NewzIntel Latest Reports – Page 4923

MIL-OSI: SOS Limited Announces Planned ADS Ratio Change

Source: GlobeNewswire (MIL-OSI)

QINGDAO, China, Nov. 04, 2024 (GLOBE NEWSWIRE) — SOS Limited (“SOS” or the “Company”) (NYSE: SOS) today announced that it plans to change the ratio of its American depositary shares (“ADSs”) from one (1) ADS representing ten (10) Class A ordinary shares to one (1) ADS representing one hundred and fifty (150) Class A ordinary shares (the “ADS Ratio Change”). The Company anticipates that the ADS Ratio Change will be effective on or about November 19, 2024 (the “Effective Date”).

For the Company’s ADS holders, the ADS Ratio Change will have the same effect as a one-for-fifteen reverse ADS split. On the Effective Date, holders of ADSs in The Depository Trust Company and Direct Registration System will have their ADSs automatically exchanged and need not take any action. The exchange of every fifteen then-held (existing) ADSs for one (1) new ADS will occur automatically at the Effective Date, with the then-held ADSs being cancelled and new ADSs being issued by the depositary bank.

No fractional new ADSs will be issued in connection with the ADS Ratio Change. Instead, fractional entitlements to new ADSs will be aggregated and sold by the depositary bank and the net cash proceeds from the sale of the fractional ADS entitlements (after deduction of fees, taxes and expenses) will be distributed to the applicable ADS holders by the depositary bank.

There will be no change to the Company’s Class A ordinary shares. As of the Effective Date, SOS’ ADSs will continue to be traded on the NYSE under the symbol “SOS”.

As a result of the ADS Ratio Change, the ADS price is expected to increase proportionally, although the Company can give no assurance that the ADS price after the ADS Ratio Change will be equal to or greater than the ADS price on a proportionate basis.

Safe Harbor Statement

This press release contains forward-looking statements made under the “safe harbor” provisions of Section 21E of the Securities Exchange Act of 1934, as amended, and the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. SOS may also make written or oral forward-looking statements in its reports filed with or furnished to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Any statements that are not historical facts, including statements about SOS’ beliefs and expectations, are forward-looking statements that involve factors, risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Further information regarding risks, uncertainties or factors is included in the Company’s filings with the U.S. Securities and Exchange Commission. All information provided in this press release is current as of the date of the press release, and SOS does not undertake any obligation to update such information, except as required under applicable law.

About SOS Limited

SOS is an emerging blockchain-based and big data-driven marketing solution provider. SOS is also engaged in blockchain and cryptocurrency operations, which currently include cryptocurrency mining and may expand into cryptocurrency security and insurance in the future. Since April 2021, we launched commodity trading via our subsidiary SOS International Trading Co. Ltd and Weigou International Trading Co Ltd. Major trading commodity includes mineral resin, soybean, wheat, sesame, liquid sulfur, petrol coke and latex etc. For more information, please visit: http://www.sosyun.com/.

Contact:

Steven Li
Chief Financial Officer
stevenli@sosyun.com
+8613816822093
SOURCE – SOS Limited

The MIL Network –

January 26, 2025

MIL-OSI: Vimeo Q3 2024 Shareholder Letter Available on Company’s IR Site

Source: GlobeNewswire (MIL-OSI)

NEW YORK, Nov. 04, 2024 (GLOBE NEWSWIRE) — Vimeo posted its third quarter 2024 shareholder letter on the investor relations section of its website at https://www.vimeo.com/investors.

About Vimeo
Vimeo (NASDAQ: VMEO) is the world’s most innovative video experience platform. We enable anyone to create high-quality video experiences to better connect and bring ideas to life. We proudly serve our community of millions of users – from creative storytellers to globally distributed teams at the world’s largest companies – whose videos receive billions of views each month. Learn more at www.vimeo.com.

The MIL Network –

January 26, 2025

MIL-OSI: RYVYL to Announce Third Quarter 2024 Financial Results on Thursday, November 14, 2024

Source: GlobeNewswire (MIL-OSI)

SANDIEGO, CA, Nov. 04, 2024 (GLOBE NEWSWIRE) — RYVYL Inc. (NASDAQ: RVYL) (“RYVYL” or the “Company”), a leading innovator of payment transaction solutions leveraging proprietary blockchain ledger and electronic payment technology for diverse international markets, plans to report financial results for the third quarter of 2024 on Thursday, November 14, 2024, after the market close.

RYVYL management will host a conference call at 4:30 p.m. Eastern Time on Thursday, November 14, 2024, to discuss the Company’s financial results for the third quarter ended September 30, 2024, provide a corporate update and end with a question-and-answer session. To participate, please use the following information and submit your questions in writing prior to the call at RYVYL@lhai.com.

Q3 2024 Conference Call and Webcast
Date: Thursday, November 14, 2024
Time: 4:30 p.m. Eastern Time
US Dial In: 1- 877-407-4018
International Dial In: 1-201-689-8471
Webcast: Q3 2024 Webcast
Call me: Link

Participants can use Guest dial-in #s above and be answered by an operator OR click the Call me link for instant telephone access to the event. The Call me link will be made active 15 minutes prior to scheduled start time.

A replay of the call will be available through January 14, 2025, by calling 1-844-512-2921 within the United States or 1-412-317-6671 when calling internationally and entering access ID 13749031. An archived version of the webcast will also be available for 90 days on the IR section of the RYVYL website or by clicking the webcast link above.

About RYVYL

RYVYL Inc. (NASDAQ: RVYL) was born from a passion for empowering a new way to conduct business-to-business, consumer-to-business, and peer-to-peer payment transactions around the globe. By leveraging proprietary blockchain ledger and electronic payment technology for diverse international markets, RYVYL is a leading innovator of payment transaction solutions reinventing the future of financial transactions. Since its founding as GreenBox POS in 2017 in San Diego, RYVYL has developed applications enabling an end-to-end suite of turnkey financial products with enhanced security and data privacy, world-class identity theft protection, and rapid speed to settlement. As a result, the platform can log immense volumes of immutable transactional records at the speed of the internet for first-tier partners, merchants, and consumers around the globe. www.ryvyl.com

Cautionary Note Regarding Forward-Looking Statements

This press release includes information that constitutes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on the Company’s current beliefs, assumptions, and expectations regarding future events, which in turn are based on information currently available to the Company. Such forward-looking statements include statements regarding the timing and expectation of revenues from the license described herein and are characterized by future or conditional words such as “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” “estimate” and “continue” or similar words. You should read statements that contain these words carefully because they discuss future expectations and plans, which contain projections of future results of operations or financial condition or state other forward-looking information. By their nature, forward-looking statements address matters that are subject to risks and uncertainties. A variety of factors could cause actual events and results to differ materially from those expressed in or contemplated by the forward-looking statements, including the risk that the licensee understands and complies with various banking laws and regulations that may impact the licensee’s ability to process transactions. For example, federal money laundering statutes and Bank Secrecy Act regulations discourage financial institutions from working with operators of certain industries – particularly industries with heightened cash reporting obligations and restrictions – as a result of which, banks may refuse to process certain payments and/or require onerous reporting obligations by payment processors to avoid compliance risk. These and other risk factors affecting the Company are discussed in detail in the Company’s periodic filings with the SEC. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether because of the latest information, future events or otherwise, except to the extent required by applicable laws.

IR Contact: David Barnard, LHA Investor Relations, 415-433-3777, RYVYL@lhai.com

The MIL Network –

January 26, 2025

MIL-OSI: Palomar Holdings, Inc. Reports Third Quarter 2024 Results

Source: GlobeNewswire (MIL-OSI)

LA JOLLA, Calif., Nov. 04, 2024 (GLOBE NEWSWIRE) — Palomar Holdings, Inc. (NASDAQ:PLMR) (“Palomar” or “Company”) reported net income of $30.5 million, or $1.15 per diluted share, for the third quarter of 2024 compared to net income of $18.4 million, or $0.73 per diluted share, for the third quarter of 2023. Adjusted net income⁽¹⁾ was $32.4 million, or $1.23 per diluted share, for the third quarter of 2024 as compared to $23.3 million, or $0.92 per diluted share, for the third quarter of 2023.

Third Quarter 2024 Highlights

Gross written premiums increased by 32.2% to $415.0 million compared to $314.0 million in the third quarter of 2023
Net income of $30.5 million compared to $18.4 million in the third quarter of 2023
Adjusted net income(1) increased 39.3% to $32.4 million compared to $23.3 million in the third quarter of 2023
Total loss ratio of 29.7% compared to 18.8% in the third quarter of 2023
Catastrophe loss ratio(1) of 9.5% compared to -0.6% in the third quarter of 2023
Combined ratio of 80.5% compared to 75.8% in the third quarter of 2023
Adjusted combined ratio(1) of 77.1% compared to 70.9%, in the third quarter of 2023
Adjusted combined ratio excluding catastrophe losses(1) of 67.6% compared to 71.5%, in the third quarter of 2023
Annualized return on equity of 19.7% compared to 17.7% in the third quarter of 2023
Annualized adjusted return on equity(1) of 21.0% compared to 22.3% in the third quarter of 2023

(1) See discussion of “Non-GAAP and Key Performance Indicators” below.

Mac Armstrong, Chairman and Chief Executive Officer, commented, “I am very pleased with our third quarter results as they clearly demonstrate our successful efforts to deliver consistent earnings and returns. In a quarter that experienced a heightened level of cat activity, we delivered 39% adjusted net income growth, a 77% adjusted combined ratio, and a 21% adjusted ROE. Our results further validate the concerted efforts that we have undertaken to diversify the business, reduce the volatility in our earnings base and profitably grow. We continued to generate robust top line growth achieving 32% gross written premium growth, driven by strength in our Earthquake and Casualty products as well as strong growth from our burgeoning Crop business. Importantly, our same-store⁽²⁾ premium growth rate was 38%, demonstrating the strong underlying momentum that exists across our portfolio of specialty insurance products.

Mr. Armstrong continued, “We have numerous energizing opportunities and initiatives associated with our Palomar 2X strategy. To capitalize on them, we successfully raised $116 million in August. A portion of the proceeds will fund our acquisition of First Indemnity of America Insurance Company and our entry into the surety market. We will use the remaining proceeds for organic growth and selected increases in risk participation in product categories including Crop and Earthquake. Our diversification into attractive lines with limited correlation to the P&C cycle such as Crop and Surety will further position Palomar to deliver consistent earnings growth over time.”

(2) Excludes the impact of lines of business exited or discontinued during the quarter.

Underwriting Results
Gross written premiums increased 32.2% to $415.0 million compared to $314.0 million in the third quarter of 2023, while net earned premiums increased 58.1% compared to the prior year’s third quarter.

Losses and loss adjustment expenses for the third quarter were $40.3 million, comprised of $27.4 million of attritional losses and $12.9 million of catastrophe losses from Hurricanes Beryl, Debby, and Helene. The loss ratio for the quarter was 29.7%, comprised of an attritional loss ratio of 20.2% and a catastrophe loss ratio⁽¹⁾ of 9.5% compared to a loss ratio of 18.8% during the same period last year comprised of an attritional loss ratio of 19.4% and a catastrophe loss ratio⁽¹⁾ of -0.6%.

Underwriting income⁽¹⁾ for the third quarter was $26.4 million resulting in a combined ratio of 80.5% compared to underwriting income of $20.7 million resulting in a combined ratio of 75.8% during the same period last year. The Company’s adjusted underwriting income⁽¹⁾ was $31.0 million resulting in an adjusted combined ratio⁽¹⁾ of 77.1% in the third quarter compared to adjusted underwriting income⁽¹⁾ of $25.0 million and an adjusted combined ratio⁽¹⁾ of 70.9% during the same period last year. The Company’s adjusted combined ratio excluding catastrophe losses⁽¹⁾ was 67.6% compared to 71.5% during the same period last year.

Investment Results
Net investment income increased by 56.0% to $9.4 million compared to $6.0 million in the prior year’s third quarter. The increase was primarily due to higher yields on invested assets and a higher average balance of investments held during the three months ended September 30, 2024 due to proceeds from our August 2024 secondary offering and cash generated from operations. The weighted average duration of the fixed-maturity investment portfolio, including cash equivalents, was 3.86 years at September 30, 2024. Cash and invested assets totaled $1,017.5 million at September 30, 2024. During the third quarter, the Company recorded $2.7 net realized and unrealized gains related to its investment portfolio as compared to net realized and unrealized losses of $1.4 million during the same period last year.

Tax Rate
The effective tax rate for the three months ended September 30, 2024 was 20.8% compared to 24.9% for the three months ended September 30, 2023. For the current quarter, the Company’s income tax rate differed from the statutory rate due primarily to the tax impact of the permanent component of employee stock options.

Stockholders’ Equity and Returns
Stockholders’ equity was $703.3 million at September 30, 2024, compared to $421.3 million at September 30, 2023. For the three months ended September 30, 2024, the Company’s annualized return on equity was 19.7% compared to 17.7% for the same period in the prior year while adjusted return on equity⁽¹⁾ was 21.0% compared to 22.3% for the same period in the prior year. There were no share repurchases during the three months ended September 30, 2024.

Full Year 2024 Outlook
For the full year 2024, the Company expects to achieve adjusted net income of $124 million to $128 million. This range includes additional catastrophe losses incurred during the fourth quarter of 2024 of approximately $8 million related to Hurricane Milton.

Conference Call
As previously announced, Palomar will host a conference call Tuesday, November 5, 2024, to discuss its third quarter 2024 results at 12:00 p.m. (Eastern Time). The conference call can be accessed live by dialing 1-877-423-9813 or for international callers, 1-201-689-8573, and requesting to be joined to the Palomar Third Quarter 2024 Earnings Conference Call. A replay will be available starting at 4:00 p.m. (Eastern Time) on November 5, 2024, and can be accessed by dialing 1-844-512-2921, or for international callers, 1-412-317-6671. The passcode for the replay is 13747528. The replay will be available until 11:59 p.m. (Eastern Time) on November 12, 2024.

Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the investor relations section of the Company’s website at http://ir.palomarspecialty.com/. The online replay will remain available for a limited time beginning immediately following the call.

About Palomar Holdings, Inc.
Palomar Holdings, Inc. is the holding company of subsidiaries Palomar Specialty Insurance Company (“PSIC”), Palomar Specialty Reinsurance Company Bermuda Ltd., Palomar Insurance Agency, Inc., Palomar Excess and Surplus Insurance Company (“PESIC”), and Palomar Underwriters Exchange Organization, Inc. Palomar’s consolidated results also include Laulima Reciprocal Exchange, a variable interest entity for which the Company is the primary beneficiary. Palomar is an innovative specialty insurer serving residential and commercial clients in five product categories: Earthquake, Inland Marine and Other Property, Casualty, Fronting, and Crop. Palomar’s insurance subsidiaries, Palomar Specialty Insurance Company, Palomar Specialty Reinsurance Company Bermuda Ltd., and Palomar Excess and Surplus Insurance Company, have a financial strength rating of “A” (Excellent) from A.M. Best.

To learn more, visit PLMR.com.

Non-GAAP and Key Performance Indicators

Palomar discusses certain key performance indicators, described below, which provide useful information about the Company’s business and the operational factors underlying the Company’s financial performance.

Underwriting revenue is a non-GAAP financial measure defined as total revenue, excluding net investment income and net realized and unrealized gains and losses on investments. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of total revenue calculated in accordance with GAAP to underwriting revenue.

Underwriting income is a non-GAAP financial measure defined as income before income taxes excluding net investment income, net realized and unrealized gains and losses on investments, and interest expense. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of income before income taxes calculated in accordance with GAAP to underwriting income.

Adjusted net income is a non-GAAP financial measure defined as net income excluding the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook, net of tax impact. Palomar calculates the tax impact only on adjustments which would be included in calculating the Company’s income tax expense using the estimated tax rate at which the company received a deduction for these adjustments. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of net income calculated in accordance with GAAP to adjusted net income.

Annualized Return on equity is net income expressed on an annualized basis as a percentage of average beginning and ending stockholders’ equity during the period.

Annualized adjusted return on equity is a non-GAAP financial measure defined as adjusted net income expressed on an annualized basis as a percentage of average beginning and ending stockholders’ equity during the period. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of return on equity calculated using unadjusted GAAP numbers to adjusted return on equity.

Loss ratio, expressed as a percentage, is the ratio of losses and loss adjustment expenses, to net earned premiums.

Expense ratio, expressed as a percentage, is the ratio of acquisition and other underwriting expenses, net of commission and other income to net earned premiums.

Combined ratio is defined as the sum of the loss ratio and the expense ratio. A combined ratio under 100% generally indicates an underwriting profit. A combined ratio over 100% generally indicates an underwriting loss.

Adjusted combined ratio is a non-GAAP financial measure defined as the sum of the loss ratio and the expense ratio calculated excluding the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of combined ratio calculated using unadjusted GAAP numbers to adjusted combined ratio.

Diluted adjusted earnings per share is a non-GAAP financial measure defined as adjusted net income divided by the weighted-average common shares outstanding for the period, reflecting the dilution which could occur if equity-based awards are converted into common share equivalents as calculated using the treasury stock method. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of diluted earnings per share calculated in accordance with GAAP to diluted adjusted earnings per share.

Catastrophe loss ratio is a non-GAAP financial measure defined as the ratio of catastrophe losses to net earned premiums. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of loss ratio calculated using unadjusted GAAP numbers to catastrophe loss ratio.

Adjusted combined ratio excluding catastrophe losses is a non-GAAP financial measure defined as adjusted combined ratio excluding the impact of catastrophe losses. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of combined ratio calculated using unadjusted GAAP numbers to adjusted combined ratio excluding catastrophe losses.

Adjusted underwriting income is a non-GAAP financial measure defined as underwriting income excluding the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of income before income taxes calculated in accordance with GAAP to adjusted underwriting income.

Tangible stockholders’ equity is a non-GAAP financial measure defined as stockholders’ equity less goodwill and intangible assets. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of stockholders’ equity calculated in accordance with GAAP to tangible stockholders’ equity.

Safe Harbor Statement
Palomar cautions you that statements contained in this press release may regard matters that are not historical facts but are forward-looking statements. These statements are based on the company’s current beliefs and expectations. The inclusion of forward-looking statements should not be regarded as a representation by Palomar that any of its plans will be achieved. Actual results may differ from those set forth in this press release due to the risks and uncertainties inherent in the Company’s business. The forward-looking statements are typically, but not always, identified through use of the words “believe,” “expect,” “enable,” “may,” “will,” “could,” “intends,” “estimate,” “anticipate,” “plan,” “predict,” “probable,” “potential,” “possible,” “should,” “continue,” and other words of similar meaning. Actual results could differ materially from the expectations contained in forward-looking statements as a result of several factors, including unexpected expenditures and costs, unexpected results or delays in development and regulatory review, regulatory approval requirements, the frequency and severity of adverse events and competitive conditions. These and other factors that may result in differences are discussed in greater detail in the Company’s filings with the Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and the Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Contact
Media Inquiries
Lindsay Conner
1-551-206-6217
lconner@plmr.com

Investor Relations
Jamie Lillis
1-203-428-3223
investors@plmr.com
Source: Palomar Holdings, Inc.

Summary of Operating Results:

The following tables summarize the Company’s results for the three and nine months ended September 30, 2024 and 2023:

	Three Months Ended
	September 30,
	2024			2023			Change			% Change
	($ in thousands, except per share data)
Gross written premiums	$	414,977		$	313,998		$	100,979			32.2	%
Ceded written premiums		(255,267	)		(203,336	)		(51,931	)		25.5	%
Net written premiums		159,710			110,662			49,048			44.3	%
Net earned premiums		135,646			85,817			49,829			58.1	%
Commission and other income		715			465			250			53.8	%
Total underwriting revenue ⁽¹⁾		136,361			86,282			50,079			58.0	%
Losses and loss adjustment expenses		40,315			16,139			24,176			149.8	%
Acquisition expenses, net of ceding commissions and fronting fees		41,469			27,004			14,465			53.6	%
Other underwriting expenses		28,129			22,390			5,739			25.6	%
Underwriting income ⁽¹⁾		26,448			20,749			5,699			27.5	%
Interest expense		(87	)		(867	)		780			(90.0	)%
Net investment income		9,408			6,029			3,379			56.0	%
Net realized and unrealized gains (losses) on investments		2,734			(1,376	)		4,110			(298.7	)%
Income before income taxes		38,503			24,535			13,968			56.9	%
Income tax expense		8,006			6,103			1,903			31.2	%
Net income	$	30,497		$	18,432		$	12,065			65.5	%
Adjustments:
Net realized and unrealized (gains) losses on investments		(2,734	)		1,376			(4,110	)		(298.7	)%
Expenses associated with transactions		84			229			(145	)		(63.3	)%
Stock-based compensation expense		4,117			3,589			528			14.7	%
Amortization of intangibles		389			390			(1	)		(0.3	)%
Tax impact		91			(725	)		816			(112.6	)%
Adjusted net income ⁽¹⁾	$	32,444		$	23,291		$	9,153			39.3	%
Key Financial and Operating Metrics
Annualized return on equity		19.7	%		17.7	%
Annualized adjusted return on equity ⁽¹⁾		21.0	%		22.3	%
Loss ratio		29.7	%		18.8	%
Expense ratio		50.8	%		57.0	%
Combined ratio		80.5	%		75.8	%
Adjusted combined ratio ⁽¹⁾		77.1	%		70.9	%
Diluted earnings per share	$	1.15		$	0.73
Diluted adjusted earnings per share ⁽¹⁾	$	1.23		$	0.92
Catastrophe losses	$	12,924		$	(533	)
Catastrophe loss ratio ⁽¹⁾		9.5	%		(0.6	)%
Adjusted combined ratio excluding catastrophe losses ⁽¹⁾		67.6	%		71.5	%
Adjusted underwriting income ⁽¹⁾	$	31,038		$	24,957		$	6,081			24.4	%

(1)- Indicates Non-GAAP financial measure- see above for definition of Non-GAAP financial measures and see below for reconciliation of Non-GAAP financial measures to their most directly comparable measures prepared in accordance with GAAP.

	Nine Months Ended
	September 30,
	2024			2023			Change			% Change
	($ in thousands, except per share data)
Gross written premiums	$	1,168,239		$	838,406		$	329,833			39.3	%
Ceded written premiums		(692,620	)		(542,789	)		(149,831	)		27.6	%
Net written premiums		475,619			295,617			180,002			60.9	%
Net earned premiums		365,796			252,164			113,632			45.1	%
Commission and other income		2,035			1,781			254			14.3	%
Total underwriting revenue ⁽¹⁾		367,831			253,945			113,886			44.8	%
Losses and loss adjustment expenses		97,583			54,696			42,887			78.4	%
Acquisition expenses, net of ceding commissions and fronting fees		109,072			78,740			30,332			38.5	%
Other underwriting expenses		84,165			63,962			20,203			31.6	%
Underwriting income ⁽¹⁾		77,011			56,547			20,464			36.2	%
Interest expense		(1,052	)		(2,952	)		1,900			(64.4	)%
Net investment income		24,506			16,690			7,816			46.8	%
Net realized and unrealized gains (losses) on investments		5,768			(103	)		5,871			NM
Income before income taxes		106,233			70,182			36,051			51.4	%
Income tax expense		23,625			16,877			6,748			40.0	%
Net income	$	82,608		$	53,305		$	29,303			55.0	%
Adjustments:
Net realized and unrealized (gains) losses on investments		(5,768	)		103			(5,871	)		NM
Expenses associated with transactions		557			229			328			143.2	%
Stock-based compensation expense		11,905			10,737			1,168			10.9	%
Amortization of intangibles		1,168			1,092			76			7.0	%
Expenses associated with catastrophe bond		2,483			1,640			843			51.4	%
Tax impact		(734	)		(1,582	)		848			(53.6	)%
Adjusted net income ⁽¹⁾	$	92,219		$	65,524		$	26,695			40.7	%
Key Financial and Operating Metrics
Annualized return on equity		18.8	%		17.6	%
Annualized adjusted return on equity ⁽¹⁾		20.9	%		21.7	%
Loss ratio		26.7	%		21.7	%
Expense ratio		52.3	%		55.9	%
Combined ratio		78.9	%		77.6	%
Adjusted combined ratio ⁽¹⁾		74.5	%		72.1	%
Diluted earnings per share	$	3.19		$	2.10
Diluted adjusted earnings per share ⁽¹⁾	$	3.56		$	2.59
Catastrophe losses	$	19,724		$	3,432
Catastrophe loss ratio ⁽¹⁾		5.4	%		1.4	%
Adjusted combined ratio excluding catastrophe losses ⁽¹⁾		69.2	%		70.8	%
Adjusted underwriting income ⁽¹⁾	$	93,124		$	70,245		$	22,879			32.6	%
NM – not meaningful

(1)- Indicates Non-GAAP financial measure- see above for definition of Non-GAAP financial measures and see below for reconciliation of Non-GAAP financial measures to their most directly comparable measures prepared in accordance with GAAP.

