Category: Business

  • MIL-OSI Europe: Slovakia receives €240 million EIB loan to co-finance green and digital projects supported by the EU

    Source: European Investment Bank

    • EIB provides €240 million loan to Slovakia to advance green and digital projects
    • Slovak government will use EIB long-term financing as national contribution mandatory for EU-financed development projects
    • Credit is first part of €800 million EIB facility approved to strengthen environmental sustainability and economic competitiveness of Slovakia

    The European Investment Bank (EIB) is providing a €240 million loan to Slovakia for co-funding of EU-supported green and digital projects across the country. The credit is the first part of an €800 million EIB loan approved to Slovakia for national contributions mandatory for European Union-supported project which bring billions of euros to member states annually.

    “We are increasing the country’s ability to tap EU grants, enabling Slovak citizens and businesses to benefit from accelerated economic growth and social development,” said EIB Vice-President Kyriacos Kakouris. “Our financing will strengthen cohesion and improve public services, the business environment and living standards in Slovakia.”

    Slovakia will use EIB funding for projects designed to improve research and innovation, digitization of economy, growth and competitiveness of SMEs, work skills for smart specialization, transition and digital connectivity, energy efficiency and renewable energy, climate change adaptation, sustainable water, circular economy and nature protection and biodiversity.

    In addition to helping green Slovakia’s economy, such projects will enhance the country’s living standards and strengthen its competitiveness on global markets.

     “This EIB loan will enable us to support projects that drive digital innovation, expand renewable energy, and enhance climate resilience. Our partnership with the EIB ensures that Slovakia remains at the forefront of the EU’s sustainability goals while fostering job creation and economic resilience in our regions. We are dedicated to using these funds wisely to build a smarter, cleaner, and more competitive economy,” said the Slovak Minister of Finance Ladislav Kamenický.

     EIB annual results in Slovakia for 2024

    In 2024, the EIB Group increased its financing in Slovakia by 21% to €355 million. Key initiatives last year included €50 million to support eco-friendly water and wastewater management in Bratislava and €65 million to help Slovak small and medium enterprises (SMEs) and Mid-Caps drive job creation, enhance competitiveness and advance climate action goals.

    “Our 2024 results are good news for Slovakia and the EU,” said EIB Vice- President Kakouris. “We financed projects of vital importance for a sustainable, green and prosperous future for Slovakia. Our commitment to Slovakia remains strong and, as the country pursues its development goals, it can continue to rely on the EIB for support.”

    EIB advisory activities in the country last year included addressing affordable-housing challenges in Bratislava. Expanding affordable housing across the EU is one of eight operational priorities for the EIB.

     Background information

     European Investment Bank: The European Investment Bank (ElB) is the long-term lending institution of the European Union, owned by its Member States. Built around eight core priorities, we finance investments that contribute to EU policy objectives by bolstering climate action and the environment, digitalisation and technological innovation, security and defence, cohesion, agriculture and bioeconomy, social infrastructure, the capital markets union, and a stronger Europe in a more peaceful and prosperous world.

     The EIB Group, which also includes the European Investment Fund (EIF), signed nearly €89 billion in new financing for over 900 high-impact projects in 2024, boosting Europe’s competitiveness and security. 

    All projects financed by the EIB Group are in line with the Paris Climate Agreement, as pledged in our Climate Bank Roadmap. Almost 60% of the EIB Group’s annual financing supports projects directly contributing to climate change mitigation, adaptation, and a healthier environment. 

    Fostering market integration and mobilising investment, the Group supported a record of over €100 billion in new investment for Europe’s energy security in 2024 and mobilised €110 billion in growth capital for startups, scale-ups and European pioneers

    Approximately half of the EIB’s financing within the European Union is directed towards cohesion regions, where per capita income is lower than the EU average.

    MIL OSI Europe News

  • MIL-OSI Europe: Eurosystem expands initiative to settle DLT-based transactions in central bank money

    Source: European Central Bank

    20 February 2025

    • Eurosystem steps up efforts for innovative market infrastructures
    • Two-track approach: develop solution which is interoperable with existing infrastructures; look into long-term integrated solution

    The Governing Council of the European Central Bank (ECB) decided to expand its initiative to settle transactions recorded on distributed ledger technology (DLT) in central bank money. The initiative will follow a two-track approach. First, as soon as feasible, the Eurosystem will develop and implement a safe and efficient platform for such settlements in central bank money through an interoperability link with TARGET Services. A concrete time plan will be announced in due course. Second, the Eurosystem will look into a more integrated, long-term solution for settling DLT-based transactions in central bank money. This will also include international operations, such as foreign exchange settlement.

    The Eurosystem wants to support the use of innovative solutions in its market infrastructures while maintaining the safety and efficiency of TARGET Services. It will continue to further analyse new technologies and engage actively with public and private stakeholders.

    “We are embracing innovation without compromising on safety and stability,” said ECB Executive Board member Piero Cipollone, who oversees the initiative. “This is an important contribution to enhancing European financial market efficiency through innovation. Our approach will pay due attention to the Eurosystem’s goal of achieving a more harmonised and integrated European financial ecosystem.”

    The initiative will contribute to establishing an integrated European market for digital assets, in line with the Governing Council’s call for promoting a digital capital markets union in its statement of 7 March 2024.

    It will build on the Eurosystem’s exploratory work on new technologies for wholesale central bank money settlement, conducted between May and November 2024. This work gave 64 participants – comprising central banks, financial market participants and DLT platform operators –the opportunity to conduct over 50 trials and experiments. Trials included actual settlement in central bank money, while experiments were tests with mock settlement.

    For media queries, please contact Nicos Keranis, tel.: +49 172 757 7237.

    MIL OSI Europe News

  • MIL-OSI: Lantronix PoE++ Switches Help Power the World’s Largest DC-Powered Warehouse

    Source: GlobeNewswire (MIL-OSI)

    IRVINE, Calif., Feb. 20, 2025 (GLOBE NEWSWIRE) — Lantronix Inc. (NASDAQ: LTRX), a global leader of compute and connectivity for IoT solutions enabling AI Edge intelligence, today announced its case study on Mouser Electronics’ new 413,000-square-foot, three-story Global Distribution Center, the world’s largest new Class 4 DC-powered installation. The Lantronix PoE++ switches (SM24TBT2DPB and SM24TBT2DPB-DE) are a vital part of the PoE lighting installation for which Mouser won an IBCon 2024 Digie Award for the Most Intelligent DC-Powered Building.

    “Using Lantronix PoE++ switches, we distributed power and controls throughout the Mouser warehouse by using low-voltage DC, which is the best way to create a sustainable building that reduces energy costs while providing a lower carbon footprint and a more comfortable work environment,” said Hannah Walker, chief operating officer of Sinclair Digital, the Authorized Lantronix Valued-Added Reseller that provided the DC digital solution.

    Mouser’s dedication to environmental responsibility and adoption of innovative technologies played a role in its decision to incorporate PoE technology, which delivers DC power to devices over copper Ethernet cabling without the need for separate power supplies or outlets, and
    fault managed power, a DC power infrastructure that eliminates losses associated with AC-to-DC conversion.

    Within enclosures at the ceiling of the new facility, power distribution modules transfer the fault managed power to high voltage DC power for the Lantronix SM24TBT2DPB-DE switches, in turn delivering up to 90W of PoE++ power per port to lighting fixtures, occupancy sensors and other PoE-enabled endpoints. The SM24TBT2DPB switches are also used in racks within the facility to connect more lighting, cameras and wireless access points.

    The PoE lighting system was designed by Baird, Hampton & Brown, a leading electrical engineering firm using Sinclair Digital’s DC digital solution package. Installed by TriCO Electric and Polarity Networks, the PoE lighting fixtures were provided by HE Williams using PoE lighting drivers from MHT Technologies with fault managed power from VoltServer. This DC power infrastructure reduces Mouser’s carbon footprint while improving lighting control and operational costs.

    Benefits of Mouser’s all DC-powered PoE lighting solution include:

    • Reduced energy consumption and related cost savings
    • Minimized environmental impact
    • Enhanced flexibility by improving lighting control
    • Reduced operational costs with fewer maintenance requirements
    • Improved lighting environment for warehouse employees
    • Ability to move and change lighting as warehouse needs change

    “Our Dallas-Fort Worth distribution center now operates on the world’s largest Class 4 power system, providing state-of-the-art lighting for our employees while helping us reduce our energy usage over the long term. Moreover, it provides scalability and flexibility to move or add devices as our needs change, further reducing our long-term costs,” said Pete Shopp, senior vice president of Business Operations at Mouser Electronics.

    Visit the complete Mouser case study here.

    About Lantronix

    Lantronix Inc. is a global leader of compute and connectivity IoT solutions that target high-growth markets, including Smart Cities, Enterprise and Transportation. Lantronix’s products and services empower companies to succeed in the growing IoT markets by delivering customizable solutions that enable AI Edge Intelligence. Lantronix’s advanced solutions include Intelligent Substations infrastructure, Infotainment systems and Video Surveillance, supplemented with advanced Out-of-Band Management (OOB) for Cloud and Edge Computing.

    For more information, visit the Lantronix website.

    “Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This news release contains forward-looking statements within the meaning of federal securities laws, including, without limitation, statements related to Lantronix products or leadership team. These forward-looking statements are based on our current expectations and are subject to substantial risks and uncertainties that could cause our actual results, future business, financial condition, or performance to differ materially from our historical results or those expressed or implied in any forward-looking statement contained in this news release. The potential risks and uncertainties include, but are not limited to, such factors as the effects of negative or worsening regional and worldwide economic conditions or market instability on our business, including effects on purchasing decisions by our customers; our ability to mitigate any disruption in our and our suppliers’ and vendors’ supply chains due to the COVID-19 pandemic or other outbreaks, wars and recent tensions in Europe, Asia and the Middle East, or other factors; future responses to and effects of public health crises; cybersecurity risks; changes in applicable U.S. and foreign government laws, regulations, and tariffs; our ability to successfully implement our acquisitions strategy or integrate acquired companies; difficulties and costs of protecting patents and other proprietary rights; the level of our indebtedness, our ability to service our indebtedness and the restrictions in our debt agreements; and any additional factors included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2024, filed with the Securities and Exchange Commission (the “SEC”) on Sept. 9, 2024, including in the section entitled “Risk Factors” in Item 1A of Part I of that report, as well as in our other public filings with the SEC. Additional risk factors may be identified from time to time in our future filings. In addition, actual results may differ as a result of additional risks and uncertainties of which we are currently unaware or which we do not currently view as material to our business. For these reasons, investors are cautioned not to place undue reliance on any forward-looking statements. The forward-looking statements we make speak only as of the date on which they are made. We expressly disclaim any intent or obligation to update any forward-looking statements after the date hereof to conform such statements to actual results or to changes in our opinions or expectations, except as required by applicable law or the rules of the Nasdaq Stock Market LLC. If we do update or correct any forward-looking statements, investors should not conclude that we will make additional updates or corrections.

    ©2025 Lantronix, Inc. All rights reserved. Lantronix is a registered trademark. Other trademarks and trade names are those of their respective owners.

    Lantronix Media Contact:        
    Gail Kathryn Miller
    Corporate Marketing &
    Communications Manager
    media@lantronix.com

    Lantronix Analyst and Investor Contact:        
    investors@lantronix.com

    The MIL Network

  • MIL-OSI Europe: Written question – Radio Televisión Española and the Recovery and Resilience Facility – E-000573/2025

    Source: European Parliament

    Question for written answer  E-000573/2025
    to the Commission
    Rule 144
    Isabel Benjumea Benjumea (PPE), Dolors Montserrat (PPE)

    The Spanish Government has allocated over EUR 20.5 million in Recovery and Resilience Facility funding to Generación D, a project run by the Spanish broadcasting company Radio Televisión Española (RTVE). One of the TV series made as part of the project was Brigada Big Tech, which had thirteen 45-minute episodes and cost EUR 4 565 353. The cost per episode was EUR 351 181 and the production cost per minute was EUR 7 804. This is dearer than the top-level football matches – such as European Championship ties – that RTVE broadcasts.

    The host of Brigada Big Tech, Luján Argüelles, took home EUR 15 000 per episode, the third‑highest salary at Televisión Española at the time, and the highest on the ‘La 2’ channel. For comparison, star presenters like those on Spain’s MasterChef earn EUR 10 000 per episode. However, Brigada Big Tech was a catastrophic flop in terms of viewing figures.

    In light of the above:

    • 1.Has the Commission asked for data on the Generación D project, including data on the final implementation of the project, the list of subcontractors and the amount of money each subcontractor received?
    • 2.How does it view EU funds being used for projects like this one, with salaries well above the market average and a budget that is at odds with the quality of the programme?

    Submitted: 7.2.2025

    Last updated: 20 February 2025

    MIL OSI Europe News

  • MIL-OSI Europe: Written question – Radio Televisión Española and the Recovery and Resilience Facility – E-000571/2025

    Source: European Parliament

    Question for written answer  E-000571/2025
    to the Commission
    Rule 144
    Isabel Benjumea Benjumea (PPE), Dolors Montserrat (PPE)

    The Spanish Government has allocated over EUR 117 million in Recovery and Resilience Facility funding to the Spanish broadcasting company Radio Televisión Española (RTVE). This would make RTVE, a public entity, one of the main beneficiaries of those EU recovery funds.

    The various projects RTVE has financed using those EU funds have not had the impact expected – they have actually been very controversial owing to breaches of regulatory requirements, the return of some of the funding, and the state of RTVE’s finances.

    In light of the fact that RTVE is in such dire financial straits that it, firstly, has been forced by the unsustainable state of its accounts to turn to a government reserve fund, and secondly, continues to run up debt: should the Recovery and Resilience Facility be used to fund such a public entity – especially if the projects funded have not achieved the targets they were designed to?

    Submitted: 7.2.2025

    Last updated: 20 February 2025

    MIL OSI Europe News

  • MIL-OSI: BigCommerce Announces Fourth Quarter and Fiscal Year 2024 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    AUSTIN, Texas, Feb. 20, 2025 (GLOBE NEWSWIRE) — BigCommerce Holdings, Inc. (“BigCommerce” or the “Company”) (Nasdaq: BIGC), a leading provider of open, composable commerce solutions for B2C and B2B brands and retailers, today announced financial results for its fourth quarter and fiscal year ended December 31, 2024.

    “Over the last several months, we have focused on executing our go-to-market transformation, aligning our strategy, structure and messaging to reflect the full power of BigCommerce,” said Travis Hess, CEO of BigCommerce. “Transformations like this are not easy, and I am encouraged by the progress, feedback and traction we are seeing, and I am energized by the path ahead. I took on this role because of my belief in what BigCommerce is today and, more importantly, where we can take commerce into the future as a leader in modern commerce with a differentiated approach, a world-class team and an immense market opportunity.”

    Fourth Quarter Financial Highlights:

    • Total revenue was $87.0 million, up 3% compared to the fourth quarter of 2023.
    • Total annual revenue run-rate (“ARR”) as of December 31, 2024 was $349.6 million, up 4% compared to December 31, 2023.
    • Subscription solutions revenue was $62.3 million, up 3% compared to the fourth quarter of 2023.
    • ARR from accounts with at least one enterprise plan (collectively, “Enterprise Accounts”) was $261.6 million as of December 31, 2024, up 7% from December 31, 2023.
    • ARR from Enterprise Accounts as a percent of total ARR was 75% as of December 31, 2024, compared to 73% as of December 31, 2023.
    • GAAP gross margin was 78%, compared to 77% in the fourth quarter of 2023. Non-GAAP gross margin was 78%, compared to 79% in the fourth quarter of 2023.

    Other Key Business Metrics

    • Number of enterprise accounts was 5,884, down 2% compared to the fourth quarter of 2023.
    • Average revenue per account (ARPA) of enterprise accounts was $44,458 up 9% compared to the fourth quarter of 2023.
    • Revenue in the Americas grew by 4% compared to the fourth quarter of 2023.
    • Revenue in EMEA grew by 5% and revenue in APAC declined by 1% compared to the fourth quarter of 2023.

    Loss from Operations and Non-GAAP Operating Income (Loss)

    • GAAP loss from operations was ($0.8) million, compared to ($5.7) million in the fourth quarter of 2023.
    • Included in GAAP loss from operations was a restructuring charge of $1.2 million, including but not limited to the 2024 Restructuring.
    • Non-GAAP operating income was $10.1 million, compared to $5.4 million in the fourth quarter of 2023.

    Net Income (Loss) and Earnings Per Share

    • GAAP net loss was ($2.4) million, compared to ($3.2) million in the fourth quarter of 2023.
    • Non-GAAP net income was $8.4 million or 10% of revenue, compared to $7.9 million or 9% of revenue in the fourth quarter of 2023.
    • GAAP basic net loss per share was ($0.03) based on 78.4 million shares of common stock, compared to ($0.04) based on 76.2 million shares of common stock in the fourth quarter of 2023.
    • Non-GAAP basic net income per share was $0.11 based on 78.4 million of shares, compared to $0.10 based on 76.2 million shares in the fourth quarter of 2023.
    • Non-GAAP diluted net income per share was $0.11 based on 80.1 million shares of dilutive shares, compared to $0.09 based on 83.7 million dilutive shares in the fourth quarter of 2023.

    Adjusted EBITDA

    • Adjusted EBITDA was $11.0 million, compared to $6.5 million in the fourth quarter of 2023.

    Cash

    • Cash, cash equivalents, restricted cash, and marketable securities totaled $179.6 million as of December 31, 2024.
    • For the three months ended December 31, 2024, net cash provided by operating activities was $12.4 million, compared to $13.3 million provided by operating activities for the same period in 2023. The Company reported free cash flow was $11.6 million in the three months ended December 31, 2024.

    Debt

    • As of December 31, 2024 the Company had $63.1 million in outstanding aggregate principal amount of its 2026 Convertible Notes, and $150.0 million in outstanding aggregate principal amount of its 2028 Convertible Notes. Subsequent to year end the Company repurchased approximately $59.0 million in principal amount of the 2026 Convertible notes for $54.0 million in cash. The Company’s total outstanding debt is approximately $154.1 million.

    Fiscal Year 2024 Financial Highlights:

    • Total revenue was $332.9 million, up 8% compared to fiscal year 2023.
    • Subscription solutions revenue was $247.9 million, up 8% compared to fiscal year 2023.
    • GAAP gross margin was 77%, compared to 76% in fiscal year 2023. Non-GAAP gross margin was 78%, for both fiscal year 2024 and 2023.

    Operating Loss and Non-GAAP Operating Income (Loss)

    • GAAP operating loss was ($41.7) million, compared to ($72.4) million in fiscal year 2023.
    • Included in GAAP loss from operations was a restructuring charge of $13.7 million, including but not limited to the 2024 Restructuring.
    • Non-GAAP operating income (loss) was $19.5 million, compared to ($5.7) million in fiscal year 2023.

    Net Income (Loss) and Earnings Per Share

    • GAAP net loss was ($27.0) million, compared to ($64.7) million in fiscal year 2023.
    • Non-GAAP net income was $22.0 million or 7% of revenue, compared to $2.1 million or 1% of revenue in fiscal year 2023.
    • GAAP net loss per share was ($0.35) based on 77.6 million shares of common stock, compared to ($0.86) based on 75.1 million shares of common stock in fiscal year 2023.
    • Non-GAAP diluted net income per share was $0.28 based on 79.4 million shares of dilutive shares, compared to $0.03 based on 82.9 million dilutive shares in fiscal year 2023.

    Adjusted EBITDA

    • Adjusted EBITDA was $23.5 million, compared to ($1.6) million in fiscal year 2023.

    Cash

    • For the twelve months ended December 31, 2024, net cash provided by operating activities was $26.3 million, compared to ($24.2) million used in operating activities for the same period in 2023. The Company reported free cash flow of $22.5 million for the year ended December 31, 2024.

    Business Highlights:

    Corporate Highlights

    • The Company made several additions to its leadership team. In January, Michelle Suzuki joined as BigCommerce’s Chief Marketing Officer, Rob Walter joined as Chief Revenue Officer, and Marcus Groff started as Senior Vice President of Engineering. In November, Tracy Turner joined as Senior Vice President of Revenue Operations.
    • BigCommerce and its customers achieved another successful Cyber Week, the eleventh in a row with 100% uptime on the platform. Customers on BigCommerce experienced a 26% increase, year over year, in gross merchandise value (GMV) during the five-day period from November 28 through December 2. BigCommerce merchants also saw total orders increase 13% and average order value rise 11%, year over year.

    Customer Highlights

    • 4Patriots, a family-founded company that sells emergency preparedness products, launched a new headless ecommerce store with BigCommerce, utilizing BigCommerce APIs and open source checkout to run a custom tax app, offer their own installment plans to customers, and provide one-click, post-purchase upsell opportunities.
    • Lube-Tech, a longstanding engine fluid brand, partnered with BigCommerce agency partner Codal to launch their first of three enterprise-level stores. They incorporated StagingPro to mirror sandbox and production stores.
    • ABC Fine Wine & Spirits, a retail chain that specializes in wine, spirits, and beer, launched a new online storefront featuring custom pickup and delivery options implemented by BigCommerce partner Irish Titan.
    • Bunzl, a leading distributor in the food processing industry since 1883, launched their ecommerce store using BigCommerce’s B2B Edition, assisted by BigCommerce partner Groove Commerce.
    • Witmer Public Safety Group successfully launched four online stores for firefighters, EMTs, and police officers, and more on BigCommerce’s B2B Edition and using the platform’s Multi-Storefront functionality. Designed by BigCommerce partner Jamersan, the sites are integrated with Witmer’s NetSuite ERP and leverage Algolia’s search technology, resulting in a robust online experience for customers and increased uptimes.

    Partner Highlights

    • We finalized a new global preferred partnership with payments provider Klarna to provide buy now, pay later services to merchants on the BigCommerce platform, helping them optimize checkout and conversion.

    Q1 and 2025 Financial Outlook:

    For the first quarter of 2025, we currently expect:

    • Total revenue between $81.2 million to $83.2 million.
    • Non-GAAP operating income is expected to be between $4 million to $5 million.

    For the full year 2025, we currently expect:

    • Total revenue between $342.1 million and $350.1 million.
    • Non-GAAP operating income between $20 million and $24 million.

    Our first quarter and 2025 financial outlook is based on a number of assumptions that are subject to change and many of which are outside our control. If actual results vary from these assumptions, our expectations may change. There can be no assurance that we will achieve these results.

    We do not provide guidance for loss from operations, the most directly comparable GAAP measure to Non-GAAP operating income (loss), and similarly cannot provide a reconciliation between its forecasted Non-GAAP operating income (loss) and Non-GAAP income (loss) per share and these comparable GAAP measures without unreasonable effort due to the unavailability of reliable estimates for certain items. These items are not within our control and may vary greatly between periods and could significantly impact future financial results.

    Conference Call Information

    BigCommerce will host a conference call and webcast at 7:00 a.m. CT (8:00 a.m. ET) on Thursday, February 20, 2025, to discuss its financial results and business highlights. The conference call can be accessed by dialing (833) 634-1254 from the United States and Canada or (412) 317-6012 internationally and requesting to join the “BigCommerce conference call.” The live webcast of the conference call can be accessed from BigCommerce’s investor relations website at http://investors.bigcommerce.com.

    Following the completion of the call through 11:59 p.m. ET on Thursday, February 27, 2025, a telephone replay will be available by dialing (877) 344-7529 from the United States, (855) 669-9658 from Canada or (412) 317-0088 internationally with conference ID 9139950. A webcast replay will also be available at http://investors.bigcommerce.com for 12 months.

    About BigCommerce

    BigCommerce (Nasdaq: BIGC) is a leading open SaaS and composable ecommerce platform that empowers brands, retailers, manufacturers and distributors of all sizes to build, innovate and grow their businesses online. BigCommerce provides its customers sophisticated professional-grade functionality, customization and performance with simplicity and ease-of-use. Tens of thousands of B2C and B2B companies across 150 countries and numerous industries rely on BigCommerce, including Coldwater Creek, Harvey Nichols, King Arthur Baking Co., MKM Building Supplies, United Aqua Group and Uplift Desk. For more information, please visit www.bigcommerce.com or follow us on X and LinkedIn.

    Forward-Looking Statements

    This press release contains “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. In some cases, you can identify forward-looking statements by terms such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “outlook,” “may,” “might,” “plan,” “project,” “will,” “would,” “should,” “could,” “can,” “predict,” “potential,” “strategy, “target,” “explore,” “continue,” or the negative of these terms, and similar expressions intended to identify forward-looking statements. However, not all forward-looking statements contain these identifying words. These statements may relate to our market size and growth strategy, our estimated and projected costs, margins, revenue, expenditures and customer and financial growth rates, our Q1 and fiscal 2025 financial outlook, our plans and objectives for future operations, growth, initiatives or strategies. By their nature, these statements are subject to numerous uncertainties and risks, including factors beyond our control, that could cause actual results, performance or achievement to differ materially and adversely from those anticipated or implied in the forward-looking statements. These assumptions, uncertainties and risks include that, among others, the anticipated benefits and opportunities related to the 2024 Restructure may not be realized or may take longer to realize than expected, our ability to pay the interest and principal on our indebtedness depends upon cash flows generated by our operating performance, our business would be harmed by any decline in new customers, renewals or upgrades, our limited operating history makes it difficult to evaluate our prospects and future results of operations, we operate in competitive markets, we may not be able to sustain our revenue growth rate in the future, our business would be harmed by any significant interruptions, delays or outages in services from our platform or certain social media platforms, and a cybersecurity-related attack, significant data breach or disruption of the information technology systems or networks could negatively affect our business. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those contemplated by the forward-looking statements are included under the caption “Risk Factors” and elsewhere in our filings with the Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K for the year ended December 31, 2023 and the future quarterly and current reports that we file with the SEC. Forward-looking statements speak only as of the date the statements are made and are based on information available to BigCommerce at the time those statements are made and/or management’s good faith belief as of that time with respect to future events. BigCommerce assumes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made, except as required by law.

    Use of Non-GAAP Financial Measures

    We have provided in this press release certain financial information that has not been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). Our management uses these Non-GAAP financial measures internally in analyzing our financial results and believes that use of these Non-GAAP financial measures is useful to investors as an additional tool to evaluate ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar Non-GAAP financial measures. Non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable financial measures prepared in accordance with GAAP and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. A reconciliation of our historical Non-GAAP financial measures to the most directly comparable GAAP measures has been provided in the financial statement tables included in this press release, and investors are encouraged to review these reconciliations.

    Annual Revenue Run-Rate

    We calculate annual revenue run-rate (“ARR”) at the end of each month as the sum of: (1) contractual monthly recurring revenue at the end of the period, which includes platform subscription fees, invoiced growth adjustments, feed management subscription fees, recurring professional services revenue, and other recurring revenue, multiplied by twelve to prospectively annualize recurring revenue, and (2) the sum of the trailing twelve-month non-recurring and variable revenue, which includes one-time partner integrations, one-time fees, payments revenue share, and any other revenue that is non-recurring and variable.

    Enterprise Account Metrics

    To measure the effectiveness of our ability to execute against our growth strategy, we calculate ARR attributable to Enterprise Accounts. We define Enterprise Accounts as accounts with at least one unique Enterprise plan subscription or an enterprise level feed management subscription. These accounts may have more than one Enterprise plan or a combination of Enterprise plans and non-enterprise plans.

    Average Revenue Per Account

    We calculate ARPA for accounts in the Enterprise cohort at the end of a period by including customer-billed revenue and an allocation of partner and services revenue, where applicable. We allocate partner revenue, where applicable, primarily based on each customer’s share of GMV processed through that partner’s solution. For partner revenue that is not directly linked to customer usage of a partner’s solution, we allocate such revenue based on each customer’s share of total platform GMV. Each account’s partner revenue allocation is calculated by taking the account’s trailing twelve-month partner revenue, then dividing by twelve to create a monthly average to apply to the applicable period in order to normalize ARPA for seasonality.

    Adjusted EBITDA

    We define Adjusted EBITDA as our net loss, excluding the impact of stock-based compensation expense and related payroll tax costs, amortization of intangible assets, acquisition related costs, restructuring charges, depreciation, gain on convertible note extinguishment, interest income, interest expense, other expense, and our provision or benefit for income taxes. Acquisition related costs include contingent compensation arrangements entered into in connection with acquisitions and achieved earnout related to an acquisition.

    Restructuring charges include severance benefits, right-of-use asset impairments, lease termination gain, software impairments, accelerated depreciation and amortization, and professional services costs.

    Depreciation includes depreciation expenses related to the Company’s fixed assets.

    The most directly comparable GAAP measure is net loss.

    Non-GAAP Operating Income (Loss)

    We define Non-GAAP Operating Income (Loss) as our GAAP Loss from operations, excluding the impact of stock-based compensation expense and related payroll tax costs, amortization of intangible assets, acquisition-related costs, and restructuring charges. The most directly comparable GAAP measure is our loss from operations.

    Non-GAAP Net Income (Loss)

    We define Non-GAAP Net Income (Loss) as our GAAP net loss, excluding the impact of stock-based compensation expense and related payroll tax costs, amortization of intangible assets, acquisition-related costs, restructuring charges, and gain on convertible notes extinguishment. The most directly comparable GAAP measure is our net loss.

    Non-GAAP Basic and Dilutive Net Income (Loss) per Share

    We define Non-GAAP Basic Net Income (Loss) per Share as our Non-GAAP net income (loss), defined above, divided by our basic and diluted GAAP weighted average shares outstanding. The most directly comparable GAAP measure is our basic net loss per share.

    Free Cash Flow

    We define Free Cash Flow as our GAAP cash flow provided by (used in) operating activities less our GAAP purchases of property and equipment (Capital Expenditures). The most directly comparable GAAP measure is our cash flow provided by (used in) operating activities.

    Consolidated Balance Sheets
    (in thousands)

        December 31,   December 31,  
        2024   2023  
               
    Assets          
    Current assets          
    Cash and cash equivalents   $ 88,877   $ 71,719  
    Restricted cash     1,479     1,126  
    Marketable securities     89,283     198,415  
    Accounts receivable, net     48,117     37,713  
    Prepaid expenses and other assets, net     14,641     24,733  
    Deferred commissions     8,822     8,280  
    Total current assets     251,219     341,986  
    Property and equipment, net     9,128     10,233  
    Operating lease, right-of-use-assets, net     1,993     4,405  
    Prepaid expenses and other assets, net of current portion     3,146     1,240  
    Deferred commissions, net of current portion     5,559     7,056  
    Intangible assets, net     17,317     27,052  
    Goodwill     51,927     52,086  
    Total assets   $ 340,289   $ 444,058  
    Liabilities and stockholders’ equity          
    Current liabilities          
    Accounts payable   $ 7,018   $ 7,982  
    Accrued liabilities     3,194     2,652  
    Deferred revenue     46,590     32,242  
    Operating lease liabilities     2,438     2,542  
    Other liabilities     28,766     25,332  
    Total current liabilities     88,006     70,750  
    Convertible notes     216,466     339,614  
    Operating lease liabilities, net of current portion     1,680     7,610  
    Other liabilities, net of current portion     768     551  
    Total liabilities     306,920     418,525  
    Commitments and contingencies (Note 8)          
    Stockholders’ equity          
    Common stock, $0.0001 par value; 500,000 shares authorized at December 31, 2024 and 2023, respectively; 78,573 and 76,410 shares issued and outstanding at December 31, 2024 and 2023, respectively.     7     7  
    Additional paid-in capital     654,905     620,021  
    Accumulated other comprehensive income     145     163  
    Accumulated deficit     (621,688 )   (594,658 )
    Total stockholders’ equity     33,369     25,533  
    Total liabilities and stockholders’ equity   $ 340,289   $ 444,058  
    Consolidated Statements of Operations
    (in thousands, except per share amounts)
    (unaudited)
     
        Three months ended
    December 31,
      Year ended
    December 31,
     
        2024   2023   2024   2023  
    Revenue   $ 87,028   $ 84,149   $ 332,927   $ 309,394  
    Cost of revenue (1)     19,476     18,946     77,589     74,202  
    Gross profit     67,552     65,203     255,338     235,192  
    Operating expenses: (1)                  
    Sales and marketing     29,605     34,332     129,602     140,230  
    Research and development     19,763     19,509     80,879     83,460  
    General and administrative     14,994     13,574     61,794     58,838  
    Amortization of intangible assets     2,383     2,323     9,736     8,422  
    Acquisition related costs     333     935     1,334     10,252  
    Restructuring charges     1,225     219     13,677     6,434  
    Total operating expenses     68,303     70,892     297,022     307,636  
    Loss from operations     (751 )   (5,689 )   (41,684 )   (72,444 )
    Gain on convertible note extinguishment     0     0     12,110     0  
    Interest income     1,761     3,183     10,568     11,493  
    Interest expense     (2,703 )   (719 )   (6,051 )   (2,884 )
    Other expenses     (373 )   (503 )   (958 )   (836 )
    Loss before provision for income taxes     (2,066 )   (3,728 )   (26,015 )   (64,671 )
    Benefit (provision) for income taxes     (324 )   552     (1,015 )   0  
    Net loss   $ (2,390 ) $ (3,176 ) $ (27,030 ) $ (64,671 )
    Basic net loss per share   $ (0.03 ) $ (0.04 ) $ (0.35 ) $ (0.86 )
    Shares used to compute basic net loss per share     78,438     76,226     77,600     75,143  

    (1) Amounts include stock-based compensation expense and associated payroll tax costs, as follows:

        Three months ended
    December 31,
      Year ended
    December 31,
     
        2024   2023   2024   2023  
    Cost of revenue   $ 735   $ 1,147   $ 3,533   $ 4,949  
    Sales and marketing     920     3,415     9,252     13,474  
    Research and development     3,099     1,908     13,614     13,478  
    General and administrative     2,141     1,105     10,000     9,785  
    Consolidated Statements of Cash Flows
    (in thousands)
    (unaudited)
     
      Three months ended
    December 31,
      Year ended
    December 31,
     
      2024   2023   2024   2023  
                     
    Cash flows from operating activities                
    Net loss $ (2,390 ) $ (3,176 ) $ (27,030 ) $ (64,671 )
    Adjustments to reconcile net loss to net cash provided by (used in) operating activities:                
    Depreciation and amortization expense   3,329     3,500     13,811     12,480  
    Amortization of discount on convertible note   244     496     1,582     1,976  
    Amortization of premium on convertible note   (396 )   0     (636 )   0  
    Stock-based compensation expense   6,821     7,635     35,377     41,185  
    Provision for expected credit losses   206     (656 )   3,208     805  
    Real estate and internal-use software charges   502     70     3,533     70  
    Gain on lease modification   0     0     (988 )   0  
    Gain on convertible note extinguishment   0     0     (12,110 )   0  
    Other   6     (5 )   (31 )   167  
    Changes in operating assets and liabilities:                
    Accounts receivable   (5,273 )   534     (14,206 )   (3,877 )
    Prepaid expenses and other assets   5,477     4,581     6,493     2,063  
    Deferred commissions   757     (354 )   955     (2,128 )
    Accounts payable   (672 )   1,710     (895 )   962  
    Accrued and other liabilities   3,511     (1,083 )   2,843     (25,836 )
    Deferred revenue   238     27     14,348     12,561  
    Net cash provided by (used in) operating activities   12,360     13,279     26,254     (24,243 )
    Cash flows from investing activities:                
    Cash paid for acquisition   0     (7,891 )   (100 )   (7,891 )
    Purchase of property, equipment, leasehold improvements and capitalized internal-use software   (787 )   (1,043 )   (3,721 )   (4,179 )
    Maturity of marketable securities   53,603     36,960     205,238     243,167  
    Purchase of marketable securities   (10,167 )   (39,207 )   (96,124 )   (228,281 )
    Net cash provided by (used in) investing activities   42,649     (11,181 )   105,293     2,816  
    Cash flows from financing activities:                
    Proceeds from exercise of stock options   225     136     1,708     3,849  
    Taxes paid related to net share settlement of stock options   (38 )   (12 )   (2,449 )   (3,294 )
    Holdback payments related to business combination   (1,000 )   0     (1,000 )   0  
    Proceeds from financing obligation   0     0     0     1,081  
    Payment of convertible note issuance costs   (656 ) 0     (3,176 ) 0  
    Repayment of convertible notes and financing obligation   (139 )   (263 )   (109,119 )   (394 )
    Net cash provided by (used in) financing activities   (1,608 )   (139 )   (114,036 )   1,242  
    Net change in cash and cash equivalents and restricted cash   53,401     1,959     17,511     (20,185 )
    Cash and cash equivalents and restricted cash, beginning of period   36,955     70,886     72,845     93,030  
    Cash and cash equivalents and restricted cash, end of period $ 90,356   $ 72,845   $ 90,356   $ 72,845  
    Supplemental cash flow information:                
    Cash paid for interest $ 3   $ 21   $ 2,466   $ 894  
    Cash paid for taxes $ 106   $ 242   $ 381   $ 583  
    Noncash investing and financing activities:                
    Changes in capital additions, accrued but not paid $ 84   $ 168   $ 84   $ 168  
    Fair value of shares issued as consideration for business combinations $ 0   $ 496   $ 248   $ 1,417  
    Principal amount of 2028 Convertible Notes exchanged $ 0   $ 0   $ 150,000   $ 0  

    Disaggregated Revenue:

        Three months ended
    December 31,
      Year ended
    December 31,
     
    (in thousands)   2024   2023   2024   2023  
    Subscription solutions   $ 62,288   $ 60,613   $ 247,870   $ 229,265  
    Partner and services     24,740     23,536     85,057     80,129  
    Revenue   $ 87,028   $ 84,149   $ 332,927   $ 309,394  

    Revenue by Geography:

        Three months ended
    December 31,
      Year ended
    December 31,
     
    (in thousands)   2024   2023   2024   2023  
    Revenue:                  
    Americas – U.S.   $ 66,078   $ 64,055   $ 253,484   $ 236,502  
    Americas – other (1)     4,217     3,837     15,662     14,103  
    EMEA     9,994     9,475     38,031     34,661  
    APAC     6,739     6,782     25,750     24,128  
    Revenue   $ 87,028   $ 84,149   $ 332,927   $ 309,394  

    (1)Americas-other revenue includes revenue from North and South America, other than the U.S.

