Category: Business

  • MIL-OSI: Wearable Devices Ltd. Announces Closing of $2.5 Million Public Offering

    Source: GlobeNewswire (MIL-OSI)

    Yokneam Illit, Israel, Jan. 30, 2025 (GLOBE NEWSWIRE) — Wearable Devices Ltd. (the “Company” or “Wearable Devices”) (Nasdaq: WLDS, WLDSW), an award-winning pioneer in artificial intelligence (“AI”)-based wearable gesture control technology, today announced the closing of its previously announced “reasonable best efforts” public offering with a single institutional investor for the purchase and sale of 345,000 ordinary shares, 2,155,000 pre-funded warrants, and warrants to purchase up to 2,500,000 ordinary shares, at a combined offering price of $1.00 per share and accompanying warrant (the “Offering”). The Company received aggregate gross proceeds of approximately $2.5 million, before deducting placement agent fees and other offering expenses and assuming no exercise of the warrants. The warrants have an exercise price of $1.00 per share, are exercisable immediately and expire five years from the issuance date.

    The Company intends to use the net proceeds from the Offering for working capital and general corporate purposes.

    A.G.P./Alliance Global Partners acted as the sole placement agent for the Offering.

    In connection with the Offering, the Company also agreed to amend existing warrants that were previously issued to the investor participating in the Offering to purchase up to 822,000 ordinary shares of the Company, with an exercise price of $2.50 per share. Such existing warrants have been amended to reduce the exercise price to $1.00 per share and expire five years following the closing of the Offering.

    The securities described above were offered pursuant to a registration statement on Form F-1, as amended (File No. 333-284023), previously filed with the Securities and Exchange Commission (“SEC”), which was declared effective on January 28, 2025. The Offering was made only by means of a prospectus forming part of the effective registration statement. Copies of the preliminary prospectus and the final prospectus relating to the Offering may be obtained on the SEC’s website located at http://www.sec.gov. Electronic copies of the final prospectus relating to the Offering may be obtained from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at prospectus@allianceg.com.

    This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in this Offering, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

    About Wearable Devices Ltd.

    Wearable Devices Ltd. is a pioneering growth company revolutionizing human-computer interaction through its AI-powered neural input technology for both consumer and business markets. Leveraging proprietary sensors, software, and advanced AI algorithms, the Company’s innovative products, including the Mudra Band for iOS and Mudra Link for Android, enable seamless, touch-free interaction by transforming subtle finger and wrist movements into intuitive controls. These groundbreaking solutions enhance gaming, and the rapidly expanding AR/VR/XR landscapes. The Company offers a dual-channel business model: direct-to-consumer sales and enterprise licensing. Its flagship Mudra Band integrates functional and stylish design with cutting-edge AI to empower consumers, while its enterprise solutions provide businesses with the tools to deliver immersive and interactive experiences. By setting the input standard for the XR market, Wearable Devices is redefining user experiences and driving innovation in one of the fastest-growing tech sectors. Wearable Devices’ ordinary shares and warrants trade on the Nasdaq under the symbols “WLDS” and “WLDSW,” respectively.

    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, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate,” “will” or other comparable terms. For example, we are using forward-looking statements when we discuss the expected use of proceeds from this Offering. All statements other than statements of historical facts included in this press release regarding our strategies, prospects, financial condition, operations, costs, plans and objectives are forward-looking statements. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. 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. Therefore, you should not rely on any of these 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, the following: the trading of our ordinary shares or warrants and the development of a liquid trading market; our ability to successfully market our products and services; the acceptance of our products and services by customers; our continued ability to pay operating costs and ability to meet demand for our products and services; the amount and nature of competition from other security and telecom products and services; the effects of changes in the cybersecurity and telecom markets; our ability to successfully develop new products and services; our success establishing and maintaining collaborative, strategic alliance agreements, licensing and supplier arrangements; our ability to comply with applicable regulations; and the other risks and uncertainties described in our annual report on Form 20-F for the year ended December 31, 2023, filed on March 15, 2024 and our other filings with the SEC, including the registration statement on Form F-1, as amended (File No. 333-284023). We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

    Investor Relations Contact

    Michal Efraty
    IR@wearabledevices.co.il

    The MIL Network

  • MIL-OSI: FHLBank San Francisco Announces Departure of CEO Alanna McCargo

    Source: GlobeNewswire (MIL-OSI)

    SAN FRANCISCO, Jan. 30, 2025 (GLOBE NEWSWIRE) — The Federal Home Loan Bank of San Francisco (FHLBank San Francisco) announced today that its Board of Directors and Chief Executive Officer Alanna McCargo have jointly determined that effective immediately Ms. McCargo will step down as President and CEO. She will transition into a new role as Special Policy Advisor, working directly with the Chair of the Board of Directors, and will be returning to Washington, D.C.

    Joseph E. Amato, the Bank’s current Executive Vice President and Chief Financial Officer, will serve as interim President and CEO while the board launches a search for a new chief executive. Amato will continue to serve as CFO, a position he has held since May 2021. He joined the Bank as Executive Vice President and Senior Financial Officer in October 2020.

    Ms. McCargo was appointed President and CEO in June 2024. Prior to joining FHLBank San Francisco, she served as President of the Government National Mortgage Association (Ginnie Mae) and as Senior Advisor for Housing Finance at the U.S. Department of Housing and Urban Development. She previously led housing policy initiatives at the Urban Institute.

    “Alanna is a respected leader with deep expertise in housing finance and policy,” said Board Chair F. Daniel Siciliano. “Her insights and strategic guidance will be invaluable as we continue to support our members and partners in meeting the credit and investment needs of the communities we all serve.”

    FHLBank San Francisco is a member-owned cooperative that provides reliable funding to its member financial institutions to support lending for housing, jobs, and community investment. “Our focus remains on ensuring our members have the liquidity and resources they need to serve their communities effectively in our three-state region of Arizona, California, and Nevada,” Siciliano said.

    “This is a pivotal time for housing and financial markets, and I am pleased to continue working with the Board in this new capacity,” said Ms. McCargo. “I look forward to supporting the Bank and the broader FHLBank System in advancing policies that promote financial stability and access to capital.”

    About Federal Home Loan Bank of San Francisco

    The Federal Home Loan Bank of San Francisco is a member-driven cooperative helping local lenders in Arizona, California, and Nevada build strong communities, create opportunity, and change lives for the better. The tools and resources we provide to our member financial institutions — commercial banks, credit unions, industrial loan companies, savings institutions, insurance companies, and community development financial institutions — propel homeownership, finance quality affordable housing, drive economic vitality, and revitalize whole neighborhoods. Together with our members and other partners, we are making the communities we serve more vibrant, equitable, and resilient.

    Contact:

    Tom Flannigan, Director of Public Relations
    415-616-2695
    Tom.Flannigan@fhlbsf.com
    FHLBank San Francisco

    The MIL Network

  • MIL-OSI USA: Rosen Helps Introduce Bipartisan Bill to Cut Red Tape, Help Small Businesses Adopt Digital Tools

    US Senate News:

    Source: United States Senator Jacky Rosen (D-NV)
    WASHINGTON, DC – U.S. Senators Jacky Rosen (D-NV), Todd Young (R-IN), Ted Budd (R-NC), and Jeanne Shaheen (D-NH) introduced legislation to cut red tape and help small business owners integrate digital tools into their businesses. The bipartisan Small Business Technological Advancement Act would clarify that small businesses can utilize the Small Business Administration’s (SBA) 7(a) loan program to finance technology that supports daily operations, including inventory management, product delivery, and accounting systems. 
    “Small businesses are the backbone of Nevada’s economy, and I’m committed to helping them thrive in any way I can,” said Senator Rosen. “That’s why I’m helping to introduce this bipartisan bill that will free up federal resources to make sure small businesses have the technological support they need to modernize their operations and continue to compete.”
    As a member of the Committee on Small Business and Entrepreneurship, Senator Rosen has worked to support Nevada’s small businesses. Each year, she leads her Senate colleagues in pushing for robust funding to support small businesses and cut burdensome red tape. Last year, she introduced the Tax Relief for New Businesses Act to increase the startup tax deduction for entrepreneurs looking to start a small business and reduce barriers for startups. Senator Rosen has also introduced the bipartisan Minority Entrepreneurship Grant Program Act to establish a Minority Entrepreneurship Grant Program through the SBA and award grants to Minority Serving Institutions to promote and increase opportunities for students to start their own businesses.

    MIL OSI USA News

  • MIL-OSI United Nations: Stressing Peacebuilding Commission’s Critical Role amid Rise in Conflicts Worldwide, Secretary-General Urges Increased, Innovative Funding to Support Its Work

    Source: United Nations General Assembly and Security Council

    Speakers Highlight Pact for Future’s Prioritization of Conflict Prevention, Mediation and Peacebuilding

    Amid escalating conflicts, widening geopolitical divisions and deepening climate crisis, the Peacebuilding Commission is “more critical than ever”, said the UN Chief, stressing that the Pact for the Future charts a course to reforming international cooperation by prioritizing prevention, mediation and peacebuilding.

    “Now we have the chance to consolidate and expand [the Commission’s] work,” said António Guterres, Secretary-General of the United Nations, recognizing its vital advisory role to the Security Council — including in the context of UN mission transitions.  He also commended its convening role within the UN and beyond, engaging civil society, the private sector, international and regional organizations and financial institutions.

    This year’s Review of the United Nations Peacebuilding Architecture offers an opportunity to strengthen the Commission’s role, he said, pointing to his recent report on Peacebuilding and Sustaining Peace, which suggests mobilizing political and financial support for nationally owned peacebuilding and prevention strategies.  

    On the issue of financing, he said the General Assembly’s approval of assessed contributions to the Peacebuilding Fund marks “an important step”. However, it is still a far cry from the “quantum leap” of $500 million per year that is needed.  Emphasizing that “voluntary contributions remain paramount”, he encouraged countries to provide additional support to the Fund.  Additionally, given the urgent and expanding needs for peacebuilding support, the Review of the Peacebuilding Architecture shall further examine how to ensure the Fund’s predictability, adequacy and sustainability by exploring innovative financing mechanisms, public-private partnerships and blended funding models.

    “We must never waver in our commitment to pursue, achieve and sustain peace,” he stated, noting that the UN’s peacebuilding architecture — in collaboration with UN country teams — is essential to help “translate aspirations into reality”.

    Following the Secretary-General’s opening remarks, the Commission adopted the body’s report on its eighteenth session, whose final version will be transmitted to the General Assembly and the Security Council for their respective annual consideration. 

    Election of Officers for Nineteenth Session

    The Commission also elected officers for its nineteenth session by acclamation, including Germany as Chair and Japan, Poland, Brazil and Morocco as Vice-Chairs.  Further, it re-elected the following countries to chair the Commission’s country-specific configurations:  Morocco, for the Central African Republic; Brazil, for Guinea-Bissau; and Sweden, for Liberia. 

    Outgoing Commission Chair Highlights 2024 Efforts to Address Peacebuilding Challenges

    As outgoing Chair of the Commission’s eighteenth session, the representative of Brazil noted the Commission’s “robust” mandate as a platform for countries seeking assistance for their peacebuilding and conflict-prevention priorities.  “Through the [Commission], political, technical and financial support can be mobilized, and real impact on the ground can be achieved,” he said.  In that context, he highlighted that the body’s work in 2024 focused on exploring “concrete peacebuilding challenges” and showcasing “what has worked, lessons learned, frustrations and challenges different countries face”. 

    He added that, during 2024, the Commission also engaged in preparation for the 2025 peacebuilding architecture review.  Expressing hope that Member States see such review “as an opportunity that should not be missed”, he urged better synergy between the Commission, the Peacebuilding Support Office and the Peacebuilding Fund. “We should also explore ways to provide adequate institutional support to the [Commission] at all levels,” he said, expressing hope that the Trusteeship Council room may one day be renamed the Peacebuilding Council room.

    Pointing out that the Security Council’s permanent members are also permanent Commission members, he expressed hope that those States will participate more in Commission meetings in the future.  “With great power comes great responsibility,” he observed.

    Incoming Commission Chair Cites Strong Focus in 2025 on National Ownership, Closer Relationship with Peacebuilding Fund and Improving Impact 

    The representative of Germany, Chair of the Commission’s nineteenth session, noted her intention to continue supporting a strong emphasis on national ownership, the body’s convening power and its “unique bridging role” across the pillars of the United Nations.  Also pointing to opportunities to improve the Commission’s coherence and efficacy, she said that she will ensure follow-up with countries after a Commission meeting, work on a closer relationship between the Commission and the Peacebuilding Fund, and make the Fund’s work more visible — “especially with a view to the first-time-ever use of assessed contributions”. 

    She also detailed her hope to strengthen evidence-based discussion and peer-to-peer learning and consider the question of peacebuilding impact — “to ensure that the work we do here in New York has an impact on people’s lives on the ground”.  Work will also be done to build on previous efforts to foster the Commission’s relationship with regional organizations, strengthen coherence within the UN and enhance cooperation with international financial institutions.  She added that a close, meaningful exchange with other UN bodies is “key”. 

    Assistant Secretary-General Says Commission Uniquely Positioned to Offer Platform for Member States 

    The Assistant Secretary-General of the Peacebuilding Commission said that, in the current context of the proliferation of conflict and violence worldwide, the Commission is “uniquely positioned” to offer a platform for Member States that wish to come to it.  She added that 2025 presents new opportunities to strengthen the Commission’s role, including by accompanying countries’ peacebuilding journey.

    Incoming Vice Commission Chairs and Chairs of Country-Specific Configurations Share Perspectives

    Incoming Vice Chairs for the nineteenth session echoed that sentiment, with the representative of Poland saying 2025 “presents itself as a truly unique and exceptional year”.  The Pact for the Future, adopted in 2024, must be made to work “in the best possible way”, he said, particularly in the context of strengthening peacebuilding and conflict prevention. 

    Morocco’s speaker stressed that the Commission should expand its geographic and thematic scope while upholding the principle of national ownership.  Underscoring the need to optimize the Commission’s collaboration with the Council and other UN organs, he called for a comprehensive approach towards sustaining peace by leveraging and utilizing each body’s unique characteristics in a mutually complementary manner.

    The representative of Morocco said he will work to promote reconciliation, post-conflict reconstruction, development and inclusive peace processes.  As Chair of the Commission’s country-specific configuration for the Central African Republic, he will continue to work to mobilize the necessary resources for organizing upcoming local elections in that country — a “crucial stage for strengthening local governance and legitimacy of the authorities”.

    Brazil’s delegate stated:  “Our region faces its own peacebuilding and conflict prevention challenges [while] developing solutions.”  Noting his country’s readiness to share lessons learned, he said “this exchange is most useful in our common task as peacebuilders”. 

    The representative of Sweden, Chair of the Commission’s country-specific configuration for Liberia, said that Liberia has made “remarkable gains over the years”.  Peaceful elections held in 2023 and the orderly transfer of power in 2024 “were true milestones”, he stressed, noting that the configuration’s focus for 2025 will be consolidating long-term peacebuilding gains in the country. Liberia, he added, “has important experiences and lessons learned” to share with the Commission, including sustaining peace, inclusive development and reconciliation.

    Commission Members Stress Need to Invest in Addressing Root Causes of Conflict and Violence

    In the ensuing discussion, Commission members underscored the need to invest in addressing the root causes of conflict and violence, adding that the Pact for the Future has gained recognition for conflict prevention as a universally shared responsibility.

    “2025 will be a crucial year for peacebuilding,” said the representative of the European Union, in its capacity as observer.  The Council has demonstrated overwhelming support for this agenda by holding two open debates on conflict prevention.  “We have collectively recognized that elaborating national prevention strategies, anchored in national ownership, should be an aspiration for all countries,” he stressed.  The peacebuilding architecture review is “an opportunity to consolidate these gains” and to further strengthen the Commission as “an institution that can act as a bridge at the UN”, he continued.  As the Commission’s biggest donors, the bloc and its member States have matched this political commitment with funding support.

    Spotlighting the Commission’s “significant achievements”, Australia’s delegate said it expanded its regional engagement, provided input into the review and facilitated the revised terms of reference for peacebuilding funding.  Underlining the need to strengthen the Commission’s engagement with his region, he said it should encourage Member States to present their peacebuilding priorities. 

    “Although, at times, we may have had divergent views on how peacebuilding should be conducted, we continue to agree on the foundational principles of peacebuilding,” said his counterpart from South Africa. Namely, that it should be nationally owned and led, context-specific and adaptable, and that more can be done to support peacebuilding in post-conflict contexts. 

    “It is high time to match the ambitions with the capacities,” said Egypt’s delegate, underscoring the need to expand resources and guarantee the Commission’s more structured cooperation with the Council.

    Colombia’s representative, noting that the Commission regularly invites her delegation to share his country’s “experience of peace”, said that doing so helps States “better elucidate a horizon of peace in other places”. The legitimacy of the UN and the future of multilateralism “depend on our capacity to tackle complex crises, contribute to peace and security and ensure a better life for our peoples”, she asserted. 

    The speaker for Bangladesh, noting that the Commission has “always” based its work on national ownership, said that the body should continue supporting local needs and national priorities “by bringing all stakeholders into the discussion”.  Further, the Commission should strengthen its advisory role to facilitate the smooth transition of peacekeeping operations, leading to long-lasting peace. 

    For his part, the Russian Federation’s representative said that the upcoming peacebuilding-architecture review “should not reinvent the wheel but, rather, use existing mechanisms”.  He also stressed that the Commission must not focus solely on conflict prevention, losing sight of countries affected by conflict and post-conflict countries.  “It is them that need the political and financial support so that crises don’t return,” he said.  Also emphasizing the need to avoid duplication of work, he observed:  “The strong suit of the UN system is the principle of division of labour between its main organs.”

    MIL OSI United Nations News

  • MIL-OSI New Zealand: Govt Cuts – Workers sound alarm as Govt cuts impact services Kiwis rely on – PSA Survey

    Source: PSA

    The Government’s austerity measures are taking a toll on public servants’ wellbeing and their ability to deliver effective public services, a new PSA survey has found.
    More than 4,000 workers in public services, health, the state sector, local government, and community services responded to the survey.
    Key findings:
    – Over half of respondents have too much work to do everything well
    – More than 90% have been affected by restructuring
    – More than 40% regularly work longer hours without pay
    – 70% respond to work calls and messages outside of work hours
    – Over half are worried about losing their job
    Workers say the Government’s sweeping funding cuts are undermining their ability to do a good job. One health professional said it feels “like you are doing a disservice to people in our community as we cannot deliver the health care that they need with our waitlist and restricted service provision.”
    A respondent at a community organisation that’s had its funding significantly cut by the Government said they now spend more time chasing funding and less time providing services to the community.
    “It’s obvious now that the Government’s claim that ‘no front-line services will be affected’ is a lie,” said Duane Leo, National Secretary for the Public Service Association Te Pūkenga Here Tikanga Mahi. “No amount of spin will stop the public from seeing that the Government is deliberately underfunding their public services and setting the table for private shareholders to enrich themselves from people’s needs.”
    The survey also shows that, like most of the country, public sector, health and community workers are struggling with cost-of-living pressures. More than half are worried about becoming unemployed and not being able to find a job, as the Government signals cuts will continue.
    Public sector, health and community workers need more certainty and better management support. They want fair treatment, better pay, career progression and to be valued. Most of all, they want the restructuring and disruption to stop, to allow them to get on with the work of delivering for their communities.
    “Public, health, and community services – and the workers that provide them – are part of a future that works for everyone in Aotearoa,” said Leo. “To get that, they need certainty, resources, leadership, and a vision for effective, universal services. This survey shows the Government isn’t providing any of this. It’s part of a mountain of evidence that this Government wants a country for the wealthy few, rather than the many.”
    About the survey
    The PSA conducted the survey in December 2024 and got 4090 responses from members across the country, working in public services, health, the state sector, local government, and community public services.
    Read the full report of the survey results attached.

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: International treaty examination of the NZ – UAE Comprehensive Economic Partnership Agreement and Agreement on the Promotion and Protection of Investments

    Source: New Zealand ParliamentThe Foreign Affairs, Defence and Trade Committee is calling for submissions on its international treaty examination of the New Zealand – United Arab Emirates Comprehensive Economic Partnership Agreement, and Agreement between the Government of New Zealand and the Government of the United Arab Emirates on the Promotion and Protection of Investments.
    MIL OSI

    MIL OSI New Zealand News

  • MIL-OSI USA: Attorney General Bonta Announces Nearly $600K Settlement with Amazon Resolving Proposition 65 and UCL Claims Relating to Sales on its Website of Skin-Lightening Face Creams Containing Mercury

    Source: US State of California

    OAKLAND – California Attorney General Rob Bonta today announced a settlement with Amazon.com, Inc. (Amazon) resolving allegations under Proposition 65 and the Unfair Competition Law arising from Amazon’s facilitation of sales into California of skin-lightening creams with high mercury levels. As part of the settlement, which is subject to court approval, Amazon will pay nearly $600,000 in civil penalties, attorneys’ fees, and costs to the Attorney General, and will agree to injunctive provisions aimed at preventing creams with high mercury levels from being sold through Amazon’s website into California. The Attorney General’s settlement will also resolve the claims of two Proposition 65 private enforcers, Larry Lee and As You Sow, the latter an environmental non-profit organization, which prior to Attorney General Bonta’s investigation had discovered that Amazon had facilitated the sale of mercury-containing face creams in California, and had litigated against the company. 

    “At the California Department of Justice, we are unwavering in our commitment to upholding laws that protect the safety and well-being of Californians,” said Attorney General Bonta. “Today’s settlement reflects that commitment, and we will continue to hold accountable those who violate our state environmental and consumer laws.”

    Mercury is a powerful neurotoxin that impairs the nervous system, and prenatal exposure can impede normal development in fetuses and young children. Exposure to mercury can lead to irritability, muscle incoordination, memory loss, brain damage, and even death. Mercury is capable of being absorbed through skin, and the transfer of mercury from a consumer’s hand to a common surface area can also create an exposure source for children and other household members.

    The Attorney General investigated Amazon for facilitating third-party sales of skin-lightening face creams that contain mercury following lawsuits by the private enforcers. The California Department of Justice’s (DOJ) investigation identified several face creams that contained very high mercury levels—ranging from 121 to 16,000 parts per million, well in excess of the U.S. Food and Drug Administration’s maximum limit of 1 part per million—and that required a warning about those mercury levels under Proposition 65. Amazon had failed to provide such warnings for creams sold through its site, thereby violating both Proposition 65 and the Unfair Competition Law. 

