for 2023.

    30+ Day Delinquency Rate – The Company’s 30+ Day Delinquency Rate was 4.8% at the end of 2024, a 113 basis points improvement compared to 5.9% at the end of 2023.

    Operating Expense Ratio and Adjusted Operating Expense Ratio1 – Operating Expense Ratio for the quarter was 13.1% as compared to 17.5% in the prior-year quarter, a 434 basis points improvement. Adjusted Operating Expense Ratio was 13.1% as compared to 14.5% in the prior-year quarter, a 141 basis points improvement. For the full year 2024, Operating Expense Ratio was 14.8% as compared to 17.9% for 2023, a 302 basis points improvement. For the full year 2024, Adjusted Operating Expense Ratio was 13.8% as compared to 16.0% for 2023, a 224 basis points improvement. The Adjusted Operating Expense Ratio excludes stock-based compensation expense and certain non-recurring charges, such as expenses related to the credit card portfolio sale. The improvement in Adjusted Operating Expense Ratio is primarily attributable to the Company’s focus on reducing operating expenses, partially offset by a decrease in Average Daily Principal Balance due to prior credit tightening actions.

    Return on Equity (“ROE”) and Adjusted ROE1 – ROE for the quarter was 10%, as compared to (39)% in the prior-year quarter. The increase was attributable to the increase in net income. Adjusted ROE for the quarter was 25%, as compared to (8)% in the prior-year quarter. ROE for the full year 2024 was (21)%, as compared to (38)% for 2023. Adjusted ROE for the full year 2024 was 8%, as compared to (15)% for 2023.

    1 Beginning 1Q24, we updated our calculations of Adjusted EBITDA, Adjusted Net Income (Loss) and Adjusted Operating Expense. To align with these updated calculations we also updated Adjusted EPS and Adjusted Return on Equity. Prior periods presented here have been updated to reflect the prior period numbers on a comparable basis. See Appendix for non-GAAP reconciliation to the most comparable GAAP measure.

    Other Products

    Secured personal loans – As of December 31, 2024, the Company had a secured personal loan receivables balance of $162 million, up 38% from $117 million at the end of 2023, and up 15% quarter-over-quarter. Available only in California as of the end of 2023, Oportun now also offers secured personal loans in Texas, Florida, Arizona, New Jersey and Illinois. During 2024, secured personal loan losses ran approximately 500 basis points lower compared to unsecured personal loans, with fourth quarter revenue per loan approximately 75% higher due to larger average loan sizes.

    Funding and Liquidity

    As of December 31, 2024, total cash was $215 million, consisting of cash and cash equivalents of $60 million and restricted cash of $155 million. Cost of Debt and Debt-to-Equity were 8.0% and 7.9x, respectively, for and at the end of the fourth quarter 2024 as compared to 7.1% and 7.2x, respectively, for and at the end of the prior-year quarter. Cost of Debt and Debt-to-Equity were 7.8% and 7.9x, respectively, for and at the year ended December 31, 2024 as compared to 6.0% and 7.2x, respectively, for and at the year ended December 31, 2023. These fourth quarter and full year 2024 Cost of Debt figures exclude a $17 million non-cash write-off of deferred financing costs relating to the repayment of the Company’s prior corporate financing facility as part of a November refinancing. As of December 31, 2024, the Company had $227 million of undrawn capacity on its existing $766 million personal loan warehouse lines. The Company’s personal loan warehouse lines are committed through September 2027 and August 2028.

    Financial Outlook for First Quarter and Full Year 2025

    Oportun is providing the following guidance for 1Q 2025 and full year 2025 as follows:

      1Q 2025   Full Year 2025
    Total Revenue $225 – $230M   $945 – $970M
    Annualized Net Charge-Off Rate 12.30% +/- 15 bps   11.5% +/- 50 bps
    Adjusted EBITDA1 $18 – $22M   $135 – $145M
    Adjusted Net Income —   $53 – $63M
    Adjusted EPS —   $1.10 – $1.30
    1 See the section entitled “About Non-GAAP Financial Measures” for an explanation of non-GAAP measures, including revised Adjusted EBITDA, and the table entitled “Reconciliation of Forward Looking Non-GAAP Financial Measures” for a reconciliation of non-GAAP to GAAP measures.

    Chief Financial Officer & Chief Administration Officer Announces Retirement

    On February 7, 2025, Mr. Jonathan Coblentz notified the Company that effective March 28, 2025, he plans to retire from his role as Chief Financial Officer (“CFO”) and Chief Administrative Officer (“CAO”) of the Company. Mr. Coblentz has served as the Company’s CFO since 2009.

    Mr. Coblentz will continue in his CFO and CAO roles until March 28th to support a smooth transition to Casey Mueller, the Company’s Principal Accounting Officer and Global Controller, who, following Mr. Coblentz’s departure will serve as our interim CFO. The Company has retained an executive search firm to conduct a thorough search process to identify Mr. Coblentz’s successor, considering both internal and external candidates.

    Mr. Mueller is 43 years old and has served as Global Controller since joining the Company in 2018 and assumed the role of Principal Accounting Officer in 2022. Prior to joining the Company, Mr. Mueller held various leadership roles of increasing scope and responsibility within finance at OneMain Financial from 2013 to 2018. Mr. Mueller also previously served as Audit Manager at Deloitte LLP, a public accounting firm, which currently serves as the Company’s auditor. Mr. Mueller is a Certified Public Accountant and received a B.S. in Accounting and Master of Accountancy from Brigham Young University.

    Conference Call

    As previously announced, Oportun’s management will host a conference call to discuss fourth quarter 2024 results at 5:00 p.m. ET (2:00 p.m. PT) today. A live webcast of the call will be accessible from the Investor Relations page of Oportun’s website at https://investor.oportun.com. The dial-in number for the conference call is 1-866-604-1698 (toll-free) or 1-201-389-0844 (international). Participants should call in 10 minutes prior to the scheduled start time. Both the call and webcast are open to the general public. For those unable to listen to the live broadcast, a webcast replay of the call will be available at https://investor.oportun.com for one year. A file that includes supplemental financial information and reconciliations of certain non-GAAP measures to their most directly comparable GAAP measures, will be available on the Investor Relations page of Oportun’s website at https://investor.oportun.com following the conference call.

    About Non-GAAP Financial Measures

    This press release presents information about the Company’s Adjusted Net Income (Loss), Adjusted EPS, Adjusted EBITDA, Adjusted Operating Expense, Adjusted Operating Efficiency, Adjusted Operating Expense Ratio, and Adjusted ROE, all of which are non-GAAP financial measures provided as a supplement to the results provided in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company believes these non-GAAP measures can be useful measures for period-to-period comparisons of its core business and provide useful information to investors and others in understanding and evaluating its operating results. Non-GAAP financial measures are provided in addition to, and not as a substitute for, and are not superior to, financial measures calculated in accordance with GAAP. In addition, the non-GAAP measures the Company uses, as presented, may not be comparable to similar measures used by other companies. Reconciliations of non-GAAP to GAAP measures can be found below.

    About Oportun

    Oportun (Nasdaq: OPRT) is a mission-driven financial services company that puts its members’ financial goals within reach. With intelligent borrowing, savings, and budgeting capabilities, Oportun empowers members with the confidence to build a better financial future. Since inception, Oportun has provided more than $19.7 billion in responsible and affordable credit, saved its members more than $2.4 billion in interest and fees, and helped its members save an average of more than $1,800 annually. For more information, visit Oportun.com.

    Forward-Looking Statements

    This press release contains forward-looking statements. These forward-looking statements are subject to the safe harbor provisions under the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact contained in this press release, including statements as to future performance, results of operations and financial position; achievement of the Company’s strategic priorities and goals; expectations regarding the departure of the Company’s CFO and CAO and regarding its interim CFO; the Company’s expectations regarding macroeconomic conditions; the Company’s profitability and future growth opportunities; the effect of and trends in fair value mark-to-market adjustments on the Company’s loan portfolio and asset-backed notes; the Company’s first quarter and full year 2025 outlook; the Company’s expectations regarding Adjusted EPS in full year 2025; the Company’s expectations related to future profitability on an adjusted basis, and the plans and objectives of management for our future operations, are forward-looking statements. These statements can be generally identified by terms such as “expect,” “plan,” “goal,” “target,” “anticipate,” “assume,” “predict,” “project,” “outlook,” “continue,” “due,” “may,” “believe,” “seek,” or “estimate” and similar expressions or the negative versions of these words or comparable words, as well as future or conditional verbs such as “will,” “should,” “would,” “likely” and “could.” These forward-looking statements speak only as of the date on which they are made and, except to the extent required by federal securities laws, Oportun disclaims any obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. In light of these risks and uncertainties, there is no assurance that the events or results suggested by the forward-looking statements will in fact occur, and you should not place undue reliance on these forward-looking statements. These statements involve known and unknown risks, uncertainties, assumptions and other factors that may cause Oportun’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Oportun has based these forward-looking statements on its current expectations and projections about future events, financial trends and risks and uncertainties that it believes may affect its business, financial condition and results of operations. These risks and uncertainties include those risks described in Oportun’s filings with the Securities and Exchange Commission, including Oportun’s most recent annual report on Form 10-K, and include, but are not limited to, Oportun’s ability to retain existing members and attract new members; Oportun’s ability to accurately predict demand for, and develop its financial products and services; the effectiveness of Oportun’s A.I. model; macroeconomic conditions, including fluctuating inflation and market interest rates; increases in loan non-payments, delinquencies and charge-offs; Oportun’s ability to increase market share and enter into new markets; Oportun’s ability to realize the benefits from acquisitions and integrate acquired technologies; the risk of security breaches or incidents affecting the Company’s information technology systems or those of the Company’s third-party vendors or service providers; Oportun’s ability to successfully offer loans in additional states; Oportun’s ability to compete successfully with other companies that are currently in, or may in the future enter, its industry; and changes in Oportun’s ability to obtain additional financing on acceptable terms or at all.

    Contacts

    Investor Contact
    Dorian Hare
    (650) 590-4323
    ir@oportun.com

    Media Contact
    Michael Azzano
    Cosmo PR for Oportun
    (415) 596-1978
    michael@cosmo-pr.com

    Oportun and the Oportun logo are registered trademarks of Oportun, Inc.

     
    Oportun Financial Corporation
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (in millions, except share and per share data, unaudited)
        Three Months Ended
    December 31,    		   Twelve Months Ended
    December 31,
          2024       2023       2024       2023  
    Revenue                
    Interest income   $ 233.5     $ 242.2     $ 925.5     $ 963.5  
    Non-interest income     17.5       20.5       76.3       93.4  
    Total revenue     250.9       262.6       1,001.8       1,056.9  
    Less:                
    Interest expense     73.7       52.0       238.2       179.4  
    Net decrease in fair value     (83.9 )     (138.5 )     (468.4 )     (596.8 )
    Net revenue     93.4       72.1       295.2       280.7  
                     
    Operating expenses:                
    Technology and facilities     37.9       54.8       166.2       219.4  
    Sales and marketing     17.3       18.1       67.0       75.3  
    Personnel     19.7       25.1       87.2       121.8  
    Outsourcing and professional fees     8.1       11.2       36.8       45.4  
    General, administrative and other     6.4       20.2       53.2       72.4  
    Total operating expenses     89.5       129.4       410.4       534.3  
                     
    Income (loss) before taxes     3.9       (57.3 )     (115.2 )     (253.7 )
    Income tax benefit     (4.8 )     (15.5 )     (36.5 )     (73.7 )
    Net income (loss)   $ 8.7     $ (41.8 )   $ (78.7 )   $ (180.0 )
                     
    Diluted Earnings (Loss) per Common Share   $ 0.20     $ (1.09 )   $ (1.95 )   $ (4.88 )
    Diluted Weighted Average Common Shares     43,550,693       38,485,406       40,356,025       36,875,950  


    Note: Numbers may not foot or cross-foot due to rounding.

     
    Oportun Financial Corporation
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (in millions, unaudited)
        December 31,   December 31,
          2024       2023  
    Assets        
    Cash and cash equivalents   $ 60.0     $ 91.2  
    Restricted cash     154.7       114.8  
    Loans receivable at fair value     2,778.5       2,962.4  
    Capitalized software and other intangibles     86.6       114.7  
    Right of use assets – operating     9.8       21.1  
    Other assets     137.6       107.7  
    Total assets   $ 3,227.1     $ 3,411.9  
             
    Liabilities and stockholders’ equity        
    Liabilities        
    Secured financing   $ 535.5     $ 290.0  
    Asset-backed notes at fair value     1,080.7       1,780.0  
    Asset-backed borrowings at amortized cost     984.3       581.5  
    Acquisition and corporate financing     203.8       258.7  
    Lease liabilities     18.2       28.4  
    Other liabilities     50.9       68.9  
    Total liabilities     2,873.3       3,007.5  
    Stockholders’ equity        
    Common stock     —       —  
    Common stock, additional paid-in capital     612.6       584.6  
    Accumulated deficit     (252.5 )     (173.8 )
    Treasury stock     (6.3 )     (6.3 )
    Total stockholders’ equity     353.8       404.4  
    Total liabilities and stockholders’ equity   $ 3,227.1     $ 3,411.9  


    Note: Numbers may not foot or cross-foot due to rounding.

     
    Oportun Financial Corporation
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (in millions, unaudited)
      Three Months Ended
    December 31,    		   Twelve Months Ended
    December 31,
        2024       2023       2024       2023  
    Cash flows from operating activities              
    Net income (loss) $ 8.7     $ (41.8 )   $ (78.7 )   $ (180.0 )
    Adjustments for non-cash items   100.4       139.0       498.0       585.3  
    Proceeds from sale of loans in excess of originations of loans sold and held for sale   0.2       2.9       4.5       8.5  
    Changes in balances of operating assets and liabilities   (17.9 )     6.2       (30.3 )     (21.1 )
    Net cash provided by operating activities   91.4       106.3       393.5       392.8  
                   
    Cash flows from investing activities              
    Net loan principal repayments (loan originations)   (101.7 )     (91.8 )     (228.1 )     (257.5 )
    Proceeds from loan sales originated as held for investment   51.7       1.3       54.5       4.1  
    Capitalization of system development costs   (6.1 )     (6.1 )     (19.2 )     (31.3 )
    Other, net   (0.3 )     (0.2 )     (0.9 )     (1.4 )
    Net cash used in investing activities   (56.4 )     (96.8 )     (193.7 )     (286.2 )
                   
    Cash flows from financing activities              
    Borrowings   691.2       429.4       1,736.7       945.5  
    Repayments   (740.1 )     (432.1 )     (1,927.7 )     (1,047.1 )
    Net stock-based activities   —       (0.4 )     (0.3 )     (2.7 )
    Net cash used in financing activities   (48.9 )     (3.1 )     (191.2 )     (104.4 )
                   
    Net increase (decrease) in cash and cash equivalents and restricted cash   (13.9 )     6.4       8.6       2.2  
    Cash and cash equivalents and restricted cash beginning of period   228.5       199.6       206.0       203.8  
    Cash and cash equivalents and restricted cash end of period $ 214.6     $ 206.0     $ 214.6     $ 206.0  


    Note: Numbers may not foot or cross-foot due to rounding.

     
    Oportun Financial Corporation
    CONSOLIDATED KEY PERFORMANCE METRICS
    (unaudited)
        Three Months Ended
    December 31,    		   Twelve Months Ended
    December 31,
    Key Financial and Operating Metrics     2024       2023       2024       2023  
    Aggregate Originations (Millions)   $ 522.2     $ 437.3     $ 1,775.3     $ 1,813.1  
    Portfolio Yield (%)     34.2 %     32.7 %     33.5 %     32.2 %
    30+ Day Delinquency Rate (%)     4.8 %     5.9 %     4.8 %     5.9 %
    Annualized Net Charge-Off Rate (%)     11.7 %     12.3 %     12.0 %     12.2 %
                     
    Other Metrics                
    Managed Principal Balance at End of Period (Millions)   $ 2,973.5     $ 3,182.1     $ 2,973.5     $ 3,182.1  
    Owned Principal Balance at End of Period (Millions)   $ 2,678.2     $ 2,904.7     $ 2,678.2     $ 2,904.7  
    Average Daily Principal Balance (Millions)   $ 2,714.4     $ 2,940.5     $ 2,766.6     $ 2,992.6  


    Note: Numbers may not foot or cross-foot due to rounding.

     
    Oportun Financial Corporation
    ABOUT NON-GAAP FINANCIAL MEASURES
    (unaudited)

    This press release dated February 12, 2025 contains non-GAAP financial measures. The following tables reconcile the non-GAAP financial measures in this press release to the most directly comparable financial measures prepared in accordance with GAAP.

    The Company believes that the provision of these non-GAAP financial measures can provide useful measures for period-to-period comparisons of Oportun’s core business and useful information to investors and others in understanding and evaluating its operating results. However, non-GAAP financial measures are not calculated in accordance with GAAP and should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures do not reflect a comprehensive system of accounting, differ from GAAP measures with the same names, and may differ from non-GAAP financial measures with the same or similar names that are used by other companies.

    As previously announced on March 12, 2024, beginning with the quarter ended March 31, 2024 the Company has updated it’s calculation of Adjusted EBITDA and Adjusted Net Income for all periods. To align with these updated calculations the Company also updated Adjusted Operating Efficiency, Adjusted EPS and Adjusted Return on Equity. Comparable prior period Non-GAAP financial measures are included in addition to the previously reported metrics.