    Reconciliation of GAAP to Non-GAAP Results
    (in thousands, except per share amounts)
    (unaudited)
     
    Reconciliation of loss from operations to Non-GAAP operating income (loss):
     
        Three months ended
    December 31,
        Year ended
    December 31,
       
        2024     2023     2024     2023    
    (in thousands)                          
    Revenue   $ 87,028     $ 84,149     $ 332,927     $ 309,394    
                               
    Loss from operations   $ (751 )   $ (5,689 )   $ (41,684 )   $ (72,444 )  
    Plus: stock-based compensation expense and associated payroll tax costs     6,895       7,575       36,399       41,686    
    Amortization of intangible assets     2,383       2,323       9,736       8,422    
    Acquisition related costs     333       935       1,334       10,252    
    Restructuring charges     1,225       219       13,677       6,434    
    Non-GAAP operating income (loss)   $ 10,085     $ 5,363     $ 19,462     $ (5,650 )  
    Non-GAAP operating income (loss) as a percentage of revenue     11.6   %   6.4   %   5.8   %   (1.8 ) %

    Reconciliation of net loss & basic net loss per share to Non-GAAP net income & Non-GAAP net income per share:

        Three months ended
    December 31,
        Year ended
    December 31,
       
        2024     2023     2024     2023    
    (in thousands)                          
    Revenue   $ 87,028     $ 84,149     $ 332,927     $ 309,394    
                               
    Net loss   $ (2,390 )   $ (3,176 )   $ (27,030 )   $ (64,671 )  
    Plus: stock-based compensation expense and associated payroll tax costs     6,895       7,575       36,399       41,686    
    Amortization of intangible assets     2,383       2,323       9,736       8,422    
    Acquisition related costs     333       935       1,334       10,252    
    Restructuring charges     1,225       219       13,677       6,434    
    Gain on convertible note extinguishment     0       0       (12,110 )     0    
    Non-GAAP net income   $ 8,446     $ 7,876     $ 22,006     $ 2,123    
    Basic net loss per share   $ (0.03 )   $ (0.04 )   $ (0.35 )   $ (0.86 )  
    Non-GAAP basic net income per share   $ 0.11     $ 0.10     $ 0.28     $ 0.03    
    Non-GAAP diluted net income per share   $ 0.11     $ 0.09     $ 0.28     $ 0.03    
    Shares used to compute basic Non-GAAP net income per share     78,438       76,226       77,600       75,143    
    Shares used to compute diluted Non-GAAP net income per share     80,081       83,679       79,544       82,938    
    Non-GAAP net income as a percentage of revenue     9.7   %   9.4   %   6.6   %   0.7   %

    Reconciliation of net loss to adjusted EBITDA:

        Three months ended
    December 31,
        Year ended
    December 31,
       
        2024     2023     2024     2023    
    (in thousands)                          
    Revenue   $ 87,028     $ 84,149     $ 332,927     $ 309,394    
                               
    Net loss   $ (2,390 )   $ (3,176 )   $ (27,030 )   $ (64,671 )  
    Plus: stock-based compensation expense and associated payroll tax costs     6,895       7,575       36,399       41,686    
    Amortization of intangible assets     2,383       2,323       9,736       8,422    
    Acquisition related costs     333       935       1,334       10,252    
    Restructuring charges     1,225       219       13,677       6,434    
    Depreciation     946       1,177       4,075       4,058    
    Gain on convertible note extinguishment     0       0       (12,110 )     0    
    Interest income     (1,761 )     (3,183 )     (10,568 )     (11,493 )  
    Interest expense     2,703       719       6,051       2,884    
    Other expenses     373       503       958       836    
    Benefit (provision) for income taxes     324       (552 )     1,015       0    
    Adjusted EBITDA   $ 11,031     $ 6,540     $ 23,537     $ (1,592 )  
    Adjusted EBITDA as a percentage of revenue     12.7   %   7.8   %   7.1   %   (0.5 ) %

    Reconciliation of cost of revenue to Non-GAAP cost of revenue:

        Three months ended
    December 31,
        Year ended
    December 31,
       
        2024     2023     2024     2023    
    (in thousands)                          
    Revenue   $ 87,028     $ 84,149     $ 332,927     $ 309,394    
                               
    Cost of revenue   $ 19,476     $ 18,946     $ 77,589     $ 74,202    
    Less: stock-based compensation expense and associated payroll tax costs     735       1,147       3,533       4,949    
    Non-GAAP cost of revenue   $ 18,741     $ 17,799     $ 74,056     $ 69,253    
    As a percentage of revenue     21.5   %   21.2   %   22.2   %   22.4   %

    Reconciliation of sales and marketing expense to Non-GAAP sales and marketing expense:

        Three months ended
    December 31,
        Year ended
    December 31,
       
        2024     2023     2024     2023    
    (in thousands)                          
    Revenue   $ 87,028     $ 84,149     $ 332,927     $ 309,394    
                               
    Sales and marketing   $ 29,605     $ 34,332     $ 129,602     $ 140,230    
    Less: stock-based compensation expense and associated payroll tax costs     920       3,415       9,252       13,474    
    Non-GAAP sales and marketing   $ 28,685     $ 30,917     $ 120,350     $ 126,756    
    As a percentage of revenue     33.0   %   36.7   %   36.1   %   41.0   %

    Reconciliation of research and development expense to Non-GAAP research and development expense:

        Three months ended
    December 31,
        Year ended
    December 31,
       
        2024     2023     2024     2023    
    (in thousands)                          
    Revenue   $ 87,028     $ 84,149     $ 332,927     $ 309,394    
                               
    Research and development   $ 19,763     $ 19,509     $ 80,879     $ 83,460    
    Less: stock-based compensation expense and associated payroll tax costs     3,099       1,908       13,614       13,478    
    Non-GAAP research and development   $ 16,664     $ 17,601     $ 67,265     $ 69,982    
    As a percentage of revenue     19.1   %   20.9   %   20.2   %   22.6   %

    Reconciliation of general and administrative expense to Non-GAAP general and administrative expense:

        Three months ended
    December 31,
        Year ended
    December 31,
       
        2024     2023     2024     2023    
    (in thousands)                          
    Revenue   $ 87,028     $ 84,149     $ 332,927     $ 309,394    
                               
    General & administrative   $ 14,994     $ 13,574     $ 61,794     $ 58,838    
    Less: stock-based compensation expense and associated payroll tax costs     2,141       1,105       10,000       9,785    
    Non-GAAP general & administrative   $ 12,853     $ 12,469     $ 51,794     $ 49,053    
    As a percentage of revenue     14.8   %   14.8   %   15.6   %   15.9   %

    Reconciliation of net cash provided by (used in) operating activities to free cash flow:

        Three months ended
    December 31,
        Year ended
    December 31,
     
        2024     2023     2024     2023  
    (in thousands)                        
    Net cash provided by (used in) operating activities   $ 12,360     $ 13,279     $ 26,254     $ (24,243 )
    Purchase of property, equipment, leasehold improvements and capitalized internal-use software     (787 )     (1,043 )     (3,721 )     (4,179 )
    Free cash flow   $ 11,573     $ 12,236     $ 22,533     $ (28,422 )

    The MIL Network

  • MIL-OSI: Kaltura Announces Financial Results for Fourth Quarter and Full Year 2024

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Feb. 20, 2025 (GLOBE NEWSWIRE) — Kaltura, Inc. (“Kaltura” or the “Company”), the video experience cloud, today announced financial results for the fourth quarter and full year ended December 31, 2024, as well as outlook for first quarter and full year 2025.

    “We surpassed our guidance for the fourth quarter, delivering record total and subscription revenue, as well as the highest Adjusted EBITDA since the second quarter of 2020, fueled by record high gross margin. We also posted sequential and year-over-year growth in gross and net dollar retention rates, and in new bookings for the third quarter in a row,” said Ron Yekutiel, Co-founder, Chairman, President and Chief Executive Officer of Kaltura.

    “For the full year, we are pleased to report we achieved record annual subscription revenue, total revenue, and Adjusted EBITDA profit, surpassing our annual guidance for all. We also achieved record gross margin and cash flow from operations. We ended the year with record ARR and RPO, having delivered on our plans to reaccelerate new bookings and revenue throughout the second half of the year, and posted positive cash flow from operations for the year, for the first time since 2020.” Mr. Yekutiel continued, “As we look ahead to 2025 and beyond, we anticipate continued improvement in the market environment for enterprise video offerings, and believe our path to increased growth and profitability will be fueled by customer consolidation around our platform, maturity of our newer products, leveraging our exciting new generative artificial intelligence (“Gen AI”) capabilities, growth potential within our great customer base, and a regrowth of our sales force.”

    Fourth Quarter 2024 Financial Highlights:

    • Revenue for the fourth quarter of 2024 was $45.6 million, an increase of 3% compared to $44.5 million for the fourth quarter of 2023.
       
    • Subscription revenue for the fourth quarter of 2024 was $43.4 million, an increase of 6% compared to $40.8 million for the fourth quarter of 2023.
       
    • Annualized Recurring Revenue (ARR) was $173.9 million, an increase of 6% compared to $164.7 million in 2023.
       
    • GAAP Gross profit for the fourth quarter of 2024 was $32.3 million, representing a gross margin of 71% compared to a GAAP gross profit of $28.6 million and gross margin of 64% for the fourth quarter of 2023. 
       
    • Non-GAAP Gross profit for the fourth quarter of 2024 was $32.6 million, representing a non-GAAP gross margin of 71%, compared to a non-GAAP gross profit of $29.1 million and non-GAAP gross margin of 65% for the fourth quarter of 2023. 
       
    • GAAP Operating loss was $3.8 million for the fourth quarter of 2024, compared to an operating loss of $8.8 million for the fourth quarter of 2023.
       
    • Non-GAAP Operating income was $1.5 million for the fourth quarter of 2024, compared to a non-GAAP operating loss of $0.3 million for the fourth quarter of 2023.
       
    • GAAP Net loss was $6.6 million or $0.04 per diluted share for the fourth quarter of 2024, compared to a GAAP net loss of $12.1 million, or $0.09 per diluted share, for the fourth quarter of 2023.
       
    • Non-GAAP Net loss was $1.3 million or $0.01 per diluted share for the fourth quarter of 2024, compared to a non-GAAP net loss of $3.6 million, or $0.03 per diluted share, for the fourth quarter of 2023.
       
    • Adjusted EBITDA was $2.7 million for the fourth quarter of 2024, compared to Adjusted EBITDA of $0.8 million for the fourth quarter of 2023.
       
    • Net cash provided by operating activities was $4.3 million for the fourth quarter of 2024, compared to $1.6 million in the fourth quarter of 2023.

    Full Year 2024 Financial Highlights:

    • Revenue for the full year of 2024 was $178.7 million, an increase of 2% compared to $175.2 million for the full year of 2023.
       
    • Subscription revenue for the full year of 2024 was $167.7 million, an increase of 3% compared to $162.8 million for the full year of 2023.
       
    • GAAP Gross profit for the full year of 2024 was $119.1 million, representing a gross margin of 67% compared to a GAAP gross profit of $112.2 million and gross margin of 64% for the full year of 2023. 
       
    • Non-GAAP Gross profit for the full year of 2024 was $120.5 million, representing a gross margin of 67% compared to a non-GAAP gross profit of $113.8 million and gross margin of 65% for the full year of 2023. 
       
    • GAAP Operating loss was $24.1 million for the full year of 2024, compared to an operating loss of $38.7 million for the full year of 2023.
       
    • Non-GAAP Operating income was $2.7 million for the full year of 2024, compared a non-GAAP operating loss of $6.7 million for the full year of 2023.
       
    • GAAP Net loss was $31.3 million or $0.21 per diluted share for the full year of 2024, compared to a GAAP net loss of $46.4 million, or $0.34 per diluted share, for the full year of 2023.
       
    • Non-GAAP Net loss was $4.5 million or $0.03 per diluted share for the full year of 2024, compared to a non-GAAP net loss of $14.4 million, or $0.10 per diluted share, for the full year of 2023.
       
    • Adjusted EBITDA was $7.3 million for the full year of 2024, compared to an Adjusted EBITDA of negative $2.5 million for the full year of 2023.
       
    • Net cash provided by operating activities was $12.2 million for the full year of 2024, compared to $8.3 million net cash used in operating activities for the full year of 2023.

    Fourth Quarter 2024 Business Highlights:

    • Closed four new seven-digit deals and twenty-nine six-digit deals – the highest combined number of six and seven-digit deals since the third quarter of 2022.
    • Highest new subscription bookings since the fourth quarter of 2022 – third quarter in a row of sequential and year-over-year growth.
    • Sequential and year-over-year improvement in gross retention, and 103% Net Dollar Retention rate.
    • Launched Gen AI based “Class Genie” and “Work Genie” that power real-time hyper-personalized video-first experiences. Our Beta program for evaluating our Work and Class Genies saw strong interest from dozens of large organizations.
    • Kaltura’s Media and Telecom new Gen AI features for streaming services earned a place in the FEED Magazine 2024 Honors List, in the “Special Recognition in AI” category.

    Financial Outlook:

    For the first quarter of 2025, Kaltura expects:

    • Subscription Revenue to grow by 5%-7% year-over-year to between $43.4 million and $44.2 million.
    • Total Revenue to grow by 2%-4% year-over-year to between $45.7 million and $46.5 million.
    • Adjusted EBITDA to be in the range of $2.5 million to $3.5 million.

    For the full year ending December 31, 2025, Kaltura expects:

    • Subscription Revenue to grow by 2%-3% year-over-year to between $170.4 million and $173.4 million.
    • Total Revenue to grow 1%-2% year-over-year to between $179.9 million and $182.9 million.
    • Adjusted EBITDA to be in the range of $12.7 million to $14.7 million.

    The guidance provided above contains forward-looking statements and actual results may differ materially. Refer to “Forward-Looking Statements” below for information on the factors that could cause our actual results to differ materially from these forward-looking statements. Kaltura has not provided a quantitative reconciliation of forecasted Adjusted EBITDA to forecasted GAAP net loss within this press release because the Company is unable, without making unreasonable efforts, to calculate certain reconciling items with confidence. The reconciliation for Adjusted EBITDA includes but is not limited to the following items: stock-based compensation expenses, depreciation, amortization, financial expenses (income), net, provision for income tax, and other non-recurring operating expenses. These items, which could materially affect the computation of forward-looking GAAP net loss, are inherently uncertain and depend on various factors, some of which are outside of the Company’s control. The guidance above is based on the Company’s current expectations relating to the macro-economic climate trends.

    Additional information on Kaltura’s reported results, including a reconciliation of the non-GAAP financial measures to their most comparable GAAP measures, is included in the financial tables below.

    Investor Deck

    Our fourth quarter and full year 2024 Investor Deck has been posted in the investor relations page on our website at: www.investors.kaltura.com.         

    Conference Call

    Kaltura will host a conference call today on February 20, 2025 to review its fourth quarter and full year 2024 financial results and to discuss its financial outlook.

      Time: 8:00 a.m. ET  
      United States/Canada Toll Free: 1-877-407-0789  
      International Toll: 1-201-689-8562  
           

    A live webcast will also be available in the Investor Relations section of Kaltura’s website at: https://investors.kaltura.com/news-and-events/events

    A replay of the webcast will be available in the Investor Relations section of the company’s web site approximately two hours after the conclusion of the call and remain available for approximately 30 calendar days.

    About Kaltura

    Kaltura’s mission is to power any video experience for any organization. Our Video Experience Cloud offers live, real-time, and on-demand video products for enterprises of all industries, as well as specialized industry solutions, currently for educational institutions and for media and telecom companies. Underlying our products and solutions is a broad set of Media Services that are also used by other cloud platforms and companies to power video experiences and workflows for their own products. Kaltura’s Video Experience Cloud is used by leading brands reaching millions of users, at home, at school and at work, for communication, collaboration, training, marketing, sales, customer care, teaching, learning, virtual events, and entertainment experiences.

    Investor Contacts:
    Kaltura
    John Doherty
    Chief Financial Officer
    IR@Kaltura.com

    Sapphire Investor Relations
    Erica Mannion and Michael Funari
    +1 617 542 6180
    IR@Kaltura.com

    Media Contacts:
    Kaltura
    Nohar Zmora
    pr.team@kaltura.com

    Headline Media
    Raanan Loew
    raanan@headline.media
    +1 347 897 9276

    Forward-Looking Statements

    This press release contains 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. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including but not limited to, statements regarding our future financial and operating performance, including our guidance; our business strategy, plans and objectives for future operations, including new products and capabilities and growth of our salesforce; our expectations regarding growth and profitability goals; and general economic, business and industry conditions, including expectations with respect to trends in customer consolidation and adoption of Gen AI technology.

    In some cases, you can identify forward-looking statements by terminology such as “aim,” “anticipate,” “assume,” “believe,” “contemplate,” “continue,” “could,” “due,” “estimate,” “expect,” “goal,” “intend,” “may,” “objective,” “plan,” “predict,” “potential,” “positioned,” “seek,” “should,” “target,” “will,” “would” and other similar expressions that are predictions of or indicate future events and future trends, or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. Any forward-looking statements contained herein are based on our historical performance and our current plans, estimates and expectations and are not a representation that such plans, estimates, or expectations will be achieved. These forward-looking statements represent our expectations as of the date of this press release. Subsequent events may cause these expectations to change, and we disclaim any obligation to update the forward-looking statements in the future, except as required by law. These forward-looking statements are subject to known and unknown risks and uncertainties that may cause actual results to differ materially from our current expectations.

    Important factors that could cause actual results to differ materially from those anticipated in our forward-looking statements include, but are not limited to, the current volatile economic climate and its direct and indirect impact on our business and operations; political, economic, and military conditions in Israel and other geographies; our ability to retain our customers and meet demand; our ability to achieve and maintain profitability; the evolution of the markets for our offerings; our ability to keep pace with technological and competitive developments; risks associated with our use of certain artificial intelligence and machine learning models; our ability to maintain the interoperability of our offerings across devices, operating systems and third-party applications; risks associated with our Application Programming Interfaces, other components in our offerings and other intellectual property; our ability to compete successfully against current and future competitors; our ability to increase customer revenue; risks related to our approach to revenue recognition; our potential exposure to cybersecurity threats; our compliance with data privacy and data protection laws; our ability to meet our contractual commitments; our reliance on third parties; our ability to retain our key personnel; risks related to revenue mix and customer base; risks related to our international operations; risks related to potential acquisitions; our ability to generate or raise additional capital; and the other risks under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission (“SEC”), as such factors are updated in our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, filed with the SEC, and as such factors may be updated from time to time in our other filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, to be filed with the SEC, which are accessible on the SEC’s website at www.sec.gov and the Investor Relations page of our website at investors.kaltura.com.

    Non-GAAP Financial Measures

    Kaltura has provided in this press release and the accompanying tables measures of financial information that have not been prepared in accordance with generally accepted accounting principles in the U.S. (“GAAP”), including non-GAAP gross profit, non-GAAP gross margin (calculated as a percentage of revenue), non-GAAP research and development expenses, non-GAAP sales and marketing expenses, non-GAAP general and administrative expenses, non-GAAP operating loss, non-GAAP operating margin (calculated as a percentage of revenue), non-GAAP net loss, non-GAAP net loss per share and Adjusted EBITDA. Kaltura defines these non-GAAP financial measures as the respective corresponding GAAP measure, adjusted for, as applicable: (1) stock-based compensation expense; (2) the amortization of acquired intangibles; (3) facility exit and transition costs; (4) restructuring charges; and (5) war-related costs. Kaltura defines EBITDA as net profit (loss) before financial expenses (income), net, provision for income taxes, and depreciation and amortization expenses. Adjusted EBITDA is defined as EBITDA (as defined above), adjusted for the impact of certain non-cash and other items that we believe are not indicative of our core operating performance, such as non-cash stock-based compensation expenses, facility exit and transition costs, restructuring charges and other non-recurring operating expenses. We believe these non-GAAP financial measures provide useful information to management and investors regarding certain financial and business trends relating to Kaltura’s financial condition and results of operations. These non-GAAP metrics are a supplemental measure of our performance, are not defined by or presented in accordance with GAAP, and should not be considered in isolation or as an alternative to net profit (loss) or any other performance measure prepared in accordance with GAAP. Non-GAAP financial measures are presented because we believe that they provide useful supplemental information to investors and analysts regarding our operating performance and are frequently used by these parties in evaluating companies in our industry.

    By presenting these non-GAAP financial measures, we provide a basis for comparison of our business operations between periods by excluding items that we do not believe are indicative of our core operating performance. We believe that investors’ understanding of our performance is enhanced by including these non-GAAP financial measures as a reasonable basis for comparing our ongoing results of operations. Additionally, our management uses these non-GAAP financial measures as supplemental measures of our performance because they assist us in comparing the operating performance of our business on a consistent basis between periods, as described above. Although we use the non-GAAP financial measures described above, such measures have significant limitations as analytical tools and only supplement but do not replace, our financial statements in accordance with GAAP. See the tables below regarding reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures.

    Key Financial and Operating Metrics

    Annualized Recurring Revenue. We use Annualized Recurring Revenue (“ARR”) as a measure of our revenue trend and an indicator of our future revenue opportunity from existing recurring customer contracts. We calculate ARR by annualizing our recurring revenue for the most recently completed fiscal quarter. Recurring revenues are generated from SaaS and PaaS subscriptions, as well as term licenses for software installed on the customer’s premises (“On-Prem”). For the SaaS and PaaS components, we calculate ARR by annualizing the actual recurring revenue recognized for the latest fiscal quarter. For the On-Prem components for which revenue recognition is not ratable across the license term, we calculate ARR for each contract by dividing the total contract value (excluding professional services) as of the last day of the specified period by the number of days in the contract term and then multiplying by 365. Recurring revenue excludes revenue from one-time professional services and setup fees. ARR is not adjusted for the impact of any known or projected future customer cancellations, upgrades or downgrades or price increases or decreases. The amount of actual revenue that we recognize over any 12-month period is likely to differ from ARR at the beginning of that period, sometimes significantly. This may occur due to new bookings, cancellations, upgrades or downgrades, pending renewals, professional services revenue, foreign exchange rate fluctuations and acquisitions or divestitures. ARR should be viewed independently of revenue as it is an operating metric and is not intended to be a replacement or forecast of revenue. Our calculation of ARR may differ from similarly titled metrics presented by other companies.

    Net Dollar Retention Rate. Our Net Dollar Retention Rate, which we use to measure our success in retaining and growing recurring revenue from our existing customers, compares our recognized recurring revenue from a set of customers across comparable periods. We calculate our Net Dollar Retention Rate for a given period as the recognized recurring revenue from the latest reported fiscal quarter from the set of customers whose revenue existed in the reported fiscal quarter from the prior year (the numerator), divided by recognized recurring revenue from such customers for the same fiscal quarter in the prior year (denominator). For annual periods, we report Net Dollar Retention Rate as the arithmetic average of the Net Dollar Retention Rate for all fiscal quarters included in the period. We consider subdivisions of the same legal entity (for example, divisions of a parent company or separate campuses that are part of the same state university system) ,as well as Value-add Resellers (“VARs”) (meaning resellers that directly manage the relationship with the customer) and the customers they manage, to be a single customer for purposes of calculating our Net Dollar Retention Rate. Our calculation of Net Dollar Retention Rate for any fiscal period includes the positive recognized recurring revenue impacts of selling new services to existing customers and the negative recognized recurring revenue impacts of contraction and attrition among this set of customers. Our Net Dollar Retention Rate may fluctuate as a result of a number of factors, including the growing level of our revenue base, the level of penetration within our customer base, expansion of products and features, and our ability to retain our customers. Our calculation of Net Dollar Retention Rate may differ from similarly titled metrics presented by other companies.

    Remaining Performance Obligations. Remaining Performance Obligations represents the amount of contracted future revenue that has not yet been delivered, including both subscription and professional services revenues. Remaining Performance Obligations consists of both deferred revenue and contracted non-cancelable amounts that will be invoiced and recognized in future periods. We expect to recognize 58% of our Remaining Performance Obligations as revenue over the next 12 months, and the remainder over the next four years. However, we cannot guarantee that any portion of our Remaining Performance Obligations will be recognized as revenue within the timeframe we expect or at all.

     
    Consolidated Balance Sheets (U.S. dollars in thousands; Unaudited)
     
        December 31,
          2024       2023  
    ASSETS        
    CURRENT ASSETS:        
    Cash and cash equivalents   $ 33,059     $ 36,684  
    Marketable securities     48,275       32,692  
    Trade receivables     19,978       23,312  
    Prepaid expenses and other current assets     9,481       8,410  
    Deferred contract acquisition and fulfillment costs, current     10,765       10,636  
             
    Total current assets     121,558       111,734  
    LONG-TERM ASSETS:        
    Marketable securities     3,379       5,844  
    Property and equipment, net     16,190       20,113  
    Other assets, noncurrent     2,983       3,100  
    Deferred contract acquisition and fulfillment costs, noncurrent     13,605       17,314  
    Operating lease right-of-use assets     12,308       13,872  
    Intangible assets, net     212       689  
    Goodwill     11,070       11,070  
             
    Total noncurrent assets     59,747       72,002  
    TOTAL ASSETS   $ 181,305     $ 183,736  
    LIABILITIES AND STOCKHOLDERS’ EQUITY        
    CURRENT LIABILITIES:        
    Current portion of long-term loans     3,110       1,612  
    Trade payables     3,265       3,629  
    Employees and payroll accruals     15,399       12,651  
    Accrued expenses and other current liabilities     14,262       17,279  
    Operating lease liabilities     2,504       2,374  
    Deferred revenue, current     63,123       62,364  
    Total current liabilities     101,663       99,909  
    NONCURRENT LIABILITIES:        
    Deferred revenue, noncurrent     67       369  
    Long-term loans, net of current portion     29,153       33,047  
    Operating lease liabilities, noncurrent     15,263       17,796  
    Other liabilities, noncurrent     10,772       2,295  
             
    Total noncurrent liabilities     55,255       53,507  
    TOTAL LIABILITIES   $ 156,918     $ 153,416  
    STOCKHOLDERS’ EQUITY:        
    Common stock     15       14  
    Treasury stock     (7,801 )     (4,881 )
    Additional paid-in capital     500,024       471,635  
    Accumulated other comprehensive income (loss)     959       1,047  
    Accumulated deficit     (468,810 )     (437,495 )
             
    Total stockholders’ equity     24,387       30,320  
             
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY   $ 181,305     $ 183,736  
     
    Consolidated Statements of Operations (U.S. dollars in thousands, except for share data; Unaudited)
     
        Three Months ended
    December 31
      Twelve Months ended
    December 31,
         2024    2023     2024       2023  
                     
    Revenue:                
                     
    Subscription   $ 43,414   $ 40,787   $ 167,681     $ 162,750  
    Professional services     2,195     3,689     11,036       12,422  
                     
    Total revenue     45,609     44,476     178,717       175,172  
                     
    Cost of revenue:                
                     
    Subscription     9,852     11,118     42,552       44,224  
    Professional services     3,476     4,712     17,059       18,714  
                     
    Total cost of revenue     13,328     15,830     59,611       62,938  
                     
    Gross profit     32,281     28,646     119,106       112,234  
                     
    Operating expenses:                
                     
    Research and development     12,970     12,737     49,430       52,400  
    Sales and marketing     12,345     12,309     47,766       48,798  
    General and administrative     10,759     12,420     46,009       48,718  
    Restructuring                   973  
                     
    Total operating expenses     36,074     37,466     143,205       150,889  
                     
    Operating loss     3,793     8,820     24,099       38,655  
                     
    Financial expenses (income), net     1,238     1,847     (434 )     (1,200 )
                     
    Loss before provision for income taxes     5,031     10,667     23,665       37,455  
    Provision for income taxes     1,574     1,400     7,650       8,911  
                     
    Net loss     6,605     12,067     31,315       46,366  
                     
    Net loss per share   $ 0.04   $ 0.09   $ 0.21     $ 0.34  
                     
    Weighted-average shares used in computing net loss per share     150,452,462     141,791,191     147,925,797       138,237,017  
     
    Consolidated Statements of Operations (U.S. dollars in thousands, except for share data; Unaudited)
     
    Stock-based compensation included in above line items:
     
        Three Months ended
    December 31,
      Twelve Months ended
    December 31,
         2024    2023    2024    2023
                     
    Cost of revenue   $ 195   $ 301   $ 1,002   $ 1,128
    Research and development     1,178     1,295     4,775     4,734
    Sales and marketing     518     840     2,701     3,187
    General and administrative     3,308     5,588     17,786     20,931
                     
    Total   $ 5,199   $ 8,024   $ 26,264   $ 29,980
     
    Revenue by Segment (U.S. dollars in thousands; Unaudited):
     
        Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
         2024    2023    2024    2023
                     
    Enterprise, Education and Technology   $ 32,958   $ 31,569   $ 128,704   $ 125,154
    Media and Telecom     12,651     12,907     50,013     50,018
                     
    Total   $ 45,609   $ 44,476   $ 178,717   $ 175,172
     
    Gross Profit by Segment (U.S. dollars in thousands; Unaudited):
     
        Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
         2024    2023    2024    2023
                     
    Enterprise, Education and Technology   $ 25,901   $ 22,998   $ 96,928   $ 91,624
    Media and Telecom     6,380     5,648     22,178     20,610
                     
    Total   $ 32,281   $ 28,646   $ 119,106   $ 112,234
     
    Consolidated Statement of Cash Flows (U.S. dollars in thousands; Unaudited)
     