    Following his investigation, the Attorney General asked Amazon to cease and desist from facilitating the sale of face creams identified as containing excessive mercury. Amazon, which does not manufacture these products, agreed to implement a sale-prevention protocol, or “suppression rule,” to prevent face creams with dangerous levels of mercury from being available for sale on its website.

    Under the proposed consent judgment, Amazon will pay $218,560 in civil penalties to the Attorney General’s Office pursuant to Proposition 65 and the Unfair Competition Law, $278,942 to reimburse a portion of the Attorney General’s Office’s attorneys’ fees and costs, and $65,000 for future monitoring costs. Amazon will pay additional penalties and fees to resolve the claims of the private enforcers. The settlement also contains injunctive provisions, including that Amazon must do the following: continue to implement the suppression rule, and continuously adjust it to ensure that it remains effective; retain an independent product consultant who has significant experience with these skin-lightening products; and create a list of pre-approved brands that do not include mercury in their products. 

    A copy of the complaint and proposed consent judgment, which remain subject to court approval, can be found here and here.  

    MIL OSI USA News

  • MIL-OSI Security: Owner of Retirement Services Company Sentenced to Federal Prison for Stealing Money from Clients Through Wire Fraud Scheme

    Source: Office of United States Attorneys

    ALEXANDRIA, La. – Acting United States Attorney Alexander C. Van Hook announced that Jerry O. Pearson, 62, of Alexandria, Louisiana, was sentenced today by United States District Judge Dee D. Drell for committing wire fraud. Pearson was sentenced to 63 months in prison, followed by 3 years of supervised release, and ordered to pay restitution to his victims in the amount of $3,431,152.21.  

    According to information presented in court, Pearson was the owner/operator of Mid South Retirement Services, LLC (“Mid South”) located in Boyce, Louisiana, from 2012 to 2021. Pearson managed Self-Directed Individual Retirement Accounts (SDIRA). An SDIRA is an IRA held by a custodian that allows investment in a wider range of assets than most conventional IRA custodians permit. Mid South served as the custodian of SDIRAs and managed approximately $40 million in assets. Pearson was also the registered agent and manager/member of an unrelated company, Gray-Walk Farms, LLC, which was registered in the State of Louisiana and located in Alexandria. Gray-Walk Farms is unrelated to Mid South and did not provide SDIRAs. 

    Pearson created a scheme to defraud clients where he would take funds that Mid South was holding as the custodian, and transfer them to other accounts he controlled, without the client’s permission. Pearson used intermediary accounts at financial institutions in the Western District of Louisiana and elsewhere in the name of Mid South and others to move the money out of the Mid South Funding account where client funds were held. The funds would then be moved to Gray-Walk Farm’s accounts, Pearson’s personal bank accounts, or investment accounts in his name. In total, during the scheme, Pearson transferred $3,431,152.21 in client funds from the Mid South client funding bank account to other accounts he controlled. Pearson then used the funds for himself, as well as the benefit of his family and other companies that he controlled. In order to keep the scheme from being detected, Pearson would misrepresent to clients that he was investing the funds as they had directed, when, in fact, he was taking the money.  Pearson pleaded guilty on August 16, 2024, to the Bill of Information charging him with one count of wire fraud.

    “Unfortunately, there were over 70 victims who fell prey to Pearson’s schemes and lies in connection with this case and many are left without their life savings and retirement as a result of his selfish actions,” said Acting U.S. Attorney Alexander C. Van Hook. “This defendant conned many people for years, but his actions have finally caught up with him. This sentence should send a message that if you commit this type of fraud, you will go to prison.”

    “Mr. Pearson abused the trust of his clients for the benefit of himself and his family,” said Special Agent in Charge Lyonel Myrthil of FBI New Orleans. “The FBI will continue to work with partners like the Louisiana Office of Financial Institutions to bring justice to people who are victimized in cases like this.”

    The case was investigated by the Federal Bureau of Investigation and prosecuted by Assistant United States Attorney Seth D. Reeg. The Louisiana Office of Financial Institutions was also involved in the investigation.

    # # #

    MIL Security OSI

  • MIL-OSI: Waldencast plc Announces Upcoming Earnings Release and Conference Call Dates

    Source: GlobeNewswire (MIL-OSI)

    LONDON, Jan. 30, 2025 (GLOBE NEWSWIRE) — Waldencast plc, (NASDAQ: WALD) (“Waldencast”), a global multi-brand beauty and wellness platform, announced upcoming earnings release, conference call and webcast information for the fourth quarter and full fiscal year 2024 and first, second, and third quarters of fiscal year 2025. The webcasts will be available on the Investor Relations page on the company’s website at https://ir.waldencast.com/ approximately 2 weeks prior to the events.

    For the fourth quarter and full fiscal year 2024, the Company plans to issue a press release detailing its financial performance after the U.S. stock market closes on Tuesday, March 18th, 2025. The Company’s management team will conduct a conference call and webcast including a slide presentation to discuss its results, strategy and outlook on Wednesday, March 19th, 2025 at 8:30am ET.

    For the first quarter of fiscal 2025, the Company plans to issue a press release detailing its financial performance after the U.S. stock market closes on Tuesday, May 13th, 2025. The Company’s management team will conduct a conference call and webcast including a slide presentation to discuss its results, strategy and outlook on Wednesday, May 14th, 2025 at 8:30am ET.

    For the second quarter of fiscal 2025, the Company plans to issue a press release detailing its financial performance after the U.S. stock market closes on Monday, August 18th, 2025. The Company’s management team will conduct a conference call and webcast including a slide presentation to discuss its results, strategy and outlook on Tuesday, August 19th, 2025 at 8:30am ET.

    For the third quarter of fiscal 2025, the Company plans to issue a press release detailing its financial performance after the U.S. stock market closes on Tuesday, November 11th, 2025. The Company’s management team will conduct a conference call and webcast including a slide presentation to discuss its results, strategy and outlook on Wednesday, November 12th, 2025 at 8:30am ET.

    About Waldencast

    Founded by Michel Brousset and Hind Sebti, Waldencast’s ambition is to build a global best-in-class beauty and wellness operating platform by developing, acquiring, accelerating, and scaling conscious, high-growth purpose-driven brands. Waldencast’s vision is fundamentally underpinned by its brand-led business model that ensures proximity to its customers, business agility, and market responsiveness, while maintaining each brand’s distinct DNA. The first step in realizing its vision was the business combination with Obagi Skincare and Milk Makeup. As part of the Waldencast platform, its brands will benefit from the operational scale of a multi-brand platform; the expertise in managing global beauty brands at scale; a balanced portfolio to mitigate category fluctuations; asset light efficiency; and the market responsiveness and speed of entrepreneurial indie brands. For more information please visit: https://ir.waldencast.com/.

    Contacts

    Investors
    ICR
    Allison Malkin
    investors@waldencast.com

    Media
    ICR
    Brittney Fraser/Alecia Pulman
    waldencast@icrinc.com

    The MIL Network

  • MIL-OSI: AppFolio, Inc. Announces Fourth Quarter and Fiscal Year 2024 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    SANTA BARBARA, Calif., Jan. 30, 2025 (GLOBE NEWSWIRE) — AppFolio, Inc. (NASDAQ: APPF) (“AppFolio” or the “Company”), a technology leader powering the future of the real estate industry, today announced its financial results for the fourth quarter and fiscal year ended December 31, 2024.

    “I am proud of our strong performance in 2024 as we continue to deliver value to our customers through differentiated industry-leading innovation,” said Shane Trigg, President and CEO, AppFolio. “Our investments in AI and the resident experience are translating into meaningful outcomes for our customers and fueling our mission to build the platform where the real estate industry comes to do business. We are acquiring, growing, and retaining customers while delivering exceptional service.”

    Financial Highlights for Fourth Quarter of 2024

    • Revenue grew 19% year-over-year to $204 million.
    • Total units under management grew 6% year-over-year to 8.7 million.
    • GAAP operating income was $23 million, or 11.3% of revenue, compared to operating income of $28 million, or 16.4% of revenue in Q4 2023.
    • Non-GAAP operating income was $41 million, or 20.2% of revenue, compared to an operating income of $42 million, or 24.3% of revenue, in Q4 2023.
    • Net cash provided by operating activities was $37 million, or 18.0% of revenue, compared to $31 million, or 18.1% of revenue, in Q4 2023.
    • Non-GAAP free cash flow was $35 million, or 17.3% of revenue, compared to $34 million, or 19.9% of revenue, in Q4 2023.

    Financial Highlights for Fiscal Year 2024

    • Revenue grew 28% year-over-year to $794 million.
    • GAAP operating income was $136 million, or 17.1% of revenue, compared to operating income of $1 million, or 0.2% of revenue, in fiscal year 2023.
    • Non-GAAP operating income was $200 million, or 25.2% of revenue, compared to operating income of $76 million, or 12.2% of revenue, in fiscal year 2023.
    • Net cash provided by operating activities was $188 million, or 23.7% of revenue, compared to $60 million, or 9.7% of revenue, in fiscal year 2023.
    • Non-GAAP free cash flow was $182 million, or 22.9% of revenue, compared to $74 million, or 11.9% of revenue, in fiscal year 2023.

    Financial Outlook
    Based on information available as of January 30, 2025, AppFolio’s outlook for fiscal year 2025 follows:

    • Full year revenue is expected to be in the range of $920 million to $940 million.
    • Full year non-GAAP operating margin as a percentage of revenue is expected to be in the range of 24.5% to 26.5%.
    • Diluted weighted average shares outstanding are expected to be approximately 37 million for the full year.

    Conference Call Information
    As previously announced, the Company will host a conference call today, January 30, 2025, at 2:00 p.m. Pacific Time (PT), 5:00 p.m. Eastern Time (ET), to discuss the Company’s fourth quarter and fiscal year 2024 financial results. A live webcast of the call will be available at: https://edge.media-server.com/mmc/p/ed7u6ptp/. To access the call by phone, please go to the following link: https://register.vevent.com/register/BIdc9c20754ec649859552be5efc7cfa83, and you will be provided with dial in details. A replay of the webcast will also be available for a limited time on AppFolio’s Investor Relations website at https://ir.appfolioinc.com/news-events/events.

    The Company also provides announcements regarding its financial results and other matters, including SEC filings, investor events, and press releases, on its Investor Relations website at https://ir.appfolioinc.com/, as a means of disclosing material nonpublic information and for complying with AppFolio’s disclosure obligations under Regulation FD.

    About AppFolio
    AppFolio is a technology leader powering the future of the real estate industry. Our innovative platform and trusted partnership enable our customers to connect communities, increase operational efficiency, and grow their business. For more information about AppFolio, visit ir.appfolioinc.com.

    Investor Relations Contact:
    Lori Barker
    ir@appfolio.com

    Use of Non-GAAP Financial Measures
    Reconciliations of current and historical non-GAAP financial measures to AppFolio’s financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section of the tables entitled “Statement Regarding the Use of Non-GAAP Financial Measures.”

    AppFolio is unable, at this time, to provide GAAP equivalent guidance measures on a forward-looking basis for non-GAAP operating margin because certain items that impact this measure are uncertain, out of our control, or cannot be reasonably predicted, such as charges related to stock-based compensation expense. The effect of these excluded items may be significant.

    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, which statements are subject to considerable risks and uncertainties. Forward-looking statements include all statements that are not statements of historical fact contained in this press release, and can be identified by words such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “future’” “predicts, “projects,” “target,” “seeks,” “contemplates,” “should,” “will,” “would” or similar expressions and the negatives of those expressions. In particular, forward-looking statements contained in this press release relate to future operating results and financial position, including the Company’s fiscal year 2025 financial outlook, anticipated future expenses and investments, the Company’s business opportunities, the impact of the Company’s strategic actions and initiatives, the potential benefits and effect of the Company’s AI and resident experience related services and their impact on the Company’s plans, objectives, expectations and capabilities.

    Forward-looking statements represent AppFolio’s current beliefs and expectations based on information currently available and speak only as of the date the statement is made. Forward-looking statements are subject to numerous known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. The risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements to materially differ from those expressed or implied by these forward-looking statements include those risks, uncertainties and other factors described in the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on February 1, 2024, and the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recently filed Annual Report on Form 10-K or Quarterly Report on Form 10-Q, as well as in the Company’s other filings with the SEC. You should read this press release with the understanding that the Company’s actual future results may be materially different from the results expressed or implied by these forward-looking statements.

    The Company undertakes no obligation to update any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law.

    CONDENSED CONSOLIDATED BALANCE SHEETS
    (UNAUDITED)
    (in thousands)
        December 31,
    2024
      December 31,
    2023
    Assets        
    Current assets        
    Cash and cash equivalents   $ 42,504   $ 49,509
    Investment securities—current     235,745     162,196
    Accounts receivable, net     24,346     20,709
    Prepaid expenses and other current assets     32,807     39,943
    Total current assets     335,402     272,357
    Property and equipment, net     24,483     28,362
    Operating lease right-of-use assets     17,472     19,285
    Capitalized software development costs, net     15,429     21,562
    Goodwill     96,410     56,060
    Intangible assets, net     49,057     2,357
    Deferred income taxes     76,910    
    Other long-term assets     11,515     8,906
    Total assets   $ 626,678   $ 408,889
    Liabilities and Stockholders’ Equity        
    Current liabilities        
    Accounts payable   $ 2,378   $ 1,141
    Accrued employee expenses     30,157     35,567
    Accrued expenses     14,658     21,723
    Other current liabilities     16,087     11,335
    Total current liabilities     63,280     69,766
    Operating lease liabilities     37,476     41,114
    Deferred tax liabilities         697
    Other liabilities     6,632    
    Total liabilities     107,388     111,577
    Stockholders’ equity     519,290     297,312
    Total liabilities and stockholders’ equity   $ 626,678   $ 408,889
     
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (UNAUDITED)
    (in thousands, except per share amounts)
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
        2024       2023     2024       2023
    Revenue(1) $ 203,664     $ 171,830   $ 794,202     $ 620,445
    Costs and operating expenses:              
    Cost of revenue (exclusive of depreciation and amortization)(2)   76,189       61,275     282,067       238,076
    Sales and marketing(2)   33,436       21,501     110,597       107,602
    Research and product development(2)   42,296       34,847     160,375       151,364
    General and administrative(2)   23,449       19,035     85,974       93,452
    Depreciation and amortization   5,336       6,933     19,545       28,988
    Total costs and operating expenses   180,706       143,591     658,558       619,482
    Income from operations   22,958       28,239     135,644       963
    Other income, net   697       286     697       3
    Interest income, net   3,499       2,404     13,981       7,031
    Income before provision for income taxes   27,154       30,929     150,322       7,997
    (Benefit from) provision for income taxes   (75,580 )     661     (53,746 )     5,295
    Net income $ 102,734     $ 30,268   $ 204,068     $ 2,702
    Net income per common share:              
    Basic $ 2.82     $ 0.85   $ 5.63     $ 0.08
    Diluted $ 2.79     $ 0.83   $ 5.55     $ 0.07
    Weighted average common shares outstanding              
    Basic   36,374       35,812     36,252       35,629
    Diluted   36,783       36,596     36,782       36,417
     

    (1) The following table presents our revenue categories:

      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
        2024       2023     2024       2023
    Core solutions $ 47,631     $ 41,252   $ 180,605     $ 156,692
    Value Added Services   153,334       127,990     605,011       454,098
    Other   2,699       2,588     8,586       9,655
    Total revenue $ 203,664     $ 171,830   $ 794,202     $ 620,445
     

    (2) Includes stock-based compensation expense as follows:

      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
        2024       2023     2024       2023
    Costs and operating expenses:                      
    Cost of revenue (exclusive of depreciation and amortization) $ 1,261     $ 798   $ 4,522     $ 3,703
    Sales and marketing   2,746       1,081     8,030       5,983
    Research and product development   5,789       5,123     25,414       20,974
    General and administrative   6,228       5,430     22,361       21,704
    Total stock-based compensation expense $ 16,024     $ 12,432   $ 60,327     $ 52,364
     
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (UNAUDITED)
    (in thousands)
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
        2024       2023       2024       2023  
    Cash from operating activities              
    Net income (loss) $ 102,734     $ 30,268     $ 204,068     $ 2,702  
    Adjustments to reconcile net income (loss) to net cash provided by operating activities:              
    Depreciation and amortization   4,986       6,385       17,790       26,500  
    Amortization of operating lease right-of-use assets   489       514       2,030       2,132  
    Gain on lease modification                     (4,281 )
    Deferred income taxes   (76,937 )     (494 )     (76,937 )     (490 )
    Stock-based compensation, including as amortized   16,374       12,980       62,081       54,852  
    Other   (2,074 )     (1,590 )     (8,220 )     (3,108 )
    Changes in operating assets and liabilities:              
    Accounts receivable   1,489       (349 )     (3,383 )     (4,206 )
    Prepaid expenses and other assets   3,015       (12,781 )     4,126       (13,493 )
    Accounts payable   1,850       (80 )     1,559       (1,565 )
    Operating lease liabilities   53       576       (3,143 )     (2,504 )
    Accrued expenses and other liabilities   (15,413 )     (4,246 )     (11,812 )     3,744  
    Net cash provided by operating activities   36,566       31,183       188,159       60,283  
    Cash from investing activities              
    Purchases of available-for-sale investments   (51,854 )     (86,821 )     (317,173 )     (195,740 )
    Proceeds from sales of available-for-sale investments   9,984             9,984       1,013  
    Proceeds from maturities of available-for-sale investments   76,280       58,130       240,035       152,382  
    Purchases of property and equipment   (195 )     (3,109 )     (2,016 )     (9,041 )
    Capitalization of software development costs   (1,058 )     (1,431 )     (5,170 )     (4,825 )
    Proceeds from equity-method investment                     629  
    Cash paid in business acquisition, net of cash acquired   (77,421 )           (77,421 )      
    Net cash used in investing activities   (44,264 )     (33,231 )     (151,761 )     (55,582 )
    Cash from financing activities              
    Proceeds from stock option exercises   11       410       3,924       2,595  
    Tax withholding for net share settlement   (12,226 )     (8,790 )     (47,327 )     (28,556 )
    Net cash used in financing activities   (12,215 )     (8,380 )     (43,403 )     (25,961 )
    Net decrease in cash, cash equivalents and restricted cash   (19,913 )     (10,428 )     (7,005 )     (21,260 )
    Cash, cash equivalents and restricted cash              
    Beginning of period   62,667       60,187       49,759       71,019  
    End of period $ 42,754     $ 49,759     $ 42,754     $ 49,759  
     
    RECONCILIATION FROM GAAP TO NON-GAAP RESULTS
    (UNAUDITED)
    (in thousands, except per share data)
          Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
            2024       2023       2024       2023  
    Costs and operating expenses:          
      GAAP cost of revenue (exclusive of depreciation and amortization) $ 76,189     $ 61,275     $ 282,067     $ 238,076  
        Stock-based compensation expense   (1,261 )     (798 )     (4,522 )     (3,703 )
        Workforce reduction costs                     (2,135 )
      Non-GAAP cost of revenue (exclusive of depreciation and amortization) $ 74,928     $ 60,477     $ 277,545     $ 232,238  
      GAAP cost of revenue (exclusive of depreciation and amortization) as a percentage of revenue   37 %     36 %     36 %     38 %
      Non-GAAP cost of revenue (exclusive of depreciation and amortization) as a percentage of revenue   37 %     35 %     35 %     37 %
                       
      GAAP sales and marketing $ 33,436     $ 21,501     $ 110,597     $ 107,602  
        Stock-based compensation expense   (2,746 )     (1,081 )     (8,030 )     (5,983 )
        Workforce reduction costs                     (3,401 )
      Non-GAAP sales and marketing $ 30,690     $ 20,420     $ 102,567     $ 98,218  
      GAAP sales and marketing as a percentage of revenue   16 %     13 %     14 %     17 %
      Non-GAAP sales and marketing as a percentage of revenue   15 %     12 %     13 %     16 %
                       
      GAAP research and product development $ 42,296     $ 34,847     $ 160,375     $ 151,364  
        Stock-based compensation expense   (5,789 )     (5,123 )     (25,414 )     (20,974 )
        Workforce reduction costs                     (2,635 )
      Non-GAAP research and product development $ 36,507     $ 29,724     $ 134,961     $ 127,755  
      GAAP research and product development as a percentage of revenue   21 %     20 %     20 %     24 %
      Non-GAAP research and product development as a percentage of revenue   18 %     17 %     17 %     21 %
                       
      GAAP general and administrative $ 23,449     $ 19,035     $ 85,974     $ 93,452  
        Stock-based compensation expense   (6,228 )     (5,430 )     (22,361 )     (21,704 )
        Gain on lease modification                     4,281  
        CEO separation costs, net                     (11,520 )
        Workforce reduction costs                     (2,106 )
      Non-GAAP general and administrative $ 17,221     $ 13,605     $ 63,613     $ 62,403  
      GAAP general and administrative as a percentage of revenue   12 %     11 %     11 %     15 %
      Non-GAAP general and administrative as a percentage of revenue   8 %     8 %     8 %     10 %
                       
      GAAP depreciation and amortization $ 5,336     $ 6,933     $ 19,545     $ 28,988  
        Amortization of stock-based compensation capitalized in software development costs   (350 )     (548 )     (1,754 )     (2,489 )
        Amortization of purchased intangibles   (1,744 )     (619 )     (2,100 )     (2,476 )
      Non-GAAP depreciation and amortization $ 3,242     $ 5,766     $ 15,691     $ 24,023  
      GAAP depreciation and amortization as a percentage of revenue   3 %     4 %     2 %     5 %
      Non-GAAP depreciation and amortization as a percentage of revenue   2 %     3 %     2 %     4 %
                                     
          Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
            2024       2023       2024       2023  
    Income from operations:              
      GAAP income from operations $ 22,958     $ 28,239     $ 135,644     $ 963  
        Stock-based compensation expense   16,024       12,432       60,327       52,364  
        Amortization of stock-based compensation capitalized in software development costs   350       548       1,754       2,489  
        Amortization of purchased intangibles   1,744       619       2,100       2,476  
        Gain on lease modification                     (4,281 )
        CEO separation costs, net                     11,520  
        Workforce reduction costs                     10,278  
      Non-GAAP income from operations $ 41,076     $ 41,838     $ 199,825     $ 75,809  
                       