Condensed Consolidated Balance sheets

Palomar Holdings, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (unaudited) (in thousands, except shares and par value data)

	September 30,			December 31,
	2024			2023
	(Unaudited)
Assets
Investments:
Fixed maturity securities available for sale, at fair value (amortized cost: $896,775 in 2024; $675,130 in 2023)	$	882,980		$	643,799
Equity securities, at fair value (cost: $32,987 in 2024; $43,003 in 2023)		40,196			43,160
Equity method investment		2,499			2,617
Other investments		5,207			—
Total investments		930,882			689,576
Cash and cash equivalents		86,479			51,546
Restricted cash		105			306
Accrued investment income		7,495			5,282
Premiums receivable		326,674			261,972
Deferred policy acquisition costs, net of ceding commissions and fronting fees		86,408			60,990
Reinsurance recoverable on paid losses and loss adjustment expenses		58,889			32,172
Reinsurance recoverable on unpaid losses and loss adjustment expenses		360,164			244,622
Ceded unearned premiums		298,509			265,808
Prepaid expenses and other assets		104,831			72,941
Deferred tax assets, net		4,019			10,119
Property and equipment, net		409			373
Goodwill and intangible assets, net		11,147			12,315
Total assets	$	2,276,011		$	1,708,022
Liabilities and stockholders’ equity
Liabilities:
Accounts payable and other accrued liabilities	$	75,424		$	42,376
Reserve for losses and loss adjustment expenses		497,438			342,275
Unearned premiums		739,623			597,103
Ceded premium payable		235,157			181,742
Funds held under reinsurance treaty		25,056			13,419
Income taxes payable		—			7,255
Borrowings from credit agreements		—			52,600
Total liabilities		1,572,698			1,236,770
Stockholders’ equity:
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, 0 shares issued and outstanding as of September 30, 2024 and December 31, 2023		—			—
Common stock, $0.0001 par value, 500,000,000 shares authorized, 26,452,242 and 24,772,987 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively		3			3
Additional paid-in capital		486,198			350,597
Accumulated other comprehensive loss		(10,139	)		(23,991	)
Retained earnings		227,251			144,643
Total stockholders’ equity		703,313			471,252
Total liabilities and stockholders’ equity	$	2,276,011		$	1,708,022

Condensed Consolidated Income Statement

Palomar Holdings, Inc. and Subsidiaries Condensed Consolidated Statements of Income and Comprehensive Income (loss) (Unaudited) (in thousands, except shares and per share data)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
Revenues:
Gross written premiums	$	414,977		$	313,998		$	1,168,239		$	838,406
Ceded written premiums		(255,267	)		(203,336	)		(692,620	)		(542,789	)
Net written premiums		159,710			110,662			475,619			295,617
Change in unearned premiums		(24,064	)		(24,845	)		(109,823	)		(43,453	)
Net earned premiums		135,646			85,817			365,796			252,164
Net investment income		9,408			6,029			24,506			16,690
Net realized and unrealized gains (losses) on investments		2,734			(1,376	)		5,768			(103	)
Commission and other income		715			465			2,035			1,781
Total revenues		148,503			90,935			398,105			270,532
Expenses:
Losses and loss adjustment expenses		40,315			16,139			97,583			54,696
Acquisition expenses, net of ceding commissions and fronting fees		41,469			27,004			109,072			78,740
Other underwriting expenses		28,129			22,390			84,165			63,962
Interest expense		87			867			1,052			2,952
Total expenses		110,000			66,400			291,872			200,350
Income before income taxes		38,503			24,535			106,233			70,182
Income tax expense		8,006			6,103			23,625			16,877
Net income	$	30,497		$	18,432		$	82,608		$	53,305
Other comprehensive income, net:
Net unrealized gains (losses) on securities available for sale		17,917			(8,494	)		13,852			(6,706	)
Net comprehensive income	$	48,414		$	9,938		$	96,460		$	46,599
Per Share Data:
Basic earnings per share	$	1.18		$	0.75		$	3.28		$	2.15
Diluted earnings per share	$	1.15		$	0.73		$	3.19		$	2.10

Weighted-average common shares outstanding:
Basic		25,766,697			24,740,455			25,194,114			24,847,164
Diluted		26,479,566			25,244,828			25,877,257			25,340,602

Underwriting Segment Data

The Company has a single reportable segment and offers specialty insurance products. Gross written premiums (GWP) by product, location and company are presented below:

	Three Months Ended September 30,
	2024					2023
	($ in thousands)
			% of					% of						%
	Amount		GWP			Amount		GWP			Change			Change
Product ⁽¹⁾
Earthquake	$	135,329		32.6	%	$	113,386		36.1	%	$	21,943			19.4	%
Fronting		84,945		20.5	%		94,954		30.2	%		(10,009	)		(10.5	)%
Inland Marine and Other Property		78,734		19.0	%		64,499		20.5	%		14,235			22.1	%
Crop		59,662		14.4	%		11,627		3.7	%		48,035			NM
Casualty		56,307		13.5	%		29,532		9.5	%		26,775			90.7	%
Total Gross Written Premiums	$	414,977		100.0	%	$	313,998		100.0	%	$	100,979			32.2	%
NM – not meaningful

	Nine Months Ended September 30,
	2024					2023
	($ in thousands)
			% of					% of					%
	Amount		GWP			Amount		GWP			Change		Change
Product ⁽¹⁾
Earthquake	$	376,088		32.2	%	$	314,810		37.6	%	$	61,278		19.5	%
Fronting		275,671		23.6	%		266,433		31.8	%		9,238		3.5	%
Inland Marine and Other Property		249,147		21.3	%		186,983		22.3	%		62,164		33.2	%
Casualty		166,762		14.3	%		58,065		6.9	%		108,697		187.2	%
Crop		100,571		8.6	%		12,115		1.4	%		88,456		NM
Total Gross Written Premiums	$	1,168,239		100.0	%	$	838,406		100.0	%	$	329,833		39.3	%
NM – not meaningful

(1) – Beginning in 2024, the Company has updated the categorization of its products to align with management’s current strategy and view of the business. Prior year amounts have been reclassified for comparability purposes. The recategorization is for presentation purposes only and does not impact overall gross written premiums.

	Three Months Ended September 30,										Nine Months Ended September 30,
	2024					2023					2024					2023
	($ in thousands)										($ in thousands)
			% of					% of					% of					% of
	Amount		GWP			Amount		GWP			Amount		GWP			Amount		GWP
State
California	$	170,265		41.0	%	$	163,806		52.2	%	$	510,879		43.7	%	$	450,752		53.8	%
Texas		27,019		6.5	%		24,336		7.7	%		96,414		8.3	%		72,777		8.7	%
Hawaii		23,171		5.6	%		13,490		4.3	%		53,922		4.6	%		35,824		4.3	%
North Dakota		18,716		4.5	%		2,898		0.9	%		19,893		1.7	%		3,326		0.4	%
Washington		16,828		4.1	%		17,792		5.7	%		41,893		3.6	%		43,409		5.2	%
Wisconsin		15,519		3.7	%		1,211		0.4	%		17,374		1.5	%		3,095		0.4	%
Florida		14,433		3.5	%		11,549		3.7	%		58,153		5.0	%		36,309		4.3	%
Oregon		8,402		2.0	%		8,536		2.7	%		21,253		1.8	%		21,223		2.5	%
Other		120,624		29.1	%		70,380		22.4	%		348,458		29.8	%		171,691		20.4	%
Total Gross Written Premiums	$	414,977		100.0	%	$	313,998		100.0	%	$	1,168,239		100.0	%	$	838,406		100.0	%

	Three Months Ended September 30,										Nine Months Ended September 30,
	2024					2023					2024					2023
	($ in thousands)										($ in thousands)
			% of					% of					% of					% of
	Amount		GWP			Amount		GWP			Amount		GWP			Amount		GWP
Subsidiary
PSIC	$	236,624		57.0	%	$	186,693		59.5	%	$	652,988		55.9	%	$	497,216		59.3	%
PESIC		159,305		38.4	%		127,305		40.5	%		472,909		40.5	%		341,190		40.7	%
Laulima		19,048		4.6	%		—		—	%		42,342		3.6	%		—		—	%
Total Gross Written Premiums	$	414,977		100.0	%	$	313,998		100.0	%	$	1,168,239		100.0	%	$	838,406		100.0	%

Gross and net earned premiums

The table below shows the amount of premiums the Company earned on a gross and net basis and the Company’s net earned premiums as a percentage of gross earned premiums for each period presented:

	Three Months Ended												Nine Months Ended
	September 30,												September 30,
	2024			2023			Change			% Change			2024			2023			Change			% Change
	($ in thousands)												($ in thousands)
Gross earned premiums	$	395,881		$	271,786		$	124,095			45.7	%	$	1,025,716		$	739,219		$	286,497			38.8	%
Ceded earned premiums		(260,235	)		(185,969	)		(74,266	)		39.9	%		(659,920	)		(487,055	)		(172,865	)		35.5	%
Net earned premiums	$	135,646		$	85,817		$	49,829			58.1	%	$	365,796		$	252,164		$	113,632			45.1	%

Net earned premium ratio		34.3	%		31.6	%								35.7	%		34.1	%

Loss detail

	Three Months Ended											Nine Months Ended
	September 30,											September 30,
	2024			2023			Change		% Change			2024			2023			Change		% Change
	($ in thousands)											($ in thousands)
Catastrophe losses	$	12,924		$	(533	)	$	13,457		NM		$	19,724		$	3,432		$	16,292		NM
Non-catastrophe losses		27,391			16,672			10,719		64.3	%		77,859			51,264			26,595		51.9	%
Total losses and loss adjustment expenses	$	40,315		$	16,139		$	24,176		149.8	%	$	97,583		$	54,696		$	42,887		78.4	%

Catastrophe loss ratio		9.5	%		(0.6	)%							5.4	%		1.4	%
Non-catastrophe loss ratio		20.2	%		19.4	%							21.3	%		20.3	%
Total loss ratio		29.7	%		18.8	%							26.7	%		21.7	%
NM – not meaningful

The following table represents a reconciliation of changes in the ending reserve balances for losses and loss adjustment expenses:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
	(in thousands)						(in thousands)
Reserve for losses and LAE net of reinsurance recoverables at beginning of period	$	118,761		$	81,300		$	97,653		$	77,520
Add: Incurred losses and LAE, net of reinsurance, related to:
Current year		40,536			15,116			100,225			50,954
Prior years		(221	)		1,023			(2,642	)		3,742
Total incurred		40,315			16,139			97,583			54,696
Deduct: Loss and LAE payments, net of reinsurance, related to:
Current year		16,153			6,646			27,909			14,215
Prior years		5,649			(1,385	)		30,053			25,823
Total payments		21,802			5,261			57,962			40,038
Reserve for losses and LAE net of reinsurance recoverables at end of period		137,274			92,178			137,274			92,178
Add: Reinsurance recoverables on unpaid losses and LAE at end of period		360,164			232,170			360,164			232,170
Reserve for losses and LAE gross of reinsurance recoverables on unpaid losses and LAE at end of period	$	497,438		$	324,348		$	497,438		$	324,348

Reconciliation of Non-GAAP Financial Measures

For the three and nine months ended September 30, 2024 and 2023, the Non-GAAP financial measures discussed above reconcile to their most comparable GAAP measures as follows:

Underwriting revenue

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
	(in thousands)						(in thousands)
Total revenue	$	148,503		$	90,935		$	398,105		$	270,532
Net investment income		(9,408	)		(6,029	)		(24,506	)		(16,690	)
Net realized and unrealized (gains) losses on investments		(2,734	)		1,376			(5,768	)		103
Underwriting revenue	$	136,361		$	86,282		$	367,831		$	253,945

Underwriting income and adjusted underwriting income

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
	(in thousands)						(in thousands)
Income before income taxes	$	38,503		$	24,535		$	106,233		$	70,182
Net investment income		(9,408	)		(6,029	)		(24,506	)		(16,690	)
Net realized and unrealized (gains) losses on investments		(2,734	)		1,376			(5,768	)		103
Interest expense		87			867			1,052			2,952
Underwriting income	$	26,448		$	20,749		$	77,011		$	56,547
Expenses associated with transactions		84			229			557			229
Stock-based compensation expense		4,117			3,589			11,905			10,737
Amortization of intangibles		389			390			1,168			1,092
Expenses associated with catastrophe bond		—			—			2,483			1,640
Adjusted underwriting income	$	31,038		$	24,957		$	93,124		$	70,245

Adjusted net income

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
	(in thousands)						(in thousands)
Net income	$	30,497		$	18,432		$	82,608		$	53,305
Adjustments:
Net realized and unrealized (gains) losses on investments		(2,734	)		1,376			(5,768	)		103
Expenses associated with transactions		84			229			557			229
Stock-based compensation expense		4,117			3,589			11,905			10,737
Amortization of intangibles		389			390			1,168			1,092
Expenses associated with catastrophe bond		—			—			2,483			1,640
Tax impact		91			(725	)		(734	)		(1,582	)
Adjusted net income	$	32,444		$	23,291		$	92,219		$	65,524

Annualized adjusted return on equity

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
	(in thousands)						(in thousands)

Annualized adjusted net income	$	129,776		$	93,164		$	122,959		$	87,365
Average stockholders’ equity	$	617,959		$	417,521		$	587,282		$	403,044
Annualized adjusted return on equity		21.0	%		22.3	%		20.9	%		21.7	%

Adjusted combined ratio

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
	(in thousands)						(in thousands)
Numerator: Sum of losses and loss adjustment expenses, acquisition expenses, and other underwriting expenses, net of commission and other income	$	109,198		$	65,068		$	288,785		$	195,617
Denominator: Net earned premiums	$	135,646		$	85,817		$	365,796		$	252,164
Combined ratio		80.5	%		75.8	%		78.9	%		77.6	%
Adjustments to numerator:
Expenses associated with transactions	$	(84	)	$	(229	)	$	(557	)	$	(229	)
Stock-based compensation expense		(4,117	)		(3,589	)		(11,905	)		(10,737	)
Amortization of intangibles		(389	)		(390	)		(1,168	)		(1,092	)
Expenses associated with catastrophe bond		—			—			(2,483	)		(1,640	)
Adjusted combined ratio		77.1	%		70.9	%		74.5	%		72.1	%

Diluted adjusted earnings per share

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2024		2023		2024		2023
	(in thousands, except per share data)				(in thousands, except per share data)

Adjusted net income	$	32,444	$	23,291	$	92,219	$	65,524
Weighted-average common shares outstanding, diluted		26,479,566		25,244,828		25,877,257		25,340,602
Diluted adjusted earnings per share	$	1.23	$	0.92	$	3.56	$	2.59

Catastrophe loss ratio

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
	(in thousands)						(in thousands)
Numerator: Losses and loss adjustment expenses	$	40,315		$	16,139		$	97,583		$	54,696
Denominator: Net earned premiums	$	135,646		$	85,817		$	365,796		$	252,164
Loss ratio		29.7	%		18.8	%		26.7	%		21.7	%

Numerator: Catastrophe losses	$	12,924		$	(533	)	$	19,724		$	3,432
Denominator: Net earned premiums	$	135,646		$	85,817		$	365,796		$	252,164
Catastrophe loss ratio		9.5	%		(0.6	)%		5.4	%		1.4	%

Adjusted combined ratio excluding catastrophe losses

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
	(in thousands)						(in thousands)
Numerator: Sum of losses and loss adjustment expenses, acquisition expenses, and other underwriting expenses, net of commission and other income	$	109,198		$	65,068		$	288,785		$	195,617
Denominator: Net earned premiums	$	135,646		$	85,817		$	365,796		$	252,164
Combined ratio		80.5	%		75.8	%		78.9	%		77.6	%
Adjustments to numerator:
Expenses associated with transactions	$	(84	)	$	(229	)	$	(557	)	$	(229	)
Stock-based compensation expense		(4,117	)		(3,589	)		(11,905	)		(10,737	)
Amortization of intangibles		(389	)		(390	)		(1,168	)		(1,092	)
Expenses associated with catastrophe bond		—			—			(2,483	)		(1,640	)
Catastrophe losses		(12,924	)		533			(19,724	)		(3,432	)
Adjusted combined ratio excluding catastrophe losses		67.6	%		71.5	%		69.2	%		70.8	%

Tangible Stockholders’ equity

	September 30,			December 31,
	2024			2023
	(in thousands)
Stockholders’ equity	$	703,313		$	471,252
Goodwill and intangible assets		(11,147	)		(12,315	)
Tangible stockholders’ equity	$	692,166		$	458,937

The MIL Network –

January 26, 2025

MIL-OSI: NXP Semiconductors Reports Third Quarter 2024 Results

Source: GlobeNewswire (MIL-OSI)

EINDHOVEN, The Netherlands, Nov. 04, 2024 (GLOBE NEWSWIRE) — NXP Semiconductors N.V. (NASDAQ: NXPI) today reported financial results for the third quarter, which ended September 29, 2024. “NXP delivered quarterly revenue of $3.25 billion, in-line with our overall guidance. While we experienced some strength against our expectations in the Communication Infrastructure, Mobile and Automotive end markets, we were confronted with increasing macro related weakness in the Industrial & IoT market. Our guidance for the fourth quarter reflects broader macro weakness especially in Europe and the Americas. We focus on managing what is in our control enabling NXP to drive resilient profitability and earnings in an uncertain demand environment,” said Kurt Sievers, NXP President and Chief Executive Officer.

Key Highlights for the Third Quarter 2024:

Revenue was $3.25 billion, down 5 percent year-on-year;
GAAP gross margin was 57.4 percent, GAAP operating margin was 30.5 percent and GAAP diluted Net Income per Share was $2.79;
Non-GAAP gross margin was 58.2 percent, non-GAAP operating margin was 35.5 percent, and non-GAAP diluted Net Income per Share was $3.45;
Cash flow from operations was $779 million, with net capex investments of $186 million, resulting in non-GAAP free cash flow of $593 million;
During the third quarter of 2024, NXP continued to execute its capital return policy with the payment of $259 million in cash dividends, and the repurchase of $305 million of its common shares. The total capital return of $564 million in the quarter represented 95 percent of third quarter non-GAAP free cash flow. On a trailing twelve month basis, capital return to shareholders represented $2.4 billion or 87 percent of non-GAAP free cash flow. The interim dividend for the third quarter 2024 was paid in cash on October 9, 2024 to shareholders of record as of September 12, 2024. On August 29th, the NXP board of directors authorized an additional $2.0 billion for share repurchases, resulting in a $2.64 billion share repurchase balance at the end of the third quarter. Subsequent to the end of the third quarter, between September 30, 2024 and November 1, 2024, NXP executed via a 10b5-1 program additional share repurchases totaling $117 million;
On August 20, 2024, ESMC, the previously announced manufacturing joint venture between TSMC, Robert Bosch GmbH, Infineon Technologies AG and NXP Semiconductors N.V. held a groundbreaking ceremony to mark the initial phase of construction of its first semiconductor fab in Dresden, Germany;
On September 4, 2024, Vanguard International Semiconductor Corporation and NXP Semiconductors N.V. announced the receipt of all necessary governmental approvals from relevant authorities and injected capital to officially establish the previously announced VisionPower Semiconductor Manufacturing Company Pte Ltd (VSMC) manufacturing joint venture. The company will now proceed with the planned construction of VSMC’s first 300mm wafer manufacturing facility;
On September 10, 2024, NXP announced the Trimension® SR250, the industry’s first single-chip, UWB solution to enable Industrial and IoT applications that integrates on-chip processing capabilities with both short-range UWB-based radar and secure ranging;
On September 17, 2024, NXP announced the MC33777, the world’s first electric vehicle battery junction box IC that consolidates essential BMS functions into a single device; and
On September 24, 2024, NXP announced the new i.MX RT700 crossover MCU family, designed to power smart AI-enabled edge devices, such as wearables, consumer medical devices, smart home devices and HMI platforms.

Summary of Reported Third Quarter 2024 ($ millions, unaudited) ⁽¹⁾

	Q3 2024			Q2 2024			Q3 2023			Q – Q	Y – Y
Total Revenue	$	3,250		$	3,127		$	3,434		4%	-5%
GAAP Gross Profit	$	1,866		$	1,792		$	1,965		4%	-5%
Gross Profit Adjustments⁽ⁱ⁾	$	(26	)	$	(41	)	$	(45	)
Non-GAAP Gross Profit	$	1,892		$	1,833		$	2,010		3%	-6%
GAAP Gross Margin		57.4	%		57.3	%		57.2	%
Non-GAAP Gross Margin		58.2	%		58.6	%		58.5	%
GAAP Operating Income (Loss)	$	990		$	896		$	992		10%	—%
Operating Income Adjustments⁽ⁱ⁾	$	(163	)	$	(175	)	$	(211	)
Non-GAAP Operating Income	$	1,153		$	1,071		$	1,203		8%	-4%
GAAP Operating Margin		30.5	%		28.7	%		28.9	%
Non-GAAP Operating Margin		35.5	%		34.3	%		35.0	%
GAAP Net Income (Loss) attributable to Stockholders	$	718		$	658		$	787
Net Income Adjustments⁽ⁱ⁾	$	(172	)	$	(171	)	$	(178	)
Non-GAAP Net Income (Loss) Attributable to Stockholders	$	890		$	829		$	965
GAAP diluted Net Income (Loss) per Share⁽ⁱⁱ⁾	$	2.79		$	2.54		$	3.01
Non-GAAP diluted Net Income (Loss) per Share⁽ⁱⁱ⁾	$	3.45		$	3.20		$	3.70

Additional information
	Q3 2024		Q2 2024		Q3 2023		Q – Q	Y – Y
Automotive	$	1,829	$	1,728	$	1,891	6%	-3%
Industrial & IoT	$	563	$	616	$	607	-9%	-7%
Mobile	$	407	$	345	$	377	18%	8%
Comm. Infra. & Other	$	451	$	438	$	559	3%	-19%
DIO		149		148		134
DPO		60		64		60
DSO		30		27		25
Cash Conversion Cycle		119		111		99
Channel Inventory (weeks / months)		8 / 1.9		7 / 1.7		7 / 1.5
Gross Financial Leverage⁽ⁱⁱⁱ⁾		1.9x		1.9x		2.1x
Net Financial Leverage^(iv)		1.3x		1.3x		1.3x

Additional Information for the Third Quarter 2024:
1. For an explanation of GAAP to non-GAAP adjustments, please see “Non-GAAP Financial Measures”.
2. Refer to Table 1 below for the weighted average number of diluted shares for the presented periods.
3. Gross financial leverage is defined as gross debt divided by trailing twelve months adjusted EBITDA.
4. Net financial leverage is defined as net debt divided by trailing twelve months adjusted EBITDA.

Guidance for the Fourth Quarter 2024: ($ millions, except Per Share data) ⁽¹⁾

				Guidance Range
	GAAP			Reconciliation	non-GAAP
	Low	Mid	High		Low	Mid	High
Total Revenue	$3,000	$3,100	$3,200		$3,000	$3,100	$3,200
Q-Q	-8%	-5%	-2%		-8%	-5	-2%
Y-Y	-12%	-9%	-6%		-12%	-9	-6%
Gross Profit	$1,674	$1,746	$1,820	$(35)	$1,709	$1,781	$1,855
Gross Margin	55.8%	56.3%	56.9%		57.0%	57.5%	58.0%
Operating Income (loss)	$810	$872	$936	$(184)	$994	$1,056	$1,120
Operating Margin	27.0%	28.1%	29.3%		33.1%	34.1%	35.0%
Financial Income (expense)	$(87)	$(87)	$(87)	$(10)	$(77)	$(77)	$(77)
Tax rate	17.2%-18.2%				16.3%-17.3%
NCI & Other	$(14)	$(14)	$(14)	$(3)	$(11)	$(11)	$(11)
Shares – diluted	257.0	257.0	257.0		257.0	257.0	257.0
Earnings Per Share – diluted	$2.26	$2.46	$2.66		$2.93	$3.13	$3.33

Note (1) Additional Information:

GAAP Gross Profit is expected to include Purchase Price Accounting (“PPA”) effects, $(10) million; Share-based Compensation, $(15) million; Other Incidentals, $(10) million;
GAAP Operating Income (loss) is expected to include PPA effects, $(39) million; Share-based Compensation, $(118) million; Restructuring and Other Incidentals, $(27) million;
GAAP Financial Income (expense) is expected to include Other financial expense $(10) million;
GAAP Non-Controlling Interest (NCI) and Other is expected to include results relating to non-foundry equity-accounted investees $(3) million;
GAAP diluted EPS is expected to include the adjustments noted above for PPA effects, Share-based Compensation, Restructuring and Other Incidentals in GAAP Operating Income (loss), the adjustment for Other financial expense, the adjustment for Non-controlling interest & Other and the adjustment on Tax due to the earlier mentioned adjustments.

NXP has based the guidance included in this release on judgments and estimates that management believes are reasonable given its assessment of historical trends and other information reasonably available as of the date of this release. Please note, the guidance included in this release consists of predictions only, and is subject to a wide range of known and unknown risks and uncertainties, many of which are beyond NXP’s control. The guidance included in this release should not be regarded as representations by NXP that the estimated results will be achieved. Actual results may vary materially from the guidance we provide today. In relation to the use of non-GAAP financial information see the note regarding “Non-GAAP Financial Measures” below. For the factors, risks, and uncertainties to which judgments, estimates and forward-looking statements generally are subject see the note regarding “Forward-looking Statements.” We undertake no obligation to publicly update or revise any forward-looking statements, including the guidance set forth herein, to reflect future events or circumstances.

Non-GAAP Financial Measures

In managing NXP’s business on a consolidated basis, management develops an annual operating plan, which is approved by our Board of Directors, using non-GAAP financial measures, that are not in accordance with, nor an alternative to, U.S. generally accepted accounting principles (“GAAP”). In measuring performance against this plan, management considers the actual or potential impacts on these non-GAAP financial measures from actions taken to reduce costs with the goal of increasing our gross margin and operating margin and when assessing appropriate levels of research and development efforts. In addition, management relies upon these non-GAAP financial measures when making decisions about product spending, administrative budgets, and other operating expenses. We believe that these non-GAAP financial measures, when coupled with the GAAP results and the reconciliations to corresponding GAAP financial measures, provide a more complete understanding of the Company’s results of operations and the factors and trends affecting NXP’s business. We believe that they enable investors to perform additional comparisons of our operating results, to assess our liquidity and capital position and to analyze financial performance excluding the effect of expenses unrelated to core operating performance, certain non-cash expenses and share-based compensation expense, which may obscure trends in NXP’s underlying performance. This information also enables investors to compare financial results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management.

These non-GAAP financial measures are provided in addition to, and not as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. The presentation of these and other similar items in NXP’s non-GAAP financial results should not be interpreted as implying that these items are non-recurring, infrequent, or unusual. Reconciliations of these non-GAAP measures to the most comparable measures calculated in accordance with GAAP are provided in the financial statements portion of this release in a schedule entitled “Financial Reconciliation of GAAP to non-GAAP Results (unaudited).” Please refer to the NXP Historic Financial Model file found on the Financial Information page of the Investor Relations section of our website at https://investors.nxp.com for additional information related to our rationale for using these non-GAAP financial measures, as well as the impact of these measures on the presentation of NXP’s operations.