        Twelve Months Ended December 31,
          2024       2023  
    Cash flows from operating activities:        
    Net loss   $ (31,315 )   $ (46,366 )
    Adjustments to reconcile net loss to net cash provided by (used in) operating activities:        
    Depreciation and amortization     5,064       4,717  
    Stock-based compensation expenses     26,264       29,980  
    Amortization of deferred contract acquisition and fulfillment costs     11,447       11,669  
    Non-cash interest income, net     (1,219 )     (1,023 )
    Gain on foreign exchange     (90 )     (728 )
    Changes in operating assets and liabilities:        
    Decrease in trade receivables     3,334       5,475  
    Decrease (Increase) in prepaid expenses and other current assets and other assets, noncurrent     (949 )     648  
    Increase in deferred contract acquisition and fulfillment costs     (7,497 )     (6,561 )
    Decrease in trade payables     (534 )     (5,884 )
    Increase in accrued expenses and other current liabilities     5,376       797  
    Increase (Decrease) in employees and payroll accruals     2,748       (2,233 )
    Increase (Decrease) in other liabilities, noncurrent     (14 )     443  
    Increase in deferred revenue     458       1,626  
    Operating lease right-of-use assets and lease liabilities, net     (840 )     (863 )
             
    Net cash provided by (used in) operating activities     12,233       (8,303 )
             
    Cash flows from investing activities:        
             
    Investment in available-for-sale marketable securities     (50,874 )     (47,708 )
    Proceeds from maturities of available-for-sale marketable securities     38,981       51,976  
    Purchases of property and equipment     (521 )     (2,607 )
    Capitalized internal-use software development costs           (1,493 )
    Investment in restricted bank deposit           (1,751 )
             
    Net cash used in investing activities     (12,414 )     (1,583 )
             
    Cash flows from financing activities:        
             
    Proceeds from long-term loans           3,500  
    Repayment of long-term loans     (2,187 )     (4,500 )
    Proceeds from exercise of stock options     1,620       1,383  
    Payment of debt issuance costs     (17 )     (274 )
    Repurchase of common stock     (2,920 )      
    Payments on account of repurchase of common stock     (30 )      
             
    Net cash provided by (used in) financing activities     (3,534 )     109  
             
    Effect of exchange rate changes on cash, cash equivalents and restricted cash   $ 90     $ 728  
             
    Net decrease in cash, cash equivalents and restricted cash   $ (3,625 )   $ (9,049 )
    Cash, cash equivalents and restricted cash at the beginning of the year     36,784       45,833  
             
    Cash, cash equivalents and restricted cash at the end of the year   $ 33,159     $ 36,784  
     
    Reconciliation from GAAP to Non-GAAP Results (U.S. dollars in thousands; Unaudited)
     
        Three Months   Twelve Months
        Ended December 31,   Ended December 31,
          2024       2023       2024       2023  
    Reconciliation of gross profit and gross margin                
    GAAP gross profit   $ 32,281     $ 28,646     $ 119,106     $ 112,234  
    Stock-based compensation expense     195       301       1,002       1,128  
    Amortization of acquired intangibles     107       107       427       426  
    Non-GAAP gross profit   $ 32,583     $ 29,054     $ 120,535     $ 113,788  
    GAAP gross margin     71 %     64 %     67 %     64 %
    Non-GAAP gross margin     71 %     65 %     67 %     65 %
    Reconciliation of operating expenses                
    GAAP research and development expenses   $ 12,970     $ 12,737     $ 49,430     $ 52,400  
    Stock-based compensation expense     1,178       1,295       4,775       4,734  
    Amortization of acquired intangibles                        
    Non-GAAP research and development expenses   $ 11,792     $ 11,442     $ 44,655     $ 47,666  
    GAAP sales and marketing   $ 12,345     $ 12,309     $ 47,766     $ 48,798  
    Stock-based compensation expense     518       840       2,701       3,187  
    Amortization of acquired intangibles     11       13       50       128  
    Non-GAAP sales and marketing expenses   $ 11,816     $ 11,456     $ 45,015     $ 45,483  
    GAAP general and administrative expenses   $ 10,759     $ 12,420     $ 46,009     $ 48,718  
    Stock-based compensation expense     3,308       5,588       17,786       20,931  
    Amortization of acquired intangibles                        
    Facility exit and transition costs (a)                       154  
    War related costs (b)     22       331       44       331  
    Non-GAAP general and administrative expenses   $ 7,429     $ 6,501     $ 28,179     $ 27,302  
    Reconciliation of operating loss and operating margin                
    GAAP operating loss   $ (3,793 )   $ (8,820 )   $ (24,099 )   $ (38,655 )
    Stock-based compensation expense     5,199       8,024       26,264       29,980  
    Amortization of acquired intangibles     118       120       477       554  
    Restructuring (c)                       973  
    Facility exit and transition costs (a)                       154  
    War related costs (b)     22       331       44       331  
    Non-GAAP operating income ( loss)   $ 1,546     $ (345 )   $ 2,686     $ (6,663 )
    GAAP operating margin     (8 )%     (20 )%     (13 )%     (22 )%
    Non-GAAP operating margin     3 %     (1 )%     2 %     (4 )%
    Reconciliation of net loss                
    GAAP net loss attributable to common stockholders   $ (6,605 )   $ (12,067 )   $ (31,315 )   $ (46,366 )
    Stock-based compensation expense     5,199       8,024       26,264       29,980  
    Amortization of acquired intangibles     118       120       477       554  
    Restructuring (c)                       973  
    Facility exit and transition costs (a)                       154  
    War related costs (b)     22       331       44       331  
    Non-GAAP loss attributable to common stockholders   $ (1,266 )   $ (3,592 )   $ (4,530 )   $ (14,374 )
                     
    Non-GAAP net loss per share – basic and diluted   $ 0.01     $ 0.03     $ 0.03     $ 0.10  

            

     
    Adjusted EBITDA (U.S. dollars in thousands; Unaudited)
     
      Three Months Ended December 31,   Twelve Months Ended December 31,
        2024       2023       2024       2023  
       
    Net loss $ (6,605 )   $ (12,067 )   $ (31,315 )   $ (46,366 )
    Financial expenses (income), net (d)   1,238       1,847       (434 )     (1,200 )
    Provision for income taxes   1,574       1,400       7,650       8,911  
    Depreciation and amortization   1,230       1,308       5,065       4,717  
    EBITDA   (2,563 )     (7,512 )     (19,035 )     (33,938 )
    Non-cash stock-based compensation expense   5,199       8,024       26,264       29,980  
    Facility exit and transition costs (a)                     154  
    Restructuring (c)                     973  
    War related costs (b)   22       331       44       331  
    Adjusted EBITDA $ 2,658     $ 843     $ 7,273     $ (2,500 )
    (a)   Facility exit and transition costs for the year ended December 31, 2023, include losses from sale of fixed assets and other costs associated with moving to our temporary office in Israel.
    (b)   The years ended December 31, 2024, and 2023 include costs related to conflicts in Israel. These costs are attributable to the temporary relocation of key employees from Israel for business continuity purposes, the purchase of emergency equipment for key employees, charitable donations to communities directly impacted by the war, and office fixes and modifications.
    (c)   The year ended December 31, 2023 includes employee termination benefits incurred in connection with our 2023 reorganization plan.
    (d)   The three months ended December 31, 2024 and 2023, and the year ended December 31, 2024 and 2023 include $551, $692, $2,682 and $3,178, respectively, of interest expenses and $902, $538, $3,355, and $2,735, respectively, of interest income.
    Reported KPIs
     
        December 31,
         2024    2023
        (U.S. dollars amounts in thousands)
    Annualized Recurring Revenue             $ 173,900   $ 164,723
    Remaining Performance Obligations             $ 203,379   $ 185,305
     
        Three Months Ended December 31,
        2024     2023  
    Net Dollar Retention Rate             103 %   98 %

    The MIL Network

  • MIL-OSI Europe: Written question – Cost of censorship on social media – E-000567/2025

    Source: European Parliament

    Question for written answer  E-000567/2025
    to the Commission
    Rule 144
    Angéline Furet (PfE), Tiago Moreira de Sá (PfE), Afroditi Latinopoulou (PfE), Filip Turek (PfE), Gerald Hauser (PfE), Roman Haider (PfE), Marie-Luce Brasier-Clain (PfE), Valérie Deloge (PfE), Gerolf Annemans (PfE), Dominik Tarczyński (ECR), Pascale Piera (PfE), Petr Bystron (ESN), Sarah Knafo (ESN), Hermann Tertsch (PfE), Fernand Kartheiser (ECR), Pierre Pimpie (PfE), Jorge Martín Frías (PfE), Branko Grims (PPE), Diana Iovanovici Şoşoacă (NI), Jorge Buxadé Villalba (PfE), Jean-Paul Garraud (PfE), Virginie Joron (PfE), Barbara Bonte (PfE), António Tânger Corrêa (PfE), Petar Volgin (ESN), Nikola Bartůšek (PfE), Anna Bryłka (PfE), Hans Neuhoff (ESN)

    Mark Zuckerberg, the CEO of Meta, recently announced that the company was terminating its fact-checking program in the United States and, in a similar vein to X (formerly Twitter), adopting ‘community notes’ instead. Zuckerberg also accused the European Union of ‘institutionalising censorship’ and hampering innovation.

    These comments call the EU’s commitment to freedom of speech and digital innovation into question.

    • 1.In the light of the above accusations of censorship and holding back innovation, could the Commission clarify its position on these matters? What costs have been incurred as a result of current European laws in this field – particularly the Digital Services Act – and their implementation?
    • 2.What is the profile of EU fact-checkers, and what criteria are used to recruit professionals whose task it is to ensure diversity of opinion?

    Supporters[1]

    Submitted: 7.2.2025

    • [1] This question is supported by Members other than the authors: Julien Leonardelli (PfE), Julie Rechagneux (PfE), Catherine Griset (PfE)

    MIL OSI Europe News

  • MIL-OSI: ChampionX Declares Quarterly Dividend

    Source: GlobeNewswire (MIL-OSI)

    THE WOODLANDS, Texas, Feb. 20, 2025 (GLOBE NEWSWIRE) — ChampionX Corporation (Nasdaq: CHX) announced today its Board of Directors has declared a regular quarterly dividend of $0.095 per share on the company’s common stock, par value $0.01 per share, to be paid on April 25, 2025 to shareholders of record on April 4, 2025.

    About ChampionX

    ChampionX is a global leader in chemistry solutions, artificial lift systems, and highly engineered equipment and technologies that help companies drill for and produce oil and gas safely, efficiently, and sustainably around the world. ChampionX’s expertise, innovative products, and digital technologies provide enhanced oil and gas production, transportation, and real-time emissions monitoring throughout the lifecycle of a well. To learn more about ChampionX, visit our website at www.championX.com.

    Investor Contact:
    Byron Pope – byron.pope@championx.com – 281-602-0094

    Media Contact:
    John Breed – john.breed@championx.com – 281-403-5751

    The MIL Network

  • MIL-OSI: Microchip Extends maXTouch® M1 Generation Family to Support Large, Curved and Shaped Automotive Displays

    Source: GlobeNewswire (MIL-OSI)

    CHANDLER, Ariz., Feb. 20, 2025 (GLOBE NEWSWIRE) — Automakers are revolutionizing the driving experience with innovative smart cockpit designs that feature large displays and emerging technologies like Organic Light Emitting Diodes (OLEDs) and microLEDs, seamlessly blending functionality with brand identity. However, these advancements pose significant challenges for the integration of capacitive touch sensing, especially with the thinner stack-up and an increasing number of touch electrodes. To address these challenges, Microchip Technology (Nasdaq: MCHP) has launched the ATMXT3072M1 and ATMXT2496M1 touchscreen controller families to help provide automotive HMI designers with reliable touch solutions. The single-chip touchscreen controllers feature up to 112 reconfigurable touch channels—or 162 equivalent touch channels in ultra-wide mode— enabling the support of large, curved and free-form touch displays up to 20 inches in 16:9 format and 34 inches in 7:1 format.

    Large thin displays, such as on-cell OLED, embed touch electrodes with higher capacitive loads and stronger coupling of display noise, increasing the risk of false or missed touch detections. As part of the maXTouch® touchscreen controller family, the new devices employ Microchip’s proprietary Smart Mutual touch acquisition method and algorithms to increase the touch Signal-to-Noise Ratio (SNR) by up to +15 dB compared to the previous generation.

    “The size and appearance of automotive cockpit displays can significantly influence a buyer’s perception of the vehicle’s technological sophistication. However, integrating reliable touch functionality into advanced displays can present significant challenges,” said Patrick Johnson, senior corporate vice president overseeing Microchip’s human machine interface division. “Our ATMXT3072M1 and ATMXT2496M1 touchscreen controllers address these challenges with innovative sensing algorithms for fast and reliable touch performance. This enables automakers to design cutting-edge, visually stunning and user-friendly interfaces that enhance both the driving experience and vehicle safety.”

    ATMXT3072M1 and ATMXT2496M1 controllers are designed to be compliant with ASIL-A and B standards and are developed according to Microchip’s ISO26262 Functional Safety Management System, which is certified by TÜV Rheinland. Failure Modes, Effects and Diagnostic Analysis (FMEDA) and safety manuals are also available to help customers achieve certification for their systems’ touch functionality more efficiently and cost-effectively. The touch controllers’ firmware is upgradable by the automobile’s main computer system and can be verified using the integrated firmware authentication feature, which implements the SHA-512 cryptographic hash function. This cybersecurity function enables reliable Over-the-Air (OTA) updates in compliance with ISO 21434:2021 standards.

    To limit eyes-off-road time and promote safer driving, the Euro NCAP tests in 2026 will likely encourage manufacturers to use separate physical controls for basic functions. Microchip’s Knob-on-Display™ (KoD™) technology allows for the addition of intuitive physical knobs on the touchscreen, improving safety while preserving the sleek look of modern vehicle displays. Additionally, implementing haptic feedback on the touchscreen is a recognized method for reducing driver distraction. The new maXTouch M1 Generation touchscreen controller features dedicated functions, such as the Shape Event Trigger combined with automated pattern Pulse Width Modulation (PWM), to achieve ultra-low-latency haptic control. This innovation transfers the decision-making and generation of haptic waveforms from the main application host processor to the touchscreen controller.

    Visit the maXTouch M1 Generation family webpage to learn more about the key features of Microchip’s touchscreen controller solutions.

    Development Tools
    The comprehensive EV01S50A development printed circuit board (PCB) was designed for the ATMXT3072M1 touchscreen controller family to enable customers to more easily evaluate and test the devices in their applications. The EV13B92A evaluation kit includes a 15.6” ITO touch sensor.

    Availability
    For additional information and to purchase, contact a Microchip sales representative or authorized worldwide distributor.

    Resources
    High-res images available through Flickr or editorial contact (feel free to publish):

    About Microchip Technology:
    Microchip Technology Inc. is a leading provider of smart, connected and secure embedded control and processing solutions. Its easy-to-use development tools and comprehensive product portfolio enable customers to create optimal designs which reduce risk while lowering total system cost and time to market. The company’s solutions serve over 100,000 customers across the industrial, automotive, consumer, aerospace and defense, communications and computing markets. Headquartered in Chandler, Arizona, Microchip offers outstanding technical support along with dependable delivery and quality. For more information, visit the Microchip website at www.microchip.com.

    Note: The Microchip name and logo, the Microchip logo and maXTouch are registered trademarks of Microchip Technology Incorporated in the U.S.A. and other countries. All other trademarks mentioned herein are the property of their respective companies.

    The MIL Network

  • MIL-OSI Europe: Chipping in with €1 billion

    Source: European Investment Bank

    With a background in physics and fluid mechanics, Dirkzwager spent almost a decade in central engineering at Philips in the Netherlands, before moving to Hong Kong, where he was inspired by the city’s entrepreneurial energy and eagerness to grow.

    “The approach was all about trial and error,” he says. “Trying things quickly, seeing what worked and moving on to the next idea.” NXP Semiconductors was born with this mindset, as a spinoff from Philips’s semiconductor division in 2006. “That’s when we shifted our focus to customers beyond Philips, serving the global market,” says Dirkzwager. “It was an exciting, hectic time.”

    According to a McKinsey study, the global market for semiconductors could reach more than $1 trillion by 2030, up from $600 billion in 2021.

    Today, more than half of NXP’s chip design, manufacturing and distribution serves the automotive market. About 25% goes to industrial and Internet of Things customers, and 17% to the mobile sector, including smartphones and tablets.

    NXP’s research and development in chips for the automotive sector will be ready to be used in the market in about five years, and the work on post-quantum encryption will be ready for the market in 10 to 20 years. The semiconductor industry’s focus on the future ties in well with the long-term investment preference of the European Investment Bank, making the loan a good fit for both parties.

    “The Bank was fast, efficient and competitive,” Dirkzwager says. “It’s a good feeling.”

    MIL OSI Europe News

  • MIL-OSI Europe: SEK 22 billion in EIB financing provided for Swedish firms and municipalities in 2024

    Source: European Investment Bank

    • The city of Stockholm, SKF, Ericsson, Tele2 and Chromafora were some of the actors in Sweden granted EU financing in 2024 through the EIB Group.
    • This financing amounted to around SEK 22 billion (€1.9 billion) and more than 65% of this went to initiatives supporting the green transition.
    • Just over 32 000 jobs are estimated to have been saved thanks to this financing.

    Over the course of 2024, the European Investment Bank (EIB) and the European Investment Fund (EIF) continued to support Sweden’s economic development and climate initiatives through substantial investments.

    The EIB Group’s financing during the year amounted to around SEK 22 billion, of which more than 60% went to climate measures and environmental sustainability. This money supported wind power, energy-efficient housing and industrial electrification, among other projects.

    These investments are estimated to have kept 32 000 jobs in Sweden.

    “Sweden has come a long way in the green transition, but the work is far from complete. As the EU climate bank, we are proud to be accelerating efforts within renewable energy, electrification and other climate-promoting initiatives, and we will continue to support investments that make a real difference for the climate and society as a whole. We are also proud to contribute to jobs and strong infrastructure, which creates long-term value for Swedish society,” said EIB Vice-President Thomas Östros.

    Over the course of 2024, the EIB Group signed more than 20 agreements to provide financing in Sweden. Here are a few examples:

    SKF: €430 million for research and innovation in fields such as renewable energy and electromobility.

    Chromafora: €22.5 million to combat PFAS (“forever chemicals”).

    Tele2: €140 million to expand the 5G network in order to reach 99% of the Swedish population.

    City of Stockholm: €368 million to redevelop the Slussen area and reduce the risk of flooding.

    City of Malmö: €225 million to build more than 1 500 energy-efficient apartments.

    These investments reflect the EIB Group’s extensive involvement in Sweden’s green transition, digitalisation and social development.

    The European Investment Fund (EIF) – which is part of the EIB – allocated €320 million to capital investments and guarantees in Sweden in 2024. This in turn is expected to mobilise around SEK 3.8 billion in investment for the Swedish economy, with more than 5 300 companies expected to benefit from this financing in different ways.

    Several of the initiatives are supported by the European Commission’s InvestEU programme.

    In addition to investing in funds such as Course Corrected and the Swedish Impact Lending Fund, the EIF also issued guarantees for businesses such as the corporate lender Froda.

    Please note: The figures provided in this press release are approximate and subject to exchange rates.

     Background information

    EIB

    The European Investment Bank (EIB) is the long-term lending institution of the European Union, owned by its Member States. The EIB finances investments that contribute to EU policy objectives. EIB projects bolster competitiveness, drive innovation, promote sustainable development, enhance social and territorial cohesion, and support a just and swift transition to climate neutrality.

    All projects financed by the EIB Group are in line with the Paris Climate Agreement. The EIB Group does not fund investments in fossil fuels. We are on track to deliver on our commitment to support €1 billion in climate and environmental sustainability investment in the decade to 2030 as pledged in our Climate Bank Roadmap. Almost 60% of the EIB Group’s annual financing supports projects directly contributing to climate change mitigation, adaptation, and a healthier environment.

    Approximately half of the EIB’s financing within the European Union is directed towards cohesion regions, where per capita income is lower than the EU average. This underscores the Bank’s commitment to fostering inclusive growth and the convergence of living standards.

    MIL OSI Europe News

  • MIL-OSI: TransAlta Reports Strong 2024 Results, Announces Dividend Increase and 2025 Annual Guidance

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, Feb. 20, 2025 (GLOBE NEWSWIRE) — TransAlta Corporation (TransAlta or the Company) (TSX: TA) (NYSE: TAC) today reported its financial results for the fourth quarter and year ended Dec. 31, 2024.

    “Our business delivered solid results within the upper range of our guidance, driven by high availability across our generation portfolio, along with the enduring performance of our optimization and hedging strategies. During the year, we added 2.2 GW of generation to our fleet, with three contracted wind facilities achieving commercial operation in addition to the acquisition of Heartland Generation. We also returned $214 million, or $0.71 per share, of value to shareholders through dividends and share repurchases at an average price of $10.59 per share,” said John Kousinioris, President and Chief Executive Officer of TransAlta.

    “Given our confidence in the future, we are pleased to announce that our Board of Directors has approved an eight per cent increase to our common share dividend, now equivalent to $0.26 per share on an annualized basis. This represents our sixth consecutive annual dividend increase, affirming our Company’s commitment to returning value to shareholders,” added Mr. Kousinioris.

    “Our portfolio of generating facilities continues to perform well. In 2025, we expect to generate between $450 and $550 million of free cash flow. We maintain a balanced, prudent and disciplined approach to capital allocation and balance sheet strength. We remain focused on advancing development opportunities at our legacy thermal energy campuses, along with pursuing longer term growth options with a commitment to maximizing shareholder value. Looking to 2025 and beyond, I am optimistic about our Company’s momentum and opportunities.”

    Fourth Quarter 2024 Financial Highlights

    • Adjusted EBITDA(1) of $285 million, compared to $289 million for the same period in 2023
    • Free Cash Flow (FCF)(1) of $48 million, or $0.16 per share, compared to $121 million, or $0.39 per share, for the same period in 2023
    • Cash flow from operating activities of $215 million, compared to $310 million from the same period in 2023
    • Net loss attributable to common shareholders of $65 million, or $0.22 per share, compared to $84 million, or $0.27 per share, for the same period in 2023

    Full Year 2024 Financial Highlights

    • Achieved the upper range of both 2024 adjusted EBITDA and FCF guidance
    • Returned $143 million of capital to common shareholders through the buyback of 13.5 million common shares at an average price of $10.59 per share
    • Adjusted EBITDA of $1,253 million, compared to $1,632 million from the same period in 2023
    • FCF of $569 million, or $1.88 per share, compared to $890 million, or $3.22 per share, from the same period in 2023
    • Net earnings attributable to common shareholders of $177 million, or $0.59 per share, compared to $644 million, or $2.33 per share, from the same period in 2023
    • Exited 2024 with a strong financial position, with adjusted net debt to adjusted EBITDA of 3.6 times and available liquidity of $1.6 billion

    Other Business Highlights and Updates

    • Announced an annual dividend increase of eight per cent, now equivalent to $0.26 per share on an annualized basis, which represents the sixth year of consecutive dividend growth
    • Provided 2025 guidance including adjusted EBITDA of $1.15 to $1.25 billion and FCF of $450 to $550 million, or $1.51 to $1.85 per share
    • Completed the acquisition of Heartland Generation at a purchase price of $542 million in December 2024, which added 1.7 GW to gross installed capacity
    • Achieved strong operational availability of 91.2 per cent in 2024, compared to 88.8 per cent in 2023
    • 2024 Total Recordable Injury Frequency of 0.56 compared to 0.30 in 2023
    • Reduced scope 1 and 2 GHG emissions intensity in 2024 to 0.35 tCO2e/MWh from 2023 levels of 0.41 tCO2e/MWh
    • Achieved commercial operation at the White Rock West and East wind facilities in January and April 2024, respectively
    • Achieved commercial operation at the Horizon Hill facility in May 2024
    • Completed the Mount Keith 132kV expansion project during the first quarter of 2024

    Key Business Developments

    Declared Increase in Common Share Dividend
    The Company’s Board of Directors has approved a $0.02 annualized increase to the common share dividend, or 8 per cent increase, and declared a dividend of $0.065 per common share to be payable on July 1, 2025 to shareholders of record at the close of business on June 1, 2025. The quarterly dividend of $0.065 per common share represents an annualized dividend of $0.26 per common share.

    TransAlta Acquired Heartland Generation from Energy Capital Partners

    On Dec. 4, 2024, the Company closed the acquisition of Heartland Generation Ltd. and certain affiliates (collectively, Heartland) for a purchase price of $542 million from an affiliate of Energy Capital Partners (ECP), the parent of Heartland (the Transaction). To meet the requirements of the federal Competition Bureau, the Company entered into a consent agreement with the Commissioner of Competition pursuant to which TransAlta agreed to divest Heartland’s Poplar Hill and Rainbow Lake assets (the Planned Divestitures) following closing of the Transaction. In consideration of the Planned Divestitures, TransAlta and ECP agreed to a reduction of $80 million from the original purchase price for the Transaction. ECP will be entitled to receive the proceeds from the sale of Poplar Hill and Rainbow Lake, net of certain adjustments following completion of the Planned Divestitures. TransAlta also received a further $95 million at closing of the Transaction to reflect the economic benefit of the Heartland business arising from Oct. 31, 2023 to the closing date of the Transaction, pursuant to the terms of the share purchase agreement. The net cash payment for the Transaction, before working capital adjustments, totalled $215 million, and was funded through a combination of cash on hand and draws on TransAlta’s credit facilities.

    Excluding the Planned Divestitures, the Transaction adds 1.7 GW (net interest) of complementary capacity from nine facilities, including contracted cogeneration and peaking generation, legacy gas-fired thermal generation, and transmission capacity, all of which will be critical to support reliability in the Alberta electricity market.

    Mothballing of Sundance Unit 6

    On Nov. 4, 2024, the Company provided notice to the Alberta Electric System Operator (AESO) that Sundance Unit 6 will be mothballed on April 1, 2025, for a period of up to two years depending on market conditions. TransAlta maintains the flexibility to return the mothballed unit to service when market fundamentals improve or opportunities to contract are secured. The unit remains available and fully operational for the first quarter of 2025.

    Production Tax Credit (PTC) Sale Agreements

    On Feb. 22, 2024, the Company entered into 10-year transfer agreements with an AA- rated customer for the sale of approximately 80 per cent of the expected PTCs to be generated from the White Rock and the Horizon Hill wind facilities.

    On June 21, 2024, the Company entered into an additional 10-year transfer agreement with an A+ rated customer for the sale of the remaining 20 per cent of the expected PTCs.

    The expected average annual EBITDA(1) from the two agreements is approximately $78 million (US$57 million).

    Normal Course Issuer Bid (NCIB)

    TransAlta remains committed to enhancing shareholder returns through appropriate capital allocation such as share buybacks and its quarterly dividend. In the first quarter of 2024, the Company announced an enhanced common share repurchase program for 2024, allocating up to $150 million, and targeting up to 42 per cent of 2024 FCF guidance, to be returned to shareholders in the form of share repurchases and dividends.

    On May 27, 2024, the Company announced that it had received approval from the Toronto Stock Exchange to purchase up to 14 million common shares pursuant to an NCIB during the 12-month period that commenced May 31, 2024, and terminates May 31, 2025. Any common shares purchased under the NCIB will be cancelled.

    For the year ended Dec. 31, 2024, the Company purchased and cancelled a total of 13,467,400 common shares at an average price of $10.59 per common share, for a total cost of $143 million, including taxes.

    Horizon Hill Wind Facility Achieves Commercial Operation

    On May 21, 2024, the 202 MW Horizon Hill wind facility achieved commercial operation. The facility is located in Logan County, Oklahoma and is fully contracted to Meta Platforms Inc. for the offtake of 100 per cent of the generation.

    White Rock Wind Facilities Achieve Commercial Operation

    On Jan. 1, 2024, the 100 MW White Rock West wind facility achieved commercial operation. On April 22, 2024, the 202 MW White Rock East wind facility also completed commissioning. The facilities are located in Caddo County, Oklahoma and are contracted under two long-term power purchase agreements (PPAs) with Amazon Energy LLC for the offtake of 100 per cent of the generation.

    Mount Keith 132kV Expansion Complete

    The Mount Keith 132kV expansion project, located in Western Australia, was completed during the first quarter of 2024. The expansion was developed under the existing PPA with BHP Nickel West (BHP), which extends until Dec. 31, 2038. The expansion will facilitate the connection of additional generating capacity to the transmission network which supports BHP’s operations.

    Year Ended and Fourth Quarter 2024 Highlights

    $ millions, unless otherwise stated Year Ended Three Months Ended
    Dec. 31, 2024 Dec. 31, 2023 Dec. 31, 2024   Dec. 31, 2023  
    Operational information        
    Availability (%) 91.2 88.8 87.8   86.9  
    Production (GWh) 22,811 22,029 6,199   5,783  
    Select financial information        
    Revenues 2,845 3,355 678   624  
    Adjusted EBITDA(1) 1,253 1,632 285   289  
    Earnings (loss) before income taxes 319 880 (51 ) (35 )
    Net earnings (loss) attributable to common shareholders 177 644 (65 ) (84 )
    Cash flows        
    Cash flow from operating activities 796 1,464 215   310  
    Funds from operations(1) 810 1,351 137   229  
    Free cash flow(1) 569 890 48   121  
    Per share        
    Net earnings (loss) per share attributable to common shareholders, basic and diluted 0.59 2.33 (0.22 ) (0.27 )
    Funds from operations per share(1),(2) 2.68 4.89 0.46   0.74  
    FCF per share(1),(2) 1.88 3.22 0.16   0.39  
    Dividends declared per common share 0.24 0.22 0.12   0.12  
    Weighted average number of common shares outstanding 302 276 298   308  


    Segmented Financial Performance

    $ millions

    Year Ended Three Months Ended
    Dec. 31, 2024   Dec. 31, 2023   Dec. 31, 2024   Dec. 31, 2023  
    Hydro 316   459   57   56  
    Wind and Solar 316   257   95   82  
    Gas 535   801   116   141  
    Energy Transition 91   122   28   26  
    Energy Marketing 131   109   27   14  
    Corporate (136 ) (116 ) (38 ) (30 )
    Adjusted EBITDA 1,253   1,632   285   289  
    Earnings (loss) before
    income taxes
    319   880   (51 ) (35 )


    Full Year 2024 Financial Results Summary

    For the year ended Dec. 31, 2024, the Company demonstrated strong financial and operational performance. The results were within the upper range of management’s expectations due to active management of the Company’s merchant portfolio and hedging strategies. During 2024, the Company settled a higher volume of hedges at prices that were significantly above the spot market in Alberta and achieved commercial operation at the White Rock and Horizon Hill wind facilities. On Dec. 4, 2024, the Company completed the acquisition of Heartland Generation, which added 1.7 GW to gross installed capacity. Refer to the Significant and Subsequent Events section of our MD&A dated Dec. 31, 2024, for details on the Heartland acquisition and the Planned Divestitures.

    Availability for the year ended Dec. 31, 2024, was 91.2 per cent, compared to 88.8 per cent in 2023, an increase of 2.4 percentage points, primarily due to:

    • The addition of the White Rock and Horizon Hill wind facilities; and
    • The return to service of the Kent Hills wind facilities.

    Total production for the year ended Dec. 31, 2024, was 22,811 GWh, compared to 22,029 GWh for the same period in 2023, an increase of 782 GWh, or four per cent, primarily due to:

    • Production from new facilities, including the White Rock West and East wind facilities commissioned in January and April 2024, respectively, the Horizon Hill wind facility commissioned in May 2024, and the Northern Goldfields solar facilities commissioned in November 2023;
    • Production from the facilities acquired with Heartland;
    • Favourable market conditions in the Ontario wholesale power market that enabled higher dispatch at the Sarnia facility in the Gas segment that resulted in higher merchant production to the Ontario grid;
    • The return to service of the Kent Hills wind facilities in the first quarter of 2024; and
    • Full-year production from the Garden Plain wind facility; partially offset by
    • Increased economic dispatch at the Centralia facility due to lower market prices compared to the prior year in the Energy Transition segment; and
    • Higher dispatch optimization in Alberta.

    Adjusted EBITDA for the year ended Dec. 31, 2024, was $1,253 million, compared to $1,632 million in 2023, a decrease of $379 million, or 23.2 per cent. The major factors impacting adjusted EBITDA include:

    • Gas adjusted EBITDA decreased by $266 million, or 33 per cent, compared to 2023, primarily due to lower power prices in the Alberta market and resulting increase in economic dispatch, an increase in the price of carbon, higher carbon costs and fuel usage related to production and lower capacity payments, partially offset by a higher volume of favourable hedging positions settled, the utilization of emission credits to settle a portion of our 2023 GHG obligation and lower natural gas prices;
    • Hydro adjusted EBITDA decreased by $143 million, or 31 per cent, compared to 2023, primarily due to lower spot power prices and ancillary services prices in the Alberta market, partially offset by realized premiums above the spot power prices, higher environmental and tax attributes revenues due to higher sales of emission credits to third parties and intercompany sales to the Gas segment and higher ancillary service volumes due to increased demand by the AESO;
    • Energy Transition adjusted EBITDA decreased by $31 million, or 25 per cent, compared to 2023, primarily due to increased economic dispatch driven by lower market prices which negatively impacted merchant production, partially offset by lower fuel and purchased power costs; and
    • Corporate adjusted EBITDA decreased by $20 million, or 17 per cent, compared to 2023, primarily due to higher spending to support strategic and growth initiatives; partially offset by
    • Wind and Solar adjusted EBITDA increasing by $59 million, or 23 per cent, compared to 2023, primarily due to new sales of production tax credits, the return to service of the Kent Hills wind facilities, the commercial operation of the White Rock and Horizon Hill wind facilities, partially offset by lower realized power pricing in the Alberta market and higher OM&A due to the addition of new wind facilities; and
    • Energy Marketing adjusted EBITDA increasing by $22 million, or 20 per cent, compared to 2023, primarily due to favourable market volatility and timing of realized settled trades during the current year in comparison to the prior year and lower OM&A.