    Operating margin:              
      GAAP operating margin   11.3 %     16.4 %     17.1 %     0.2 %
        Stock-based compensation expense as a percentage of revenue   7.8       7.2       7.6       8.4  
        Amortization of stock-based compensation capitalized in software development costs as a percentage of revenue   0.2       0.3       0.2       0.4  
        Amortization of purchased intangibles as a percentage of revenue   0.9       0.4       0.3       0.4  
        Gain on lease modification as a percentage of revenue                     (0.7 )
        CEO separation costs, net as a percentage of revenue                     1.9  
        Workforce reduction costs as a percentage of revenue                     1.8  
      Non-GAAP operating margin   20.2 %     24.3 %     25.2 %     12.2 %
                       
    Net income (loss):              
      GAAP net income $ 102,734     $ 30,268     $ 204,068     $ 2,702  
        Stock-based compensation expense   16,024       12,432       60,327       52,364  
        Amortization of stock-based compensation capitalized in software development costs   350       548       1,754       2,489  
        Amortization of purchased intangibles   1,744       619       2,100       2,476  
        Gain on lease modification                     (4,281 )
        CEO separation costs, net                     11,520  
        Workforce reduction costs                     10,278  
        Income tax effect of adjustments   (86,898 )     (11,556 )     (107,372 )     (15,415 )
      Non-GAAP net income $ 33,954     $ 32,311     $ 160,877     $ 62,133  
                       
    Net income per share, basic:              
      GAAP net income per share, basic $ 2.82     $ 0.85     $ 5.63     $ 0.08  
        Non-GAAP adjustments to net income   (1.89 )     0.05       (1.19 )     1.66  
      Non-GAAP net income per share, basic $ 0.93     $ 0.90     $ 4.44     $ 1.74  
                       
    Net income per share, diluted:              
      GAAP net income per share, diluted $ 2.79     $ 0.83     $ 5.55     $ 0.07  
        Non-GAAP adjustments to net income   (1.87 )     0.05       (1.18 )     1.64  
      Non-GAAP net income per share, diluted $ 0.92     $ 0.88     $ 4.37     $ 1.71  
                       
      Weighted-average shares used in GAAP per share calculation              
        Basic   36,374       35,812       36,252       35,629  
        Diluted   36,783       36,596       36,782       36,417  
                       
      Weighted-average shares used in non-GAAP per share calculation              
        Basic   36,374       35,812       36,252       35,629  
        Diluted   36,783       36,596       36,782       36,417  
                                       
          Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
            2024       2023       2024       2023  
    Free cash flow:        
      GAAP net cash provided by operating activities $ 36,566     $ 31,183     $ 188,159     $ 60,283  
        Purchases of property and equipment   (195 )     (3,109 )     (2,016 )     (9,041 )
        Capitalized software development costs   (1,058 )     (1,431 )     (5,170 )     (4,825 )
        CEO separation costs payment                     14,926  
        Partial lease termination payment                     2,851  
        Severance payments for workforce reduction         7,624       566       9,425  
      Non-GAAP free cash flow $ 35,313     $ 34,267     $ 181,539     $ 73,619  
                       
    Free cash flow margin:            
      GAAP net cash provided by operating activities as a percentage of revenue   18.0 %     18.1 %     23.7 %     9.7 %
        Purchases of property and equipment as a percentage of revenue   (0.1 )     (1.8 )     (0.3 )     (1.4 )
        Capitalized software development costs as a percentage of revenue   (0.6 )     (0.8 )     (0.6 )     (0.8 )
        CEO separation costs payment as a percentage of revenue                     2.4  
        Partial lease termination payment as a percentage of revenue                     0.5  
        Severance payments for workforce reduction as a percentage of revenue         4.4       0.1       1.5  
      Non-GAAP free cash flow margin   17.3 %     19.9 %     22.9 %     11.9 %
       

    Statement Regarding the Use of Non-GAAP Financial Measures

    We use the following non-GAAP financial measures in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP.

    • Non-GAAP presentation of income (loss) from operations, costs and operating expenses, operating margin, net income (loss), and net income (loss) per share. These measures exclude certain non-cash or non-recurring items, including stock-based compensation expense, amortization of stock-based compensation capitalized in software development costs, amortization of purchased intangibles, CEO separation costs, net, gain on lease modification, workforce reduction costs, and the related income tax effect of these adjustments, as applicable and described below. Non-GAAP operating margin is calculated as non-GAAP operating income (loss) from operations as a percentage of revenue.
    • Non-GAAP free cash flow. Non-GAAP free cash flow is defined as net cash from operating activities, less purchases of property and equipment, capitalization of software development costs, payments for separation costs and lease termination payments and severance payments for workforce reduction. We use free cash flow to evaluate our generation of cash from operations that is available for purposes other than capital expenditures and capitalized software development costs. Additionally, we believe that information regarding free cash flow provides investors with a perspective on the cash available to fund ongoing operations. We review cash flows generated from operations after taking into consideration capital expenditures and the capitalization of software development costs due to the fact that these expenditures are considered to be a necessary component of ongoing operations. Free cash flow margin is calculated as free cash flow as a percentage of revenue.

    We use each of these non-GAAP financial measures internally to assess and compare operating results across reporting periods, for internal budgeting and forecasting purposes, and to evaluate our financial performance. We believe these adjustments also provide useful supplemental information to investors and facilitate the analysis of our operating results and comparison of operating results across reporting periods.

    In particular, we believe these non-GAAP financial measures are useful to investors and others in assessing our operating performance due to the following factors:

    • Stock-based compensation expense and amortization of stock-based compensation capitalized in software development costs. We utilize stock-based compensation to attract and retain employees. It is principally aimed at aligning their interests with those of our stockholders while ensuring long-term retention, rather than to address operational performance for any particular period. As a result, stock-based compensation expenses, which include costs related to our workforce reduction, vary for reasons that are generally unrelated to financial and operational performance in any particular period.
    • Amortization of purchased intangibles. We view amortization of purchased intangible assets as items arising from pre-acquisition activities determined at the time of an acquisition. While these intangible assets are evaluated for impairment regularly, amortization of the cost of purchased intangibles is an expense that is not typically affected by operations during any particular period.
    • CEO separation costs, net. We incurred one-time separation costs associated with our former Chief Executive Officer’s Transition and Separation Agreement, dated March 1, 2023. We have excluded these costs, as we do not consider such amounts to be part of the ongoing operation of our business.
    • Gain on lease modification. In January 2023 and June 2023, we amended our San Diego lease. We have excluded any gain related to the remeasurement of the lease liability, as we do not consider such amounts to be part of the ongoing operation of our business.
    • Workforce reduction costs. We incurred one-time severance and related personnel costs associated with our workforce reduction in the third quarter of 2023. We have excluded these costs, along with the subsequent cash payments, as we do not consider such amounts to be part of the ongoing operation of our business.
    • Income tax effects of adjustments. We utilize a fixed long-term projected tax rate in our computation of non-GAAP income tax effects to provide better consistency across interim reporting periods. In projecting this long-term non-GAAP tax rate, we utilize a financial projection that excludes the direct impact of other non-GAAP adjustments. The projected rate, which we have determined to be 25%, considers other factors such as our current operating structure, existing tax positions in various jurisdictions, and key legislation in major jurisdictions where we operate. We periodically re-evaluate this tax rate, as necessary, for significant events, based on relevant tax law changes, and material changes in the forecasted geographic earnings mix.

    Our non-GAAP financial measures may not provide information that is directly comparable to that provided by other companies in our industry, as other companies may calculate non-GAAP financial results differently. In addition, there are limitations in using non-GAAP financial measures because non-GAAP financial measures are not prepared in accordance with GAAP and can exclude expenses that may have a material impact on our reported financial results. As such, non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. A reconciliation of the historical non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the tables above. We encourage investors to review the reconciliation of these historical non-GAAP financial measures to their most directly comparable GAAP financial measures.

    The MIL Network

  • MIL-OSI: AMSC to Report Third Quarter Fiscal Year 2024 Financial Results on February 5, 2025

    Source: GlobeNewswire (MIL-OSI)

    AYER, Mass., Jan. 30, 2025 (GLOBE NEWSWIRE) — AMSC® (NASDAQ: AMSC), a leading system provider of megawatt-scale power resiliency solutions that orchestrate the rhythm and harmony of power on the grid™ and protect and expand the capability of our Navy’s fleet, announced today that it plans to release its third quarter fiscal year 2024 financial results after the market close on Wednesday, February 5, 2025. In conjunction with this announcement, AMSC management will participate in a conference call with investors and covering analysts beginning at 10:00 a.m. Eastern Time on Thursday, February 6, 2025. On this call, management will discuss the Company’s recent accomplishments, financial results, and business outlook.

    Those who wish to listen to the live or archived conference call webcast should visit the “Investors” section of the Company’s website at https://www.amsc.com. The live call can be accessed 15 minutes prior to the scheduled start time by dialing 1-844-481-2802 or 1-412-317-0675 and asking to join the AMSC call.

    A replay of the call may be accessed 2 hours following the call by dialing 1-877-344-7529 and using conference passcode 9514460.

    About AMSC (Nasdaq: AMSC)

    AMSC generates the ideas, technologies and solutions that meet the world’s demand for smarter, cleaner … better energy™. Through its Gridtec™ Solutions, AMSC provides the engineering planning services and advanced grid systems that optimize network reliability, efficiency and performance. Through its Marinetec™ Solutions, AMSC provides ship protection systems and is developing propulsion and power management solutions designed to help fleets increase system efficiencies, enhance power quality and boost operational safety. Through its Windtec® Solutions, AMSC provides wind turbine electronic controls and systems, designs and engineering services that reduce the cost of wind energy. The Company’s solutions are enhancing the performance and reliability of power networks, increasing the operational safety of navy fleets, and powering gigawatts of renewable energy globally. Founded in 1987, AMSC is headquartered near Boston, Massachusetts with operations in Asia, Australia, Europe and North America. For more information, please visit www.amsc.com.

    ©2024 AMSC. AMSC, American Superconductor, NEPSI, Neeltran, D-VAR, D-VAR VVO, Amperium, Gridtec, Marinetec, Windtec, Orchestrate the Rhythm and Harmony of Power on the Grid and Smarter, Cleaner … Better Energy are trademarks or registered trademarks of American Superconductor Corporation. All other brand names, product names, trademarks, or service marks belong to their respective holders.

    The MIL Network

  • MIL-OSI: Financial Institutions, Inc. Announces Fourth Quarter and Full Year 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    WARSAW, N.Y., Jan. 30, 2025 (GLOBE NEWSWIRE) — Financial Institutions, Inc. (NASDAQ: FISI) (the “Company,” “we” or “us”), parent company of Five Star Bank (the “Bank”) and Courier Capital, LLC (“Courier Capital”), today reported financial and operational results for the fourth quarter and year ended December 31, 2024.

    These results reflect the Company’s previously disclosed balance sheet restructuring plan, which was executed in December following its successful and oversubscribed underwritten public common stock offering. As part of the restructuring, the Bank sold $653.5 million of available-for-sale (“AFS”) investment securities, which resulted in a pre-tax loss on the sale of securities of $100.2 million in the fourth quarter. The after-tax impact of the loss of approximately $75 million was entirely funded by a portion of the capital raised through the Company’s equity offering that was downstreamed to the Bank. The net proceeds from the pre-tax sale of the securities were reinvested into higher yielding, agency wrapped investment securities.

    The Company reported a net loss of $65.7 million in the fourth quarter of 2024, compared to net income of $13.5 million in the third quarter of 2024 and net income of $9.8 million in the fourth quarter of 2023. After preferred dividends, net loss available to common shareholders was $66.1 million, or ($4.02) per diluted share, in the fourth quarter of 2024, compared to net income of $13.1 million, or $0.84 per diluted share, in the third quarter of 2024, and net income of $9.4 million, or $0.61 per diluted share, in the fourth quarter of 2023. The Company recorded a provision for credit losses of $6.5 million in the current quarter, compared to $3.1 million in the linked quarter and $5.3 million in the prior year quarter.

    The Company reported a full year 2024 net loss of $24.5 million, compared to net income of $50.3 million in 2023. After preferred dividends, net loss available to common shareholders was $26.0 million, or ($1.66) per diluted share, for 2024 compared to net income available to common shareholders of $48.8 million, or $3.15 per diluted share, in 2023. Provision for credit losses was $6.2 million in 2024 and $13.7 million in 2023.

    Fourth Quarter and Full Year 2024 Key Results:

    • Net interest margin was up to 2.91% for the fourth quarter, up two basis points from the linked quarter and up 13 basis points from the year-ago quarter. Full year net interest margin of 2.86% compares to 2.94% in 2023.
    • Net interest income of $41.6 million in the fourth quarter of 2024 increased $952 thousand, or 2.3%, and $1.7 million, or 4.4%, from the linked and year-ago quarters, respectively. Full year net interest income of $163.6 million was down $2.1 million, or 1.3%, from 2023.
    • Total loans were $4.48 billion at December 31, 2024, reflecting an increase of $76.2 million, or 1.7%, during the quarter and an increase of $17.1 million, or 0.4%, during the year. Commercial loans totaled $2.86 billion at December 31, 2024, reflecting an increase of $104.8 million, or 3.8%, during the quarter and an increase of $123.9 million, or 4.5%, during the year.
    • Total deposits were $5.10 billion at December 31, 2024, down $201.9 million, or 3.8%, from September 30, 2024, primarily due to seasonal public deposit outflows, and down $108.2 million, or 2.1%, from the prior year end, driven by a reduction in brokered deposits.
    • Provision for credit losses of $6.5 million in the current quarter was driven by a combination of factors, including the impact of loan growth during the period, an increase in net charge-offs relative to the linked quarter, and higher qualitative factors overall.
    • Allowance for credit losses on loans to total loans was 1.07% at year-end 2024, compared to 1.01% at September 30, 2024 and 1.14% one year prior.
    • The Company reported stable credit quality metrics, as measured by annual net charge-offs to average loans of 0.20% for both 2024 and 2023.

    “Our Company navigated an incredibly dynamic 2024, rising above challenges to execute strategic initiatives that position us well not only heading into 2025, but for years to come. Our successful equity offering in the fourth quarter enabled us to undertake a balance sheet restructuring that is expected to contribute meaningfully to earnings, net interest margin, efficiency ratio, return on average assets and the quality of capital moving forward,” said President and Chief Executive Officer Martin K. Birmingham. “We believe these measures will allow us to accelerate operating performance with minimal downside risk, supporting our plans for continued organic growth.”

    “While loan growth was modest in 2024, in part reflecting the intentional reduction of our consumer indirect balances that partially offset commercial growth of 4.5% during the year, we remain enthused about organic growth opportunities in our core markets, as we finished 2024 with a strong fourth quarter from a commercial loan production standpoint, and we remain keenly focused on driving credit-disciplined loan growth to ensure the continued strength and stability of our asset quality metrics.”

    Chief Financial Officer and Treasurer W. Jack Plants II added, “As a result of our strategic actions through the course of the year, from the sale of our insurance subsidiary in April, to our successful and oversubscribed equity offering in December, our regulatory and tangible capital positions improved meaningfully and core operations have strong momentum to start 2025. We reported a common equity tier 1 ratio of 10.88%, up 145 basis points, and a tangible common equity ratio of 8.40%, up 240 basis points, both from year-end 2023. The upsizing of our equity offering provides us ample dry powder that we are committed to deploying thoughtfully, in a way that supports our long-term value creation objectives.”

    Capital Raise and Subsequent Balance Sheet Restructuring

    As previously disclosed, the Company completed an underwritten common stock offering on December 13, 2024. Through the public offering, the Company sold 4,600,000 shares of common stock, 600,000 shares of which were sold pursuant to the exercise of the underwriters’ overallotment option. Net proceeds from the capital raise were approximately $108.5 million.

    As expected, a portion of the proceeds was used to fund losses associated with a strategic investment securities restructuring. In late December, the Company completed its previously disclosed balance sheet restructuring plan, through which the Bank sold $653.5 million of AFS securities with a weighted average book yield of 1.74% for a pre-tax loss of $100.2 million. The after-tax impact of the loss was approximately $75 million. The Bank utilized net proceeds from the sale of securities to purchase higher-yielding agency wrapped investment securities with a face value of $566.2 million and a weighted average book yield of 5.16%, coupled with an additional $76.4 million of agency wrapped securities with a weighted average yield of 5.45%. Following the transactions, the AFS portfolio has an average duration of approximately 6.2 years and a tax equivalent yield of 4.25%. The cumulative tangible book value earnback from the restructuring is expected to be approximately 3.75 years.

    Net Interest Income and Net Interest Margin

    Net interest income was $41.6 million for the fourth quarter of 2024, an increase of $1.0 million from the third quarter of 2024 and an increase of $1.7 million from the fourth quarter of 2023.

    Average interest-earning assets for the current quarter were $5.72 billion, an increase of $104.1 million from the third quarter of 2024 due to a $72.1 million increase in the average balance of Federal Reserve interest-earning cash, a $19.2 million increase in average loans and a $12.8 million increase in the average balance of investment securities. Average interest-earning assets for the current quarter were $10.9 million lower than the fourth quarter of 2023 due to a $39.9 million decrease in the average balance of investment securities, partially offset by a $19.0 million increase in the average balance of Federal Reserve interest-earning cash and a $10.0 million increase in average loans.

    Average interest-bearing liabilities for the current quarter were $4.48 billion, an increase of $76.0 million from the third quarter of 2024, primarily due to a $65.8 million increase in average interest-bearing demand deposits, a $53.4 million increase in average savings and money market deposits, and a $29.3 million increase in average time deposits, partially offset by a $72.6 million decrease in average short-term borrowings. Average interest-bearing liabilities for the fourth quarter of 2024 were $18.3 million lower than the year-ago quarter, due to a $56.5 million decrease in average savings and money market deposits, a $27.8 million decrease in average borrowings, and a $23.3 million decrease in average interest-bearing demand deposits, partially offset by a $89.2 million increase in average time deposits.

    Net interest margin was 2.91% in the current quarter as compared to 2.89% in the third quarter of 2024 and 2.78% in the fourth quarter of 2023. The linked quarter expansion was primarily due to a reduction in funding costs that outpaced a reduction in the average yield on interest-earning assets, reflecting the Federal Reserve interest rate cuts in the latter part of 2024 and the repricing of both loans and deposits, along with a reduction in both the average balance and average rate on short-term borrowings. Expansion from the prior year quarter was due to an increase in the average yield on interest-earning assets, as the overall cost of funds remained flat.

    Net interest income was $163.6 million for the full year 2024, down $2.1 million from 2023. Net interest margin was 2.86% for the full year 2024, compared to 2.94% for 2023.

    Noninterest (Loss) Income

    The Company reported a loss for noninterest income of $91.0 million for the fourth quarter of 2024, compared to noninterest income of $9.4 million in the third quarter of 2024 and $15.4 million in the fourth quarter of 2023.

    • A net loss on investment securities of $100.1 million was recognized in the fourth quarter of 2024 compared to a net loss of $3.6 million in the fourth quarter of 2023, due to previously disclosed securities portfolio restructurings in both periods. 
    • Investment advisory income of $2.6 million was $242 thousand lower than the third quarter of 2024 and $114 thousand lower than the fourth quarter of 2023.
    • Given the previously disclosed insurance subsidiary asset sale on April 1, 2024, the Company recorded insurance income of $3 thousand in both the current and linked quarters, and $1.6 million in the year-ago quarter.
    • Income from company owned life insurance of $1.4 million was flat with the third quarter of 2024 and $7.7 million lower than the fourth quarter of 2023, due to a normalized crediting rate associated with the separate account policies purchased in the fourth quarter of 2023.
    • Income from investments in limited partnerships of $837 thousand was $437 thousand higher than the third quarter of 2024 and $165 thousand higher than the fourth quarter of 2023. The Company has made several investments in limited partnerships, primarily small business investment companies, and accounts for these investments under the equity method. Income from these investments fluctuates based on the maturity and performance of the underlying investments.

    The Company recorded a loss for noninterest income of $46.7 million for the full year 2024, compared to income of $48.2 million in 2023.

    • A net loss on investment securities of $100.1 million was recognized in 2024, compared to a net loss of $3.6 million in 2023, due to the previously disclosed securities portfolio restructurings in both years.
    • The Company’s sale of the assets of its insurance subsidiary generated a $13.7 million gain in 2024. The $4.6 million decline in insurance income year-over-year was also attributable to the transaction.
    • Income from company owned life insurance of $5.5 million was $6.6 million lower than in 2023 due to a normalized crediting rate associated with the separate account policies purchased in the fourth quarter of 2023.

    Noninterest Expense

    Noninterest expense was $36.4 million in the fourth quarter of 2024, compared to $32.5 million in the third quarter of 2024 and $35.0 million in the fourth quarter of 2023, with the increases over both the linked and prior year periods primarily driven by nonrecurring expenses.

    • Salaries and employee benefits expense of $17.2 million was $1.3 million higher than the third quarter of 2024 and $683 thousand lower than the fourth quarter of 2023. The increase from the linked quarter was primarily due to a $1.3 million nonrecurring settlement accounting adjustment in the Company’s pension plan. The year-over-year decrease was primarily due to the timing of the insurance subsidiary asset sale and the Company’s previously disclosed fourth quarter 2023 organizational changes.
    • Computer and data processing expense of $6.6 million was $1.3 million higher than the third quarter of 2024 and $1.0 million higher than the fourth quarter of 2023, due to nonrecurring project related expenses.
    • FDIC assessments expense of $1.6 million was $459 thousand higher than the linked quarter and $235 thousand higher than the year-ago quarter, primarily due to an increase in the FDIC assessment rate due to the securities loss recognized in the fourth quarter of 2024.
    • Other expense of $4.2 million was up $837 thousand and $519 thousand from the linked and year-ago quarters, respectively. The increases from both the linked and year-ago periods were due in part to New York State capital base tax, while the timing of charitable contributions also contributed to the linked quarter variance.

    Noninterest expense was $155.9 million for the full year 2024, $18.7 million higher than 2023, driven by the Company’s previously disclosed deposit-related fraud event.