    Adjusted EBITDA
    The Company defines Adjusted EBITDA as net income, adjusted to eliminate the effect of certain items as described below. The Company believes that Adjusted EBITDA is an important measure because it allows management, investors and its board of directors to evaluate and compare operating results, including return on capital and operating efficiencies, from period to period by making the adjustments described below. In addition, it provides a useful measure for period-to-period comparisons of Oportun’s business, as it removes the effect of income taxes, certain non-cash items, variable charges and timing differences.

    • The Company believes it is useful to exclude the impact of income tax expense, as reported, because historically it has included irregular income tax items that do not reflect ongoing business operations.
    • The Company believes it is useful to exclude depreciation and amortization and stock-based compensation expense because they are non-cash charges.
    • The Company believes it is useful to exclude the impact of interest expense associated with the Company’s corporate financing facilities, including the senior secured term loan and the residual financing facility, as it views this expense as related to its capital structure rather than its funding.
    • The Company excludes the impact of certain non-recurring charges, such as expenses associated with our workforce optimization, and other non-recurring charges because it does not believe that these items reflect ongoing business operations. Other non-recurring charges include litigation reserve, impairment charges, debt amendment and warrant amortization costs related to our corporate financing facilities.
    • The Company also excludes fair value mark-to-market adjustments on its loans receivable portfolio and asset-backed notes carried at fair value because these adjustments do not impact cash.

    Adjusted Net Income
    The Company defines Adjusted Net Income as net income adjusted to eliminate the effect of certain items as described below. The Company believes that Adjusted Net Income is an important measure of operating performance because it allows management, investors, and the Company’s board of directors to evaluate and compare its operating results, including return on capital and operating efficiencies, from period to period, excluding the after-tax impact of non-cash, stock-based compensation expense and certain non-recurring charges.

    • The Company believes it is useful to exclude the impact of income tax expense (benefit), as reported, because historically it has included irregular income tax items that do not reflect ongoing business operations. The Company also includes the impact of normalized income tax expense by applying a normalized statutory tax rate.
    • The Company believes it is useful to exclude the impact of certain non-recurring charges, such as expenses associated with our workforce optimization, and other non-recurring charges because it does not believe that these items reflect its ongoing business operations. Other non-recurring charges include litigation reserve, impairment charges, debt amendment and warrant amortization costs related to our corporate financing facilities.
    • The Company believes it is useful to exclude stock-based compensation expense because it is a non-cash charge.
    • The Company also excludes the fair value mark-to-market adjustment on its asset-backed notes carried at fair value to align with the 2023 accounting policy decision to account for new debt financings at amortized cost.

    Adjusted Operating Expense, Adjusted Operating Efficiency and Adjusted Operating Expense Ratio
    The Company defines Adjusted Operating Expense as total operating expenses adjusted to exclude stock-based compensation expense and certain non-recurring charges, such as expenses associated with our workforce optimization, and other non-recurring charges. Other non-recurring charges include litigation reserve, impairment charges, and debt amendment costs related to our Corporate Financing facility. The Company defines Adjusted Operating Efficiency as Adjusted Operating Expense divided by total revenue. The Company defines Adjusted Operating Expense Ratio as Adjusted Operating Expense divided by Average Daily Principal Balance. The Company believes Adjusted Operating Expense is an important measure because it allows management, investors and Oportun’s board of directors to evaluate and compare its operating costs from period to period, excluding the impact of non-cash, stock-based compensation expense and certain non-recurring charges. The Company believes Adjusted Operating Efficiency and Adjusted Operating Expense Ratio are important measures because they allow management, investors and Oportun’s board of directors to evaluate how efficiently the Company is managing costs relative to revenue and Average Daily Principal Balance.

    Adjusted Return on Equity
    The Company defines Adjusted Return on Equity (“ROE”) as annualized Adjusted Net Income divided by average stockholders’ equity. Average stockholders’ equity is an average of the beginning and ending stockholders’ equity balance for each period. The Company believes Adjusted ROE is an important measure because it allows management, investors and its board of directors to evaluate the profitability of the business in relation to its stockholders’ equity and how efficiently it generates income from stockholders’ equity.

    Adjusted EPS
    The Company defines Adjusted EPS as Adjusted Net Income divided by weighted average diluted shares outstanding.

     
    Oportun Financial Corporation
    RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
    (in millions, unaudited)
        Three Months Ended
    December 31,    		   Twelve Months Ended
    December 31,
    Adjusted EBITDA     2024       2023       2024       2023  
    Net income (Loss)   $ 8.7     $ (41.8 )   $ (78.7 )   $ (180.0 )
    Adjustments:                
    Income tax benefit     (4.8 )     (15.5 )     (36.5 )     (73.7 )
    Interest on corporate financing     11.4       14.6       51.1       51.8  
    Depreciation and amortization     12.5       13.8       52.2       54.9  
    Stock-based compensation expense     2.8       4.8       13.1       18.0  
    Workforce optimization expenses     0.1       6.8       3.1       22.5  
    Other non-recurring charges (1)     14.2       10.8       31.0       15.5  
    Fair value mark-to-market adjustment     (4.0 )     16.4       69.3       109.5  
    Adjusted EBITDA(2)   $ 41.0     $ 9.9     $ 104.5     $ 18.6  
        Three Months Ended
    December 31,    		   Twelve Months Ended
    December 31,
    Adjusted Net Income     2024       2023       2024       2023  
    Net income (Loss)   $ 8.7     $ (41.8 )   $ (78.7 )   $ (180.0 )
    Adjustments:                
    Income tax benefit     (4.8 )     (15.5 )     (36.5 )     (73.7 )
    Stock-based compensation expense     2.8       4.8       13.1       18.0  
    Workforce optimization expenses     0.1       6.8       3.1       22.5  
    Other non-recurring charges (1)     14.2       10.8       31.0       15.5  
    Net decrease in fair value of credit cards receivable     —       —       36.2       —  
    Mark-to-market adjustment on ABS notes     8.5       23.6       72.1       100.0  
    Adjusted income before taxes     29.5       (11.3 )     40.2       (97.7 )
    Normalized income tax expense     8.0       (3.0 )     10.8       (26.4 )
    Adjusted Net Income (Loss) (3)   $ 21.5     $ (8.2 )   $ 29.3     $ (71.3 )
                     
    Stockholders’ equity   $ 353.8     $ 404.4     $ 353.8     $ 404.4  
    GAAP ROE     10.2 %   (39.2 )%   (20.8 )%   (37.8 )%
    Adjusted ROE (%) (4)     25.2 %   (7.7 )%     7.7 %   (15.0 )%


    Note: Numbers may not foot or cross-foot due to rounding.
    (1) Certain prior-period financial information has been reclassified to conform to current period presentation.
    (2) Our calculation of Adjusted EBITDA was updated in Q1 2024 to more closely align with management’s internal view of the performance of the business. The Q4 2023 and FY 2023 values for Adjusted EBITDA shown in the table above have been revised and presented on a comparable basis, prior to these revisions the values would have been $6.1 million and $1.7 million, respectively.
    (3) Our calculation of Adjusted Net Income (Loss) was updated in Q1 2024 to more closely align with management’s internal view of the performance of the business. The Q4 2023 and FY 2023 values for Adjusted Net Income (Loss) shown in the table above have been revised and presented on a comparable basis, prior to these revisions the values would have been $(20.6) million and $(124.1) million, respectively.
    (4) Calculated as Adjusted Net Income (Loss) divided by average stockholders’ equity. ROE has been annualized. Due to the Adjusted Net Income (Loss) revisions in Q1 2024, the Q4 2023 and FY 2023 Adjusted ROE values would have been (19.3)% and (26.1)%, respectively.

     
    Oportun Financial Corporation
    RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
    (in millions, unaudited)
        Three Months Ended
    December 31,    		   Twelve Months Ended
    December 31,
    Adjusted Operating Efficiency     2024       2023       2024       2023  
    Operating Efficiency     35.7 %     49.3 %     41.0 %     50.6 %
    Total Revenue   $ 250.9     $ 262.6     $ 1,001.8     $ 1,056.9  
                     
    Total Operating Expense   $ 89.5     $ 129.4     $ 410.4     $ 534.3  
    Adjustments:                
    Stock-based compensation expense     (2.8 )     (4.8 )     (13.1 )     (18.0 )
    Workforce optimization expenses     (0.1 )     (6.8 )     (3.1 )     (22.5 )
    Other non-recurring charges (1)     2.6       (10.5 )     (12.9 )     (14.4 )
    Total Adjusted Operating Expense   $ 89.2     $ 107.3     $ 381.3     $ 479.4  
                     
    Adjusted Operating Efficiency(2)     35.5 %     40.9 %     38.1 %     45.4 %
                     
    Average Daily Principal Balance   $ 2,714.4     $ 2,940.5     $ 2,766.6     $ 2,992.6  
                     
    OpEx Ratio     13.1 %     17.5 %     14.8 %     17.9 %
    Adjusted OpEx Ratio     13.1 %     14.5 %     13.8 %     16.0 %
                     

    Note: Numbers may not foot or cross-foot due to rounding.
    (1) Certain prior-period financial information has been reclassified to conform to current period presentation.
    (2) Our calculation of Adjusted Net Income (Loss) was updated in Q1 2024 to more closely align with management’s internal view of the performance of the business. We have removed the adjustment related to acquisition and integration related expenses from our calculation of Adjusted Operating Efficiency to maintain consistency with the revised Adjusted EBITDA and Adjusted Net Income (Loss) calculations. The Q4 2023 and FY 2023 values for Adjusted Operating Efficiency shown in the table above have been revised and presented on a comparable basis, prior to these revisions the values would have been 38.4% and 42.7%, respectively.

     
    Oportun Financial Corporation
    RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
    (in millions, except share and per share data, unaudited)
        Three Months Ended
    December 31,    		   Twelve Months Ended
    December 31,
    GAAP Earnings (loss) per Share     2024       2023       2024       2023  
    Net income (loss)   $ 8.7     $ (41.8 )   $ (78.7 )   $ (180.0 )
    Net income (loss) attributable to common stockholders   $ 8.7     $ (41.8 )   $ (78.7 )   $ (180.0 )
                     
    Basic weighted-average common shares outstanding     42,720,229       38,485,406       40,356,025       36,875,950  
    Weighted average effect of dilutive securities:                
    Stock options     —       —       —       —  
    Restricted stock units     830,464       —       —       —  
    Diluted weighted-average common shares outstanding     43,550,693       38,485,406       40,356,025       36,875,950  
                     
    Earnings (loss) per share:                
    Basic   $ 0.20     $ (1.09 )   $ (1.95 )   $ (4.88 )
    Diluted   $ 0.20     $ (1.09 )   $ (1.95 )   $ (4.88 )
        Three Months Ended
    December 31,    		   Twelve Months Ended
    December 31,
    Adjusted Earnings (loss) Per Share     2024       2023       2024       2023  
    Diluted earnings (loss) per share   $ 0.20     $ (1.09 )   $ (1.95 )   $ (4.88 )
                     
    Adjusted Net Income   $ 21.5     $ (8.2 )   $ 29.3     $ (71.3 )
                     
    Basic weighted-average common shares outstanding     42,720,229       38,485,406       40,356,025       36,875,950  
    Weighted average effect of dilutive securities:                
    Stock options     —       —       —       —  
    Restricted stock units     830,464       —       500,705       —  
    Diluted adjusted weighted-average common shares outstanding     43,550,693       38,485,406       40,856,730       36,875,950  
                     
    Adjusted Earnings (loss) Per Share(1)   $ 0.49     $ (0.21 )   $ 0.72     $ (1.93 )


    Note: Numbers may not foot or cross-foot due to rounding.
    (1) Our calculation of Adjusted Net Income (Loss) was updated in Q1 2024 to more closely align with management’s internal view of the performance of the business. The Q4 2023 and FY 2023 values for Adjusted EPS shown in the table above have been revised and presented on a comparable basis, prior to these revisions the values would have been $(0.54) and $(3.37), respectively.

     
    Oportun Financial Corporation
    RECONCILIATION OF FORWARD LOOKING NON-GAAP FINANCIAL MEASURES
    (in millions, unaudited)
        1Q 2025   FY 2025
        Low   High   Low   High
    Adjusted EBITDA                
    Net (loss)   $ (5.4 ) * $ (2.2 ) * $ 23.2     $ 33.4  
    Adjustments:                
    Income tax expense (benefit)     (1.3 )     (0.5 )     6.3       9.0  
    Interest on corporate financing     9.2       9.2       36.7       36.7  
    Depreciation and amortization     10.6       10.6       40.6       40.6  
    Stock-based compensation expense     3.5       3.5       15.0       15.0  
    Other non-recurring charges     1.4       1.4       5.8       5.8  
    Fair value mark-to-market adjustment   *   *     7.4       4.4  
    Adjusted EBITDA   $ 18.0     $ 22.0     $ 135.0     $ 145.0  
                     

    *Due to the uncertainty in macroeconomic conditions and quarterly volatility in the fair value mark to market adjustment, we are unable to precisely forecast the fair value mark-to-market adjustments on our loan portfolio and asset-backed notes on a quarterly basis.

        FY 2025
    Adjusted Net Income and Adjusted EPS   Low   High
    Net income   $ 23.2     $ 33.4  
    Adjustments:        
    Income tax expense (benefit)     6.3       9.0  
    Stock-based compensation expense     15.0       15.0  
    Other non-recurring charges     5.8       5.8  
    Mark-to-market adjustment on ABS notes     22.3       22.3  
    Adjusted income before taxes   $ 72.6     $ 85.6  
    Normalized income tax expense     19.6       23.1  
    Adjusted Net Income   $ 53.0     $ 62.5  
             
    Diluted weighted-average common shares outstanding     48.2       48.2  
             
    Diluted earnings per share   $ 0.48     $ 0.69  
    Adjusted Earnings Per Share   $ 1.10     $ 1.30  
                     

    Note: Numbers may not foot or cross-foot due to rounding.

    The MIL Network –

  • MIL-OSI: Clairvest Reports Fiscal 2025 Third Quarter Results

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, Feb. 12, 2025 (GLOBE NEWSWIRE) — Clairvest Group Inc. (TSX: CVG) today reported results for the fiscal 2025 third quarter and nine months ended December 31, 2024. (All figures are in Canadian dollars unless otherwise stated)

    Highlights

    • December 31, 2024 book value was $1,234.3 million or $86.78 per share compared with $1,196.9 million or $84.06 per share as at September 30, 2024
    • Net income for the quarter ended December 31, 2024 was $38.5 million or $2.70 per share
    • Net income for the nine months ended December 31, 2024 was $101.3 million of $7.00 per share
    • Clairvest and Clairvest Equity Partners VII (“CEP VII”) invested in Redstone Food Group
    • Clairvest and Clairvest Equity Partners III (“CEP III”) sold its investment in Chilean Gaming Holdings

    Clairvest’s book value was $1,234.3 million or $86.78 per share as at December 31, 2024, compared with $1,196.9 million or $84.06 per share as at September 30, 2024. For the quarter ended December 31, 2024, Clairvest recorded net income of $38.5 million, or $2.70 per share, which was driven by the realization of its investment in Chilean Gaming Holdings, a net increase in the valuation of Clairvest’s private equity investment portfolio and net foreign exchange gains due to material weakness in the Canadian dollar as the Company has various assets in foreign currencies which are not hedged against the Canadian dollar.

    For the nine months ended December 31, 2024, the net income was $101.3 million, or $7.00 per share.

    In November 2024, and as previously announced, Clairvest together with CEP VII made a $42.1 million minority preferred equity investment in Redstone Food Group, a leading commercial bakery of bread and bakery products, focused on the in-store bakery segment. Clairvest’s portion of the investment was $10.5 million. Redstone Food Group is the first investment of CEP VII’s US$1.2 billion investment program, which commenced on April 1, 2024.

    In November 2024, Chilean Gaming Holdings, an acquisition entity for Clairvest, CEP III and other co-investors, sold its ownership interests in various casino properties in Chile. Proceeds on the sale totalled $41 million for Clairvest, compared with a cost of $28 million. There may be additional cash proceeds on this realization which are subject to certain conditions and are not expected to be material. Clairvest made its initial investment in Chilean Gaming Holdings in January 2008, and its realization represents the sale of the last investment of CEP III.

    “This past quarter was a productive one for Clairvest, highlighted by a new investment and a portfolio realization. We are pleased to partner with Rob Wheeler, an entrepreneur who shares our vision for growth, and we look forward to supporting Redstone Food Group in its next chapter. Additionally, we completed the sale of a legacy portfolio company, enabling our team to focus on value creation within our existing investments and on the strategic deployment of capital in CEP VII. This sale also concluded the CEP III investment program which generated a net return of 2.5x and a 17% IRR for our third-party investors, making this another top quartile fund for Clairvest,” said Ken Rotman, CEO of Clairvest.