In addition to providing financial information on a basis consistent with GAAP, NXP also provides the following selected financial measures on a non-GAAP basis: (i) Gross profit, (ii) Gross margin, (iii) Research and development, (iv) Selling, general and administrative, (v) Amortization of acquisition-related intangible assets, (vi) Other income, (vii) Operating income (loss), (viii) Operating margin, (ix) Financial Income (expense), (x) Income tax benefit (provision), (xi) Results relating to non-foundry equity-accounted investees, (xii) Net income (loss) attributable to stockholders, (xiii) Earnings per Share – Diluted, (xiv) EBITDA, adjusted EBITDA and trailing 12 month adjusted EBITDA, and (xv) free cash flow, trailing 12 month free cash flow and trailing 12 month free cash flow as a percent of Revenue. The non-GAAP information excludes, where applicable, the amortization of acquisition related intangible assets, the purchase accounting effect on inventory and property, plant and equipment, merger related costs (including integration costs), certain items related to divestitures, share-based compensation expense, restructuring and asset impairment charges, extinguishment of debt, foreign exchange gains and losses, income tax effect on adjustments described above and results from non-foundry equity-accounted investments.

The difference in the benefit (provision) for income taxes between our GAAP and non-GAAP results relates to the income tax effects of the GAAP to non-GAAP adjustments that we make and the income tax effect of any discrete items that occur in the interim period. Discrete items primarily relate to unexpected tax events that may occur as these amounts cannot be forecasted (e.g., the impact of changes in tax law and/or rates, changes in estimates or resolved tax audits relating to prior year tax provisions, the excess or deficit tax effects on share-based compensation, etc.).

Conference Call and Webcast Information

The company will host a conference call with the financial community on Tuesday, November 5, 2024 at 8:00 a.m. U.S. Eastern Standard Time (EST) to review the third quarter 2024 results in detail.

Interested parties may preregister to obtain a user-specific access code for the call here.

The call will be webcast and can be accessed from the NXP Investor Relations website at www.nxp.com. A replay of the call will be available on the NXP Investor Relations website within 24 hours of the actual call.

About NXP Semiconductors

NXP Semiconductors N.V. (NASDAQ: NXPI) is the trusted partner for innovative solutions in the automotive, industrial & IoT, mobile, and communications infrastructure markets. NXP’s “Brighter Together” approach combines leading-edge technology with pioneering people to develop system solutions that make the connected world better, safer, and more secure. The company has operations in more than 30 countries and posted revenue of $13.28 billion in 2023. Find out more at www.nxp.com.

Forward-looking Statements

This document includes forward-looking statements which include statements regarding NXP’s business strategy, financial condition, results of operations, market data, as well as any other statements which are not historical facts. By their nature, forward-looking statements are subject to numerous factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those projected. These factors, risks and uncertainties include the following: market demand and semiconductor industry conditions; our ability to successfully introduce new technologies and products; the demand for the goods into which NXP’s products are incorporated; trade disputes between the U.S. and China, potential increase of barriers to international trade and resulting disruptions to NXP’s established supply chains; the impact of government actions and regulations, including restrictions on the export of US-regulated products and technology; increasing and evolving cybersecurity threats and privacy risks, including theft of sensitive or confidential data; the ability to generate sufficient cash, raise sufficient capital or refinance corporate debt at or before maturity to meet both NXP’s debt service and research and development and capital investment requirements; our ability to accurately estimate demand and match our production capacity accordingly or obtain supplies from third-party producers to meet demand; our access to production capacity from third-party outsourcing partners, and any events that might affect their business or NXP’s relationship with them; our ability to secure adequate and timely supply of equipment and materials from suppliers; our ability to avoid operational problems and product defects and, if such issues were to arise, to correct them quickly; our ability to form strategic partnerships and joint ventures and to successfully cooperate with our alliance partners; our ability to win competitive bid selection processes; our ability to develop products for use in customers’ equipment and products; the ability to successfully hire and retain key management and senior product engineers; global hostilities, including the invasion of Ukraine by Russia and resulting regional instability, sanctions and any other retaliatory measures taken against Russia and the continued hostilities and the armed conflict in the Middle East, which could adversely impact the global supply chain, disrupt our operations or negatively impact the demand for our products in our primary end markets; the ability to maintain good relationships with NXP’s suppliers; and a change in tax laws could have an effect on our estimated effective tax rate. In addition, this document contains information concerning the semiconductor industry, our end markets and business generally, which is forward-looking in nature and is based on a variety of assumptions regarding the ways in which the semiconductor industry, our end markets and business will develop. NXP has based these assumptions on information currently available, if any one or more of these assumptions turn out to be incorrect, actual results may differ from those predicted. While NXP does not know what impact any such differences may have on its business, if there are such differences, its future results of operations and its financial condition could be materially adversely affected. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak to results only as of the date the statements were made. Except for any ongoing obligation to disclose material information as required by the United States federal securities laws, NXP does not have any intention or obligation to publicly update or revise any forward-looking statements after we distribute this document, whether to reflect any future events or circumstances or otherwise. For a discussion of potential risks and uncertainties, please refer to the risk factors listed in our SEC filings. Copies of our SEC filings are available on our Investor Relations website, www.nxp.com/investor or from the SEC website, www.sec.gov.

For further information, please contact:

Investors:	Media:
Jeff Palmer	Paige Iven
jeff.palmer@nxp.com	paige.iven@nxp.com
+1 408 205 0687	+1 817 975 0602

NXP-CORP

NXP Semiconductors
Table 1: Condensed consolidated statement of operations (unaudited)

($ in millions except share data)	Three months ended
	September 29, 2024			June 30, 2024			October 1, 2023

Revenue	$	3,250		$	3,127		$	3,434
Cost of revenue		(1,384	)		(1,335	)		(1,469	)
Gross profit		1,866			1,792			1,965
Research and development		(577	)		(594	)		(601	)
Selling, general and administrative		(265	)		(270	)		(294	)
Amortization of acquisition-related intangible assets		(29	)		(28	)		(71	)
Total operating expenses		(871	)		(892	)		(966	)
Other income (expense)		(5	)		(4	)		(7	)
Operating income (loss)		990			896			992
Financial income (expense):
Extinguishment of debt		—			—			—
Other financial income (expense)		(82	)		(75	)		(75	)
Income (loss) before income taxes		908			821			917
Benefit (provision) for income taxes		(173	)		(154	)		(123	)
Results relating to equity-accounted investees		(6	)		(3	)		(2	)
Net income (loss)		729			664			792
Less: Net income (loss) attributable to non-controlling interests		11			6			5
Net income (loss) attributable to stockholders		718			658			787

Earnings per share data:
Net income (loss) per common share attributable to stockholders in $
Basic	$	2.82		$	2.58		$	3.06
Diluted	$	2.79		$	2.54		$	3.01

Weighted average number of shares of common stock outstanding during the period (in thousands):
Basic		254,458			255,478			257,488
Diluted		257,717			258,732			261,095

NXP Semiconductors
Table 2: Condensed consolidated balance sheet (unaudited)

($ in millions)	As of
	September 29, 2024		June 30, 2024		October 1, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	2,748	$	2,859	$	4,042
Short-term deposits		400		400		—
Accounts receivable, net		1,070		927		939
Inventories, net		2,234		2,148		2,140
Other current assets		574		546		495
Total current assets		7,026		6,880		7,616

Non-current assets:
Other non-current assets		2,641		2,290		2,236
Property, plant and equipment, net		3,309		3,289		3,197
Identified intangible assets, net		735		796		1,010
Goodwill		9,958		9,941		9,937
Total non-current assets		16,643		16,316		16,380

Total assets		23,669		23,196		23,996

LIABILITIES AND EQUITY
Current liabilities:
Accounts payable		899		929		959
Restructuring liabilities-current		52		62		16
Other current liabilities		1,542		1,622		1,990
Short-term debt		499		499		999
Total current liabilities		2,992		3,112		3,964

Non-current liabilities:
Long-term debt		9,683		9,681		10,173
Restructuring liabilities		4		7		3
Deferred tax liabilities		57		48		44
Other non-current liabilities		1,189		1,003		1,014
Total non-current liabilities		10,933		10,739		11,234

Non-controlling interests		338		327		310
Stockholders’ equity		9,406		9,018		8,488
Total equity		9,744		9,345		8,798

Total liabilities and equity		23,669		23,196		23,996

NXP Semiconductors
Table 3: Condensed consolidated statement of cash flows (unaudited)

($ in millions)	Three months ended
	September 29, 2024			June 30, 2024			October 1, 2023
Cash flows from operating activities:
Net income (loss)	$	729		$	664		$	792
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization		218			213			273
Share-based compensation		115			114			103
Amortization of discount (premium) on debt, net		—			1			1
Amortization of debt issuance costs		2			1			2
Results relating to equity-accounted investees		6			3			2
(Gain) loss on equity securities, net		7			3			4
Deferred tax expense (benefit)		(40	)		(23	)		(33	)
Changes in operating assets and liabilities:
(Increase) decrease in receivables and other current assets		(167	)		10			40
(Increase) decrease in inventories		(86	)		(46	)		(34	)
Increase (decrease) in accounts payable and other liabilities		118			(220	)		(128	)
(Increase) decrease in other non-current assets		(134	)		40			(49	)
Exchange differences		7			5			5
Other items		4			(4	)		10
Net cash provided by (used for) operating activities		779			761			988
Cash flows from investing activities:
Purchase of identified intangible assets		(26	)		(55	)		(42	)
Capital expenditures on property, plant and equipment		(186	)		(185	)		(200	)
Proceeds from the disposals of property, plant and equipment		—			1			—
Purchase of investments		(159	)		—			(31	)
Net cash provided by (used for) investing activities		(371	)		(239	)		(273	)
Cash flows from financing activities:
Dividends paid to common stockholders		(259	)		(260	)		(262	)
Proceeds from issuance of common stock through stock plans		39			3			36
Purchase of treasury shares and restricted stock unit withholdings		(305	)		(310	)		(306	)
Other, net		(1	)		—			(1	)
Net cash provided by (used for) financing activities		(526	)		(567	)		(533	)
Effect of changes in exchange rates on cash positions		7			(4	)		(3	)
Increase (decrease) in cash and cash equivalents		(111	)		(49	)		179
Cash and cash equivalents at beginning of period		2,859			2,908			3,863
Cash and cash equivalents at end of period		2,748			2,859			4,042

Net cash paid during the period for:
Interest		27			86			38
Income taxes, net of refunds		196			193			165
Net gain (loss) on sale of assets:
Cash proceeds from the sale of assets		—			1			—
Book value of these assets		—			(1	)		—
Non-cash investing activities:
Non-cash capital expenditures		125			166			167

NXP Semiconductors
Table 4: Financial Reconciliation of GAAP to non-GAAP Results (unaudited)

($ in millions except share data)	Three months ended
	September 29, 2024			June 30, 2024			October 1, 2023
GAAP Gross Profit	$	1,866		$	1,792		$	1,965
PPA Effects		(12	)		(12	)		(13	)
Restructuring		—			(4	)		—
Share-based compensation		(14	)		(15	)		(14	)
Other incidentals		—			(10	)		(18	)
Non-GAAP Gross Profit	$	1,892		$	1,833		$	2,010
GAAP Gross margin		57.4	%		57.3	%		57.2	%
Non-GAAP Gross margin		58.2	%		58.6	%		58.5	%
GAAP Research and development	$	(577	)	$	(594	)	$	(601	)
Restructuring		—			(4	)		4
Share-based compensation		(58	)		(58	)		(53	)
Other incidentals		—			—			(2	)
Non-GAAP Research and development	$	(519	)	$	(532	)	$	(550	)
GAAP Selling, general and administrative	$	(265	)	$	(270	)	$	(294	)
PPA effects		(1	)		(1	)		(1	)
Restructuring		—			2			—
Share-based compensation		(43	)		(41	)		(36	)
Other incidentals		(2	)		(2	)		(4	)
Non-GAAP Selling, general and administrative	$	(219	)	$	(228	)	$	(253	)
GAAP Operating income (loss)	$	990		$	896		$	992
PPA effects		(42	)		(41	)		(85	)
Restructuring		—			(6	)		4
Share-based compensation		(115	)		(114	)		(103	)
Other incidentals		(6	)		(14	)		(27	)
Non-GAAP Operating income (loss)	$	1,153		$	1,071		$	1,203
GAAP Operating margin		30.5	%		28.7	%		28.9	%
Non-GAAP Operating margin		35.5	%		34.3	%		35.0	%
GAAP Income tax benefit (provision)	$	(173	)	$	(154	)	$	(123	)
Income tax effect		9			15			45
Non-GAAP Income tax benefit (provision)	$	(182	)	$	(169	)	$	(168	)
GAAP Net income (loss) attributable to stockholders	$	718		$	658		$	787
PPA Effects		(42	)		(41	)		(85	)
Restructuring		—			(6	)		4
Share-based compensation		(115	)		(114	)		(103	)
Other incidentals		(6	)		(14	)		(27	)
Other adjustments:
Adjustments to financial income (expense)		(12	)		(8	)		(10	)
Income tax effect		9			15			45
Results relating to equity-accounted investees, excluding Foundry investees¹		(6	)		(3	)		(2	)
Non-GAAP Net income (loss) attributable to stockholders	$	890		$	829		$	965


Additional Information:
Refer to Table 7 below for further information regarding the results relating to equity-accounted investees.

GAAP net income (loss) per common share attributable to stockholders – diluted	$	2.79		$	2.54		$	3.01
PPA Effects		(0.16	)		(0.16	)		(0.33	)
Restructuring		—			(0.02	)		0.01
Share-based compensation		(0.45	)		(0.44	)		(0.40	)
Other incidentals		(0.02	)		(0.06	)		(0.10	)
Other adjustments:
Adjustments to financial income (expense)		(0.05	)		(0.03	)		(0.03	)
Income tax effect		0.04			0.06			0.17
Results relating to equity-accounted investees, excluding Foundry investees¹		(0.02	)		(0.01	)		(0.01	)
Non-GAAP net income (loss) per common share attributable to stockholders – diluted	$	3.45		$	3.20		$	3.70


Additional Information:
Refer to Table 7 below for further information regarding the results relating to equity-accounted investees.

NXP Semiconductors
Table 5: Financial Reconciliation of GAAP to non-GAAP Financial income (expense) (unaudited)

($ in millions)	Three months ended
	September 29, 2024			June 30, 2024			October 1, 2023
GAAP Financial income (expense)	$	(82	)	$	(75	)	$	(75	)
Foreign exchange loss		(3	)		(2	)		(3	)
Other financial expense		(9	)		(6	)		(7	)
Non-GAAP Financial income (expense)	$	(70	)	$	(67	)	$	(65	)

NXP Semiconductors
Table 6: Financial Reconciliation of GAAP to non-GAAP Other income (expense) (unaudited)

($ in millions)	Three months ended
	September 29, 2024			June 30, 2024			October 1, 2023
GAAP Other income (expense)	$	(5	)	$	(4	)	$	(7	)
Other incidentals		(4	)		(2	)		(3	)
Non-GAAP Other income (expense)	$	(1	)	$	(2	)	$	(4	)

NXP Semiconductors
Table 7: Financial Reconciliation of GAAP to non-GAAP Results relating to equity-accounted investees (unaudited)

($ in millions)	Three months ended
	September 29, 2024			June 30, 2024			October 1, 2023
GAAP Results relating to equity-accounted investees	$	(6	)	$	(3	)	$	(2	)
Results of equity-accounted investees, excluding Foundry investees¹		(6	)		(3	)		(2	)
Non-GAAP Results relating to equity-accounted investees	$	—		$	—		$	—

Additional Information:
We adjust our results relating to equity-accounted investees for those results from investments over which NXP has significant influence, but not control, and whose business activities are not related to the core operating performance of NXP. Our equity-investments in foundry partners are part of our long-term core operating performance and accordingly those results comprise the Non-GAAP Results relating to equity-accounted investees.

NXP Semiconductors
Table 8: Adjusted EBITDA and Free Cash Flow (unaudited)

($ in millions)	Three months ended
	September 29, 2024			June 30, 2024			October 1, 2023
GAAP Net income (loss)	$	729		$	664		$	792
Reconciling items to EBITDA (Non-GAAP)
Financial (income) expense		82			75			75
(Benefit) provision for income taxes		173			154			123
Depreciation		149			146			163
Amortization		69			67			110
EBITDA (Non-GAAP)	$	1,202		$	1,106		$	1,263
Reconciling items to adjusted EBITDA (Non-GAAP)
Results of equity-accounted investees, excluding Foundry investees¹		6			3			2
Restructuring		—			6			(4	)
Share-based compensation		115			114			103
Other incidental items		6			14			27
Adjusted EBITDA (Non-GAAP)	$	1,329		$	1,243		$	1,391
Trailing twelve month adjusted EBITDA (Non-GAAP)		5,235			5,297			5,384


Additional Information:
Refer to Table 7 above for further information regarding the results relating to equity-accounted investees.


($ in millions)	Three months ended
	September 29, 2024			June 30, 2024			October 1, 2023
Net cash provided by (used for) operating activities	$	779		$	761		$	988
Net capital expenditures on property, plant and equipment		(186	)		(184	)		(200	)
Non-GAAP free cash flow	$	593		$	577		$	788
Trailing twelve month non-GAAP free cash flow	$	2,759		$	2,954		$	2,568
Trailing twelve month non-GAAP free cash flow as percent of Revenue		21	%		23	%		20	%

The MIL Network –

January 26, 2025

MIL-OSI: Greenlight Re Announces Third Quarter 2024 Financial Results

Source: GlobeNewswire (MIL-OSI)

GRAND CAYMAN, Cayman Islands, Nov. 04, 2024 (GLOBE NEWSWIRE) — Greenlight Capital Re, Ltd. (NASDAQ: GLRE) (“Greenlight Re” or the “Company”) today reported its financial results for the third quarter ended September 30, 2024.

Third Quarter 2024 Highlights (all comparisons are to third quarter 2023 unless noted otherwise):

Gross premiums written of $168.3 million compared to $183.1 million;
Net premiums earned of $151.9 million, compared to $163.1 million;
Net underwriting income of $6.1 million, compared to $14.4 million;
Total investment income of $28.1 million, compared to $5.1 million;
Net income of $35.2 million, or $1.01 per diluted ordinary share, compared to $13.5 million, or $0.39 per diluted ordinary share;
Combined ratio of 95.9%, compared to 91.2%; and
Fully diluted book value per share increased $1.07, or 6.1%, to $18.72, from $17.65 at June 30, 2024.

Greg Richardson, Chief Executive Officer of Greenlight Re, stated, “Our third quarter results demonstrated Greenlight Re’s disciplined and resilient underwriting approach, achieving profitable performance for the eighth consecutive quarter. Alongside strong investment returns, Greenlight Re recorded a notably strong quarter.”

David Einhorn, Chairman of the Board of Directors, said, “Solasglas generated a net return of 5.2% in the third quarter, while maintaining a conservative exposure to equity markets. Despite significant natural catastrophe events during the quarter, Greenlight Re performed well, with positive performance on both our underwriting and investment activities.”

Third Quarter 2024 Results

Gross premiums written in the third quarter of 2024 were $168.3 million, compared to $183.1 million in the third quarter of 2023. The $14.7 million decrease, or 8.0%, was primarily due to a personal property contract and a Lloyd’s casualty contract that the Company non-renewed during 2024, and was partially offset by growth in the specialty business. Similarly, earned premiums decreased by $11.2 million, or 6.9%, to $151.9 million.

The Company recognized net underwriting income of $6.1 million in the third quarter of 2024, compared to net underwriting income of $14.4 million during the equivalent period in 2023. The combined ratio for the third quarter of 2024 was 95.9%, compared to 91.2% for the equivalent period in 2023. Catastrophe losses, including Hurricane Helene, Central European floods and US severe convective storms, added 9.3% to the combined ratio during the third quarter of 2024.

The Company’s total investment income during the third quarter of 2024 was $28.1 million. The Company’s investment in the Solasglas fund, managed by DME Advisors, returned 5.2%, representing net income of $19.8 million. The Company reported $8.2 million of other investment income, primarily from interest earned on its restricted cash and cash equivalents.

The net income of $35.2 million contributed to the 6.1% increase in fully diluted book value per share for the quarter, which increased to $18.72 per share at September 30, 2024 from $17.65 at June 30, 2024.

During the third quarter of 2024, the Company repurchased 547,402 ordinary shares for $7.5 million under its share repurchase plan.

The following table summarizes the components of the Company’s combined ratio.

	Third Quarter
Underwriting ratios	2024		2023
Loss ratio – current year	65.0	%	61.4	%
Loss ratio – prior year	(3.7)%		(2.0)%
Loss ratio	61.3	%	59.4	%
Acquisition cost ratio	30.4	%	28.8	%
Composite ratio	91.7	%	88.2	%
Underwriting expense ratio	4.2	%	3.0	%
Combined ratio	95.9	%	91.2	%

Greenlight Capital Re, Ltd. Third Quarter 2024 Earnings Call

Greenlight Re will host a live conference call to discuss its financial results on Tuesday, November 5, 2024, at 9:00 a.m. Eastern Time. Dial-in details:

U.S. toll free 1-877-407-9753
International 1-201-493-6739

The conference call can also be accessed via webcast at:

https://event.webcasts.com/starthere.jsp?ei=1692074&tp_key=a944f284f8

A telephone replay will be available following the call through November 11, 2024. The replay of the call may be accessed by dialing 1-877-660-6853 (U.S. toll free) or 1-201-612-7415 (international), access code 13749374. An audio file of the call will also be available on the Company’s website, www.greenlightre.com.

2024 Investor Day

As previously announced, the Company will host its 2024 Investor Day in New York City on Tuesday, November 19, 2024, at 12:00 noon Eastern Time. The event will include a luncheon, detailed presentation from members of the executive management team, and opportunities for live interaction during the Q&A segment.

Attendees must register in advance. To register, please contact Karin Daly, Greenlight Capital Re’s investor relations representative at IR@greenlightre.ky.

The 2024 Investor Day will be held exclusively in-person. An archived webcast will become available on the Company’s website following the event.

Non-GAAP Financial Measures
In presenting the Company’s results, management has included financial measures that are not calculated under standards or rules that comprise accounting principles generally accepted in the United States (GAAP). Such measures, including fully diluted book value per share and net underwriting income (loss), are referred to as non-GAAP measures. These non-GAAP measures may be defined or calculated differently by other companies. Management believes these measures allow for a more thorough understanding of the underlying business. These non-GAAP measures may not be comparable to similarly titled measures reported by other companies and should be used to monitor our results and should be considered in addition to, and not viewed as a substitute for those measures determined in accordance with GAAP. Reconciliations of such measures to the most comparable GAAP figures are included in the attached financial information in accordance with Regulation G.

Forward-Looking Statements
This news release contains forward-looking statements concerning Greenlight Capital Re, Ltd. and/or its subsidiaries (the “Company”) within the meaning of the U.S. federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the U.S. federal securities laws. These statements involve risks and uncertainties that could cause actual results to differ materially from those contained in forward-looking statements made on the Company’s behalf. These risks and uncertainties include a downgrade or withdrawal of our A.M. Best ratings; any suspension or revocation of any of our licenses; losses from catastrophes; the loss of significant brokers; the performance of Solasglas Investments, LP; the carry values of our investments made under our Greenlight Re Innovations pillar may differ significantly from those that would be used if we carried these investments at fair value; and other factors described in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 5, 2024, as those factors may be updated from time to time in our periodic and other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. The Company undertakes no obligation to publicly update or revise any forward-looking statements, which speak only as to the date of this release, whether as a result of new information, future events, or otherwise, except as provided by law.

About Greenlight Capital Re, Ltd.
Greenlight Re (www.greenlightre.com) provides multiline property and casualty insurance and reinsurance through its licensed and regulated reinsurance entities in the Cayman Islands and Ireland, and its Lloyd’s platform, Greenlight Innovation Syndicate 3456. The Company complements its underwriting activities with a non-traditional investment approach designed to achieve higher rates of return over the long term than reinsurance companies that exclusively employ more traditional investment strategies. The Company’s innovations unit, Greenlight Re Innovations, supports technology innovators in the (re)insurance space by providing investment capital, risk capacity, and access to a broad insurance network.