    • Salaries and employee benefits expense of $66.1 million decreased $5.8 million from the prior year, reflective of both the timing of the insurance subsidiary asset sale and previously disclosed fourth quarter 2023 organizational changes.
    • Computer and data processing expense of $22.7 million was $2.6 million higher than 2023, primarily due to the Company’s investments in data efficiency and marketing technology.
    • Professional services expense of $7.7 million was $2.4 million higher than 2023, primarily attributable to legal expenses associated with the Company’s previously disclosed fraud event.
    • Deposit-related charged off items totaled $20.3 million in 2024, up $19.1 million from the prior year, as a result of the previously disclosed fraud matter.
    • Other expense of $15.3 million was up $1.0 million from 2023, primarily due to the previously mentioned New York State capital base tax.

    Income Taxes

    Income tax benefit was $26.6 million for the fourth quarter of 2024, reflective of the net loss reported for the period, compared to expense of $1.1 million in the third quarter of 2024, and expense of $5.2 million in the fourth quarter of 2023. During the fourth quarter of 2023, the Company incurred additional taxes of approximately $5.4 million associated with the capital gains of the previously mentioned company owned life insurance surrender coupled with a 10% modified endowment contract penalty that is typical of general account surrenders. The Company also recognized federal and state tax benefits related to tax credit investments placed in service and/or amortized during the fourth quarter of 2024, third quarter of 2024, and fourth quarter of 2023, resulting in income tax expense reductions of $1.2 million, $1.3 million, and $901 thousand, respectively.

    The effective tax rate was -28.8% for the fourth quarter of 2024, 7.4% for the third quarter of 2024, and 34.5% for the fourth quarter of 2023. The effective tax rate fluctuates on a quarterly basis primarily due to the level of pre-tax (loss) earnings and may differ from statutory rates because of interest income from tax-exempt securities, earnings on company owned life insurance and the impact of tax credit investments. The effective tax rate for full year 2024 was -45.7%, reflecting the impact of the previously mentioned securities transaction loss, compared to 20.3% in 2023.

    Balance Sheet and Capital Management

    Total assets were $6.11 billion at December 31, 2024, down $45.1 million from September 30, 2024, and down $49.7 million from December 31, 2023.

    Investment securities were $1.03 billion at December 31, 2024, up $19.0 million from September 30, 2024, and down $8.8 million from December 31, 2023.

    Total loans were $4.48 billion at December 31, 2024, an increase of $76.2 million, or 1.7%, from September 30, 2024, and an increase of $17.1 million, or 0.4%, from December 31, 2023.

    • Commercial business loans totaled $665.3 million, up $10.8 million, or 1.7%, from September 30, 2024, and down $70.4 million, or 9.6%, from December 31, 2023.
    • Commercial mortgage loans totaled $2.20 billion, up $94.0 million, or 4.5%, from September 30, 2024, and up $194.3 million, or 9.7%, from December 31, 2023.
    • Residential real estate loans totaled $650.2 million, up $2.0 million, or 0.3%, from September 30, 2024, and up $384 thousand, or 0.1%, from December 31, 2023.
    • Consumer indirect loans totaled $845.8 million, down $28.9 million, or 3.3%, from September 30, 2024, and down $103.1 million, or 10.9%, from December 31, 2023.

    Total deposits were $5.10 billion at December 31, 2024, down $201.9 million, or 3.8%, from September 30, 2024, and down $108.2 million, or 2.1%, from December 31, 2023. The decrease from September 30, 2024 was primarily the result of a reduction in brokered deposits between periods as well as seasonal outflows of public and reciprocal deposits. The decrease from December 31, 2023 was driven by a reduction in brokered deposits. Public deposit balances represented 21% of total deposits at December 31, 2024, 22% at September 30, 2024 and 20% at December 31, 2023.

    Short-term borrowings were $99.0 million at December 31, 2024, compared to $55.0 million at September 30, 2024 and $185.0 million at December 31, 2023. Short-term borrowings and brokered deposits have historically been utilized to manage the seasonality of public deposits.

    Shareholders’ equity was $586.1 million at December 31, 2024, compared to $500.3 million at September 30, 2024, and $454.8 million at December 31, 2023. Both the linked quarter and year-over-year increases were primarily driven by additional paid-in-capital resulting from the common stock capital raise executed in the fourth quarter of 2024 and decreases in accumulated other comprehensive loss between periods following the investment securities restructuring.

    Common book value per share was $28.33 at December 31, 2024, a decrease of $2.89, or 9.3%, from $31.22 at September 30, 2024, and a decrease of $0.07, or 0.2%, from $28.40 at December 31, 2023. Tangible common book value per share(1) was $25.31 at December 31, 2024, a decrease of $1.97, or 7.2%, from $27.28 at September 30, 2024, and an increase of $1.62, or 6.8%, from $23.69 at December 31, 2023. Per share data variances were attributable to the higher number of shares outstanding at year-end 2024 as a result of the equity offering. The common equity to assets ratio was 9.31% at December 31, 2024, compared to 7.85% at September 30, 2024, and 7.10% at December 31, 2023. Tangible common equity to tangible assets(1), or the TCE ratio, was 8.40%, 6.93% and 6.00% at December 31, 2024, September 30, 2024, and December 31, 2023, respectively. The increases in both ratios from the comparable dates were attributable to the aforementioned additional capital and the decrease in accumulated other comprehensive loss.

    During the fourth quarter of 2024, the Company declared a common stock dividend of $0.30 per common share, consistent with the linked and prior year quarters.

    The Company’s regulatory capital ratios at December 31, 2024 improved in comparison to the prior quarter and prior year due in part to the fourth quarter capital raise. All ratios continued to exceed all regulatory capital requirements to be considered well capitalized.

    • Leverage Ratio was 9.43% compared to 8.98% and 8.18% at September 30, 2024, and December 31, 2023, respectively.
    • Common Equity Tier 1 Capital Ratio was 10.88% compared to 10.28% and 9.43% at September 30, 2024, and December 31, 2023, respectively.
    • Tier 1 Capital Ratio was 11.21% compared to 10.62% and 9.76% at September 30, 2024, and December 31, 2023, respectively.
    • Total Risk-Based Capital Ratio was 13.60% compared to 12.95% and 12.13% at September 30, 2024, and December 31, 2023, respectively.

    Credit Quality

    Non-performing loans were $41.4 million, or 0.92% of total loans, at December 31, 2024, as compared to $40.7 million, or 0.93% of total loans, at September 30, 2024, and $26.7 million, or 0.60% of total loans, at December 31, 2023. The increase in non-performing loans from December 31, 2023 was primarily driven by one commercial loan relationship that was placed on nonaccrual during the third quarter of 2024. Net charge-offs were $2.8 million, representing 0.25% of average loans on an annualized basis, for the current quarter, as compared to net charge-offs of $1.7 million, or an annualized 0.15% of average loans, in the third quarter of 2024 and net charge-offs of $4.2 million, or an annualized 0.38%, in the fourth quarter of 2023.

    At December 31, 2024, the allowance for credit losses on loans to total loans ratio was 1.07%, compared to 1.01% at September 30, 2024 and 1.14% at December 31, 2023.

    Provision for credit losses was $6.5 million in the current quarter, compared to $3.1 million in the linked quarter and $5.3 million in the prior year quarter. Provision for credit losses on loans was $6.1 million in the current quarter, compared to $2.4 million in the third quarter of 2024 and $5.7 million in the fourth quarter of 2023. The allowance for unfunded commitments, also included in provision for credit losses as required by the current expected credit loss standard (“CECL”), totaled a provision of $321 thousand in the fourth quarter of 2024, a provision of $713 thousand in the third quarter of 2024, and a credit of $403 thousand in the fourth quarter of 2023. The provision for credit losses for the fourth quarter of 2024 was driven by a combination of factors, including the impact of loan growth during the quarter, an increase in net charge-offs as compared to the third quarter, and higher qualitative factors overall.

    The Company has remained strategically focused on the importance of credit discipline, allocating resources to credit and risk management functions as the loan portfolio has grown. The ratio of allowance for credit losses on loans to non-performing loans was 116% at December 31, 2024, 110% at September 30, 2024, and 192% at December 31, 2023, with the year-over-year decrease reflective of the higher level of nonperforming loans reported at year-end.

    Subsequent Events

    The Company is required, under generally accepted accounting principles, to evaluate subsequent events through the filing of its consolidated financial statements for the year ended December 31, 2024, in its Annual Report on Form 10-K. As a result, the Company will continue to evaluate the impact of any subsequent events on critical accounting assumptions and estimates made as of December 31, 2024, and will adjust amounts preliminarily reported, if necessary.

    Conference Call

    The Company will host an earnings conference call and audio webcast on January 31, 2025 at 8:30 a.m. Eastern Time. The call will be hosted by Martin K. Birmingham, President and Chief Executive Officer, and W. Jack Plants II, Chief Financial Officer and Treasurer. The live webcast will be available in listen-only mode on the Company’s website at www.FISI-investors.com. Within the United States, listeners may also access the call by dialing 1-833-470-1428 and providing the access code 393817. The webcast replay will be available on the Company’s website for at least 30 days.

    About Financial Institutions, Inc.

    Financial Institutions, Inc. (NASDAQ: FISI) is a financial holding company with approximately $6.1 billion in assets offering banking and wealth management products and services. Its Five Star Bank subsidiary provides consumer and commercial banking and lending services to individuals, municipalities and businesses through banking locations spanning Western and Central New York and a commercial loan production office serving the Mid-Atlantic region. Courier Capital, LLC offers customized investment management, consulting and retirement plan services to individuals, businesses, institutions, foundations and retirement plans. Learn more at Five-StarBank.com and FISI-Investors.com.

    Non-GAAP Financial Information

    In addition to results presented in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release contains certain non-GAAP financial measures. A reconciliation of these non-GAAP measures to GAAP measures is included in Appendix A to this document.

    The Company believes that providing certain non-GAAP financial measures provides investors with information useful in understanding our financial performance, performance trends and financial position. Our management uses these measures for internal planning and forecasting purposes and we believe that our presentation and discussion, together with the accompanying reconciliations, allows investors, security analysts and other interested parties to view our performance and the factors and trends affecting our business in a manner similar to management. These non-GAAP measures should not be considered a substitute for GAAP measures, and we strongly encourage investors to review our consolidated financial statements in their entirety and not to rely on any single financial measure to evaluate the Company. Non-GAAP financial measures have inherent limitations, are not uniformly applied and are not audited. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names.

    Safe Harbor Statement

    This press release may contain forward-looking statements as defined by Section 21E of the Securities Exchange Act of 1934, as amended, that involve significant risks and uncertainties. In this context, forward-looking statements often address our expected future business and financial performance and financial condition, and often contain words such as “believe,” “anticipate,” “continue,” “estimate,” “expect,” “focus,” “forecast,” “intend,” “may,” “plan,” “preliminary,” “should,” “target” or “will.” Statements herein are based on certain assumptions and analyses by the Company and factors it believes are appropriate in the circumstances. Actual results could differ materially from those contained in or implied by such statements for a variety of reasons including, but not limited to: additional information regarding the deposit fraudulent activity; changes in interest rates; inflation; changes in deposit flows and the cost and availability of funds; the Company’s ability to implement its strategic plan, including by expanding its commercial lending footprint and integrating its acquisitions; whether the Company experiences greater credit losses than expected; whether the Company experiences breaches of its, or third party, information systems; the attitudes and preferences of the Company’s customers; legal and regulatory proceedings and related matters, including any action described in our reports filed with the SEC, could adversely affect us and the banking industry in general; the competitive environment; fluctuations in the fair value of securities in its investment portfolio; changes in the regulatory environment and the Company’s compliance with regulatory requirements; and general economic and credit market conditions nationally and regionally; and the macroeconomic volatility related to global political unrest. Consequently, all forward-looking statements made herein are qualified by these cautionary statements and the cautionary language and risk factors included in the Company’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q and other documents filed with the SEC. Except as required by law, the Company undertakes no obligation to revise these statements following the date of this press release.

    (1) See Appendix A — Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.

    For additional information contact:
    Kate Croft
    Director of Investor and External Relations
    (716) 817-5159
    klcroft@five-starbank.com

     
    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands, except per share amounts)
        2024     2023  
    SELECTED BALANCE SHEET DATA:   December 31,     September 30,     June 30,     March 31,     December 31,  
    Cash and cash equivalents   $ 87,321     $ 249,569     $ 146,347     $ 237,038     $ 124,442  
    Investment securities:                              
    Available for sale     911,105       886,816       871,635       923,761       887,730  
    Held-to-maturity, net     116,001       121,279       128,271       143,714       148,156  
    Total investment securities     1,027,106       1,008,095       999,906       1,067,475       1,035,886  
    Loans held for sale     2,280       2,495       2,099       504       1,370  
    Loans:                              
    Commercial business     665,321       654,519       713,947       707,564       735,700  
    Commercial mortgage–construction     582,619       533,506       518,013       528,694       493,003  
    Commercial mortgage–multifamily     470,954       467,527       463,171       453,027       452,155  
    Commercial mortgage–non-owner occupied     857,987       814,392       814,953       798,637       788,515  
    Commercial mortgage–owner occupied     288,036       290,216       289,733       264,698       271,646  
    Residential real estate loans     650,206       648,241       647,675       648,160       649,822  
    Residential real estate lines     75,552       76,203       75,510       75,668       77,367  
    Consumer indirect     845,772       874,651       894,596       920,428       948,831  
    Other consumer     42,757       43,734       43,870       45,170       45,100  
    Total loans     4,479,204       4,402,989       4,461,468       4,442,046       4,462,139  
    Allowance for credit losses–loans     48,041       44,678       43,952       43,075       51,082  
    Total loans, net     4,431,163       4,358,311       4,417,516       4,398,971       4,411,057  
    Total interest-earning assets     5,602,570       5,666,972       5,709,148       5,857,616       5,702,904  
    Goodwill and other intangible assets, net     60,758       60,867       60,979       72,287       72,504  
    Total assets     6,111,187       6,156,317       6,131,772       6,298,598       6,160,881  
    Deposits:                              
    Noninterest-bearing demand     950,351       978,660       939,346       972,801       1,010,614  
    Interest-bearing demand     705,195       793,996       711,580       798,831       713,158  
    Savings and money market     1,904,013       2,027,181       2,007,256       2,064,539       2,084,444  
    Time deposits     1,545,172       1,506,764       1,475,139       1,560,586       1,404,696  
    Total deposits     5,104,731       5,306,601       5,133,321       5,396,757       5,212,912  
    Short-term borrowings     99,000       55,000       202,000       133,000       185,000  
    Long-term borrowings, net     124,842       124,765       124,687       124,610       124,532  
    Total interest-bearing liabilities     4,405,912       4,507,706       4,520,662       4,681,566       4,511,830  
    Shareholders’ equity     586,108       500,342       467,667       445,734       454,796  
    Common shareholders’ equity     568,823       483,050       450,375       428,442       437,504  
    Tangible common equity (1)     508,065       422,183       389,396       356,155       365,000  
    Accumulated other comprehensive loss   $ (52,604 )   $ (102,029 )   $ (125,774 )   $ (126,264 )   $ (119,941 )
                                   
    Common shares outstanding     20,077       15,474       15,472       15,447       15,407  
    Treasury shares     623       625       627       653       692  
    CAPITAL RATIOS AND PER SHARE DATA:                              
    Leverage ratio     9.43 %     8.98 %     8.61 %     8.03 %     8.18 %
    Common equity Tier 1 capital ratio     10.88 %     10.28 %     10.03 %     9.43 %     9.43 %
    Tier 1 capital ratio     11.21 %     10.62 %     10.36 %     9.76 %     9.76 %
    Total risk-based capital ratio     13.60 %     12.95 %     12.65 %     12.04 %     12.13 %
    Common equity to assets     9.31 %     7.85 %     7.34 %     6.80 %     7.10 %
    Tangible common equity to tangible assets (1)     8.40 %     6.93 %     6.41 %     5.72 %     6.00 %
                                   
    Common book value per share   $ 28.33     $ 31.22     $ 29.11     $ 27.74     $ 28.40  
    Tangible common book value per share (1)   $ 25.31     $ 27.28     $ 25.17     $ 23.06     $ 23.69  
                                             
    1.      See Appendix A — Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.
     
     
    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands, except per share amounts)
        Year Ended     2024     2023  
        December 31,     Fourth     Third     Second     First     Fourth  
    SELECTED INCOME STATEMENT DATA:   2024     2023     Quarter     Quarter     Quarter     Quarter     Quarter  
    Interest income   $ 313,231     $ 286,133     $ 78,119     $ 77,911     $ 78,788     $ 78,413     $ 76,547  
    Interest expense     149,642       120,418       36,486       37,230       37,595       38,331       36,661  
    Net interest income     163,589       165,715       41,633       40,681       41,193       40,082       39,886  
    Provision (benefit) for credit losses     6,150       13,681       6,461       3,104       2,041       (5,456 )     5,271  
    Net interest income after provision (benefit) for credit losses     157,439       152,034       35,172       37,577       39,152       45,538       34,615  
    Noninterest (loss) income:                                          
    Service charges on deposits     4,233       4,625       1,074       1,103       979       1,077       1,168  
    Insurance income     2,144       6,708       3       3       4       2,134       1,615  
    Card interchange income     7,855       8,220       2,045       1,900       2,008       1,902       2,080  
    Investment advisory     10,713       10,955       2,555       2,797       2,779       2,582       2,669  
    Company owned life insurance     5,487       12,106       1,425       1,404       1,360       1,298       9,132  
    Investments in limited partnerships     2,382       1,783       837       400       803       342       672  
    Loan servicing     716       479       295       88       158       175       84  
    Income (loss) from derivative instruments, net     726       1,350       (37 )     212       377       174       (68 )
    Net gain on sale of loans held for sale     618       566       186       220       124       88       217  
    Net loss on investment securities     (100,055 )     (3,576 )     (100,055 )                       (3,576 )
    Net gain (loss) on other assets     13,614       (6 )     (19 )     138       13,508       (13 )     (37 )
    Net (loss) gain on tax credit investments     (775 )     (252 )     (636 )     (170 )     406       (375 )     (207 )
    Other     5,661       5,286       1,291       1,345       1,508       1,517       1,619  
    Total noninterest (loss) income     (46,681 )     48,244       (91,036 )     9,440       24,014       10,901       15,368  
    Noninterest expense:                                          
    Salaries and employee benefits     66,126       71,889       17,159       15,879       15,748       17,340       17,842  
    Occupancy and equipment     14,361       14,798       3,791       3,370       3,448       3,752       3,739  
    Professional services     7,702       5,259       1,571       1,965       1,794       2,372       1,415  
    Computer and data processing     22,689       20,110       6,608       5,353       5,342       5,386       5,562  
    Supplies and postage     1,935       1,873       504       519       437       475       455  
    FDIC assessments     5,284       4,902       1,551       1,092       1,346       1,295       1,316  
    Advertising and promotions     1,573       1,926       465       371       440       297       370  
    Amortization of intangibles     552       910       109       112       114       217       221  
    Deposit-related charged-off items     20,341       1,201       354       410       398       19,179       223  
    Restructuring charges     35       114       35                         188  
    Other     15,286       14,243       4,235       3,398       3,953       3,700       3,716  
    Total noninterest expense     155,884       137,225       36,382       32,469       33,020       54,013       35,047  
    (Loss) income before income taxes     (45,126 )     63,053       (92,246 )     14,548       30,146       2,426       14,936  
    Income tax (benefit) expense     (20,604 )     12,789       (26,559 )     1,082       4,517       356       5,156  
    Net (loss) income     (24,522 )     50,264       (65,687 )     13,466       25,629       2,070       9,780  
    Preferred stock dividends     1,459       1,459       365       365       364       365       365  
    Net (loss) income available to common shareholders   $ (25,981 )   $ 48,805     $ (66,052 )   $ 13,101     $ 25,265     $ 1,705     $ 9,415  
    FINANCIAL RATIOS:                                          
    Earnings (loss) per share–basic   $ (1.66 )   $ 3.17     $ (4.02 )   $ 0.85     $ 1.64     $ 0.11     $ 0.61  
    Earnings (loss) per share–diluted   $ (1.66 )   $ 3.15     $ (4.02 )   $ 0.84     $ 1.62     $ 0.11     $ 0.61  
    Cash dividends declared on common stock   $ 1.20     $ 1.20     $ 0.30     $ 0.30     $ 0.30     $ 0.30     $ 0.30  
    Common dividend payout ratio     -72.29 %     37.85 %     -7.46 %     35.29 %     18.29 %     272.73 %     49.18 %
    Dividend yield (annualized)     4.40 %     5.63 %     4.37 %     4.69 %     6.25 %     6.41 %     5.59 %
    Return on average assets (annualized)     -0.40 %     0.83 %     -4.27 %     0.89 %     1.68 %     0.13 %     0.63 %
    Return on average equity (annualized)     -5.15 %     11.86 %     -50.51 %     11.08 %     22.93 %     1.83 %     9.28 %
    Return on average common equity (annualized)     -5.66 %     12.01 %     -52.54 %     11.18 %     23.51 %     1.57 %     9.31 %
    Return on average tangible common equity (annualized) (1)     -6.58 %     14.64 %     -59.82 %     12.87 %     27.51 %     1.88 %     11.37 %
    Efficiency ratio (2)     71.75 %     62.96 %     71.74 %     64.70 %     50.58 %     105.77 %     59.48 %
    Effective tax rate     -45.7 %     20.3 %     -28.8 %     7.4 %     15.0 %     18.7 %     34.5 %
                                                             
    1.      See Appendix A – Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.
    2.      The efficiency ratio is calculated by dividing noninterest expense by net revenue, i.e., the sum of net interest income (fully taxable equivalent) and noninterest income before net gains on investment securities. This is a banking industry measure not required by GAAP.
     