    Summary of Financial Results – Unaudited
             
    Financial Results Quarter ended Nine months ended
    December 31 December 31
    2024 2023   2024 2023  
    ($000’s, except per share amounts) $ $ $ $
    Net investment gain (loss) 22,304 (19,116 ) 3,810 (41,409 )
    Net carried interest from Clairvest Equity Partners III and IV 2,930 892   4,461 2,695  
    Distributions, interest income, dividends and fees 27,250 14,319   137,678 40,439  
    Total expenses, excluding income taxes 6,154 2,168   28,194 38,232  
    Net income (loss) and comprehensive income (loss) 38,450 (4,950 ) 101,321 (29,456 )
    Basic and fully diluted net income (loss) per share 2.70 (0.34 ) 7.00 (1.97 )
    Financial Position December 31 March 31,
    2024 2024
    ($000’s, except share information and per share amounts) $ $
    Total assets 1,408,658 1,342,139
    Total cash, cash equivalents, temporary investments and restricted cash 305,444 330,193
    Carried interest from Clairvest Equity Partners III and IV 48,809 52,188
    Corporate investments(1) 927,853 870,660
    Total liabilities 174,309 165,842
    Management participation from Clairvest Equity Partners III and IV 37,764 41,506
    Book value(2) 1,234,349 1,176,297
    Common shares outstanding 14,223,531 14,673,701
    Book value per share(2) 86.78 80.16

    (1) Includes carried interest of $133,597 (March 31: $143,617) and management participation of $98,788 (March 31: $103,740) from Clairvest Equity Partners V and VI, and $168,351 (March 31: $90,973) in cash, cash equivalents and temporary investments held by Clairvest’s acquisition entities.
    (2) Book value is a Non-IFRS measure calculated as the value of total assets less the value of total liabilities.

    Clairvest’s third quarter fiscal 2025 financial statements and MD&A are available on the SEDAR website at www.sedar.com and the Clairvest website at www.clairvest.com.

    About Clairvest
    Clairvest’s mission is to partner with entrepreneurs to help them build strategically significant businesses. Founded in 1987 by a group of successful Canadian entrepreneurs, Clairvest is a top performing private equity management firm with over CAD $4.6 billion of capital under management. Clairvest invests its own capital and that of third parties through the Clairvest Equity Partners limited partnerships in owner-led businesses. Under the current management team, Clairvest has initiated investments in 67 different platform companies and generated top quartile performance over an extended period.

    Contact Information
    Stephanie Lo
    Director of Investor Relations and Marketing
    Clairvest Group Inc.
    Tel: (416) 925-9270
    Fax: (416) 925-5753
    stephaniel@clairvest.com

    Forward-looking Statements
    This news release contains forward-looking statements with respect to Clairvest Group Inc., its subsidiaries, its CEP limited partnerships and their investments. These statements are based on current expectations and are subject to known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Clairvest, its subsidiaries, its CEP limited partnerships and their investments to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include general and economic business conditions and regulatory risks. Clairvest is under no obligation to update any forward-looking statements contained herein should material facts change due to new information, future events or otherwise.

    www.clairvest.com

    The MIL Network –

  • MIL-OSI Global: The Paris summit marks a tipping point on AI’s safety and sustainability

    Source: The Conversation – Canada – By Robert Diab, Professor, Faculty of Law, Thompson Rivers University

    United States Vice President JD Vance made headlines this week by refusing to sign a declaration at a global summit in Paris on artificial intelligence.

    In his first appearance on the world stage, Vance made clear that the U.S. wouldn’t be playing ball. The Donald Trump administration believes that “excessive regulation of the AI sector could kill a transformative industry just as it’s taking off,” he said. “We’ll make every effort to encourage pro-growth AI policies.”

    His remarks confirmed a widespread fear that Trump’s return to the White House will signal a sharp turn in tech policy. American tech companies and their billionaire owners will now be shielded from effective oversight.

    But upon a closer look, events this week point to signs that just the opposite may be unfolding. A host of nations took notable steps towards address growing safety and environmental concerns about AI, indicating that a regulatory tipping point has been reached.

    Prime Minister Justin Trudeau delivered the keynote address at the AI Action Summit in Paris, France.

    Wide consensus

    The two-day global summit in Paris, chaired by France and India, led to broad consensus. Some 60 countries signed on to a Statement on Inclusive and Sustainable AI. This included Canada, the European Commission, India and China.

    Both the U.S. and the United Kingdom declined to sign on. But the prevailing winds are against them.

    The meeting in Paris was the third global summit on AI, following meet-ups at Bletchley Park in the U.K. in 2023 and in Seoul, South Korea, in 2024. Each of them ended with similar declarations widely endorsed.

    The Paris communiqué calls for an “inclusive approach” to AI, seeking to “narrow inequalities” in AI capabilities among countries. It encourages “avoiding market concentration” and affirms the need for openness and transparency in building and sharing technology and expertise.

    The document is not binding. It does little more than tout principles, or affirm a collective sentiment among the parties. One of these — perhaps the most important — is to keep talking, meeting and working together on the common concerns that AI raises.

    Environmental challenges

    Meanwhile, a smaller group of countries at the Paris summit, along with 37 tech companies, agreed to form a Coalition for Sustainable AI — setting out a series of goals and deliverables.

    While nothing is binding on the parties, the goals are notably specific. They include coming up with standards for measuring AI’s environmental impact and more effective ways for companies to report on the impact. Parties also aim to “optimize algorithms to reduce computational complexity and minimize data usage.”

    Even if most of this turns out to be merely aspirational, it’s important that the coalition offers a platform for collaboration on these initiatives. At the very least, it signals a likelihood that sustainability will be at the forefront of debate about AI moving forward.



    Read more:
    AI is bad for the environment, and the problem is bigger than energy consumption

    Signing the first international treaty on AI

    A further notable event at the summit was that Canada signed the Council of Europe’s Framework Convention on Artificial Intelligence and Human Rights, Democracy and the Rule of Law. In recent months, 12 other countries had signed, including the U.S. (under former president Joe Biden), the U.K., Israel and the European Union.

    The convention commits parties to pass domestic laws on AI that deal with privacy, bias and discrimination, safety, transparency and environmental sustainability.

    The treaty has been criticized for containing no more than “broad affirmations” and imposing few clear obligations. But it does show that countries are committed to passing law to ensure that AI development unfolds within boundaries — and they’re eager to see more countries do the same.

    If Canada were to ratify the treaty, Parliament would likely revive Bill C-27, which contained the AI and Data Act.



    Read more:
    The federal government’s proposed AI legislation misses the mark on protecting Canadians

    The act aimed to do much of what Canada agrees to do under the convention: impose greater oversight of the development and use of AI. This includes transparency and disclosure requirements on AI companies, and stiff penalties for failure to comply.

    What does this really mean?

    While the U.S. signed the convention on AI and human rights, democracy and rule of law in the fall of 2024, it likely won’t be implemented by a Republican Congress. The same might happen in Canada under a Conservative government led by Pierre Poilievre. He could also decide not to fulfil commitments made under other agreements about AI.

    And if Poilievre comes to power by the time Canada hosts the next G7 meeting in June, he might decline to honour the Trudeau government’s commitment to make AI regulation a central focus of the meeting.

    The Trump administration may have ushered in a period of more lax tech regulation in the U.S., and Silicon Valley is indeed a key player in tech — especially AI. But it’s a wide world, with many other important players in this space, including China, Europe and Canada.

    The events in Paris have revealed a strong interest among nations around the globe to regulate AI, and specifically to foster ideas about inclusion and sustainability. If the Paris summit was any indication, the hope of sheltering AI from effective regulation won’t last long.

    Robert Diab does not work for, consult, own shares in or receive funding from any company or organisation that would benefit from this article, and has disclosed no relevant affiliations beyond their academic appointment.

    – ref. The Paris summit marks a tipping point on AI’s safety and sustainability – https://theconversation.com/the-paris-summit-marks-a-tipping-point-on-ais-safety-and-sustainability-249706

    MIL OSI – Global Reports –

  • MIL-OSI United Nations: Policies to Bolster Social Resilience in Context of More Frequent, Complex Crises among Topics Discussed, as Commission for Social Development Continues Session

    Source: United Nations General Assembly and Security Council

    During one of two round-table discussions held today by the Commission for Social Development, panelists emphasized the importance of governance, preparedness and investment in human capital to strengthen “social resilience” — the ability of individuals and societies to prevent, absorb, adapt and recover positively from crises.

    The Commission — established in 1946 by the Economic and Social Council as one of its functional commissions — advises the United Nations on social development issues, and its sixty-third session will run through 14 February.

    The first panel discussion, titled “Policies to bolster social resilience in the context of more frequent and complex crises”, featured presentations that together offered a comprehensive understanding of the multidimensional nature of resilience and the policy actions needed to reinforce it.

    “The sixty-third session of the Commission for Social Development comes at a pivotal time as we reflect on the legacies of the World Summit for Social Development held three decades ago in Copenhagen,” said Moderator Angela Kawandami, Permanent Secretary at the Ministry of Community Development and Social Services of Zambia.  While the principles of social inclusion, poverty eradication and equity remain as vital as possible, the global landscape has transformed significantly, presenting new and compounding challenges that demand urgent and innovative solutions today, she said, adding that crises — more frequent, interconnected and complex, spanning geopolitical, economic, health and environmental spheres — are testing the resilience of societies and institutions.

    Meir Bing, Chief Executive Officer at the Open University of Israel, presented a case study of building resilience in minority populations in his country, where the number of minority students in higher education more than doubled in the last decade.  He said that a year ago, he was General Director of the Ministry of Social Equality in charge of minorities.  Of the 10 million people in his country, 2 million are religious and ethnical minority groups, including Muslim, Christian and Druze, he said, adding that many of them are young and face socioeconomic challenges.

    He highlighted the three keys to building resilience in vulnerable populations:  fostering trust between Government and social and business sectors; enhancing infrastructure and public services; and creating communities.  Sharing how educational and other infrastructure and socioeconomic projects are expanded in the country’s local communities, he said that the percentage of students from minority groups in bachelor’s degree programmes increased from 10 per cent in 2010 to nearly 20 per cent in 2023.

    Marek Kamiński, explorer and founder of the Kaminski Foundation, said that during his expeditions, he learned that physical strength isn’t enough, stating:  “The real fight happens in the mind, with fear and doubt.  We all need to ask, are we strong enough inside to face the challenges ahead?”  Today’s world needs practical solutions to help people handle crises.  That’s why he created LifePlan Academy, a programme that teaches mental resilience, stress management and how to adapt to challenges.  It’s a practical tool that works in any country with any culture, he said, stressing: “With the right tools and support, anyone can overcome challenges and achieve their goals.”

    Michael Woolcock, Lead Social Scientist in the Development Research Group at the World Bank, said that development policies are as effective as the shared legitimacy they enjoy.  Development policies will struggle, where societal groups despise one another, where elite factions use lies and violence to secure power, where there is little coherence or trust between local and national authority, and where Governments reject international law and covenants to which they are a signatory.  “So all these nice policies that we come up with — unless they can engage with these local contexts and imbue them with the legitimacy they need to do their difficult work — are probably going to struggle,” he said.

    Obiageli Ezekwesili, President of Human Capital Africa, founder of the School of Politics Policy and Governance, and Senior Economic Adviser at the Africa Economic Development Policy Initiative, said that “democracy is in crisis more than it had ever been”.  The power of society to be resilient depends on how everyone feels cared for within society. Today’s democratic processes are exclusionary in many ways.  That’s because the tiny fraction of people who exercise political leadership in many countries have become monopoly democrats.  “We must fix politics,” she said, noting a strong correlation between the quality of politics and economic performance.  “Let’s keep an eye on the United States of America,” she added.

    Michael Woolcock, Lead Social Scientist, World Bank, served as moderator for the second panel, which focused on “Universal rights-based social protection systems that adapt to evolving risks and support social resilience”.  “For our present purposes, we are going to recognize that social resilience refers to the capacity of individuals and societies to prevent, resist, absorb, adapt, respond and recover positively, efficiently and effectively when faced with a wide range of long-term prospects for sustainable development, peace and security, human rights and well-being for all,” he said before commencing the panel discussion.

    Danilo Türk, President of Club de Madrid and former President of Slovenia, stressed the need to make sure that social development is guided in a way that promotes the full realization of human rights.  “This means adopting an approach which anticipates and addresses the vulnerabilities of people,” he went on to stress.  That must include the consequences of climate change and its effect on populations, especially those vulnerable to displacement.  Innovations like digital cash transfers, mobile health services and data driven risk assessment can significantly improve service delivery, particularly for marginalized and remote populations.  Social protection systems must consider the interests of vulnerable segments of societies, particularly women, youth, older people and persons with disabilities.

    Angela Chomba Kawandami, Permanent Secretary at the Ministry of Community Development and Social Services, Zambia, said that social protection systems are central to addressing vulnerabilities, reducing poverty and mitigating the impacts of various risks such as climate change, pandemics and economic crises.  “Social protection systems in Zambia are designed to address both short-term needs and long-term vulnerabilities,” she added.  These systems include cash transfers, food assistance and social insurance schemes.  “The goal is to ensure that individuals, especially those in our rural areas, older persons, persons with disabilities and other vulnerable groups, have access to basic services and support mechanisms,” she emphasized.  Zambia’s social protection programmes aim to reduce vulnerability by providing financial support to households living below the poverty line.  Climate change is also included into Zambia’s protection system as the phenomenon poses an increasing threat with more frequent droughts and floods.

    Héctor Ramón Cárdenas Molinas, Executive Director of the Technical Unit of the Social Cabinet of the President of Paraguay, said that extreme weather events cause major damage and loss.  “Most of them are linked to climate events,” he said, noting their high economic and social impact.  Exposure depends not only on geographic location but also on the development policies and adaptation measures taken to mitigate the risks of climate change.  “It is absolutely essential that we integrate policies and strategies that promote sustainable and resilient development,” he said.  Underscoring other initiatives in health, education and poverty eradication, he said Paraguay aims to ensure that services meet very high standards in terms of efficiency and effectiveness.  “The main challenge remains financing,” he added.

    Edgilson Tavares de Araújo, Ministry of Development and Social Assistance, Brazil, said that Brazil’s social protection system is based on the principles of universality, equity and democracy.  “Since 2023, we have seen a drop of 84 per cent in severe food insecurity, according to a 2024 UN survey,” he added.  With the creation of a global alliance to fight hunger and poverty, Brazil hopes to continue to make progress.  A strong State working with a healthy civil society must be resilient to truly transform society.  “We are increasing our budgetary commitments and broadening our global alliance to combat hunger and poverty,” he went on to say.  Brazil is committed to providing decent employment and “an economy of solidarity” which can help build social resilience.  “Being protected means having someone to rely on,” he added.

    MIL OSI United Nations News –

  • MIL-OSI USA News: One Voice for America’s Foreign Relations

    Source: The White House

    class=”has-text-align-left”>By the authority vested in me as President by the Constitution and the laws of the United States of America, it is hereby ordered:

         Section 1.  Purpose.  Article II of the United States Constitution vests the power to conduct foreign policy in the President of the United States.  Presidents rely on their Secretaries of State and their subordinate officials to ensure that the United States is served and protected at home and abroad.  As the principal steward of the President’s foreign policy, the Secretary must maintain an exceptional workforce of patriots to implement this policy effectively.

         Sec. 2.  Policy. All officers or employees charged with implementing the foreign policy of the United States must under Article II do so under the direction and authority of the President. Failure to faithfully implement the President’s policy is grounds for professional discipline, including separation.  The personnel procedures of executive departments and agencies (agencies) charged with implementing the President’s foreign policy must therefore provide an effective and efficient means for ensuring that officers and employees faithfully implement the President’s policies.

         Sec. 3.  Definitions.  For the purposes of this order:
    (a)  the terms “Department,” “Foreign Service,” “Service,” and “Secretary” shall have the meaning given those terms by section 3902 of title 22, United States Code; and
    (b)  the term “members of the Foreign Service” shall have the same meaning as “members of the Service” under section 3903 of title 22, United States Code.
    (c)  the term “Civil Service employee” shall mean an employee of the Department holding United States citizenship, except for a member of the Foreign Service, as defined in section 2664a of title 22, United States Code.
    (d)  the term “other staff” shall mean locally employed staff and agents under the authority of sections 202(a)(4)(A) (22 U.S.C. 3922(a)(4)(A)) and 303 (22 U.S.C. 3943) of the Foreign Service Act of 1980, or special Government employees of the Department as defined in section 202(a) of title 18, United States Code.

         Sec. 4.  Election of Procedures.  When the Secretary concludes that a member of the Foreign Service, a Civil Service employee, or other staff has demonstrated performance or conduct that warrants a personnel action, the Secretary shall, with respect to officials appointed by the Secretary or others within the Department, take appropriate action, subject to the supervision of the President, and shall, with respect to officials appointed by the President, preliminarily determine whether to refer such a matter for the President’s consideration.  Such preliminary determination shall be made in the Secretary’s sole and exclusive discretion.

         Sec. 5.  Foreign Service Reform.  (a)  The Secretary shall, consistent with applicable law, reform the Foreign Service and the administration of foreign relations to ensure faithful and effective implementation of the President’s foreign policy agenda.
    (b)  The Secretary shall, consistent with applicable law, implement reforms in recruiting, performance, evaluation, and retention standards, and the programs of the Foreign Service Institute, to ensure a workforce that is committed to faithful implementation of the President’s foreign policy.
    (c)  In implementing the reforms identified in this section, the Secretary shall, consistent with applicable law, revise or replace the Foreign Affairs Manual and direct subordinate agencies to remove, amend, or replace any handbooks, procedures, or guidance.
    (d)  The Secretary shall have sole and exclusive discretion in the exercise or delegation of the responsibilities enumerated in this order, and, as the Secretary deems necessary or appropriate, may prescribe additional procedures that subordinate officials shall follow in the performance of such responsibilities.

         Sec. 6.  General Provisions.  (a)  Nothing in this order shall be construed to impair or otherwise affect:
    (i) the authority granted by law to an executive department or agency, or the head thereof; or
    (ii) the functions of the Director of the Office of Management and Budget relating to budgetary, administrative, or legislative proposals.
    (b)  This order shall be implemented consistent with applicable law and subject to the availability of appropriations.
    (c)  This order is not intended to, and does not, create any right or benefit, substantive or procedural, enforceable at law or in equity by any party against the United States, its departments, agencies, or entities, its officers, employees, or agents, or any other person.
     