    Cash flow from operating activities totalled $796 million for the year ended Dec. 31, 2024, compared to $1,464 million in the same period in 2023, a decrease of $668 million, or 46 per cent, primarily due to:

    • Lower gross margin due to lower revenues, excluding the effect of unrealized losses from risk management activities, partially offset by lower fuel and purchased power;
    • Higher OM&A due to increased spending on planning and design of an ERP system upgrade, higher spending on strategic and growth initiatives, penalties assessed by the Alberta Market Surveillance Administrator for self-reported contraventions and Heartland acquisition-related transaction and restructuring costs;
    • Higher current income tax expense due to the full utilization of Canadian non-capital loss carryforwards in 2023, which was partially offset by lower earnings before income tax in 2024;
    • Unfavourable change in non-cash operating working capital balances due to lower accounts payables and accrued liabilities, partially offset by lower collateral provided as a result of market price volatility;
    • Higher interest expense on debt primarily due to lower capitalized interest resulting from lower construction activity in 2024 compared to 2023; and
    • Lower interest income due to lower cash balances and lower interest rates.

    FCF totalled $569 million for the year ended Dec. 31, 2024, compared to $890 million for the same period in 2023, a decrease of $321 million, or 36 per cent, primarily driven by:

    • The adjusted EBITDA items noted above;
    • Higher current income tax expense due to the full utilization of Canadian non-capital loss carryforwards in 2023, partially offset by lower earnings before income taxes in 2024; and
    • Higher net interest expense due to lower capitalized interest resulting from lower construction activity in 2024 compared to 2023, and lower interest income due to lower cash balances and interest rates in 2024 compared to prior year; partially offset by
    • Lower distributions paid to subsidiaries’ non-controlling interests relating to lower TA Cogen net earnings resulting from lower merchant pricing in the Alberta market and the cessation of distributions to TransAlta Renewables non-controlling interest;
    • Lower sustaining capital expenditures due to the receipt of a lease incentive related to the Company’s head office and lower planned major maintenance at our Alberta and Western Australian gas facilities, partially offset by higher major maintenance at our Alberta Hydro assets; and
    • Higher provisions accrued in the current year compared to the prior year resulting in higher FCF.

    Earnings before income taxes totalled $319 million for the year ended Dec. 31, 2024, compared to $880 million in the same period in 2023, a decrease of $561 million, or 64 per cent.

    Net earnings attributable to common shareholders totalled $177 million for the year ended Dec. 31, 2024, compared to $644 million in the same period in 2023, a decrease of $467 million, or 73 per cent, primarily due to:

    • The adjusted EBITDA items discussed above;
    • Higher asset impairment charges due to an increase in decommissioning and restoration provisions on retired assets, driven by a decrease in discount rates and revisions in estimated decommissioning costs and higher impairment charges related to development projects that are no longer proceeding;
    • Lower unrealized mark-to-market gains and lower realized gains on closed exchange positions in the Energy Marketing segment mainly driven by market volatility across North American power and natural gas markets;
    • Higher unrealized mark-to-market losses recorded in the Wind and Solar segment primarily related to the long-term wind energy sales at the Oklahoma facilities;
    • Higher interest expense due to lower capitalized interest during 2024 resulting from lower construction activity in 2024 compared to 2023;
    • Lower capacity payments in 2024 for Southern Cross Energy in Western Australia due to the scheduled conclusion on Dec. 31, 2023 of the demand capacity charge under the customer contract, partially offset by the commencement in March 2024 of capacity payments for the Mount Keith 132kV expansion;
    • Heartland acquisition-related transaction and restructuring costs;
    • Lower interest income due to lower cash balances and lower interest rates during 2024;
    • Higher spending in connection with planning and design work on a planned upgrade to the ERP system;
    • Lower income tax expense due to lower earnings; and
    • Penalties assessed by the Alberta Market Surveillance Administrator for self-reported contraventions pertaining to Hydro ancillary services provided during 2021 and 2022; partially offset by
    • Lower depreciation and amortization compared to 2023 related to revisions of useful lives of certain facilities in prior and current periods, partially offset by the commercial operation of new facilities during the year and the return to service of the Kent Hills wind facilities;
    • Higher unrealized mark-to-market gains recorded in the Energy Transition segment primarily related to favourable changes in forward prices;
    • A recovery related to the reversal of previously derecognized Canadian deferred tax assets; and
    • Higher net other operating income mainly due to Sundance A decommissioning cost reimbursement.

    Fourth Quarter Financial Results Summary

    Fourth quarter 2024 results were in-line with management’s expectations due to active management of the Company’s merchant portfolio and hedging strategies, despite lower power prices in the Alberta and mid-Columbia markets. The Company settled a higher volume of hedges that were significantly above average spot prices during the period. The acquisition of Heartland on Dec. 4, 2024 positively contributed to production in the Gas segment and further diversifies TransAlta’s competitive portfolio in the highly dynamic and shifting electricity landscape in Alberta by adding 1.7 GW to gross installed capacity.

    Availability for the three months ended Dec. 31, 2024, was 87.8 per cent, compared to 86.9 per cent for the same period in 2023, an increase of 0.9 percentage points, primarily due to:

    • The addition of the White Rock and Horizon Hill wind facilities which operated with high availability;
    • The return to service of the Kent Hills wind facilities;
    • Higher availability in the Hydro segment due to lower planned outages;
    • Higher availability in the Energy Transition segment due to lower unplanned outages; and
    • Positive contribution from the addition of the gas facilities acquired with Heartland; partially offset by
    • Lower availability for the Gas segment due to planned outages at Sarnia, Sheerness and Keephills.

    Production for the three months ended Dec. 31, 2024, was 6,199 GWh, compared to 5,783 GWh for the same period in 2023. The increase of 416 GWh, or seven per cent, was primarily due to:

    • Higher production in the Wind and Solar segment due to the addition of the Horizon Hill and White Rock West and East wind facilities during 2024;
    • Higher production in the Hydro segment compared to the same period in 2023 due to water conservation in the fourth quarter of 2023 that resulted in lower production volumes compared to the current period; partially offset by
    • Lower production in the Energy Transition segment due to higher dispatch optimization, which negatively affected merchant production; and
    • Lower production in the Gas segment driven by lower availability at the Sarnia facility due to planned outages, higher economic dispatch in Alberta and lower production from Western Australia due to lower demand, partially offset by positive contribution from the Heartland gas facilities.

    Adjusted EBITDA for the three months ended Dec. 31, 2024, was $285 million, compared to $289 million in the same period of 2023, a decrease of $4 million, or one per cent. The major factors impacting adjusted EBITDA are summarized below:

    • Gas adjusted EBITDA decreased by $25 million, or 18 per cent, due to lower realized power prices in Alberta, an increase in the carbon price in Canada and higher OM&A driven by higher maintenance costs at the South Hedland facility, partially offset by a higher volume of favourable hedging positions settled, positive contribution from the Heartland gas facilities and lower capacity payments;
    • Corporate adjusted EBITDA decreased by $8 million, or 27 per cent, due to higher spending to support strategic and growth initiatives; partially offset by
    • Wind and Solar adjusted EBITDA increasing by $13 million, or 16 per cent, due to environmental and tax attributes revenues from the sale of PTCs from the White Rock and Horizon Hill wind facilities to taxable US counterparties, higher revenues driven by increased production from the addition of the White Rock and Horizon Hill wind facilities and the return to service of the Kent Hills wind facilities, partially offset by unfavourable merchant power prices in Alberta;
    • Energy Marketing adjusted EBITDA increasing by $13 million, or 93 per cent, due to favourable market volatility and the timing of realized settled trades during 2024 in comparison to the same period in 2023;
    • Energy Transition adjusted EBITDA increasing by $2 million, or eight per cent, compared to 2023, primarily due to lower fuel and purchased power costs, partially offset by increased economic dispatch due to lower market prices; and
    • Hydro adjusted EBITDA increasing by $1 million, or two per cent, due to higher merchant revenues driven by higher volumes, partially offset by lower spot power prices and lower environmental and tax attributes revenues.

    FCF totalled $48 million for the three months ended Dec. 31, 2024, compared to $121 million in the same period in 2023, a decrease of $73 million, or 60 per cent, primarily due to:

    • The adjusted EBITDA items noted above;
    • Higher realized foreign exchange losses compared to realized foreign exchange gains in the comparative period;
    • Higher current income tax expense due to the full utilization of Canadian non-capital loss carryforwards in 2023, partially offset by a higher loss before income taxes in the current period compared to the same period in 2023;
    • Higher net interest expense due to lower capitalized interest as a result of capital projects being completed in the first half of 2024 and lower interest income due to lower cash balances in 2024; and
    • Higher dividends paid on preferred shares; partially offset by
    • Lower distributions paid to subsidiaries’ non-controlling interests due to lower TA Cogen net earnings;
    • Lower sustaining capital due to lower planned maintenance at the Alberta gas facilities, partially offset by higher planned maintenance at the Sarnia cogeneration facility and Alberta hydro facilities; and
    • Higher provisions accrued in the current year compared to the prior year resulting in higher FCF.

    Net loss attributable to common shareholders for the three months ended Dec. 31, 2024, was $65 million, compared to a net loss of $84 million in the same period of 2023, an improvement of $19 million, or 23 per cent, primarily due to:

    • The adjusted EBITDA items discussed above;
    • Higher interest expense due to lower capitalized interest in the fourth quarter of 2024 resulting from lower capital activity compared to the same period in 2023;
    • Heartland acquisition-related transaction and restructuring costs in the fourth quarter of 2024;
    • Higher ERP upgrade costs related to planning and design work;
    • Penalties assessed by the Alberta Market Surveillance Administrator for self-reported contraventions pertaining to Hydro ancillary services provided during 2021 and 2022;
    • Higher depreciation and amortization due to the commercial operation of the White Rock and Horizon Hill wind facilities during 2024; and
    • Higher taxes other than income taxes, mainly consisting of property taxes due to the addition of new wind facilities during 2024; partially offset by
    • Higher realized and unrealized foreign exchange gains;
    • Lower realized gains on closed exchange positions in 2024 compared to the same period in 2023;
    • An income tax recovery relative to the prior period expense as a result of a higher loss before income taxes due to the above noted items; in addition to lower non-deductible expenses;
    • Lower net earnings attributable to non-controlling interest compared to the same period in 2023 due to lower merchant pricing in the Alberta market;
    • Higher net other operating income mainly due to Sundance A decommissioning cost reimbursement; and
    • Lower asset impairment charges related to the decommissioning and restoration provisions on retired assets driven by lower discount rates in the current period compared to the same period in 2023, partially offset by impairment charges related to development projects that are no longer proceeding.

    Alberta Electricity Portfolio

    For the three months and year ended Dec. 31, 2024, the Alberta electricity portfolio generated 3,150 GWh and 11,809 GWh, respectively, compared to 2,989 GWh and 11,759 GWh, respectively, in the same periods in 2023. The annual production increase of 50 GWh, or 0.4 per cent, was primarily due to:

    • Higher production in the Gas segment due to the addition of gas facilities from the acquisition of Heartland; and
    • A full-year of production from the addition of the Garden Plain wind facility, which was commissioned in August 2023; partially offset by
    • Higher dispatch optimization in the Gas segment; and
    • Lower production from the Alberta hydro facilities due to lower water resources compared to the prior year.

    The fourth quarter production increase of 161 GWh, or five per cent, benefited from:

    • Higher production from the Gas segment due to the Heartland acquisition; and
    • Higher production from the Alberta hydro facilities due to significant water conservation during the fourth quarter of 2023; partially offset by
    • Higher economic dispatch for the Alberta gas facilities; and
    • Lower production in the Wind and Solar segment due to lower wind resource.

    Gross margin for the Alberta portfolio for the three months and year ended Dec. 31, 2024, was $191 million and $856 million, respectively, a decrease of $24 million and $392 million, respectively, compared to the same periods in 2023. The annual decrease was primarily due to:

    • The impact of lower Alberta spot power prices and lower hydro ancillary services prices;
    • Increased dispatch optimization in the Gas segment driven by lower power prices; and
    • An increase in the carbon price per tonne from $65 in 2023 to $80 in 2024; partially offset by
    • Higher gains realized on financial hedges settled in the period;
    • Higher environmental and tax attributes revenues due to the increased sales of emission credits to third parties and intercompany sales from the Hydro segment to the Gas segment;
    • The utilization of emission credits in the Gas segment in 2024 to settle a portion of our 2023 GHG obligation;
    • Higher hydro ancillary services volumes due to increased demand by the AESO; and
    • Lower natural gas prices.

    Gross margin for the three months ended Dec. 31, 2024 was impacted by:

    • Lower Alberta spot power prices;
    • Higher carbon compliance costs due to increase in the carbon price from $65 per tonne in 2023 to $80 per tonne in 2024; and
    • Higher purchased power due to the contractual requirement to fulfill physical power trades; partially offset by
    • Higher gains realized on financial hedges settled in the period.

    Alberta power prices for 2024 were lower compared to 2023. The average spot power price per MWh for the three months and year ended Dec. 31, 2024, was $52 and $63, respectively, compared to $82 and $134, respectively, in the same periods in 2023. This was primarily due to:

    • Higher generation from the addition of increased supply of new renewables and combined-cycle gas facilities into the market compared to the prior period; and
    • Lower natural gas prices.

    Hedged volumes for the three months and year ended Dec. 31, 2024, were 2,637 GWh and 9,080 GWh at an average price of $80 per MWh and $84 per MWh, respectively, compared to 1,824 GWh and 7,550 GWh at an average price of $90 per MWh and $110 per MWh, respectively, in 2023.

    Liquidity and Financial Position

    We maintain adequate available liquidity under our committed credit facilities. As at Dec. 31, 2024, we had access to $1.6 billion in liquidity, including $336 million in cash, which exceeds the funds required for committed growth, sustaining capital and productivity projects.

    2025 Outlook and Financial Guidance

    For 2025, management expects adjusted EBITDA to be in the range of $1.15 to $1.25 billion and FCF to be in the range of $450 to $550 million, based on the following, relative to 2024:

    • Higher contribution from the wind and solar portfolio due to a full-year impact of new asset additions of the White Rock and Horizon Hill wind facilities;
    • Contribution from assets acquired with Heartland;
    • Lower contributions from the legacy merchant hydro, wind and gas assets in Alberta which are expected to step down due to lower expected average power prices in Alberta given baseload gas and renewables supply additions in late 2024 and 2025;
    • Lower current income tax expense in 2025 compared to 2024 actual; and
    • Increased net interest expense in 2025 as a result of the Heartland acquisition and lower interest income earned on lower cash deposits and lower capitalized interest on growth projects.

    The following table outlines our expectations regarding key financial targets and related assumptions for 2025 and should be read in conjunction with the narrative discussion that follows and the Governance and Risk Management section of the MD&A for additional information:

    Measure 2025 Target 2024 Target 2024 Actual
    Adjusted EBITDA $1,150 to $1,250 million $1,150 to $1,300 million $1,253 million
    FCF $450 to $550 million $450 to $600 million $569 million
    FCF per share $1.51 to $1.85 $1.47 to $1.96 $1.88
    Annual dividend per share $0.26 annualized $0.24 annualized $0.24 annualized

    The Company’s outlook for 2025 may be impacted by a number of factors as detailed further below.

    Market 2025 Assumptions 2024 Assumptions 2024 Actual
    Alberta spot ($/MWh) $40 to $60 $75 to $95 $63
    Mid-Columbia spot (US$/MWh) US$50 to US$70 US$85 to US$95 US$76
    AECO gas price ($/GJ) $1.60 to $2.10 $2.50 to $3.00 $1.29

    Alberta spot price sensitivity: a +/- $1 per MWh change in spot price is expected to have a +/-$3 million impact on adjusted EBITDA for 2025.

    Other assumptions relevant to the 2025 outlook

      2025 Assumptions 2024 Assumptions 2024 Actual
    Energy Marketing gross margin $110 to $130 million $110 to $130 million $167 million
    Sustaining capital $145 to $165 million $130 to $150 million $142 million
    Current income tax expense $95 to $130 million $95 to $130 million $143 million
    Net interest expense $255 to $275 million $240 to $260 million $231 million
    Hedging assumptions Q1 2025 Q2 2025 Q3 2025 Q4 2025  2026
    Hedged production (GWh)  2,117  1,758  1,942  1,845  4,713
    Hedge price ($/MWh) $72 $70 $70 $70 $75
    Hedged gas volumes (GJ) 14 million 6 million 6 million 6 million 18 million
    Hedge gas prices ($/GJ) $2.98 $3.63 $3.77 $3.65 $3.67


    Conference call

    TransAlta will host a conference call and webcast at 9:00 a.m. MST (11:00 a.m. EST) today, Feb. 20, 2025, to discuss our fourth quarter and year end 2024 results. The call will begin with comments from John Kousinioris, President and Chief Executive Officer, and Joel Hunter, EVP Finance and Chief Financial Officer, followed by a question-and-answer period.

    Fourth Quarter and Full Year 2024 Conference Call

    Webcast link: https://edge.media-server.com/mmc/p/zd49obg6 

    To access the conference call via telephone, please register ahead of time using the call link here: https://register.vevent.com/register/BI5c12d9a2da0e4e06892f413e217f0350. Once registered, participants will have the option of 1) dialing into the call from their phone (via a personalized PIN); or 2) clicking the “Call Me” option to receive an automated call directly to their phone.

    Related materials will be available on the Investor Centre section of TransAlta’s website at https://transalta.com/investors/presentations-and-events/. If you are unable to participate in the call, the replay will be accessible at https://edge.media-server.com/mmc/p/zd49obg6. A transcript of the broadcast will be posted on TransAlta’s website once it becomes available.

    Notes

    (1)These items (adjusted EBITDA, FCF and annual average EBITDA) are not defined and have no standardized meaning under IFRS. Presenting these items from period to period provides management and investors with the ability to evaluate earnings (loss) trends more readily in comparison with prior periods’ results. Please refer to the Non-IFRS Measures section of this earnings release for further discussion of these items, including, where applicable, reconciliations to measures calculated in accordance with IFRS.
    (2)Funds from operations (FFO) per share and free cash flow (FCF) per share are calculated using the weighted average number of common shares outstanding during the period. Refer to the Additional IFRS Measures and Non-IFRS Measures section of the MD&A for the purpose of these non-‍IFRS ratios.

    Non-IFRS financial measures and other specified financial measures

    We use a number of financial measures to evaluate our performance and the performance of our business segments, including measures and ratios that are presented on a non-IFRS basis, as described below. Unless otherwise indicated, all amounts are in Canadian dollars and have been derived from our consolidated financial statements prepared in accordance with IFRS. We believe that these non-IFRS amounts, measures and ratios, read together with our IFRS amounts, provide readers with a better understanding of how management assesses results.

    Non-IFRS amounts, measures and ratios do not have standardized meanings under IFRS. They are unlikely to be comparable to similar measures presented by other companies and should not be viewed in isolation from, as an alternative to, or more meaningful than, our IFRS results.

    Adjusted EBITDA

    Each business segment assumes responsibility for its operating results measured by adjusted EBITDA. Adjusted EBITDA is an important metric for management that represents our core operational results. Interest, taxes, depreciation and amortization are not included, as differences in accounting treatments may distort our core business results. In addition, certain reclassifications and adjustments are made to better assess results, excluding those items that may not be reflective of ongoing business performance. This presentation may facilitate the readers’ analysis of trends.

    Average Annual EBITDA

    Average annual EBITDA is a forward-looking non-IFRS financial measure that is used to show the average annual EBITDA that the project is expected to generate.

    Funds From Operations (FFO)

    FFO is an important metric as it provides a proxy for cash generated from operating activities before changes in working capital and provides the ability to evaluate cash flow trends in comparison with results from prior periods. FFO is a non-IFRS measure. The most directly comparable IFRS measure is Cash Flow from Operations.

    Free Cash Flow (FCF)

    FCF is an important metric as it represents the amount of cash that is available to invest in growth initiatives, make scheduled principal repayments on debt, repay maturing debt, pay common share dividends or repurchase common shares. Changes in working capital are excluded so FFO and FCF are not distorted by changes that we consider temporary in nature, reflecting, among other things, the impact of seasonal factors and timing of receipts and payments. FCF is a non-IFRS measure. The most directly comparable IFRS measure is Cash Flow from Operations.

    Non-IFRS Ratios

    FFO per share, FCF per share and adjusted net debt to adjusted EBITDA are non-IFRS ratios that are presented in the MD&A. Refer to the Reconciliation of Cash Flow from Operations to FFO and FCF and Key Non-IFRS Financial Ratios sections of the MD&A for additional information.

    FFO per share and FCF per share

    FFO per share and FCF per share are calculated using the weighted average number of common shares outstanding during the period. FFO per share and FCF per share are non-IFRS ratios.

    Reconciliation of these non-IFRS financial measures to the most comparable IFRS measure are provided below.

    Reconciliation of Non-IFRS Measures on a Consolidated Basis

    The following table reflects adjusted EBITDA by segment and provides reconciliation to earnings before income taxes for the three months ended Dec. 31, 2024:

    Three months ended Dec. 31, 2024
    $ millions
    Hydro   Wind & Solar(1)   Gas   Energy Transition   Energy
    Marketing
    Corporate   Total   Equity accounted investments(1)   Reclass adjustments   IFRS financials  
    Revenues 93   104   319   155   14   685   (7 )   678  
    Reclassifications and adjustments:                  
    Unrealized mark-to-market (gain) loss 4   23   26   (8 ) 19   64     (64 )  
    Realized gains (losses) on closed exchange positions     (1 ) 2   1   2     (2 )  
    Decrease in finance lease receivable   1   5       6     (6 )  
    Finance lease income   2   3       5     (5 )  
    Revenues from Planned Divestitures     (1 )     (1 )   1    
    Brazeau penalties (20 )         (20 )   20    
    Unrealized foreign exchange gain on commodity     (1 )     (1 )   1    
    Adjusted revenues 77   130   350   149   34   740   (7 ) (55 ) 678  
    Fuel and purchased power 3   8   136   102     249       249  
    Reclassifications and adjustments:                  
    Fuel and purchased power related to Planned Divestitures     (1 )     (1 )   1    
    Australian interest income     (1 )     (1 )   1    
    Adjusted fuel and purchased power 3   8   134   102     247     2   249  
    Carbon compliance     39       39       39  
    Gross margin 74   122   177   47   34   454   (7 ) (57 ) 390  
    OM&A 47   27   67   19   7 68   235   (1 )   234  
    Reclassifications and adjustments:                    
    Brazeau penalties (31 )         (31 )   31    
    ERP integration costs         (14 ) (14 )   14    
    Acquisition-related transaction and restructuring costs         (16 ) (16 )   16    
    Adjusted OM&A 16   27   67   19   7 38   174   (1 ) 61   234  
    Taxes, other than income taxes 1   3   4       8   1     9  
    Net other operating income   (3 ) (10 ) (9 )   (22 )     (22 )
    Reclassifications and adjustments:                    
    Sundance A decommissioning cost reimbursement       9     9     (9 )  
    Adjusted net other operating income   (3 ) (10 )     (13 )   (9 ) (22 )
    Adjusted EBITDA(2) 57   95   116   28   27 (38 ) 285        
    Equity income                   2  
    Finance lease income                   5  
    Depreciation and amortization                   (143 )
    Asset impairment charges                   (20 )
    Interest income                   11  
    Interest expense                   (92 )
    Foreign exchange gain                   17  
    Loss before income taxes                   (51 )

    (1)  The Skookumchuck wind facility has been included on a proportionate basis in the Wind and Solar segment.
    (2)  Adjusted EBITDA is not defined and has no standardized meaning under IFRS. Refer to the Non-IFRS financial measures and other specified financial measures section in this earnings release and may not be comparable to similar measures presented by other issuers.

    The following table reflects adjusted EBITDA by segment and provides reconciliation to loss before income taxes for the three months ended Dec. 31, 2023:

    Three months ended Dec. 31, 2023
    $ millions
    Hydro   Wind &
    Solar
    (1)
      Gas   Energy
    Transition
    Energy
    Marketing
      Corporate   Total   Equity
    accounted
    investments
    (1)
      Reclass
    adjustments
      IFRS
    financials
     
    Revenues 77   94   246   175 39     631   (7 )   624  
    Reclassifications and adjustments:                  
    Unrealized mark-to-market (gain) loss (2 ) 20   53   7 (19 )   59     (59 )  
    Realized gain on closed exchange positions     23   4     27     (27 )  
    Decrease in finance lease receivable     15       15     (15 )  
    Finance lease income     2       2     (2 )  
    Unrealized foreign exchange gain on commodity     1       1     (1 )  
    Adjusted revenues 75   114   340   182 24     735   (7 ) (104 ) 624  
    Fuel and purchased power 5   8   127   138     278       278  
    Reclassifications and adjustments:                  
    Australian interest income     (1 )     (1 )   1    
    Adjusted fuel and purchased power 5   8   126   138     277     1   278  
    Carbon compliance     27       27       27  
    Gross margin 70   106   187   44 24     431   (7 ) (105 ) 319  
    OM&A 13   25   56   18 10   29   151   (1 )   150  
    Taxes, other than income taxes 1   1       1   3       3  
    Net other operating income   (3 ) (10 )     (13 )     (13 )
    Adjusted net other operating income   (2 ) (10 )     (12 )   (1 ) (13 )
    Adjusted EBITDA(2) 56   82   141   26 14   (30 ) 289        
    Equity income                   3  
    Finance lease income                   2  
    Depreciation and amortization                   (132 )
    Asset impairment charges                   (26 )
    Interest income                   12  
    Interest expense                   (66 )
    Foreign exchange loss                   (7 )
    Loss before income taxes                   (35 )

    (1)  The Skookumchuck wind facility has been included on a proportionate basis in the Wind and Solar segment.
    (2)  Adjusted EBITDA is not defined and has no standardized meaning under IFRS. Refer to the Non-IFRS financial measures and other specified financial measures section in this earnings release and may not be comparable to similar measures presented by other issuers.

    The following table reflects adjusted EBITDA by segment and provides reconciliation to earnings before income taxes for the year ended Dec. 31, 2024:

    Year ended Dec. 31, 2024
    $ millions
    Hydro Wind &
    Solar
    (1)
      Gas   Energy
    Transition
      Energy
    Marketing
      Corporate   Total   Equity
    accounted
    investments
    (1)
      Reclass
    adjustments
      IFRS
    financials
     
    Revenues 409   357   1,350   616   168   (34 ) 2,866   (21 )   2,845  
    Reclassifications and adjustments:                  
    Unrealized mark-to-market (gain) loss 1   84   (60 ) (36 ) 14     3     (3 )  
    Realized gain (loss) on closed exchange positions     7   2   (15 )   (6 )   6    
    Decrease in finance lease receivable   2   19         21     (21 )  
    Finance lease income   6   8         14     (14 )  
    Revenues from Planned Divestitures     (1 )       (1 )   1    
    Brazeau penalty (20 )           (20 )   20    
    Unrealized foreign exchange loss on commodity     (2 )       (2 )   2    
    Adjusted revenues 390   449   1,321   582   167   (34 ) 2,875   (21 ) (9 ) 2,845  
    Fuel and purchased power 16   30   475   418       939       939  
    Reclassifications and adjustments:                  
    Fuel and purchased power related to Planned Divestitures     (1 )       (1 )   1    
    Australian interest income     (4 )       (4 )   4    
    Adjusted fuel and purchased power 16   30   470   418       934     5   939  
    Carbon compliance     145   1     (34 ) 112       112  
    Gross margin 374   419   706   163   167     1,829   (21 ) (14 ) 1,794  
    OM&A 86   97   198   69   36   173   659   (4 )   655  
    Reclassifications and adjustments:                    
    Brazeau penalty (31 )           (31 )   31    
    ERP implementation costs           (14 ) (14 )   14    
    Acquisition-related transaction and restructuring costs           (24 ) (24 )   24    
    Adjusted OM&A 55   97   198   69   36   135   590   (4 ) 69   655  
    Taxes, other than income taxes 3   16   13   3     1   36       36  
    Net other operating income   (10 ) (40 ) (9 )     (59 )     (59 )
    Reclassifications and adjustments:                    
    Sundance A decommissioning cost reimbursement       9       9     (9 )  
    Adjusted net other operating income   (10 ) (40 )       (50 )   (9 ) (59 )
    Adjusted EBITDA(2) 316   316   535   91   131   (136 ) 1,253        
    Equity income                   5  
    Finance lease income                   14  
    Depreciation and amortization                   (531 )
    Asset impairment charges                   (46 )
    Interest income                   30  
    Interest expense                   (324 )
    Foreign exchange gain                   5  
    Gain on sale of assets and other                   4  
    Earnings before income taxes                   319  

    (1)  The Skookumchuck wind facility has been included on a proportionate basis in the Wind and Solar segment.
    (2)  Adjusted EBITDA is not defined and has no standardized meaning under IFRS. Refer to the Non-IFRS financial measures and other specified financial measures section in this earnings release and may not be comparable to similar measures presented by other issuers.

    The following table reflects adjusted EBITDA by segment and provides reconciliation to earnings before income taxes for the year ended Dec. 31, 2023:

    Year ended Dec. 31, 2023
    $ millions
    Hydro   Wind &
    Solar
    (1)
      Gas   Energy
    Transition
      Energy
    Marketing
      Corporate   Total   Equity
    accounted
    investments
    (1)
      Reclass
    adjustments
      IFRS
    financials
     
    Revenues 533   357   1,514   751   220   1   3,376   (21 )   3,355  
    Reclassifications and adjustments:                  
    Unrealized mark-to-market loss (4 ) 16   (67 ) (5 ) 23     (37 )   37    
    Realized gain (loss) on closed exchange positions     10     (91 )   (81 )   81    
    Decrease in finance lease receivable     55         55     (55 )  
    Finance lease income     12         12     (12 )  
    Unrealized foreign exchange gain on commodity     1         1     (1 )  
    Adjusted revenues 529   373   1,525   746   152   1   3,326   (21 ) 50   3,355  
    Fuel and purchased power 19   30   453   557     1   1,060       1,060  
    Reclassifications and adjustments:                  
    Australian interest income     (4 )       (4 )   4    
    Adjusted fuel and purchased power 19   30   449   557     1   1,056     4   1,060  
    Carbon compliance     112         112       112  
    Gross margin 510   343   964   189   152     2,158   (21 ) 46   2,183  
    OM&A 48   80   192   64   43   115   542   (3 )   539  
    Taxes, other than income taxes 3   12   11   3     1   30   (1 )   29  
    Net other operating income   (7 ) (40 )       (47 )     (47 )
    Reclassifications and adjustments:                  
    Insurance recovery   1           1     (1 )  
    Adjusted net other operating income   (6 ) (40 )       (46 )   (1 ) (47 )
    Adjusted EBITDA(2) 459   257   801   122   109   (116 ) 1,632        
    Equity income                   4  
    Finance lease income                   12  
    Depreciation and amortization                   (621 )
    Asset impairment reversals                   48  
    Interest income                   59  
    Interest expense                   (281 )
    Foreign exchange gain                   (7 )
    Gain on sale of assets and other                   4  
    Earnings before income taxes                   880  

    (1)  The Skookumchuck wind facility has been included on a proportionate basis in the Wind and Solar segment.
    (2)  Adjusted EBITDA is not defined and has no standardized meaning under IFRS. Refer to the Non-IFRS financial measures and other specified financial measures section in this earnings release and may not be comparable to similar measures presented by other issuers.


    Reconciliation of cash flow from operations to FFO and FCF

    The table below reconciles our cash flow from operating activities to our FFO and FCF:

      Three Months Ended Year Ended
    $ millions, unless otherwise stated Dec. 31, 2024   Dec. 31, 2023   Dec. 31, 2024   Dec. 31, 2023  
    Cash flow from operating activities(1) 215   310   796   1,464  
    Change in non-cash operating working capital balances (97 ) (135 ) (38 ) (124 )
    Cash flow from operations before changes in working capital 118   175   758   1,340  
    Adjustments        
    Share of adjusted FFO from joint venture(1) 4   3   8   8  
    Decrease in finance lease receivable 6   15   21   55  
    Clean energy transition provisions and adjustments(2)   4     11  
    Sundance A decommissioning cost reimbursement (9 )   (9 )  
    Realized gain (loss) on closed exchanged positions 2   27   (6 ) (81 )
    Acquisition-related transaction and restructuring costs 11     19    
    Other(3) 5   5   19   18  
    FFO(4) 137   229   810   1,351  
    Deduct:        
    Sustaining capital(1) (67 ) (74 ) (142 ) (174 )
    Productivity capital (1 ) (1 ) (1 ) (3 )
    Dividends paid on preferred shares (13 ) (12 ) (52 ) (51 )
    Distributions paid to subsidiaries’ non-controlling interests (6 ) (19 ) (40 ) (223 )
    Principal payments on lease liabilities (3 ) (2 ) (6 ) (10 )
    Other 1        
    FCF(4) 48   121   569   890  
    Weighted average number of common shares outstanding in the period 298   308   302   276  
    FFO per share(4) 0.46   0.74   2.68   4.89  
    FCF per share(4) 0.16   0.39   1.88   3.22  

    (1)  Includes our share of amounts for the Skookumchuck wind facility, an equity-accounted joint venture.
    (2)  2023 includes amounts related to onerous contracts recognized in 2021 and a voluntary contribution to the US Defined Benefit Pension Plan for the Centralia thermal facility.
    (3)  Other consists of production tax credits, which is a reduction to tax equity debt, less distributions from an equity-accounted joint venture.
    (4)  These items are not defined and have no standardized meaning under IFRS and may not be comparable to similar measures presented by other issuers. Refer to the Non-IFRS Measures section in this earnings release .