     
    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands)
        Year Ended     2024     2023  
        December 31,     Fourth     Third     Second     First     Fourth  
    SELECTED AVERAGE BALANCES:   2024     2023     Quarter     Quarter     Quarter     Quarter     Quarter  
    Federal funds sold and interest-earning deposits   $ 115,635     $ 80,415     $ 121,530     $ 49,476     $ 134,123     $ 158,075     $ 102,487  
    Investment securities (1)     1,171,083       1,249,928       1,159,863       1,147,052       1,194,808       1,182,993       1,199,766  
    Loans:                                          
    Commercial business     689,585       698,861       658,038       673,830       704,272       722,720       702,222  
    Commercial mortgage–construction     509,461       364,967       558,200       513,768       495,177       470,115       438,768  
    Commercial mortgage–multifamily     465,244       461,954       458,691       467,801       466,501       468,028       467,226  
    Commercial mortgage–non-owner occupied     837,495       837,860       843,034       826,275       837,209       843,526       840,226  
    Commercial mortgage–owner occupied     270,646       243,574       288,502       285,061       260,495       248,172       249,013  
    Residential real estate loans     648,604       612,767       649,549       647,844       648,099       648,921       640,955  
    Residential real estate lines     75,951       76,350       76,164       75,671       75,575       76,396       76,741  
    Consumer indirect     894,720       997,538       858,854       881,133       905,056       934,380       965,571  
    Other consumer     45,790       28,741       43,333       43,789       44,552       51,535       43,664  
    Total loans     4,437,496       4,322,612       4,434,365       4,415,172       4,436,936       4,463,793       4,424,386  
    Total interest-earning assets     5,724,214       5,652,955       5,715,758       5,611,700       5,765,867       5,804,861       5,726,639  
    Goodwill and other intangible assets, net     64,247       72,965       60,824       60,936       62,893       72,409       72,628  
    Total assets     6,129,414       6,025,383       6,121,385       6,018,390       6,153,429       6,225,760       6,127,190  
    Interest-bearing liabilities:                                          
    Interest-bearing demand     734,731       818,541       757,221       691,412       741,006       749,512       780,546  
    Savings and money market     2,012,215       1,781,776       1,992,360       1,938,935       2,036,772       2,081,815       2,048,822  
    Time deposits     1,511,507       1,477,596       1,545,071       1,515,745       1,505,665       1,479,133       1,455,867  
    Short-term borrowings     126,192       186,910       56,513       129,130       140,110       179,747       84,587  
    Long-term borrowings, net     124,679       121,903       124,795       124,717       124,640       124,562       124,484  
    Total interest-bearing liabilities     4,509,324       4,386,726       4,475,960       4,399,939       4,548,193       4,614,769       4,494,306  
    Noninterest-bearing demand deposits     953,341       1,030,648       947,127       952,970       950,819       962,522       1,006,465  
    Total deposits     5,211,794       5,108,561       5,241,779       5,099,062       5,234,262       5,272,982       5,291,700  
    Total liabilities     5,652,983       5,601,697       5,603,999       5,535,112       5,703,929       5,770,725       5,708,861  
    Shareholders’ equity     476,431       423,686       517,386       483,278       449,500       455,035       418,329  
    Common equity     459,139       406,394       500,096       465,986       432,208       437,743       401,037  
    Tangible common equity (2)     394,892       333,429       439,272       405,050       369,315       365,334       328,409  
    Common shares outstanding:                                          
    Basic     15,683       15,376       16,415       15,464       15,444       15,403       15,393  
    Diluted     15,683       15,475       16,415       15,636       15,556       15,543       15,511  
    SELECTED AVERAGE YIELDS:
    (Tax equivalent basis)
                                             
    Investment securities (3)     2.20 %     1.92 %     2.38 %     2.14 %     2.17 %     2.09 %     2.03 %
    Loans     6.36 %     5.98 %     6.28 %     6.42 %     6.40 %     6.33 %     6.21 %
    Total interest-earning assets     5.48 %     5.07 %     5.45 %     5.53 %     5.50 %     5.43 %     5.32 %
    Interest-bearing demand     1.18 %     0.87 %     1.34 %     1.05 %     1.18 %     1.11 %     1.26 %
    Savings and money market     3.03 %     2.32 %     2.94 %     3.07 %     3.01 %     3.08 %     3.01 %
    Time deposits     4.66 %     3.98 %     4.53 %     4.72 %     4.72 %     4.68 %     4.57 %
    Short-term borrowings     2.67 %     3.69 %     0.15 %     2.64 %     2.75 %     3.42 %     1.38 %
    Long-term borrowings, net     5.03 %     5.06 %     5.03 %     5.03 %     5.02 %     5.02 %     5.05 %
    Total interest-bearing liabilities     3.32 %     2.75 %     3.24 %     3.37 %     3.32 %     3.34 %     3.24 %
    Net interest rate spread     2.16 %     2.32 %     2.21 %     2.16 %     2.18 %     2.09 %     2.08 %
    Net interest margin     2.86 %     2.94 %     2.91 %     2.89 %     2.87 %     2.78 %     2.78 %
                                                             
    1.      Includes investment securities at adjusted amortized cost.
    2.      See Appendix A – Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.
    3.      The interest on tax-exempt securities is calculated on a tax-equivalent basis assuming a Federal income tax rate of 21%.
     
     
    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands)
        Year Ended     2024     2023  
        December 31,     Fourth     Third     Second     First     Fourth  
    ASSET QUALITY DATA:   2024     2023     Quarter     Quarter     Quarter     Quarter     Quarter  
    Allowance for Credit Losses – Loans                                          
    Beginning balance   $ 51,082     $ 45,413     $ 44,678     $ 43,952     $ 43,075     $ 51,082     $ 49,630  
    Net loan charge-offs (recoveries):                                          
    Commercial business     98       (109 )     131       (3 )     7       (37 )     (50 )
    Commercial mortgage–construction           980                               980  
    Commercial mortgage–multifamily     12                   13                    
    Commercial mortgage–non-owner occupied     (8 )     (875 )     (5 )     (1 )     (1 )     (1 )     13  
    Commercial mortgage–owner occupied     (4 )     (70 )     (1 )     (2 )     (2 )            
    Residential real estate loans     95       89       (4 )     (1 )     96       4       22  
    Residential real estate lines           41                                
    Consumer indirect     7,927       7,595       2,557       1,553       844       2,973       3,174  
    Other consumer     566       893       100       106       178       182       82  
    Total net charge-offs (recoveries)     8,686       8,544       2,778       1,665       1,122       3,121       4,221  
    Provision for credit losses – loans     5,645       14,213       6,141       2,391       1,999       (4,886 )     5,673  
    Ending balance   $ 48,041     $ 51,082     $ 48,041     $ 44,678     $ 43,952     $ 43,075     $ 51,082  
                                               
    Net charge-offs (recoveries) to average loans (annualized):                                          
    Commercial business     0.01 %     -0.02 %     0.80 %     0.00 %     0.00 %     -0.02 %     -0.03 %
    Commercial mortgage–construction     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.20 %
    Commercial mortgage–multifamily     0.00 %     0.00 %     0.00 %     0.01 %     0.00 %     0.00 %     0.00 %
    Commercial mortgage–non-owner occupied     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %
    Commercial mortgage–owner occupied     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %
    Residential real estate loans     0.01 %     0.01 %     0.00 %     0.00 %     0.06 %     0.00 %     0.01 %
    Residential real estate lines     0.00 %     0.05 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %
    Consumer indirect     0.89 %     0.76 %     1.18 %     0.70 %     0.38 %     1.28 %     1.30 %
    Other consumer     1.23 %     3.11 %     0.91 %     0.95 %     1.62 %     1.41 %     0.75 %
    Total loans     0.20 %     0.20 %     0.25 %     0.15 %     0.10 %     0.28 %     0.38 %
                                               
    Supplemental information (1)                                          
    Non-performing loans:                                          
    Commercial business   $ 5,609     $ 5,664     $ 5,609     $ 5,752     $ 5,680     $ 5,956     $ 5,664  
    Commercial mortgage–construction     20,280       5,320       20,280       20,280       4,970       5,320       5,320  
    Commercial mortgage–multifamily           189             71       183       185       189  
    Commercial mortgage–non-owner occupied     4,773       4,651       4,773       4,903       4,919       4,929       4,651  
    Commercial mortgage–owner occupied     354       403       354       366       380       392       403  
    Residential real estate loans     6,918       6,364       6,918       5,790       5,961       6,797       6,364  
    Residential real estate lines     253       221       253       232       183       235       221  
    Consumer indirect     3,157       3,814       3,157       3,291       2,897       2,880       3,814  
    Other consumer     62       34       62       57       36       36       34  
    Total non-performing loans     41,406       26,660       41,406       40,742       25,209       26,730       26,660  
    Foreclosed assets     60       142       60       109       63       140       142  
    Total non-performing assets   $ 41,466     $ 26,802     $ 41,466     $ 40,851     $ 25,272     $ 26,870     $ 26,802  
                                               
    Total non-performing loans to total loans     0.92 %     0.60 %     0.92 %     0.93 %     0.57 %     0.60 %     0.60 %
    Total non-performing assets to total assets     0.68 %     0.44 %     0.68 %     0.66 %     0.41 %     0.43 %     0.44 %
    Allowance for credit losses–loans to total loans     1.07 %     1.14 %     1.07 %     1.01 %     0.99 %     0.97 %     1.14 %
    Allowance for credit losses–loans to non-performing loans     116 %     192 %     116 %     110 %     174 %     161 %     192 %
                                                             
    1.      At period end.
                                                             
     
    FINANCIAL INSTITUTIONS, INC.
    Appendix A — Reconciliation to Non-GAAP Financial Measures (Unaudited)
    (In thousands, except per share amounts)
        Year Ended     2024     2023  
        December 31,     Fourth     Third     Second     First     Fourth  
        2024     2023     Quarter     Quarter     Quarter     Quarter     Quarter  
    Ending tangible assets:                                          
    Total assets               $ 6,111,187     $ 6,156,317     $ 6,131,772     $ 6,298,598     $ 6,160,881  
    Less: Goodwill and other intangible assets, net                 60,758       60,867       60,979       72,287       72,504  
    Tangible assets               $ 6,050,429     $ 6,095,450     $ 6,070,793     $ 6,226,311     $ 6,088,377  
                                               
    Ending tangible common equity:                                          
    Common shareholders’ equity               $ 568,823     $ 483,050     $ 450,375     $ 428,442     $ 437,504  
    Less: Goodwill and other intangible assets, net                 60,758       60,867       60,979       72,287       72,504  
    Tangible common equity               $ 508,065     $ 422,183     $ 389,396     $ 356,155     $ 365,000  
                                               
    Tangible common equity to tangible assets (1)                 8.40 %     6.93 %     6.41 %     5.72 %     6.00 %
                                               
    Common shares outstanding                 20,077       15,474       15,472       15,447       15,407  
    Tangible common book value per share (2)               $ 25.31     $ 27.28     $ 25.17     $ 23.06     $ 23.69  
                                               
    Average tangible assets:                                          
    Average assets   $ 6,129,414     $ 6,025,383     $ 6,121,385     $ 6,018,390     $ 6,153,429     $ 6,225,760     $ 6,127,190  
    Less: Average goodwill and other intangible assets, net     64,247       72,965       60,824       60,936       62,893       72,409       72,628  
    Average tangible assets   $ 6,065,167     $ 5,952,418     $ 6,060,561     $ 5,957,454     $ 6,090,536     $ 6,153,351     $ 6,054,562  
                                               
    Average tangible common equity:                                          
    Average common equity   $ 459,139     $ 406,394     $ 500,096     $ 465,986     $ 432,208     $ 437,743     $ 401,037  
    Less: Average goodwill and other intangible assets, net     64,247       72,965       60,824       60,936       62,893       72,409       72,628  
    Average tangible common equity   $ 394,892     $ 333,429     $ 439,272     $ 405,050     $ 369,315     $ 365,334     $ 328,409  
                                               
    Net (loss) income available to common shareholders   $ (25,981 )   $ 48,805     $ (66,052 )   $ 13,101     $ 25,265     $ 1,705     $ 9,415  
    Return on average tangible common equity (3)     -6.58 %     14.64 %     -59.82 %     12.87 %     27.51 %     1.88 %     11.37 %
                                               
    1.      Tangible common equity divided by tangible assets.
    2.      Tangible common equity divided by common shares outstanding.
    3.      Net income available to common shareholders (annualized) divided by average tangible common equity.
     

    The MIL Network

  • MIL-OSI: Zoom to Release Financial Results for the Fourth Quarter and Full Fiscal Year 2025

    Source: GlobeNewswire (MIL-OSI)

    SAN JOSE, Calif., Jan. 30, 2025 (GLOBE NEWSWIRE) — Zoom Communications, Inc. (NASDAQ: ZM) today announced it will release its financial results for the fourth quarter and full fiscal year 2025 on Monday, February 24, 2025, after the market closes.

    A live Zoom Webinar of the event can be accessed at 2:00 pm PT / 5:00 pm ET through Zoom’s investor relations website at https://investors.zoom.us. A replay will be available approximately two hours after the conclusion of the live event.

    About Zoom
    Zoom’s mission is to provide an AI-first work platform for human connection. Reimagine teamwork with Zoom Workplace — Zoom’s open collaboration platform with AI Companion empowers teams to be more productive. Together with Zoom Workplace, Zoom’s Business Services for sales, marketing, and customer experience teams, including Zoom Contact Center, strengthen customer relationships throughout the customer lifecycle. Founded in 2011, Zoom is publicly traded (NASDAQ:ZM) and headquartered in San Jose, California. Get more information at zoom.com.

    Public Relations
    Colleen Rodriguez
    Head of Global PR for Zoom
    press@zoom.us

    Investor Relations
    Charles Eveslage
    Head of Investor Relations for Zoom
    investors@zoom.us

    The MIL Network

  • MIL-OSI: Cipher Mining Announces $50 Million PIPE Investment from SoftBank Group

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Jan. 30, 2025 (GLOBE NEWSWIRE) — Cipher Mining Inc. (NASDAQ:CIFR) (“Cipher” or the “Company”) today announced a $50 million investment from SoftBank Group Corp. (TSE: 9984,SoftBank”), one of the world’s most prominent investment holding companies. The $50 million PIPE investment will support Cipher’s HPC data center development business and establish SoftBank as a significant primary investor in Cipher.

    “We are thrilled to welcome SoftBank as an important investor in Cipher. This investment comes at a pivotal moment in Cipher’s growth trajectory, as the Company continues to attract attention for its pipeline of sites and innovative solutions in industrial-scale data centers. SoftBank’s focus on innovation in technology and AI development aligns with our vision to establish ourselves as a leader in HPC data center development,” said Tyler Page, Cipher’s CEO.

    Keefe, Bruyette, & Woods Inc. acted as financial advisor to the Company, and Latham & Watkins LLP acted as legal counsel to the Company.

    About Cipher

    Cipher is focused on the development and operation of industrial-scale data centers for bitcoin mining and HPC hosting. Cipher aims to be a market leader in innovation, including in bitcoin mining growth, data center construction, and as a hosting partner to the world’s largest HPC companies. To learn more about Cipher, please visit https://www.ciphermining.com/.

    Forward-Looking Statements

    This press release contains certain forward-looking statements within the meaning of the federal securities laws of the United States. Cipher intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Any statements made in this press release that are not statements of historical fact, such as, statements about Cipher’s beliefs and expectations regarding its planned business model and strategy, its HPC data center development and management plans and objectives, are forward-looking statements and should be evaluated as such. These forward-looking statements generally are identified by the words “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “seeks,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “strategy,” “future,” “forecasts,” “opportunity,” “predicts,” “potential,” “would,” “will likely result,” “continue,” and similar expressions (including the negative versions of such words or expressions).

    These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Cipher and its management, are inherently uncertain. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: volatility in the price of Cipher’s securities due to a variety of factors, including changes in the competitive and regulated industry in which Cipher operates, Cipher’s evolving business model and strategy and efforts we may make to modify aspects of its business model or engage in various strategic initiatives, variations in performance across competitors, changes in laws and regulations affecting Cipher’s business, and the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of Cipher’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the Securities and Exchange Commission (“SEC”), as any such factors may be updated from time to time in Cipher’s other filings with the SEC, including without limitation, Cipher’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Cipher assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

    Contacts:
    Investor Contact:
    Courtney Knight
    Head of Investor Relations at Cipher Mining
    courtney.knight@ciphermining.com

    Media Contact:
    Ryan Dicovitsky / Kendal Till
    Dukas Linden Public Relations
    CipherMining@DLPR.com

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

    Fourth Quarter 2024

    Key Financial Results:

    • Net Income was $271 million, translating to diluted earnings per share (“EPS”) of $3.59, up 26% from a year ago
    • Adjusted EPS* increased 21% year-over-year to $4.25
      • Gross profit* increased 22% year-over-year to $1,228 million
      • Core G&A* increased 16% year-over-year to $422 million
      • Adjusted EBITDA* increased 22% year-over-year to $585 million

    Key Business Results:

    • Total advisory and brokerage assets increased 29% year-over-year to $1.7 trillion
      • Advisory assets increased 30% year-over-year to $957 billion
      • Advisory assets as a percentage of total assets increased to 55.0%, up from 54.3% a year ago
    • Total organic net new assets were $68 billion, representing 17% annualized growth
      • This included $40 billion of assets from Prudential Advisors (“Prudential”), and $2 billion of assets that off-boarded as part of the previously disclosed planned separation from misaligned large OSJs. Prior to these impacts, organic net new assets were $30 billion, translating to an 8% annualized growth rate
    • Recruited assets(1)were a record of $79 billion
      • This included $63 billion of assets from Prudential
    • Advisor count(2)was 28,888, up 5,202 sequentially and 6,228 year-over-year
      • This included approximately 2,200 advisors from Atria Wealth Solutions, Inc. (“Atria”), and approximately 2,800 advisors from Prudential
    • Total client cash balances were $55 billion, an increase of $9 billion sequentially and $7 billion year-over-year
      • Client cash balances as a percentage of total assets were 3.2%, up from 2.9% in the prior quarter and down from 3.6% a year ago

    Key Capital and Liquidity Results:

    • Corporate cash(3)was $479 million
    • Leverage ratio(4)was 1.89x
    • Share repurchases were $100 million and dividends paid were $23 million

    Full Year 2024

    Key Financial Results:

    • Net Income was $1.1 billion, translating to diluted EPS of $14.03, up 2% from a year ago
    • Adjusted EPS* increased 5% year-over-year to $16.51
      • Gross profit* increased 12% year-over-year to $4.50 billion
      • Core G&A* increased 11% year-over-year to $1.52 billion
      • Adjusted EBITDA* increased 7% year-over-year to $2.22 billion

    Key Business & Capital and Liquidity Results:

    • Total organic net new assets were $141 billion, representing a 10% growth rate, up from 9% in 2023
    • Recruited assets for the year were a record of $149 billion, up approximately 86% from a year ago
    • Share repurchases were $170 million and dividends paid were $90 million

    Key Updates

    Large Institutions:

    • Prudential: Onboarded the retail wealth management business of Prudential, with $63 billion of total assets, of which $40 billion transitioned onto our platform in Q4
    • Wintrust Financial Corporation: In January 2025, onboarded the wealth management business of Wintrust Investments, LLC and certain private client business at Great Lakes Advisors, LLC (collectively, “Wintrust”), with $16 billion of brokerage and advisory assets, of which $15 billion transitioned onto our platform to-date

    M&A:

    • Atria: Closed the acquisition of Atria, and expect to complete the conversion in mid-2025
    • The Investment Center, Inc. (“The Investment Center”): On track to close and convert the acquisition of The Investment Center in the first half of 2025
    • Liquidity & Succession: Deployed approximately $81 million of capital to close 8 deals in Q4, including two external practices

    Corporate Debt:

    • Completed leverage-neutral refinancing of existing $1.0 billion Senior Secured Term Loan B with a new $1.0 billion Senior Unsecured Term Loan A

    Core G&A:

    • 2024 Core G&A* was $1,515 million, within our outlook range of $1,510 million to $1,525 million
      • Prior to the impact of Prudential and Atria, 2024 Core G&A* increased by approximately 8%
    • In 2025, we plan to slow the growth of Core G&A*, as our ongoing investments to scale our business are driving greater efficiencies
      • Our 2025 Core G&A* outlook range prior to Prudential and Atria is 6% to 8% year-over-year growth, or $1,560 million to $1,600 million
      • Including expenses related to Prudential and Atria, our 2025 Core G&A* outlook range is $1,730 million to $1,780 million

    SAN DIEGO, Jan. 30, 2025 (GLOBE NEWSWIRE) — LPL Financial Holdings Inc. (Nasdaq: LPLA) (the “Company”) today announced results for its fourth quarter ended December 31, 2024, reporting net income of $271 million, or $3.59 per share. This compares with $218 million, or $2.85 per share, in the fourth quarter of 2023 and $255 million, or $3.39 per share, in the prior quarter.

    “2024 marked another milestone year for LPL,” said Rich Steinmeier, CEO. “We delivered double-digit organic asset growth, including the onboarding of one of our largest institutional partners, closed on our acquisition of Atria, continued to advance our pioneering Liquidity & Succession program, and reported record adjusted earnings per share. Looking ahead to 2025, our business momentum and financial strength position us well to continue expanding our leadership across the advisor-mediated marketplace and delivering long-term shareholder value.”

    “In Q4, we delivered solid business and financial results,” said Matt Audette, President and CFO. “As we look ahead, we remain excited about the opportunities we have to continue to drive growth, deliver operating leverage, and create long-term shareholder value.”

    Dividend Declaration

    The Company’s Board of Directors declared a $0.30 per share dividend to be paid on March 25, 2025 to all stockholders of record as of March 11, 2025.

    Conference Call and Additional Information

    The Company will hold a conference call to discuss its results at 5:00 p.m. ET on Thursday, January 30, 2025. The conference call will be accessible and available for replay at investor.lpl.com/events.

    Contacts

    Investor Relations
    investor.relations@lplfinancial.com

    Media Relations
    media.relations@lplfinancial.com

    About LPL Financial

    LPL Financial Holdings Inc. (Nasdaq: LPLA) is among the fastest growing wealth management firms in the U.S. As a leader in the financial advisor-mediated marketplace(5), LPL supports nearly 29,000 financial advisors and the wealth management practices of approximately 1,200 financial institutions, servicing and custodying approximately $1.7 trillion in brokerage and advisory assets on behalf of approximately 6 million Americans. The firm provides a wide range of advisor affiliation models, investment solutions, fintech tools and practice management services, ensuring that advisors and institutions have the flexibility to choose the business model, services, and technology resources they need to run thriving businesses. For further information about LPL, please visit www.lpl.com.

    Securities and Advisory services offered through LPL Financial LLC (“LPL Financial”) or its affiliate LPL Enterprise, LLC (“LPL Enterprise”), both registered investment advisers and broker-dealers. Members FINRA/SIPC. LPL Financial serves as the clearing and carrying firm for accounts LPL Enterprise introduces to it.