     
     
    THE WHITE HOUSE,
        February 12, 2025.

    MIL OSI USA News –

  • MIL-OSI New Zealand: Universities – Deep dive on deep-water reefs finds new marine species – Vic

    Source: Te Herenga Waka—Victoria University of Wellington

    Marine researchers from Te Herenga Waka—Victoria University of Wellington have discovered a species of sea squirt that is thought to be new to science.

    The sea squirt was found off Rakiura Stewart Island while the researchers were exploring marine communities that live on the area’s deep-water reefs.

    “We were off Port Pegasus at the southern end of Rakiura and we could see all these really unusual ‘egg’ shapes on the seafloor. Closer inspection revealed they were large, 30 cm tall sea squirts that we haven’t found in any other part of Aotearoa,” said Professor James Bell, a marine biologist at the university.

    Marine ecologist Mike Page, an emeritus scientist from the National Institute of Water and Atmospheric Research, confirmed the sea squirt is likely to be a new species that is yet to be named.

    Sea squirts, also known as ascidians, play a key role in maintaining water quality. They are filter feeders—creatures that feed on nutrients in the water column.

    “Unusually, sea squirts dominated the marine communities on the deep-water reefs that we explored off Stewart Island. We typically find sponges are the dominant player on deep-water reefs in other parts of the country,” said Professor Bell.

    The new species of sea squirt was found at a depth of 115 metres.

    “The water off Stewart Island was really clear down at this depth. This probably reflects the fact there are no major rivers draining into the sea and there are still large areas of native forest on the island.”

    Video footage of the reefs shows many different species of sea squirt, varying in colour from bright white to pinks, blues, and yellows.

    The footage was taken using a remotely operated vehicle (ROV) that can film in waters of more than 100 m deep.

    “Finding this sea squirt is a reminder that we still have so much to learn about the rich diversity of life in the ocean. It’s also a reminder of the need to ensure we protect our marine environment and the unique species it supports,” said Professor Bell.

    The ROV used by the researchers to collect video footage was purchased with funding from the George Mason Charitable Trust.

    MIL OSI New Zealand News –

  • MIL-OSI Security: Beauval  — Beauval RCMP asking public to report sightings of Christopher Blyan

    Source: Royal Canadian Mounted Police

    Beauval RCMP are asking the public to report sightings and information on the whereabouts of 46-year old Christopher Blyan.

    Christopher Blyan is wanted for charges including the possession of cocaine, failure to attend court, and failure to comply with release conditions.

    Christopher Blyan is described as 5’10” tall and 190 pounds with hazel colored eyes and brown hair.

    He is known to travel in the Beauval and Meadow Lake areas.

    Beauval RCMP continue to investigate.

    Report all sightings and information about the whereabouts of Christopher Blyan to your local police at 310-RCMP. Information can also be submitted anonymously by contacting Saskatchewan Crime Stoppers at 1-800-222-TIPS (8477) or www.saskcrimestoppers.com.

    MIL Security OSI –

  • MIL-OSI Security: A new era in testing: USAF TPS partners with Stanford, Silicon Valley for AI, emerging technologies course

    Source: United States Air Force

    This historic collaboration marks the school’s first major engagement with academia in recent memory and is part of a broader effort to prepare future military test leaders for the rapid advancements in artificial intelligence, data-driven systems, and autonomous technologies.

    MIL Security OSI –

  • MIL-OSI: James Altucher Video Released: “Trump and Musk’s AI Power Play Will Reshape America’s Future”

    Source: GlobeNewswire (MIL-OSI)

    Washington, D.C., Feb. 12, 2025 (GLOBE NEWSWIRE) — AI expert James Altucher is sounding the alarm in a recent video presentation: the collaboration between President Donald Trump and Elon Musk is about to trigger a seismic shift in America’s technological and economic landscape.

    “The world’s two most powerful men… are about to change America — forever.”

    According to Altucher, Trump’s anticipated repeal of Executive Order #14110 will unleash AI 2.0—a new era of artificial intelligence that could rapidly transform industries, government operations, and global competition.

    “I have reason to believe that in his first 100 days… Donald Trump will overturn Executive Order #14110… limiting the development of U.S. artificial intelligence.”

    At the center of this revolution is Elon Musk’s secretive AI supercomputer, Project Colossus—an innovation so powerful that it has already outpaced the world’s leading AI firms, including Microsoft, OpenAI, and Google.

    “Right here, at a remote warehouse in Memphis, TN… Elon Musk has created the AI mothership.”

    “Developed by his new company, xAI… it contains not just one or two… but 100,000 units of Nvidia’s most advanced AI chip… making it the most powerful AI facility known to man.”

    With Musk expanding Project Colossus and Trump clearing regulatory hurdles, Altucher warns that America is on the verge of an AI arms race that could define the 21st century.

    “We are about to enter an age of exponential innovation — and wealth.”

    About James Altucher

    James Altucher is a leading AI expert, author, and entrepreneur with nearly four decades of experience in emerging technologies. He has been featured in major media outlets and is known for his forward-thinking insights on AI’s impact on society.

    The MIL Network –

  • MIL-OSI: Farmers & Merchants Bancorp, Inc. Reports 2024 Fourth-Quarter and Full-Year Financial Results

    Source: GlobeNewswire (MIL-OSI)

    ARCHBOLD, Ohio, Feb. 12, 2025 (GLOBE NEWSWIRE) — Farmers & Merchants Bancorp, Inc. (Nasdaq: FMAO) today reported financial results for the 2024 fourth quarter and twelve months ended December 31, 2024.

    2024 Fourth Quarter Financial and Operating Highlights (on a year-over-year basis unless noted):

    • 87 consecutive quarters of profitability
    • Net income increased 51.2% to $8.4 million, or $0.61 per basic and diluted share, from $5.5 million, or $0.41 per basic and diluted share
    • Asset quality remains at historically strong levels with nonperforming loans of only $3.1 million at December 31, 2024, compared to $22.4 million at December 31, 2023
    • Net charge-offs to average loans were 0.00%
    • Allowance for credit losses was 826.70% of nonperforming loans
    • Tier 1 leverage ratio was 8.12%
    • Net interest margin increased 27 basis points to 2.84%
    • Efficiency ratio improved to 59.82%, compared to 69.23% for the same period a year ago

    2024 Full-Year Financial Highlights Include (on a year-over-year basis unless noted):

    • Total loans, net were $2.56 billion at December 31, 2024, compared to $2.58 billion at December 31, 2023 and $2.54 billion at September 30, 2024
    • Total assets increased 2.5% to $3.36 billion
    • Deposits increased 3.0% to a record $2.69 billion
    • Stockholders’ equity increased 5.9% to $335.2 million
    • Net interest income after provision for credit losses increased 7.5% to $85.6 million
    • Return on average tangible equity was 8.91%
    • F&M ended 2024 with excellent liquidity levels, and over $690 million in contingent funding sources, and a cash-to-assets ratio of 5.3%, compared to 4.3% at December 31, 2023
    • Dividend raised 3.8% year-over-year, representing the 30th consecutive annual increase in the Company’s regular dividend payment since 1994

    Lars B. Eller, President and Chief Executive Officer, stated, “Our strong 2024 financial performance reflects solid execution of our multi-year strategic plan, as we have remained focused on continual improvements, managing the items under our control, and providing our customers and communities with outstanding, and local financial services. Thanks to the unwavering dedication of our team and the trust of our customers, F&M’s financial and operating results strengthened throughout 2024. This performance creates a solid foundation and further solidifies F&M’s position as a leading community bank in the Ohio, Indiana and Michigan markets we serve.”

    Mr. Eller continued, “Strong earnings growth in 2024 was driven by the success of ongoing strategies aimed at expanding our net interest margin, maintaining excellent asset quality, and driving efficiencies across our business. Core earnings for the 2024 fourth quarter were strong as net interest income after provision for credit losses increased 16.1% year-over-year to a quarterly record of $22.6 million, and noninterest income expanded 4.1% year-over-year to $4.0 million. We believe these trends highlight the improvements we have made to profitability, and we expect these trends to continue in the second half 2025.”

    Income Statement
    Net income for the 2024 fourth quarter ended December 31, 2024, was $8.4 million, compared to $5.5 million for the same period last year. Net income per basic and diluted share for the 2024 fourth quarter was $0.61, compared to $0.41 for the same period last year. Net income for the 2024 twelve months ended December 31, 2024, was $25.9 million, compared to $22.8 million for the same period last year. Net income per basic and diluted share for the 2024 twelve months was $1.90, compared to $1.67 for the same period last year.

    Deposits
    At December 31, 2024, total deposits were a record $2.69 billion, an increase of 3.0% from December 31, 2023. The Company’s cost of interest-bearing liabilities was 3.01% for the quarter ended December 31, 2024, compared to 3.02% for the quarter ended December 31, 2023. For the 2024 twelve months ended December 31, 2024, F&M’s cost of interest-bearing liabilities was 3.12%, compared to 2.53% in the prior year reflecting the higher rate environment and growth in interest-bearing checking and savings accounts.  

    Mr. Eller commented, “Throughout 2024, we pursued strategies aimed at optimizing our deposit base and growing low-cost checking (DDA) deposits. Since the beginning of 2024, we added nearly 7,500 new checking accounts, and benefited from new and expanded relationships at offices that were opened in 2023. As a result, we ended 2024 with a loan-to-deposit ratio of 94.4%, compared to 98.0% at December 31, 2023.”

    Loan Portfolio and Asset Quality
    “While the demand for loans is high across our markets, our approach to risk and pricing remains prudent. This strategy has contributed to historically strong asset quality over the past two quarters and is a testament to F&M’s risk, lending, and compliance capabilities and high-performing teams.   We expect loan growth to increase modestly in 2025, with growth weighted in the back half of the year. In addition, 31.4% of our loan portfolio is subject to reprice in the next 12 months. We believe these favorable trends will contribute to higher net interest income in 2025,” continued Mr. Eller.

    Total loans, net at December 31, 2024, decreased 0.7%, or by $19.3 million to $2.56 billion, compared to $2.58 billion at December 31, 2023. The year-over-year decline was driven primarily by lower consumer real estate, consumer, and agricultural real estate loans, partially offset primarily by higher commercial and industrial and agricultural loans. Compared to the quarter ended September 30, 2024, total loans, net at December 31, 2024 increased by 0.9% or $23.5 million.

    F&M continues to closely monitor its loan portfolio with a particular emphasis on higher risk sectors. Nonperforming loans were $3.1 million, or 0.12% of total loans at December 31, 2024, compared to $22.4 million, or 0.87% of total loans at December 31, 2023, and $2.9 million, or 0.11% at September 30, 2024.

    F&M maintains a well-balanced, diverse and high performing CRE portfolio. CRE loans represented 51.2% of the Company’s total loan portfolio at December 31, 2024. In addition, F&M’s commercial real estate office credit exposure represented 5.2% of the Company’s total loan portfolio at December 31, 2024, with a weighted average loan-to-value of approximately 64% and an average loan of approximately $958,100.

    F&M’s CRE portfolio included the following categories at December 31, 2024:

    CRE Category

    		   Dollar
    Balance    		   Percent of
    CRE
    Portfolio    (*)    		   Percent of
    Total Loan
    Portfolio    (*)
                 
    Industrial   $ 269,315   20.6%   10.5%
    Multi-family     233,868   17.8%   9.1%
    Retail     219,395   16.7%   8.6%
    Hotels     141,514   10.8%   5.5%
    Office     134,139   10.2%   5.2%
    Gas Stations     70,767   5.4%   2.8%
    Food Service     49,246   3.8%   1.9%
    Senior Living     31,799   2.4%   1.3%
    Development     29,491   2.3%   1.2%
    Auto Dealers     28,081   2.1%   1.1%
    Other     103,196   7.9%   4.0%
    Total CRE   $ 1,310,811   100.0%   51.2%

    * Numbers have been rounded

    At December 31, 2024, the Company’s allowance for credit losses to nonperforming loans was 826.70%, compared to 111.95% at December 31, 2023. The allowance to total loans was 1.07% at December 31, 2024, compared to 1.06% at December 31, 2023. Including accretable yield adjustments, associated with the Company’s prior acquisitions, F&M’s allowance for credit losses to total loans was 1.08% at December 31, 2024, compared to 1.13% at December 31, 2023.

    Mr. Eller concluded, “Throughout the new year, we will leverage F&M’s strong banking platform, while continuing to make strategic investments that expanded our operations, capabilities, and services. We believe this will expand operating efficiencies and produce better outcomes for our customers. I am proud of our strong performance in 2024, and expect 2025 to be another good year for F&M.”

    Stockholders’ Equity and Dividends
    Total stockholders’ equity increased 5.9% to $335.2 million, or $24.47 per share at December 31, 2024, from $316.5 million, or $23.17 per share at December 31, 2023. The Company’s Tier 1 leverage ratio of 8.12%, remained stable compared to December 31, 2023.

    Tangible stockholders’ equity increased to $270.0 million at December 31, 2024, compared to $254.2 million at December 31, 2023. On a per share basis, tangible stockholders’ equity at December 31, 2024, was $17.74 per share, compared to $16.29 per share at December 31, 2023.

    For the twelve months ended December 31, 2024, the Company declared cash dividends of $0.8825 per share, representing a 3.8% increase over the same period last year. F&M is committed to returning capital to shareholders and has increased the annual cash dividend for 30 consecutive years. For the twelve months ended December 31, 2024, the dividend payout ratio was 46.07% compared to 50.65% for the same period last year.

    About Farmers & Merchants State Bank:
    F&M Bank is a local independent community bank that has been serving its communities since 1897. F&M Bank provides commercial banking, retail banking and other financial services. Our locations are in Butler, Champaign, Fulton, Defiance, Hancock, Henry, Lucas, Shelby, Williams, and Wood counties in Ohio. In Northeast Indiana, we have offices located in Adams, Allen, DeKalb, Jay, Steuben and Wells counties. The Michigan footprint includes Oakland County, and we have Loan Production Offices in Troy, Michigan; Muncie, Indiana; and Perrysburg and Bryan, Ohio.

    Safe Harbor Statement
    Farmers & Merchants Bancorp, Inc. (“F&M”) wishes to take advantage of the Safe Harbor provisions included in the Private Securities Litigation Reform Act of 1995. Statements by F&M, including management’s expectations and comments, may not be based on historical facts and are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21B of the Securities Exchange Act of 1934, as amended. Actual results could vary materially depending on risks and uncertainties inherent in general and local banking conditions, competitive factors specific to markets in which F&M and its subsidiaries operate, future interest rate levels, legislative and regulatory decisions, capital market conditions, or the effects of the COVID-19 pandemic, and its impacts on our credit quality and business operations, as well as its impact on general economic and financial market conditions. F&M assumes no responsibility to update this information. For more details, please refer to F&M’s SEC filing, including its most recent Annual Report on Form 10-K and quarterly reports on Form 10-Q. Such filings can be viewed at the SEC’s website, www.sec.gov or through F&M’s website www.fm.bank.

    Non-GAAP Financial Measures
    This press release includes disclosure of financial measures not prepared in accordance with generally accepted accounting principles in the United States (GAAP). A non-GAAP financial measure is a numerical measure of historical or future financial performance, financial position or cash flows that excludes or includes amounts that are required to be disclosed by GAAP. Farmers & Merchants Bancorp, Inc. believes that these non-GAAP financial measures provide both management and investors a more complete understanding of the underlying operational results and trends and Farmers & Merchants Bancorp, Inc.’s marketplace performance. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the numbers prepared in accordance with GAAP. A reconciliation of GAAP to non-GAAP financial measures is included within this press release.