    The table below provides a reconciliation of our adjusted EBITDA to our FFO and FCF:

      Three Months Ended Year Ended
    $ millions, unless otherwise stated Dec. 31, 2024   Dec. 31, 2023   Dec. 31, 2024   Dec. 31, 2023  
    Adjusted EBITDA(1)(4) 285   289   1,253   1,632  
    Provisions 2   (1 ) 10   (1 )
    Net interest expense(2) (64 ) (41 ) (231 ) (164 )
    Current income tax recovery (expense) (20 ) 5   (143 ) (50 )
    Realized foreign exchange gain (loss) (20 ) 9   (27 ) (4 )
    Decommissioning and restoration costs settled (12 ) (15 ) (41 ) (37 )
    Other non-cash items (34 ) (17 ) (11 ) (25 )
    FFO(3)(4) 137   229   810   1,351  
    Deduct:        
    Sustaining capital(4) (67 ) (74 ) (142 ) (174 )
    Productivity capital (1 ) (1 ) (1 ) (3 )
    Dividends paid on preferred shares (13 ) (12 ) (52 ) (51 )
    Distributions paid to subsidiaries’ non-controlling interests (6 ) (19 ) (40 ) (223 )
    Principal payments on lease liabilities (3 ) (2 ) (6 ) (10 )
    Other 1        
    FCF(4) 48   121   569   890  

    (1)  Adjusted EBITDA is defined in the Additional IFRS Measures and Non-IFRS Measures of this earnings release and reconciled to earnings (loss) before income taxes above.
    (2) Net interest expense includes interest expense less interest income and excludes non-cash items like financing amortization and accretion.
    (3)  These items are not defined and have no standardized meaning under IFRS and may not be comparable to similar measures presented by other issuers. FFO and FCF are defined in the Non-IFRS financial measures and other specified financial measures section of in this earnings release and reconciled to cash flow from operating activities above.
    (4)  Includes our share of amounts for Skookumchuck wind facility, an equity-accounted joint venture.

    TransAlta is in the process of filing its Annual Information Form, Audited Consolidated Financial Statements and accompanying notes, as well as the associated Management’s Discussion & Analysis (MD&A). These documents will be available today on the Investors section of TransAlta’s website at www.transalta.com or through SEDAR at www.sedarplus.ca.

    TransAlta will also be filing its Form 40-F with the US Securities and Exchange Commission. The form will be available through their website at www.sec.gov. Paper copies of all documents are available to shareholders free of charge upon request.

    About TransAlta Corporation:

    TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Western Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydro-electric power. For over 112 years, TransAlta has been a responsible operator and a proud member of the communities where we operate and where our employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals and the Future-Fit Business Benchmark, which also defines sustainable goals for businesses. Our reporting on climate change management has been guided by the International Financial Reporting Standards (IFRS) S2 Climate-related Disclosures Standard and the Task Force on Climate-related Financial Disclosures (TCFD) recommendations. TransAlta has achieved a 70 per cent reduction in GHG emissions or 22.7 million tonnes CO2e since 2015 and received an upgraded MSCI ESG rating of AA.

    For more information about TransAlta, visit our web site at transalta.com.

    Cautionary Statement Regarding Forward-Looking Information

    This news release includes “forward-looking information,” within the meaning of applicable Canadian securities laws, and “forward-looking statements,” within the meaning of applicable United States securities laws, including the Private Securities Litigation Reform Act of 1995 (collectively referred to herein as “forward-looking statements”). Forward-looking statements are not facts, but only predictions and generally can be identified by the use of statements that include phrases such as “may”, “will”, “can”, “could”, “would”, “shall”, “believe”, “expect”, “estimate”, “anticipate”, “intend”, “plan”, “forecast”, “foresee”, “potential”, “enable”, “continue” or other comparable terminology. These statements are not guarantees of our future performance, events or results and are subject to risks, uncertainties and other important factors that could cause our actual performance, events or results to be materially different from those set out in or implied by the forward-looking statements. In particular, this news release contains forward-looking statements about the following, among other things: the strategic objectives of the Company and that the execution of the Company’s strategy will realize value for shareholders; our capital allocation and financing strategy; our sustainability goals and targets, including those in our 2024 Sustainability Report; our 2025 Outlook; our financial and operational performance, including our hedge position; optimizing and diversifying our existing assets; the increasingly contracted nature of our fleet; expectations about strategies for growth and expansion, including opportunities for Centralia redevelopment, and data centre opportunities; expected costs and schedules for planned projects; expected regulatory processes and outcomes, including in relation to the Alberta restructured energy market; the power generation industry and the supply and demand of electricity; the cyclicality of our business; expected outcomes with respect to legal proceedings; the expected impact of future tax and accounting changes; and expected industry, market and economic conditions.

    The forward-looking statements contained in this news release are based on many assumptions including, but not limited to, the following: no significant changes to applicable laws and regulations; no unexpected delays in obtaining required regulatory approvals; no material adverse impacts to investment and credit markets; no significant changes to power price and hedging assumptions; no significant changes to gas commodity price assumptions and transport costs; no significant changes to interest rates; no significant changes to the demand and growth of renewables generation; no significant changes to the integrity and reliability of our facilities; no significant changes to the Company’s debt and credit ratings; no unforeseen changes to economic and market conditions; and no significant event occurring outside the ordinary course of business.

    These assumptions are based on information currently available to TransAlta, including information obtained from third-party sources. Actual results may differ materially from those predicted. Factors that may adversely impact what is expressed or implied by forward-looking statements contained in this news release include, but are not limited to: fluctuations in power prices; changes in supply and demand for electricity; our ability to contract our electricity generation for prices that will provide expected returns; our ability to replace contracts as they expire; risks associated with development projects and acquisitions; any difficulty raising needed capital in the future on reasonable terms or at all; our ability to achieve our targets relating to ESG; long-term commitments on gas transportation capacity that may not be fully utilized over time; changes to the legislative, regulatory and political environments; environmental requirements and changes in, or liabilities under, these requirements; operational risks involving our facilities, including unplanned outages and equipment failure; disruptions in the transmission and distribution of electricity; reductions in production; impairments and/or writedowns of assets; adverse impacts on our information technology systems and our internal control systems, including increased cybersecurity threats; commodity risk management and energy trading risks; reduced labour availability and ability to continue to staff our operations and facilities; disruptions to our supply chains; climate-change related risks; reductions to our generating units’ relative efficiency or capacity factors; general economic risks, including deterioration of equity and debt markets, increasing interest rates or rising inflation; general domestic and international economic and political developments, including potential trade tariffs; industry risk and competition; counterparty credit risk; inadequacy or unavailability of insurance coverage; increases in the Company’s income taxes and any risk of reassessments; legal, regulatory and contractual disputes and proceedings involving the Company; reliance on key personnel; and labour relations matters.

    The foregoing risk factors, among others, are described in further detail under the heading “Governance and Risk Management” in the MD&A, which section is incorporated by reference herein.

    Readers are urged to consider these factors carefully when evaluating the forward-looking statements and are cautioned not to place undue reliance on them. The forward-looking statements included in this news release are made only as of the date hereof and we do not undertake to publicly update these forward-looking statements to reflect new information, future events or otherwise, except as required by applicable laws. The purpose of the financial outlooks contained herein is to give the reader information about management’s current expectations and plans and readers are cautioned that such information may not be appropriate for other purposes.

    Note: All financial figures are in Canadian dollars unless otherwise indicated.

    For more information:

    Investor Inquiries: Media Inquiries:
    Phone: 1-800-387-3598 in Canada and US Phone: 1-855-255-9184
    Email: investor_relations@transalta.com Email: ta_media_relations@transalta.com

    The MIL Network

  • MIL-OSI: Advanced Technology Recycling (ATR) Announces Readiness to Prioritize Secure Disposal of Restricted Telecommunications Equipment to Ensure Full Reimbursement Compliance

    Source: GlobeNewswire (MIL-OSI)

    PENSACOLA, Fla., Feb. 20, 2025 (GLOBE NEWSWIRE) — Advanced Technology Recycling (ATR), a national leader in secure asset disposition and recycling, announces its immediate readiness to prioritize the compliant disposal of specified telecommunications equipment, ensuring that participating organizations meet necessary disposal requirements for full reimbursement under the Federal Communications Commission (FCC) “Huawei Rip and Replace” initiative.

    The Secure and Trusted Communications Network Act of 2019 (Secure Network Act), signed into law on March 12, 2020, mandates the removal of specific Chinese-manufactured telecommunications equipment from U.S. networks to safeguard national security. In support of this initiative, Congress unanimously allocated $1.9 billion on July 27, 2021 and the remaining $3.8 billion was allocated in December 2024, to assist U.S. telecom firms with fewer than 10 million subscribers in replacing equipment from Huawei, ZTE, and three other Chinese companies. With the FCC now having received the necessary funding, ATR is prepared to accelerate efforts to ensure the safe and compliant destruction of covered equipment.

    ATR has worked closely with the FCC to develop stringent disposal parameters that align with national security protocols. Drawing from its extensive experience in secure electronics recycling, ATR has helped shape industry best practices that ensure telecommunications equipment containing sensitive data is destroyed beyond recovery. These guidelines are modeled after military-grade disposal methods used for ITAR (International Traffic and Arms Regulations), ensuring compliance with federal security and environmental mandates.

    ATR has already assisted a growing number of clients in successfully transporting and securely destroying Huawei and ZTE devices while maintaining 100% compliance with FCC disposal guidelines. By implementing highly controlled processes, ATR mitigates the risk of these components being resold or repurposed, thereby preventing potential cybersecurity threats.

    “As one of the few companies in the United States that fully meets all FCC requirements for managing these highly sensitive assets, ATR is uniquely positioned to handle the secure destruction of covered telecommunications equipment,” said Brodie Ehresman, Director of Marketing for ATR. “Now that full funding is in place, ATR is prioritizing these critical efforts to protect national security and ensure compliance with federal mandates.”

    The removal and destruction of this equipment are particularly vital due to the vast amounts of data and intellectual property stored within these systems. By leveraging decades of expertise in secure electronics recycling, ATR will ensure that all equipment is properly decommissioned, dismantled, and destroyed following the highest security and environmental standards.

    In addition to secure telecommunications equipment disposal, ATR offers a comprehensive suite of IT Asset Management (ITAM) services that can help affected organizations maximize value recovery. Many of these services, such as IT asset remarketing and certified data destruction, provide opportunities to offset disposal costs and generate additional revenue. These programs can be bundled with affected equipment removal to reduce logistics costs and improve overall return on investment (ROI).

    Organizations participating in the FCC’s Rip and Replace program are encouraged to contact ATR immediately to schedule secure asset disposition services. ATR’s nationwide infrastructure and specialized destruction capabilities provide telecom firms with a trusted partner in meeting federal compliance requirements.

    For more information about ATR’s services and secure disposal solutions, visit ATrecycle.com or contact our sales team at 877-781-7779 or ClientSales@ATrecycle.com.

    About Advanced Technology Recycling (ATR) ATR is a leading provider of secure asset disposition, electronics recycling, and IT asset management solutions. With a nationwide presence, ATR specializes in value recovery programs and secure, environmentally responsible, and compliant disposal services for industries that require the highest levels of data security and regulatory compliance.

    The MIL Network

  • MIL-OSI Europe: Statement by President von der Leyen at the joint press conference with Barbadian Prime Minister Mottley

    Source: European Commission

    European Commission Statement Bridgetown, 19 Feb 2025 Prime Minister, dear Mia,
    Thank you for hosting me here in Barbados. It is indeed the first time that I am here, it is fantastic. It is a big pleasure to join you and our partners at this CARICOM Summit. I have crossed the Atlantic to share with you how much Europe values its partnership with the Caribbean. We live in an unpredictable world. In these times, it is more important than ever to stick together; to stand up for our values; and to deepen ties with friends.

    Despite being an ocean apart, Europe and the Caribbean are very close at heart. We are strong and vibrant democracies; we are convinced that it is of big importance to defend multilateralism and the rule of law; we believe in freedom and the right of people to choose their own future. This is why you have been standing with Ukraine since the very beginning of the war. Ukraine is a future member of the European family. So supporting them means also supporting us. And it is important to also call for a just peace not only in Ukraine but also in the Middle East, in Sudan and Haiti, which is what you have always done.

    While sharing our values, we also face some of the same challenges. When devastating hurricanes sweep through your islands, like hurricane Beryl last July, Europe wants to be by your side: We provide emergency support to those who have lost everything, we are rebuilding together. Actually, we are currently supporting Grenada to rebuild Carriacou and Petite Martinique with the goal of making the islands 100% powered by renewable energy. And we have just discussed how to strengthen our cooperation in resilience and preparedness, so to work closer together to have a foresight when these natural disasters and extreme weather events, which are often related to climate change, hit.

    We know that the fight against climate change is truly existential. In the face of hardship, the Caribbean are showing incredible leadership. Especially you, my dear Mia. You have amplified the voice of small island nations on the global stage, for the benefit of all humanity. This was key, for example, to the launch of the Loss and Damage Fund together at COP29. It amounts to almost USD 750 million in pledge, half of it covered by Europe and its Member States. Because climate financing is another very important challenge. Europe is the leading provider. We contribute well beyond our fair share of the USD 100 billion annual target.

    But we know that given the scale of the transition and its urgency, we need new and innovative financing tools – in addition – like green bonds and carbon and nature credits, for example, which is what we are working on. And we need to bring the private sector fully on board, with a smarter use of private and public funds. With your Bridgetown Initiative, dear Mia, you are leading the way to making green and development financing fairer, more accessible and more affordable so that the climate targets can be met.

    Another initiative you mentioned is renewable energy. At COP28 we agreed on global targets for renewables and energy efficiency. We want to triple renewable energy and double energy efficiency by 2030. To implement these goals, we created the Global Energy Transition Forum, because only what gets measured gets done, and we really need that the goals on paper are achieved on the ground. And this year, Barbados joined the Global Energy Transition Forum, I am very glad about that, that is great. It will allow us to deliver concrete projects on the ground and unlock more investment for the transition. And I hope that many Caribbean nations will follow your example.

    This brings me to our bilateral work. The starting point for us is our investment programme Global Gateway. That is the investment programme abroad for partners. It is already at work – here in Barbados and across the Caribbean. Together with Hydrogen de France we have just signed the first green hydrogen storage project in Barbados. What is important is that renewable energy is homegrown, and therefore it is cheaper: It gives you energy independence and it gives you energy security, and it is the energy of the future, because it is clean energy.

    We are, as you said, also working on the health sector. I think both of us have learnt our bitter lessons during COVID-19 and how vulnerable we are. And therefore, we support your pharmaceutical sovereignty. It means vaccines and medication produced in the Caribbean, for the Caribbean, but also to be a hub for the rest of the world. We have just signed a biomedical partnership between BioMedX, a European biotech company, and Barbados. And tomorrow, we will launch ‘PharmaNext’, a project that really boosts innovation and investments across the Atlantic. Because it also aligns the regulatory environment that is so important to move forward.

    We have other great projects in the Caribbean. One has really caught my attention: In Barbados and Grenada, we are turning the sargassum threat into an opportunity, and I think it is really smart. We are working to transform this harmful alga into fertiliser, biomass and even cosmetics.This project has, and this is phenomenal, the potential to leverage almost EUR 400 million in investments. And actually, we are bringing thus a harmful alga, fighting a harmful alga but turning it into an opportunity that brings revenue. So it could not be better. Finally, we are bringing the Caribbean closer together and closer to us – with digital connectivity. Tomorrow, we will commit with Spain to deliver high-speed internet via satellite to even the most remote communities here. So the last kilometre that is always so difficult, we are going to manage that now via satellite.

    To me, the spirit of Global Gateway is needed more than ever. We are investing in value chains, skills and jobs. We are sharing knowledge and technology for the benefit of both sides. We are looking into a long-term and trusted partnership. And we are convinced that a win-win situation is the most beneficial for our people and our economy.

    Thank you very much again for having me here.

    MIL OSI Europe News

  • MIL-OSI Video: New Development Actors for the 21st Century | World Economic Forum Annual Meeting 2025

    Source: World Economic Forum (video statements)

    The global aid and development landscape is increasingly positioning the private sector at the forefront of a new approach to development. With the impact-investing market now exceeding $1 trillion, there is a growing opportunity for investment capital to reach new markets.

    Who is driving this new vision for development to create market-driven, social and economic progress in frontier markets?

    Speakers: Ernesto Torres Cantu, Mirek Dušek, Hassan Sheikh Mohamud, Anna Bjerde, Badr Jafar

    The 55th Annual Meeting of the World Economic Forum will provide a crucial space to focus on the fundamental principles driving trust, including transparency, consistency and accountability.

    This Annual Meeting will welcome over 100 governments, all major international organizations, 1000 Forum’s Partners, as well as civil society leaders, experts, youth representatives, social entrepreneurs, and news outlets.

    The World Economic Forum is the International Organization for Public-Private Cooperation. The Forum engages the foremost political, business, cultural and other leaders of society to shape global, regional and industry agendas. We believe that progress happens by bringing together people from all walks of life who have the drive and the influence to make positive change.

    World Economic Forum Website ► http://www.weforum.org/
    Facebook ► https://www.facebook.com/worldeconomicforum/
    YouTube ► https://www.youtube.com/wef
    Instagram ► https://www.instagram.com/worldeconomicforum/
    X ► https://twitter.com/wef
    LinkedIn ► https://www.linkedin.com/company/world-economic-forum
    TikTok ► https://www.tiktok.com/@worldeconomicforum
    Flipboard ► https://flipboard.com/@WEF

    #Davos2025 #WorldEconomicForum #wef25

    https://www.youtube.com/watch?v=AHlv5rfMhkI

    MIL OSI Video

  • MIL-OSI Asia-Pac: CE, Xinhua head meet

    Source: Hong Kong Information Services

    Chief Executive John Lee met Xinhua News Agency President Fu Hua at Government House today to discuss enhancing co-operation between the Hong Kong Special Administrative Region Government and the news agency.

    Also attending the meeting were Director of the Chief Executive’s Office Carol Yip and Director of Information Services Apollonia Liu.

    Welcoming Mr Fu and his delegation to Hong Kong, Mr Lee said that the Xinhua News Agency, the country’s national news agency, is an influential world-class media organisation with a global network for news and information collection.

    The Chief Executive expressed gratitude to the news agency for its comprehensive coverage of Hong Kong news over the years, including major policies and measures of the Hong Kong SAR Government, and for disseminating the latest and most accurate information about Hong Kong to the world promptly and professionally.

    This enabled overseas companies, investors, talent and tourists to understand the actual developments in Hong Kong and accurately recognise the city’s real and positive image, he added.

    Noting that a series of major events will be held in Hong Kong this year, Mr Lee said the Hong Kong SAR Government will continue to leverage the city’s unique advantages under the “one country, two systems” principle, reinforce its connectivity with both the Mainland and the world, and actively explore new points for economic growth.

    He also said the Hong Kong SAR Government will work with the news agency to tell the good stories of both China and Hong Kong and enhance co-operation in publicity.

    MIL OSI Asia Pacific News

  • MIL-OSI Economics: RBI to conduct 14-day Variable Rate Repo (VRR) auction under LAF on February 21, 2025

    Source: Reserve Bank of India

    On a review of current and evolving liquidity conditions, it has been decided to conduct a Variable Rate Repo (VRR) auction on February 21, 2025, Friday, as under:

    Sl. No. Notified Amount
    (₹ crore)
    Tenor
    (day)
    Window Timing Date of Reversal
    1 75,000 14 11:00 AM to 11:30 AM March 07, 2025
    (Friday)

    2. The operational guidelines for the auction will be same as given in Reserve Bank’s Press Release 2021-2022/1572 dated January 20, 2022.

    Ajit Prasad           
    Deputy General Manager
    (Communications)    

    Press Release: 2024-2025/2207

    MIL OSI Economics

  • MIL-OSI: SINTX Technologies Sells Technology Assesment and Transfer Subsidiary to Focus on Medical Device Market

    Source: GlobeNewswire (MIL-OSI)

    Strategic Transaction Enhances Financial Flexibility and Supports Growth in Healthcare Innovations

    Salt Lake City, UT, Feb. 20, 2025 (GLOBE NEWSWIRE) — SINTX Technologies, Inc. (NASDAQ: SINT), a leader in advanced ceramics for medical applications, today announced the sale of its wholly-owned subsidiary, Technology Assessment and Transfer (TA&T), to Tethon Corporation DBA Tethon 3D (Tethon). This transaction marks a significant step in SINTX’s ongoing transformation, allowing the Company to sharpen its focus on high-growth opportunities in the medical device sector while improving its financial position and operational efficiency.

    The divestment aligns with SINTX’s refined strategy to accelerate innovation in the healthcare space. With this sale, SINTX is streamlining its operations to concentrate on commercializing bioceramic technologies that have the potential to improve patient outcomes and enhance the performance of medical implants and devices. The sale of TA&T also reduces corporate liabilities by $750,000 and lowers annual operating expenses by more than $1.7 million.

    “This sale represents an important milestone in our strategic realignment,” said Eric K. Olson, CEO of SINTX Technologies. “By divesting of these assets, we are fully committing our resources to the medical device market, where our expertise in advanced ceramics can have the greatest impact. This transaction not only enhances our financial flexibility but also supports our efforts to accelerate product development and commercialization efforts in healthcare.”

    The Company remains dedicated to advancing its proprietary silicon nitride-based technologies, which have been used in human implants since 2008. This renewed emphasis on healthcare innovation underscores SINTX’s confidence in its core technologies and their ability to drive long-term value creation.

    For more information, please visit www.sintx.com

    About SINTX Technologies, Inc.

    Located in Salt Lake City, Utah, SINTX Technologies is an advanced ceramics company that develops and commercializes materials, components, and technologies for medical applications. SINTX is a global leader in the research, development, and manufacturing of silicon nitride, and its products have been implanted in humans since 2008. Over the past several years, SINTX has utilized strategic acquisitions and alliances to enter into new markets. For more information on SINTX Technologies or its materials platform, visit www.sintx.com.

    Forward-Looking Statements

    This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”) that are subject to a number of risks and uncertainties. Forward-looking statements can be identified by words such as: “anticipate,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Examples of forward-looking statements include, among others, statements we make regarding operating efficiencies realized from the sale of TA&T, the benefits of our products for patients, our ability to successfully develop and commercialize new and existing products, our ability to generate long-term value, advancement of ceramic technologies and exploring new avenues for growth and innovation, and the potential to pursue growth opportunities and explore strategic opportunities.

    Readers are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date on which they are made and reflect management’s current estimates, projections, expectations and beliefs. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, difficulty in commercializing ceramic technologies and development of new product opportunities. A discussion of other risks and uncertainties that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements can be found in SINTX’s Risk Factors disclosure in its Annual Report on Form 10-K, filed with the SEC on March 27, 2024, and in SINTX’s other filings with the SEC. SINTX undertakes no obligation to publicly revise or update the forward-looking statements to reflect events or circumstances that arise after the date of this report, except as required by law.

    Business and Media Inquiries for SINTX:
    SINTX Technologies
    801.839.3502
    IR@sintx.com

    The MIL Network

  • MIL-OSI: Form 8.3 – [LEARNING TECHNOLOGIES GROUP PLC – 19 02 2025] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
    N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree
    LEARNING TECHNOLOGIES GROUP PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure
    19 FEBRUARY 2025
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”
    N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 0.375p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 9,141,746 1.1536    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 9,141,746 1.1536    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.375p ORDINARY SALE 14,530 99.2131p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD
    Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position
    Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.
    Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option
    Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion
    Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 20 FEBRUARY 2025
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network

  • MIL-OSI: Form 8.3 – [ALLIANCE PHARMA PLC – 19 02 2025] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
    N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree
    ALLIANCE PHARMA PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure
    19 FEBRUARY 2025
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”
    N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: 1p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 12,194,397 2.2559    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 12,194,397 2.2559    

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    1p ORDINARY SALE 27,000 60.25p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD
    Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position
    Number of reference securities Price per unit
    NONE        

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.
    Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option
    Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion
    Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 20 FEBRUARY 2025
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network

  • MIL-OSI: Pepe Punch: Proudly Unveil Our Groundbreaking Deflationary Token Model

    Source: GlobeNewswire (MIL-OSI)

    SINGAPORE, Feb. 20, 2025 (GLOBE NEWSWIRE) — In cryptocurrency, innovation is the key to success. Enter Pepe Punch, a meme coin poised to shake up the market with an innovative deflationary token model that celebrates community engagement and rewards participation like never before.

    Unlocking the Magic of Deflationary Tokenomics

    Pepe Punch ($PEPEP) isn’t just another meme coin; it represents a captivating fusion of fun and essential community engagement through its innovative Punch-to-Earn mechanics. This unique model empowers our dedicated community of crypto enthusiasts, allowing them to actively participate and punch their way to rewards. However, it’s crucial to note that only those who hold $PEPEP in their wallets and engage in the punching game will be eligible for a share of the 15% dedicated to community rewards. Each punch not only signifies involvement but also contributes to a deflationary cycle, enhancing the value of $PEPEP for all eligible holders.

    Community-Centric Approach

    At the heart of Pepe Punch is a mission to empower our community. We’ve set aside 15% of the total supply to community rewards, ensuring that those who hold or acquire $PEPEP can reap meaningful benefits from even modest investments. With the Pepe Punch community already making an impressive 200 million punches, the enthusiasm and active participation are evident. Remember, while playing is free, only holders of $PEPEP can tap into these rewards, creating a vibrant ecosystem that encourages both investment and engagement for sustainable growth.

    The Pepe Punch Presale: Your Chance to Get In Early!

    With Pepe Punch Presale now underway, early investors have an incredible opportunity to purchase $PEPEP tokens at just $0.0003541 during Phase 1. As the presale progresses, prices will increase by 15% in each subsequent phase, making this the perfect moment for savvy investors to secure their stake in the Pepe Punch phenomenon before the impending wave of mainstream hype.

    After the presale concludes, Pepe Punch is excited to announce the plans to launch on both Centralized Exchanges (CEX) and Decentralized Exchanges (DEX). This dual approach will maximize accessibility and ensure that investors can trade $PEPEP easily, enhancing liquidity and broadening our community reach.

    Security and Trust Above All

    To guarantee transparency and security, we’ve partnered with SolidProof for a comprehensive smart contract audit. Our commitment to maintaining the integrity of the Pepe Punch ecosystem ensures that investors can participate with confidence, knowing their assets are safeguarded.

    Join the Pepe Punch Revolution!

    Pepe Punch isn’t just a project; it’s a movement driven by a vibrant community and an unwavering commitment to innovation. Get ready to punch your way to potential profits and engage with a fun-loving, passionate community in the crypto space.

    For more information, visit our official channels and engage with our growing community. Let’s punch above our weight!

    Contact:
    Ryo Paul
    admin@pepepunch.io

    Disclaimer: This content is provided by Pepe Punch. The statements, views, and opinions expressed in this content are solely those of the sponsor and do not necessarily reflect the views of this media platform. We do not endorse, verify, or guarantee the accuracy, completeness, or reliability of any information presented. This content is for informational purposes only and should not be considered as financial, investment, or trading advice. Readers are strongly encouraged to conduct their own research and consult with a qualified financial advisor before investing in or trading cryptocurrency and securities .Please conduct your own research and invest at your own risk.

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/649e4587-7aa7-41ff-a057-eebdbb190a40

    The MIL Network

  • MIL-OSI: Gofaizen & Sherle Launches Full-Cycle CASP Licensing Service in Lithuania, Poland and Spain

    Source: GlobeNewswire (MIL-OSI)

    TALLINN, Estonia, Feb. 20, 2025 (GLOBE NEWSWIRE) — Gofaizen & Sherle, a leading fintech and crypto consultancy, has introduced a full-cycle service for obtaining a CASP license under MICA regulation in Lithuania, Poland and Spain. This new service is designed to simplify the licensing process, ensuring companies achieve compliance efficiently and on time.

    Comprehensive Support for a Seamless Licensing Process

    Gofaizen & Sherle provides a full range of services to ensure a smooth licensing process:

    • Business analysis and strategy – Assessment of regulatory requirements in line with the company’s business model.
    • Documentation management – Compilation, preparation, and verification of all required documents.
    • Staffing support – Evaluation of personnel qualifications and assistance in recruiting necessary specialists.
    • Regulatory communication – Coordination with the Bank of Lithuania to facilitate the application process.

    “The process of obtaining a CASP license might take around 6 months in average, covering key stages such as document preparation, submission, potential hiring of required staff, and regulatory review. For example, in Lithuania, VASPs already operating in the country need to start the CASP license application as soon as possible. If they do not obtain the license by May 31, they may be required to suspend their activities from July 1st and until it is approved. However, if you are launching a new crypto project, you simply need to apply for a CASP license. Once it is approved, you can start operating in Lithuania’s crypto sector,” explained Maxim Gasanbekov, Head of Sales and Associated Partner at Gofaizen & Sherle.

    About Gofaizen & Sherle
    Gofaizen & Sherle is a leading fintech and crypto consultancy firm based in Tallinn, Estonia. The company specializes in regulatory compliance, licensing, and business structuring, supporting crypto-asset service providers (CASPs) in navigating the evolving European regulatory landscape.
    For further information on CASP license in Lithuania, Poland and Spain, and expert consultation, please contact:
    info@gofaizen-sherle.com

    Media Contact:
    Gofaizen & Sherle
    pr@gofaizen-sherle.com
    https://gofaizen-sherle.com/

    Disclaimer: This content is provided by Gofaizen & Sherle. The statements, views, and opinions expressed in this content are solely those of the sponsor and do not necessarily reflect the views of this media platform. We do not endorse, verify, or guarantee the accuracy, completeness, or reliability of any information presented. This content is for informational purposes only and should not be considered as financial, investment, or trading advice. Readers are strongly encouraged to conduct their own research and consult with a qualified financial advisor before investing in or trading cryptocurrency and securities. Please conduct your own research and invest at your own risk.

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/ce443d23-08f2-4b5e-b791-1193ebd18db7

    The MIL Network

  • MIL-OSI: BW Offshore: Invitation to Q4 2024 Presentation 27 February

    Source: GlobeNewswire (MIL-OSI)

    Invitation to Q4 2024 Presentation 27 February

    BW Offshore will release its Q4 2024 results on Thursday 27 February at 07:30 CET.

    A conference call followed by Q&A will be hosted by CEO Marco Beenen and CFO Ståle Andreassen the same day at 09:00 CET.

    Conference call information:

    You can follow the presentation via webcast with supporting slides and a Q&A module, available on:  

    BW Offshore Limited – Q4 Presentation Webcast

    Please note that if you follow the webcast via the above URL, you will experience a 30 second delay compared to the main conference call. The web page works best in an updated browser – Chrome is recommended.

    For further information, please contact:
    Ståle Andreassen, CFO, +47 91 71 86 55

    IR@bwoffshore.com or www.bwoffshore.com

    About BW Offshore:
    BW Offshore engineers innovative floating production solutions. The Company has a fleet of 3 FPSOs with potential and ambition to grow. By leveraging four decades of offshore operations and project execution, the Company creates tailored offshore energy solutions for evolving markets world-wide. BW Offshore has around 1,100 employees and is publicly listed on the Oslo stock exchange.

    This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act.

    The MIL Network

  • MIL-OSI: Donegal Group Inc. Announces Fourth Quarter and Full Year 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    MARIETTA, Pa., Feb. 20, 2025 (GLOBE NEWSWIRE) — Donegal Group Inc. (NASDAQ:DGICA) and (NASDAQ:DGICB) today reported its financial results for the fourth quarter and full year ended December 31, 2024.

    Significant items for fourth quarter of 2024 (all comparisons to fourth quarter of 2023):

    • Net premiums earned increased 4.6% to $236.6 million
    • Combined ratio of 92.9%, compared to 106.8%
    • Net income of $24.0 million, or 70 cents per diluted Class A share, compared to net loss of $2.0 million, or 6 cents per Class A share
    • Net investment gains (after tax) of $0.2 million, or 1 cent per diluted Class A share, compared to $1.8 million, or 5 cents per Class A share, are included in net income (loss)

    Significant items for full year of 2024 (all comparisons to full year of 2023):

    • Net premiums earned increased 6.2% to $936.7 million
    • Combined ratio of 98.6%, compared to 104.4%
    • Net income of $50.9 million, or $1.53 per diluted Class A share, compared to $4.4 million, or 14 cents per diluted Class A share
    • Net investment gains (after tax) of $3.9 million, or 12 cents per diluted Class A share, compared to $2.5 million, or 8 cents per diluted Class A share, are included in net income
    • Book value per share of $15.36 at December 31, 2024, compared to $14.39 at year-end 2023

    Financial Summary

      Three Months Ended December 31,     Year Ended December 31,  
      2024   2023   % Change     2024   2023   % Change  
      (dollars in thousands, except per share amounts)    
                               
    Income Statement Data                      
    Net premiums earned $   236,635   $   226,185   4.6 %   $   936,651   $   882,071   6.2 %
    Investment income, net 12,050   10,710   12.5     44,918   40,853   10.0  
    Net investment gains 256   2,243   -88.6     4,981   3,173   57.0  
    Total revenues 249,954   239,468   4.4     989,605   927,338   6.7  
    Net income (loss) 24,003   (1,970)   NM2     50,862   4,426   NM  
    Non-GAAP operating income (loss)1 23,801   (3,742)   NM     46,927   1,919   NM  
    Annualized return on average equity 18.1%   -1.7%   19.8 pts     9.9%   0.9%   9.0 pts  
                               
    Per Share Data                        
    Net income (loss) – Class A (diluted) $         0.70   $        (0.06)   NM     $         1.53   $         0.14   NM  
    Net income (loss) – Class B 0.64   (0.06)   NM     1.38   0.11   NM  
    Non-GAAP operating income (loss) – Class A (diluted) 0.69   (0.11)   NM     1.41   0.06   NM  
    Non-GAAP operating income (loss) – Class B 0.63   (0.11)   NM     1.27   0.04   NM  
    Book value 15.36   14.39   6.7 %   15.36   14.39   6.7 %
                               

    ¹The “Definitions of Non-GAAP Financial Measures” section of this release defines and reconciles data that we prepare on an accounting basis other than U.S. generally accepted accounting principles (“GAAP”).
    ²Not meaningful.

    Management Commentary

    Kevin G. Burke, President and Chief Executive Officer of Donegal Group Inc., stated, “We concluded 2024 with strong performance in the fourth quarter that we believe reflected our unrelenting focus in recent years on execution, whether on strategic initiatives to broaden our market capabilities or on profit-improvement measures to enhance our operating performance. As we move into 2025, we are striving to further enhance our performance while also pursuing intentional, strategic premium growth.