Investor Relations Contact
Karin Daly
Vice President, The Equity Group Inc.
(212) 836-9623
IR@greenlightre.ky

GREENLIGHT CAPITAL RE, LTD. CONDENSED CONSOLIDATED BALANCE SHEETS (expressed in thousands of U.S. dollars, except per share and share amounts)
	September 30, 2024		December 31, 2023
	(UNAUDITED)
Assets
Investments
Investment in related party investment fund, at fair value	$	397,888	$	258,890
Other investments		73,559		73,293
Total investments		471,447		332,183
Cash and cash equivalents		54,642		51,082
Restricted cash and cash equivalents		567,091		604,648
Reinsurance balances receivable (net of allowance for expected credit losses)		718,719		619,401
Loss and loss adjustment expenses recoverable (net of allowance for expected credit losses)		65,947		25,687
Deferred acquisition costs		82,206		79,956
Unearned premiums ceded		35,270		17,261
Other assets		6,364		5,089
Total assets	$	2,001,686	$	1,735,307
Liabilities and equity
Liabilities
Loss and loss adjustment expense reserves	$	811,152	$	661,554
Unearned premium reserves		347,103		306,310
Reinsurance balances payable		88,152		68,983
Funds withheld		20,788		17,289
Other liabilities		8,491		11,795
Debt		62,582		73,281
Total liabilities		1,338,268		1,139,212
Shareholders’ equity
Ordinary share capital (par value $0.10; issued and outstanding, 34,832,493) (2023: par value $0.10; issued and outstanding, 35,336,732)	$	3,483	$	3,534
Additional paid-in capital		481,672		484,532
Retained earnings		178,263		108,029
Total shareholders’ equity		663,418		596,095
Total liabilities and equity	$	2,001,686	$	1,735,307

GREENLIGHT CAPITAL RE, LTD. CONDENSED CONSOLIDATED RESULTS OF OPERATIONS (UNAUDITED) (expressed in thousands of U.S. dollars, except percentages and per share amounts)
	Three months ended September 30						Nine months ended September 30
		2024			2023			2024			2023
Underwriting revenue
Gross premiums written	$	168,346		$	183,074		$	554,579		$	524,472
Gross premiums ceded		(26,598	)		(14,789	)		(64,611	)		(35,740	)
Net premiums written		141,748			168,285			489,968			488,732
Change in net unearned premium reserves		10,136			(5,175	)		(18,150	)		(43,030	)
Net premiums earned	$	151,884		$	163,110		$	471,818		$	445,702
Underwriting related expenses
Net loss and loss adjustment expenses incurred:
Current year	$	98,820		$	100,143		$	305,467		$	273,570
Prior year		(5,654	)		(3,300	)		(943	)		10,502
Net loss and loss adjustment expenses incurred		93,165			96,843			304,524			284,072
Acquisition costs		46,162			46,933			138,226			126,702
Underwriting expenses		6,073			4,639			18,223			14,046
Deposit interest expense (income), net		377			278			1,020			645
Net underwriting income ⁽¹⁾	$	6,107		$	14,417		$	9,825		$	20,237

Income (loss) from investment in Solasglas	$	19,844		$	(1,853	)	$	42,422		$	27,791
Net investment income		8,244			6,958			24,611			24,705
Total investment income	$	28,088		$	5,105		$	67,033		$	52,496

Corporate expenses	$	4,253		$	3,266		$	13,334		$	13,820
Foreign exchange losses (gains)		(5,826	)		1,999			(3,245	)		(7,661	)
Other income, net		(2,210	)		(706	)		(9,969	)		(5,738	)
Interest expense		2,018			1,457			4,827			2,977
Income tax expense		723			29			1,677			111
Net income	$	35,237		$	13,477		$	70,234		$	69,224

Earnings per share
Basic	$	1.03		$	0.40		$	2.05		$	2.03
Diluted	$	1.01		$	0.39		$	2.02		$	1.99

Underwriting ratios:
Loss ratio – current year		65.0	%		61.4	%		64.7	%		61.4	%
Loss ratio – prior year	(3.7)%			(2.0)%			(0.2)%				2.4	%
Loss ratio		61.3	%		59.4	%		64.5	%		63.8	%
Acquisition cost ratio		30.4	%		28.8	%		29.3	%		28.4	%
Composite ratio		91.7	%		88.2	%		93.8	%		92.2	%
Underwriting expense ratio		4.2	%		3.0	%		4.1	%		3.3	%
Combined ratio		95.9	%		91.2	%		97.9	%		95.5	%

¹ Net underwriting income is a non-GAAP financial measure. See “ Key Financial Measures and Non-GAAP Measures” below for discussion and reconciliation of non-GAAP financial measures.

The following tables present the Company’s net premiums earned and underwriting ratios by line of business:

	Three months ended September 30								Three months ended September 30
	2024								2023
	Property		Casualty		Other		Total		Property		Casualty		Other		Total
	($ in thousands except percentage)
Net premiums earned	$19,134		$83,079		$49,671		$151,884		$24,362		$93,514		$45,234		$163,110
Underwriting ratios:
Loss ratio	112.4	%	52.7	%	56.1	%	61.3	%	54.1	%	67.4	%	45.6	%	59.4	%
Acquisition cost ratio	19.9		34.0		28.4		30.4		17.7		31.9		28.2		28.8
Composite ratio	132.3	%	86.7	%	84.5	%	91.7	%	71.8	%	99.3	%	73.8	%	88.2	%
Underwriting expense ratio							4.2								3.0
Combined ratio							95.9	%							91.2	%

	Nine months ended September 30									Nine months ended September 30
	2024									2023
	Property		Casualty		Other			Total		Property		Casualty		Other		Total
	($ in thousands except percentage)
Net premiums earned	$60,610		$263,872		$147,336			$471,818		$63,854		$259,075		$122,773		$445,702
Underwriting ratios:
Loss ratio	90.1	%	61.5	%		59.4	%	64.5	%	81.6	%	67.0	%	47.5	%	63.8	%
Acquisition cost ratio	17.1		32.6			28.3		29.3		18.5		31.0		28.2		28.4
Composite ratio	107.2	%	94.1	%		87.7	%	93.8	%	100.1	%	98.0	%	75.7	%	92.2	%
Underwriting expense ratio								4.1								3.3
Combined ratio								97.9	%							95.5	%

GREENLIGHT CAPITAL RE, LTD.
KEY FINANCIAL MEASURES AND NON-GAAP MEASURES

Management uses certain key financial measures, some of which are not prescribed under U.S. GAAP rules and standards (“non-GAAP financial measures”), to evaluate our financial performance, financial position, and the change in shareholder value. Generally, a non-GAAP financial measure, as defined in SEC Regulation G, is a numerical measure of a company’s historical or future financial performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented under U.S. GAAP. We believe that these measures, which may be calculated or defined differently by other companies, provide consistent and comparable metrics of our business performance to help shareholders understand performance trends and facilitate a more thorough understanding of the Company’s business. Non-GAAP financial measures should not be viewed as substitutes for those determined under U.S. GAAP.

The key non-GAAP financial measures used in this news release are:

Fully diluted book value per share; and
Net underwriting income (loss).

These non-GAAP financial measures are described below.

Fully Diluted Book Value Per Share

Our primary financial goal is to increase fully diluted book value per share over the long term. We use fully diluted book value as a financial measure in our incentive compensation plan.

We believe that long-term growth in fully diluted book value per share is the most relevant measure of our financial performance because it provides management and investors a yardstick to monitor the shareholder value generated. Fully diluted book value per share may also help our investors, shareholders, and other interested parties form a basis of comparison with other companies within the property and casualty reinsurance industry. Fully diluted book value per share should not be viewed as a substitute for the most comparable U.S. GAAP measure, which in our view is the basic book value per share.

We calculate basic book value per share as (a) ending shareholders’ equity, divided by (b) the total ordinary shares issued and outstanding, as reported in the consolidated financial statements. Fully diluted book value per share represents basic book value per share combined with any dilutive impact of in-the-money stock options (assuming net exercise) and all outstanding restricted stock units “RSUs”. We believe these adjustments better reflect the ultimate dilution to our shareholders.

The following table presents a reconciliation of the fully diluted book value per share to basic book value per share (the most directly comparable U.S. GAAP financial measure):

	September 30, 2024		June 30, 2024		March 31, 2024		December 31, 2023		September 30, 2023
Numerator for basic and fully diluted book value per share:
Total equity as reported under U.S. GAAP	$	663,418	$	634,020	$	624,458	$	596,095	$	575,865
Denominator for basic and fully diluted book value per share:
Ordinary shares issued and outstanding as reported and denominator for basic book value per share		34,832,493		35,321,144		35,321,144		35,336,732		35,337,407
Add: In-the-money stock options ⁽¹⁾ and all outstanding RSUs		602,013		594,612		585,334		264,870		312,409
Denominator for fully diluted book value per share		35,434,506		35,915,756		35,906,478		35,601,602		35,649,816

Basic book value per share	$	19.05	$	17.95	$	17.68	$	16.87	$	16.30
Fully diluted book value per share	$	18.72	$	17.65	$	17.39	$	16.74	$	16.15

⁽¹⁾ Assuming net exercise by the grantee.

Net Underwriting Income (Loss)

One way that we evaluate the Company’s underwriting performance is by measuring net underwriting income (loss). We do not use premiums written as a measure of performance. Net underwriting income (loss) is a performance measure used by management to evaluate the fundamentals underlying the Company’s underwriting operations. We believe that the use of net underwriting income (loss) enables investors and other users of the Company’s financial information to analyze our performance in a manner similar to how management analyzes performance. Management also believes this measure follows industry practice and allows the users of financial information to compare the Company’s performance with that of our industry peer group.

Net underwriting income (loss) is considered a non-GAAP financial measure because it excludes items used to calculate net income before taxes under U.S. GAAP. We calculate net underwriting income (loss) as net premiums earned less net loss and loss adjustment expenses, acquisition costs, underwriting expenses (including related G&A expenses), and deposit interest expense, plus deposit interest income. The measure excludes, on a recurring basis: (1) investment income (loss); (2) other income (expense) not related to underwriting, including foreign exchange gains or losses, and Lloyd’s interest income and expense; (3) corporate G&A expenses; and (4) interest expense. We exclude total investment income or loss, foreign exchange gains or losses, and Lloyd’s interest income or expense as we believe these items are influenced by market conditions and other factors unrelated to underwriting decisions. Additionally, we exclude corporate G&A and interest expenses because these costs are generally fixed and not incremental to or directly related to our underwriting operations. We believe all of these amounts are largely independent of our underwriting process, and including them could hinder the analysis of trends in our underwriting operations. Net underwriting income (loss) should not be viewed as a substitute for U.S. GAAP net income before income taxes.

The reconciliations of net underwriting income to income before income taxes (the most directly comparable U.S. GAAP financial measure) on a consolidated basis are shown below:

	Three months ended September 30						Nine months ended September 30
		2024			2023			2024			2023
	($ in thousands)
Income before income tax	$	35,960		$	13,506		$	71,911		$	69,335
Add (subtract):
Total investment income		(28,088	)		(5,105	)		(67,033	)		(52,496	)
Foreign exchange losses (gains)		(5,826	)		1,999			(3,245	)		(7,661	)
Other non-underwriting income		(2,210	)		(706	)		(9,969	)		(5,738	)
Corporate expenses		4,253			3,266			13,334			13,820
Interest expense		2,018			1,457			4,827			2,977
Net underwriting income	$	6,107		$	14,417		$	9,825		$	20,237

The MIL Network –

January 26, 2025

MIL-OSI: Par Pacific Holdings Reports Third Quarter 2024 Results

Source: GlobeNewswire (MIL-OSI)

HOUSTON, Nov. 04, 2024 (GLOBE NEWSWIRE) — Par Pacific Holdings, Inc. (NYSE: PARR) (“Par Pacific” or the “Company”) today reported its financial results for the quarter ended September 30, 2024.

Net Income of $7.5 million, or $0.13 per diluted share
Adjusted Net Loss of $(5.5) million, or $(0.10) per diluted share
Adjusted EBITDA of $51.4 million
Record logistics financial results driven by record refining throughput
Liquidity increased by $112.1 million while repurchasing $21.9 million of common stock

Par Pacific reported net income of $7.5 million, or $0.13 per diluted share, for the quarter ended September 30, 2024, compared to $171.4 million, or $2.79 per diluted share, for the same quarter in 2023. Third quarter 2024 Adjusted Net Loss was $(5.5) million, compared to Adjusted Net Income of $193.4 million in the third quarter of 2023. Third quarter 2024 Adjusted EBITDA was $51.4 million, compared to $255.7 million in the third quarter of 2023. A reconciliation of reported non-GAAP financial measures to their most directly comparable GAAP financial measures can be found in the tables accompanying this news release.

“Our third quarter financial results reflect a challenging summer refining margin environment,” said Will Monteleone, President and Chief Executive Officer. “Despite the cyclical downturn, refining system throughput set a quarterly record, our retail and logistics segments delivered consistently strong financial results, and our Hawaii SAF project has entered the construction phase. We are focused on improving operating and capital efficiency while prioritizing safe and reliable operations.”

Refining

The Refining segment reported operating income of $19.0 million in the third quarter of 2024, compared to $194.8 million in the third quarter of 2023. Adjusted Gross Margin for the Refining segment was $142.2 million in the third quarter of 2024, compared to $350.6 million in the third quarter of 2023.

Refining segment Adjusted EBITDA was $20.1 million in the third quarter of 2024, compared to $233.6 million in the third quarter of 2023.

Hawaii
The 3-1-2 Singapore Crack Spread was $11.00 per barrel in the third quarter of 2024, compared to $23.39 per barrel in the third quarter of 2023. Throughput in the third quarter of 2024 was 81 thousand barrels per day (Mbpd), compared to 82 Mbpd for the same quarter in 2023. Production costs were $4.58 per throughput barrel in the third quarter of 2024, compared to $4.50 per throughput barrel in the same period of 2023.

The Hawaii refinery’s Adjusted Gross Margin was $6.10 per barrel during the third quarter of 2024, including a net price lag impact of approximately $5.1 million, or $0.68 per barrel, compared to $13.47 per barrel during the third quarter of 2023.

Montana
The RVO Adjusted USGC 3-2-1 Index averaged $14.14 per barrel in the third quarter of 2024, compared to $29.65 in the third quarter of 2023. The Montana refinery’s throughput in the third quarter of 2024 was 57 Mbpd, compared to 55 Mbpd for the same quarter in 2023. Production costs were $11.61 per throughput barrel, compared to $10.83 per throughput barrel in the same period of 2023.

The Montana refinery’s Adjusted Gross Margin was $12.42 per barrel during the third quarter of 2024, compared to $26.49 per barrel during the third quarter of 2023.

Washington
The RVO Adjusted Pacific Northwest 3-1-1-1 Index averaged $15.48 per barrel in the third quarter of 2024, compared to $35.00 per barrel in the third quarter of 2023. The Washington refinery’s throughput was 41 Mbpd in the third quarter of 2024, compared to 41 Mbpd in the third quarter of 2023. Production costs were $3.50 per throughput barrel in the third quarter of 2024, compared to $3.77 per throughput barrel in the same period of 2023.

The Washington refinery’s Adjusted Gross Margin was $1.76 per barrel during the third quarter of 2024, compared to $12.30 per barrel during the third quarter of 2023.

Wyoming
The RVO Adjusted USGC 3-2-1 Index averaged $14.14 per barrel in the third quarter of 2024, compared to $29.65 per barrel in the third quarter of 2023. The Wyoming refinery’s throughput was 19 Mbpd in the third quarter of 2024, compared to 20 Mbpd in the third quarter of 2023. Production costs were $7.00 per throughput barrel in the third quarter of 2024, compared to $6.46 per throughput barrel in the same period of 2023.

The Wyoming refinery’s Adjusted Gross Margin was $13.65 per barrel during the third quarter of 2024, including a FIFO impact of approximately $(4.7) million, or $(2.63) per barrel, compared to $37.01 per barrel during the third quarter of 2023.

Retail

The Retail segment reported operating income of $18.3 million in the third quarter of 2024, compared to $13.3 million in the third quarter of 2023. Adjusted Gross Margin for the Retail segment was $42.6 million in the third quarter of 2024, compared to $38.2 million in the same quarter of 2023.

Retail segment Adjusted EBITDA was $21.0 million in the third quarter of 2024, compared to $16.7 million in the third quarter of 2023. The Retail segment reported sales volumes of 31.2 million gallons in the third quarter of 2024, compared to 31.1 million gallons in the same quarter of 2023. Third quarter 2024 same store sales fuel volumes decreased by (1.4)% while merchandise revenue increased by 3.8%, compared to third quarter of 2023.

Logistics

The Logistics segment reported operating income of $26.2 million in the third quarter of 2024, compared to $20.7 million in the third quarter of 2023. Adjusted Gross Margin for the Logistics segment was $36.3 million in the third quarter of 2024, compared to $35.3 million in the same quarter of 2023.

Logistics segment Adjusted EBITDA was $33.0 million in the third quarter of 2024, compared to $29.1 million in the third quarter of 2023.

Liquidity

Net cash provided by operations totaled $78.5 million for the three months ended September 30, 2024, including working capital inflows of $67.2 million and deferred turnaround expenditures of $(15.6) million. Excluding these items, net cash provided by operations was $26.9 million for the three months ended September 30, 2024. Net cash provided by operations was $269.2 million for the three months ended September 30, 2023. Net cash used in investing activities totaled $(28.3) million for the three months ended September 30, 2024, consisting primarily of capital expenditures, compared to $(5.7) million for the three months ended September 30, 2023. Net cash used in financing activities totaled $(46.8) million for the three months ended September 30, 2024, compared to $(92.9) million for the three months ended September 30, 2023.

At September 30, 2024, Par Pacific’s cash balance totaled $183.0 million, gross term debt was $546.0 million, and total liquidity was $632.5 million. Net term debt was $363.0 million at September 30, 2024. In the third quarter of 2024, the Company repurchased $21.9 million of common stock.

Laramie Energy

In conjunction with Laramie Energy LLC’s (“Laramie’s”) refinancing and subsequent cash distribution to Par Pacific during the first quarter of 2023, we resumed the application of equity method accounting for our investment in Laramie effective February 21, 2023. During the third quarter of 2024, we recorded $(0.3) million of equity losses. Laramie’s total net loss was $(4.2) million in the third quarter of 2024, including unrealized losses on derivatives of $(0.4) million, compared to $(4.7) million in the third quarter of 2023. Laramie’s total Adjusted EBITDAX was $9.9 million in the third quarter of 2024, compared to $15.4 million in the third quarter of 2023.

Conference Call Information

A conference call is scheduled for Tuesday, November 5, 2024 at 9:00 a.m. Central Time (10:00 a.m. Eastern Time). To access the call, please dial 1-833-974-2377 inside the U.S. or 1-412-317-5782 outside of the U.S. and ask for the Par Pacific call. Please dial in at least 10 minutes early to register. The webcast may be accessed online through the Company’s website at http://www.parpacific.com on the Investors page. A telephone replay will be available until November 19, 2024 and may be accessed by calling 1-877-344-7529 inside the U.S. or 1-412-317-0088 outside the U.S. and using the conference ID 4223997.

About Par Pacific

Par Pacific Holdings, Inc. (NYSE: PARR), headquartered in Houston, Texas, is a growing energy company providing both renewable and conventional fuels to the western United States. Par Pacific owns and operates 219,000 bpd of combined refining capacity across four locations in Hawaii, the Pacific Northwest and the Rockies, and an extensive energy infrastructure network, including 13 million barrels of storage, and marine, rail, rack, and pipeline assets. In addition, Par Pacific operates the Hele retail brand in Hawaii and the “nomnom” convenience store chain in the Pacific Northwest. Par Pacific also owns 46% of Laramie Energy, LLC, a natural gas production company with operations and assets concentrated in Western Colorado. More information is available at www.parpacific.com.

Forward-Looking Statements

This news release (and oral statements regarding the subject matter of this news release, including those made on the conference call and webcast announced herein) includes certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to qualify for the “safe harbor” from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are forward-looking statements. Forward-looking statements include, without limitation, statements about: expected market conditions; anticipated free cash flows; anticipated refinery throughput; anticipated cost savings; anticipated capital expenditures, including major maintenance costs, and their effect on our financial and operating results, including earnings per share and free cash flow; anticipated retail sales volumes and on-island sales; the anticipated financial and operational results of Laramie Energy, LLC; the amount of our discounted net cash flows and the impact of our NOL carryforwards thereon; our ability to identify, acquire, and develop energy, related retailing, and infrastructure businesses; the timing and expected results of certain development projects, as well as the impact of such investments on our product mix and sales; the anticipated synergies and other benefits of the Billings refinery and associated marketing and logistics assets (“Billings Acquisition”), including renewable growth opportunities, the anticipated financial and operating results of the Billings Acquisition and the effect on Par Pacific’s cash flows and profitability (including Adjusted EBITDA and Adjusted Net Income and Free Cash Flow per share); and other risks and uncertainties detailed in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and any other documents that we file with the Securities and Exchange Commission. Additionally, forward-looking statements are subject to certain risks, trends, and uncertainties, such as changes to our financial condition and liquidity; the volatility of crude oil and refined product prices; the Russia-Ukraine war, Israel-Palestine conflict, Houthi attacks in the Red Sea, Iranian activities in the Strait of Hormuz and their potential impacts on global crude oil markets and our business; operating disruptions at our refineries resulting from unplanned maintenance events or natural disasters; environmental risks; changes in the labor market; and risks of political or regulatory changes. We cannot provide assurances that the assumptions upon which these forward-looking statements are based will prove to have been correct. Should one of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expressed or implied in any forward-looking statements, and investors are cautioned not to place undue reliance on these forward-looking statements, which are current only as of this date. We do not intend to update or revise any forward-looking statements made herein or any other forward-looking statements as a result of new information, future events, or otherwise. We further expressly disclaim any written or oral statements made by a third party regarding the subject matter of this news release.

Contact:
Ashimi Patel
VP, Investor Relations & Sustainability
(832) 916-3355
apatel@parpacific.com


Condensed Consolidated Statements of Operations (Unaudited) (in thousands, except per share data)

	Three Months Ended September 30,						Nine Months Ended September 30,
		2024			2023			2024			2023
Revenues	$	2,143,933		$	2,579,308		$	6,142,236		$	6,048,444
Operating expenses
Cost of revenues (excluding depreciation)		1,905,200			2,174,385			5,422,875			5,038,211
Operating expense (excluding depreciation)		147,049			145,183			444,389			330,146
Depreciation and amortization		31,879			35,311			96,679			87,887
General and administrative expense (excluding depreciation)		22,399			23,694			87,322			66,148
Equity earnings from refining and logistics investments		(3,008	)		(3,934	)		(12,846	)		(4,359	)
Acquisition and integration costs		(23	)		4,669			68			17,213
Par West redevelopment and other costs		4,006			3,127			9,048			8,490
Loss on sale of assets, net		—			—			114			—
Total operating expenses		2,107,502			2,382,435			6,047,649			5,543,736
Operating income		36,431			196,873			94,587			504,708
Other income (expense)
Interest expense and financing costs, net		(23,402	)		(20,815	)		(61,720	)		(51,974	)
Debt extinguishment and commitment costs		—			—			(1,418	)		(17,682	)
Other income (loss), net		1,253			(43	)		(1,447	)		301
Equity earnings (losses) from Laramie Energy, LLC		(336	)		—			2,867			10,706
Total other expense, net		(22,485	)		(20,858	)		(61,718	)		(58,649	)
Income before income taxes		13,946			176,015			32,869			446,059
Income tax expense		(6,460	)		(4,600	)		(10,496	)		(6,741	)
Net income	$	7,486		$	171,415		$	22,373		$	439,318

Weighted-average shares outstanding
Basic		55,729		60,223		57,283		60,241
Diluted		56,224		61,404		58,070		61,144

Income per share
Basic	$	0.13	$	2.85	$	0.39	$	7.29
Diluted	$	0.13	$	2.79	$	0.39	$	7.18


Balance Sheet Data (Unaudited) (in thousands)

	September 30, 2024		December 31, 2023
Balance Sheet Data
Cash and cash equivalents	$	182,977	$	279,107
Working capital (1)		542,690		190,042
ABL Credit Facility		511,000		115,000
Term debt (2)		546,021		550,621
Total debt, including current portion		1,043,706		650,858
Total stockholders’ equity		1,254,026		1,335,424

______________________________
(1) Working capital is calculated as (i) total current assets excluding cash and cash equivalents less (ii) total current liabilities excluding current portion of long-term debt. Total current assets include inventories stated at the lower of cost or net realizable value.
(2) Term debt includes the Term Loan Credit Agreement and other long-term debt.