    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF INCOME & COMPREHENSIVE INCOME
    (Unaudited) (in thousands of dollars, except per share data)
     
      Three Months Ended     Twelve Months Ended
      December 31,
    2024    		     September 30,
    2024    		     June 30,
    2024    		     March 31,
    2024    		     December 31,
    2023    		     December 31,
    2024    		     December 31,
    2023    		  
    Interest Income                                        
    Loans, including fees $ 36,663     $ 36,873     $ 36,593     $ 35,200     $ 34,493     $ 145,329     $ 129,344  
    Debt securities:                                        
    U.S. Treasury and government agencies 1,882     1,467     1,148     1,045     987     5,542     4,090  
    Municipalities 384     387     389     394     397     1,554     1,598  
    Dividends 367     334     327     333     365     1,361     882  
    Federal funds sold 24     7     7     7     8     45     44  
    Other 2,531     2,833     2,702     1,675     2,020     9,741     3,850  
    Total interest income 41,851     41,901     41,166     38,654     38,270     163,572     139,808  
    Interest Expense                                        
    Deposits 15,749     16,947     16,488     15,279     15,015     64,463     46,923  
    Federal funds purchased and securities sold under agreements to repurchase 274     277     276     284     293     1,111     1,474  
    Borrowed funds 2,713     2,804     2,742     2,689     2,742     10,948     8,876  
    Subordinated notes 285     284     285     284     285     1,138     1,138  
    Total interest expense 19,021     20,312     19,791     18,536     18,335     77,660     58,411  
    Net Interest Income – Before Provision for Credit Losses 22,830     21,589     21,375     20,118     19,935     85,912     81,397  
    Provision for (Recovery of) Credit Losses – Loans 346     282     605     (289 )   278     944     1,698  
    Provision for (Recovery of) Credit Losses – Off Balance Sheet Credit Exposures (120 )   (267 )   (18 )   (266 )   189     (671 )   46  
    Net Interest Income After Provision for Credit Losses 22,604     21,574     20,788     20,673     19,468     85,639     79,653  
    Noninterest Income                                        
    Customer service fees 237     300     189     598     415     1,324     1,332  
    Other service charges and fees 1,176     1,155     1,085     1,057     1,090     4,473     4,343  
    Interchange income 1,322     1,315     1,330     1,429     1,310     5,396     5,318  
    Loan servicing income 771     710     513     539     666     2,533     4,405  
    Net gain on sale of loans 223     215     314     107     230     859     699  
    Increase in cash surrender value of bank owned life insurance 248     265     236     216     216     965     834  
    Net gain (loss) on sale of other assets owned 22     –     49     –     (86 )   71     (135 )
    Net loss on sale of available-for-sale securities –     –     –     –     –     –     (891 )
    Total noninterest income 3,999     3,960     3,716     3,946     3,841     15,621     15,905  
    Noninterest Expense                                        
    Salaries and wages 7,020     7,713     7,589     7,846     6,981     30,168     26,915  
    Employee benefits 2,148     2,112     2,112     2,171     1,218     8,543     7,520  
    Net occupancy expense 1,072     1,054     999     1,027     1,187     4,152     3,833  
    Furniture and equipment 1,032     1,472     1,407     1,353     1,370     5,264     5,022  
    Data processing 160     339     448     500     785     1,447     3,147  
    Franchise taxes 312     410     265     555     308     1,542     1,487  
    ATM expense 328     472     397     473     665     1,670     2,611  
    Advertising 498     597     519     530     397     2,144     2,606  
    FDIC assessment 505     516     507     580     594     2,108     1,982  
    Servicing rights amortization – net 244     219     187     168     182     818     611  
    Loan expense 236     244     251     229     246     960     1,055  
    Consulting fees 242     251     198     186     192     877     832  
    Professional fees 368     453     527     445     331     1,793     1,430  
    Intangible asset amortization 446     445     444     445     446     1,780     1,780  
    Other general and administrative 1,465     1,128     1,495     1,333     1,532     5,421     6,373  
    Total noninterest expense 16,076     17,425     17,345     17,841     16,434     68,687     67,204  
    Income Before Income Taxes 10,527     8,109     7,159     6,778     6,875     32,573     28,354  
    Income Taxes 2,146     1,593     1,477     1,419     1,332     6,635     5,567  
    Net Income 8,381     6,516     5,682     5,359     5,543     25,938     22,787  
    Other Comprehensive Income (Loss) (Net of Tax):                                        
    Net unrealized gain (loss) on available-for-sale securities (7,403 )   11,664     2,531     (1,995 )   13,261     4,797     10,781  
    Reclassification adjustment for realized loss on sale of available-for-sale securities –     –     –     –     –     –     891  
    Net unrealized gain (loss) on available-for-sale securities (7,403 )   11,664     2,531     (1,995 )   13,261     4,797     11,672  
    Tax expense (benefit) (1,554 )   2,449     531     (418 )   2,784     1,008     2,451  
    Other comprehensive income (loss) (5,849 )   9,215     2,000     (1,577 )   10,477     3,789     9,221  
    Comprehensive Income $ 2,532     $ 15,731     $ 7,682     $ 3,782     $ 16,020     $ 29,727     $ 32,008  
    Basic Earnings Per Share $ 0.61     $ 0.48     $ 0.42     $ 0.39     $ 0.41     $ 1.90     $ 1.67  
    Diluted Earnings Per Share $ 0.61     $ 0.48     $ 0.42     $ 0.39     $ 0.41     $ 1.90     $ 1.67  
    Dividends Declared $ 0.22125     $ 0.22125     $ 0.22     $ 0.22     $ 0.22     $ 0.88250     $ 0.85  
                                             
    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (Unaudited) (in thousands of dollars, except per share data)
     
      December 31,
    2024    		     September 30,
    2024    		     June 30,
    2024    		     March 31,
    2024    		     December 31,
    2023    		  
            (Unaudited)     (Unaudited)     (Unaudited)        
    Assets                            
    Cash and due from banks $                       174,855     $                       244,572     $                     191,785     $                     186,541     $                      140,917  
    Federal funds sold 1,496     932     1,283     1,241     1,284  
    Total cash and cash equivalents 176,351     245,504     193,068     187,782     142,201  
                                 
    Interest-bearing time deposits 2,482     2,727     3,221     2,735     2,740  
    Securities – available-for-sale 426,556     404,881     365,209     347,516     358,478  
    Other securities, at cost 14,400     15,028     14,721     14,744     17,138  
    Loans held for sale 2,996     1,706     1,628     2,410     1,576  
    Loans, net of allowance for credit losses of $25,826 12/31/24 and $25,024 12/31/23 2,536,043     2,512,852     2,534,468     2,516,687     2,556,167  
    Premises and equipment 33,828     33,779     34,507     35,007     35,790  
    Construction in progress –     35     38     9     8  
    Goodwill 86,358     86,358     86,358     86,358     86,358  
    Loan servicing rights 5,656     5,644     5,504     5,555     5,648  
    Bank owned life insurance 34,872     34,624     34,359     34,123     33,907  
    Other assets 45,181     46,047     49,552     54,628     43,218  
    Total Assets $                    3,364,723     $                    3,389,185     $                  3,322,633     $                  3,287,554     $                   3,283,229  
                                 
    Liabilities and Stockholders’ Equity                            
    Liabilities                            
    Deposits                            
    Noninterest-bearing $                       516,904     $                       481,444     $                     479,069     $                     510,731     $                      528,465  
    Interest-bearing                            
    NOW accounts 850,462     865,617     821,145     829,236     816,790  
    Savings 671,818     661,565     673,284     635,430     599,191  
    Time 647,581     676,187     667,592     645,985     663,017  
    Total deposits 2,686,765     2,684,813     2,641,090     2,621,382     2,607,463  
                                 
    Federal funds purchased and securities                            
    sold under agreements to repurchase 27,218     27,292     27,218     28,218     28,218  
    Federal Home Loan Bank (FHLB) advances 246,056     263,081     266,102     256,628     265,750  
    Subordinated notes, net of unamortized issuance costs 34,818     34,789     34,759     34,731     34,702  
    Dividend payable 2,996     2,998     2,975     2,975     2,974  
    Accrued expenses and other liabilities 31,659     40,832     27,825     25,930     27,579  
    Total liabilities 3,029,512     3,053,805     2,999,969     2,969,864     2,966,686  
                                 
    Commitments and Contingencies                            
                                 
    Stockholders’ Equity                            
    Common stock – No par value 20,000,000 shares authorized; issued                            
    14,564,425 shares 12/31/24 and 12/31/23; outstanding 13,699,536 135,565     135,193     135,829     135,482     135,515  
    shares 12/31/24 and 13,664,641 shares 12/31/23                            
    Treasury stock – 864,889 shares 12/31/24 and 899,784 shares 12/31/23 (10,985 )   (10,904 )   (11,006 )   (10,851 )   (11,040 )
    Retained earnings 235,854     230,465     226,430     223,648     221,080  
    Accumulated other comprehensive loss (25,223 )   (19,374 )   (28,589 )   (30,589 )   (29,012 )
    Total stockholders’ equity 335,211     335,380     322,664     317,690     316,543  
                                 
    Total Liabilities and Stockholders’ Equity $                    3,364,723     $                    3,389,185     $                  3,322,633     $                  3,287,554     $                   3,283,229  
                                 
    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    SELECT FINANCIAL DATA
                                               
        For the Three Months Ended   For the Twelve Months Ended
    Selected financial data   December 31,
    2024    		   September 30,
    2024    		   June 30,
    2024    		   March 31,
    2024    		   December 31,
    2023    		   December 31,
    2024    		   December 31,
    2023
    Return on average assets     0.99%     0.78%     0.69%     0.66%     0.67%     0.78%     0.71%
    Return on average equity     10.00%     7.93%     7.13%     6.76%     7.27%     7.98%     7.46%
    Yield on earning assets     5.20%     5.27%     5.22%     5.00%     4.93%     5.17%     4.67%
    Cost of interest bearing liabilities     3.01%     3.21%     3.18%     3.06%     3.02%     3.12%     2.53%
    Net interest spread     2.19%     2.06%     2.04%     1.94%     1.91%     2.05%     2.14%
    Net interest margin     2.84%     2.71%     2.71%     2.60%     2.57%     2.72%     2.72%
    Efficiency     59.82%     67.98%     69.03%     74.08%     69.23%     67.54%     68.48%
    Dividend payout ratio     35.75%     45.99%     52.35%     55.52%     54.23%     46.07%     50.65%
    Tangible book value per share   $ 17.74   $ 17.72   $ 16.79   $ 16.39   $ 16.29            
    Tier 1 leverage ratio     8.12%     8.04%     8.02%     8.40%     8.20%            
    Average shares outstanding     13,699,869     13,687,119     13,681,501     13,671,166     13,665,773     13,679,955     13,641,336
                                               
    Loans   December 31,
    2024    		   September 30,
    2024    		   June 30,
    2024    		   March 31,
    2024    		   December 31,
    2023    		            
    (Dollar amounts in thousands)                                          
    Commercial real estate   $ 1,310,811   $ 1,301,160   $ 1,303,598   $ 1,304,400   $ 1,337,766            
    Agricultural real estate     216,401     220,328     222,558     227,455     223,791            
    Consumer real estate     520,114     524,055     525,902     525,178     521,895            
    Commercial and industrial     275,152     260,732     268,426     256,051     254,935            
    Agricultural     152,080     137,252     142,909     127,670     132,560            
    Consumer     63,009     67,394     70,918     74,819     79,591            
    Other     24,978     25,916     26,449     26,776     30,136            
    Less: Net deferred loan fees, costs and other (1)     (676)     1,499     (1,022)     (982)     517            
    Total loans, net   $ 2,561,869   $ 2,538,336   $ 2,559,738   $ 2,541,367   $ 2,581,191            
                                               
                                               
    Asset quality data   December 31,
    2024    		   September 30,
    2024    		   June 30,
    2024    		   March 31,
    2024    		   December 31,
    2023    		            
    (Dollar amounts in thousands)                                          
    Nonaccrual loans   $ 3,124   $ 2,898   $ 2,487   $ 19,391   $ 22,353            
    90 day past due and accruing   $ –   $ –   $ –   $ –   $ –            
    Nonperforming loans   $ 3,124   $ 2,898   $ 2,487   $ 19,391   $ 22,353            
    Other real estate owned   $ –   $ –   $ –   $ –   $ –            
    Nonperforming assets   $ 3,124   $ 2,898   $ 2,487   $ 19,391   $ 22,353            
                                               
                                               
    Allowance for credit losses   $ 25,826   $ 25,484   $ 25,270   $ 24,680   $ 25,024            
    Allowance for unfunded     1,541     1,661     1,928     1,946     2,212            
    Total allowance for credit losses   $ 27,367   $ 27,145   $ 27,198   $ 26,626   $ 27,236            
    Total allowance for credit losses/total loans     1.07%     1.07%     1.06%     1.05%     1.06%            
    Adjusted credit losses with accretable yield/total loans     1.08%     1.10%     1.10%     1.11%     1.13%            
    Net charge-offs:                                          
    Quarter-to-date   $ 4   $ 68   $ 15   $ 55   $ 531            
    Year-to-date   $ 142   $ 138   $ 70   $ 55   $ 551            
    Net charge-offs to average loans                                          
    Quarter-to-date     0.00%     0.00%     0.00%     0.00%     0.02%            
    Year-to-date     0.01%     0.01%     0.00%     0.00%     0.02%            
    Nonperforming loans/total loans     0.12%     0.11%     0.10%     0.76%     0.87%            
    Allowance for credit losses/nonperforming loans     826.70%     879.37%     1016.08%     127.28%     111.95%            
    NPA coverage ratio     826.70%     879.37%     1016.08%     127.28%     111.95%            
                                               
    (1) Includes carrying value adjustments of $1.1 million as of December 31, 2024, $3.0 million as of September 30, 2024, $612 thousand as of June 30, 2024, $969 thousand as of March 31, 2024 and $2.7 million as of December 31, 2023 related to interest rate swaps
    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    AVERAGE BALANCE SHEETS AND RELATED YIELDS AND RATES
    (in thousands of dollars, except percentages)
                               
      For the Three Months Ended     For the Three Months Ended  
      December 31, 2024     December 31, 2023  
    Interest Earning Assets: Average
    Balance    		   Interest/
    Dividends    		   Annualized
    Yield/Rate    		     Average
    Balance    		   Interest/
    Dividends    		   Annualized
    Yield/Rate    		  
    Loans $            2,543,628   $                    36,663   5.77 %   $            2,553,023   $                    34,493   5.41 %
    Taxable investment securities 450,648   2,554   2.27 %   386,931   1,660   1.72 %
    Tax-exempt investment securities 18,571   79   2.15 %   24,145   89   1.87 %
    Fed funds sold & other 209,307   2,555   4.88 %   142,642   2,028   5.69 %
    Total Interest Earning Assets 3,222,154   $                    41,851   5.20 %   3,106,741   $                    38,270   4.93 %
                               
    Nonearning Assets 174,172             189,202          
                               
    Total Assets $            3,396,326             $            3,295,943          
                               
    Interest Bearing Liabilities:                          
    Savings deposits $            1,548,638   $                      9,459   2.44 %   $            1,392,304   $                      8,570   2.46 %
    Other time deposits 666,896   6,290   3.77 %   701,347   6,445   3.68 %
    Other borrowed money 255,490   2,713   4.25 %   265,948   2,742   4.12 %
    Fed funds purchased & securities                          
    sold under agreement to repurchase 27,341   274   4.01 %   28,739   293   4.08 %
    Subordinated notes 34,799   285   3.28 %   34,683   285   3.29 %
    Total Interest Bearing Liabilities $            2,533,164   $                    19,021   3.01 %   $            2,423,021   $                    18,335   3.02 %
                               
    Noninterest Bearing Liabilities 527,751             567,813          
                               
    Stockholders’ Equity $               335,411             $               305,109          
                               
    Net Interest Income and Interest Rate Spread     $                    22,830   2.19 %       $                    19,935   1.91 %
                               
    Net Interest Margin         2.84 %           2.57 %
                               
    Yields on Tax exempt securities and the portion of the tax-exempt IDB loans included in loans have been tax adjusted based on a 21% tax rate in the charts
                               
                               
      For the Twelve Months Ended     For the Twelve Months Ended  
      December 31, 2024     December 31, 2023  
    Interest Earning Assets: Average
    Balance    		   Interest/
    Dividends    		   Annualized
    Yield/Rate    		     Average
    Balance    		   Interest/
    Dividends    		   Annualized
    Yield/Rate    		  
    Loans $            2,557,213   $                  145,329   5.68 %   $            2,491,502   $                  129,344   5.19 %
    Taxable investment securities 410,764   8,129   1.98 %   394,424   6,204   1.57 %
    Tax-exempt investment securities 20,154   328   2.06 %   24,686   366   1.88 %
    Fed funds sold & other 176,307   9,786   5.55 %   85,018   3,894   4.58 %
    Total Interest Earning Assets 3,164,438   $                  163,572   5.17 %   2,995,630   $                  139,808   4.67 %
                               
    Nonearning Assets 164,464             197,726          
                               
    Total Assets $            3,328,902             $            3,193,356          
                               
    Interest Bearing Liabilities:                          
    Savings deposits $            1,502,365   $                    39,750   2.65 %   $            1,376,318   $                    27,424   1.99 %
    Other time deposits 663,320   24,713   3.73 %   640,390   19,499   3.04 %
    Other borrowed money 262,094   10,948   4.18 %   220,175   8,876   4.03 %
    Fed funds purchased & securities                          
    sold under agreement to repurchase 27,750   1,111   4.00 %   35,421   1,474   4.16 %
    Subordinated notes 34,755   1,138   3.27 %   34,640   1,138   3.29 %
    Total Interest Bearing Liabilities $            2,490,284   $                    77,660   3.12 %   $            2,306,944   $                    58,411   2.53 %
                               
    Noninterest Bearing Liabilities 513,588             580,931          
                               
    Stockholders’ Equity $               325,030             $                305,481          
                               
    Net Interest Income and Interest Rate Spread     $                    85,912   2.05 %       $                    81,397   2.14 %
                               
    Net Interest Margin         2.72 %           2.72 %
                               
    Yields on Tax exempt securities and the portion of the tax-exempt IDB loans included in loans have been tax adjusted based on a 21% tax rate in the charts
    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    AVERAGE BALANCE SHEETS AND RELATED YIELDS AND RATES
    (in thousands of dollars, except percentages)
     
      For the Three Months Ended December 31, 2024   For the Three Months Ended December 31, 2023
      As Reported   Excluding Acc/Amort   Difference   As Reported   Excluding Acc/Amort   Difference
      $ Yield     $ Yield     $   Yield     $ Yield     $ Yield     $   Yield  
    Interest Earning Assets:                                                  
    Loans $         36,663 5.77 %   $     36,039 5.67 %   $          624   0.10 %   $         34,493 5.41 %   $     33,769 5.29 %   $          724   0.12 %
    Taxable investment securities 2,554 2.27 %   2,554 2.27 %   –   0.00 %   1,660 1.72 %   1,660 1.72 %   –   0.00 %
    Tax-exempt investment securities 79 2.15 %   79 2.15 %   –   0.00 %   89 1.87 %   89 1.87 %   –   0.00 %
    Fed funds sold & other 2,555 4.88 %   2,555 4.88 %   –   0.00 %   2,028 5.69 %   2,028 5.69 %   –   0.00 %
    Total Interest Earning Assets 41,851 5.20 %   41,227 5.12 %   624   0.08 %   38,270 4.93 %   37,546 4.84 %   724   0.09 %
                                                       