    LPL Financial and LPL Enterprise provide financial services only from the United States.

    Throughout this communication, the terms “financial advisors” and “advisors” are used to refer to registered representatives and/or investment advisor representatives affiliated with LPL Financial.

    We routinely disclose information that may be important to shareholders in the “Investor Relations” or “Press Releases” section of our website.

    Forward-Looking Statements

    This press release contains statements regarding:

    • the amount and timing of the onboarding of acquired, recruited or transitioned brokerage and advisory assets, including Atria, Prudential, The Investment Center and Wintrust;
    • the Company’s future financial and operating results, growth, plans, priorities and business strategies, including forecasts and statements related to the Company’s ICA yield, service and fee revenue, transaction revenue, core G&A expense, promotional expense, share-based compensation expense, depreciation and amortization and share repurchases; and
    • future capabilities, future advisor service experience, future investments and capital deployment, including share repurchase activity and dividends, if any, and long-term shareholder value.

    These and any other statements that are not related to present facts or current conditions, or that are not purely historical, constitute forward-looking statements. They reflect the Company’s expectations and objectives as of January 30, 2025 and are not guarantees that expectations or objectives expressed or implied will be achieved. The achievement of such expectations and objectives involves risks and uncertainties that may cause actual results, levels of activity or the timing of events to differ materially from those expressed or implied by forward-looking statements. Important factors that could cause or contribute to such differences include:

    • the failure to satisfy the closing conditions applicable to the Company’s purchase agreement with The Investment Center, including regulatory approvals;
    • difficulties and delays in onboarding the assets of acquired, recruited or transitioned advisors, including the receipt and timing of regulatory approvals that may be required;
    • disruptions in the businesses of the Company that could make it more difficult to maintain relationships with advisors and their clients;
    • the choice by clients of acquired or recruited advisors not to open brokerage and/or advisory accounts at the Company;
    • changes in general economic and financial market conditions, including retail investor sentiment;
    • changes in interest rates and fees payable by banks participating in the Company’s client cash programs, including the Company’s success in negotiating agreements with current or additional counterparties;
    • the Company’s strategy and success in managing client cash program fees;
    • fluctuations in the levels of advisory and brokerage assets, including net new assets, and the related impact on revenue;
    • effects of competition in the financial services industry and the success of the Company in attracting and retaining financial advisors and institutions, and their ability to provide financial products and services effectively;
    • whether retail investors served by newly-recruited advisors choose to move their respective assets to new accounts at the Company;
    • changes in the growth and profitability of the Company’s fee-based offerings and asset-based revenues;
    • the effect of current, pending and future legislation, regulation and regulatory actions, including disciplinary actions imposed by federal and state regulators and self-regulatory organizations;
    • the cost of defending, settling and remediating issues related to regulatory matters or legal proceedings, including civil monetary penalties or actual costs of reimbursing customers for losses in excess of our reserves or insurance;
    • changes made to the Company’s services and pricing, including in response to competitive developments and current, pending and future legislation, regulation and regulatory actions, and the effect that such changes may have on the Company’s gross profit streams and costs;
    • the execution of the Company’s capital management plans, including its compliance with the terms of the Company’s amended and restated credit agreement, the committed revolving credit facilities of the Company and LPL Financial, and the indentures governing the Company’s senior unsecured notes;
    • strategic acquisitions and investments, including pursuant to the Company’s Liquidity & Succession solution, and the effect that such acquisitions and investments may have on the Company’s capital management plans and liquidity;
    • the price, availability and trading volumes of shares of the Company’s common stock, which will affect the timing and size of future share repurchases by the Company, if any;
    • the execution of the Company’s plans and its success in realizing the synergies, expense savings, service improvements or efficiencies expected to result from its investments, initiatives and acquisitions, expense plans and technology initiatives;
    • whether advisors affiliated with Atria, Prudential, The Investment Center, and Wintrust will transition registration to the Company and whether assets reported as serviced by such financial advisors will translate into assets of the Company;
    • the performance of third-party service providers to which business processes have been transitioned;
    • the Company’s ability to control operating risks, information technology systems risks, cybersecurity risks and sourcing risks; and
    • the other factors set forth in the Company’s most recent Annual Report on Form 10-K, as may be amended or updated in the Company’s Quarterly Reports on Form 10-Q or other filings with the Securities and Exchange Commission. 

    Except as required by law, the Company specifically disclaims any obligation to update any forward-looking statements as a result of developments occurring after the date of this earnings release, and you should not rely on statements contained herein as representing the Company’s view as of any date subsequent to the date of this press release.

     
    LPL Financial Holdings Inc.
    Consolidated Statements of Income
    (In thousands, except per share data)
    (Unaudited)
     
        Three Months Ended   Three Months Ended  
        December 31, September 30,   December 31,  
          2024     2024   Change   2023   Change
    REVENUE            
    Advisory   $ 1,595,834   $ 1,378,050   16 % $ 1,085,497   47 %
    Commission:            
    Sales-based     525,795     429,132   23 %   355,958   48 %
    Trailing     439,668     377,400   16 %   326,454   35 %
    Total commission     965,463     806,532   20 %   682,412   41 %
    Asset-based:            
    Client cash     378,816     353,855   7 %   352,661   7 %
    Other asset-based     290,962     272,336   7 %   228,473   27 %
    Total asset-based     669,778     626,191   7 %   581,134   15 %
    Service and fee     139,119     145,729   (5 %)   130,680   6 %
    Transaction     61,535     58,546   5 %   53,858   14 %
    Interest income, net     46,680     49,923   (6 %)   43,312   8 %
    Other     33,942     43,423   (22 %)   66,936   (49 %)
    Total revenue     3,512,351     3,108,394   13 %   2,643,829   33 %
    EXPENSE            
    Advisory and commission     2,250,427     1,948,065   16 %   1,607,978   40 %
    Compensation and benefits     321,933     266,415   21 %   270,709   19 %
    Promotional     162,057     164,538   (2 %)   126,800   28 %
    Depreciation and amortization     92,032     78,338   17 %   67,936   35 %
    Interest expense on borrowings     81,979     67,779   21 %   54,415   51 %
    Occupancy and equipment     75,538     69,879   8 %   62,103   22 %
    Amortization of other intangibles     42,614     32,461   31 %   28,618   49 %
    Brokerage, clearing and exchange     34,789     29,636   17 %   25,917   34 %
    Professional services     32,055     26,295   22 %   21,572   49 %
    Communications and data processing     18,772     17,916   5 %   17,814   5 %
    Other     58,874     59,724   (1 %)   66,180   (11 %)
    Total expense     3,171,070     2,761,046   15 %   2,350,042   35 %
    INCOME BEFORE PROVISION FOR INCOME TAXES     341,281     347,348   (2 %)   293,787   16 %
    PROVISION FOR INCOME TAXES     70,532     92,045   (23 %)   76,232   (7 %)
    NET INCOME   $ 270,749   $ 255,303   6 % $ 217,555   24 %
    EARNINGS PER SHARE            
    Earnings per share, basic   $ 3.62   $ 3.41   6 % $ 2.89   25 %
    Earnings per share, diluted   $ 3.59   $ 3.39   6 % $ 2.85   26 %
    Weighted-average shares outstanding, basic     74,785     74,776   %   75,228   (1 %)
    Weighted-average shares outstanding, diluted     75,337     75,405   %   76,240   (1 %)
    LPL Financial Holdings Inc.
    Consolidated Statements of Income
    (In thousands, except per share data)
    (Unaudited)
     
        Years Ended  
        December 31,  
          2024     2023   Change
    REVENUE        
    Advisory   $ 5,461,858   $ 4,135,681   32 %
    Commission:        
    Sales-based     1,763,232     1,252,783   41 %
    Trailing     1,542,255     1,299,840   19 %
    Total commission     3,305,487     2,552,623   29 %
    Asset-based:        
    Client cash     1,426,528     1,509,869   (6 %)
    Other asset-based     1,071,170     867,860   23 %
    Total asset-based     2,497,698     2,377,729   5 %
    Service and fee     552,020     508,437   9 %
    Transaction     236,274     199,939   18 %
    Interest income, net     187,606     159,415   18 %
    Other     144,164     119,024   21 %
    Total revenue     12,385,107     10,052,848   23 %
    EXPENSE        
    Advisory and commission     7,751,006     5,915,807   31 %
    Compensation and benefits     1,136,717     979,681   16 %
    Promotional     589,339     459,233   28 %
    Depreciation and amortization     308,527     246,994   25 %
    Occupancy and equipment     281,210     248,620   13 %
    Interest expense on borrowings     274,181     186,804   47 %
    Amortization of other intangibles     135,234     107,211   26 %
    Brokerage, clearing and exchange     127,941     105,984   21 %
    Professional services     93,729     72,583   29 %
    Communications and data processing     75,838     75,717   %
    Other     218,493     209,439   4 %
    Total expense     10,992,215     8,608,073   28 %
    INCOME BEFORE PROVISION FOR INCOME TAXES     1,392,892     1,444,775   (4 %)
    PROVISION FOR INCOME TAXES     334,276     378,525   (12 %)
    NET INCOME   $ 1,058,616   $ 1,066,250   (1 %)
    EARNINGS PER SHARE        
    Earnings per share, basic   $ 14.17   $ 13.88   2 %
    Earnings per share, diluted   $ 14.03   $ 13.69   2 %
    Weighted-average shares outstanding, basic     74,713     76,807   (3 %)
    Weighted-average shares outstanding, diluted     75,427     77,861   (3 %)
    LPL Financial Holdings Inc.
    Consolidated Statements of Financial Condition
    (In thousands, except share data)
    (Unaudited)
     
        December 31, 2024 September 30, 2024 December 31, 2023
    ASSETS
    Cash and equivalents   $ 967,079   $ 1,474,954   $ 465,671  
    Cash and equivalents segregated under federal or other regulations     1,597,249     1,382,867     2,007,312  
    Restricted cash     119,724     104,881     108,180  
    Receivables from clients, net     633,834     622,015     588,585  
    Receivables from brokers, dealers and clearing organizations     76,545     53,763     50,069  
    Advisor loans, net     2,281,088     1,913,363     1,479,690  
    Other receivables, net     902,777     802,186     743,317  
    Investment securities ($42,267, $94,694 and $76,088 at fair value at December 31, 2024, September 30, 2024 and December 31, 2023, respectively)     57,481     111,096     91,311  
    Property and equipment, net     1,210,027     1,144,676     933,091  
    Goodwill     2,172,873     1,868,193     1,856,648  
    Other intangibles, net     1,482,988     782,426     671,585  
    Other assets     1,815,739     1,681,455     1,390,021  
    Total assets   $ 13,317,404   $ 11,941,875   $ 10,385,480  
    LIABILITIES AND STOCKHOLDERS’ EQUITY
    LIABILITIES:        
    Client payables   $ 1,898,665   $ 2,039,140   $ 2,266,176  
    Payables to brokers, dealers and clearing organizations     129,228     211,054     163,337  
    Accrued advisory and commission expenses payable     323,996     252,881     216,541  
    Corporate debt and other borrowings, net     5,494,724     4,441,913     3,734,111  
    Accounts payable and accrued liabilities     588,450     485,927     485,963  
    Other liabilities     1,951,739     1,739,209     1,440,373  
    Total liabilities     10,386,802     9,170,124     8,306,501  
    STOCKHOLDERS’ EQUITY:        
    Common stock, $0.001 par value; 600,000,000 shares authorized; 130,914,541, 130,779,259 shares and 130,233,328 shares issued at December 31, 2024, September 30, 2024 and December 31, 2023, respectively     131     131     130  
    Additional paid-in capital     2,066,268     2,059,207     1,987,684  
    Treasury stock, at cost — 56,253,909, 55,968,552 shares and 55,576,970 shares at December 31, 2024, September 30, 2024 and December 31, 2023, respectively     (4,202,322 )   (4,102,319 )   (3,993,949 )
    Retained earnings     5,066,525     4,814,732     4,085,114  
    Total stockholders’ equity     2,930,602     2,771,751     2,078,979  
    Total liabilities and stockholders’ equity   $ 13,317,404   $ 11,941,875   $ 10,385,480  
    LPL Financial Holdings Inc.
    Management’s Statements of Operations
    (In thousands, except per share data)
    (Unaudited)
     
    Certain information in this release is presented as reviewed by the Company’s management and includes information derived from the Company’s consolidated statements of income, non-GAAP financial measures and operational and performance metrics. For information on non-GAAP financial measures, please see the section titled“Non-GAAP Financial Measures”in this release.
     
        Quarterly Results
        Q4 2024 Q3 2024 Change Q4 2023 Change
    Gross Profit(6)            
    Advisory   $ 1,595,834   $ 1,378,050   16 % $ 1,085,497   47 %
    Trailing commissions     439,668     377,400   16 %   326,454   35 %
    Sales-based commissions     525,795     429,132   23 %   355,958   48 %
    Advisory fees and commissions     2,561,297     2,184,582   17 %   1,767,909   45 %
    Production-based payout(7)     (2,248,674 )   (1,910,634 ) 18 %   (1,548,540 ) 45 %
    Advisory fees and commissions, net of payout     312,623     273,948   14 %   219,369   43 %
    Client cash(8)     397,001     372,333   7 %   373,979   6 %
    Other asset-based(9)     290,962     272,336   7 %   228,473   27 %
    Service and fee     139,119     145,729   (5 %)   130,680   6 %
    Transaction     61,535     58,546   5 %   53,858   14 %
    Interest income, net(10)     28,481     31,428   (9 %)   21,975   30 %
    Other revenue(11)     32,705     3,392   n/m     4,636   n/m  
    Total net advisory fees and commissions and attachment revenue     1,262,426     1,157,712   9 %   1,032,970   22 %
    Brokerage, clearing and exchange expense     (34,789 )   (29,636 ) 17 %   (25,917 ) 34 %
    Gross Profit(6)     1,227,637     1,128,076   9 %   1,007,053   22 %
                 
    G&A Expense            
    Core G&A(12)     421,894     359,134   17 %   364,469   16 %
    Regulatory charges(13)     7,335     24,879   (71 %)   8,905   (18 %)
    Promotional (ongoing)(14)(15)     173,191     175,605   (1 %)   138,457   25 %
    Acquisition costs(15)     37,261     22,243   68 %   34,931   7 %
    Employee share-based compensation     26,067     20,289   28 %   15,535   68 %
    Total G&A     665,748     602,150   11 %   562,297   18 %
    Loss on extinguishment of debt     3,983       100 %     100 %
    EBITDA(16)     557,906     525,926   6 %   444,756   25 %
    Depreciation and amortization     92,032     78,338   17 %   67,936   35 %
    Amortization of other intangibles     42,614     32,461   31 %   28,618   49 %
    Interest expense on borrowings     81,979     67,779   21 %   54,415   51 %
    INCOME BEFORE PROVISION FOR INCOME TAXES     341,281     347,348   (2 %)   293,787   16 %
    PROVISION FOR INCOME TAXES     70,532     92,045   (23 %)   76,232   (7 %)
    NET INCOME   $ 270,749   $ 255,303   6 % $ 217,555   24 %
    Earnings per share, diluted   $ 3.59   $ 3.39   6 % $ 2.85   26 %
    Weighted-average shares outstanding, diluted     75,337     75,405   %   76,240   (1 %)
    Adjusted EBITDA(16)   $ 584,783   $ 566,169   3 % $ 479,687   22 %
    Adjusted EPS(17)   $ 4.25   $ 4.16   2 % $ 3.51   21 %
    LPL Financial Holdings Inc.
    Operating Metrics
    (Dollars in billions, except where noted)
    (Unaudited)
     
        Q4 2024 Q3 2024 Change Q4 2023 Change
    Market Drivers            
    S&P 500 Index (end of period)     5,882     5,762   2%   4,770   23%
    Russell 2000 Index (end of period)     2,230     2,230   —%   2,027   10%
    Fed Funds daily effective rate (average bps)     466     527   (61bps)   533   (67bps)
                 
    Advisory and Brokerage Assets(18)            
    Advisory assets   $ 957.0   $ 892.0   7% $ 735.8   30%
    Brokerage assets     783.7     700.1   12%   618.2   27%
    Total Advisory and Brokerage Assets   $ 1,740.7   $ 1,592.1   9% $ 1,354.1   29%
    Advisory as a % of Total Advisory and Brokerage Assets     55.0 %   56.0 % (100bps)   54.3 % 70bps
                 
    Assets by Platform            
    Corporate advisory assets(19)   $ 678.3   $ 618.8   10% $ 496.5   37%
    Independent RIA advisory assets(19)     278.7     273.2   2%   239.3   16%
    Brokerage assets     783.7     700.1   12%   618.2   27%
    Total Advisory and Brokerage Assets   $ 1,740.7   $ 1,592.1   9% $ 1,354.1   29%
                 
    Centrally Managed Assets            
    Centrally managed assets(20)   $ 160.0   $ 138.1   16% $ 112.1   43%
    Centrally Managed as a % of Total Advisory Assets     16.7 %   15.5 % 120bps   15.2 % 150bps
    LPL Financial Holdings Inc.
    Operating Metrics
    (Dollars in billions, except where noted)
    (Unaudited)
     
        Q4 2024 Q3 2024 Change Q4 2023 Change
    Organic Net New Assets (NNA)(21)            
    Organic net new advisory assets   $ 49.3   $ 23.2   n/m $ 20.5   n/m
    Organic net new brokerage assets     18.8     3.8   n/m   4.2   n/m
    Total Organic Net New Assets   $ 68.0   $ 27.0   n/m $ 24.7   n/m
                 
    Acquired Net New Assets(21)            
    Acquired net new advisory assets   $ 21.8   $ 0.5   n/m $   n/m
    Acquired net new brokerage assets     67.5     0.1   n/m     n/m
    Total Acquired Net New Assets   $ 89.3   $ 0.6   n/m $   n/m
                 
    Total Net New Assets(21)            
    Net new advisory assets   $ 71.1   $ 23.7   n/m $ 20.5   n/m
    Net new brokerage assets     86.2     3.8   n/m   4.2   n/m
    Total Net New Assets   $ 157.3   $ 27.5   n/m $ 24.7   n/m
                 
    Net brokerage to advisory conversions(22)   $ 4.8   $ 3.5   n/m $ 2.6   n/m
    Organic advisory NNA annualized growth(23)     22.1 %   11.2 % n/m   12.4 % n/m
    Total organic NNA annualized growth(23)     17.1 %   7.2 % n/m   8.0 % n/m
                 
    Net New Advisory Assets(21)            
    Corporate RIA net new advisory assets   $ 64.5   $ 24.0   n/m $ 15.9   n/m
    Independent RIA net new advisory assets     6.6     (0.3 ) n/m   4.6   n/m
    Total Net New Advisory Assets   $ 71.1   $ 23.7   n/m $ 20.5   n/m
    Centrally managed net new advisory assets(21)   $ 24.9   $ 4.4   n/m $ 3.0   n/m
                 
    Net buy (sell) activity(24)   $ 38.3   $ 37.7   n/m $ 32.8   n/m
     
    Note: Totals may not foot due to rounding.
    LPL Financial Holdings Inc.
    Client Cash Data
    (Dollars in thousands, except where noted)
    (Unaudited)
     
        Q4 2024 Q3 2024 Change Q4 2023 Change
    Client Cash Balances (in billions)(25)            
    Insured cash account sweep   $ 38.3   $ 32.1   19% $ 34.5   11%
    Deposit cash account sweep     10.7     9.6   11%   9.3   15%
    Total Bank Sweep     49.0     41.7   18%   43.8   12%
    Money market sweep     4.3     2.3   87%   2.4   79%
    Total Client Cash Sweep Held by Third Parties     53.3     44.0   21%   46.2   15%
    Client cash account (CCA)(26)     1.8     1.8   —%   2.0   (10%)
    Total Client Cash Balances   $ 55.1   $ 45.8   20% $ 48.2   14%
    Client Cash Balances as a % of Total Assets     3.2 %   2.9 % 30bps   3.6 % (40bps)
     
    Note: Totals may not foot due to rounding.
      Three Months Ended
      December 31, 2024 September 30, 2024 December 31, 2023
    Interest-Earnings Assets Average Balance (in billions) Revenue Net Yield (bps)(27) Average Balance (in billions) Revenue Net Yield (bps)(27) Average Balance (in billions) Revenue Net Yield (bps)(27)
    Insured cash account sweep $ 34.8 $ 292,661 335 $ 31.1 $ 259,503 332 $ 33.3 $ 266,058 317
    Deposit cash account sweep   9.8   83,879 340   9.2   92,765 400   8.9   84,901 379
    Total Bank Sweep   44.6   376,540 336   40.3   352,268 348   42.2   350,959 330
    Money market sweep   3.3   2,277 28   2.3   1,587 28   2.4   1,702 28
    Total Client Cash Held By Third Parties   47.9   378,817 315   42.6   353,855 330   44.6   352,661 314
    Client cash account (CCA)(26)   1.8   18,184 407   1.6   18,478 472   1.8   21,318 475
    Total Client Cash   49.7   397,001 318   44.2   372,333 335   46.4   373,979 320
    Margin receivables   0.6   11,506 829   0.5   11,199 885   0.5   10,874 878
    Other interest revenue   1.3   16,975 524   1.5   20,229 533   0.9   11,101 507
    Total Client Cash and Interest Income, Net $ 51.6 $ 425,482 329 $ 46.2 $ 403,761 348 $ 47.7 $ 395,954 329
     
    Note: Totals may not foot due to rounding.
    LPL Financial Holdings Inc.
    Monthly Metrics
    (Dollars in billions, except where noted)
    (Unaudited)
     
        December 2024 November 2024 Change October 2024 September 2024
    Advisory and Brokerage Assets(18)            
    Advisory assets   $ 957.0   $ 973.8   (2%) $ 910.6   $ 892.0  
    Brokerage assets     783.7     785.6   —%   762.7     700.1  
    Total Advisory and Brokerage Assets   $ 1,740.7   $ 1,759.3   (1%) $ 1,673.3   $ 1,592.1  
                 
    Organic Net New Assets (NNA)(21)            
    Organic net new advisory assets   $ 12.5   $ 27.9   n/m $ 8.8   $ 11.0  
    Organic net new brokerage assets     12.9     6.3   n/m   (0.5 )   0.5  
    Total Organic Net New Assets   $ 25.5   $ 34.2   n/m $ 8.3   $ 11.4  
                 