    “For the fourth quarter of 2024, our loss ratio improved substantially compared to the prior-year quarter, as premium rate increases contributed to higher net premiums earned and numerous underwriting initiatives we implemented in recent years resulted in lower claim activity. Our weather-related loss ratio compared favorably to both the prior-year quarter and our previous five-year average for the fourth quarter of the year. Net development of reserves for claims incurred in prior years had virtually no effect on the loss ratio for the fourth quarter of 2024 or 2023.

    “We effectively mitigated the higher costs associated with our major systems modernization project and higher underwriting-based incentive costs by implementing targeted expense-reduction strategies across our operations. We remain committed to refining the efficiency of our insurance operations, leveraging our substantial investments in technology, data and analytics, to maintain a sustainable expense ratio.”

    Mr. Burke concluded, “As the insurance industry landscape continues to evolve, our dedicated team will maintain focus on the effective execution of the strategies we believe will lead to successful achievement of our long-term objectives. We will continue to implement premium rate increases as needed to maintain rate adequacy and achieve targeted risk-adjusted returns. We are also actively pursuing new business opportunities across our regional footprint, concentrating primarily on high quality new commercial middle market and small business accounts, while also seeking strategic new business growth within our personal lines segment. We have refined our state-specific strategies and action plans to meet current market challenges and opportunities. We believe that the successful execution of those actions will allow us to further enhance underwriting performance, drive sustainable measured growth and strengthen our competitive position with our independent agents, ultimately increasing the value of our stockholders’ investment in Donegal Group Inc.”

    Insurance Operations

    Donegal Group is an insurance holding company whose insurance subsidiaries and affiliates offer property and casualty lines of insurance in three Mid-Atlantic states (Delaware, Maryland and Pennsylvania), five Southern states (Georgia, North Carolina, South Carolina, Tennessee and Virginia), eight Midwestern states (Illinois, Indiana, Iowa, Michigan, Nebraska, Ohio, South Dakota and Wisconsin) and five Southwestern states (Arizona, Colorado, New Mexico, Texas and Utah). Donegal Mutual Insurance Company and the insurance subsidiaries of Donegal Group conduct business together as the Donegal Insurance Group.

      Three Months Ended December 31,     Year Ended December 31,  
      2024   2023   % Change     2024   2023   % Change  
      (dollars in thousands)    
                               
    Net Premiums Earned                        
    Commercial lines $    136,701   $    133,602   2.3 %   $    539,683   $    533,029   1.2 %
    Personal lines        99,934          92,583   7.9          396,968        349,042   13.7  
    Total net premiums earned $    236,635   $    226,185   4.6 %   $    936,651   $    882,071   6.2 %
                               
    Net Premiums Written                      
    Commercial lines:                        
    Automobile $      42,922   $      39,888   7.6 %   $    184,989   $    174,741   5.9 %
    Workers’ compensation        20,934          22,283   -6.1          103,533        107,598   -3.8  
    Commercial multi-peril        50,431          48,010   5.0          213,959        195,632   9.4  
    Other          9,790          10,544   -7.2            45,439          50,458   -9.9  
    Total commercial lines      124,077        120,725   2.8          547,920        528,429   3.7  
    Personal lines:                        
    Automobile        54,078          54,609   -1.0          243,036        215,957   12.5  
    Homeowners        30,958          34,653   -10.7          140,613        139,688   0.7  
    Other          2,329            2,706   -13.9            10,712          11,623   -7.8  
    Total personal lines        87,365          91,968   -5.0          394,361        367,268   7.4  
    Total net premiums written $    211,442   $    212,693   -0.6%     $    942,281   $    895,697   5.2 %
                               


    Net Premiums Written

    The 0.6% decrease in net premiums written¹ for the fourth quarter of 2024 compared to the fourth quarter of 2023, as shown in the table above, represents the combination of 2.8% growth in commercial lines net premiums written and a 5.0% decrease in personal lines net premiums written. The $1.3 million decrease in net premiums written for the fourth quarter of 2024 compared to the fourth quarter of 2023 included:

    • Commercial Lines: $3.3 million increase that we attribute primarily to solid premium retention and a continuation of renewal premium increases in lines other than workers’ compensation, offset partially by planned attrition in classes of business we have targeted for profit improvement.
    • Personal Lines: $4.6 million decrease that we attribute primarily to planned attrition due to non-renewal actions and lower new business writings, offset partially by a continuation of renewal premium rate increases and solid policy retention.

    The $46.6 million increase in net premiums written for the full year of 2024 compared to the full year of 2023 included:

    • Commercial Lines: $19.5 million increase that we attribute primarily to strong premium retention and a continuation of renewal premium increases in lines other than workers’ compensation, offset partially by planned attrition in states we exited or classes of business we have targeted for profit improvement.
    • Personal Lines: $27.1 million increase that we attribute primarily to a continuation of renewal premium rate increases and solid policy retention, offset partially by planned attrition due to non-renewal actions and lower new business writings.

    Underwriting Performance

    We evaluate the performance of our commercial lines and personal lines segments primarily based upon the underwriting results of our insurance subsidiaries as determined under statutory accounting practices. The following table presents comparative details with respect to the GAAP and statutory combined ratios¹ for the three months and full years ended December 31, 2024 and 2023:

      Three Months Ended     Year Ended  
      December 31,     December 31,  
      2024     2023     2024     2023  
                           
    GAAP Combined Ratios (Total Lines)                
    Loss ratio – core losses 52.3 %   61.8 %   54.0 %   57.5 %
    Loss ratio – weather-related losses 3.3     5.9     7.2     8.3  
    Loss ratio – large fire losses 4.0     4.8     4.9     5.2  
    Loss ratio – net prior-year reserve development -0.2     -0.4     -1.6     -1.9  
    Loss ratio 59.8     72.1     64.5     69.1  
    Expense ratio 32.8     34.1     33.7     34.7  
    Dividend ratio 0.3     0.6     0.4     0.6  
    Combined ratio 92.9 %   106.8 %   98.6 %   104.4 %
                           
    Statutory Combined Ratios                  
    Commercial lines:                    
    Automobile 115.7 %   104.8 %   102.6 %   97.3 %
    Workers’ compensation 105.6     107.9     104.4     96.6  
    Commercial multi-peril 79.4     107.8     95.0     112.3  
    Other 84.7     95.0     80.0     85.5  
    Total commercial lines 97.3     105.8     98.2     101.6  
    Personal lines:                    
    Automobile 96.5     119.7     97.4     109.7  
    Homeowners 76.2     101.3     99.6     108.6  
    Other 106.3     59.2     99.5     75.8  
    Total personal lines 89.5     111.1     98.3     108.2  
    Total lines 94.0 %   107.8 %   98.3 %   104.2 %
                           

     
    Loss Ratio – Fourth Quarter

    For the fourth quarter of 2024, the loss ratio decreased to 59.8%, compared to 72.1% for the fourth quarter of 2023. The core loss ratio, which excludes weather-related losses, large fire losses and net development of reserves for losses incurred in prior accident years, was 52.3% for the fourth quarter of 2024, which improved significantly compared to 61.8% for the fourth quarter of 2023. For the commercial lines segment, the core loss ratio of 55.2% for the fourth quarter of 2024 improved from 59.6% for the fourth quarter of 2023, primarily as the result of ongoing premium rate increases in all lines except workers’ compensation and reduced exposures in underperforming states and classes of business. For the personal lines segment, the core loss ratio of 48.4% for the fourth quarter of 2024 decreased significantly from 65.1% for the fourth quarter of 2023, due largely to the favorable impact of premium rate increases on net premiums earned for that segment.

    Weather-related losses of $7.7 million, or 3.3 percentage points of the loss ratio, for the fourth quarter of 2024 decreased from $13.4 million, or 5.9 percentage points of the loss ratio, for the fourth quarter of 2023. Our insurance subsidiaries did not incur significant losses from any single weather event during the fourth quarters of 2024 or 2023. The impact of weather-related loss activity to the loss ratio for the fourth quarter of 2024 was lower than our previous five-year average of 5.2 percentage points for fourth quarter weather-related losses.

    Large fire losses, which we define as individual fire losses in excess of $50,000, were $9.5 million, or 4.0 percentage points of the loss ratio, for the fourth quarter of 2024, compared to $10.8 million, or 4.8 percentage points of the loss ratio, for the fourth quarter of 2023. The modest decrease primarily reflected lower average severity in homeowner fire losses.

    Net development of reserves for losses incurred in prior accident years had virtually no impact to the loss ratio for the fourth quarter of 2024 or 2023. For the fourth quarter of 2024, our insurance subsidiaries experienced unfavorable development primarily in personal automobile and commercial automobile losses that was offset by favorable development in commercial multi-peril losses and other lines of business. For the fourth quarter of 2023, our insurance subsidiaries experienced favorable development in personal automobile, workers’ compensation, homeowners and commercial automobile losses, offset partially by unfavorable development in commercial multi-peril and other commercial losses.

    Loss Ratio – Full Year

    For the full year of 2024, the loss ratio decreased to 64.5%, compared to 69.1% for the full year of 2023. The 2024 core loss ratio decreased by 3.5 percentage points to 54.0% from 57.5% for 2023. For the commercial lines segment, the core loss ratio of 54.4% for 2024 improved from 56.5% for 2023, primarily as the result of ongoing premium rate increases in all lines except workers’ compensation and reduced exposures in underperforming states and classes of business. For the personal lines segment, the core loss ratio of 53.5% for 2024 decreased from 59.1% in 2023, due largely to the favorable impact of premium rate increases on net premiums earned for that segment.

    Weather-related losses for the full year of 2024 were $67.7 million, or 7.2 percentage points of the loss ratio, compared to $72.9 million, or 8.3 percentage points of the loss ratio, for the full year of 2023. The loss ratio impact of weather-related losses for the full year of 2024 was in line with the previous five-year average of 7.0 percentage points of the loss ratio.

    Large fire losses were $45.8 million, or 4.9 percentage points of the loss ratio, for the full year of 2024, relatively in line with $45.4 million, or 5.2 percentage points of the loss ratio, for the full year of 2023.

    Net favorable development of reserves for losses incurred in prior accident years of $15.0 million reduced the loss ratio for the full year of 2024 by 1.6 percentage points. For the full year of 2024, our insurance subsidiaries experienced favorable development in losses primarily in the commercial multi-peril, personal automobile and homeowners lines of business, offset partially by unfavorable development in the workers’ compensation and commercial automobile lines of business. Net favorable development of reserves for losses incurred in prior accident years of $16.7 million reduced the loss ratio for the full year of 2023 by 1.9 percentage points. For the full year of 2023, our insurance subsidiaries experienced favorable development in losses primarily in the commercial automobile, personal automobile, workers’ compensation and homeowners lines of business.

    Expense Ratio

    The expense ratio was 32.8% for the fourth quarter of 2024, compared to 34.1% for the fourth quarter of 2023. The expense ratio was 33.7% for the full year of 2024, compared to 34.7% for the full year of 2023. The decrease in the expense ratios for the fourth quarter and full year of 2024 primarily reflected the impacts of various expense reduction initiatives, including agency incentive program revisions, commission schedule adjustments, targeted staffing reductions, and hiring restrictions for open employment positions, among others. These impacts were offset partially by an increase in underwriting-based incentive costs as well as higher technology systems-related expenses that were primarily due to increased costs related to our ongoing systems modernization project, a portion of which Donegal Mutual Insurance Company allocates to our insurance subsidiaries. We expect the impact from allocated costs from Donegal Mutual Insurance Company to our insurance subsidiaries related to the ongoing systems modernization project peaked at approximately 1.3 percentage points of the expense ratio for the full year of 2024 and will subside gradually in 2025 and subsequent years.

    Investment Operations

    Donegal Group’s investment strategy is to generate an appropriate amount of after-tax income on its invested assets while minimizing credit risk through investment in high-quality securities. As a result, we had invested 95.6% of our consolidated investment portfolio in diversified, highly rated and marketable fixed-maturity securities at December 31, 2024.

      December 31, 2024     December 31, 2023  
      Amount   %     Amount   %  
      (dollars in thousands)    
    Fixed maturities, at carrying value:                  
    U.S. Treasury securities and obligations of U.S.                  
    government corporations and agencies $    170,423   12.3 %   $    176,991   13.3 %
    Obligations of states and political subdivisions      409,560   29.5          415,280   31.3  
    Corporate securities      440,552   31.8          399,640   30.1  
    Mortgage-backed securities      304,459   22.0          278,260   21.0  
    Allowance for expected credit losses         (1,388 ) -0.1             (1,326 ) -0.1  
    Total fixed maturities   1,323,606   95.5       1,268,845   95.6  
    Equity securities, at fair value        36,808   2.7            25,903   2.0  
    Short-term investments, at cost        24,558   1.8            32,306   2.4  
    Total investments $ 1,384,972   100.0 %   $ 1,327,054   100.0 %
                       
    Average investment yield 3.3%         3.1%      
    Average tax-equivalent investment yield 3.4%         3.2%      
    Average fixed-maturity duration (years)              5.2                      4.3      
                       

    Net investment income of $12.1 million for the fourth quarter of 2024 increased 12.5% compared to $10.7 million in net investment income for the fourth quarter of 2023, due primarily to higher average invested assets and an increase in the average investment yield compared to the prior-year fourth quarter. Net investment income of $44.9 million for the full year of 2024 increased 10.0% compared to the full year of 2023, due primarily to higher average invested assets and an increase in the average investment yield compared to the prior year.

    Net investment gains were minimal for the fourth quarter of 2024, compared to $2.2 million for the fourth quarter of 2023. We attribute the gains to the quarterly increases in the market value of the equity securities held at the end of the respective periods.

    Net investment gains were $5.0 million for the full year of 2024, compared to $3.2 million for the full year of 2023. We attribute the gains to the change in the market value of the equity securities held at the end of the respective periods.

    Our book value per share was $15.36 at December 31, 2024, compared to $14.39 at December 31, 2023, as increases from net income and unrealized gains within our available-for-sale fixed-maturity portfolio during 2024 were partially offset by the dividends we declared during the year.

    Definitions of Non-GAAP Financial Measures

    We prepare our consolidated financial statements on the basis of GAAP. Our insurance subsidiaries also prepare financial statements based on statutory accounting principles state insurance regulators prescribe or permit (“SAP”). In addition to using GAAP-based performance measurements, we also utilize certain non-GAAP financial measures that we believe provide value in managing our business and for comparison to the financial results of our peers. These non-GAAP measures are net premiums written, operating income or loss and statutory combined ratio.

    Net premiums written and operating income or loss are non-GAAP financial measures investors in insurance companies commonly use. We define net premiums written as the amount of full-term premiums our insurance subsidiaries record for policies effective within a given period less premiums our insurance subsidiaries cede to reinsurers. We define operating income or loss as net income or loss excluding after-tax net investment gains or losses, after-tax restructuring charges and other significant non-recurring items. Because our calculation of operating income or loss may differ from similar measures other companies use, investors should exercise caution when comparing our measure of operating income or loss to the measure of other companies.

    The following table provides a reconciliation of net premiums earned to net premiums written for the periods indicated:

      Three Months Ended December 31,     Year Ended December 31,  
      2024   2023   % Change     2024   2023   % Change  
      (dollars in thousands)    
                               
    Reconciliation of Net Premiums                          
    Earned to Net Premiums Written                          
    Net premiums earned $       236,635   $     226,185   4.6 %   $     936,651   $     882,071   6.2 %
    Change in net unearned premiums          (25,193        (13,492 86.7               5,630           13,626   -58.7  
    Net premiums written $       211,442   $     212,693   -0.6   $     942,281   $     895,697   5.2 %
                               
                               

    The following table provides a reconciliation of net income (loss) to operating income (loss) for the periods indicated:

      Three Months Ended December 31,      Year Ended December 31,  
      2024   2023     % Change     2024   2023   % Change  
      (dollars in thousands, except per share amounts)    
                                 
    Reconciliation of Net Income (Loss)                            
    to Non-GAAP Operating Income (Loss)                            
    Net income (loss) $ 24,003   $ (1,970 )   NM     $ 50,862   $ 4,426   NM  
    Investment gains (after tax)   (202 )   (1,772 )   -88.6 %     (3,935 )   (2,507 ) 57.0 %
    Non-GAAP operating income (loss) $ 23,801   $ (3,742 )   NM     $ 46,927   $ 1,919   NM  
                                 
    Per Share Reconciliation of Net Income (Loss)                            
    to Non-GAAP Operating Income (Loss)                            
    Net income (loss) – Class A (diluted) $ 0.70   $ (0.06 )   NM     $ 1.53   $ 0.14   NM  
    Investment gains (after tax)   (0.01 )   (0.05 )   -80.0 %     (0.12 )   (0.08 ) 50.0 %
    Non-GAAP operating income (loss) – Class A $ 0.69   $ (0.11 )   NM     $ 1.41   $ 0.06   NM  
                                 
    Net income (loss) – Class B $ 0.64   $ (0.06 )   NM     $ 1.38   $ 0.11   NM  
    Investment gains (after tax)   (0.01 )   (0.05 )   -80.0 %     (0.11 )   (0.07 ) 57.1 %
    Non-GAAP operating income (loss) – Class B $ 0.63   $ (0.11 )   NM     $ 1.27   $ 0.04   NM  
                                 

    The statutory combined ratio is a standard non-GAAP measurement of underwriting profitability that is based upon amounts determined under SAP. The statutory combined ratio is the sum of:

    • the statutory loss ratio, which is the ratio of calendar-year incurred losses and loss expenses, excluding anticipated salvage and subrogation recoveries, to premiums earned;
    • the statutory expense ratio, which is the ratio of expenses incurred for net commissions, premium taxes and underwriting expenses to premiums written; and
    • the statutory dividend ratio, which is the ratio of dividends to holders of workers’ compensation policies to premiums earned.

    The statutory combined ratio does not reflect investment income, federal income taxes or other non-operating income or expense. A statutory combined ratio of less than 100% generally indicates underwriting profitability.

    Dividend Information

    On December 19, 2024, we declared regular quarterly cash dividends of $0.1725 per share for our Class A common stock and $0.155 per share for our Class B common stock, which we paid on February 18, 2025 to stockholders of record as of the close of business on February 4, 2025.

    Pre-Recorded Webcast

    At approximately 8:30 am EDT on Thursday, February 20, 2025, we will make available in the Investors section of our website a pre-recorded audio webcast featuring management commentary on our quarterly and annual results and general business updates. You may listen to the pre-recorded webcast by accessing the link on our website at http://investors.donegalgroup.com. A supplemental investor presentation is also available via our website.

    About the Company

    Donegal Group Inc. is an insurance holding company whose insurance subsidiaries and affiliates offer property and casualty lines of insurance in certain Mid-Atlantic, Midwestern, Southern and Southwestern states. Donegal Mutual Insurance Company and the insurance subsidiaries of Donegal Group Inc. conduct business together as the Donegal Insurance Group. The Donegal Insurance Group has an A.M. Best rating of A (Excellent).

    The Class A common stock and Class B common stock of Donegal Group Inc. trade on the NASDAQ Global Select Market under the symbols DGICA and DGICB, respectively. We are focused on several primary strategies, including achieving sustained excellent financial performance, strategically modernizing our operations and processes to transform our business, capitalizing on opportunities to grow profitably and providing superior experiences to our agents, policyholders and employees.

    Safe Harbor

    We base all statements contained in this release that are not historic facts on our current expectations. Such statements are forward-looking in nature (as defined in the Private Securities Litigation Reform Act of 1995) and necessarily involve risks and uncertainties. Forward-looking statements we make may be identified by our use of words such as “will,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “seek,” “estimate” and similar expressions. Our actual results could vary materially from our forward-looking statements. The factors that could cause our actual results to vary materially from the forward-looking statements we have previously made include, but are not limited to, adverse litigation and other trends that could increase our loss costs (including social inflation, labor shortages and escalating medical, automobile and property repair costs), adverse and catastrophic weather events (including from changing climate conditions), our ability to maintain profitable operations (including our ability to underwrite risks effectively and charge adequate premium rates), the adequacy of the loss and loss expense reserves of our insurance subsidiaries, the availability and successful operation of the information technology systems our insurance subsidiaries utilize, the successful development of new information technology systems to allow our insurance subsidiaries to compete effectively, business and economic conditions in the areas in which we and our insurance subsidiaries operate, interest rates, competition from various insurance and other financial businesses, terrorism, the availability and cost of reinsurance, legal and judicial developments (including those related to COVID-19 business interruption coverage exclusions), changes in regulatory requirements, our ability to attract and retain independent insurance agents, changes in our A.M. Best rating and the other risks that we describe from time to time in our filings with the Securities and Exchange Commission. We disclaim any obligation to update such statements or to announce publicly the results of any revisions that we may make to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.

    Investor Relations Contacts

    Karin Daly, Vice President, The Equity Group Inc.
    Phone: (212) 836-9623
    E-mail: kdaly@equityny.com

    Jeffrey D. Miller, Executive Vice President & Chief Financial Officer
    Phone: (717) 426-1931
    E-mail: investors@donegalgroup.com

    Financial Supplement

    Donegal Group Inc.  
    Consolidated Statements of Income (Loss)  
    (unaudited; in thousands, except share data)  
             
      Quarter Ended December 31,  
      2024   2023  
             
    Net premiums earned $ 236,635   $ 226,185  
    Investment income, net of expenses 12,050   10,710  
    Net investment gains 256   2,243  
    Lease income 77   85  
    Installment payment fees 936   245  
    Total revenues 249,954   239,468  
             
    Net losses and loss expenses 141,435   163,154  
    Amortization of deferred acquisition costs 39,853   39,149  
    Other underwriting expenses 37,649   38,032  
    Policyholder dividends 826   1,225  
    Interest 269   156  
    Other expenses, net 255   233  
    Total expenses 220,287   241,949  
             
    Income (loss) before income tax expense (benefit) 29,667   (2,481 )
    Income tax expense (benefit) 5,664   (511 )
             
    Net income (loss) $ 24,003   $ (1,970 )
             
    Net income (loss) per common share:        
    Class A – basic $ 0.71   $ (0.06 )
    Class A – diluted $ 0.70   $ (0.24 )
    Class B – basic and diluted $ 0.64   $ (0.06 )
             
    Supplementary Financial Analysts’ Data        
             
    Weighted-average number of shares        
    outstanding:        
    Class A – basic 28,979,432   27,702,646  
    Class A – diluted 29,224,696   27,726,318  
    Class B – basic and diluted 5,576,775   5,576,775  
             
    Net premiums written $ 211,442   $ 212,693  
             
    Book value per common share        
    at end of period $ 15.36   $ 14.39  
             
    Donegal Group Inc.
    Consolidated Statements of Income
    (unaudited; in thousands, except share data)
           
      Year Ended December 31,
      2024   2023
           
    Net premiums earned $          936,651   $          882,071
    Investment income, net of expenses              44,918                40,853
    Net investment gains                4,981                  3,173
    Lease income                   314                     347
    Installment payment fees                2,741                     894
    Total revenues            989,605              927,338
           
    Net losses and loss expenses            604,118              609,178
    Amortization of deferred acquisition costs            160,311              154,214
    Other underwriting expenses            155,254              151,748
    Policyholder dividends                4,073                  5,313
    Interest                   946                     620
    Other expenses, net                2,564                  1,201
    Total expenses            927,266              922,274
           
    Income before income tax expense              62,339                  5,064
    Income tax expense              11,477                     638
           
    Net income $            50,862   $              4,426
           
    Net income per common share:      
    Class A – basic and diluted $                1.53   $                0.14
    Class B – basic and diluted $                1.38   $                0.11
           
    Supplementary Financial Analysts’ Data      
           
    Weighted-average number of shares      
    outstanding:      
    Class A – basic       28,155,276         27,469,250
    Class A – diluted       28,245,356         27,562,785
    Class B – basic and diluted         5,576,775           5,576,775
           
    Net premiums written $          942,281   $          895,697
           
    Book value per common share      
    at end of period $              15.36   $              14.39
           
    Donegal Group Inc.
    Consolidated Balance Sheets
    (in thousands)
               
          December 31,   December 31,
          2024   2023
          (unaudited)    
               
    ASSETS      
    Investments:      
      Fixed maturities:      
        Held to maturity, at amortized cost $ 705,714   $ 679,497
        Available for sale, at fair value 617,892   589,348
      Equity securities, at fair value 36,808   25,903
      Short-term investments, at cost 24,558   32,306
        Total investments 1,384,972   1,327,054
    Cash   52,926   23,792
    Premiums receivable 181,107   179,592
    Reinsurance receivable 420,742   441,431
    Deferred policy acquisition costs 73,347   75,043
    Prepaid reinsurance premiums 176,162   168,724
    Other assets 46,776   50,658
        Total assets $ 2,336,032   $ 2,266,294
               
    LIABILITIES AND STOCKHOLDERS’ EQUITY          
    Liabilities:        
      Losses and loss expenses $ 1,120,985   $ 1,126,157
      Unearned premiums 612,476   599,411
      Accrued expenses 2,917   3,947
      Borrowings under lines of credit 35,000   35,000
      Other liabilities 18,878   22,034
        Total liabilities 1,790,256   1,786,549
    Stockholders’ equity:      
      Class A common stock 329   308
      Class B common stock 56   56
      Additional paid-in capital 369,680   335,694
      Accumulated other comprehensive loss (28,200)   (32,882)
      Retained earnings 245,137   217,795
      Treasury stock (41,226)   (41,226)
        Total stockholders’ equity 545,776   479,745
        Total liabilities and stockholders’ equity $ 2,336,032   $ 2,266,294
               

     

    The MIL Network

  • MIL-OSI Video: Open Forum: Protecting People from a Changing Climate | World Economic Forum Annual Meeting 2025

    Source: World Economic Forum (video statements)

    Climate change disproportionately displaces vulnerable populations with limited resources to adapt or relocate. Rising sea levels, extreme weather and environmental degradation force millions from their homes, worsening poverty and instability.

    How can communities mitigate climate impacts and build resilience to climate change?

    Speakers: William Marshall, Fatou Jeng, M. Sanjayan, Rosmarie Wydler-Wälti, Alicia Bárcena Ibarra, Johanna Hoffman

    The 55th Annual Meeting of the World Economic Forum will provide a crucial space to focus on the fundamental principles driving trust, including transparency, consistency and accountability.

    This Annual Meeting will welcome over 100 governments, all major international organizations, 1000 Forum’s Partners, as well as civil society leaders, experts, youth representatives, social entrepreneurs, and news outlets.

    The World Economic Forum is the International Organization for Public-Private Cooperation. The Forum engages the foremost political, business, cultural and other leaders of society to shape global, regional and industry agendas. We believe that progress happens by bringing together people from all walks of life who have the drive and the influence to make positive change.

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    https://www.youtube.com/watch?v=edXk8TYrKqQ

    MIL OSI Video

  • MIL-OSI: Black Gold Announces Commencement of Drilling in the Illinois Basin

    Source: GlobeNewswire (MIL-OSI)

    VANCOUVER, B.C., Feb. 20, 2025 (GLOBE NEWSWIRE) — BGX – Black Gold Exploration Corp. (the “Company” or “BGX) (CSE: BGX) (FRE: P30) is pleased to announce that drilling has commenced on the Fritz 2-30 oil and gas well (the “Well”) in Clay County, Indiana. Earlier this month, BGX acquired a 10% working interest in the Well and an option to participate in any offset developmental wells in a 210-acre area of mutual interest from the operator, Adler Energy, LLC (the “Operator”).

    This prospect offsets the Fritz 1 well, which was drilled approximately 17 years ago and discovered both oil and gas pay horizons, but never produced due to a variety of factors, including a drop in oil prices at the time. The Well is in a known productive oil zone known as the Terra Haute Reef Bank, in Southwestern Indiana.

    We believe that the drilling in this region is the Company’s most significant short-term milestone to date and we are delighted to have the opportunity to participate in the Well, which not only gives us the potential for early cash flow but is also aligned with our longer-term plan to expand our footprint in the Illinois Basin,” commented Francisco Gulisano, Chief Executive Officer of BGX.

    The Illinois Basin has a history of producing 10 to 12 million barrels of oil annually.1 The Operator has completed an 8 square mile 3D seismic evaluation of the area, including the Fritz 2-30, showing both shallow and deeper stacked pay horizons. The Well plans to test a minimum of ten potential oil pay zones. Deep seated fractures clearly visible on 3D seismic are demonstrating migratory pathways for oil into multiple zones with high porosity, including the Devonian, Trenton, St. Peter Sand, Black River and the Knox. These zones all show over 100 feet of closure, giving room for large reservoirs of oil.

    “Based on the 3D seismic and other data we have complied, our experienced technical team could not be more excited about the Fritz 2-30 well and we are very happy to be working with BGX in discovering what we believe is tremendous untapped value,” commented John Miller, President of Adler Energy.

    Given the history of the Fritz wells, we are looking to take advantage of overlooked opportunities to hopefully not only jump start our cash flows but also unlock value in one of the oldest and most productive oil basins in North American history,” concluded Mr. Gulisano.

    On behalf of the Company, 
    Francisco Gulisano
    236-266-5174
    Chief Executive Officer

    About BGX

    BGX – Black Gold Exploration Corp. (CSE: BGX) (FRE: P30) is an oil and gas exploration company dedicated to creating shareholder value through the acquisition, exploration and development of oil and gas projects. BGX currently has assets in Argentina and the United States of America. For more information visit https://www.bgxcorp.com.

    Forward-Looking Statements

    The information in this news release includes certain information and statements about management’s view of future events, expectations, plans, and prospects that constitute forward-looking statements. These statements are based upon assumptions that are subject to risks and uncertainties. Forward- looking statements in this news release include, but are not limited to statements respecting: (i) drilling of the Well and the purpose thereof; (ii) the potential for early cash flow; (iii) the Company’s plan to expand its footprint in the Illinois Basin and (iv) the Company’s hope to unlock value in one of the oldest and most productive oil basins in North American history. Although the Company believes that the expectations reflected in forward-looking statements are reasonable, it can give no assurances that the expectations of any forward-looking statement will prove to be correct. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements, or otherwise. For a comprehensive overview of all risks that may impact the Company, please see the Company’s continuous disclosure documents filed on SEDAR+.

    1 https://www.usgs.gov/publications/new-albany-shale-illinois-emerging-play-or-prolific-source

    Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of the CSE) accept responsibility for the accuracy of this release.

    The MIL Network

  • MIL-OSI: Collateralized Reinsurance Firm, Specialty Risk RE, Completes $50 Million Institutional Funding Round

    Source: GlobeNewswire (MIL-OSI)

    LOS ANGELES, Feb. 20, 2025 (GLOBE NEWSWIRE) — Specialty Risk Re (“SRR”), a collateral reinsurance company founded in 2024, today announced the successful closing of its $50 million institutional funding round, led by private equity firm, NMS Capital Group. This initial investment strengthens SRR’s ability to address the growing shortfall in reinsurance capacity, providing a select group of program carriers and MGAs with a reliable, well-capitalized partner at a time when market demand for stable risk transfer solutions is rising.

    With reinsurance markets facing capacity constraints and increasing volatility, SRR was established to serve as a strategic capital partner for MGAs and carriers. The firm specializes in quota share and excess-of-loss (XOL) reinsurance programs, working closely with a select group of program administrators to provide long-term, sustainable solutions for structured risk-sharing.

    SRR President and CEO, Jonathan Collura stated “This funding marks a significant milestone in our vision to establish SRR as a trusted and well-capitalized partner in the reinsurance market. Our strategy is built on disciplined risk selection, allowing us to construct a well-diversified book of business without overexposure to any single class or region. By leveraging our strong capitalization and domestic presence, SRR is positioned to be the go-to reinsurance partner in today’s risk environment.”

    As part of its underwriting strategy, SRR focuses on mid- to long-tail risks, leveraging a steady and systematic growth model to enhance long-term insurance and investment returns.

    Investor interest in SRR has been exceptionally strong, reflecting confidence in its disciplined risk selection and capital management approach.

    “The market response to our model has been highly positive,” Collura further commented. “Our investors have already committed access to additional capital as early as the end of Q1 2025, allowing us to scale in response to demand. This strategic flexibility ensures that SRR remains well-positioned to support our partners with stable, long-term capital solutions.”

    About Specialty Risk RE
    Founded in 2024, Specialty Risk RE (“SRR”) is a collateralized reinsurance firm and a dedicated capital partner, specializing in non-CAT Property and Casualty programs with established loss histories. By leveraging deep industry connections and lasting capital commitments, SRR provides customized, sustainable reinsurance solutions tailored to the needs of MGAs and carriers. With a disciplined underwriting approach and a focus on strategic partnerships, SRR delivers structured financial solutions that support long-term growth, risk diversification, and capital efficiency. For more information, visit www.specialtyriskre.com.

    Media Contact
    Jessica Starman
    media@elev8newmedia.com

    The MIL Network

  • MIL-OSI: Targa Resources Corp. Reports Record Fourth Quarter and Full Year 2024 Financial Results, Provides Growth Outlook for 2025 and Announces Refinancing of Badlands Preferred Equity

    Source: GlobeNewswire (MIL-OSI)

    HOUSTON, Feb. 20, 2025 (GLOBE NEWSWIRE) — Targa Resources Corp. (NYSE: TRGP) (“TRGP,” the “Company” or “Targa”) today reported fourth quarter and full year 2024 results.

    Fourth quarter 2024 net income attributable to Targa Resources Corp. was $351.0 million compared to $299.6 million for the fourth quarter of 2023. For the full year 2024, net income attributable to Targa Resources Corp. was $1,312.0 million compared to $1,345.9 million for 2023. The Company reported adjusted earnings before interest, income taxes, depreciation and amortization, and other non-cash items (“adjusted EBITDA”)(1) of $1,122.2 million for the fourth quarter of 2024 compared to $959.9 million for the fourth quarter of 2023. For the full year 2024, the Company reported adjusted EBITDA of $4,142.3 million compared to $3,530.0 million for 2023.