    Interest Bearing Liabilities:                                                  
    Savings deposits $           9,459 2.44 %   $       9,459 2.44 %   $             –   0.00 %   $           8,570 2.46 %   $       8,570 2.46 %   $             –   0.00 %
    Other time deposits 6,290 3.77 %   6,290 3.77 %   –   0.00 %   6,445 3.68 %   6,381 3.64 %   64   0.04 %
    Other borrowed money 2,713 4.25 %   2,710 4.24 %   3   0.01 %   2,742 4.12 %   2,760 4.15 %   (18 ) -0.03 %
    Federal funds purchased  and                                                  
    securities sold under agreement to                                                  
    repurchase 274 4.01 %   274 4.01 %   –   0.00 %   293 4.08 %   293 4.08 %   –   0.00 %
    Subordinated notes 285 3.28 %   285 3.28 %   –   0.00 %   285 3.29 %   285 3.29 %   –   0.00 %
    Total Interest Bearing Liabilities 19,021 3.01 %   19,018 3.00 %   3   0.01 %   18,335 3.02 %   18,289 3.02 %   46   0.00 %
                                                       
    Interest/Dividend income/yield 41,851 5.20 %   41,227 5.12 %   624   0.08 %   38,270 4.93 %   37,546 4.84 %   724   0.09 %
    Interest Expense / yield 19,021 3.01 %   19,018 3.00 %   3   0.01 %   18,335 3.02 %   18,289 3.02 %   46   0.00 %
    Net Interest Spread 22,830 2.19 %   22,209 2.12 %   621   0.07 %   19,935 1.91 %   19,257 1.82 %   678   0.09 %
    Net Interest Margin   2.84 %     2.76 %       0.08 %     2.57 %     2.48 %       0.09 %
                                                       
      For the Twelve Months Ended December 31, 2024   For the Twelve Months Ended December 31, 2023
      As Reported   Excluding Acc/Amort   Difference   As Reported   Excluding Acc/Amort   Difference
      $ Yield     $ Yield     $   Yield     $ Yield     $ Yield     $   Yield  
    Interest Earning Assets:                                                  
    Loans $       145,329 5.68 %   $   142,627 5.58 %   $       2,702   0.10 %   $       129,344 5.19 %   $   126,133 5.06 %   $       3,211   0.13 %
    Taxable investment securities 8,129 1.98 %   8,129 1.98 %   –   0.00 %   6,204 1.57 %   6,204 1.57 %   –   0.00 %
    Tax-exempt investment securities 328 2.06 %   328 2.06 %   –   0.00 %   366 1.88 %   366 1.88 %   –   0.00 %
    Fed funds sold & other 9,786 5.55 %   9,786 5.55 %   –   0.00 %   3,894 4.58 %   3,894 4.58 %   –   0.00 %
    Total Interest Earning Assets 163,572 5.17 %   160,870 5.09 %   2,702   0.08 %   139,808 4.67 %   136,597 4.57 %   3,211   0.10 %
                                                       
    Interest Bearing Liabilities:                                                  
    Savings deposits $         39,750 2.65 %   $     39,750 2.65 %   $             –   0.00 %   $         27,424 1.99 %   $     27,424 1.99 %   $             –   0.00 %
    Other time deposits 24,713 3.73 %   24,713 3.73 %   –   0.00 %   19,499 3.04 %   19,839 3.10 %   (340 ) -0.06 %
    Other borrowed money 10,948 4.18 %   10,964 4.18 %   (16 ) 0.00 %   8,876 4.03 %   8,947 4.06 %   (71 ) -0.03 %
    Federal funds purchased  and                                                  
    securities sold under agreement to                                                  
    repurchase 1,111 4.00 %   1,111 4.00 %   –   0.00 %   1,474 4.16 %   1,474 4.16 %   –   0.00 %
    Subordinated notes 1,138 3.27 %   1,138 3.27 %   –   0.00 %   1,138 3.29 %   1,138 3.29 %   –   0.00 %
    Total Interest Bearing Liabilities 77,660 3.12 %   77,676 3.12 %   (16 ) 0.00 %   58,411 2.53 %   58,822 2.55 %   (411 ) -0.02 %
                                                       
    Interest/Dividend income/yield 163,572 5.17 %   160,870 5.09 %   2,702   0.08 %   139,808 4.67 %   136,597 4.57 %   3,211   0.10 %
    Interest Expense / yield 77,660 3.12 %   77,676 3.12 %   (16 ) 0.00 %   58,411 2.53 %   58,822 2.55 %   (411 ) -0.02 % 
    Net Interest Spread 85,912 2.05 %   83,194 1.97 %   2,718   0.08 %   81,397 2.14 %   77,775 2.02 %   3,622   0.12 %
    Net Interest Margin   2.72 %     2.63 %       0.09 %     2.72 %     2.60 %       0.12 %
    Company Contact: Investor and Media Contact:
    Lars B. Eller
    President and Chief Executive Officer
    Farmers & Merchants Bancorp, Inc.
    (419) 446-2501
    leller@fm.bank    		 Andrew M. Berger
    Managing Director
    SM Berger & Company, Inc.
    (216) 464-6400
    andrew@smberger.com

    The MIL Network –

  • MIL-OSI: MKS Instruments Reports Fourth Quarter and Full-Year 2024 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    • Quarterly revenue of $935 million, above the midpoint of guidance
    • Quarterly GAAP net income of $90 million and net income per diluted share of $1.33
    • Quarterly Adjusted EBITDA of $237 million and Non-GAAP net earnings per diluted share of $2.15, above the midpoint of guidance

    ANDOVER, Mass., Feb. 12, 2025 (GLOBE NEWSWIRE) — MKS Instruments, Inc. (NASDAQ: MKSI), a global provider of enabling technologies that transform our world, today reported fourth quarter and full year 2024 financial results.

    “MKS delivered revenue and adjusted EBITDA above the midpoint of our outlook, closing out 2024 on an impressive note against a mixed demand backdrop,” said John T.C. Lee, President and Chief Executive Officer. “Our broad and deep technology portfolio serving an array of semiconductor, electronics and industrial applications enables us to address key demand opportunities as broader end market recovery begins to develop.”

    Mr. Lee added, “We enter 2025 in a strong position, highlighted by increasing customer engagement with our World Class Optics solutions, as well as solid trends in our chemistry business as we demonstrate the pivotal role we play in advanced electronics.”

    “Our revenue and profitability remained robust in the fourth quarter as our team executed well,” said Ram Mayampurath, Executive Vice President, Chief Financial Officer and Treasurer.

    Mr. Mayampurath added, “We delivered continued healthy gross margin, earnings per share growth and increased operating cash flow in 2024. This underscores the value customers see in our technology portfolio as well as our strong focus on both cost management and cash generation. We also continue to make good progress proactively managing our leverage, completing another repricing of our term loan B and making a voluntary principal prepayment of $100 million in January.”

    First Quarter 2025 Guidance

    For the first quarter of 2025, the Company expects revenue of $910 million, plus or minus $40 million, GAAP net income of $43 million, plus or minus $19 million, Adjusted EBITDA of $217 million, plus or minus $23 million, GAAP net income per diluted share of $0.63, plus or minus $0.28, and Non-GAAP net earnings per diluted share of $1.40, plus or minus $0.27. The guidance for the first quarter is based on the current business environment, including the immaterial impact of the recently announced U.S. import tariffs up through but not including the date of this release. This guidance does not reflect the imposition of any other import tariffs by the United States or potential retaliatory actions taken by other countries. The Company will continue to monitor and adapt to changes in the business environment as needed.

    Conference Call Details

    A conference call with management will be held on Thursday, February 13, 2025 at 8:30 a.m. (Eastern Time). To participate in the call by phone, participants should visit the Investor Relations section of MKS’ website at investor.mks.com and click on Events & Presentations, where you will be able to register online and receive dial-in details. We encourage participants to register and dial in to the conference call at least 15 minutes before the start of the call to ensure a timely connection. A live and archived webcast and related presentation materials will be available on the Investor Relations section of the MKS website.

    About MKS Instruments

    MKS Instruments enables technologies that transform our world. We deliver foundational technology solutions to leading edge semiconductor manufacturing, electronics and packaging, and specialty industrial applications. We apply our broad science and engineering capabilities to create instruments, subsystems, systems, process control solutions and specialty chemicals technology that improve process performance, optimize productivity and enable unique innovations for many of the world’s leading technology and industrial companies. Our solutions are critical to addressing the challenges of miniaturization and complexity in advanced device manufacturing by enabling increased power, speed, feature enhancement, and optimized connectivity. Our solutions are also critical to addressing ever-increasing performance requirements across a wide array of specialty industrial applications. Additional information can be found at www.mks.com.

    Use of Non-GAAP Financial Results

    This press release includes financial measures that are not in accordance with U.S. generally accepted accounting principles (“Non-GAAP financial measures”). These Non-GAAP financial measures should be viewed in addition to, and not as a substitute for, MKS’ reported results under U.S. generally accepted accounting principles (“GAAP”), and may be different from Non-GAAP financial measures used by other companies. In addition, these Non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles. MKS management believes the presentation of these Non-GAAP financial measures is useful to investors for comparing prior periods and analyzing ongoing business trends and operating results. For further information regarding these Non-GAAP financial measures, please refer to the tables presenting reconciliations of our Non-GAAP results to our GAAP results and the “Notes on Our Non-GAAP Financial Information” at the end of this press release.

    Selected GAAP and Non-GAAP Financial Measures
    (In millions, except per share data)

      Quarter   Full Year
      Q4 2024   Q3 2024   Q4 2023     2024       2023  
    Net Revenues                  
    Semiconductor $ 400     $ 378     $ 362     $ 1,498     $ 1,479  
    Electronics & Packaging   254       231       226     $ 922     $ 916  
    Specialty Industrial   281       287       305     $ 1,166     $ 1,227  
    Total net revenues $ 935     $ 896     $ 893     $ 3,586     $ 3,622  
    GAAP Financial Measures                  
    Gross margin   47.2 %     48.2 %     46.0 %     47.6 %     45.3 %
    Operating margin   14.5 %     14.3 %     2.7 %     13.9 %     (42.9 %)
    Net income (loss) $ 90     $ 62     $ (68 )   $ 190     $ (1,841 )
    Diluted income (loss) per share $ 1.33     $ 0.92       (1.02 )   $ 2.81     $ (27.54 )
    Non-GAAP Financial Measures                  
    Gross margin   47.2 %     48.2 %     46.0 %     47.6 %     45.7 %
    Operating margin   21.3 %     21.8 %     20.3 %     21.3 %     19.5 %
    Net earnings $ 146     $ 116     $ 78     $ 444     $ 297  
    Diluted earnings per share $ 2.15     $ 1.72     $ 1.17     $ 6.58     $ 4.43  
                                           

    Additional Financial Information

    At December 31, 2024, the Company had $714 million in cash and cash equivalents, $3.2 billion of secured term loan principal outstanding, $1.4 billion of convertible senior notes outstanding and up to $675 million of additional borrowing capacity under a revolving credit facility, subject to certain leverage ratio requirements. During the fourth quarter of 2024, the Company paid a cash dividend of $15 million or $0.22 per diluted share and made a voluntary principal prepayment of €200 million, which equated to $216 million, on its EUR term loan B.

    In January 2025, the Company completed the repricing of its USD term loan B and EUR term loan B and made a voluntary principal prepayment of $100 million on its USD term loan B.

    SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

    This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 regarding the future financial performance, business prospects and growth of MKS Instruments, Inc. (“MKS,” the “Company,” “our,” or “we”). These statements are only predictions based on current assumptions and expectations. Any statements that are not statements of historical fact (including statements containing the words “will,” “projects,” “intends,” “believes,” “plans,” “anticipates,” “expects,” “estimates,” “forecasts,” “continues” and similar expressions) should be considered to be forward-looking statements. Actual events or results may differ materially from those in the forward-looking statements set forth herein. Among the important factors that could cause actual events to differ materially from those in the forward-looking statements that we make are the level and terms of our substantial indebtedness and our ability to service such debt; our entry into the chemicals technology business through our acquisition of Atotech Limited (“Atotech”) in August 2022 (the “Atotech Acquisition”), which has exposed us to significant additional liabilities; the risk that we are unable to realize the anticipated benefits of the Atotech Acquisition; legal, reputational, financial and contractual risks resulting from the ransomware incident we identified in February 2023, and other risks related to cybersecurity, data privacy and intellectual property; competition from larger, more advanced or more established companies in our markets; the ability to successfully grow our business, including through growth of the Atotech business and growth of the Electro Scientific Industries, Inc. business, which we acquired in February 2019, and financial risks associated with those and potential future acquisitions, including goodwill and intangible asset impairments; manufacturing and sourcing risks, including those associated with limited and sole source suppliers and the impact and duration of supply chain disruptions, component shortages, and price increases; changes in global demand; the impact of a pandemic or other widespread health crisis; risks associated with doing business internationally, including geopolitical conflicts, such as the conflict in the Middle East, trade compliance, trade protection measures, such as import tariffs by the United States or retaliatory actions taken by other countries, regulatory restrictions on our products, components or markets, particularly the semiconductor market, and unfavorable currency exchange and tax rate fluctuations, which risks become more significant as we grow our business internationally and in China specifically; conditions affecting the markets in which we operate, including fluctuations in capital spending in the semiconductor, electronics manufacturing and automotive industries, and fluctuations in sales to our major customers; disruptions or delays from third-party service providers upon which our operations may rely; the ability to anticipate and meet customer demand; the challenges, risks and costs involved with integrating or transitioning global operations of the companies we have acquired; risks associated with the attraction and retention of key personnel; potential fluctuations in quarterly results; dependence on new product development; rapid technological and market change; acquisition strategy; volatility of stock price; risks associated with chemical manufacturing and environmental regulation compliance; risks related to defective products; financial and legal risk management; and the other important factors described under the heading “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023 and any subsequent Quarterly Reports on Form 10-Q, each as filed with the U.S. Securities and Exchange Commission. MKS is under no obligation to, and expressly disclaims any obligation to, update or alter these forward-looking statements, whether as a result of new information, future events or otherwise, even if subsequent events cause our views to change, after the date of this press release. Amounts reported in this press release are preliminary and subject to finalization prior to the filing of our Annual Report on Form 10-K for the year ended December 31, 2024.

    Company Contact:
    Paretosh Misra
    Vice President, Investor Relations
    Telephone: (978) 284-4705
    Email: paretosh.misra@mks.com 

    MKS Instruments, Inc.
    Unaudited Consolidated Statements of Operations
    (In millions, except per share data)
                       
      Three Months Ended   Twelve Months Ended
      December 31,   September 30,   December 31,   December 31,   December 31,
        2024       2024       2023       2024       2023  
    Net revenues:                  
    Products $ 824     $ 776     $ 785     $ 3,124     $ 3,200  
    Services   111       120       108       462       422  
    Total net revenues   935       896       893       3,586       3,622  
    Cost of revenues:                  
    Products   443       410       423       1,662       1,748  
    Services   51       54       59       216       232  
    Total cost of revenues (exclusive of amortization shown separately below)   494       464       482       1,878       1,980  
    Gross profit   441       432       411       1,708       1,642  
    Research and development   65       70       70       271       288  
    Selling, general and administrative   176       167       160       674       675  
    Acquisition and integration costs   3       3       3       9       16  
    Restructuring and other   1       1       7       6       20  
    Fees and expenses related to the repricing of Term Loan Facility   —       2       2       5       2  
    Amortization of intangible assets   61       61       70       245       295  
    Goodwill and intangible asset impairment   —       —       75       —       1,902  
    Gain on sale of long-lived assets   —       —       —       —       (2 )
    Income (loss) from operations   135       128       24       498       (1,554 )
    Interest income   (5 )     (6 )     (7 )     (21 )     (17 )
    Interest expense   54       64       90       284       356  
    Loss on extinguishment of debt   4       5       8       57       8  
    Other expense (income), net   3       5       12       (2 )     27  
    Income (loss) before income taxes   79       60       (79 )     180       (1,928 )
    (Benefit) provision for income taxes   (11 )     (2 )     (11 )     (10 )     (87 )
    Net income (loss) $ 90     $ 62     $ (68 )   $ 190     $ (1,841 )
    Net income (loss) per share:                  
    Basic $ 1.34     $ 0.92     $ (1.02 )   $ 2.82     $ (27.54 )
    Diluted $ 1.33     $ 0.92     $ (1.02 )   $ 2.81     $ (27.54 )
    Cash dividends per common share $ 0.22     $ 0.22     $ 0.22     $ 0.88     $ 0.88  
    Weighted average shares outstanding:                  
    Basic   67.4       67.4       66.9       67.3       66.8  
    Diluted   67.7       67.6       66.9       67.6       66.8  
    MKS Instruments, Inc.
    Unaudited Consolidated Balance Sheets
    (In millions)
           