    Acquired Net New Assets(21)            
    Acquired net new advisory assets   $   $ 0.5   n/m $ 21.3   $ 0.2  
    Acquired net new brokerage assets     0.2     0.3   n/m   67.0   $ 0.1  
    Total Acquired Net New Assets   $ 0.3   $ 0.8   n/m $ 88.3   $ 0.3  
                 
    Total Net New Assets(21)            
    Net new advisory assets   $ 12.6   $ 28.4   n/m $ 30.1   $ 11.2  
    Net new brokerage assets     13.2     6.6   n/m   66.5     0.5  
    Total Net New Assets   $ 25.8   $ 35.0   n/m $ 96.6   $ 11.7  
    Net brokerage to advisory conversions(22)   $ 2.0   $ 1.7   n/m $ 1.1   $ 1.2  
                 
    Client Cash Balances(25)            
    Insured cash account sweep   $ 38.3   $ 34.8   10% $ 34.7   $ 32.1  
    Deposit cash account sweep     10.7     9.9   8%   9.7     9.6  
    Total Bank Sweep     49.0     44.7   10%   44.4     41.7  
    Money market sweep     4.3     4.3   —%   2.6     2.3  
    Total Client Cash Sweep Held by Third Parties     53.3     49.0   9%   47.0     44.0  
    Client cash account (CCA)(26)     1.8     1.5   20%   1.3     1.8  
    Total Client Cash Balances     55.1     50.5   9%   48.3     45.8  
                 
    Net buy (sell) activity(24)   $ 13.5   $ 12.4   n/m $ 12.5   $ 12.2  
                 
    Market Drivers            
    S&P 500 Index (end of period)     5,882     6,032   (2%)   5,705     5,762  
    Russell 2000 Index (end of period)     2,230     2,435   (8%)   2,197     2,230  
    Fed Funds effective rate (average bps)     448     465   (17bps)   483     513  
     
    Note: Totals may not foot due to rounding.
    LPL Financial Holdings Inc.
    Financial Measures
    (Dollars in thousands, except where noted)
    (Unaudited)
     
        Q4 2024 Q3 2024 Change Q4 2023 Change
    Commission Revenue by Product            
    Annuities   $ 561,918   $ 481,852   17% $ 408,480   38%
    Mutual funds     232,529     193,451   20%   167,392   39%
    Fixed income     59,332     55,707   7%   40,441   47%
    Equities     45,829     36,786   25%   29,920   53%
    Other     65,855     38,736   70%   36,179   82%
    Total commission revenue   $ 965,463   $ 806,532   20% $ 682,412   41%
                 
    Commission Revenue by Sales-based and Trailing      
    Sales-based commissions            
    Annuities   $ 314,591   $ 265,955   18% $ 221,070   42%
    Mutual funds     52,908     42,310   25%   37,016   43%
    Fixed income     59,332     55,707   7%   40,441   47%
    Equities     45,829     36,786   25%   29,920   53%
    Other     53,135     28,374   87%   27,511   93%
    Total sales-based commissions   $ 525,795   $ 429,132   23% $ 355,958   48%
    Trailing commissions            
    Annuities   $ 247,327   $ 215,897   15% $ 187,410   32%
    Mutual funds     179,621     151,141   19%   130,376   38%
    Other     12,720     10,362   23%   8,668   47%
    Total trailing commissions   $ 439,668   $ 377,400   16% $ 326,454   35%
    Total commission revenue   $ 965,463   $ 806,532   20% $ 682,412   41%
                 
    Payout Rate(7)     87.79 %   87.46 % 33bps   87.59 % 20bps
    LPL Financial Holdings Inc.
    Capital Management Measures
    (Dollars in thousands, except where noted)
    (Unaudited)
     
        Q4 2024 Q3 2024 Q4 2023
    Cash and equivalents   $ 967,079   $ 1,474,954   $ 465,671  
    Cash at regulated subsidiaries     (884,779 )   (992,450 )   (410,313 )
    Excess cash at regulated subsidiaries per the Credit Agreement     397,138     225,886     128,327  
    Corporate Cash(3)   $ 479,438   $ 708,390   $ 183,685  
             
    Corporate Cash(3)        
    Cash at the Parent   $ 39,782   $ 435,109   $ 26,587  
    Excess cash at regulated subsidiaries per the Credit Agreement     397,138     225,886     128,327  
    Cash at non-regulated subsidiaries     42,518     47,395     28,771  
    Corporate Cash   $ 479,438   $ 708,390   $ 183,685  
             
    Leverage Ratio        
    Total debt   $ 5,517,000   $ 4,469,175   $ 3,757,200  
    Total corporate cash     479,438     708,390     183,685  
    Credit Agreement Net Debt   $ 5,037,562   $ 3,760,785   $ 3,573,515  
    Credit Agreement EBITDA (trailing twelve months)(28)   $ 2,665,033   $ 2,340,886   $ 2,194,807  
    Leverage Ratio   1.89x 1.61x 1.63x
        December 31, 2024  
    Total Debt   Balance Current Applicable
    Margin
    Interest Rate Maturity
    Revolving Credit Facility(a)   $ 1,047,000   ABR+37.5 bps / SOFR+147.5 bps 6.007 % 5/20/2029
    Broker-Dealer Revolving Credit Facility       SOFR+135 bps 5.840 % 5/19/2025
    Senior Unsecured Term Loan A     1,020,000   SOFR+147.5 bps(b) 6.000 % 12/5/2026
    Senior Unsecured Notes     500,000   5.700% Fixed 5.700 % 5/20/2027
    Senior Unsecured Notes     400,000   4.625% Fixed 4.625 % 11/15/2027
    Senior Unsecured Notes     750,000   6.750% Fixed 6.750 % 11/17/2028
    Senior Unsecured Notes     900,000   4.000% Fixed 4.000 % 3/15/2029
    Senior Unsecured Notes     400,000   4.375% Fixed 4.375 % 5/15/2031
    Senior Unsecured Notes     500,000   6.000% Fixed 6.000 % 5/20/2034
    Total / Weighted Average   $ 5,517,000     5.532 %  
     
    (a) Secured borrowing capacity of $2.25 billion at LPL Holdings, Inc. (the “Parent”).
    (b) The SOFR rate option is a one-month SOFR rate and subject to an interest rate floor of 0 bps.
    LPL Financial Holdings Inc.
    Key Business and Financial Metrics
    (Dollars in thousands, except where noted)
    (Unaudited)
     
        Q4 2024 Q3 2024 Change Q4 2023 Change
    Advisors            
    Advisors     28,888     23,686   22%   22,660   27%
    Net new advisors     5,202     224   n/m   256   n/m
    Annualized advisory fees and commissions per advisor(29)   $ 390   $ 371   5% $ 314   24%
    Average total assets per advisor ($ in millions)(30)   $ 60.3   $ 67.2   (10%) $ 59.8   1%
    Transition assistance loan amortization ($ in millions)(31)   $ 76.3   $ 69.1   10% $ 55.1   38%
    Total client accounts (in millions)     10.0     8.7   15%   8.3   20%
                 
    Employees     7,780     7,342   6%   7,372   6%
                 
    Services Group            
    Services Group subscriptions(32)            
    Professional Services     1,925     1,890   2%   1,895   2%
    Business Optimizers     3,980     3,798   5%   3,363   18%
    Planning and Advice     799     735   9%   548   46%
    Total Services Group subscriptions     6,704     6,423   4%   5,806   15%
    Services Group advisor count     4,521     4,340   4%   3,850   17%
                 
    AUM retention rate (quarterly annualized)(33)     97.3 %   97.0 % 30bps   98.4 % (110bps)
                 
    Capital Management            
    Capital expenditures ($ in millions)(34)   $ 165.5   $ 147.1   13% $ 105.9   56%
    Acquisitions, net ($ in millions)(35)   $ 847.9   $ 34.1   n/m $ 92.9   n/m
                 
    Share repurchases ($ in millions)   $ 100.0   $   100% $ 225.0   (56%)
    Dividends ($ in millions)     22.5     22.4   —%   22.6   —%
    Total Capital Returned ($ in millions)   $ 122.5   $ 22.4   n/m $ 247.6   (51%)


    Non-GAAP Financial Measures

    Management believes that presenting certain non-GAAP financial measures by excluding or including certain items can be helpful to investors and analysts who may wish to use this information to analyze the Company’s current performance, prospects and valuation. Management uses this non-GAAP information internally to evaluate operating performance and in formulating the budget for future periods. Management believes that the non-GAAP financial measures and metrics discussed below are appropriate for evaluating the performance of the Company.

    Adjusted EPS and Adjusted net income

    Adjusted EPS is defined as adjusted net income, a non-GAAP measure defined as net income plus the after-tax impact of amortization of other intangibles, acquisition costs, certain regulatory charges, losses on extinguishment of debt, and amounts related to the departure of the Company’s former Chief Executive Officer, divided by the weighted average number of diluted shares outstanding for the applicable period. The Company presents adjusted net income and adjusted EPS because management believes that these metrics can provide investors with useful insight into the Company’s core operating performance by excluding non-cash items, acquisition costs, and certain other charges that management does not believe impact the Company’s ongoing operations. Adjusted net income and adjusted EPS are not measures of the Company’s financial performance under GAAP and should not be considered as alternatives to net income, earnings per diluted share or any other performance measure derived in accordance with GAAP. For a reconciliation of net income and earnings per diluted share to adjusted net income and adjusted EPS, please see the endnote disclosures in this release.

    Gross profit

    Gross profit is calculated as total revenue less advisory and commission expense; brokerage, clearing and exchange expense; and market fluctuations on employee deferred compensation. All other expense categories, including depreciation and amortization of property and equipment and amortization of other intangibles, are considered general and administrative in nature. Because the Company’s gross profit amounts do not include any depreciation and amortization expense, the Company considers gross profit to be a non-GAAP financial measure that may not be comparable to similar measures used by others in its industry. Management believes that gross profit can provide investors with useful insight into the Company’s core operating performance before indirect costs that are general and administrative in nature. For a calculation of gross profit, please see the endnote disclosures in this release.

    Core G&A

    Core G&A consists of total expense less the following expenses: advisory and commission; depreciation and amortization; interest expense on borrowings; brokerage, clearing and exchange; amortization of other intangibles; market fluctuations on employee deferred compensation; losses on extinguishment of debt; promotional (ongoing); employee share-based compensation; regulatory charges; and acquisition costs. Management presents core G&A because it believes core G&A reflects the corporate expense categories over which management can generally exercise a measure of control, compared with expense items over which management either cannot exercise control, such as advisory and commission, or which management views as promotional expense necessary to support advisor growth and retention, including conferences and transition assistance. Core G&A is not a measure of the Company’s total expense as calculated in accordance with GAAP. For a reconciliation of the Company’s total expense to core G&A, please see the endnote disclosures in this release. The Company does not provide an outlook for its total expense because it contains expense components, such as advisory and commission, that are market-driven and over which the Company cannot exercise control. Accordingly, a reconciliation of the Company’s outlook for total expense to an outlook for core G&A cannot be made available without unreasonable effort.

    EBITDA and Adjusted EBITDA

    EBITDA is defined as net income plus interest expense on borrowings, provision for income taxes, depreciation and amortization, and amortization of other intangibles. Adjusted EBITDA is defined as EBITDA, a non-GAAP measure, plus acquisition costs, certain regulatory charges, amounts related to the departure of the Company’s former Chief Executive Officer, and losses on extinguishment of debt. The Company presents EBITDA and adjusted EBITDA because management believes that they can be useful financial metrics in understanding the Company’s earnings from operations. EBITDA and adjusted EBITDA are not measures of the Company’s financial performance under GAAP and should not be considered as alternatives to net income or any other performance measure derived in accordance with GAAP. For a reconciliation of net income to EBITDA and adjusted EBITDA, please see the endnote disclosures in this release.

    Credit Agreement EBITDA

    Credit Agreement EBITDA is defined in, and calculated by management in accordance with, the Company’s amended and restated credit agreement (“Credit Agreement”) as “Consolidated EBITDA,” which is Consolidated Net Income (as defined in the Credit Agreement) plus interest expense on borrowings, provision for income taxes, depreciation and amortization, and amortization of other intangibles, and is further adjusted to exclude certain non-cash charges and other adjustments, and to include future expected cost savings, operating expense reductions or other synergies from certain transactions. The Company presents Credit Agreement EBITDA because management believes that it can be a useful financial metric in understanding the Company’s debt capacity and covenant compliance under its Credit Agreement. Credit Agreement EBITDA is not a measure of the Company’s financial performance under GAAP and should not be considered as an alternative to net income or any other performance measure derived in accordance with GAAP. For a reconciliation of net income to Credit Agreement EBITDA, please see the endnote disclosures in this release.

    Endnote Disclosures

    (1) Represents the estimated total advisory and brokerage assets expected to transition to the Company’s primary broker-dealer subsidiary, LPL Financial, in connection with advisors who transferred their licenses to LPL Financial during the period. The estimate is based on prior business reported by the advisors, which has not been independently and fully verified by LPL Financial. The actual transition of assets to LPL Financial generally occurs over several quarters and the actual amount transitioned may vary from the estimate.

    (2) The terms “Financial Advisors” and “Advisors” refer to registered representatives and/or investment advisor representatives affiliated with LPL Financial, an SEC-registered broker-dealer and investment advisor, or one of Atria’s seven introducing broker-dealer subsidiaries.

    (3) Corporate cash, a component of cash and equivalents, is the sum of cash and equivalents from the following: (1) cash and equivalents held at LPL Holdings, Inc., (2) cash and equivalents held at regulated subsidiaries as defined by the Company’s Credit Agreement, which include LPL Financial, LPL Enterprise, LLC, The Private Trust Company, N.A. and certain of Atria’s introducing broker-dealer subsidiaries, in excess of the capital requirements of the Company’s Credit Agreement and (3) cash and equivalents held at non-regulated subsidiaries.

    (4) Compliance with the Leverage Ratio is only required under the Company’s revolving credit facility.

    (5) The Company was named a Top RIA custodian (Cerulli Associates, 2024 U.S. RIA Marketplace Report); No. 1 Independent Broker-Dealer in the U.S. (based on total revenues, Financial Planning magazine 1996-2022); and, among third-party providers of brokerage services to banks and credit unions, No. 1 in AUM Growth from Financial Institutions; No. 1 in Market Share of AUM from Financial Institutions; No. 1 in Market Share of Revenue from Financial Institutions; No. 1 on Financial Institution Market Share; No. 1 on Share of Advisors (2021-2022 Kehrer Bielan Research and Consulting Annual TPM Report). Fortune 500 as of June 2021.

    (6) Gross profit is a non-GAAP financial measure. Please see a description of gross profit under the “Non-GAAP Financial Measures” section of this release for additional information. Below is a calculation of gross profit for the periods presented (in thousands):

        Q4 2024 Q3 2024 Q4 2023
    Total revenue(a)   $ 3,512,351   $ 3,108,394   $ 2,643,829  
    Advisory and commission expense     2,250,427     1,948,065     1,607,978  
    Brokerage, clearing and exchange expense     34,789     29,636     25,917  
    Employee deferred compensation     (502 )   2,617     2,881  
    Gross profit(a)   $ 1,227,637   $ 1,128,076   $ 1,007,053  

    (a) The departure of the Company’s former Chief Executive Officer resulted in other income of $26.4 million during the three months ended December 31, 2024 related to the clawback of share-based compensation awards.

    Below is a calculation of gross profit for the years presented (in thousands):

        Years Ended December 31,
          2024     2023  
    Total revenue(a)   $ 12,385,107   $ 10,052,848  
    Advisory and commission expense     7,751,006     5,915,807  
    Brokerage, clearing and exchange expense     127,941     105,984  
    Employee deferred compensation     4,815     4,101  
    Gross profit(a)   $ 4,501,345   $ 4,026,956  

    (a) The departure of the Company’s former Chief Executive Officer resulted in other income of $26.4 million during the three months ended December 31, 2024 related to the clawback of share-based compensation awards.

    (7) Production-based payout is a financial measure calculated as advisory and commission expense plus (less) advisor deferred compensation. The payout rate is calculated by dividing the production-based payout by total advisory and commission revenue. Below is a reconciliation of the Company’s advisory and commission expense to the production-based payout and a calculation of the payout rate for the periods presented (in thousands, except payout rate):

        Q4 2024 Q3 2024 Q4 2023
    Advisory and commission expense   $ 2,250,427   $ 1,948,065   $ 1,607,978  
    Less: Advisor deferred compensation     (1,753 )   (37,431 )   (59,438 )
    Production-based payout   $ 2,248,674   $ 1,910,634   $ 1,548,540  
             
    Advisory and commission revenue   $ 2,561,297   $ 2,184,582   $ 1,767,909  
             
    Payout rate     87.79 %   87.46 %   87.59 %

    (8) Below is a reconciliation of client cash revenue per Management’s Statements of Operations to client cash revenue, a component of asset-based revenue, on the Company’s consolidated statements of income for the periods presented (in thousands):

        Q4 2024 Q3 2024 Q4 2023
    Client cash on Management’s Statement of Operations   $ 397,001   $ 372,333   $ 373,979  
    Interest income on CCA balances segregated under federal or other regulations(10)     (18,185 )   (18,478 )   (21,318 )
    Client cash on Consolidated Statements of Income   $ 378,816   $ 353,855   $ 352,661  

    (9) Consists of revenue from the Company’s sponsorship programs with financial product manufacturers, omnibus processing and networking services but does not include fees from client cash programs.

    (10) During the first quarter of 2024, the Company disaggregated the activity previously reported in the interest income and other, net line item into its interest income, net and other revenue components. Prior period amounts have been reclassified to conform to the current presentation. Below is a reconciliation of interest income, net per Management’s Statements of Operations to interest income, net on the Company’s consolidated statements of income for the periods presented (in thousands):

        Q4 2024 Q3 2024 Q4 2023
    Interest income, net on Management’s Statement of Operations   $ 28,481   $ 31,428   $ 21,975  
    Interest income on CCA balances segregated under federal or other regulations(8)     18,185     18,478     21,318  
    Interest income on deferred compensation     14     17     19  
    Interest income, net on Consolidated Statements of Income   $ 46,680   $ 49,923   $ 43,312  

    (11) During the first quarter of 2024, the Company disaggregated the activity previously reported in the interest income and other, net line item into its interest income, net and other revenue components. Prior period amounts have been reclassified to conform to the current presentation. Below is a reconciliation of other revenue per Management’s Statements of Operations to other revenue on the Company’s consolidated statements of income for the periods presented (in thousands):

        Q4 2024 Q3 2024 Q4 2023
    Other revenue on Management’s Statement of Operations(a)   $ 32,705   $ 3,392   $ 4,636  
    Interest income on deferred compensation     (14 )   (17 )   (19 )
    Deferred compensation     1,251     40,048     62,319  
    Other revenue on Consolidated Statements of Income   $ 33,942   $ 43,423   $ 66,936  

    (a) The departure of the Company’s former Chief Executive Officer resulted in other income of $26.4 million during the three months ended December 31, 2024 related to the clawback of share-based compensation awards.

    (12) Core G&A is a non-GAAP financial measure. Please see a description of core G&A under the “Non-GAAP Financial Measures” section of this release for additional information. Below is a reconciliation of the Company’s total expense to core G&A for the periods presented (in thousands):

        Q4 2024 Q3 2024 Q4 2023
    Core G&A Reconciliation        
    Total expense   $ 3,171,070   $ 2,761,046   $ 2,350,042  
    Advisory and commission     (2,250,427 )   (1,948,065 )   (1,607,978 )
    Depreciation and amortization     (92,032 )   (78,338 )   (67,936 )
    Interest expense on borrowings     (81,979 )   (67,779 )   (54,415 )
    Brokerage, clearing and exchange     (34,789 )   (29,636 )   (25,917 )
    Amortization of other intangibles     (42,614 )   (32,461 )   (28,618 )
    Employee deferred compensation     502     (2,617 )   (2,881 )
    Loss on extinguishment of debt     (3,983 )   (— )   (— )
    Total G&A     665,748     602,150     562,297  
    Promotional (ongoing)(14)(15)     (173,191 )   (175,605 )   (138,457 )
    Acquisition costs(15)     (37,261 )   (22,243 )   (34,931 )
    Employee share-based compensation     (26,067 )   (20,289 )   (15,535 )
    Regulatory charges(13)     (7,335 )   (24,879 )   (8,905 )
    Core G&A   $ 421,894   $ 359,134   $ 364,469  

    Below is a reconciliation of the Company’s total expense to core G&A for the years presented (in thousands):

        Years Ended December 31,
          2024     2023  
    Core G&A Reconciliation      
    Total expense   $ 10,992,215   $ 8,608,073  
    Advisory and commission     (7,751,006 )   (5,915,807 )
    Depreciation and amortization     (308,527 )   (246,994 )
    Interest expense on borrowings     (274,181 )   (186,804 )
    Amortization of other intangibles     (135,234 )   (107,211 )
    Brokerage, clearing and exchange     (127,941 )   (105,984 )
    Employee deferred compensation     (4,815 )   (4,101 )
    Loss on extinguishment of debt     (3,983 )    
    Total G&A     2,386,528     2,041,172  
    Promotional (ongoing)(14)(15)     (628,938 )   (486,326 )
    Regulatory charges(13)     (47,278 )   (71,320 )
    Employee share-based compensation     (88,957 )   (66,024 )
    Acquisition costs(15)     (105,905 )   (48,103 )
    Core G&A   $ 1,515,450   $ 1,369,399  

    (13) Regulatory charges for the three months ended September 30, 2024 and year ended December 31, 2024 include charges related to a settlement with the SEC to resolve the Company’s civil investigation of certain elements of the Company’s Anti-Money Laundering (“AML”) compliance program. The Company has recorded an $18.0 million charge for the quarter ended September 30, 2024 and reached a settlement with the staff of the SEC and paid the civil monetary penalty in January 2025. Regulatory charges for the year ended December 31, 2023 include a $40.0 million charge to reflect the amount of the penalty related to the SEC’s civil investigation of the Company’s compliance with records preservation requirements for business-related electronic communications that was not covered by the Company’s captive insurance subsidiary. The Company reached a settlement with the staff of the SEC and paid the civil monetary penalty of $50.0 million in August 2024.