Operating Statistics

The following table summarizes key operational data:

	Three Months Ended September 30,						Nine Months Ended September 30,
		2024			2023			2024			2023
Total Refining Segment
Feedstocks throughput (Mbpd) (1)		198.4			198.2			186.3			164.6
Refined product sales volume (Mbpd) (1)		216.2			217.3			200.2			178.7

Hawaii Refinery
Feedstocks throughput (Mbpd)		80.7			82.3			80.4			80.9

Yield (% of total throughput)
Gasoline and gasoline blendstocks		25.6	%		26.5	%		26.0	%		26.7	%
Distillates		38.3	%		42.1	%		38.1	%		40.8	%
Fuel oils		32.0	%		26.5	%		32.0	%		28.0	%
Other products		0.7	%		2.1	%		0.3	%		1.5	%
Total yield		96.6	%		97.2	%		96.4	%		97.0	%

Refined product sales volume (Mbpd)		93.5			90.0			87.8			89.2

Adjusted Gross Margin per bbl ($/throughput bbl) (2)	$	6.10		$	13.47		$	10.06		$	14.74
Production costs per bbl ($/throughput bbl) (3)		4.58			4.50			4.66			4.46
D&A per bbl ($/throughput bbl)		0.25			0.65			0.47			0.68

Montana Refinery
Feedstocks Throughput (Mbpd) (1)		57.2			55.4			49.2			57.1

Yield (% of total throughput)
Gasoline and gasoline blendstocks		46.5	%		50.5	%		49.5	%		49.6	%
Distillates		34.7	%		27.7	%		31.7	%		28.2	%
Asphalt		11.0	%		14.7	%		9.3	%		14.4	%
Other products		4.0	%		3.4	%		4.4	%		3.5	%
Total yield		96.2	%		96.3	%		94.9	%		95.7	%

Refined product sales volume (Mbpd) (1)		60.3			63.5			53.4			62.5

Adjusted Gross Margin per bbl ($/throughput bbl) (2)	$	12.42		$	26.49		$	14.15		$	27.74
Production costs per bbl ($/throughput bbl) (3)		11.61			10.83			13.16			10.10
D&A per bbl ($/throughput bbl)		1.82			1.63			1.69			1.69

	Three Months Ended September 30,						Nine Months Ended September 30,
		2024			2023			2024			2023
Washington Refinery
Feedstocks throughput (Mbpd)		41.1			41.0			37.9			40.5

Yield (% of total throughput)
Gasoline and gasoline blendstocks		23.6	%		22.8	%		24.0	%		23.4	%
Distillate		35.3	%		34.6	%		34.5	%		34.6	%
Asphalt		17.4	%		20.1	%		18.6	%		19.4	%
Other products		19.7	%		18.8	%		19.3	%		18.8	%
Total yield		96.0	%		96.3	%		96.4	%		96.2	%

Refined product sales volume (Mbpd)		42.4			44.2			39.6			43.3

Adjusted Gross Margin per bbl ($/throughput bbl) (2)	$	1.76		$	12.30		$	4.03		$	9.91
Production costs per bbl ($/throughput bbl) (3)		3.50			3.77			4.28			4.00
D&A per bbl ($/throughput bbl)		1.81			1.79			2.00			1.81

Wyoming Refinery
Feedstocks throughput (Mbpd)		19.4			19.5			18.8			17.7

Yield (% of total throughput)
Gasoline and gasoline blendstocks		43.7	%		46.7	%		45.7	%		46.0	%
Distillate		49.0	%		47.1	%		48.1	%		47.3	%
Fuel oils		3.4	%		2.5	%		2.5	%		2.5	%
Other products		2.3	%		1.7	%		2.2	%		1.7	%
Total yield		98.4	%		98.0	%		98.5	%		97.5	%

Refined product sales volume (Mbpd)		20.0			19.6			19.4			18.3

Adjusted Gross Margin per bbl ($/throughput bbl) (2)	$	13.65		$	37.01		$	14.42		$	28.88
Production costs per bbl ($/throughput bbl) (3)		7.00			6.46			7.30			7.34
D&A per bbl ($/throughput bbl)		2.43			2.41			2.51			2.69

Market Indices ($ per barrel)
3-1-2 Singapore Crack Spread (4)	$	11.00		$	23.39		$	14.04		$	19.45
RVO Adj. Pacific Northwest 3-1-1-1 Index (5)		15.48			35.00			19.49			28.51
RVO Adj. USGC 3-2-1 Index (6)		14.14			29.65			17.79			25.96

Crude Oil Prices ($ per barrel)
Brent	$	78.71		$	85.92		$	81.82		$	81.93
WTI		75.27			82.22			77.61			77.28
ANS (7)		80.26			89.25			83.49			82.57
Bakken Clearbrook		74.41			83.58			76.22			79.38
WCS Hardisty		59.98			65.42			62.20			60.75
Brent M1-M3		1.31			1.27			1.22			0.74

Retail Segment
Retail sales volumes (thousands of gallons)		31,232			31,137			91,186			87,710

______________________________
(1)   Feedstocks throughput and sales volumes per day for the Montana refinery for the three and nine months ended September 30, 2023 are calculated based on the 92 and 122-day periods for which we owned the Montana refinery during the three and nine months ended September 30, 2023, respectively. As such, the amounts for the total refining segment represent the sum of the Hawaii, Washington, and Wyoming refineries’ throughput or sales volumes averaged over the three and nine months ended September 30, 2023, plus the Montana refinery’s throughput or sales volumes averaged over the periods from July 1, 2023 to September 30, 2023 and June 1, 2023 to September 30, 2023, respectively. The 2024 amounts for the total refining segment represent the sum of the Hawaii, Montana, Washington, and Wyoming refineries’ throughput or sales volumes averaged over the three and nine months ended September 30, 2024.
(2)   We calculate Adjusted Gross Margin per barrel by dividing Adjusted Gross Margin by total refining throughput. Adjusted Gross Margin for our Washington refinery is determined under the last-in, first-out (“LIFO”) inventory costing method. Adjusted Gross Margin for our other refineries is determined under the first-in, first-out (“FIFO”) inventory costing method.
(3)   Management uses production costs per barrel to evaluate performance and compare efficiency to other companies in the industry. There are a variety of ways to calculate production costs per barrel; different companies within the industry calculate it in different ways. We calculate production costs per barrel by dividing all direct production costs, which include the costs to run the refineries including personnel costs, repair and maintenance costs, insurance, utilities, and other miscellaneous costs, by total refining throughput. Our production costs are included in Operating expense (excluding depreciation) on our condensed consolidated statements of operations, which also includes costs related to our bulk marketing operations and severance costs.
(4)   We believe the 3-1-2 Singapore Crack Spread (or three barrels of Brent crude oil converted into one barrel of gasoline and two barrels of distillates (diesel and jet fuel)) is the most representative market indicator for our operations in Hawaii.
(5)   We believe the RVO Adjusted Pacific Northwest 3-1-1-1 Index (or three barrels of WTI crude oil converted into one barrel of Pacific Northwest gasoline, one barrel of Pacific Northwest ULSD and one barrel of USGC VGO, less 100% of the RVO cost for gasoline and ULSD) is the most representative market indicator for our operations in Washington.
(6)   We believe the RVO Adjusted USGC 3-2-1 Index (or three barrels of WTI crude oil converted into two barrels of USGC gasoline and one barrel of USGC ULSD, less 100% of the RVO cost) is the most representative market indicator for our operations in Montana and Wyoming.
(7)   ANS crude price influences the Hawaii Refinery’s financial performance. Beginning in September 2024, the ANS index has been updated from a Platts marker to an Argus marker to better reflect the prompt ANS market.

Non-GAAP Performance Measures

Management uses certain financial measures to evaluate our operating performance that are considered non-GAAP financial measures. These measures should not be considered in isolation or as substitutes or alternatives to their most directly comparable GAAP financial measures or any other measure of financial performance or liquidity presented in accordance with GAAP. These non-GAAP measures may not be comparable to similarly titled measures used by other companies since each company may define these terms differently.

We believe Adjusted Gross Margin (as defined below) provides useful information to investors because it eliminates the gross impact of volatile commodity prices and adjusts for certain non-cash items and timing differences created by our inventory financing agreements and lower of cost and net realizable value adjustments to demonstrate the earnings potential of the business before other fixed and variable costs, which are reported separately in Operating expense (excluding depreciation) and Depreciation and amortization. Management uses Adjusted Gross Margin per barrel to evaluate operating performance and compare profitability to other companies in the industry and to industry benchmarks. We believe Adjusted Net Income (Loss) and Adjusted EBITDA (as defined below) are useful supplemental financial measures that allow investors to assess the financial performance of our assets without regard to financing methods, capital structure, or historical cost basis, the ability of our assets to generate cash to pay interest on our indebtedness, and our operating performance and return on invested capital as compared to other companies without regard to financing methods and capital structure. We believe Adjusted EBITDA by segment (as defined below) is a useful supplemental financial measure to evaluate the economic performance of our segments without regard to financing methods, capital structure, or historical cost basis.

Beginning with financial results reported for the second quarter of 2023, Adjusted Gross Margin, Adjusted Net Income (Loss), and Adjusted EBITDA also exclude our portion of interest, taxes, and depreciation expense from our refining and logistics investments acquired on June 1, 2023, as part of the Billings Acquisition.

Beginning with financial results reported for the fourth quarter of 2023, Adjusted Gross Margin, Adjusted Net Income (Loss), and Adjusted EBITDA excludes all hedge losses (gains) associated with our Washington ending inventory and LIFO layer increment impacts associated with our Washington inventory. In addition, we have modified our environmental obligation mark-to-market adjustment to include only the mark-to-market losses (gains) associated with our net RINs liability and net obligation associated with the Washington Climate Commitment Act (“Washington CCA”) and Clean Fuel Standard. This modification was made as part of our change in how we estimate our environmental obligation liabilities.

Beginning with financial results reported for the fourth quarter of 2023, Adjusted Net Income (loss) excludes unrealized interest rate derivative losses (gains) and all Laramie Energy related impacts with the exception of cash distributions. We have recast Adjusted Net Income (Loss) for prior periods when reported to conform to the modified presentation.

Beginning with financial results reported for the first quarter of 2024, Adjusted Net Income (loss) also excludes other non-operating income and expenses. This modification improves comparability between periods by excluding income and expenses resulting from non-operating activities.

Adjusted Gross Margin

Adjusted Gross Margin is defined as operating income (loss) excluding:

•		operating expense (excluding depreciation);
•		depreciation and amortization (“D&A”);
•		Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments;
•		impairment expense;
•		loss (gain) on sale of assets, net;
•		inventory valuation adjustment (which adjusts for timing differences to reflect the economics of our inventory financing agreements, including lower of cost or net realizable value adjustments, the impact of the embedded derivative repurchase or terminal obligations, hedge losses (gains) associated with our Washington ending inventory and intermediation obligation, purchase price allocation adjustments, and LIFO layer increment and decrement impacts associated with our Washington inventory);
•		Environmental obligation mark-to-market adjustments (which represents the mark-to-market losses (gains) associated with our net RINs liability and net obligation associated with the Washington CCA and Clean Fuel Standard); and
•		unrealized loss (gain) on derivatives.

The following tables present a reconciliation of Adjusted Gross Margin to the most directly comparable GAAP financial measure, operating income (loss), on a historical basis, for selected segments, for the periods indicated (in thousands):

Three months ended September 30, 2024	Refining			Logistics		Retail
Operating income	$	19,005		$	26,164	$	18,274
Operating expense (excluding depreciation)		122,054			3,334		21,661
Depreciation and amortization		22,623			5,925		2,680
Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments		658			861		—
Inventory valuation adjustment		14,057			—		—
Environmental obligation mark-to-market adjustments		(4,432	)		—		—
Unrealized gain on commodity derivatives		(31,772	)		—		—
Gain on sale of assets, net		—			—		—
Adjusted Gross Margin (1)	$	142,193		$	36,284	$	42,615

Three months ended September 30, 2023	Refining			Logistics		Retail
Operating income	$	194,847		$	20,736	$	13,315
Operating expense (excluding depreciation)		116,949			6,135		22,099
Depreciation and amortization		24,278			7,708		2,766
Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments		821			698		—
Inventory valuation adjustment		72,823			—		—
Environmental obligation mark-to-market adjustments		(50,153	)		—		—
Unrealized gain on commodity derivatives		(8,995	)		—		—
Adjusted Gross Margin (1)	$	350,570		$	35,277	$	38,180

Nine Months Ended September 30, 2024	Refining			Logistics		Retail
Operating income	$	82,811		$	64,579	$	45,323
Operating expense (excluding depreciation)		365,031			11,847		67,511
Depreciation and amortization		66,584			19,893		8,471
Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments		2,037			2,550		—
Inventory valuation adjustment		(6,419	)		—		—
Environmental obligation mark-to-market adjustments		(18,199	)		—		—
Unrealized loss on commodity derivatives		34,061			—		—
Loss (gain) on sale of assets, net		—			124		(10	)
Adjusted Gross Margin (1)	$	525,906		$	98,993	$	121,295

Nine Months Ended September 30, 2023	Refining			Logistics		Retail
Operating income	$	502,123		$	54,035	$	42,009
Operating expense (excluding depreciation)		252,802			13,178		64,166
Depreciation and amortization		59,827			17,801		8,577
Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments		821			905		—
Inventory valuation adjustment		126,799			—		—
Environmental obligation mark-to-market adjustments		(174,111	)		—		—
Unrealized gain on commodity derivatives		(487	)		—		—
Adjusted Gross Margin (1)	$	767,774		$	85,919	$	114,752

______________________________
(1) For the three and nine months ended September 30, 2024 and 2023, there was no impairment expense in Operating income. For the three months ended September 30, 2024 and the three and nine months ended September 30, 2023, there was no (gain) loss on sale of assets recorded in Operating income.

Adjusted Net Income (Loss) and Adjusted EBITDA

Adjusted Net Income (Loss) is defined as Net income (loss) excluding:

•		inventory valuation adjustment (which adjusts for timing differences to reflect the economics of our inventory financing agreements, including lower of cost or net realizable value adjustments, the impact of the embedded derivative repurchase or terminal obligations, hedge losses (gains) associated with our Washington ending inventory and intermediation obligation, purchase price allocation adjustments, and LIFO layer increment and decrement impacts associated with our Washington inventory);
•		Environmental obligation mark-to-market adjustments (which represents the mark-to-market losses (gains) associated with our net RINs liability and net obligation associated with the Washington CCA and Clean Fuel Standard);
•		unrealized (gain) loss on derivatives;
•		acquisition and integration costs;
•		redevelopment and other costs related to Par West;
•		debt extinguishment and commitment costs;
•		increase in (release of) tax valuation allowance and other deferred tax items;
•		changes in the value of contingent consideration and common stock warrants;
•		severance costs and other non-operating expense (income);
•		(gain) loss on sale of assets;
•		impairment expense;
•		impairment expense associated with our investment in Laramie Energy; and
•		Par’s share of equity (earnings) losses from Laramie Energy, LLC, excluding cash distributions.

Adjusted EBITDA is defined as Adjusted Net Income (Loss) excluding:

•		D&A;
•		interest expense and financing costs, net, excluding unrealized interest rate derivative loss (gain);
•		cash distributions from Laramie Energy, LLC to Par;
•		Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments; and
•		income tax expense (benefit) excluding the increase in (release of) tax valuation allowance.

The following table presents a reconciliation of Adjusted Net Income (Loss) and Adjusted EBITDA to the most directly comparable GAAP financial measure, net income (loss), on a historical basis for the periods indicated (in thousands):

	Three Months Ended September 30,						Nine Months Ended September 30,
		2024			2023			2024			2023
Net income	$	7,486		$	171,415		$	22,373		$	439,318
Inventory valuation adjustment		14,057			72,823			(6,419	)		126,799
Environmental obligation mark-to-market adjustments		(4,432	)		(50,153	)		(18,199	)		(174,111	)
Unrealized loss (gain) on derivatives		(31,196	)		(9,116	)		33,756			(1,151	)
Acquisition and integration costs		(23	)		4,669			68			17,213
Par West redevelopment and other costs		4,006			3,127			9,048			8,490
Debt extinguishment and commitment costs		—			—			1,418			17,682
Changes in valuation allowance and other deferred tax items (1)		5,707			—			9,238			—
Severance costs and other non-operating expense (2)		(1,490	)		615			14,648			1,685
Loss on sale of assets, net		—			—			114			—
Equity (earnings) losses from Laramie Energy, LLC, excluding cash distributions		336			—			(1,382	)		—
Adjusted Net Income (Loss) (3)		(5,549	)		193,380			64,663			435,925
Depreciation and amortization		31,879			35,311			96,679			87,887
Interest expense and financing costs, net, excluding unrealized interest rate derivative loss (gain)		22,826			20,936			62,025			52,638
Laramie Energy, LLC cash distributions to Par		—			—			(1,485	)		(10,706	)
Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments		1,519			1,519			4,587			1,726
Income tax expense (benefit)		753			4,600			1,258			6,741
Adjusted EBITDA (3)	$	51,428		$	255,746		$	227,727		$	574,211

______________________________
(1)   For the three and nine months ended September 30, 2024, we recognized a non-cash deferred tax expense of $5.7 million and $9.2 million, respectively, related to deferred state and federal tax liabilities. This tax benefit is included in Income tax expense (benefit) on our consolidated statements of operations. For the three and nine months ended September 30, 2023, we did not have any adjustments to our valuation allowance and other deferred tax items.
(2)   For the nine months ended September 30, 2024, we incurred $13.1 million of stock-based compensation expenses associated with accelerated vesting of equity awards and modification of vested equity awards related to our CEO transition and $2.3 million for an estimated legal settlement unrelated to current operating activities.
(3)   For the three and nine months ended September 30, 2024 and 2023, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference. Please read the Non-GAAP Performance Measures discussion above for information regarding changes to the components of Adjusted Net Income (Loss) and Adjusted EBITDA made during the reporting periods.

The following table sets forth the computation of basic and diluted Adjusted Net Income (Loss) per share (in thousands, except per share amounts):

	Three Months Ended September 30,					Nine Months Ended September 30,
		2024			2023		2024		2023
Adjusted Net Income (Loss)	$	(5,549	)	$	193,380	$	64,663	$	435,925
Plus: effect of convertible securities		—			—		—		—
Numerator for diluted income (loss) per common share	$	(5,549	)	$	193,380	$	64,663	$	435,925

Basic weighted-average common stock shares outstanding		55,729			60,223		57,283		60,241
Add dilutive effects of common stock equivalents (1)		—			1,181		787		903
Diluted weighted-average common stock shares outstanding		55,729			61,404		58,070		61,144

Basic Adjusted Net Income (Loss) per common share	$	(0.10	)	$	3.21	$	1.13	$	7.24
Diluted Adjusted Net Income (Loss) per common share	$	(0.10	)	$	3.15	$	1.11	$	7.13

______________________________
(1) Entities with a net loss from continuing operations are prohibited from including potential common shares in the computation of diluted per share amounts. We have utilized the basic shares outstanding to calculate both basic and diluted Adjusted Net Loss per common share for the three months ended September 30, 2024.

Adjusted EBITDA by Segment

Adjusted EBITDA by segment is defined as Operating income (loss) excluding:

•		D&A;
•		inventory valuation adjustment (which adjusts for timing differences to reflect the economics of our inventory financing agreements, including lower of cost or net realizable value adjustments, the impact of the embedded derivative repurchase or terminal obligations, hedge losses (gains) associated with our Washington ending inventory and intermediation obligation, purchase price allocation adjustments, and LIFO layer increment and decrement impacts associated with our Washington inventory);
•		Environmental obligation mark-to-market adjustments (which represents the mark-to-market losses (gains) associated with our net RINs liability and net obligation associated with the Washington CCA and Clean Fuel Standard);
•		unrealized (gain) loss on derivatives;
•		acquisition and integration costs;
•		redevelopment and other costs related to Par West;
•		severance costs and other non-operating expense (income);
•		(gain) loss on sale of assets;
•		impairment expense; and
•		Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments.

Adjusted EBITDA by segment also includes Gain on curtailment of pension obligation and Other income (loss), net, which are presented below operating income (loss) on our condensed consolidated statements of operations.

The following table presents a reconciliation of Adjusted EBITDA by segment to the most directly comparable GAAP financial measure, operating income (loss) by segment, on a historical basis, for selected segments, for the periods indicated (in thousands):

	Three Months Ended September 30, 2024
	Refining			Logistics		Retail		Corporate and Other
Operating income (loss) by segment	$	19,005		$	26,164	$	18,274	$	(27,012	)
Depreciation and amortization		22,623			5,925		2,680		651
Inventory valuation adjustment		14,057			—		—		—
Environmental obligation mark-to-market adjustments		(4,432	)		—		—		—
Unrealized gain on commodity derivatives		(31,772	)		—		—		—
Acquisition and integration costs		—			—		—		(23	)
Par West redevelopment and other costs		—			—		—		4,006
Severance costs and other non-operating expense		—			—		—		(1,490	)
Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments		658			861		—		—
Other income, net		—			—		—		1,253
Adjusted EBITDA (1)	$	20,139		$	32,950	$	20,954	$	(22,615	)

	Three Months Ended September 30, 2023
	Refining			Logistics		Retail		Corporate and Other
Operating income (loss) by segment	$	194,847		$	20,736	$	13,315	$	(32,025	)
Depreciation and amortization		24,278			7,708		2,766		559
Inventory valuation adjustment		72,823			—		—		—
Environmental obligation mark-to-market adjustments		(50,153	)		—		—		—
Unrealized gain on commodity derivatives		(8,995	)		—		—		—
Acquisition and integration costs		—			—		—		4,669
Par West redevelopment and other costs		—			—		—		3,127
Severance costs and other non-operating expenses		—			—		580		35
Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments		821			698		—		—
Other loss, net		—			—		—		(43	)
Adjusted EBITDA (1)	$	233,621		$	29,142	$	16,661	$	(23,678	)

	Nine Months Ended September 30, 2024
	Refining			Logistics		Retail			Corporate and Other
Operating income (loss) by segment	$	82,811		$	64,579	$	45,323		$	(98,126	)
Depreciation and amortization		66,584			19,893		8,471			1,731
Inventory valuation adjustment		(6,419	)		—		—			—
Environmental obligation mark-to-market adjustments		(18,199	)		—		—			—
Unrealized loss on commodity derivatives		34,061			—		—			—
Acquisition and integration costs		—			—		—			68
Severance costs and other non-operating expenses		642			—		—			14,006
Par West redevelopment and other costs		—			—		—			9,048
Loss (gain) on sale of assets, net		—			124		(10	)		—
Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments		2,037			2,550		—			—
Other loss, net		—			—		—			(1,447	)
Adjusted EBITDA (1)	$	161,517		$	87,146	$	53,784		$	(74,720	)

	Nine Months Ended September 30, 2023
	Refining			Logistics		Retail		Corporate and Other
Operating income (loss) by segment	$	502,123		$	54,035	$	42,009	$	(93,459	)
Depreciation and amortization		59,827			17,801		8,577		1,682
Inventory valuation adjustment		126,799			—		—		—
Environmental obligation mark-to-market adjustments		(174,111	)		—		—		—
Unrealized gain on commodity derivatives		(487	)		—		—		—
Acquisition and integration costs		—			—		—		17,213
Severance costs and other non-operating expenses		—			—		580		1,105
Par West redevelopment and other costs		—			—		—		8,490
Par’s portion of interest, taxes, and depreciation expense from refining and logistics investments		821			905		—		—
Other income, net		—			—		—		301
Adjusted EBITDA (1)	$	514,972		$	72,741	$	51,166	$	(64,668	)

________________________________________
(1) For the three and nine months ended September 30, 2024 and 2023, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, or impairments associated with our investment in Laramie Energy. For three months ended September 30, 2024 and for the three and nine months ended September 30, 2023, there was no loss (gain) on sale of assets.

Laramie Energy Adjusted EBITDAX

Adjusted EBITDAX is defined as net income (loss) excluding commodity derivative loss (gain), loss (gain) on settled derivative instruments, interest expense, gain on extinguishment of debt, non-cash preferred dividend, depreciation, depletion, amortization, and accretion, exploration and geological and geographical expense, bonus accrual, equity-based compensation expense, loss (gain) on disposal of assets, phantom units, and expired acreage (non-cash). We believe Adjusted EBITDAX is a useful supplemental financial measure to evaluate the economic and operational performance of exploration and production companies such as Laramie Energy.

The following table presents a reconciliation of Laramie Energy’s Adjusted EBITDAX to the most directly comparable GAAP financial measure, net income (loss) for the periods indicated (in thousands):

	Three Months Ended September 30,						Nine Months Ended September 30,
		2024			2023			2024			2023
Net income (loss)	$	(4,239	)	$	(3,479	)	$	(4,296	)	$	54,048
Commodity derivative (income) loss		(5,234	)		1,889			(15,821	)		(32,951	)
Gain (loss) on settled derivative instruments		5,584			2,775			14,220			(1,433	)
Interest expense and loan fees		5,745			5,783			15,783			14,742
Gain on extinguishment of debt		—			(3,454	)		—			6,644
Non-cash preferred dividend		—			—			—			2,910
Depreciation, depletion, amortization, and accretion		8,128			9,248			24,683			22,465
Phantom units		(217	)		2,425			(503	)		3,171
Loss (gain) on sale of assets, net		(8	)		239			(8	)		307
Expired acreage (non-cash)		157			—			722			112
Total Adjusted EBITDAX (1)	$	9,916		$	15,426		$	34,780		$	70,015

______________________________
(1) For the three and nine months ended September 30, 2024 and 2023, there was no exploration and geological and geographical expense, bonus accrual, or equity-based compensation expense.

The MIL Network –

January 26, 2025

MIL-OSI: Royalty Pharma and Syndax Pharmaceuticals Enter Into $350 Million Royalty Funding Agreement for Niktimvo

Source: GlobeNewswire (MIL-OSI)

Proceeds expected to support the upcoming planned launches and fund the continued development of Niktimvo and revumenib
Expected to fund Syndax through profitability; proforma cash approaching $800 million as of June 30

NEW YORK and WALTHAM, Mass., Nov. 04, 2024 (GLOBE NEWSWIRE) — Royalty Pharma plc (Nasdaq: RPRX) and Syndax Pharmaceuticals (Nasdaq: SNDX) today announced that Royalty Pharma has entered into a $350 million synthetic royalty funding agreement with Syndax based on U.S. net sales of Niktimvo (axatilimab-csfr).

“We are excited to partner with Syndax, an innovative oncology company with an exciting pipeline” said Pablo Legorreta, founder and CEO of Royalty Pharma. “Niktimvo is a first-in-class product that has the potential to address the serious and devastating complications associated with chronic GVHD, where there is clear unmet need for additional treatment options. We look forward to Syndax and their partner Incyte launching Niktimvo soon and bringing this important medicine to GVHD patients.”

“We expect this transaction to fund us through profitability, while ensuring that we continue to participate in the profits from Niktimvo and retain the upside of its future growth. With this significant infusion of capital, we are well positioned to successfully launch two first-in-class medicines and expand their opportunity with additional indications,” said Michael A. Metzger, Chief Executive Officer of Syndax. “Royalty Pharma shares our belief that Niktimvo can create significant value as a new treatment option for patients with chronic graft-versus-host disease (GVHD) and recognizes its multi-billion-dollar franchise potential.”

Under the terms of the agreement, Syndax received an upfront payment of $350 million in exchange for a 13.8% royalty on U.S. net sales of Niktimvo. Royalty payments to Royalty Pharma will cease upon reaching a multiple of 2.35x.

Advisors

Gibson, Dunn & Crutcher LLP and Dechert LLP acted as legal advisors to Royalty Pharma. Goldman Sachs & Co. LLC acted as exclusive financial advisor and Cooley LLP acted as legal advisors to Syndax on the transaction.

About Niktimvo™ (axatilimab-csfr)

Niktimvo (axatilimab-csfr) is a first-in-class anti-CSF-1R antibody approved for use in the U.S. for the treatment of chronic graft-versus-host disease (GVHD) after failure of at least two prior lines of systemic therapy in adult and pediatric patients weighing at least 40 kg (88.2 lbs).

In the U.S., Niktimvo will be co-commercialized by Syndax and Incyte. Incyte has exclusive commercialization rights for Niktimvo outside of the U.S. Syndax anticipates that Niktimvo will be launched in the U.S. no later than early first quarter 2025.

In 2016, Syndax licensed exclusive worldwide rights to develop and commercialize axatilimab from UCB. In September 2021, Syndax and Incyte entered into an exclusive worldwide co-development and co-commercialization license agreement for axatilimab in chronic GVHD and any future indications.

Axatilimab is being studied in frontline combination trials in chronic GVHD – a Phase 2 combination trial with ruxolitinib (NCT06388564) is underway and a Phase 3 combination trial with steroids is in preparation. Axatilimab is also being studied in an ongoing Phase 2 trial in patients with idiopathic pulmonary fibrosis (NCT06132256).

Niktimvo is a trademark of Incyte.
All other trademarks are the property of their respective owners.