           
      December 31,   December 31,
        2024       2023  
    ASSETS      
    Cash and cash equivalents $ 714     $ 875  
    Trade accounts receivable, net   615       603  
    Inventories   893       991  
    Other current assets   252       227  
    Total current assets   2,474       2,696  
    Property, plant and equipment, net   771       784  
    Right-of-use assets   238       225  
    Goodwill   2,479       2,554  
    Intangible assets, net   2,272       2,619  
    Other assets   356       240  
    Total assets $ 8,590     $ 9,118  
    LIABILITIES AND STOCKHOLDERS’ EQUITY      
    Short-term debt $ 50     $ 93  
    Accounts payable   341       327  
    Other current liabilities   384       428  
    Total current liabilities   775       848  
    Long-term debt, net   4,488       4,696  
    Non-current deferred taxes   504       640  
    Non-current accrued compensation   141       151  
    Non-current lease liabilities   211       205  
    Other non-current liabilities   149       106  
    Total liabilities   6,268       6,646  
    Stockholders’ equity:      
    Common stock   —       —  
    Additional paid-in capital   2,067       2,195  
    Retained earnings   503       373  
    Accumulated other comprehensive loss   (248 )     (96 )
    Total stockholders’ equity   2,322       2,472  
    Total liabilities and stockholders’ equity $ 8,590     $ 9,118  
           
    MKS Instruments, Inc.
    Unaudited Consolidated Statements of Cash Flows
    (In millions)
                       
      Three Months Ended   Twelve Months Ended
      December 31,   September 30,   December 31,   December 31,   December 31,
        2024       2024       2023       2024       2023  
    Cash flows from operating activities:                  
    Net income (loss) $ 90     $ 62     $ (68 )   $ 190     $ (1,841 )
    Adjustments to reconcile net income (loss) to net cash provided by operating activities:                  
    Depreciation and amortization   87       87       95       348       397  
    Goodwill and intangible asset impairments   —       —       75       —       1,902  
    Unrealized loss (gain) on derivatives not designated as hedging instruments   11       2       10       13       32  
    Amortization of debt issuance costs and original issue discount   7       7       10       30       33  
    Loss on extinguishment of debt   4       5       8       57       8  
    Gain on sale of long-lived assets   —       —       —       —       (2 )
    Stock-based compensation   11       11       11       48       54  
    Provision for excess and obsolete inventory   15       16       10       56       64  
    Deferred income taxes   (58 )     (72 )     (61 )     (226 )     (234 )
    Other   2       2       —       8       5  
    Changes in operating assets and liabilities, net of acquired assets and liabilities   7       43       90       4       (99 )
    Net cash provided by operating activities   176       163       180       528       319  
    Cash flows from investing activities:                  
    Proceeds from sale of long-lived assets   —       1       —       1       3  
    Purchases of property, plant and equipment   (51 )     (22 )     (34 )     (118 )     (87 )
    Net cash used in investing activities   (51 )     (21 )     (34 )     (117 )     (84 )
    Cash flows from financing activities:                  
    Proceeds from borrowings   —       —       214       2,161       216  
    Payments of borrowings   (229 )     (123 )     (336 )     (2,427 )     (403 )
    Purchase of capped calls related to Convertible Notes   —       —       —       (167 )     —  
    Payments of deferred financing fees   —       —       (9 )     (33 )     (9 )
    Dividend payments   (15 )     (15 )     (15 )     (59 )     (59 )
    Net proceeds (payments) related to employee stock awards   3       (1 )     4       (9 )     (1 )
    Other financing activities   (5 )     (5 )     (1 )     (15 )     (3 )
    Net cash used in financing activities   (246 )     (144 )     (143 )     (549 )     (259 )
    Effect of exchange rate changes on cash and cash equivalents   (26 )     13       13       (23 )     (10 )
    (Decrease) increase in cash and cash equivalents   (147 )     11       16       (161 )     (34 )
    Cash and cash equivalents at beginning of period   861       850       859       875       909  
    Cash and cash equivalents at end of period $ 714     $ 861       875     $ 714     $ 875  
                       
    The following supplemental Non-GAAP earnings information is presented to aid in understanding MKS’ operating results:            
                       
    MKS Instruments, Inc.
    Schedule Reconciling Selected Non-GAAP Financial Measures
    (In millions, except per share data)
                       
                       
      Three Months Ended   Twelve Months Ended
      December 31,   September 30,   December 31,   December 31,   December 31,
        2024       2024       2023       2024       2023  
    Net income (loss) $ 90     $ 62     $ (68 )   $ 190     $ (1,841 )
    Acquisition and integration costs (Note 1)   3       3       3       9       16  
    Restructuring and other (Note 2)   1       1       7       6       20  
    Amortization of intangible assets   61       61       70       245       295  
    Loss on debt extinguishment (Note 3)   4       5       8       57       8  
    Amortization of debt issuance costs (Note 4)   5       5       7       21       24  
    Fees and expenses related to repricing of Term Loan Facility (Note 5)   —       2       2       5       2  
    Goodwill and intangible asset impairment (Note 6)   —       —       75       —       1,902  
    Gain on sale of long-lived assets (Note 7)   —       —       —       —       (2 )
    Ransomware incident (Note 8)   —       —       1       —       15  
    Excess and obsolete charge from discontinued product line (Note 9)   —       —       —       —       13  
    Tax effect of Non-GAAP adjustments (Note 10)   (18 )     (23 )     (26 )     (89 )     (156 )
    Non-GAAP net earnings $ 146     $ 116     $ 78     $ 444     $ 297  
    Non-GAAP net earnings per diluted share $ 2.15     $ 1.72     $ 1.17     $ 6.58     $ 4.43  
    Weighted average diluted shares outstanding   67.7       67.6       67.1       67.6       67.0  
                       
    Net cash provided by operating activities $ 176     $ 163     $ 180     $ 528     $ 319  
    Purchases of property, plant and equipment   (51 )     (22 )     (34 )     (118 )     (87 )
    Free cash flow $ 125     $ 141     $ 146     $ 410     $ 232  
                       
    MKS Instruments, Inc.
    Schedule Reconciling Selected Non-GAAP Financial Measures
    (In millions)
                       
      Three Months Ended   Twelve Months Ended
      December 31,   September 30,   December 31,   December 31,   December 31,
        2024       2024       2023       2024       2023  
    Gross profit $ 441     $ 432     $ 411     $ 1,708     $ 1,642  
    Gross margin   47.2 %     48.2 %     46.0 %     47.6 %     45.3 %
    Excess and obsolete charge from discontinued product line (Note 9)   —       —       —       —       13  
    Non-GAAP gross profit $ 441     $ 432     $ 411     $ 1,708     $ 1,655  
    Non-GAAP gross margin   47.2 %     48.2 %     46.0 %     47.6 %     45.7 %
    Operating expenses $ 306     $ 304     $ 387     $ 1,210     $ 3,196  
    Acquisition and integration costs (Note 1)   3       3       3       9       16  
    Restructuring and other (Note 2)   1       1       7       6       20  
    Amortization of intangible assets   61       61       70       245       295  
    Fees and expenses related to repricing of Term Loan Facility (Note 5)   —       2       2       5       2  
    Goodwill and intangible asset impairment (Note 6)   —       —       75       —       1,902  
    Gain on sale of long-lived assets (Note 7)   —       —       —       —       (2 )
    Ransomware incident (Note 8)   —       —       1       —       15  
    Non-GAAP operating expenses $ 242     $ 237     $ 229     $ 945     $ 948  
    Income (loss) from operations $ 135     $ 128     $ 24     $ 498     $ (1,554 )
    Operating margin   14.5 %     14.3 %     2.7 %     13.9 %     (42.9 %)
    Acquisition and integration costs (Note 1)   3       3       3       9       16  
    Restructuring and other (Note 2)   1       1       7       6       20  
    Amortization of intangible assets   61       61       70       245       295  
    Fees and expenses related to repricing of Term Loan Facility (Note 5)   —       2       2       5       2  
    Goodwill and intangible asset impairment (Note 6)   —       —       75       —       1,902  
    Gain on sale of long-lived assets (Note 7)   —       —       —       —       (2 )
    Ransomware incident (Note 8)   —       —       1       —       15  
    Excess and obsolete charge from discontinued product line (Note 9)   —       —       —       —       13  
    Non-GAAP income from operations $ 199     $ 195     $ 182     $ 763     $ 707  
    Non-GAAP operating margin   21.3 %     21.8 %     20.3 %     21.3 %     19.5 %
    Interest expense, net $ 49     $ 58     $ 83     $ 263     $ 339  
    Amortization of debt issuance costs (Note 4)   5       5       7       21       24  
    Non-GAAP interest expense, net $ 45     $ 53     $ 76     $ 242     $ 315  
    Net income (loss) $ 90     $ 62     $ (68 )   $ 190     $ (1,841 )
    Interest expense, net   49       58       83       263       339  
    Other expense (income), net   3       5       12       (2 )     27  
    (Benefit) provision for income taxes   (11 )     (2 )     (11 )     (10 )     (87 )
    Depreciation   26       26       25       103       102  
    Amortization   61       61       70       245       295  
    Stock-based compensation   11       11       11       48       54  
    Acquisition and integration costs (Note 1)   3       3       3       9       16  
    Restructuring and other (Note 2)   1       1       7       6       20  
    Loss on debt extinguishment (Note 3)   4       5       8       57       8  
    Fees and expenses related to repricing of Term Loan Facility (Note 5)   —       2       2       5       2  
    Goodwill and intangible asset impairment (Note 6)   —       —       75       —       1,902  
    Gain on sale of long-lived assets (Note 7)   —       —       —       —       (2 )
    Ransomware incident (Note 8)   —       —       1       —       15  
    Excess and obsolete charge from discontinued product line (Note 9)   —       —       —       —       13  
    Adjusted EBITDA $ 237     $ 232     $ 218     $ 914     $ 863  
    Adjusted EBITDA margin   25.3 %     25.9 %     24.4 %     25.5 %     23.8 %
                       
    MKS Instruments, Inc.
    Reconciliation of GAAP Income Tax Rate to Non-GAAP Income Tax Rate
    (In millions)
                           
                           
      Three Months Ended December 31, 2024   Three Months Ended December 31, 2023
      Income Before   (Benefit) Provision   Effective   (Loss) Income Before   (Benefit) Provision   Effective
      Income Taxes   for Income Taxes   Tax Rate   Income Taxes   for Income Taxes   Tax Rate
                           
    GAAP $ 79   $ (11 )   (14.5 %)   $ (79 )   $ (11 )   14.2 %
    Acquisition and integration costs (Note 1)   3     —           3       —      
    Restructuring and other (Note 2)   1     —           7       —      
    Amortization of intangible assets   61     —           70       —      
    Loss on debt extinguishment (Note 3)   4     —           8       —      
    Amortization of debt issuance costs (Note 4)   5     —           7       —      
    Fees and expenses related to repricing of Term Loan Facility (Note 5)   —     —           2       —      
    Goodwill and intangible asset impairment (Note 6)   —     —           75       —      
    Ransomware incident (Note 8)   —     —           1       —      
    Tax effect of Non-GAAP adjustments (Note 10)   —     18           —       26      
    Non-GAAP $ 153   $ 7     4.0 %   $ 94     $ 15     15.6 %
                           
      Three Months Ended September 30, 2024
      Income Before   (Benefit) Provision    Effective
      Income Taxes   for Income Taxes   Tax Rate
    GAAP $ 60   $ (2 )   (4.0 %)
    Acquisition and integration costs (Note 1)   3     —      
    Restructuring and other (Note 2)   1     —      
    Amortization of intangible assets   61     —      
    Loss on debt extinguishment (Note 3)   5     —      
    Amortization of debt issuance costs (Note 4)   5     —      
    Fees and expenses related to repricing of Term Loan Facility (Note 5)   2     —      
    Tax effect of Non-GAAP adjustments (Note 10)   —     23      
    Non-GAAP $ 137   $ 21     15.1 %
               
      Twelve Months Ended December 31, 2024   Twelve Months Ended December 31, 2023
      Income Before   (Benefit) Provision   Effective   (Loss) Income Before   (Benefit) Provision    Effective
      Income Taxes   for Income Taxes   Tax Rate   Income Taxes   for Income Taxes   Tax Rate
    GAAP $ 180   $ (10 )   (5.7 %)   $ (1,928 )   $ (87 )   4.5 %
    Acquisition and integration costs (Note 1)   9     —           16       —      
    Restructuring and other (Note 2)   6     —           20       —      
    Amortization of intangible assets   245     —           295       —      
    Loss on debt extinguishment (Note 3)   57     —           8       —      
    Amortization of debt issuance costs (Note 4)   21     —           24       —      
    Fees and expenses related to repricing of Term Loan Facility (Note 5)   5     —           2       —      
    Goodwill and intangible asset impairment (Note 6)   —     —           1,902       —      
    Gain on sale of long-lived assets (Note 7)   —     —           (2 )     —      
    Ransomware incident (Note 8)   —     —           15       —      
    Excess and obsolete charge from discontinued product line (Note 9)   —     —           13       —      
    Tax effect of Non-GAAP adjustments (Note 10)   —     89           —       156      
    Non-GAAP $ 523   $ 78     14.8 %   $ 366     $ 69     18.9 %
                           
    MKS Instruments, Inc.  
    Schedule Reconciling Selected Non-GAAP Financial Measures – Q1’25 Guidance  
    (In millions, except per share data)  
               
               
        Three Months Ending March 31, 2025  
        $ Amount   Per Share  
    GAAP net income and net income per share   $ 43     $ 0.63  
    Amortization of intangible assets     60        
    Loss on debt extinguishment     3        
    Amortization of debt issuance costs     4        
    Fees and expenses related to repricing of Term Loan Facility     2        
    Tax effect of Non-GAAP adjustments     (17 )      
    Non-GAAP net earnings and net earnings per share   $ 95     $ 1.40  
    Estimated weighted average diluted shares     67.8        
               
    GAAP operating expenses   $ 317        
    Amortization of intangible assets     (60 )      
    Fees and expenses related to repricing of Term Loan Facility     (2 )      
    Non-GAAP operating expenses   $ 255        
               
    GAAP net income     43        
    Interest expense, net     50        
    Provision for income taxes     10        
    Depreciation     26        
    Amortization of intangible assets     60        
    Stock-based compensation     23        
    Loss on debt extinguishment     3        
    Fees and expenses related to repricing of Term Loan Facility     2        
    Adjusted EBITDA   $ 217        
               

    MKS Instruments, Inc.
    Notes on Our Non-GAAP Financial Information

    Non-GAAP financial measures adjust GAAP financial measures for the items listed below. These Non-GAAP financial measures should be viewed in addition to, and not as a substitute for, MKS’ reported GAAP results, and may be different from Non-GAAP financial measures used by other companies. In addition, these Non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles. MKS management believes the presentation of these Non-GAAP financial measures is useful to investors for comparing prior periods and analyzing ongoing business trends and operating results. Totals presented may not sum and percentages may not recalculate using figures presented due to rounding.

    Note 1: Acquisition and integration costs related to the Atotech Acquisition.

    Note 2: Restructuring costs primarily related to severance costs due to global cost-saving initiatives. Other costs related to certain legal matters.

    Note 3:  During the three and twelve months ended December 31, 2024, we recorded charges to write-off deferred financing fees and original issue discount costs related to voluntary principal prepayments on our USD term loan B. During the three months ended September 30, 2024 and the twelve months ended December 31, 2024, we recorded charges to write-off deferred financing fees and original issue discount costs related to the repricing of our USD term loan B and EUR term loan B. Additionally, during the twelve months ended December 31, 2024, we recorded charges to (i) write-off deferred financing fees and original issue discount costs related to voluntary principal prepayments on our EUR term loan B and (ii) write-off deferred financing fees related to the extinguishment of our term loan A. During the three and twelve months ended December 31, 2023, we recorded a charge to write-off deferred financing fees and original issue discount costs related to the repricing of our USD term loan B and the voluntary prepayment on our USD Tranche A loan.

    Note 4: We recorded additional interest expense related to the amortization of deferred financing costs associated with our term loan facility.

    Note 5: During the twelve months ended December 31, 2024 and the three months ended September 30, 2024, we recorded fees and expenses related to the repricing of our USD term loan B and EUR term loan B. During the twelve months ended December 31, 2024, we also recorded fees and expenses related to an amendment to our term loan facility where we borrowed additional amounts under our USD term loan B and EUR term loan B and fully repaid our term loan A. During the three and twelve months ended December 31, 2023, we recorded fees and expenses related to the repricing of our USD term loan B.

    Note 6: During the twelve months ended December 31, 2023, we noted softer industry demand, particularly in the personal computer and smartphone markets and concluded there was a triggering event at our Materials Solutions Division, which represents the former Atotech business, and Equipment Solutions Business, which represents the former Electro Scientific Industries business and is a reporting unit of our Photonics Solutions Division. We performed a quantitative assessment which resulted in an impairment of $1.3 billion for our Materials Solutions Division and $0.5 billion for our Equipment Solutions Business. In addition, during the three months ended December 31, 2023, as part of our annual goodwill and intangible asset impairment analysis, we recorded additional impairment charges of $62 million for our Materials Solutions Division and $13 million for our Equipment Solutions Business.

    Note 7: We recorded a gain on the sale of a minority interest investment in a private company.

    Note 8: We recorded costs, net of recoveries, associated with the ransomware incident we identified on February 3, 2023. These costs were primarily comprised of various third-party consulting services, including forensic experts, restoration experts, legal counsel, and other information technology and accounting professional expenses, enhancements to our cybersecurity measures, and costs to restore our systems and access our data.

    Note 9: We recorded an excess and obsolescence inventory charge related to a product line that was discontinued.