    Highlights

    • Record full year 2024 adjusted EBITDA of $4.1 billion, a 17% increase over 2023
    • Record full year 2024 Permian, NGL transportation, fractionation, and LPG export volumes
    • Record full year 2024 common share repurchases of $755 million
    • Record fourth quarter 2024 adjusted EBITDA of $1.1 billion
    • Record fourth quarter 2024 Permian, NGL transportation, fractionation, and LPG export volumes
    • Completed its new 275 million cubic feet per day (“MMcf/d”) Greenwood II plant in Permian Midland and its new 120 thousand barrels per day (“MBbl/d”) Train 10 fractionator in Mont Belvieu
    • Recently commenced operations of its new 275 MMcf/d Bull Moose plant and 800 MMcf/d front-end treater in Permian Delaware
    • Announced a new intra-Delaware Basin expansion of Targa’s Grand Prix NGL Pipeline (“Delaware Express”)
    • Announced a new 150 MBbl/d fractionator in Mont Belvieu (“Train 12”)
    • Announced a new expansion of LPG export capabilities at Targa’s Galena Park Marine Terminal (“GPMT LPG Export Expansion”) which will increase capacity to approximately 19 million barrels per month (“MMBbl/month”)
    • Estimates 2025 net growth capital expenditures of $2.6 billion to $2.8 billion
    • Announced the refinancing of preferred equity in Targa Badlands LLC for $1.8 billion
    • Estimates record full year 2025 adjusted EBITDA between $4.65 billion and $4.85 billion, a 15% increase over 2024(2)

    On January 16, 2025, the Company declared a quarterly cash dividend of $0.75 per common share, or $3.00 per common share on an annualized basis, for the fourth quarter of 2024. Total cash dividends of approximately $164 million were paid on February 14, 2025 on all outstanding shares of common stock to holders of record as of the close of business on January 31, 2025. Targa intends to recommend an annual common dividend of $4.00 per share for 2025 beginning with the first quarter payment in May of 2025.

    Targa repurchased 610,683 shares of its common stock during the fourth quarter of 2024 at a weighted average per share price of $176.86 for a total net cost of $108.0 million. For the year ended December 31, 2024, Targa repurchased 5,933,050 shares of its common stock at a weighted average price of $127.20 for a total net cost of $754.7 million. As of December 31, 2024, there was $1,015.4 million remaining under the Company’s Share Repurchase Programs.

    Fourth Quarter 2024 – Sequential Quarter over Quarter Commentary

    Targa reported fourth quarter adjusted EBITDA of $1,122.2 million, representing a 5 percent increase compared to the third quarter of 2024. The sequential increase in adjusted EBITDA was attributable to higher volumes across Targa’s Gathering and Processing (“G&P”) and Logistics and Transportation (“L&T”) systems. In the G&P segment, higher sequential adjusted operating margin was attributable to record Permian natural gas inlet volumes and higher fees, partially offset by the expiration of a lower margin high pressure gathering and processing agreement in the Delaware Basin. In the L&T segment, record NGL pipeline transportation, fractionation, and LPG export volumes drove the sequential increase in segment adjusted operating margin, partially offset by lower sequential marketing margin. Targa’s completion of its Daytona NGL Pipeline late in the third quarter and its 120 MBbl/d Train 10 fractionator in the fourth quarter supported higher sequential NGL pipeline transportation and fractionation volumes from increasing supply volumes from Targa’s Permian G&P systems. LPG export volumes benefited from improved market conditions. Lower sequential marketing margin was attributable to decreased optimization opportunities.

    Capitalization and Liquidity

    The Company’s total consolidated debt as of December 31, 2024 was $14,174.6 million, net of $89.0 million of debt issuance costs and $29.4 million of unamortized discount, with $12,534.4 million of outstanding senior unsecured notes, $1,130.5 million outstanding under the Commercial Paper Program, $330.0 million outstanding under the Securitization Facility, and $298.1 million of finance lease liabilities.

    Total consolidated liquidity as of December 31, 2024 was approximately $2.0 billion, including $1.6 billion available under the Existing TRGP Revolver (as defined below), $270.0 million under the Securitization Facility and $157.3 million of cash.

    Financing Update

    In February 2025, Targa entered into a new five-year revolving facility (the “New TRGP Revolver”) with aggregate capacity of $3.5 billion. The New TRGP Revolver replaces Targa’s $2.75 billion credit facility (“Existing TRGP Revolver”), scheduled to mature in February 2027. The additional capacity aligns with the Company’s increased scale and continued growth opportunities. Pro forma for the New TRGP Revolver, Targa’s liquidity as of December 31, 2024, was approximately $2.8 billion.

    Refinancing of Badlands Preferred Equity

    Targa announced today a definitive agreement to repurchase all of the outstanding preferred equity in Targa Badlands LLC (“Targa Badlands”) from funds managed by Blackstone for approximately $1.8 billion in cash (the “Repurchase”). The Repurchase represents a refinancing of higher cost preferred equity with Targa’s lower cost of debt capital, resulting in meaningful cash savings. Targa expects to close in the first quarter of 2025 with an effective date of January 1, 2025, and estimates its year-end 2025 debt to adjusted EBITDA leverage ratio will remain near the mid-point of the Company’s long-term target range.

    Growth Projects Update

    In Targa’s G&P segment, construction continues on its 275 MMcf/d Pembrook II, East Pembrook, and East Driver plants in Permian Midland and its 275 MMcf/d Bull Moose II and Falcon II plants in Permian Delaware. In Targa’s L&T segment, construction continues on its 150 MBbl/d Train 11 fractionator in Mont Belvieu. The Company remains on-track to complete these expansions as previously disclosed.

    In February 2025, in response to increasing production and to meet the infrastructure needs of its customers, Targa announced:

    • Delaware Express, a 100-mile, 30-inch diameter pipeline expansion of its Grand Prix NGL Pipeline in the Permian Delaware;
    • Train 12, a new 150 MBbl/d fractionator in Mont Belvieu, TX; and
    • GPMT LPG Export Expansion, an expansion of Targa’s LPG export capabilities at its Galena Park Marine Terminal to approximately 19 MMBbl per month.

    Delaware Express is expected to commence operations in the third quarter of 2026, Train 12 is expected to commence operations in the first quarter of 2027, and Targa’s GPMT LPG Export Expansion is expected to commence operations in the third quarter of 2027.

    2025 Outlook and Capital Return Expectations

    For 2025, Targa estimates full year adjusted EBITDA to be between $4.65 billion and $4.85 billion, with the midpoint of the range representing a 15 percent increase over full year 2024 adjusted EBITDA. Targa expects to continue to benefit from meaningful growth across its Permian G&P footprint, which is expected to drive record Permian, NGL pipeline transportation, fractionation, and LPG export volumes in 2025 relative to the records set in 2024.

    Targa’s 2025 operational and financial expectations assume Waha natural gas prices average $1.55 per million British Thermal Units (“MMbtu”), natural gas liquids (“NGL”) composite barrel prices average $0.65 per gallon, and crude oil prices average $70 per barrel.

    Targa’s estimate for 2025 net growth capital expenditures is between $2.6 billion to $2.8 billion and includes capital spending for the recently announced Delaware Express, Train 12, and GPMT LPG Export Expansion. Net maintenance capital expenditures for 2025 are estimated to be approximately $250 million.

    For the first quarter of 2025, Targa intends to recommend to its Board of Directors an increase to its quarterly common dividend to $1.00 per common share or $4.00 per common share annualized. The recommended 33 percent common dividend per share increase, if approved, would be effective for the first quarter of 2025 and payable in May 2025. Going forward, Targa expects to be in position to continue to meaningfully increase the capital returned to shareholders through increasing common dividends per share and opportunistic repurchases of its common stock.

    An earnings supplement presentation and updated investor presentation are available under Events and Presentations in the Investors section of the Company’s website at www.targaresources.com/investors/events.

    Conference Call

    The Company will host a conference call for the investment community at 11:00 a.m. Eastern time (10:00 a.m. Central time) on February 20, 2025 to discuss its fourth quarter results. The conference call can be accessed via webcast under Events and Presentations in the Investors section of the Company’s website at www.targaresources.com/investors/events, or by going directly to https://edge.media-server.com/mmc/p/qgzvcwi7. A webcast replay will be available at the link above approximately two hours after the conclusion of the event.

    (1)    Adjusted EBITDA is a non-GAAP financial measure and is discussed under “Non-GAAP Financial Measures.”
    (2)    Year over year increase based on midpoint of estimated 2025 adjusted EBITDA range of $4.65 billion to $4.85 billion.

    Targa Resources Corp. – Consolidated Financial Results of Operations

        Three Months Ended December 31,                 Year Ended December 31,              
        2024     2023     2024 vs. 2023     2024     2023     2024 vs. 2023  
        (In millions)  
    Revenues:                                                
    Sales of commodities   $ 3,765.5     $ 3,647.9     $ 117.6       3 %   $ 13,891.8     $ 13,962.1     $ (70.3 )     (1 %)
    Fees from midstream services     639.7       591.6       48.1       8 %     2,489.7       2,098.2       391.5       19 %
    Total revenues     4,405.2       4,239.5       165.7       4 %     16,381.5       16,060.3       321.2       2 %
    Product purchases and fuel     2,922.6       2,898.5       24.1       1 %     10,703.0       10,676.4       26.6        
    Operating expenses     305.8       269.5       36.3       13 %     1,175.6       1,077.9       97.7       9 %
    Depreciation and amortization expense     378.5       341.4       37.1       11 %     1,423.0       1,329.6       93.4       7 %
    General and administrative expense     97.5       95.3       2.2       2 %     384.9       348.7       36.2       10 %
    Other operating (income) expense     0.2       (0.5 )     0.7     NM       (0.4 )     1.5       (1.9 )   NM  
    Income (loss) from operations     700.6       635.3       65.3       10 %     2,695.4       2,626.2       69.2       3 %
    Interest expense, net     (177.7 )     (178.0 )     0.3             (767.2 )     (687.8 )     (79.4 )     12 %
    Equity earnings (loss)     1.5       2.8       (1.3 )     (46 %)     9.4       9.0       0.4       4 %
    Gain (loss) from financing activities           (2.1 )     2.1       100 %     (0.8 )     (2.1 )     1.3       62 %
    Other, net     0.1       2.1       (2.0 )   NM       1.2       (2.8 )     4.0     NM  
    Income tax (expense) benefit     (110.5 )     (102.5 )     (8.0 )     8 %     (384.5 )     (363.2 )     (21.3 )     6 %
    Net income (loss)     414.0       357.6       56.4       16 %     1,553.5       1,579.3       (25.8 )     (2 %)
    Less: Net income (loss) attributable to noncontrolling interests     63.0       58.0       5.0       9 %     241.5       233.4       8.1       3 %
    Net income (loss) attributable to Targa Resources Corp.     351.0       299.6       51.4       17 %     1,312.0       1,345.9       (33.9 )     (3 %)
    Premium on repurchase of noncontrolling interests, net of tax     32.9       19.4       13.5       70 %     32.9       510.1       (477.2 )     (94 %)
    Net income (loss) attributable to common shareholders   $ 318.1     $ 280.2     $ 37.9       14 %   $ 1,279.1     $ 835.8     $ 443.3       53 %
    Financial data:                                                
    Adjusted EBITDA (1)   $ 1,122.2     $ 959.9     $ 162.3       17 %   $ 4,142.3     $ 3,530.0     $ 612.3       17 %
    Adjusted cash flow from operations (1)     940.9       780.1       160.8       21 %     3,372.4       2,840.6       531.8       19 %
    Adjusted free cash flow (1)     56.2       73.7       (17.5 )     (24 %)     140.1       392.7       (252.6 )     (64 %)
    (1) Adjusted EBITDA, adjusted cash flow from operations and adjusted free cash flow are non-GAAP financial measures and are discussed under “Non-GAAP Financial Measures.”
    NM Due to a low denominator, the noted percentage change is disproportionately high and as a result, considered not meaningful.


    Three Months Ended December 31, 2024 Compared to Three Months Ended December 31, 2023

    The increase in commodity sales reflects higher NGL, natural gas and condensate volumes ($242.4) and higher NGL prices ($199.5 million), partially offset by lower natural gas and condensate prices ($197.0 million) and the unfavorable impact of hedges ($127.3 million).

    The increase in fees from midstream services is primarily due to higher gas gathering and processing fees, higher transportation and fractionation fees, and higher export volumes.

    Product purchases and fuel are relatively flat reflecting higher NGL and natural gas volumes, offset by lower natural gas prices.

    The increase in operating expenses is primarily due to higher maintenance and labor costs as a result of increased activity and system expansions, partially offset by lower taxes.

    See “—Review of Segment Performance” for additional information on a segment basis.

    The increase in depreciation and amortization expense is primarily due to the impact of system expansions on the Company’s asset base that have been placed in service during 2024.

    The increase in income tax expense is primarily due to an increase in pre-tax book income and the release of state valuation allowance in 2023 partially offset by the impact of statutory rate changes.

    The premium on repurchase of noncontrolling interests, net of tax is primarily due to the CBF Acquisition in 2024.

    Year Ended December 31, 2024 Compared to Year Ended December 31, 2023

    Commodity sales are relatively flat reflecting lower natural gas and condensate prices ($1,242.8 million) and the unfavorable impact of hedges ($686.5 million), offset by higher NGL, natural gas and condensate volumes ($1,607.2 million), and higher NGL prices ($251.6 million).

    The increase in fees from midstream services is primarily due to higher gas gathering and processing fees, higher transportation and fractionation fees, and higher export volumes.

    Product purchases and fuel are relatively flat reflecting higher NGL and natural gas volumes, offset by lower natural gas prices.

    The increase in operating expenses is primarily due to higher labor, maintenance, rental and chemical costs as a result of increased activity and system expansions, partially offset by lower taxes.

    See “—Review of Segment Performance” for additional information on a segment basis.

    The increase in depreciation and amortization expense is primarily due to the impact of system expansions on the Company’s asset base, partially offset by the shortening of depreciable lives of certain assets that were idled in 2023.

    The increase in general and administrative expense is primarily due to higher compensation and benefits and professional fees.

    The increase in interest expense, net, is due to recognition of cumulative interest on a 2024 legal ruling associated with the Splitter Agreement and higher borrowings, partially offset by higher capitalized interest. Higher capitalized interest is due to system expansions and higher interest rates.

    The increase in income tax expense is primarily due to the release of state valuation allowance in 2023.

    The premium on repurchase of noncontrolling interests, net of tax is primarily due to the CBF Acquisition in 2024 and the Grand Prix Transaction in 2023.

    Review of Segment Performance

    The following discussion of segment performance includes inter-segment activities. The Company views segment operating margin and adjusted operating margin as important performance measures of the core profitability of its operations. These measures are key components of internal financial reporting and are reviewed for consistency and trend analysis. For a discussion of adjusted operating margin, see “Non-GAAP Financial Measures ― Adjusted Operating Margin.” Segment operating financial results and operating statistics include the effects of intersegment transactions. These intersegment transactions have been eliminated from the consolidated presentation.

    The Company operates in two primary segments: (i) Gathering and Processing; and (ii) Logistics and Transportation.

    Gathering and Processing Segment

    The Gathering and Processing segment includes assets used in the gathering and/or purchase and sale of natural gas produced from oil and gas wells, removing impurities and processing this raw natural gas into merchantable natural gas by extracting NGLs; and assets used for the gathering and terminaling and/or purchase and sale of crude oil. The Gathering and Processing segment’s assets are located in the Permian Basin of West Texas and Southeast New Mexico (including the Midland, Central and Delaware Basins); the Eagle Ford Shale in South Texas; the Barnett Shale in North Texas; the Anadarko, Ardmore, and Arkoma Basins in Oklahoma (including the SCOOP and STACK) and South Central Kansas; the Williston Basin in North Dakota (including the Bakken and Three Forks plays); and the onshore and near offshore regions of the Louisiana Gulf Coast.

    The following table provides summary data regarding results of operations of this segment for the periods indicated:

        Three Months Ended December 31,                   Year Ended December 31,                
        2024     2023     2024 vs. 2023     2024     2023     2024 vs. 2023  
          (In millions, except operating statistics and price amounts)  
    Operating margin   $ 598.9     $ 536.3     $ 62.6       12 %   $ 2,312.4     $ 2,082.2     $ 230.2       11 %
    Operating expenses     217.5       185.7       31.8       17 %     814.6       746.6       68.0       9 %
    Adjusted operating margin   $ 816.4     $ 722.0     $ 94.4       13 %   $ 3,127.0     $ 2,828.8     $ 298.2       11 %
    Operating statistics (1):                                                            
    Plant natural gas inlet, MMcf/d (2) (3)                                                            
    Permian Midland (4)     3,072.8       2,716.5       356.3       13 %     2,933.1       2,535.2       397.9       16 %
    Permian Delaware     2,992.4       2,564.3       428.1       17 %     2,837.3       2,526.5       310.8       12 %
    Total Permian     6,065.2       5,280.8       784.4       15 %     5,770.4       5,061.7       708.7       14 %
                                                                 
    SouthTX     329.4       347.9       (18.5 )     (5 %)     325.9       367.4       (41.5 )     (11 %)
    North Texas     187.4       207.7       (20.3 )     (10 %)     186.9       205.9       (19.0 )     (9 %)
    SouthOK (5)     339.7       366.5       (26.8 )     (7 %)     351.7       385.0       (33.3 )     (9 %)
    WestOK     210.5       207.1       3.4       2 %     212.8       207.1       5.7       3 %
    Total Central     1,067.0       1,129.2       (62.2 )     (6 %)     1,077.3       1,165.4       (88.1 )     (8 %)
                                                                 
    Badlands (5) (6)     128.8       131.2       (2.4 )     (2 %)     136.3       130.0       6.3       5 %
    Total Field     7,261.0       6,541.2       719.8       11 %     6,984.0       6,357.1       626.9       10 %
                                                                 
    Coastal     405.7       567.0       (161.3 )     (28 %)     449.6       541.1       (91.5 )     (17 %)
                                                                 
    Total     7,666.7       7,108.2       558.5       8 %     7,433.6       6,898.2       535.4       8 %
    NGL production, MBbl/d (3)                                                            
    Permian Midland (4)     445.7       398.3       47.4       12 %     428.4       367.7       60.7       17 %
    Permian Delaware     390.2       310.6       79.6       26 %     359.9       321.6       38.3       12 %
    Total Permian     835.9       708.9       127.0       18 %     788.3       689.3       99.0       14 %
                                                                 
    SouthTX (5)     29.3       37.3       (8.0 )     (21 %)     32.8       40.9       (8.1 )     (20 %)
    North Texas     22.9       24.5       (1.6 )     (7 %)     22.6       24.0       (1.4 )     (6 %)
    SouthOK (5)     40.1       40.0       0.1             35.0       43.1       (8.1 )     (19 %)
    WestOK     16.3       12.1       4.2       35 %     15.1       12.5       2.6       21 %
    Total Central     108.6       113.9       (5.3 )     (5 %)     105.5       120.5       (15.0 )     (12 %)
                                                                 
    Badlands (5)     15.3       15.7       (0.4 )     (3 %)     16.6       15.5       1.1       7 %
    Total Field     959.8       838.5       121.3       14 %     910.4       825.3       85.1       10 %
                                                                 
    Coastal     36.0       43.2       (7.2 )     (17 %)     35.8       39.2       (3.4 )     (9 %)
                                                                 
    Total     995.8       881.7       114.1       13 %     946.2       864.5       81.7       9 %
    Crude oil, Badlands, MBbl/d     110.1       105.2       4.9       5 %     106.6       105.5       1.1       1 %
    Crude oil, Permian, MBbl/d     29.5       27.5       2.0       7 %     27.9       27.4       0.5       2 %
    Natural gas sales, BBtu/d (3)     2,784.3       2,737.3       47.0       2 %     2,780.5       2,685.8       94.7       4 %
    NGL sales, MBbl/d (3)     582.0       520.6       61.4       12 %     558.2       495.8       62.4       13 %
    Condensate sales, MBbl/d     19.8       17.8       2.0       11 %     19.3       18.5       0.8       4 %
    Average realized prices (7):                                                            
    Natural gas, $/MMBtu     1.04       1.83       (0.79 )     (43 %)     0.67       1.94       (1.27 )     (65 %)
    NGL, $/gal     0.49       0.43       0.06       14 %     0.46       0.46              
    Condensate, $/Bbl     66.83       74.79       (7.96 )     (11 %)     73.35       74.35       (1.00 )     (1 %)
    (1) Segment operating statistics include the effect of intersegment amounts, which have been eliminated from the consolidated presentation. For all volume statistics presented, the numerator is the total volume sold during the period and the denominator is the number of calendar days during the period.
    (2) Plant natural gas inlet represents the Company’s undivided interest in the volume of natural gas passing through the meter located at the inlet of a natural gas processing plant, other than Badlands.
    (3) Plant natural gas inlet volumes and gross NGL production volumes include producer take-in-kind volumes, while natural gas sales and NGL sales exclude producer take-in-kind volumes.
    (4) Permian Midland includes operations in WestTX, of which the Company owns a 72.8% undivided interest, and other plants that are owned 100% by the Company. Operating results for the WestTX undivided interest assets are presented on a pro-rata net basis in the Company’s reported financials.
    (5) Operations include facilities that are not wholly owned by the Company.
    (6) Badlands natural gas inlet represents the total wellhead volume and includes the Targa volumes processed at the Little Missouri 4 plant.
    (7) Average realized prices, net of fees, include the effect of realized commodity hedge gain/loss attributable to the Company’s equity volumes. The price is calculated using total commodity sales plus the hedge gain/loss as the numerator and total sales volume as the denominator, net of fees.

    The following table presents the realized commodity hedge gain (loss) attributable to the Company’s equity volumes that are included in the adjusted operating margin of the Gathering and Processing segment:

        Three Months Ended December 31, 2024     Three Months Ended December 31, 2023  
        (In millions, except volumetric data and price amounts)  
        Volume
    Settled
        Price
    Spread (1)
        Gain
    (Loss)
        Volume
    Settled
        Price
    Spread (1)
        Gain
    (Loss)
     
    Natural gas (BBtu)     8.1     $ 1.84     $ 14.9       13.2     $ 1.15     $ 15.2  
    NGL (MMgal)     101.0       0.01       0.9       165.3       0.09       15.5  
    Crude oil (MBbl)     0.7       5.00       3.5       0.6       (6.17 )     (3.7 )
                    $ 19.3                 $ 27.0  
        Year Ended December 31, 2024     Year Ended December 31, 2023  
        (In millions, except volumetric data and price amounts)  
        Volume
    Settled
        Price
    Spread (1)
        Gain
    (Loss)
        Volume
    Settled
        Price
    Spread (1)
        Gain
    (Loss)
     
    Natural gas (BBtu)     43.7     $ 1.92     $ 84.1       63.2     $ 1.22     $ 77.4  
    NGL (MMgal)     449.8       0.04       15.8       680.3       0.07       49.9  
    Crude oil (MBbl)     2.1       (2.05 )     (4.3 )     2.4       (6.92 )     (16.6 )
                    $ 95.6                 $ 110.7  
    (1) The price spread is the differential between the contracted derivative instrument pricing and the price of the corresponding settled commodity transaction.


    Three Months Ended December 31, 2024 Compared to Three Months Ended December 31, 2023

    The increase in adjusted operating margin was predominantly due to higher natural gas inlet volumes which drove higher fee-based income in the Permian, and higher NGL Prices, partially offset by lower natural gas and condensate prices. The increase in natural gas inlet volumes in the Permian was attributable to the addition of the Wildcat II plant during the fourth quarter of 2023, the Roadrunner II plant during the second quarter of 2024, the Greenwood II plant during the fourth quarter of 2024, and continued strong producer activity.

    The increase in operating expenses was primarily due to higher volumes in the Permian and multiple plant additions in the Permian, partially offset by lower taxes in the Central region.

    Year Ended December 31, 2024 Compared to Year Ended December 31, 2023

    The increase in adjusted operating margin was predominantly due to higher natural gas inlet volumes which drove higher fee-based income in the Permian, partially offset by lower natural gas and condensate prices. The increase in natural gas inlet volumes was attributable to the addition of the Legacy II plant during the first quarter of 2023, the Midway plant during the second quarter of 2023, the Greenwood I and Wildcat II plants during the fourth quarter of 2023, the Roadrunner II plant during the second quarter of 2024, the Greenwood II plant during the fourth quarter of 2024, and continued strong producer activity.

    The increase in operating expenses was primarily due to higher volumes and multiple plant additions in the Permian.

    Logistics and Transportation Segment

    The Logistics and Transportation segment includes the activities and assets necessary to convert mixed NGLs into NGL products and also includes other assets and value-added services such as transporting, storing, fractionating, terminaling, and marketing of NGLs and NGL products, including services to LPG exporters and certain natural gas supply and marketing activities in support of the Company’s other businesses. The Logistics and Transportation segment also includes Grand Prix NGL Pipeline, which connects the Company’s gathering and processing positions in the Permian Basin, Southern Oklahoma and North Texas with the Company’s Downstream facilities in Mont Belvieu, Texas. The Company’s Downstream facilities are located predominantly in Mont Belvieu and Galena Park, Texas, and in Lake Charles, Louisiana.

    The following table provides summary data regarding results of operations of this segment for the periods indicated:

        Three Months Ended December 31,                   Year Ended December 31,                
        2024     2023     2024 vs. 2023   2024     2023     2024 vs. 2023
        (In millions, except operating statistics)
    Operating margin   $ 656.2     $ 554.2     $ 102.0       18 %   $ 2,355.1     $ 1,948.7     $ 406.4       21 %
    Operating expenses     88.7       84.4       4.3       5 %     362.3       332.0       30.3       9 %
    Adjusted operating margin   $ 744.9     $ 638.6     $ 106.3       17 %   $ 2,717.4     $ 2,280.7     $ 436.7       19 %
    Operating statistics MBbl/d (1):                                                            
    NGL pipeline transportation volumes (2)     871.5       722.0       149.5       21 %     800.8       635.5       165.3       26 %
    Fractionation volumes     1,089.5       844.8       244.7       29 %     936.1       798.1       138.0       17 %
    Export volumes (3)     457.1       434.5       22.6       5 %     423.6       365.2       58.4       16 %
    NGL sales     1,227.5       1,125.8       101.7       9 %     1,159.1       1,019.8       139.3       14 %
    (1) Segment operating statistics include intersegment amounts, which have been eliminated from the consolidated presentation. For all volume statistics presented, the numerator is the total volume sold during the period and the denominator is the number of calendar days during the period.
    (2) Represents the total quantity of mixed NGLs that earn a transportation margin.
    (3) Export volumes represent the quantity of NGL products delivered to third-party customers at the Company’s Galena Park Marine Terminal that are destined for international markets.


    Three Months Ended December 31, 2024 Compared to Three Months Ended December 31, 2023

    The increase in adjusted operating margin was due to higher pipeline transportation and fractionation margin and higher marketing margin. LPG export margin was relatively flat. Pipeline transportation and fractionation volumes benefited from higher supply volumes primarily from the Company’s Permian Gathering and Processing systems, the in-service of the Daytona NGL Pipeline during the third quarter of 2024, the addition of Train 9 during the second quarter of 2024, and the addition of Train 10 during the fourth quarter of 2024. Marketing margin increased due to greater optimization opportunities.

    The increase in operating expenses was due to higher system volumes, higher taxes, higher compensation and benefits the in-service of the Daytona NGL Pipeline expansion during the third quarter of 2024, the addition of Train 9 during the second quarter of 2024, and the addition of Train 10 during the fourth quarter of 2024, partially offset by lower repairs and maintenance.

    Year Ended December 31, 2024 Compared to Year Ended December 31, 2023

    The increase in adjusted operating margin was due to higher pipeline transportation and fractionation margin, higher marketing margin, and higher LPG export margin. Pipeline transportation and fractionation volumes benefited from higher supply volumes primarily from the Company’s Permian Gathering and Processing systems, the addition of Train 9 during the second quarter of 2024, the in-service of the Daytona NGL Pipeline during the third quarter of 2024, and the addition of Train 10 during the fourth quarter of 2024. Marketing margin increased due to greater optimization opportunities. LPG export margin increased due to higher volumes as Targa benefited from the completion of the export expansion project during the third quarter of 2023 and the Houston Ship Channel allowing night-time vessel transits, partially offset by maintenance and required inspections.

    The increase in operating expenses was due to higher system volumes, higher compensation and benefits, higher taxes, higher repairs and maintenance and the addition of two trains during 2024.

    Other

        Three Months Ended December 31,           Year Ended December 31,        
        2024     2023     2024 vs. 2023     2024     2023     2024 vs. 2023  
        (In millions)  
    Operating margin   $ (78.3 )   $ (18.8 )   $ (59.5 )   $ (164.6 )   $ 275.5     $ (440.1 )
    Adjusted operating margin   $ (78.3 )   $ (18.8 )   $ (59.5 )   $ (164.6 )   $ 275.5     $ (440.1 )

    Other contains the results of commodity derivative activity mark-to-market gains/losses related to derivative contracts that were not designated as cash flow hedges. The Company has entered into derivative instruments to hedge the commodity price associated with a portion of the Company’s future commodity purchases and sales and natural gas transportation basis risk within the Company’s Logistics and Transportation segment.

    About Targa Resources Corp.

    Targa Resources Corp. is a leading provider of midstream services and is one of the largest independent infrastructure companies in North America. The Company owns, operates, acquires and develops a diversified portfolio of complementary domestic infrastructure assets and its operations are critical to the efficient, safe and reliable delivery of energy across the United States and increasingly to the world. The Company’s assets connect natural gas and NGLs to domestic and international markets with growing demand for cleaner fuels and feedstocks. The Company is primarily engaged in the business of: gathering, compressing, treating, processing, transporting, and purchasing and selling natural gas; transporting, storing, fractionating, treating, and purchasing and selling NGLs and NGL products, including services to LPG exporters; and gathering, storing, terminaling, and purchasing and selling crude oil.

    Targa is a FORTUNE 500 company and is included in the S&P 500.

    For more information, please visit the Company’s website at www.targaresources.com.

    Non-GAAP Financial Measures

    This press release includes the Company’s non-GAAP financial measures: adjusted EBITDA, adjusted cash flow from operations, adjusted free cash flow and adjusted operating margin (segment). The following tables provide reconciliations of these non-GAAP financial measures to their most directly comparable GAAP measures.

    The Company utilizes non-GAAP measures to analyze the Company’s performance. Adjusted EBITDA, adjusted cash flow from operations, adjusted free cash flow and adjusted operating margin (segment) are non-GAAP measures. The GAAP measures most directly comparable to these non-GAAP measures are income (loss) from operations, Net income (loss) attributable to Targa Resources Corp. and segment operating margin. These non-GAAP measures should not be considered as an alternative to GAAP measures and have important limitations as analytical tools. Investors should not consider these measures in isolation or as a substitute for analysis of the Company’s results as reported under GAAP. Additionally, because the Company’s non-GAAP measures exclude some, but not all, items that affect income and segment operating margin, and are defined differently by different companies within the Company’s industry, the Company’s definitions may not be comparable with similarly titled measures of other companies, thereby diminishing their utility. Management compensates for the limitations of the Company’s non-GAAP measures as analytical tools by reviewing the comparable GAAP measures, understanding the differences between the measures and incorporating these insights into the Company’s decision-making processes.

    Adjusted Operating Margin

    The Company defines adjusted operating margin for the Company’s segments as revenues less product purchases and fuel. It is impacted by volumes and commodity prices as well as by the Company’s contract mix and commodity hedging program.

    Gathering and Processing adjusted operating margin consists primarily of:

    • service fees related to natural gas and crude oil gathering, treating and processing; and
    • revenues from the sale of natural gas, condensate, crude oil and NGLs less producer settlements, fuel and transport and the Company’s equity volume hedge settlements.

    Logistics and Transportation adjusted operating margin consists primarily of:

    • service fees (including the pass-through of energy costs included in certain fee rates);
    • system product gains and losses; and
    • NGL and natural gas sales, less NGL and natural gas purchases, fuel, third-party transportation costs and the net inventory change.

    The adjusted operating margin impacts of mark-to-market hedge unrealized changes in fair value are reported in Other.

    Adjusted operating margin for the Company’s segments provides useful information to investors because it is used as a supplemental financial measure by management and by external users of the Company’s financial statements, including investors and commercial banks, to assess:

    • the financial performance of the Company’s assets without regard to financing methods, capital structure or historical cost basis;
    • the Company’s operating performance and return on capital as compared to other companies in the midstream energy sector, without regard to financing or capital structure; and
    • the viability of capital expenditure projects and acquisitions and the overall rates of return on alternative investment opportunities.

    Management reviews adjusted operating margin and operating margin for the Company’s segments monthly as a core internal management process. The Company believes that investors benefit from having access to the same financial measures that management uses in evaluating the Company’s operating results. The reconciliation of the Company’s adjusted operating margin to the most directly comparable GAAP measure is presented under “Review of Segment Performance.”

    Adjusted EBITDA

    The Company defines adjusted EBITDA as Net income (loss) attributable to Targa Resources Corp. before interest, income taxes, depreciation and amortization, and other items that the Company believes should be adjusted consistent with the Company’s core operating performance. The adjusting items are detailed in the adjusted EBITDA reconciliation table and its footnotes. Adjusted EBITDA is used as a supplemental financial measure by the Company and by external users of the Company’s financial statements such as investors, commercial banks and others to measure the ability of the Company’s assets to generate cash sufficient to pay interest costs, support the Company’s indebtedness and pay dividends to the Company’s investors.

    Adjusted Cash Flow from Operations and Adjusted Free Cash Flow

    The Company defines adjusted cash flow from operations as adjusted EBITDA less cash interest expense on debt obligations and cash taxes. The Company defines adjusted free cash flow as adjusted cash flow from operations less maintenance capital expenditures (net of any reimbursements of project costs) and growth capital expenditures, net of contributions from noncontrolling interest and contributions to investments in unconsolidated affiliates. Adjusted cash flow from operations and adjusted free cash flow are performance measures used by the Company and by external users of the Company’s financial statements, such as investors, commercial banks and research analysts, to assess the Company’s ability to generate cash earnings (after servicing the Company’s debt and funding capital expenditures) to be used for corporate purposes, such as payment of dividends, retirement of debt or redemption of other financing arrangements.