Important Safety Information
Warnings and Precautions
Infusion-Related Reactions

Niktimvo™ (axatilimab-csfr) can cause infusion-related reactions. Infusion-related reactions, including hypersensitivity reactions, occurred in 18% of patients who received Niktimvo in the clinical trial (AGAVE-201), with Grade 3 or 4 reactions in 1.3%.

Premedicate with an antihistamine and an antipyretic for patients who have previously experienced an infusion-related reaction to Niktimvo. Monitor patients for signs and symptoms of infusion-related reactions, including fever, chills, rash, flushing, dyspnea, and hypertension. Interrupt or slow the rate of infusion or permanently discontinue Niktimvo based on severity of the reaction.

Embryo-Fetal Toxicity

Based on its mechanism of action, Niktimvo may cause fetal harm when administered to a pregnant woman. Advise pregnant women of the potential risk to the fetus. Advise females of reproductive potential to use effective contraception during treatment with Niktimvo and for 30 days after the last dose.

Adverse Reactions

Serious adverse reactions occurred in 44% of patients who received Niktimvo (N=79). Serious adverse reactions in >2 patients included infection (pathogen unspecified) (14%), viral infection (14%) and respiratory failure (5.1%). Permanent discontinuation of Niktimvo due to an adverse reaction occurred in 10% of patients and dose reduction due to adverse reaction occurred in 8% of patients. Dose interruptions due to an adverse reaction occurred in 44% of patients. The adverse reactions leading to dose interruption in >2 patients were viral infection, infection (pathogen unspecified), bacterial infection, musculoskeletal pain, and pyrexia.

The most common (≥15%) adverse reactions, including laboratory abnormalities, were increased aspartate aminotransferase (AST), infection (pathogen unspecified), increased alanine aminotransferase (ALT), decreased phosphate, decreased hemoglobin, viral infection, increased gamma glutamyl transferase (GGT), musculoskeletal pain, increased lipase, fatigue, increased amylase, increased calcium, increased creatine phosphokinase (CPK), increased alkaline phosphatase (ALP), nausea, headache, diarrhea, cough, bacterial infection, pyrexia, and dyspnea.

Clinically relevant adverse reactions in <10% of patients who received Niktimvo included:

Eye disorders: periorbital edema
Skin and subcutaneous skin disorders: pruritus
Vascular disorders: hypertension

Immunogenicity: Anti-Drug Antibody–Associated Adverse Reactions
Across treatment arms in patients with cGVHD who received Niktimvo in clinical trials, among the patients who developed anti-drug antibodies (ADAs), hypersensitivity reactions occurred in 26% (13/50) of patients with neutralizing antibodies (NAb) and in 4% (2/45) of those without NAb.

Use in Specific Populations
Lactation

Because of the potential for serious adverse reactions in a breastfed child, advise women not to breastfeed during treatment and for 30 days after the last dose of Niktimvo.

Females and Males of Reproductive Potential

Pregnancy Testing
Verify pregnancy status in females of reproductive potential prior to initiating Niktimvo.

Contraception
Females
Advise females of reproductive potential to use effective contraception during treatment with Niktimvo and for 30 days after the last dose of Niktimvo.

Dosage and Administration
Dosage Modifications for Adverse Reactions

Monitor aspartate aminotransferase (AST), alanine aminotransferase (ALT), alkaline phosphatase (ALP), creatine phosphokinase (CPK), amylase, and lipase prior to the start of Niktimvo therapy, every 2 weeks for the first month, and every 1 to 2 months thereafter until abnormalities are resolved. See Table 1 in the Prescribing Information for more recommendations. Please see the full Prescribing Information for Niktimvo.

About Royalty Pharma plc

Founded in 1996, Royalty Pharma is the largest buyer of biopharmaceutical royalties and a leading funder of innovation across the biopharmaceutical industry, collaborating with innovators from academic institutions, research hospitals and non-profits through small and mid-cap biotechnology companies to leading global pharmaceutical companies. Royalty Pharma has assembled a portfolio of royalties which entitles it to payments based directly on the top-line sales of many of the industry’s leading therapies. Royalty Pharma funds innovation in the biopharmaceutical industry both directly and indirectly – directly when it partners with companies to co-fund late-stage clinical trials and new product launches in exchange for future royalties, and indirectly when it acquires existing royalties from the original innovators. Royalty Pharma’s current portfolio includes royalties on more than 35 commercial products, including Vertex’s Trikafta, GSK’s Trelegy, Roche’s Evrysdi, Johnson & Johnson’s Tremfya, Biogen’s Tysabri and Spinraza, AbbVie and Johnson & Johnson’s Imbruvica, Astellas and Pfizer’s Xtandi, Novartis’ Promacta, Pfizer’s Nurtec ODT and Gilead’s Trodelvy, and 16 development-stage product candidates.

About Syndax

Syndax Pharmaceuticals is a commercial-stage biopharmaceutical company developing an innovative pipeline of cancer therapies. Highlights of the Company’s pipeline include revumenib, a selective menin inhibitor, and Niktimvo™ (axatilimab-csfr), an FDA-approved monoclonal antibody that blocks the colony stimulating factor 1 (CSF-1) receptor. Fueled by our commitment to reimagining cancer care, Syndax is working to unlock the full potential of its pipeline and is conducting several clinical trials across the continuum of treatment. For more information, please visit www.syndax.com.

Royalty Pharma Forward-Looking Statements

The information set forth herein does not purport to be complete or to contain all of the information you may desire. Statements contained herein are made as of the date of this document unless stated otherwise, and neither the delivery of this document at any time, nor any sale of securities, shall under any circumstances create an implication that the information contained herein is correct as of any time after such date or that information will be updated or revised to reflect information that subsequently becomes available or changes occurring after the date hereof.

This document contains statements that constitute “forward-looking statements” as that term is defined in the United States Private Securities Litigation Reform Act of 1995, including statements that express the company’s opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results, in contrast with statements that reflect historical facts. Examples include discussion of Royalty Pharma’s strategies, financing plans, growth opportunities and market growth. In some cases, you can identify such forward-looking statements by terminology such as “anticipate,” “intend,” “believe,” “estimate,” “plan,” “seek,” “project,” “expect,” “may,” “will,” “would,” “could” or “should,” the negative of these terms or similar expressions. Forward-looking statements are based on management’s current beliefs and assumptions and on information currently available to the company. However, these forward-looking statements are not a guarantee of Royalty Pharma’s performance, and you should not place undue reliance on such statements. Forward-looking statements are subject to many risks, uncertainties and other variable circumstances, and other factors. Such risks and uncertainties may cause the statements to be inaccurate and readers are cautioned not to place undue reliance on such statements. Many of these risks are outside of the company’s control and could cause its actual results to differ materially from those it thought would occur. The forward-looking statements included in this document are made only as of the date hereof. The company does not undertake, and specifically declines, any obligation to update any such statements or to publicly announce the results of any revisions to any such statements to reflect future events or developments, except as required by law.

Certain information contained in this document relates to or is based on studies, publications, surveys and other data obtained from third-party sources and the company’s own internal estimates and research. While the company believes these third-party sources to be reliable as of the date of this document, it has not independently verified, and makes no representation as to the adequacy, fairness, accuracy or completeness of, any information obtained from third-party sources. In addition, all of the market data included in this document involves a number of assumptions and limitations, and there can be no guarantee as to the accuracy or reliability of such assumptions. Finally, while the company believes its own internal research is reliable, such research has not been verified by any independent source.

For further information, please reference Royalty Pharma’s reports and documents filed with the U.S. Securities and Exchange Commission (“SEC”) by visiting EDGAR on the SEC’s website at www.sec.gov.

Syndax Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “expect,” “plan,” “anticipate,” “estimate,” “intend,” “believe” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) are intended to identify forward-looking statements. These forward-looking statements are based on Syndax’s expectations and assumptions as of the date of this press release. Each of these forward-looking statements involves risks and uncertainties. Actual results may differ materially from these forward-looking statements. Forward-looking statements contained in this press release include, but are not limited to, statements about the expected use of the upfront payment, including funding of the Company through profitability; the Company’s positioning to launch its products and expand opportunity; expectations of Niktimvo’s billion-dollar franchise potential by creating significant value as a new treatment option for patients with chronic GVHD; timing for commercialization of Niktimvo in the U.S.; and the progress, timing, clinical development and scope of clinical trials. Many factors may cause differences between current expectations and actual results, including: unexpected safety or efficacy data observed during preclinical or clinical trials; clinical trial site activation or enrollment rates that are lower than expected; changes in expected or existing competition; changes in the regulatory environment; failure of Syndax’s collaborators to support or advance collaborations or product candidates; and unexpected litigation or other disputes. Other factors that may cause Syndax’s actual results to differ from those expressed or implied in the forward-looking statements in this press release are discussed in Syndax’s filings with the U.S. Securities and Exchange Commission, including the “Risk Factors” sections contained therein. Except as required by law, Syndax assumes no obligation to update any forward-looking statements contained herein to reflect any change in expectations, even as new information becomes available.

Royalty Pharma Investor Relations and Communications

+1 (212) 883-6772
ir@royaltypharma.com

Syndax Contact

Sharon Klahre
+1 (781) 684-9827
sklahre@syndax.com

The MIL Network –

January 26, 2025

MIL-OSI: Reliance Global Group Schedules Third Quarter 2024 Financial Results and Business Update Conference Call

Source: GlobeNewswire (MIL-OSI)

Lakewood, NJ, Nov. 04, 2024 (GLOBE NEWSWIRE) — Reliance Global Group, Inc. (NASDAQ: RELI) (“Reliance” or the “Company”), announced today that it will host a conference call Thursday, November 7, 2024, at 4:30 PM Eastern Time to discuss financial results for the third quarter of 2024 and provide a business update.

The conference call will be available via telephone by dialing toll-free +1 877-545-0320 for U.S. callers or +1 973-528-0002 for international callers and entering access code 442767. A webcast of the call may be accessed at https://www.webcaster4.com/Webcast/Page/2381/51535 or on the investor relations section of the Company’s website, https://relianceglobalgroup.com/events-and-presentations/.

A webcast replay will be available on the investor relations section of the Company’s website at https://relianceglobalgroup.com/events-and-presentations/ through November 7, 2025. A telephone replay of the call will be available approximately one hour following the call, through November 21, 2024, and can be accessed by dialing +1 877-481-4010 for U.S. callers or +1 919-882-2331 for international callers and entering access code 51535.

About Reliance Global Group, Inc.

Reliance Global Group, Inc. (NASDAQ: RELI) is an InsurTech pioneer, leveraging artificial intelligence (AI), and cloud-based technologies, to transform and improve efficiencies in the insurance agency/brokerage industry. The Company’s business-to-business InsurTech platform, RELI Exchange, provides independent insurance agencies an entire suite of business development tools, enabling them to effectively compete with large-scale national insurance agencies, whilst reducing back-office cost and burden. The Company’s business-to-consumer platform, 5minuteinsure.com, utilizes AI and data mining, to provide competitive online insurance quotes within minutes to everyday consumers seeking to purchase auto, home, and life insurance. In addition, the Company operates its own portfolio of select retail “brick and mortar” insurance agencies which are leaders and pioneers in their respective regions throughout the United States, offering a wide variety of insurance products. Further information about the Company can be found at https://www.relianceglobalgroup.com.

Contact:

Crescendo Communications, LLC
Tel: +1 (212) 671-1020
Email: RELI@crescendo-ir.com

The MIL Network –

January 26, 2025

MIL-OSI: American Coastal Insurance Corporation to Host Their 2024 Virtual Investor Day on December 4th at 11:00 a.m. ET

Source: GlobeNewswire (MIL-OSI)

ST. PETERSBURG, Fla., Nov. 04, 2024 (GLOBE NEWSWIRE) — American Coastal Insurance Corporation (Nasdaq Ticker: ACIC) (“the Company”, “American Coastal” or “ACIC”) the insurance holding company of American Coastal Insurance Company (“AmCoastal”), will host their 2024 Virtual Investor Day on Wednesday, December 4, 2024, at 11:00 a.m. Eastern Time.

During the Investor Day, American Coastal’s management team will provide an in-depth presentation of the Company’s strategic initiatives, operation strategies, and financial outlook. The formal presentations will be followed by an interactive Q&A session.

The event will be broadcast live via webcast in the Investor Relations section of the Company’s website at investors.amcoastal.com. A replay of the video broadcast will be available following the conclusion of the event.

About American Coastal Insurance Corporation:
American Coastal Insurance Corporation (amcoastal.com) is the holding company of the insurance carrier, American Coastal Insurance Company, which was founded in 2007 for the purpose of insuring Condominium and Homeowner Association properties, and apartments in the state of Florida. American Coastal Insurance Company has an exclusive partnership for distribution of Condominium Association properties in the state of Florida with AmRisc Group (amriscgroup.com), one of the largest Managing General Agents in the country specializing in hurricane-exposed properties. American Coastal Insurance Company has earned a Financial Stability Rating of “A”, Exceptional’ from Demotech, and maintains an “A-” insurance financial strength rating with a Stable outlook by Kroll. ACIC maintains a ‘BB+’ issuer rating with a Stable outlook by Kroll.

Contact Information:
Alexander Baty
Vice President, Finance & Investor Relations, American Coastal Insurance Corporation
investorrelations@amcoastal.com
(727) 425-8076

Karin Daly
Investor Relations, Vice President, The Equity Group
kdaly@equityny.com
(212) 836-9623

The MIL Network –

January 26, 2025

MIL-OSI Canada: Annual Candlelight Tribute to commemorate Canada’s fallen heroes and Veterans

Source: Government of Canada News

Randeep Sarai, Parliamentary Secretary to the Minister of Veterans Affairs and Associate Minister of National Defence, will attend the annual Candlelight Tribute to honour our country’s fallen heroes and Veterans, and pass the torch of remembrance from Veterans to youth.

Ottawa, ON – Randeep Sarai, Parliamentary Secretary to the Minister of Veterans Affairs and Associate Minister of National Defence, will attend the annual Candlelight Tribute to honour our country’s fallen heroes and Veterans, and pass the torch of remembrance from Veterans to youth.

Parliamentary Secretary Sarai and other event participants will be available to media following the event.

Location: LeBreton Gallery
Canadian War Museum
1 Vimy Place
Ottawa, Ontario

Date: Tuesday, 5 November 2024

Time: 19:00 EST

Media who want to participate are asked to register in advance by contacting media@veterans.gc.ca with the name(s) of their attendee(s) and media outlet.

If you anticipate any accessibility barriers, please let us know and we will work with you to enable your participation.

MIL OSI Canada News –

January 26, 2025

MIL-OSI Canada: G7 foreign ministers’ statement on the Launch of an Intercontinental Ballistic Missile by the Democratic People’s Republic of Korea

Source: Government of Canada News

“We, the G7 Foreign Ministers of Canada, France, Germany, Italy, Japan, the United Kingdom, the United States of America, and the High Representative of the European Union, condemn in the strongest terms the Democratic People’s Republic of Korea’s (DPRK) October 31 (local time) launch of an Intercontinental Ballistic Missile (ICBM), following other launches using ballistic missile technology.

November 4, 2024 – Ottawa, Ontario – Global Affairs Canada

“We, the G7 Foreign Ministers of Canada, France, Germany, Italy, Japan, the United Kingdom, the United States of America, and the High Representative of the European Union, condemn in the strongest terms the Democratic People’s Republic of Korea’s (DPRK) October 31 (local time) launch of an Intercontinental Ballistic Missile (ICBM), following other launches using ballistic missile technology. We deplore that the DPRK once again chose to prioritize its unlawful weapons of mass destruction (WMD) and ballistic missile programs over the welfare of the people in the DPRK.

” The DPRK continues to advance its unlawful nuclear and ballistic missile capabilities and to escalate its destabilizing activities. We reiterate our call for the complete denuclearization of the Korean Peninsula and demand that the DPRK abandon all its nuclear weapons, existing nuclear programs, and any other weapons of mass destruction (WMD) and ballistic missile programs in a complete, verifiable, and irreversible manner in accordance with all relevant United Nations Security Council resolutions (UNSCRs). We urge UNSC Members to follow through on their commitments and call on all UN Member States to fully and effectively implement relevant UNSCRs.

” The G7 remains committed to working with all relevant partners toward the goal of peace and stability on the Korean Peninsula and to upholding the free and open rules-based international order.”

MIL OSI Canada News –

January 26, 2025

MIL-OSI Canada: Indoor shelter spaces opening for winter

Source: Government of Canada regional news

The Province, through BC Housing, is funding 6,118 shelter spaces in 59 communities throughout British Columbia, including permanent, temporary and extreme-weather response (EWR) shelters, as well as Homeless Encampment Action Response Temporary Housing (HEARTH) shelter spaces.

Listed below are shelters that opened in six major cities as of Nov. 1, 2024. For a full list of shelters throughout B.C., visit: https://smap.bchousing.org/

Shelter information, including the openings of EWR and other shelters, is updated daily. For shelter bed availability, people are encouraged to reach out to their local shelter.

Additional shelter spaces are expected to open in the coming months.

Kamloops

Total shelter spaces: 230

Temporary shelters
- Stuart Wood, 245 St. Paul St., 35 spaces (including 10 accessible spaces for seniors)
- Yacht Club, 1140 River St., 20 spaces
- Olive Branch, 245 St. Paul St., 10 spaces
Permanent year-round shelters
- Emerald Centre, 259 Victoria St., 40 spaces
- Harbour Shelter (women only), 181 Victoria St. W., 12 spaces
- Merit Place, 715 Notre Dame Dr., 50 spaces
- Moira House, 600 Kingston Ave., 41 spaces
- Mustard Seed Shelter, 181 Victoria St. W., 22 spaces

Kelowna

Total shelter spaces: 305

Temporary shelters
- Bay Avenue Shelter, 858 Ellis St., 72 spaces
- Kelowna Motel shelter, 25 spaces (referral only)
Permanent year-round shelters
- Alexandra Gardner Safe Centre, 1069 Gordon Dr., 20 spaces
- Cornerstone Shelter, 425 Leon Ave., 80 spaces
- Kelowna Gospel Mission, 251 Leon Ave., 60 spaces
- Richter Street Shelter, 1083 Richter St., 48 spaces

Prince George

Total shelter spaces: 161

Permanent year-round shelters
- Bridget Moran Place, 1188 6th Ave., 45 spaces
- AWAC Women’s Shelter, 144 George St., 40 spaces
- Ketso Yoh Centre Men’s Hostel, 140 Quebec St., 36 spaces
- Prince George Native Friendship Centre (youth shelter), 171 George St., 10 spaces
- Second Ave Shelter, 1151 2nd Ave., 30 spaces

Surrey

Total shelter spaces: 566

Temporary shelters
- Nourish, 13539 King George Blvd., 16 spaces (an additional 15 spaces to open later this season).
- Cloverdale, 5337 180 St., 25 spaces
Extreme weather response shelters (open only during EWR alerts)
- PCRS, 10453 Whalley Blvd., 10 spaces
- SUMs NightShift, 10635 King George Blvd., 15 spaces
- Shimai House, 13327 100A Ave., six spaces
- Lookout Surrey Alliance, 13474 96 Ave., 30 spaces
- South Surrey, 14601 20 Ave., 45 spaces
Permanent year-round shelters
- Bill Reid Place, 17910 Colebrook Rd., 16 spaces
- Cynthia’s Place, 14337/14347 108 Ave., 18 spaces
- Foxglove Shelter, 9810 Foxglove Dr., 27 spaces
- Lookout Gateway, 10667 135A St., 40 spaces
- Lookout Guildford, 14716 104 Ave., 46 spaces
- Lookout Parkway, 10667 135A St., 40 spaces
- Hyland House, 6595 King George Blvd., 45 spaces
- Rosewood Shelter, 9683 137 St., 60 spaces
- Surrey Urban Mission, 10776 King George Blvd., 40 spaces
- The Cove, 10607 King George Blvd., 42 spaces
- The Olive Branch, 10731 City Parkway, 45 spaces

Vancouver

Total shelter spaces: 1,838

Temporary shelters
- Directions Youth Services Centre, 1138 Burrard St., 12 spaces
- Klahowya, 875 Terminal Ave., 20 spaces
- 1660 East Hastings St., 100 spaces
- Lookout Commercial Hastings, 1738 E. Hastings St., 20 spaces
- Gathering Place, 609 Helmcken St., 34 spaces
- Lookout 325 Main, 325 Main St., 20 spaces
- Harbour Light, 119 E. Cordova St., 40 spaces
- Evelyne Saller, 404 Alexander St., 42 spaces
- Lookout Tenth Church, 11 10th Ave. West, 25 spaces
- Lookout Jubilee, 239 Main St., 13 spaces
- UGM Women’s Shelter, 616 Cordova St. E., 20 spaces
- CSS Mat Program, 1302 Seymour St., 10 spaces
Extreme weather response shelters (open only during EWR alerts)
- Aboriginal Front Door, 205 E. Hastings, 34 spaces
- Directions Youth Resource Centre, 1138 Burrard St., 10 spaces
- The Nest, 320 Alexander St., 20 spaces
- Lookout Hastings Commercial, 1726 E. Hastings, 15 spaces
- Lookout Kiwassa, 2425 Oxford St., 20 spaces
- Lookout Marpole, 8585 Hudson St., 30 spaces
- PCRS Vancouver, 2455 Fraser St., 20 spaces
- Belkin House, 555 Homer St., 25 spaces
Permanent year-round shelters
- 1401 Hornby St., 52 spaces
- Metson, 1060 Howe St., 38 spaces
- Sisters Shelter, 131 Dunlevy Ave., 16 spaces
- Sisterhood, 342 Alexander St., 21 spaces
- Kye7e, 172 Cordova St. E., 10 spaces
- 398 Powell St., 11 spaces
- WISH, 340 Alexander St., 23 spaces
- 265 Hastings St. E., 31 spaces
- Osborn, 15 Hastings St. W., 80 spaces
- Klahowya at Terminal, 875 Terminal Ave., 60 spaces
- The Haven, 108 E. Hastings St., 34 spaces
- The Beacon, 108 E. Hastings St., 66 spaces
- Crosswalk, 108 E. Hastings St., 36 spaces
- Lookout Walton Hotel , 261 Hastings St. E., 15 spaces
- The Lark, 103 Hastings St. E., 14 spaces
- Covenant House, 1280 Seymour St., 60 spaces
- Catholic Charities Men’s Hostel, 1056 Comox St., 108 spaces
- First United Church Shelter, 467 Alexander St., 51 spaces
- Lookout Yukon St. Shelter, 2088 Yukon St., 71 spaces
- Lookout Al Mitchell Shelter, 346 Alexander St., 46 spaces
- New Fountain Shelter, 356 E. Hastings, 60 spaces
- RainCity HPP and Triage Emergency Shelter, 707 Powell St., 28 spaces
- Springhouse Shelter, 333 E. 16th Ave., 32 spaces
- Powell Place Emergency Shelter, 329 Powell St., 52 spaces
- Downtown Eastside Women’s Shelter, 412 E. Cordova St., 57 spaces
- Belkin House, 555 Homer St., 81 spaces
- Vi Fineday Family Shelter, 1906 15th Ave. W., 18 spaces
- Aboriginal Shelter, 201 Central St., 55 spaces
- Union Gospel (Heatley) Housing Society, 601 Hastings St. E., 82 spaces

Victoria

Total shelter spaces: 400

Extreme weather response shelters (open only during EWR alerts)
- Rock Bay Landing, 535 Ellice St., 20 spaces
- Addictions and Rehabilitation Centre, 525 Johnson St., 30 spaces
Permanent year-round shelters
- Douglas Community Shelter, 2915 Douglas St., 29 spaces
- 919 Pandora Ave., 54 spaces
  - Includes 20 HEARTH-funded spaces
- Out of the Rain Victoria, 1450 Elford St., 15 spaces
- My Place, 1240 Yates St., 56 spaces
  - Includes two HEARTH-funded spaces
- Addictions and Rehabilitation Centre, 525 Johnson St., 42 spaces
  - Includes 21 HEARTH-funded spaces
- Sandy Merriman House, 809 Burdett Ave., 25 spaces
- Next Steps, 2317 Dowler Pl., 15 spaces
- Rock Bay Landing, 535 Ellice St., 84 spaces
- St. John the Divine Shelter, 1611 Quadra St., 30 spaces (HEARTH-funded)

MIL OSI Canada News –

January 26, 2025

MIL-OSI Canada: Grow your career with Alberta’s public service

Source: Government of Canada regional news

Alberta called and the world answered. Hundreds of thousands of people are choosing Alberta as the place to find meaningful and well-paying work to support their families and their futures. Alberta’s public sector salaries are some of the strongest in Canada and with less tax, workers have more take-home pay. The cost of living is also lower than in many other jurisdictions, allowing for a better quality of life. New health care facilities will provide thousands of health care positions, and the 90 new schools that will be kick-started over the next three years will all need educators and support staff.

To support Alberta’s growth, health and safety, there are many other occupations available, including corrections officers, sheriffs and paramedics. These roles, and many others, are available in the province’s big cities and rural areas.

“Opportunity abounds in Alberta in both the private and public sectors. Working in the public sector provides individuals opportunities that span numerous sectors and skill levels while also being financially rewarding and providing an opportunity to have a positive impact in the daily lives of Albertans. We’re inviting everyone to see the full breadth of meaningful and impactful job opportunities available in our beautiful province.”

Danielle Smith, Premier

As the government continues its work to provide high-quality services to Albertans across the province, it is promoting its efficient and effective workforce. To inform people about the great career options in the public service, a provincial advertising campaign will run for the next six weeks. Print, radio, television and social media advertisements will share with Albertans that life, and work, are better here and to ask them to consider a career in the provincial public sector.

Quick facts

Between July 1, 2023, and July 1, 2024, the province’s population expanded by more than 204,000 people, which is an annual growth rate of 4.4 per cent.
Alberta’s annual growth is comparable to the population in two new cities the size of Lethbridge or Red Deer.
In the third quarter of 2024, Alberta’s population reached 4.9 million people.