    Note 10: Non-GAAP adjustments are tax effected at applicable statutory rates resulting in a difference between the GAAP and Non-GAAP tax rates.

    The MIL Network –

  • MIL-OSI Economics: An Inside Look at ISE 2025: Samsung Presents Color E-Paper and the Future of Commercial Displays

    Source: Samsung

    Integrated Systems Europe (ISE) 2025 kicked off on February 4 in Barcelona, highlighting the latest advancements in commercial display technology.
    Samsung Electronics welcomed guests with a striking 462” The Wall media facade at the entrance to its booth — while inside, the company showcased its energy-efficient Color E-Paper display alongside AI-powered upgrades to the SmartThings Pro platform. The supersized 115” 4K Smart Signage display captivated visitors with its immersive visuals as well.
    Samsung Newsroom explored the booth firsthand and captured these innovations leading the future of commercial displays.
    ▲ Visitors marvel at The Wall’s stunning visuals powered by MICRO LED technology.
    ▲ (From left) Hoon Chung, Executive Vice President; SW Yong, President and Head of Visual Display (VD) Business; and Seong Cho, Executive Vice President of Europe Office, from Samsung Electronics admire The Wall.
    ▲ The ultra-low power Samsung Color E-Paper boasts a slim, lightweight design.
    ▲ Visitors examine Samsung VXT, a comprehensive cloud-based content management solution (CMS) platform.

    ▲ Visitors crowd around the SmartThings Pro wall to see how the B2B management platform has expanded to include enterprise-grade IoT devices.
    ▲ Visitors crowd around the SmartThings Pro wall to see how the B2B management platform has expanded to include enterprise-grade IoT devices.
    ▲ SW Yong, President and Head of Visual Display (VD) Business at Samsung Electronics, tries out the 2025 Interactive Display equipped with Samsung AI Assistant.
    ▲ The 115” (16:9) 4K Smart Signage display boasts an ultra-large screen optimized for office spaces, retail stores and other business environments.
    ▲ The 115” (16:9) 4K Smart Signage display boasts an ultra-large screen optimized for office spaces, retail stores and other business environments.

    MIL OSI Economics –

  • MIL-OSI Submissions: U.S. Foreign Aid Freeze Disrupts Lifesaving Health Care, Services for Survivors of Sexual Violence Midst Deadly Conflict in Democratic Republic of the Congo: PHR

    Source: Physicians for Human Rights (PHR)

    February 12, 2025 – The Trump administration’s executive order to freeze U.S. foreign aid for 90 days has halted the supply of lifesaving medical care to populations facing rising conflict in eastern Democratic Republic of the Congo (DRC) including survivors of conflict-related sexual violence, said Physicians for Human Rights (PHR).

    The order was issued as the M23 militia moves deeper into eastern DRC after taking Goma, the largest city and the capital of North Kivu, in January, further destabilizing the region’s dire humanitarian crisis. More than 500,000 people in North and South Kivu have been displaced due to the escalation of violence by armed groups, while health facilities have been subjected to indiscriminate shooting and bombing. There is an acute risk of further violence as M23 advances south in DRC and the United Nations has expressed concern about the significant increase of sexual violence. A rapid assessment of health care facilities in and around Goma conducted by the WHO found 45 cases of rape and gender-based violence reported among the displaced and 21 survivors of multiple-perpetrator rape admitted to medical facilities in recent days. The actual number of cases is likely much higher in light of barriers to reporting.  

    “Health facilities in eastern DRC are struggling as they try to provide health care in unimaginable conditions,” said Payal Shah, JD, PHR director of research, legal, and advocacy. “The United States pulled funding right when besieged communities in DRC needed international support the most. Health workers are risking their lives to address the rise in injuries, deaths, displacements, and cases of sexual violence. Now, they must do so without the vital support of foreign aid from the United States, which accounted for nearly 70 percent of humanitarian funding to DRC last year.”  

    PHR partner medical facilities and humanitarian organizations in the region reported a massive influx of cases of survivors of sexual violence in 2024, including children, who require specialized support. These facilities were already overburdened by mass displacements and the outbreak of infectious diseases including mpox.  

    HEAL Africa, a center for medical, psychosocial, and legal support for survivors of sexual violence in North Kivu, has been forced to halt critical projects related to the care of adult and child survivors of sexual violence, including the treatment of fistulas, specialized psychosocial care, and protection for child survivors. In places like Bulengo, an internally displaced persons camp in North Kivu, services like child-friendly spaces for younger survivors of sexual violence are at risk of being abandoned due to forced closure, attacks on health care facilities, and staffing shortages due to the U.S. aid freeze.  

    The funding freeze has also significantly impacted access to essential health supplies and resources, including blood bank reserves and post-exposure prophylaxis (PEP) kits for HIV. These kits, which are expensive and can be difficult to procure, are a key tool in post-rape care as they typically include prophylaxis medication and a copy of a medicolegal forensic form used by providers to collect forensic evidence and support justice processes for survivors. Many facilities will run out of supplies within days if financial support does not resume. 

    “For survivors, the lack of health care is compounding the trauma of sexual violence and leading to grave risks of lifelong debilitating health conditions. Urgent and coordinated action is needed on the part of international actors and all parties to the ongoing conflict to respond to this conflict, including to prevent violence and ensure care for survivors of sexual violence,” said Shah. “The U.S. government must use its influence to ensure all parties abide by international humanitarian law and it must end the 90-day freeze on foreign funding support, which is indispensable to the development, security, and facilitation of humanitarian aid in DRC.”

    “All parties to the ongoing conflict in DRC must support safe access to resources via dedicated humanitarian corridors to enable the continued supply of essential medical supplies and services. Each day that goes by without funding for lifesaving health interventions as well as legal and psychosocial support is causing devastating, preventable harm for countless individuals in eastern DRC,” said Shah.

    Physicians for Human Rights (PHR) is a global advocacy organization that uses science and medicine to prevent mass atrocities and severe human rights violations. Learn more here: https://phr.org/about/

    MIL OSI – Submitted News –

  • MIL-OSI Submissions: Japan’s Expertise in International Assistance: Leveraging Experiences Gained in Southeast Asia to Aid Ukraine -The Shared Future of Asia and Japan

    Source: Japan Connect

    Diplomacy / InternationalAsia & Pacific

    In 2022, Russia invaded Ukraine. The Russian military has continuously been launching missiles and artillery attacks on civilian facilities, causing great damage to the lives of the Ukrainian people. Japan is offering various assistance through public and private endeavors to rebuild lives, drawing on experiences gained through providing aid to countries in Southeast Asia.

    One such example is a water supply aid project. As part of the government’s gratuitous recovery assistance, Japan is sending mobile water purification systems and ready-to-assemble water supply tanks to Ukraine’s cities where water supply networks were destroyed.

    As part of this initiative, Nihon Genryo Co., Ltd., a manufacturer of water treatment systems headquartered in Kawasaki, Kanagawa Prefecture, delivered four Mobile Siphon Tanks, a mobile water purification system, to Ukraine’s capital Kyiv and the southern port city Odesa. The system, developed by Nihon Genryo, does not require filter replacements, which were necessary in previous water purification systems. The company also invited water supply technicians in Kyiv to Japan and conducted training on water purification technology.

    Nihon Genryo has been deeply involved in Southeast Asia. In 1982, it delivered fully automatic dust scrapers to the Bangkhen Water Treatment Plant in Bangkok, Thailand, to help remove impurities and provide safe, treated water. It also delivered Mobile Siphon Tanks to cities in Laos and Vietnam as part of Japan’s Official Development Assistance (ODA) and is training local staff on how to use them. In Laos, the company carried out emergency water supply operations during flood disasters in 2013 and 2020. In the Philippines, it provided drinking water to regions without access to a water supply by using river water. It also carried out emergency water supply operations at the request of the Japanese government in the wake of disasters such as Super Typhoon Haiyan in 2013 and Super Typhoon Rai in 2021. In this way, the company gained extensive experience assisting the lives and lifestyles of people in Southeast Asia, which is now being leveraged to help Ukraine, halfway across the globe in Europe.

    In addition to water supply assistance, Japan also has international experience in providing aid to people with disabilities. Since Russia’s invasion, over 300,000 Ukrainian troops and civilians have become disabled as a result of injuries. However, medical equipment is growing outdated due to a shortage of funds, and providing assistance is an urgent matter. Japan provided rehabilitation equipment and welfare vehicles to 11 facilities in Kyiv Oblast through the Japan International Cooperation Agency (JICA). In December 2024, a commemorative ceremony was held in Kyiv. Ruslan Kravchenko, the governor of Kyiv Oblast, expressed his gratitude, saying, “We thank the Japanese government and its people for their extensive support. This will allow us to greatly improve the conditions for people with disabilities.”

    Japan has also been committed to providing aid to people with disabilities in Southeast Asia. Gratuitous financial assistance was offered to Indonesia, for example, by providing mobile rehabilitation equipment in 1989 and taking part in a project to construct a vocational rehabilitation center for people with disabilities in 1995. In addition to dispatching Japanese specialists and Japan Overseas Cooperation Volunteers (JOCVs) to countries like Thailand and the Philippines, Japan also invites trainees from various countries to Japan through JICA initiatives to help raise rehabilitation standards for people with disabilities.

    Removing landmines is another urgent issue that must be addressed in Ukraine. It is believed that the Russian military may have planted mines in an area of up to 150,000 square kilometers, which amounts to over a fourth of the country’s land. The Japanese government has been engaged in mine clearance efforts in Cambodia for many years. Drawing on this experience, it is offering comprehensive support to Ukraine by providing resources developed by Japanese companies, such as mine detectors, mine removers and systems using artificial intelligence (AI) to identify areas where mines have been planted, in addition to training on how to prevent injuries and offering aid to victims.

    Japan is also working on assisting Ukrainian soldiers and civilians who survived mines but lost their limbs.

    Instalimb, Inc. is a startup company headquartered in Tokyo that utilizes digital technology to create prosthetic legs. The company uses a special scanner to capture the shape of a patient’s leg and creates a 3D-printed prosthetic based on data designed by a prosthetist using software.
    The CEO of the company, Yutaka Tokushima, said in an interview with the Japanese broadcasting network TBS Television, “One (of the merits) is that we can create prosthetics very quickly. Where it usually takes a month, we can do it in a day (at the quickest) and significantly lower the cost. Another merit is that one professional prosthetist can make many prosthetics.” 
    Prosthetic legs cost around 400,000 yen in Japan, but Tokushima says the company can reduce it to one-tenth of that amount.
    Instalimb has its roots in the Philippines. After working at a computer-related company and as a designer of industrial products, Tokushima joined the JOCV program under JICA and was posted to the Philippines in 2012. 
    Later, with support from JICA and the Philippine government, he established a laboratory equipped with a 3D printer and laser cutter for industrial development. After he learned that many people in the Philippines needed prosthetic legs as a result of diabetes, he took on the challenge of developing high-performance yet affordable prosthetics. Over the course of four years, he developed a technology that specialized in creating prosthetic legs using 3D printing. These prosthetics are now available to people in the Philippines who cannot afford conventional ones.

    As he works on creating prosthetics in Ukraine, Tokushima says, “Many people want to recover and rebuild their lives, but they can’t work because they don’t have access to prosthetic legs. So I want to give them hope, first and foremost. Our current mission is to provide prosthetics to each and every person who needs them as we aim for the ultimate goal of helping all the people of Ukraine regain their bright future.” A Japanese company, born in the Philippines, is now striving to help the wounded people of Ukraine.

    Japan is offering aid to Ukraine in a diverse range of fields including infrastructure, education, agriculture, economy, machinery and culture—and much of this expertise comes from the experience Japan gained in Southeast Asia.

    By Akio Yaita
    Journalist. Graduated from the Faculty of Letters at Keio University. After completing his doctorate at the Chinese Academy of Social Sciences, he worked as a correspondent for the Sankei Shimbun in Beijing and as Taipei bureau chief. Author or co-author of many books.

    *The stories and materials above are provided by JIJI.com or AFPBBNews. Feel free to feature these stories in your own media.

    About “Japan Connect”
    Bringing you the latest stories about Japan.
    This new service is provided by AFPBB News, which AFP launched in 2007.

    MIL OSI – Submitted News –

  • MIL-OSI USA: Wyden, Bonamici Reintroduce Legislation to Promote Gender Equity in Sports

    US Senate News:

    Source: United States Senator Ron Wyden (D-Ore)
    February 12, 2025
    Washington D.C.–U.S. Senator Ron Wyden and U.S. Representative Suzanne Bonamici today reintroduced legislation that would promote gender equity in college and K-12 sports in Oregon and nationwide. 
    “With so much excitement and momentum around women’s sports in America, including a new WNBA team coming to Portland, I call foul on retreating to a time before Title IX when girls didn’t receive the athletic support they deserve to nourish their potential,” Wyden said. “I’m putting a full-court press on any legislation that blocks progress we’ve made, and the Fair Play for Women Act will ensure every young Oregonian gets the same shot at succeeding, no matter their gender.”
    “Since the passage of Title IX we’ve seen an increase in the number of female students participating in sports. Despite that increase, college women still have nearly 60,000 fewer athletics opportunities than men, and high school girls have about one million fewer opportunities to play sports than high school boys. I’m co-leading the Fair Play for Women Act to promote strong Title IX protections and compliance from K-12 schools and colleges,” said Bonamici. 
    The Fair Play for Women Act would promote fairness in participation opportunities and institutional support for women’s and girls’ sports programs, ensure transparency and public reporting of data by college and K-12 athletic programs, hold athletic programs and athletic associations more accountable for Title IX violations and discriminatory treatment, and improve education and awareness of Title IX rights among college and K-12 athletes as well as athletics staff. 
    Specifically, the Fair Play for Women Act would:

    Hold schools and athletic associations accountable for discriminatory treatment. The bill would codify that state and intercollegiate athletic associations, including the NCAA, cannot discriminate based on sex, along with asserting non-discrimination protections within all school-based athletics, including club and intramural sports. It would also provide a robust private right of action for all athletes in their discrimination claims, making it easier for athletes to push for change at their schools. The bill would authorize the U.S. Department of Education to levy civil penalties on schools that repeatedly discriminate against athletes and require schools to submit publicly available plans to remedy violations, providing more tools to compel compliance and resolve ongoing discrimination.

    Expand reporting requirements for college and K-12 athletics data and make all information easily accessible to the public. The bill would establish a one-stop shop for key athletics data by expanding the scope and detail of reporting by colleges, extending these requirements to include athletics at elementary and secondary schools, and requiring the U.S. Secretary of Education to house all data on the same public website. The bill also requires that schools certify the data they submit and report how they are claiming Title IX compliance and directs the U.S. Department of Education to publish an annual report on gender equity in school-based athletics. These provisions will help weed out reporting tricks by programs to skirt non-discrimination laws and make it easier for athletes and stakeholders to evaluate persisting gaps in athletic programs or use publicly available data in their claims against schools. 

    Improve education of Title IX rights among athletes, staff, and stakeholders. The bill would require Title IX trainings on an annual basis for all athletes, Title IX coordinators, and athletic department and athletic association staff. The bill would also establish a public database of all Title IX coordinators at colleges andK-12 schools, included in the one-stop shop for athletics data. These provisions will ensure all people involved with K-12 and college athletics understand what Title IX means and what students’ rights are under the law.

    Wyden co-sponsored the senate bill with U.S. Senator Richard Blumenthal (D-Conn.) and Chris Murphy (D-Conn), who led the legislation. Bonamici, Rep. Alma Adams (D-N.C), and Rep. Lori Trahan (D-Mass.) introduced companion legislation in the U.S. House of Representatives.
    A one-page summary of the legislation is here. Full text of the legislation is here.

    MIL OSI USA News –

  • MIL-OSI USA: Cortez Masto Joins Push Urging Trump Administration to Exempt Seasonal Firefighters from Federal Hiring Freeze

    US Senate News:

    Source: United States Senator for Nevada Cortez Masto
    Washington, D.C. – U.S. Senator Catherine Cortez Masto (D-Nev.) joined 14 of her Senate colleagues in a letter urging the Trump Administration to exempt seasonal firefighters from the federal hiring freeze. Reports emerged last week indicating that the federal funding freeze is preventing the hiring and onboarding of seasonal firefighters, a workforce that already struggles with recruitment and retention. This comes as the West continues to be ravaged by deadly wildfires.
    “We write today following reports that hiring and onboarding for federal seasonal firefighters has stopped due to the Trump Administration’s federal hiring freeze,” wrote the Senators. “We are extremely concerned to hear that this is happening across the U.S. Forest Service, Bureau of Land Management, and National Park Service ahead of what’s expected to be another devastating wildfire year.”
    “Although there is an urgent need to hire more federal firefighters, the Trump Administration’s hiring freeze does the opposite and is pausing hiring at a critical time for this already understaffed workforce,” they continued. “We urge you to put the safety of families and communities across the country first and allow the federal seasonal firefighter hiring process to continue without delay.”
    The full text of letter can be found here.
    Senator Cortez Masto has led efforts to support Nevada firefighters and combat the wildfire crisis in the West, securing billions in the Bipartisan Infrastructure Law and the Inflation Reduction Act to support wildfire risk reduction and new firefighting equipment. She recently visited the burn scar of the Davis Fire and discussed key resources she’s delivered for wildfires fuels reduction in Northern Nevada. She also ensured all federal wildland firefighters—including many working in Nevada — got a significant pay raise in 2023 and helped designate the Sierra and Elko Fronts as Wildfire Crisis Strategy Landscapes for wildfire prevention efforts.

    MIL OSI USA News –