    The following table reconciles the non-GAAP financial measures used by management to the most directly comparable GAAP measures for the periods indicated:

        Three Months Ended December 31,     Year Ended December 31,  
        2024     2023     2024     2023  
        (In millions)  
    Reconciliation of Net income (loss) attributable to Targa Resources Corp. to Adjusted EBITDA, Adjusted Cash Flow from Operations and Adjusted Free Cash Flow                        
    Net income (loss) attributable to Targa Resources Corp.   $ 351.0     $ 299.6     $ 1,312.0     $ 1,345.9  
    Interest (income) expense, net     177.7       178.0       767.2       687.8  
    Income tax expense (benefit)     110.5       102.5       384.5       363.2  
    Depreciation and amortization expense     378.5       341.4       1,423.0       1,329.6  
    (Gain) loss on sale or disposition of assets     (0.4 )     (1.3 )     (3.1 )     (5.3 )
    Write-down of assets     2.2       0.8       6.2       6.9  
    (Gain) loss from financing activities           2.1       0.8       2.1  
    Equity (earnings) loss     (1.5 )     (2.8 )     (9.4 )     (9.0 )
    Distributions from unconsolidated affiliates     8.7       4.5       25.3       18.6  
    Compensation on equity grants     15.8       16.7       63.2       62.4  
    Risk management activities     78.2       18.8       164.6       (275.4 )
    Noncontrolling interests adjustments (1)     1.5       (0.4 )     3.9       (3.7 )
    Litigation expense (2)                 4.1       6.9  
    Adjusted EBITDA   $ 1,122.2     $ 959.9     $ 4,142.3     $ 3,530.0  
    Interest expense on debt obligations (3)     (173.8 )     (174.9 )     (752.4 )     (675.8 )
    Cash taxes     (7.5 )     (4.9 )     (17.5 )     (13.6 )
    Adjusted Cash Flow from Operations   $ 940.9     $ 780.1     $ 3,372.4     $ 2,840.6  
    Maintenance capital expenditures, net (4)     (65.0 )     (70.4 )     (231.9 )     (223.4 )
    Growth capital expenditures, net (4)     (819.7 )     (636.0 )     (3,000.4 )     (2,224.5 )
    Adjusted Free Cash Flow   $ 56.2     $ 73.7     $ 140.1     $ 392.7  
    (1) Represents adjustments related to the Company’s subsidiaries with noncontrolling interests, including depreciation and amortization expense as well as earnings for certain plants within Targa’s WestTX joint venture not subject to noncontrolling interest.
    (2) Litigation expense includes charges related to litigation resulting from the major winter storm in February 2021 that the Company considers outside the ordinary course of its business and/or not reflective of its ongoing core operations. The Company may incur such charges from time to time, and the Company believes it is useful to exclude such charges because it does not consider them reflective of its ongoing core operations and because of the generally singular nature of the claims underlying such litigation.
    (3) Excludes amortization of interest expense. The year ended December 31, 2024 includes $55.8 million of interest expense associated with the Splitter Agreement ruling.
    (4) Represents capital expenditures, net of contributions from noncontrolling interests and includes contributions to investments in unconsolidated affiliates.

    The following table presents a reconciliation of estimated net income of the Company to estimated adjusted EBITDA for 2025:

        2025E  
        (In millions)  
    Reconciliation of Estimated Net Income Attributable to Targa Resources Corp. to      
    Estimated Adjusted EBITDA      
    Net income attributable to Targa Resources Corp.   $ 1,765.0  
    Interest expense, net     875.0  
    Income tax expense     510.0  
    Depreciation and amortization expense     1,535.0  
    Equity earnings     (20.0 )
    Distributions from unconsolidated affiliates     25.0  
    Compensation on equity grants     65.0  
    Noncontrolling interests adjustments (1)     (5.0 )
    Estimated Adjusted EBITDA   $ 4,750.0  
    (1) Represents adjustments related to the Company’s subsidiaries with noncontrolling interests, including depreciation and amortization expense as well as earnings for certain plants within Targa’s WestTX joint venture not subject to noncontrolling interest.


    Regulation FD Disclosures

    The Company uses any of the following to comply with its disclosure obligations under Regulation FD: press releases, SEC filings, public conference calls, or our website. The Company routinely posts important information on its website at www.targaresources.com, including information that may be deemed to be material. The Company encourages investors and others interested in the company to monitor these distribution channels for material disclosures.

    Forward-Looking Statements

    Certain statements in this release are “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. All statements, other than statements of historical facts, included in this release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future, are forward-looking statements, including statements regarding our projected financial performance, capital spending and payment of future dividends. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties, factors and risks, many of which are outside the Company’s control, which could cause results to differ materially from those expected by management of the Company. Such risks and uncertainties include, but are not limited to, actions by the Organization of the Petroleum Exporting Countries (“OPEC”) and non-OPEC oil producing countries, weather, political, economic and market conditions, including a decline in the price and market demand for natural gas, natural gas liquids and crude oil, the timing and success of our completion of capital projects and business development efforts, the expected growth of volumes on our systems, the impact of significant public health crises, commodity price volatility due to ongoing or new global conflicts, the impact of disruptions in the bank and capital markets, including those resulting from lack of access to liquidity for banking and financial services firms, and other uncertainties. These and other applicable uncertainties, factors and risks are described more fully in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K, and any subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. The Company does not undertake an obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

    Targa Investor Relations
    InvestorRelations@targaresources.com
    (713) 584-1133

    The MIL Network

  • MIL-OSI: Cenovus Announces Fourth-Quarter and Full-Year 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, Feb. 20, 2025 (GLOBE NEWSWIRE) — Cenovus Energy Inc. (TSX: CVE) (NYSE: CVE) today announced its fourth-quarter and full-year 2024 financial and operating results. In the quarter, the company generated over $2.0 billion in cash from operating activities, $1.6 billion of adjusted funds flow and $123 million of free funds flow. The Upstream business continued to deliver strong performance, with production of 816,000 barrels of oil equivalent per day (BOE/d)1 in the quarter, including a new quarterly Oil Sands production record of 628,500 BOE/d. In the Downstream, total crude throughput increased by almost 24,000 barrels per day (bbls/d) from the previous quarter to 666,700 bbls/d, representing an aggregate utilization rate of 93%.

    Highlights

    • Delivered quarterly Upstream production of 816,000 BOE/d, an increase of 6% relative to the previous quarter and 1% relative to the fourth quarter of 2023.
    • Highest-ever quarterly and annual Oil Sands production rates at 628,500 BOE/d and 610,700 BOE/d respectively, including record annual rates at both Foster Creek and the Lloydminster thermal assets.
    • Improving quarterly Downstream operating performance, with utilization of 97% in Canadian Refining and 92% in U.S. Refining. U.S. Refining operating expenses, excluding turnaround costs, of $10.89 per barrel were down 18% relative to the fourth quarter of 2023.
    • Achieved significant milestones on Cenovus’s major Upstream growth projects, including mechanical completion of the Narrows Lake pipeline, executing the SeaRose floating production, storage and offloading (FPSO) vessel life extension dry dock and reaching mechanical completion of both the concrete gravity structure (CGS) and topsides for the West White Rose project.
    • Returned $706 million to shareholders in the fourth quarter, including $108 million through share purchases, $348 million through common and preferred share dividends and $250 million through the redemption of Cenovus Series 3 preferred shares on December 31, 2024.

    “We delivered strong operating performance this quarter. Our industry leading Oil Sands assets set production records and our Downstream business continued to demonstrate improvements in reliability and unit costs,” said Jon McKenzie, Cenovus President & Chief Executive Officer. “In 2025, we will build on this momentum, focusing on operational execution while advancing our key growth projects to deliver long-term value for shareholders.”

    Financial summary

    ($ millions, except per share amounts) 2024 Q4 2024 Q3 2023 Q4 2024 FY 2023 FY
    Cash from (used in) operating activities 2,029 2,474 2,946 9,235 7,388
    Adjusted funds flow2 1,601 1,960 2,062 8,164 8,803
    Per share (diluted)2 0.87 1.05 1.08 4.38 4.54
    Capital investment 1,478 1,346 1,170 5,015 4,298
    Free funds flow2 123 614 892 3,149 4,505
    Excess free funds flow2 (416) 146 471 1,297 2,466
    Net earnings (loss) 146 820 743 3,142 4,109
    Per share (diluted) 0.07 0.42 0.32 1.67 2.09
    Long-term debt, including current portion 7,534 7,199 7,108 7,534 7,108
    Net debt 4,614 4,196 5,060 4,614 5,060
     

    Production and throughput

    (before royalties, net to Cenovus) 2024 Q4 2024 Q3 2023 Q4 2024 FY 2023 FY
    Oil and NGLs (bbls/d)1 670,600 630,500 662,600 653,800 640,000
    Conventional natural gas (MMcf/d) 873.3 844.6 876.3 860.2 832.6
    Total upstream production (BOE/d)1 816,000 771,300 808,600 797,200 778,700
    Total downstream throughput (bbls/d) 666,700 642,900 579,100 646,900 560,400
               

    1 See Advisory for production by product type.
    2 Non-GAAP financial measure or contains a non-GAAP financial measure. See Advisory.

    Fourth-quarter results

    Operating1

    Cenovus’s total revenues were $12.8 billion in the fourth quarter, down from $13.8 billion in the previous quarter, primarily due to lower commodity prices. Upstream revenues were $7.3 billion, flat from the third quarter, while Downstream revenues were $7.8 billion, down from $8.8 billion in the prior quarter.

    Total operating margin3 was $2.3 billion, compared with $2.4 billion in the previous quarter. Upstream operating margin4 was $2.7 billion, consistent with the third quarter and benefiting from higher production volumes relative to the prior quarter, offset by lower benchmark oil prices and timing differences between production and sales. The company had a Downstream operating margin4 shortfall of $396 million in the fourth quarter due to weak refining crack spreads and a narrow heavy oil price differential, compared with a shortfall of $323 million in the previous quarter. Operating margin in the U.S. Refining segment included $45 million of first in, first out (FIFO) losses and $128 million of turnaround expenses incurred during the Lima Refinery turnaround.

    Total Upstream production was 816,000 BOE/d in the fourth quarter, an increase of 44,700 BOE/d from the prior quarter, reflecting record quarterly production from the company’s Oil Sands segment of 628,500 BOE/d. Christina Lake production was 251,400 bbls/d, compared with 211,800 bbls/d in the third quarter, as a result of completing planned turnaround activity in September. Foster Creek production was 195,200 bbls/d compared with 198,000 bbls/d in the third quarter, while Sunrise production increased to 53,100 bbls/d from 50,400 bbls/d in the third quarter as production from new well pads continued to ramp up. Production from the Lloydminster thermal assets declined slightly to 108,900 bbls/d, while Lloydminster conventional heavy oil output increased to 18,000 bbls/d from 16,300 bbls/d in the prior quarter. Production in the Conventional segment was 117,800 BOE/d, a slight decrease from 118,100 BOE/d in the third quarter.

    In the Offshore segment, production was 69,700 BOE/d compared with 65,500 BOE/d in the third quarter. In Asia Pacific, production volumes were 62,200 BOE/d, higher than the previous quarter partially due to increased production at the MAC field in Indonesia and planned maintenance at Liwan in the third quarter. In the Atlantic, production was 7,500 bbls/d, a decrease from 9,000 bbls/d in the prior quarter due to unplanned downtime at the non-operated Terra Nova field. The SeaRose FPSO is on station and reconnected to the White Rose field, with production expected to resume by the end of February.

    Total refining throughput in the fourth quarter was 666,700 bbls/d, up from 642,900 bbls/d in the third quarter. Throughput in Canadian Refining was 104,400 bbls/d, representing a utilization rate of 97%, compared with 99,400 bbls/d in the previous quarter. The increase was primarily due to returning to full rates following completion of turnaround activity at the Lloydminster Upgrader early in the third quarter.

    In U.S. Refining, crude throughput was 562,300 bbls/d, representing a utilization rate of 92%, compared with 543,500 bbls/d in the third quarter. Throughput increased primarily due to improved reliability, partially offset by economic run cuts as market crack spreads weakened through the quarter. U.S. Refining revenues were $6.6 billion relative to $7.2 billion in the prior quarter due to lower refined product pricing. Market capture5 in the U.S. improved to 45% relative to 35% in the previous quarter primarily due to reduced inventory timing impacts (FIFO). Market capture in the fourth quarter was negatively impacted by the Lima Refinery turnaround, narrower heavy crude oil differentials, and a quarterly FIFO loss of $45 million.

    3 Non-GAAP financial measure. Total operating margin is the total of Upstream operating margin plus Downstream operating margin. See Advisory.
    4 Specified financial measure. See Advisory.
    5 Contains a non-GAAP financial measure. See Advisory.

    Financial

    Cash from operating activities in the fourth quarter, which includes changes in non-cash working capital, was $2.0 billion, compared with $2.5 billion in the third quarter. Adjusted funds flow was $1.6 billion, compared with $2.0 billion in the prior quarter and there was a shortfall of excess free funds flow (EFFF) of $416 million, compared with $146 million in the prior quarter. Net earnings in the fourth quarter were $146 million, compared with $820 million in the previous quarter. Fourth-quarter financial results were impacted by lower benchmark prices relative to the third quarter including seasonally weak refining market crack spreads in the Chicago market.

    Long-term debt, including the current portion, was $7.5 billion at December 31, 2024. Net debt increased from the prior quarter to $4.6 billion at December 31, 2024, primarily due to the shortfall in EFFF of $416 million and the redemption of $250 million of Cenovus Series 3 preferred shares on December 31, 2024, partially offset by a release of non-cash working capital. The company continues to steward toward net debt of $4.0 billion and returning 100% of EFFF to shareholders over time in accordance with its financial framework.

    Growth projects and capital investments

    In the Oil Sands segment, the Narrows Lake pipeline, which will connect the field to the Christina Lake processing facility, was mechanically completed in the fourth quarter. We plan to commence steam injection in the spring and the project remains on track for first oil mid-2025. At Sunrise, production continued to ramp up in the fourth quarter after the company brought two new well pads online in the third quarter. One additional well pad will be added in early 2025. The optimization project at Foster Creek is now 64% complete and remains on schedule for startup in 2026, with most modules and major pieces of equipment in place and pipe installation underway.

    In the fourth quarter, the West White Rose project achieved mechanical completion of both the CGS and topsides, and work to prepare the seabed for installation of the CGS at the field location was also completed. The focus of the project in 2025 will be on the installation and commissioning of the platform. The West White Rose project is now approximately 88% complete and progressing on-schedule towards first oil in 2026.

    Full-year results

    In 2024, Cenovus’s total Upstream production averaged 797,200 BOE/d, compared with 778,700 BOE/d in 2023, including record annual volumes from the Oil Sands assets and a 5% increase in Offshore volumes. Oil Sands production was 610,700 BOE/d, including approximately 196,000 bbls/d at Foster Creek, a new annual high for the asset, and 234,200 bbls/d at Christina Lake, which successfully completed a turnaround in the third quarter. Full-year production from the Lloydminster thermal assets was also an annual record at 111,500 bbls/d, compared with 104,100 bbls/d in 2023, reflecting a successful redevelopment program and well optimization. Sunrise production was 49,600 bbls/d compared with 48,900 bbls/d in 2023 and Lloydminster conventional heavy oil production increased to 17,600 bbls/d from 16,700 bbls/d in the previous year. Conventional production was 119,900 BOE/d, in line with 2023. Offshore total production was approximately 66,600 BOE/d, compared with 63,400 BOE/d in the prior year, with 2023 impacted by a temporary disconnection of a subsea umbilical in Liwan by a third-party vessel.

    Total Downstream throughput averaged 646,900 bbls/d in 2024, a 15% increase from 560,400 bbls/d in 2023. Canadian Refining crude oil throughput was 90,500 bbls/d, compared to 100,700 bbls/d in 2023, as the Lloydminster Upgrader completed the largest turnaround in the asset’s history early in the third quarter of 2024. U.S. Refining crude oil throughput increased to 556,400 bbls/d in 2024 compared with 459,700 bbls/d in 2023, reflecting the first full year of production from Superior and Toledo within the Cenovus portfolio.

    Total revenues were $54.3 billion in 2024 and total operating margin was $10.8 billion compared with revenues of $52.2 billion and total operating margin of $11.0 billion in 2023. The year-over-year increase in total revenues was largely due to higher production and narrowing heavy Canadian crude differentials following the startup of the Trans Mountain pipeline expansion project. Operating margin was slightly reduced due to narrower downstream crack spreads, higher turnaround costs and increased transportation and blending costs.

    Cash from operating activities was $9.2 billion for 2024 compared with $7.4 billion in 2023. Adjusted funds flow was $8.2 billion and free funds flow was $3.1 billion. Total capital investment for 2024 was $5.0 billion, primarily directed to sustaining production at the company’s Upstream assets, the construction of the major Upstream growth projects including West White Rose and refining reliability initiatives. Full-year net earnings for 2024 were $3.1 billion compared with $4.1 billion in 2023, primarily due to lower commodity prices, foreign exchange losses and higher depreciation, depletion, amortization and exploration expense.

    Organizational updates

    As part of Cenovus’s ongoing management succession plans, the company is announcing the following leadership changes effective March 1.

    Andrew Dahlin, currently Executive Vice-President (EVP), Natural Gas & Technical Services, will assume the role of EVP & Chief Operating Officer. Andrew has more than 30 years of industry experience, including 13 years with Cenovus and its predecessor companies.

    Eric Zimpfer, currently Senior Vice-President (SVP), U.S. Refining, will become Cenovus’s Head of Downstream, based in Dublin, Ohio and reporting directly to Jon McKenzie. Eric has more than 20 years of U.S. refining experience. He will play an integral role in continuing to improve the reliability and competitiveness of the Downstream business.

    John Soini, currently SVP, Major & Capital Projects, will become EVP, Upstream – Thermal & Atlantic Offshore. John has more than 25 years of experience in the energy and power industries.

    Susan Anderson, currently SVP, People Services, will become SVP, Legal, General Counsel & Corporate Secretary. Susan has more than 30 years of oil and gas industry experience, with 20 years at Husky Energy in various roles that included Vice-President, Legal.

    Reserves

    Cenovus’s proved and probable reserves are evaluated each year by independent qualified reserves evaluators. At the end of 2024, Cenovus’s total proved and total proved plus probable reserves were approximately 5.7 billion BOE and 8.5 billion BOE respectively, and total proved and total proved plus probable bitumen reserves were approximately 5.2 billion barrels and 7.7 billion barrels respectively. At year-end 2024, Cenovus had a proved reserves life index of approximately 19 years and a proved plus probable reserves life index of approximately 29 years.

    More details about Cenovus’s reserves and other oil and gas information are available in the Advisory and the Management’s Discussion and Analysis (MD&A), Annual Information Form (AIF) and Annual Report on Form 40-F for the year ended December 31, 2024, available on SEDAR+ at sedarplus.ca, EDGAR at sec.gov and Cenovus’s website at cenovus.com under Investors.

    Cenovus year-end disclosure documents

    Today, Cenovus is filing its interim and audited Consolidated Financial Statements, MD&A and AIF with Canadian securities regulatory authorities. The company is also filing its Annual Report on Form 40-F for the year ended December 31, 2024 with the U.S. Securities and Exchange Commission. Copies of these documents will be available on SEDAR+ at sedarplus.ca, EDGAR at sec.gov and the company’s website at cenovus.com under Investors. They can also be requested free of charge by emailing investor.relations@cenovus.com

    Dividend declarations and share purchases

    The Board of Directors has declared a quarterly base dividend of $0.180 per common share, payable on March 31, 2025 to shareholders of record as of March 14, 2025.

    In addition, the Board has declared a quarterly dividend on each of the Cumulative Redeemable First Preferred Shares – Series 1, Series 2, Series 5 and Series 7 – payable on March 31, 2025 to shareholders of record as of March 14, 2025 as follows:

    Preferred shares dividend summary

    Share series Rate (%) Amount ($/share)
    Series 1 2.577 0.16106
    Series 2 5.211 0.32123
    Series 5 4.591 0.28694
    Series 7 3.935 0.24594
         

    All dividends paid on Cenovus’s common and preferred shares will be designated as “eligible dividends” for Canadian federal income tax purposes. Declaration of dividends is at the sole discretion of the Board and will continue to be evaluated on a quarterly basis.

    In the fourth quarter, the company returned $706 million to shareholders, composed of $108 million from its purchase of 4.6 million shares through its normal course issuer bid (NCIB), $348 million through common and preferred share dividends and $250 million through the redemption of Cenovus Series 3 preferred shares. In 2024, Cenovus returned $3.2 billion to shareholders, including $1.4 billion of share purchases through its NCIB, $1.6 billion in common and preferred share dividends, and $250 million through the redemption of the Series 3 preferred shares.

    2025 planned maintenance

    The following table provides details on planned maintenance activities at Cenovus assets in 2025 and anticipated production or throughput impacts.

    Potential quarterly production/throughput impact (Mbbls/d or MBOE/d)

    (MBOE/d or Mbbls/d) Q1 Q2 Q3 Q4 Annualized impact
    Upstream
    Oil Sands 30 – 40 5 – 7 10 – 12
    Offshore 4 – 6 1 – 2
    Conventional
    Downstream
    Canadian Refining
    U.S. Refining 7 – 10 35 – 45 2 – 4 6 – 10 13 – 17
               

    Potential turnaround expenses

    ($ millions) Q1 Q2 Q3 Q4 Annualized impact
    Downstream
    Canadian Refining
    U.S. Refining 110 – 135 210 – 240 80 – 95 40 – 50 440 – 520
               

    Conference call today

    9 a.m. Mountain Time (11 a.m. Eastern Time)

    Cenovus will host a conference call today, February 20, 2025, starting at 9 a.m. MT (11 a.m. ET).

    To join the conference call, please dial 1-800-206-4400 (toll-free in North America) or 1-289-514-5005 to reach a live operator who will join you into the call. A live audio webcast will also be available and archived for approximately 30 days.

    Advisory

    Basis of Presentation

    Cenovus reports financial results in Canadian dollars and presents production volumes on a net to Cenovus before royalties basis, unless otherwise stated. Cenovus prepares its financial statements in accordance with International Financial Reporting Standards (IFRS) Accounting Standards.

    Barrels of Oil Equivalent

    Natural gas volumes have been converted to barrels of oil equivalent (BOE) on the basis of six thousand cubic feet (Mcf) to one barrel (bbl). BOE may be misleading, particularly if used in isolation. A conversion ratio of one bbl to six Mcf is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil compared with natural gas is significantly different from the energy equivalency conversion ratio of 6:1, utilizing a conversion on a 6:1 basis is not an accurate reflection of value.

    Reserves Life Index

    Reserves life index is calculated based on reserves for the applicable reserves category divided by annual production.

    Product types

    Product type by operating segment Three months ended
    December 31, 2024
    Full year ended
    December 31, 2024
    Oil Sands
    Bitumen (Mbbls/d) 608.6 591.3
    Heavy crude oil (Mbbls/d) 18.0 17.6
    Conventional natural gas (MMcf/d) 11.8 11.1
    Total Oil Sands segment production (MBOE/d) 628.5 610.7
    Conventional
    Light crude oil (Mbbls/d) 4.8 4.9
    Natural gas liquids (Mbbls/d) 19.7 21.0
    Conventional natural gas (MMcf/d) 560.5 563.8
    Total Conventional segment production (MBOE/d) 117.8 119.9
    Offshore
    Light crude oil (Mbbls/d) 7.5 8.0
    Natural gas liquids (Mbbls/d) 12.0 11.0
    Conventional natural gas (MMcf/d) 301.0 285.3
    Total Offshore segment production (MBOE/d) 69.7 66.6
    Total Upstream production (MBOE/d) 816.0 797.2
         

    Forward‐looking Information

    This news release contains certain forward‐looking statements and forward‐looking information (collectively referred to as “forward‐looking information”) within the meaning of applicable securities legislation about Cenovus’s current expectations, estimates and projections about the future of the company, based on certain assumptions made in light of the company’s experiences and perceptions of historical trends. Although Cenovus believes that the expectations represented by such forward‐looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Forward‐looking information in this document is identified by words such as “anticipate”, “continue”, “deliver”, “focus”, “plan”, “progress”, “steward”, “target” and “will” or similar expressions and includes suggestions of future outcomes, including, but not limited to, statements about: Net Debt; returning Excess Free Funds Flow to shareholders; growth plans and projects; delivering long-term shareholder value; production guidance; the optimization project at Foster Creek; steam injection and timing of production at Narrows Lake; production and timing of well pads at Sunrise; installation and commissioning of the Sea Rose FPSO and return of production at White Rose; the installation and commissioning of, and timing of first oil from, the West White Rose project; 2025 planned maintenance; and dividend payments.

    Developing forward‐looking information involves reliance on a number of assumptions and consideration of certain risks and uncertainties, some of which are specific to Cenovus and others that apply to the industry generally. The factors or assumptions on which the forward‐looking information in this news release are based include, but are not limited to: the allocation of free funds flow; commodity prices, inflation and supply chain constraints; Cenovus’s ability to produce on an unconstrained basis; Cenovus’s ability to access sufficient insurance coverage to pursue development plans; Cenovus’s ability to deliver safe and reliable operations and demonstrate strong governance; and the assumptions inherent in Cenovus’s 2025 corporate guidance available on cenovus.com.

    The risk factors and uncertainties that could cause actual results to differ materially from the forward‐looking information in this news release include, but are not limited to: the accuracy of estimates regarding commodity production and operating expenses, inflation, taxes, royalties, capital costs and currency and interest rates; risks inherent in the operation of Cenovus’s business; and risks associated with climate change and Cenovus’s assumptions relating thereto and other risks identified under “Risk Management and Risk Factors” and “Advisory” in Cenovus’s Management’s Discussion and Analysis (MD&A) for the year ended December 31, 2024.

    Except as required by applicable securities laws, Cenovus disclaims any intention or obligation to publicly update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise. Readers are cautioned that the foregoing lists are not exhaustive and are made as at the date hereof. Events or circumstances could cause actual results to differ materially from those estimated or projected and expressed in, or implied by, the forward‐looking information. For additional information regarding Cenovus’s material risk factors, the assumptions made, and risks and uncertainties which could cause actual results to differ from the anticipated results, refer to “Risk Management and Risk Factors” and “Advisory” in Cenovus’s MD&A for the periods ended December 31, 2024, and to the risk factors, assumptions and uncertainties described in other documents Cenovus files from time to time with securities regulatory authorities in Canada (available on SEDAR+ at sedarplus.ca, on EDGAR at sec.gov and Cenovus’s website at cenovus.com).

    Specified Financial Measures

    This news release contains references to certain specified financial measures that do not have standardized meanings prescribed by IFRS Accounting Standards. Readers should not consider these measures in isolation or as a substitute for analysis of the company’s results as reported under IFRS Accounting Standards. These measures are defined differently by different companies and, therefore, might not be comparable to similar measures presented by other issuers. For information on the composition of these measures, as well as an explanation of how the company uses these measures, refer to the Specified Financial Measures Advisory located in Cenovus’s MD&A for the period ended December 31, 2024 (available on SEDAR+ at sedarplus.ca, on EDGAR at sec.gov and on Cenovus’s website at cenovus.com) which is incorporated by reference into this news release.

    Upstream Operating Margin and Downstream Operating Margin

    Upstream Operating Margin and Downstream Operating Margin, and the individual components thereof, are included in Note 1 to the interim Consolidated Financial Statements.

    Total Operating Margin

    Total Operating Margin is the total of Upstream Operating Margin plus Downstream Operating Margin.

      Upstream (6) Downstream (6) Total
    ($ millions) Q4 2024 Q3 2024 Q4 2023 Q4 2024 Q3 2024 Q4 2023 Q4 2024 Q3 2024 Q4 2023
    Revenues
    Gross Sales 8,240 8,259 7,797 7,837 8,798 8,404 16,077 17,057 16,201
    Less: Royalties (914) (929) (902) (914) (929) (902)
      7,326 7,330 6,895 7,837 8,798 8,404 15,163 16,128 15,299
    Expenses
    Purchased Product 1,000 1,088 663 7,364 8,207 7,888 8,364 9,295 8,551
    Transportation and Blending 2,816 2,661 2,894 2,816 2,661 2,894
    Operating 842 860 864 866 918 826 1,708 1,778 1,690
    Realized (Gain) Loss on Risk Management (2) (10) 19 3 (4) (6) 1 (14) 13
    Operating Margin 2,670 2,731 2,455 (396) (323) (304) 2,274 2,408 2,151
                       

    6Found in the December 31, 2024, or the September 30, 2024, interim Consolidated Financial Statements. Revenues and purchased product for Q3 2024 Downstream operations were revised. See note 25 of our December 31, 2024, interim consolidated financial statements.

    ($ millions) Upstream (6) Downstream (6) Total
    Year ended December 31, 2024 2023 2024 2023 2024 2023
    Revenues
    Gross Sales      33,078        31,082        33,618        32,626      66,696        63,708  
    Less: Royalties      (3,449 )       (3,270 )              —                —      (3,449 )       (3,270 )
           29,629        27,812        33,618        32,626      63,247        60,438  
    Expenses
    Purchased Product        3,674          3,152        30,252        28,273      33,926        31,425  
    Transportation and Blending      11,331        11,088                —                —      11,331        11,088  
    Operating        3,489          3,690          3,670          3,201        7,159          6,891  
    Realized (Gain) Loss on Risk Management             14               12                 8                —             22               12  
    Operating Margin      11,121          9,870            (312 )        1,152      10,809        11,022  
                           

    Adjusted Funds Flow, Free Funds Flow and Excess Free Funds Flow

    The following table provides a reconciliation of cash from (used in) operating activities found in Cenovus’s Consolidated Financial Statements to Adjusted Funds Flow, Free Funds Flow and Excess Free Funds Flow. Adjusted Funds Flow per Share – Basic and Adjusted Funds Flow per Share – Diluted are calculated by dividing Adjusted Funds Flow by the respective basic or diluted weighted average number of common shares outstanding during the period and may be useful to evaluate a company’s ability to generate cash.

      Three Months Ended Twelve Months Ended
    ($ millions) December 31, 2024 September 30, 2024 December 31, 2023 December 31, 2024 December 31, 2023
    Cash From (Used in) Operating Activities (7) 2,029 2,474 2,946 9,235 7,388
    (Add) Deduct:          
    Settlement of Decommissioning Liabilities (64) (74) (65) (234) (222)
    Net Change in Non-Cash Working Capital 492 588 949 1,305 (1,193)
    Adjusted Funds Flow 1,601 1,960 2,062 8,164 8,803
    Capital Investment 1,478 1,346 1,170 5,015 4,298
    Free Funds Flow 123 614 892 3,149 4,505
    Add (Deduct):          
    Base Dividends Paid on Common Shares (330) (329) (261) (1,255) (990)
    Purchase of Common Shares under Employee Benefit Plan (43) (43)
    Dividends Paid on Preferred Shares (18) (9) (9) (45) (36)
    Settlement of Decommissioning Liabilities (64) (74) (65) (234) (222)
    Principal Repayment of Leases (80) (74) (72) (299) (288)
    Acquisitions, Net of Cash Acquired (3) (4) (14) (22) (515)
    Proceeds From Divestitures (1) 22 46 12
    Excess Free Funds Flow (416) 146 471 1,297 2,466
               

    7 Found in the December 31, 2024, or the September 30, 2024, interim Consolidated Financial Statements.

    Market Capture

    Market Capture contains a non-GAAP financial measure and is used in the company’s U.S. Refining segment to provide an indication of margin captured relative to what was available in the market based on widely-used benchmarks. We define Market Capture as Refining Margin divided by the weighted average 3-2-1 market benchmark crack, net of RINs, expressed as a percentage. The weighted average crack spread, net of RINs, is calculated on Cenovus’s operable capacity-weighted average of the Chicago and Group 3 3-2-1 benchmark market crack spreads, net of RINs.

    ($ millions) Three months ended
    December 31, 2024
    Three months ended
    September 30, 2024
    Revenues(8) 6,574 7,218
    Purchased Product(8) 6,296 6,854
    Gross Margin 278 364
    Total Processed Inputs (Mbbls/d) 588.4 568.0
    Refining Margin ($/bbl) 5.14 6.97
    Operable Capacity (Mbbls/d) 612.3 612.3
    Operable Capacity by Regional Benchmark (percent)
    Chicago 3-2-1 Crack Spread Weighting 81 81
    Group 3 3-2-1 Crack Spread Weighting 19 19
    Benchmark Prices and Exchange Rate
    Chicago 3-2-1 Crack Spread (US$/bbl) 12.12 18.62
    Group 3 3-2-1 Crack Spread (US$/bbl) 12.66 18.95
    RINs (US$/bbl) 4.02 3.89
    US$ per C$1 – Average 0.715 0.733
    Weighted Average Crack Spread, Net of RINs ($/bbl) 11.47 20.18
    Market Capture (percent) 45 35
         

    8 Found in Note 1 of the December 31, 2024, or the September 30, 2024, interim Consolidated Financial Statements. For the three months ended September 30, 2024, amounts reflect certain revisions. See Note 25 of our December 31, 2024, interim consolidated financial statements.

    Cenovus Energy Inc.

    Cenovus Energy Inc. is an integrated energy company with oil and natural gas production operations in Canada and the Asia Pacific region, and upgrading, refining and marketing operations in Canada and the United States. The company is focused on managing its assets in a safe, innovative and cost-efficient manner, integrating environmental, social and governance considerations into its business plans. Cenovus common shares and warrants are listed on the Toronto and New York stock exchanges, and the company’s preferred shares are listed on the Toronto Stock Exchange. For more information, visit cenovus.com.

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    Cenovus contacts

    Investors
    Investor Relations general line
    403-766-7711

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    Media Relations general line
    403-766-7751

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