Related information

alberta.ca/BetterHere

MIL OSI Canada News –

January 26, 2025

MIL-OSI Economics: ONLINE EVENT | Latin America – Spain Railway Dialogues ‘Rails towards a sustainable future”

Source: CAF Development Bank of Latin America

Under the title ‘Rails Towards a Sustainable Future’, this event aims to highlight the tremendous potential of rail as a mode of land transport capable of ensuring the mobility of large volumes of people and goods, boosting the economic, environmental, and social sustainability essential for the future. The Railway Dialogues will take place on November 13 and 14 at the La Moneda Cultural Center, gathering experts, government representatives, private companies, and financial institutions involved in the railway sector.

The first day is designed to foster knowledge sharing and inter-institutional collaboration, creating an ideal setting for learning from expert insights, discovering best practices, and building valuable connections within the railway industry. Authorities from countries such as Chile, Brazil, Panama, Uruguay, and Spain will participate.

The second day, organized by EFE as part of its 140th anniversary celebration, will address the challenges and opportunities in Chile’s railway sector, including a panel that brings in international railway perspectives with contributions from experts, authorities, and key institutions in the field.

To mark this anniversary, the La Moneda Cultural Center will also host the exhibition ‘The Train Runs Along the Line‘, which explores the present and future of railways in Chile.

This event wraps up a week of railway-related activities in Santiago, Chile. In the days leading up to it, the 60th Annual Assembly of the Latin American Railway Association (ALAF) and the Regional Assembly of the International Union of Railways (UIC) will take place.

Date: November 13 and 14
Time: 9:30 a.m. (Chile)*
*The event will be streamed on this microsite

MIL OSI Economics –

January 26, 2025

MIL-OSI USA: Graves Demands Biden-Harris Administration Abide by Supreme Court’s WOTUS Ruling

Source: United States House of Representatives – Congressman Sam Graves (6th District of Missouri)

WASHINGTON, DC – Transportation and Infrastructure Committee Chairman Sam Graves (MO-06) led Committee Republicans today in enumerating the many ongoing concerns from Congress and stakeholders about the Biden-Harris Administration’s refusal to conform with the Supreme Court’s ruling pertaining to the definition of “waters of the United States” (WOTUS) under the Clean Water Act (CWA).

Writing to the heads of the U.S. Environmental Protection Agency (EPA) and the U.S. Army Corps of Engineers (Corps) in regard to the Supreme Court’s 2023 decision in Sackett v. EPA (Sackett), the Republican Members said, “This Administration is not adhering to Sackett, attempting to maintain broad Federal overreach, slow-walking implementation, failing to provide adequate direction to regulated communities, and delaying projects which require certainty under a CWA permitting regime.”

The Members cited concerns from a broad spectrum of stakeholders, including those raised during a September Water Resources and Environment Subcommittee hearing about the Administration’s lack of clarity, transparency, and direction on WOTUS since Sackett.

“In Sackett, the Supreme Court provided needed clarity on the definition of a WOTUS, reinforcing property owners’ rights, protecting the separation of powers by limiting the authority that Congress explicitly delegated in statute, and adhering to the Congressional intent of the CWA. Sackett rightly upheld the cooperative Federalism framework of the CWA, as well as the authority of states to regulate non-Federal waters within their borders as they see fit.”

However, despite the unequivocal decision by the Court and the much-needed clarity that it provided, T&I Republicans assert that the Biden-Harris Administration continues to openly disregard the Supreme Court’s ruling. Members posed a series of questions to the EPA and the Corps about steps they are taking to create a permitting regime that is faithful to Sackett and the Administration’s plans to provide more guidance and certainty to the regulated community. The letter also includes a request for information related to delayed agency decisions that are preventing important projects from moving forward.

Read the full letter here.

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MIL OSI USA News –

January 26, 2025

MIL-OSI USA: Rep. Adams’ Statement on the Passing of Quincy Jones

Source: United States House of Representatives – Congresswoman Alma Adams (12th District of North Carolina)

CHARLOTTE – Congresswoman Alma S. Adams, Ph.D. (NC-12) released the following statement today on the passing of music producer, songwriter, and composer Quincy Jones, at the age of 91:

“The world has lost an iconic, creative genius whose music was the soundtrack of our lives for multiple generations. Quincy Jones was a legend who reminded us that we are all one. He brought us hits like ‘We are the World’ and Thriller, the musical score for The Color Purple, and the opening theme for Sanford and Son. His contribution to our society will long be remembered. Thank you for your service Quincy Jones. Your rent is fully paid.”

Congresswoman Alma S. Adams, Ph.D. represents North Carolina’s 12th Congressional District (Charlotte, Mecklenburg County, Cabarrus County) and serves on the House Committee on Agriculture and the House Committee on Education & the Workforce, where she serves as ranking member of the Workforce Protections Subcommittee.

MIL OSI USA News –

January 26, 2025

MIL-OSI USA: Ohio Celebrates Congresswoman Beatty’s Lifelong Fight for Equality with Hall of Fame Honor

Source: United States House of Representatives – Congresswoman Joyce Beatty (3rd District of Ohio)

COLUMBUS, OH —Today, Congresswoman Joyce Beatty (OH-03) was inducted into the Ohio Civil Rights Commission’s 15th Civil Rights Hall of Fame during a ceremony at the Lincoln Theatre. Alongside ten fellow honorees, Congresswoman Beatty was celebrated as a pioneering leader in civil and human rights and a champion of equality and inclusion.

The Ohio Civil Rights Hall of Fame honors individuals who have made significant contributions to civil rights, cultural awareness, and understanding, advancing a more just society.

“It is a profound honor to be recognized alongside such remarkable individuals,”said Congresswoman Beatty. “This induction is not just a reflection of my journey but a testament to the power each of us holds to stand up for equality. Civil rights isn’t just a chapter in history—it’s a commitment to justice that each of us must carry forward.”

Congresswoman Beatty has been a trailblazing leader in civil rights throughout her career. She has marched alongside Martin Luther King III, Reverend Al Sharpton, and Reverend Jesse Jackson. As a state legislator, she established Ohio’s Rosa Parks Day, making Ohio the first state to recognize this civil rights icon. Breaking barriers, she became Ohio’s first female Democratic House Leader.

In Congress, Beatty is known as the powerful and productive Chair Emerita of the Congressional Black Caucus (CBC). She spoke at the 50th anniversary of the March on Washington, co-sponsored the bill making Juneteenth a federal holiday, and helped President Joe Biden pass the $1.3 trillion Infrastructure Bill. She also advised the President on his 2022 Executive Order addressing police brutality and chaired Congress’s first Diversity and Inclusion Subcommittee. Currently, Beatty leads the CBC Task Force on Diversity, Equity, and Inclusion.

Her dedication to civil rights has earned her various accolades, including the Dr. Mary McLeod Bethune Legacy Award. Congresswoman Beatty serves as a National Campaign Advisor for Vice President Kamala Harris and has been included on EBONY magazine’s “Power 150” list of influential African Americans.

The Ohio Civil Rights Commission commended Congresswoman Beatty and the other inductees for their enduring contributions to equality and inclusion.

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MIL OSI USA News –

January 26, 2025

MIL-OSI Banking: Fannie Mae Announces the Results of its Thirty-third Reperforming Loan Sale Transaction

Source: Fannie Mae

WASHINGTON, DC – Fannie Mae (FNMA/OTCQB) today announced the results of its thirty-third reperforming loan sale transaction. The deal, announced on October 8, 2024, included the sale of 8,678 loans totaling $1,424,118,043 in unpaid principal balance (UPB), offered in three pools. The winning bidder for Pool 1 and Pool 2 was Pacific Investment Management Company LLC, and for Pool 3 was JP Morgan Mortgage Acquisitions Corp. The transaction is expected to close by December 20, 2024. The pools were marketed with Citigroup Global Markets Inc. as advisor.

The loan pool awarded in this most recent transaction includes:

Pool 1: 2,924 loans with an aggregate UPB of $510,578,698; average loan size of $174,617; weighted average note rate of 3.82%; and weighted average broker’s price opinion (BPO) loan-to-value ratio of 47%.
Pool 2: 3,311 loans with an aggregate UPB of $524,573,434; average loan size of $158,434; weighted average note rate of 4.03%; and weighted average broker’s price opinion (BPO) loan-to-value ratio of 48%.
Pool 3: 2,443 loans with an aggregate UPB of $388,965,911; average loan size of $159,217; weighted average note rate of 3.96%; and weighted average broker’s price opinion (BPO) loan-to-value ratio of 49%.

The cover bid, which is the second highest bid for the pool, was 83.55% of UPB (32.26% of BPO) for Pool 1, 84.375% of UPB (31.73% of BPO) for Pool 2, and 82.09% of UPB (31.98% of BPO) for Pool 3.

Reperforming loans are loans that have been or are currently delinquent but have reperformed for a period of time. The terms of Fannie Mae’s reperforming loan sale require the buyer to offer loss mitigation options to any borrower who may re-default within five years following the closing of the reperforming loan sale. All purchasers are required to honor any approved or in-process loss mitigation efforts at the time of sale, including loan modifications. In addition, purchasers must offer delinquent borrowers a waterfall of loss mitigation options, including loan modifications, which may include principal forgiveness or payment deferral prior to initiating foreclosure on any loan.

Interested bidders can register for ongoing announcements, training, and other information here. Fannie Mae will also post information about specific pools available for purchase on that page.

MIL OSI Global Banks –

January 26, 2025

MIL-OSI Australia: Publicly available data to help understand tax compliance

Source: Australian Department of Revenue

Understand tax compliance in Australia

An important feature of the Australian tax system is that the details of income earned and taxes paid by taxpayers are kept confidential. This applies for both people and entities. We believe this confidentiality supports full and honest disclosure to us.

However, an interested person can use a range of tools to better understand a company’s tax position. New data sources are available to help the community understand more about the tax compliance of large corporate groups.

We encourage community enquiries. These support an informed debate about tax compliance in Australia. Informed debate can balance speculation about low or no tax paid by some corporate groups. It can also address concern about non-compliance by the large corporate groups population in general.

Sources of information

Relevant sources of information about a company’s tax position include:

reports prepared by the corporate group itself, especially reports written under the voluntary tax transparency code
financial reports prepared by the corporate group and lodged, directly or indirectly, with the corporate regulator, ASIC
our annual publication of key financial and tax data relevant to large corporate groups under the corporate tax transparency measure
informed analysis and media commentary of particular corporate groups or industries including
- analysis of annual reports prepared by a corporate group in Australia
- reports filed by the overseas headquarters of a multinational with operations in Australia.

How large corporate groups are taxed

In looking at the tax paid by a particular large corporate group, it is important to remember:

income tax isn’t paid on gross income, it’s paid on taxable income, meaning they may pay less or no tax in subsequent years
even very large corporate groups sometimes make losses that may mean they don’t pay tax in that year and, subject to integrity provisions in the law, they can carry forward and claim these as a tax deduction in future years
Australia generally doesn’t tax the offshore profits of corporate groups where they are comparably taxed overseas
the profits of businesses run through trusts are usually taxed at the investor level, not the trust level.

Voluntary tax transparency code

We encourage large corporate groups to adopt the voluntary tax transparency code (the Code). This includes entities treated as companies for Australian tax purposes and foreign multinationals with operations in Australia.

The Code was developed by the Board of Taxation and endorsed by the Australian Government in the 2015–16 federal Budget. It’s designed to encourage greater transparency within the corporate sector, particularly by multinationals. It will improve the community’s understanding of the corporate sector’s compliance with Australia’s tax laws.

We’re encouraged by the number of corporates volunteering to produce tax performance reports. By 31 August 2023:

over 140 corporates published reports for 2021–22
over 120 corporates published to date for 2022–23
over 20 corporates published to date for 2023–24.

We believe this will support more informed community debate about the tax system.

The first Voluntary Tax Transparency Code reportExternal Link for 2015–16 was published on data.gov.au in September 2016. It is updated as we receive more reports from businesses and currently includes 8 years of data. Over 210 corporates have become signatories to the Code.

Requirement to lodge general purpose financial statements

Most large corporates file detailed accounts with ASIC. These general purpose financial statements (GPFS) provide some tax payment details, including:

the amount they expect to pay as tax liabilities
a tax note explaining material tax adjustments, for example, profits and dividends or both from a foreign subsidiary may be exempt for income tax purposes, but treated as income in the accounts
any amended assessment received, subject to principles of materiality
information on substantial tax disputes, where the reporting entity has to disclose contingent liabilities under the Corporations Act 2001.

Some large global entities with Australian operations may not have been required to provide full GPFS to ASIC. Sometimes they’ve been able to lodge special purpose financial statements. Separately, grandfathering provisions provided exemptions from filing GPFS with ASIC for some Australian large private companies.

However, recent changes made to legislation means these companies will no longer be exempt from lodging financial statements with ASIC. The exemption now only applies to financial years ending on or before 9 August 2022 when the Act received royal assent.

For income years beginning on or after 1 July 2016, legislation now requires significant global entities to lodge GPFS with us if they don’t already provide them to ASIC. We pass these to ASICExternal Link and they make them public in their document register.

This measure increases the transparency of large multinational companies operating in Australia. Since its introduction, we’ve sent over 15,000 GPFS to ASIC.

Corporate transparency report

We publish limited tax details of certain large corporate taxpayers in accordance with tax returns as lodged. This is part of a global push to improve transparency and inform public debate about tax policy.

The law requires us to publish this information each year. We also provide supporting commentary to give context to the data and help users understand the tax adjustments that may be relevant in arriving at the taxable income. Importantly, this data doesn’t get updated for subsequent ATO-initiated amendments to the returns lodged.

The information published is drawn from tax return labels and covers:

name
ABN
total income
taxable income
tax payable
petroleum resource rent tax (PRRT) payable.

Many companies prepare additional information available to the public that provides context to the data we publish.

We released the 2022–23 Report of entity tax information in November 2024, published on data.gov.au.

For more information, see:

Other sources of information

Some media and professional analysts study corporations and/or industries. These reports sometimes draw on detailed financial updates filed by multinational enterprises in their home jurisdiction. They can indicate taxes paid globally and sometimes taxes paid here in Australia.

Other analyses of a corporate group’s financial and tax position might arise upon a significant or material event. This may include a merger, acquisition or takeover proposal, or a major change in their financial position following receipt of an amended tax assessment.

MIL OSI News –

January 26, 2025

MIL-OSI Australia: The OECD four pillars of compliance

Source: Australian Department of Revenue

Large corporate group registration

As significant contributors to the Australian tax system, we’re confident large corporate groups who should be registered in the system are registered. With sophisticated business operations of $250 million or more in revenue annually, these groups are well aware of their tax obligations.

Large corporate group lodgment

Large corporate groups predominantly lodge on time. These businesses have significant internal capacity and capability to lodge. Failure to lodge is likely to be symptomatic of broader issues within the business.

Of those that don’t lodge on time, many are late by less than one month and most are late by less than 3 months. We have specific engagement strategies for these entities. There are also higher penalties for significant global entities that fail to lodge on time.

Occasionally we may find individual entities within a large corporate group not meeting their lodgment obligations. Often this is due to the entities being dormant or non-trading, which is not a revenue risk under ordinary circumstances.

Figure 1: Large corporate groups lodgment performance, 2022–23

Correct reporting

Measuring assurance and confidence in tax consequences

Tax assured helps us demonstrate our confidence in the tax system. We consider amounts of tax to be assured where we have evidence they have been reported correctly. We collect evidence from a range of sources including directly from taxpayers.

Where we can’t gather evidence to assure tax, we rely on our broader risk management approaches to provide us with confidence in tax reporting.

Tax assured complements other measures, including tax gaps and total revenue effects. Together they provide insight into how well the tax and super systems are performing. We use this insight to assist Treasury with shaping the future design of the systems and our strategies for addressing potential non-compliance.

We have assured $36.9 billion of income tax reported by large corporate groups for 2021–22 and $39.2 billion for 2020–21.

You can also find out about How we gain confidence the right amount of tax is being paid.

Preventative action

We undertake a range of activities aimed at preventing non-compliance. We do this:

across the large corporate groups population generally
through direct action with the largest taxpayers in this population.

You can find out more in Population wide approaches to preventing non-compliance and how we engage with specific taxpayers in Active prevention: one-to-one.

Corrective action

Corrective action targets those cases where taxpayers seek to push the boundary of acceptable tax planning. We identify these cases based on:

intelligence
data analysis
risk assessments.

Where we suspect a particular arrangement is being used by multiple large corporate groups we address the potential non-compliance in a targeted and coordinated way. This includes investigating both taxpayers and advisers we suspect are involved. We also provide early warning to the market of our concerns, often in the form of a taxpayer alert.

Results from our compliance activities

Our compliance activities and the results we obtain act as a visible deterrent against large corporate groups choosing not to comply with their Australian tax obligations.

The significant fluctuation in the outcomes of our corrective action each year reflects the characteristics of the large corporate groups population:

There are low levels of systemic tax avoidance, so we don’t have a regular program of audits on the same fact pattern leading to similar audit results across years.
The size of the taxpayers and their transactions is such that a single audit case may amount to significant sums in additional tax payable.
Complex transactions may be subject to multi-year investigations and subsequent litigation before the taxpayer pays additional taxes and penalties.

Table 1: Corrective action targeting large corporate groups income tax, 2018–19 to 2023–24
Corrective action targeting large corporate groups income tax	2018–19 $m	2019–20 $m	2020–21 $m	2021–22 $m	2022–23 $m	2023–24 $m
Total debits (liabilities) (see Note 1)	1,876	2,053	2,818	2,666	1,974	2,824
Audit yield (cash) (see Note 2)	1,136	1,373	1,051	1,428	1,276	1,669

Note 1: Liabilities raised in a given year may relate to multiple years of assessments and include additional tax, penalties and interest.

Note 2: Audit yield is actual cash collected (or estimated to have been collected) against liabilities raised (in the year and prior) and includes collections on tax, penalties and interest.

The complexity inherent in the law and the business affairs of large corporate groups can lead to significant differences in interpretation of how the law applies in a given circumstance. Taxpayers can and do dispute amended assessments made by us, sometimes all the way to the courts. The result is not always in our favour.

Sometimes we settle disputes for a lesser amount than originally assessed. This means the additional cash we collect from an audit doesn’t always equal the amount of additional tax liabilities we raised under the amended assessment.

Observed behaviours

Some large corporate groups may engage in tax minimisation or avoidance. But typically, they are not reckless and do not evade tax.

Where we see an incorrect application of the law and reasonable care hasn’t been taken, we can apply a range of administrative penalties. These vary, depending on the behaviour involved.

Our analysis of culpability penalty rates imposed confirms a strong compliance culture among large corporate groups. We have not raised a penalty in cases where the taxpayer made a voluntary disclosure or, in our view, had a reasonably arguable position and it is otherwise appropriate to not impose a penalty.

Even where we have applied penalties, in most cases we considered there was, at most, a lack of reasonable care and not recklessness or intentional disregard. We may reduce a penalty where appropriate based on the facts and circumstances of the case.

Figure 2: Culpability penalty rates applied to large corporate groups, 2018–19 to 2023–24

You can also view data for Culpability penalty rates applied to large corporate groups, 2018–19 to 2023–24 in table format.

On-time payments

Most large corporate groups generally pay their tax obligations on time and almost all tax is paid within 365 days or within agreed upon timetables.

As with lodgment obligations, our work managing debts of large corporate groups focuses on cooperative relationships. We also emphasise:

transparency
prevention before correction
early assurance
certainty for all parties.

This is our starting position for working with all businesses. Most businesses work this way with us.

Figure 3: Large corporate groups payment times, 2022–23

Large corporate groups income tax debt is relatively small compared to the total corporate income tax reported. Similarly, the income tax value of debt owed by these groups represents only a small percentage of their total tax paid on time, and the majority of this debt is disputed.

Disputed debt covers tax outstanding that is subject to:

an objection with us
a review via the Administrative Review Tribunal
appeal to the Federal Court.

We expect that in such a large and complex system we will have disputes. Our intention is to resolve disputes as early as possible, in a way that is fair and respectful.

A very small amount of debt is owed by former large corporate groups that are now under some form of insolvency administration.

Figure 4: Large corporate groups debt as a proportion of corporate income tax, 2022–23

MIL OSI News –

January 26, 2025

MIL-OSI Australia: Tax and Corporate Australia

Source: Australian Department of Revenue

An effective tax system supports the social benefits we all enjoy. The key to an effective tax system is a high level of willing participation. This is built on the community having confidence:

that all taxpayers are paying the right amount of tax
in us as administrators.

We share our tax system insights with you to improve awareness and encourage voluntary compliance.

The community is especially concerned with the income tax compliance of large corporate groups. This population is made up of 2,081 groups. Each has a turnover of more than $250 million and makes a significant contribution to our tax system and the Australian economy.

Based on our detailed knowledge of the system, most large corporate groups pay the right amount of tax. There will always be some who deliberately avoid their tax obligations. Our message to businesses operating in Australia is clear: you must pay the right amount of tax on the profits you earn here.

We take our responsibility to the Australian community seriously. Here you can find out how we are:

improving the system for those who want to comply
taking firm action against those who choose not to.

We hope it provides you with an increased understanding of how Australia’s tax system is operating for the largest corporations.

MIL OSI News –

January 26, 2025

MIL-OSI New Zealand: Public servants should use cheaper taxi options

Source: ACT Party

ACT’s Finance spokesperson Todd Stephenson has written to Public Service Commissioner Sir Brian Roche, congratulating him on his appointment and suggesting that he allow public servants to use rideshare services like Uber as a more taxpayer-friendly alternative to traditional taxis.

“There seems to be a widespread rule that public service employees are not able to claim back or expense a rideshare service used in the course of their employment, and this is unnecessarily costing taxpayers money,” says Mr Stephenson.

“Rideshare services are typically more affordable than traditional taxi services, and there is no justification for a blanket ban on their use.

“A 2017 report from the Taxpayers’ Union estimated savings of upwards of $3 million a year if public servants used rideshare services instead of taxis. The savings are likely to be even greater today.

“There could be other benefits. Rideshare apps offer live location tracking and number plate verification, enhancing safety for public servants. Digital receipts that show journey start and end points add another layer of accountability that ensures travel privileges are used appropriately.

“While ACT hopes the new Commissioner will be looking far more widely for ways to improve value for money in the public service, I hope he’ll take my suggestion on board as a ‘small, but easy’ change.”

MIL OSI New Zealand News –

January 26, 2025

MIL-OSI Australia: Tables – Tax compliance of Australian corporations

Source: Australian Department of Revenue

Demographics of large corporate groups – data table

The table details the data used in figure, the contribution to tax revenue from 2017–18 to 2022–23 for large corporate groups.

Table: the contribution to tax revenue from 2017–18 to 2022–23 for large corporate groups
$b Income tax payable	2017–18	2018–19	2019–20	2020–21	2021–22	2022–23
Large Diversified Miners	8.0	10.2	11.5	14.9	23.1	21.0
Oil & Gas	1.2	1.9	1.3	0.6	1.4	12.0
Other Mining, Energy and Water	6.9	10.8	12.1	16.6	18.0	22.3
Major Banks	11.4	10.1	9.2	8.4	8.4	9.9
Other Financial Services	6.5	6.8	6.4	7.4	8.7	7.3
Wholesale, Retail and Services	13.6	12.6	12.5	15.1	17.3	18.4
Manufacturing, Construction and Agriculture	3.9	3.8	3.7	4.0	5.6	4.8
Total large corporate groups income tax reported	51.4	56.2	56.6	67.1	82.6	95.6

Macro-level analysis is giving us confidence – data tables

The table below details the data used in figure, indexed income tax payable and pre-tax profits of ASX-listed companies.

Table: Indexed income tax payable and pre-tax profits of ASX-listed companies
Year	Income tax payable ($m)	Pre-tax profit ($m)	Indexed income tax payable	Indexed pre-tax profit
2018	28,549	157,674	100.0	100.0
2019	29,938	164,157	104.9	104.1
2020	31,080	146,335	108.9	92.8
2021	37,877	190,778	132.7	121.0
2022	43,353	246,988	151.9	156.6

The table below details the data used in figure, tax-to-income ratios of Australian public and majority foreign-owned large corporate groups.

Table: Tax-to-income ratios of Australian public and majority foreign-owned large corporate groups from 2017 to 2023
Year	Majority Foreign-owned	Australian – Public	Australian – Public (excluding largest 10)	Private
2017	1.57%	3.19%	1.80%	1.44%
2018	1.82%	3.25%	1.92%	1.81%
2019	1.90%	3.44%	1.91%	1.44%
2020	1.72%	3.47%	1.72%	1.51%
2021	1.63%	4.13%	1.76%	1.79%
2022	2.32%	4.29%	2.15%	1.72%
2023	3.00%	3.72%	2.37%	1.48%

The OECD four pillars of compliance – data table

The table details the data used in figure 2, culpability penalty rates applied to large corporate groups, 2018–19 to 2023–24.

Table: Culpability penalty rates applied to large corporate groups from 2018–19 to 2023–24
Culpability penalty	2018–19	2019–20	2020–21	2021–22	2022–23	2023–24
0 rate	0.4	0.7	0.3	0.3	0.7	0.4
10% rate	0.1	0.1	0.3	0.3	0.0	0.3
25% rate	0.3	0.1	0.4	0.3	0.2	0.3
50% rate	0.2	0.1	0.1	0.1	0.1	0.0
75% rate	0.0	0.0	0.0	0.0	0.0	0.0

MIL OSI News –

January 26, 2025

MIL-OSI Australia: We assist and assure the tax compliance of large corporate groups

Source: Australian Department of Revenue

How we engage with large corporate groups

One of our strategic aims is to sustainably reduce the tax gap. We know old approaches centred on active compliance programs of reviews and audits will not achieve that aim. Instead, our first focus is on active prevention.

We believe the majority of taxpayers prefer to avoid tax risk where possible. To do so, they need to know where our concerns lie and our compliance stance on various aspects of the law or areas of the economy. Our goal is to only have taxpayers entering into disputes with us where they know what our position is and have made a conscious decision to operate contrary to it.

To achieve this goal, we’re more explicit about where we have concerns. We communicate our thinking across all aspects of our compliance activities. We’re more creative and flexible in the type and form of guidance we produce. This means we now have tailored guidance products for specific purposes as well as our traditional public rulings.

Public guidance also supports community confidence in the system by letting the public know we are identifying and dealing with matters of concern.

Through early engagement and private advice, we also work directly with large corporate groups. This helps to identify higher risk transactions and reduce disputes. It allows us to work with the taxpayer to agree on the appropriate tax treatment before they lodge their tax return.

Sometimes we can’t avoid disputes, and we’ll pursue matters through audit and to litigation where necessary. The community expects us to take strong action against deliberate non-compliance where we find it. A credible compliance presence also deters others from pushing the bounds of acceptable behaviour.

Population-wide approaches to preventing non-compliance

Large corporate groups have multiple tax obligations. The complexity in fulfilling these obligations can be costly. We’re improving the system to give more certainty and reduce corporate administrative costs. This includes continuing our focus on public guidance.

We’ll continue to monitor the environment to understand what’s happening in the economy, tax system and business. This will ensure we provide relevant and timely guidance.

We’ll also consult with stakeholders on their needs, so our advice is practical and contemporary. This consultation has already resulted in us developing new guidance products.

Law companion rulings

Law companion rulings (LCRs) provide practical certainty, in the form of a public ruling, on how we will apply significant new law. LCRs cover income tax, super and GST measures.

Recent LCRs include:

LCR 2021/1 OECD hybrid mismatch rules – targeted integrity rule
LCR 2021/3 Temporary full expensing.

Practical compliance guidelines

Practical compliance guidelines (PCGs) are designed to provide a practical compliance solution where there is uncertainty, impracticality or discord between the law and current commercial practices. They may also provide our view of what constitutes a low or high-risk activity or arrangement in relation to a specific area of the law. PCGs issued cover income tax, excise and GST matters.

Recent PCGs include:

PCG 2021/1 Application of market value substitution rules when there is a buy-back or redemption of hybrid securities – methodologies for determining market value for investors holding their securities on capital account
PCG 2021/5 Imported hybrid mismatch rule – ATO’s compliance approach
PCG 2024/1 Intangibles migration arrangements.

Taxpayer alerts

We use taxpayer alerts to flag arrangements of concern with the community, taxpayers and advisers.

Each taxpayer alert describes an arrangement and our concerns about it. Taxpayer alerts don’t provide our interpretation of the law but outline where we currently have concerns and what we’re doing to address them. They also invite taxpayers to seek advice from independent advisers or us. We encourage this if they have or are considering entering into a similar arrangement as described in an alert.

Taxpayer alerts help taxpayers and their advisers make more informed decisions. They stop the proliferation of tax schemes. They also support community confidence in the tax system.

Recent taxpayer alerts include:

TA 2020/1 Non-arm’s length arrangements and schemes connected with the development, enhancement, maintenance, protection and exploitation of intangible assets
TA 2020/2 Mischaracterised arrangements and schemes connected with foreign investment into Australian entities
TA 2020/3 Arrangements involving interposed offshore entities to avoid interest withholding tax
TA 2020/4 Multiple entry consolidated groups avoiding capital gains tax through the transfer of assets to an eligible tier-1 company prior to divestment
TA 2020/5 Structured arrangements that provide imputation benefits on shares acquired where economic exposure is offset through use of derivative instruments
TA 2022/2 Treaty shopping arrangements to obtain reduced withholding tax rates.

Working with the tax profession

Advisers play an important role helping taxpayers meet their tax and super obligations. Because the laws are complex, we encourage taxpayers to seek high quality tax advice.

Most tax professionals provide support for the integrity of the tax system. We work with the tax profession and explain our concerns to them at the earliest opportunity. In this way, we support them to provide appropriate advice to their clients. We also use our strong relationships with tax professionals and their representative bodies to develop our approaches.

The Large Market Tax Advisor Principles (published August 2022) are a voluntary framework developed by the 4 largest tax advisory firms with input from the ATO and Tax Practitioners BoardExternal Link (TPB). All firms offering tax advisory services may choose to adopt the principles.

The 4 firms have each published the principles and explanatory information on their websites, see:

Firms that adopt and follow the principles provide added confidence to their clients, the community and the ATO about the quality of their tax advice. Adopting the framework provides confidence the firm has processes in place aimed at preventing it from being involved in proscribed engagements and particular governance arrangements for when it is advising on higher risk engagements.

We do not regulate the framework, but we will work closely with the firms to understand how the principles are operating in practice.

The design and publication of the framework is a positive innovation for the Australian tax profession. Increasing transparency of the role of advisers further strengthens the integrity of the tax system.

We also seek to positively influence ethical and professional standards in a range of areas relevant to tax advisers.

We’ll act quickly with advisers who undermine the integrity of the tax system or facilitate non-compliance. In addition to the regulatory work of the TPB, we collaborate with professional associations to uphold the reputation of the tax profession. In serious cases, promoter penalty laws may apply to promoters of tax avoidance schemes.

The types of behaviour that cause us concern include:

engaging in conduct designed to frustrate and prevent the collection of facts and information and the proper administration of tax laws
the promotion of tax avoidance schemes.

On 6 August 2023, the Government announced a range of reform measures to strengthen the regulatory framework to combat advisor misconduct, focused on deterring the promotion of tax exploitation schemes to large market taxpayers. We will act quickly and decisively to ensure the tax system is protected from abuse.

Using our formal information gathering powers

We issue formal notices to advisers and their firms known to be associated with arrangements covered by our taxpayer alerts. The notices ask for information and documents for taxpayers to whom they provided advice.

We issue the notices to identify:

information about the involvement of certain known taxpayers in the schemes
any other taxpayers who may have been involved in the schemes
who designed the schemes, why they were designed and the processes involved in their design
what promotion of these schemes has taken place.

We pursue a range of cases to obtain documents, including testing claims for legal professional privilege, and for the consequences of breaching information notices, which include criminal sanctions.

Legal professional privilege

Legal professional privilege (LPP) protects confidential communications between a lawyer and their client for the dominant purpose of providing or seeking legal advice. LPP also protects confidential communications prepared for the dominant purpose of actual or reasonably anticipated legal proceedings.

LPP is an important common law right, as it:

protects a client’s privacy
encourages full disclosure between the client and their lawyer when obtaining and providing legal advice or services.

We want taxpayers to get high quality advice, as this underpins the self-assessment system. Most advisers, whether at accounting or law firms, provide this and support the tax system.

We had been concerned that in some instances, taxpayers and their advisers were incorrectly claiming LPP in an attempt to withhold material facts and evidence from us.

In some cases, it appeared that non-legal services or services provided by non-lawyers had been artificially packaged under a purported legal services engagement to support a subsequent LPP claim. In other cases, we saw:

blanket claims of privilege being made over thousands or tens of thousands of documents
the over-claiming of privilege
a lack of transparency in claims.

This risked constraining the application of the law for the provision of information to us and hindering our audit function.

These issues largely arose in large business privilege claims where we had issued a notice requiring them to produce information as part of an audit. In most of our engagements with large businesses, they provide us with information we need and we do not experience difficulties with managing LPP claims.

In recognition of the need for greater coverage in education and better practices to improve its use and understanding, we developed the Compliance with formal notices – claiming legal professional privilege in response to formal notices – Legal professional privilege protocol (LPP Protocol).

This protocol:

helps taxpayers and advisers making LPP claims in response to requests for information and documents we make under our formal information gathering powers
contains our recommended approach for identifying communications covered by LPP and making LPP claims to us
will result in a more efficient resolution of LPP claims for taxpayers and the ATO if steps are followed and properly embedded in a firm’s engagement and legal services practices.

Businesses that choose not to follow the protocol and do not provide sufficient information to support their LPP claims can expect further enquiries from us.

One-to-one engagement with large corporate groups

We engage one-to-one with large corporate groups. This gives us assurance over approximately two-thirds of all corporate income tax.

Differentiated engagement

We assess the risk of each corporate group in the entire population based on our professional judgment of the:

transparency of their engagement with us
choices and behaviours evidenced in their tax affairs
level of risk they exhibit.

We use the outcomes of our assessment to tailor our engagement with each large corporate group.

Given Australia’s highly concentrated corporate tax base and the significant impact the Top 100 public and multination businesses can have on the health of our tax system, we engage with them on an ongoing basis to manage their compliance and assure their tax performance.

We seek to clarify issues and risks as they arise. Being transparent about issues that concern us provides a catalyst to resolve them early.

For more information about our differentiated engagement, see:

How we gain confidence the right amount of tax is being paid

We’re focusing on whole-of-taxpayer profiling and risk assessment using our justified trust methodology. This helps us understand the taxpayer’s business model and any tax planning motivation and opportunities they may have.

The profile and risks involved tell us what we need to do to gain confidence each taxpayer is paying the right amount of tax.

We’re taking a structured approach to gain this confidence by considering:

the taxpayer’s tax risk management and governance framework
whether the taxpayer is involved in any arrangements we’ve indicated we’re concerned about or consider high risk
understanding the tax impacts of current business activities, particularly any significant and new transactions the taxpayer has entered into
if the taxpayer’s accounting and tax or GST results vary, understanding why this is the case.

Our effective tax borne (ETB) methodology provides an approach to analyse the income tax and economic performance of corporate groups. It identifies an economic group’s worldwide profit from Australian-linked business activities and the Australian and offshore tax paid on that profit.

Essentially, the ETB determines the weighted average of the cash tax paid ratios (cash tax paid over Australian-linked profits) for each jurisdiction. Analysing and understanding a taxpayer’s ETB provides evidence of the absence of risk and assists in identifying risk.

For more information see Appendix 3External Link – Senate Economics References Committee report on corporate tax avoidance.

Helping corporates strengthen their tax governance

We developed the Tax risk management and governance review guide primarily for large public businesses. It articulates better practices that boards and management can adopt to enhance governance and manage tax risk.

The guide is designed to help businesses self-evaluate their governance framework and manage their strategic and operational tax risks. It sets out what we believe to be better tax corporate governance practices. We also provide guidance for privately owned groups to help them develop or improve the effectiveness of their tax governance framework.

Both guides are what we recommend, rather than mandate.

Where we are satisfied that companies have strong and lived governance, we can have increased confidence in their financial and tax reporting.

For more information, see Tax governance for privately owned groups.

Active prevention: one-to-one

We recognise that willing participation supports a healthy and strong tax system. Approaches that prevent tax risks support willing participation better than corrective approaches. Our one-to-one active prevention approach seeks to influence taxpayer behaviour. We get involved before the taxpayer reports the tax outcomes of their business transactions to us.

We apply active prevention approaches to the largest corporate taxpayers. This is important because their compliance influences not only the revenue base but also the willing participation of other taxpayers. Our one-to-one prevention includes our:

pre-lodgment compliance reviews
private rulings
advance pricing arrangements.

It may also include informal guidance and interactions.

The key is that taxpayers have openly and transparently discussed their plans and their view of the tax implications. Active prevention succeeds when clients modify their behaviour based on the concerns we raise.

We estimate the wider revenue effects of these strategies wherever possible. Most techniques are evidence-based. We use information supplied by clients to estimate the difference in tax paid due to engaging early. This allows us to understand their proposed tax position and the impact of shifting that position, where necessary.

Private rulings

Early engagement discussions are a key tool we use to assist large corporate groups seeking advice on complex transactions they are considering or have already implemented. These discussions allow for timely identification and management of tax risks. It enables businesses to enter into transactions with confidence.

Taxpayers also have the option to provide a draft ruling for review and endorsement by us. We’ll still review the arrangement proposed and ensure the appropriate application of the law before any ruling is issued. This will deliver a more streamlined process and improve the client experience.

We recognise taxpayers are not obliged to follow our advice under our self-assessment system. Where our risk identification processes have identified a concern, we may engage in compliance activities to test if the transaction is implemented in materially the same manner as described in the private ruling request.

As part of our assurance reviews of the largest taxpayers, we seek confirmation of facts where we provided advice to ensure it has been followed.

Pre-lodgment compliance reviews

Pre-lodgment compliance reviews (PCRs) are a key approach to ensuring prevention before correction. Through early engagement and a transparent relationship, we are able to work with large corporate groups to identify and resolve potential compliance concerns as they arise and before tax returns are lodged.

Advance pricing arrangements

Advance pricing arrangements (APAs) lock in compliant outcomes by agreeing on the criteria for transfer prices in advance of transactions occurring. They can eliminate the need for costly post-lodgment reviews and audits. They also give the community more confidence in the compliance of multinational enterprises.

Before we agree to an APA, we need to understand the entire value chain and allocation of profits globally. We apply the same structured approach we use to gain confidence in the tax paid by large corporate groups to our analysis to determine the basis for any APA we enter into. We don’t simply look at the immediate transaction between the Australian entity and the related party.

Under an APA, taxpayers provide us with an annual compliance report. This demonstrates how they have complied with the terms of their APA.

The APA and our review of the annual compliance reports assure us the taxpayer is reporting the appropriate revenue on these related party transactions in their tax returns.

MIL OSI News –

January 26, 2025

MIL-OSI USA: Station Science Top News: Nov. 1, 2024

Source: NASA

Bioprinted patches could help wounds heal
Researchers successfully demonstrated the function of a handheld bioprinter that could provide a simple and effective way to treat wounds in space using human skin cells. Crews could use this technology to treat their own injuries and protect crew health and mission success in the future.
Spaceflight can affect how wounds heal. The Bioprint FirstAid device tested a process for bioprinting a patch to cover a wound and accelerate healing. In the future, a crew member’s own cells may be used to create personalized patches for treating an injury. The bioprinting device is easy to use, can be tailored to specific needs, has a low failure rate, and its mechanics are electronics- and maintenance-free. This ESA (European Space Agency) investigation was coordinated by the German Aerospace Center (DLR).

Countering post-flight proficiency challenges
The day they return from spaceflight, astronauts demonstrate significant impairments in fine motor control and the ability to multitask in simulated flying and driving challenges. This finding could help develop countermeasures so crew members can safely land and conduct early operations on the Moon and Mars.
Manual Control used a battery of tests to examine how spaceflight affects cognitive, sensory, and motor function after landing. Researchers concluded that subtle physiological changes that occur during spaceflight degrade post-flight performance. Subsequent tests showed recovery of performance once exposed to the task, suggesting that simulation training immediately before a task could be an effective countermeasure. Researchers also suggest limiting dual or competing tasks during mission-critical phases.

Gamma-ray telescope resilient to space radiation
Researchers found that the station’s Glowbug gamma-ray telescope could perform in the space radiation environment for multi-year missions. Radiation can affect these types of instruments, but Glowbug regularly detected gamma ray bursts (GRBs) during its one-year operation. Studying GRBs can help scientists better understand the universe and its origins.
Glowbug demonstrated technology to detect and characterize cosmic GRBs, primarily short GRBs, which result from mergers of compact binary star systems containing either two neutron stars or a neutron star and a black hole. Short GRBs produce gravitational waves, ripples in space that travel at the speed of light. Studying these gravitational waves could provide insight into the star systems where they originate and the behavior of matter during the mergers.
Learn more about GRB research here.

MIL OSI USA News –

January 26, 2025

MIL-OSI USA: NASA Stennis Plants Artemis Moon Tree

Source: NASA

A tree-planting ceremony at NASA’s Stennis Space Center on Oct. 29 celebrated NASA’s successful Artemis I mission as the agency prepares for a return around the Moon with astronauts on Artemis II.
“We already have a thriving Moon Tree from the Apollo years onsite,” NASA Stennis Director John Bailey said. “It is exciting to add trees for our new Artemis Generation as it continues the next great era of human space exploration.”
NASA’s Office of STEM Engagement Next Gen STEM Project partnered with U.S. Department of Agriculture (USDA) Forest Service to fly five species of tree seeds aboard the Orion spacecraft during the successful uncrewed Artemis I test flight in 2022 as part of a national STEM Engagement and conservation education initiative.
The Artemis Moon Tree species included sweetgums, loblolly pines, sycamores, Douglas-firs, and giant sequoias. The seeds from the first Artemis mission have been nurtured by the USDA into seedlings to be a source of inspiration for the Artemis Generation.
The Moon Tree education initiative is rooted in the legacy of Apollo 14 Moon Tree seeds flown in lunar orbit over 50 years ago by the late Stuart Roosa, a NASA astronaut and Mississippi Coast resident.
NASA Stennis and the NASA Shared Services Center (NSSC), located at the site, planted companion trees during the Oct. 29 ceremony. Bailey and NSSC Executive Director Anita Harrell participated in a joint planting ceremony attended by a number of employees from each entity.
The American sweetgum trees are the second and third Moon Trees at the south Mississippi site. In 2004, ASTRO CAMP participants planted a sycamore Moon Tree to honor the 35th anniversary of Apollo 11 and the first lunar landing on July 20, 1969.
The road to space for both Apollo 14 and Artemis I went through Mississippi. Until 1970, NASA Stennis test fired first, and second stages of the Saturn V rockets used for Apollo.
NASA Stennis now tests all the RS-25 engines powering Artemis missions to the Moon and beyond. Prior to Artemis I, NASA Stennis tested the SLS (Space Launch System) core stage and its four RS-25 engines.
The Artemis Moon Trees have found new homes in over 150 communities and counting since last spring, and each of the 10 NASA centers also will plant one.
As the tree grows at NASA Stennis, so, too, does anticipation for the first crewed mission with Artemis II. Four astronauts will venture around the Moon on NASA’s path to establishing a long-term presence at the Moon for science and exploration.
The flight will test NASA’s foundational human deep space exploration capabilities – the SLS rocket and Orion spacecraft – for the first time with astronauts.

MIL OSI USA News –

January 26, 2025

MIL-OSI USA: H.R. 9563, Protecting Americans from Russian Litigation Act of 2024

Source: US Congressional Budget Office

H.R. 9563 would bar entities, such as foreign businesses or their U.S. counterparts, from bringing civil actions against entities in the United States in cases where that entity’s compliance with U.S. sanctions impeded the performance of a contract. The prohibition would apply to all contracts where sanctions went into effect after the date on which the contract was executed.

CBO estimates that enacting H.R. 9563 would reduce the number of civil cases filed and litigated in federal courts and thus increase the deficit by a negligible amount. The federal judiciary charges fees, which are recorded in the budget as revenues, to file suit in district court and the courts can spend those fees without further appropriation. Because CBO expects that the number of case filings prohibited by the bill would be small, we estimate that enacting H.R. 9563 would reduce revenues and the resulting direct spending by insignificant amounts over the 2025-2034 period.

MIL OSI USA News –

January 26, 2025

MIL-OSI USA: SBA Reinforces Long-Term Commitment to Maui’s Recovery from 2023 Wildfires

Source: United States Small Business Administration

SACRAMENTO, Calif. – Francisco Sánchez Jr., Associate Administrator for the Office of Disaster Recovery and Resilience at the U.S. Small Business Administration (SBA), reiterated SBA’s unwavering support for the recovery efforts in Maui, following the devastating wildfires of August 2023. “Since the onset of the disaster, SBA has been on the ground, committed to helping homeowners, renters, and businesses rebuild and recover from these unprecedented fires,” said Sánchez. “During my recent visit to Maui in September, it was clear that SBA’s role remains essential as we work together toward a full and resilient recovery.”

SBA Disaster Loan Assistance Centers: Ongoing Support Across Maui

SBA Disaster Loan Assistance Centers continue to provide essential resources and one-on-one support for Maui residents impacted by the fires. SBA representatives are actively available at the Business and Disaster Recovery Centers, Business Resource and Assessment Center, and other locations across Maui. These centers offer direct guidance on SBA’s Disaster Loan Assistance program and are open at specified times and locations.

MAUI COUNTY
Business Recovery Center
Hawaii Technology Development Corp.
Maui Research Tech Center (MRTC)
Bldg. A, Ste. 119 (Conf. Rm.)
590 Lipoa Pkwy.
Kihei, HI 96753
Mondays – Fridays, 8 a.m. – 5 p.m.

MAUI COUNTY
Maui Office of Recovery – West Maui
Lahaina Gateway, Unit 102-B
(near Ace Hardware)
325 Keawe St.
Lahaina, HI 96761
Mondays, Tuesdays, Thursdays & Fridays
8:00 a.m. – 4:30 p.m.
Wednesdays
8:00 a.m. – 12:30 p.m. & 1:30 p.m. – 4:30 p.m.

MAUI COUNTY
Council for Native Hawaiian Advancement
70 E. Kaahumanu Ave., Unit D-1
Kahului, HI 96732
Mondays – Fridays, 9:00 a.m. – 5:00 p.m.

MAUI COUNTY
Business Resource and Assessment Center
One Main Plaza
2200 Main St., Ste. 100-C
Wailuku, HI 96793
Mondays – Fridays, 8:00 a.m. – 5:00 p.m.

Available Resources and Application Support

Individuals affected by the wildfires can apply for assistance in-person at any of the Maui Disaster Loan Assistance Centers, or they may apply online. For questions or additional assistance, SBA’s Customer Service Center is available at (800) 659-2955 or by email at disastercustomerservice@sba.gov. Those who are deaf, hard of hearing, or have a speech disability can dial 7-1-1 to access telecommunications relay services. A list of the current recovery center locations can be found at https://lending.sba.gov/search-disaster/?disaster=HI-00073.

Deadlines and Application Flexibility

The deadline for applications from businesses suffering economic injury is November 9, 2024. SBA will accept late applications if delays were caused by circumstances beyond the applicant’s control. For assistance with late applications, visit any of the four SBA Centers in Maui or contact the SBA Customer Service Center.

SBA Disaster Loan Terms and Resilience Funding

SBA’s disaster loans offer deferred interest accrual and repayment options to ease the recovery process:

Interest Accrual: Begins 12 months after the initial loan disbursement.

Repayment Start: Begins 18 months after the initial loan disbursement.

SBA also offers additional funding to enhance resilience against future disasters, with loan increases of up to 20 percent to fund protective upgrades. These funds can be used for improvements that reduce potential damage or increase property safety in future disasters. There is no cost to apply, and approved applications are not obligated to accept a loan.

The SBA remains steadfast in its commitment to Maui’s long-term recovery, ensuring that its resources are accessible and tailored to support those affected. SBA’s disaster response and resilience efforts aim to strengthen communities and promote safety in the face of future threats.

On October 15, 2024, it was announced that funds for the Disaster Loan Program have been fully expended. While no new loans can be issued until Congress appropriates additional funding, we remain committed to supporting disaster survivors. Applications will continue to be accepted and processed to ensure individuals and businesses are prepared to receive assistance once funding becomes available.

Applicants are encouraged to submit their loan applications promptly for review in anticipation of future funding.

###

About the U.S. Small Business Administration
The U.S. Small Business Administration helps power the American dream of business ownership. As the only go-to resource and voice for small businesses backed by the strength of the federal government, the SBA empowers entrepreneurs and small business owners with the resources and support they need to start, grow, expand their businesses, or recover from a declared disaster. It delivers services through an extensive network of SBA field offices and partnerships with public and private organizations.

MIL OSI USA News –

January 26, 2025

MIL-OSI USA: From Logistics to Legacy: NASA Employee is a Part of Something Great

Source: NASA

Every task at NASA’s Stennis Space Center near Bay St. Louis, Mississippi, is not simply work for Tessa Keating – it is a meaningful step toward a part of something great.
“It has been a dream career. I count it an honor to share the NASA story and humbled to know our team witnesses a part of history,” said Keating, a NASA public affairs specialist in the NASA Stennis Office of Communications. “Every day is an opportunity to contribute to the NASA legacy that will last beyond today. “
Keating plans onsite logistics, serves as a protocol officer, and coordinates the Space Flight Awareness Program for NASA Stennis and the NASA Shared Services Center. In fact, she organized much of the recent Space Flight Awareness Silver Snoopy Award ceremony at NASA Stennis in August, except for one part. As the ceremony finished, NASA Stennis Director John Bailey said one more award was to be given.
No one was more surprised than the logistics coordinator herself when Keating’s family joined her on stage. The 21-year NASA Stennis employee was honored for her outstanding contributions in sharing the NASA story of exploring the secrets of the universe for the benefit of all with a diverse audience and for equipping everyone with a broader knowledge and appreciation of the center’s vital role within NASA.
“I am not sure I will ever be able to top that in my NASA career,” Keating said.
It became a full-circle moment that she described as a great honor. The Silver Snoopy is the astronauts’ personal award and is presented to less than 1 percent of the total NASA workforce. Reid Wiseman, a NASA astronaut and commander for the upcoming Artemis II mission around the Moon, presented the award to Keating, along with a lapel pin flown aboard NASA’s Artemis I mission.
As NASA returns to the Moon for scientific discovery, economic benefits, and inspiration for the Artemis Generation, Keating says it will be extra-special watching Wiseman and the Artemis II crew lay the groundwork for future milestones.
Keating helped lay the groundwork ahead of the successful Artemis I mission. She served as lead logistics for onsite guest operations in 2021 when NASA conducted the most powerful propulsion test in more than 40 years at NASA Stennis. A full-duration hot fire of the first SLS (Space Launch System) core stage and its four RS-25 engines culminated a year-long series of integrated tests. Keating coordinated the viewing of the hot fire for some 200 agency leaders and guests, despite restricted settings due to COVID-19.
“It was truly a highlight. I had grown up hearing my parents and grandparents talk about engines that were tested during the Apollo era, and I had never experienced something of that magnitude,” Keating said. “I was able to live it, feel it, and watch the next part of NASA history onsite.”
For Keating, the groundwork for a NASA career came following graduation with a bachelor’s degree in Journalism from William Carey University and a master’s degree in Communications from The University of Southern Mississippi, both schools in Hattiesburg, Mississippi. Having grown up in Pearl River County, Mississippi, for most of her life, she knew about NASA Stennis. However, she did not think she could ever work at the center because her strengths were in areas beyond math and science.
Following some additional exploration and conversations with influential people in her life, Keating discovered she, in fact, could be a part of something great at NASA Stennis.
“The possibilities are endless at NASA when you allow yourself to put your best foot forward and research the many opportunities that are available. There is always room for various types of studies,” Keating said. “I credit where I am in my career to God and to the people who have helped to guide my path. I will be forever grateful.”

MIL OSI USA News –

January 26, 2025

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