    (14) Promotional (ongoing) includes $13.4 million, $13.0 million and $12.5 million for the three months ended December 31, 2024, September 30, 2024 and December 31, 2023, respectively, of support costs related to full-time employees that are classified within Compensation and benefits expense in the consolidated statements of income and excludes costs that have been incurred as part of acquisitions that have been classified within acquisition costs. Promotional (ongoing) includes $46.6 million and $30.7 million of such support costs for the twelve months ended December 31, 2024 and 2023, respectively.

    (15) Acquisition costs include the costs to setup, onboard and integrate acquired entities and other costs that were incurred as a result of the acquisitions. The below table summarizes the primary components of acquisition costs for the periods presented (in thousands):

        Q4 2024 Q3 2024 Q4 2023
    Acquisition costs        
    Fair value mark on contingent consideration(36)   $ 11,249   $ 5,849   $ 26,712  
    Compensation and benefits     15,950     8,352     2,829  
    Professional services     7,357     6,685     3,664  
    Promotional(14)     2,235     1,964     863  
    Other     470     (607 )   863  
    Acquisition costs   $ 37,261   $ 22,243   $ 34,931  

    The below table summarizes the primary components of acquisition costs for the years presented (in thousands):

        Years Ended December 31,
          2024     2023  
    Acquisition costs      
    Fair value mark on contingent consideration(36)   $ 41,721   $ 26,712  
    Professional services     20,855     10,044  
    Compensation and benefits     34,980     6,069  
    Promotional(14)     7,006     3,593  
    Other     1,343     1,685  
    Acquisition costs   $ 105,905   $ 48,103  

    (16) EBITDA and adjusted EBITDA are non-GAAP financial measures. Please see a description of EBITDA and adjusted EBITDA under the “Non-GAAP Financial Measures” section of this release for additional information. Below is a reconciliation of net income to EBITDA and adjusted EBITDA for the periods presented (in thousands):

        Q4 2024 Q3 2024 Q4 2023
    EBITDA and adjusted EBITDA Reconciliation        
    Net income   $ 270,749   $ 255,303   $ 217,555  
    Interest expense on borrowings     81,979     67,779     54,415  
    Provision for income taxes     70,532     92,045     76,232  
    Depreciation and amortization     92,032     78,338     67,936  
    Amortization of other intangibles     42,614     32,461     28,618  
    EBITDA   $ 557,906   $ 525,926   $ 444,756  
    Regulatory charges(13)         18,000      
    Acquisition costs(15)     37,261     22,243     34,931  
    Departure of former Chief Executive Officer(a)     (14,367 )        
    Loss on extinguishment of debt     3,983          
    Adjusted EBITDA   $ 584,783   $ 566,169   $ 479,687  

    (a) The departure of the Company’s former Chief Executive Officer resulted in other income of $26.4 million during the three months ended December 31, 2024 related to the clawback of share-based compensation awards which was offset by share-based compensation expense of $12.0 million related to the modification of certain stock options that were retained as per the settlement agreement that the Company reached with the former Chief Executive Officer.

    The below table is a reconciliation of net income to EBITDA and adjusted EBITDA for the years presented (in thousands):

          2024     2023  
    EBITDA and adjusted EBITDA Reconciliation      
    Net income   $ 1,058,616   $ 1,066,250  
    Interest expense on borrowings     274,181     186,804  
    Provision for income taxes     334,276     378,525  
    Depreciation and amortization     308,527     246,994  
    Amortization of other intangibles     135,234     107,211  
    EBITDA   $ 2,110,834   $ 1,985,784  
    Regulatory charges(13)     18,000     40,000  
    Acquisition costs(15)     105,905     48,103  
    Departure of former Chief Executive Officer(a)     (14,367 )    
    Loss on extinguishment of debt     3,983      
    Adjusted EBITDA   $ 2,224,355   $ 2,073,887  

    (a) The departure of the Company’s former Chief Executive Officer resulted in other income of $26.4 million during the three months ended December 31, 2024 related to the clawback of share-based compensation awards which was offset by share-based compensation expense of $12.0 million related to the modification of certain stock options that were retained as per the settlement agreement that the Company reached with the former Chief Executive Officer.

    (17) Adjusted net income and adjusted EPS are non-GAAP financial measures. Please see a description of adjusted net income and adjusted EPS under the “Non-GAAP Financial Measures” section of this release for additional information. Below is a reconciliation of net income and earnings per diluted share to adjusted net income and adjusted EPS for the periods presented (in thousands, except per share data):

        Q4 2024 Q3 2024 Q4 2023
        Amount Per Share Amount Per Share Amount Per Share
    Net income / earnings per diluted share   $ 270,749   $ 3.59   $ 255,303   $ 3.39   $ 217,555   $ 2.85  
    Regulatory charges(13)             18,000     0.24          
    Amortization of other intangibles     42,614     0.57     32,461     0.43     28,618     0.38  
    Acquisition costs(15)     37,261     0.49     22,243     0.29     34,931     0.46  
    Departure of former Chief Executive Officer(a)     (14,367 )   (0.19 )                
    Loss on extinguishment of debt     3,983     0.05                  
    Tax benefit     (19,978 )   (0.27 )   (14,650 )   (0.19 )   (13,789 )   (0.18 )
    Adjusted net income / adjusted EPS   $ 320,262   $ 4.25   $ 313,357   $ 4.16   $ 267,315   $ 3.51  
    Diluted share count     75,337       75,405       76,240    
    Note: Totals may not foot due to rounding.              

    (a) The departure of the Company’s former Chief Executive Officer resulted in other income of $26.4 million during the three months ended December 31, 2024 related to the clawback of share-based compensation awards which was offset by share-based compensation expense of $12.0 million related to the modification of certain stock options that were retained as per the settlement agreement that the Company reached with the former Chief Executive Officer.

    Below is a reconciliation of net income and earnings per diluted share to adjusted net income and adjusted EPS for the years presented (in thousands, except per share data):

        Years Ended December 31,
          2024     2023  
        Amount Per Share Amount Per Share
    Net income / earnings per diluted share   $ 1,058,616   $ 14.03   $ 1,066,250   $ 13.69  
    Regulatory charges(13)     18,000     0.24     40,000     0.51  
    Amortization of other intangibles     135,234     1.79     107,211     1.38  
    Acquisition costs(15)     105,905     1.40     48,103     0.62  
    Departure of former Chief Executive Officer(a)     (14,367 )   (0.19 )        
    Loss on extinguishment of debt     3,983     0.05          
    Tax benefit     (62,089 )   (0.82 )   (37,418 )   (0.48 )
    Adjusted net income / adjusted EPS   $ 1,245,282   $ 16.51   $ 1,224,146   $ 15.72  
    Diluted share count     75,427       77,861    
    Note: Totals may not foot due to rounding.          

    (a) The departure of the Company’s former Chief Executive Officer resulted in other income of $26.4 million during the three months ended December 31, 2024 related to the clawback of share-based compensation awards which was offset by share-based compensation expense of $12.0 million related to the modification of certain stock options that were retained as per the settlement agreement that the Company reached with the former Chief Executive Officer.

    (18) Consists of total advisory and brokerage assets under custody at the Company’s primary broker-dealer subsidiary, LPL Financial, as well as assets under custody of a third-party custodian related to Atria’s seven introducing broker-dealer subsidiaries.

    (19) Assets on the Company’s corporate advisory platform are serviced by investment advisor representatives of LPL Financial. Assets on the Company’s independent RIA advisory platform are serviced by investment advisor representatives of separate registered investment advisor firms rather than representatives of LPL Financial.

    (20) Consists of advisory assets in LPL Financial’s Model Wealth Portfolios, Optimum Market Portfolios, Personal Wealth Portfolios and Guided Wealth Portfolios platforms.

    (21) Consists of total client deposits into advisory or brokerage accounts less total client withdrawals from advisory or brokerage accounts, plus dividends, plus interest, minus advisory fees. The Company considers conversions from and to brokerage or advisory accounts as deposits and withdrawals, respectively.

    (22) Consists of existing custodied assets that converted from brokerage to advisory, less existing custodied assets that converted from advisory to brokerage.

    (23) Calculated as annualized current period organic net new assets divided by preceding period assets in their respective categories of advisory assets or total advisory and brokerage assets.

    (24) Represents the amount of securities purchased less the amount of securities sold in client accounts custodied with LPL Financial.

    (25) Client cash balances include CCA and exclude purchased money market funds. CCA balances include cash that clients have deposited with LPL Financial that is included in Client payables in the consolidated balance sheets. The following table presents purchased money market funds for the periods presented (in billions):

        Q4 2024 Q3 2024 Q4 2023
    Purchased money market funds   $ 41.0   $ 38.5   $ 29.5  

    (26) During the first quarter of 2024, the Company updated its definition of client cash account balances to exclude other client payables. Prior period disclosures have been updated to reflect this change as applicable.

    (27) Calculated by dividing revenue for the period by the average balance during the period.

    (28) EBITDA and Credit Agreement EBITDA are non-GAAP financial measures. Please see a description of EBITDA and Credit Agreement EBITDA under the “Non-GAAP Financial Measures” section of this release for additional information. Under the Credit Agreement, management calculates Credit Agreement EBITDA for a trailing twelve month period at the end of each fiscal quarter and in doing so may make further adjustments to prior quarters. Below are reconciliations of trailing twelve month net income to trailing twelve month EBITDA and Credit Agreement EBITDA for the periods presented (in thousands):

        Q4 2024 Q3 2024 Q4 2023
    EBITDA and Credit Agreement EBITDA Reconciliations        
    Net income   $ 1,058,616   $ 1,005,422   $ 1,066,250  
    Interest expense on borrowings     274,181     246,618     186,804  
    Provision for income taxes     334,276     339,977     378,525  
    Depreciation and amortization     308,527     284,431     246,994  
    Amortization of other intangibles     135,234     121,238     107,211  
    EBITDA   $ 2,110,834   $ 1,997,686   $ 1,985,784  
    Credit Agreement Adjustments:        
    Acquisition costs and other(15)(37)   $ 223,614   $ 236,007   $ 110,170  
    Employee share-based compensation     88,957     78,425     66,024  
    M&A accretion(38)     235,048     26,265     30,268  
    Advisor share-based compensation     2,597     2,503     2,561  
    Loss on extinguishment of debt     3,983          
    Credit Agreement EBITDA   $ 2,665,033   $ 2,340,886   $ 2,194,807  

    (29) Calculated based on the average advisor count from the current period and prior periods.

    (30) Calculated based on the end of period total advisory and brokerage assets divided by end of period advisor count.

    (31) Represents amortization expense on forgivable loans for transition assistance to advisors and institutions.

    (32) Refers to active subscriptions related to professional services offerings (CFO Solutions, Marketing Solutions, Admin Solutions, Advisor Institute, Bookkeeping, Partial Book Sales, CFO Essentials, Digital Marketing, Payroll Services and HR Solutions) and business optimizer offerings (M&A Solutions, Digital Office, Resilience Plans and Assurance Plans), as well as planning and advice services (Paraplanning, Tax Planning, and High Net Worth Services) for which subscriptions are the number of advisors using the service.

    (33) Reflects retention of total advisory and brokerage assets, calculated by deducting quarterly annualized attrition from total advisory and brokerage assets, divided by the prior quarter total advisory and brokerage assets.

    (34) Capital expenditures represent cash payments for property and equipment during the period.

    (35) Acquisitions, net represent cash paid for acquisitions, net of cash acquired during the period.

    (36) Represents a fair value adjustment to our contingent consideration liabilities that is reflected in other expense in the consolidated statements of income.

    (37) Acquisition costs and other primarily include acquisition costs, costs incurred related to the integration of the strategic relationship with Prudential, a $26.4 million reduction related to the departure of the Company’s former Chief Executive Officer and related clawback of share-based compensation awards, an $18.0 million regulatory charge recognized during the three months ended September 30, 2024 reflecting the amount of a penalty proposed by the SEC as part of its civil investigation of the Company’s compliance with certain elements of the Company’s AML compliance program, and a $40.0 million regulatory charge recognized during the three months ended September 30, 2023 to reflect the amount of a penalty proposed by the SEC as part of its civil investigation of the Company’s compliance with records preservation requirements for business-related electronic communications stored on personal devices that have not been approved by the Company.

    (38) M&A accretion is an adjustment to reflect the annualized expected run rate EBITDA of an acquisition as permitted by the Credit Agreement for up to eight fiscal quarters following the close of the transaction.

    The MIL Network

  • MIL-OSI: FinWise Bancorp Reports Fourth Quarter and Full Year 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    – Loan Originations of $5.0 Billion for 2024, including $1.3 Billion for Fourth Quarter –

    – Net Income of $12.7 Million for 2024, including $2.8 Million for Fourth Quarter –

    – Diluted Earnings Per Share of $0.93 for 2024, including $0.20 for Fourth Quarter –

    MURRAY, Utah, Jan. 30, 2025 (GLOBE NEWSWIRE) — FinWise Bancorp (NASDAQ: FINW) (“FinWise” or the “Company”), parent company of FinWise Bank (the “Bank”), today announced results for the quarter and fiscal year ended December 31, 2024.

    Fourth Quarter 2024 Highlights

    • Loan originations totaled $1.3 billion, compared to $1.4 billion for the quarter ended September 30, 2024, and $1.2 billion for the fourth quarter of the prior year
    • Net interest income was $15.5 million, compared to $14.8 million for the quarter ended September 30, 2024, and $14.4 million for the fourth quarter of the prior year
    • Net income was $2.8 million, compared to $3.5 million for the quarter ended September 30, 2024, and $4.2 million for the fourth quarter of the prior year
    • Diluted earnings per share (“EPS”) were $0.20 for the quarter, compared to $0.25 for the quarter ended September 30, 2024, and $0.32 for the fourth quarter of the prior year
    • Efficiency ratio1 was 64.2%, compared to 67.5% for the quarter ended September 30, 2024, and 56.0% for the fourth quarter of the prior year
    • Nonperforming loan balances were $36.4 million as of December 31, 2024, compared to $30.6 million as of September 30, 2024, and $27.1 million as of December 31, 2023. Nonperforming loan balances guaranteed by the Small Business Administration (“SBA”) were $19.2 million, $17.8 million, and $15.0 million as of December 31, 2024, September 30, 2024, and December 31, 2023, respectively

    “Our fourth quarter results capped off a strong 2024 for FinWise, as we made significant progress in our goal to expand and diversify our sources of revenue to enhance the company’s long-term growth,” said Kent Landvatter, CEO of FinWise. “We were also pleased with the rebound in loan originations from existing programs, as well as the number of new strategic programs we announced, including four new Lending programs, two of which include our Credit Enhancement product, one Payments and one Credit Card program. As we look ahead to 2025, we are excited about the outlook, and currently anticipate continued stability in originations from existing programs, acceleration in production from new and ramping programs, a strong pipeline for new partners and remain committed to generating positive operating leverage.”

    ____________________

    1 See “Reconciliation of Non-GAAP to GAAP Financial Measures” for a reconciliation of this non-GAAP measure.

    Selected Financial and Other Data

    ($ in thousands, except per share amounts) As of and for the Three Months Ended   As of and for the Years Ended
      12/31/2024   9/30/2024   12/31/2023   12/31/2024   12/31/2023
    Amount of loans originated $ 1,305,028     $ 1,448,251     $ 1,177,704     $ 5,015,662     $ 4,303,361  
    Net income $ 2,793     $ 3,454     $ 4,156     $ 12,742     $ 17,460  
    Diluted EPS $ 0.20     $ 0.25     $ 0.32     $ 0.93     $ 1.33  
    Return on average assets   1.6 %     2.1 %     2.9 %     2.0 %     3.5 %
    Return on average equity   6.5 %     8.3 %     10.8 %     7.7 %     11.9 %
    Yield on loans   14.01 %     14.16 %     16.21 %     14.47 %     17.05 %
    Cost of interest-bearing deposits   4.30 %     4.85 %     4.82 %     4.57 %     4.22 %
    Net interest margin   10.00 %     9.70 %     10.61 %     9.99 %     11.65 %
    Efficiency ratio(1)   64.2 %     67.5 %     56.0 %     64.9 %     53.4 %
    Tangible book value per share(2) $ 13.15     $ 12.90     $ 12.41     $ 13.15     $ 12.41  
    Tangible shareholders’ equity to tangible assets(2)   23.3 %     24.9 %     26.5 %     23.3 %     26.5 %
    Leverage ratio (Bank under CBLR)   20.6 %     20.3 %     20.7 %     20.6 %     20.7 %
    Full-time equivalent employees   196       194       162       196       162  
                                           

    (1) This measure is not a measure recognized under United States generally accepted accounting principles, or GAAP, and is therefore considered to be a non-GAAP financial measure. See “Reconciliation of Non-GAAP to GAAP Financial Measures” for a reconciliation of this measure to its most comparable GAAP measure. The efficiency ratio is defined as total non-interest expense divided by the sum of net interest income and non-interest income. The Company believes this measure is important as an indicator of productivity because it shows the amount of revenue generated for each dollar spent.
    (2) Tangible shareholders’ equity to tangible assets is considered a non-GAAP financial measure. Tangible shareholders’ equity is defined as total shareholders’ equity less goodwill and other intangible assets. The most directly comparable GAAP financial measure is total shareholder’s equity to total assets. The Company had no goodwill or other intangible assets at the end of any period indicated. The Company has not considered loan servicing rights or loan trailing fee assets as intangible assets for purposes of this calculation. As a result, tangible shareholders’ equity is the same as total shareholders’ equity at the end of each of the periods indicated.

    Net Interest Income
    Net interest income was $15.5 million for the fourth quarter of 2024, compared to $14.8 million for the prior quarter and $14.4 million for the prior year period. The increase from the prior quarter was primarily due to an average balance increase in the loans held for investment (“HFI”) portfolio and a decrease in yields paid on interest-earning deposits, principally certificate of deposits. Further contributing to the increase from the prior quarter was a third quarter 2024 decrease in net interest income of $0.5 million for accrued interest not previously reversed at the time loans were deemed nonperforming. The increase from the prior year period was primarily due to increases in the average balances of loans held-for-sale and loans HFI portfolios and was partially offset by yield decreases on those same portfolios as well as decreased volumes and rates paid on the Company’s interest bearing deposits.

    Loan originations totaled $1.3 billion for the fourth quarter, compared to $1.4 billion for the prior quarter of 2024 and $1.2 billion for the prior year period.

    Net interest margin for the fourth quarter of 2024 was 10.00%, compared to 9.70% for the prior quarter and 10.61% for the prior year period. The increase in net interest margin from the prior quarter is primarily attributable to the current quarter decrease in the cost of certificates of deposits and the growth in the overall loan portfolio. The decrease from the prior year period is primarily attributable to the Company’s strategy to reduce the average credit risk in the loan portfolio by increasing its investment in higher quality but lower yielding loans.

    Provision for Credit Losses
    The Company’s provision for credit losses was $3.9 million for the fourth quarter of 2024, compared to $2.2 million for the prior quarter and $3.2 million for the prior year period. The provision for credit losses increased when compared to the prior quarter and prior year period due primarily to a net charge-off on the non-guaranteed portion of SBA loans in the fourth quarter of 2024 of $1.0 million.

    Non-interest Income

      Three Months Ended
    ($ in thousands) 12/31/2024   9/30/2024   12/31/2023
    Non-interest income          
    Strategic Program fees $ 4,899     $ 4,862     $ 4,229  
    Gain on sale of loans   872       393       440  
    SBA loan servicing fees, net   181       87       572  
    Change in fair value on investment in BFG   (200 )     (100 )     200  
    Credit enhancement income   25       47        
    Other miscellaneous income   (174 )     765       716  
    Total non-interest income $ 5,603     $ 6,054     $ 6,157  
     

    The decrease in non-interest income from the prior quarter and prior year period was primarily due to a decrease in other miscellaneous income resulting from the $0.9 million charge-off of unamortized premium on approximately $160.0 million of callable CDs which were called during the fourth quarter of 2024 and replaced with lower cost CDs. This decrease was partially offset by the $0.5 million gain on sale of the guaranteed portion of SBA loans that occurred during the fourth quarter of 2024.

    Non-interest Expense

      Three Months Ended
    ($ in thousands) 12/31/2024   9/30/2024   12/31/2023
    Non-interest expense          
    Salaries and employee benefits $ 9,375     $ 9,659     $ 7,396  
    Professional services   556       1,331       1,433  
    Occupancy and equipment expenses   1,094       1,046       923  
    Credit enhancement expense   5       3        
    Other operating expenses   2,534       2,010       1,751  
    Total non-interest expense $ 13,564     $ 14,049     $ 11,503  
     

    The decrease in non-interest expense from the prior quarter was primarily due to a decrease in salaries and employee benefits resulting from bonus accrual reductions and a decrease in professional services expense resulting from a reduction in accruals for legal services. The increase in non-interest expense from the prior year period was primarily due to an increase in salaries and employee benefits due mainly to increasing headcount and other operating expenses driven by increased spending to support the growth in the Company’s business infrastructure.

    Reflecting the expenses incurred to develop the Company’s business infrastructure, the Company’s efficiency ratio was 64.2% for the fourth quarter of 2024, compared to 67.5% for the prior quarter and 56.0% for the prior year period. As a result of the infrastructure build, the Company anticipates the efficiency ratio will remain elevated until the Company begins to realize the revenues associated with the new programs developed.

    Tax Rate
    The Company’s effective tax rate was 24.3% for the fourth quarter of 2024, compared to 25.1% for the prior quarter and 28.5% for the prior year period. The decrease from the prior quarter was due primarily to more favorable resolution of historical state tax matters during the fourth quarter of 2024. The decrease from the prior year period was primarily due to a reduction in permanent differences impacting income tax expense.

    Net Income
    Net income was $2.8 million for the fourth quarter of 2024, compared to $3.5 million for the prior quarter and $4.2 million for the prior year period. The changes in net income for the three months ended December 31, 2024 compared to the prior quarter and prior year period are the result of the factors discussed above.

    Balance Sheet
    The Company’s total assets were $746.0 million as of December 31, 2024, an increase from $683.0 million as of September 30, 2024 and $586.2 million as of December 31, 2023. The increase in total assets from September 30, 2024 was primarily due to continued growth in the Company’s loans HFI, net, and loans held-for-sale portfolios of $29.7 million and $7.6 million, respectively, as well as an increase of $21.5 million in interest-bearing cash deposits. The increase in total assets compared to December 31, 2023 was primarily due to increases in the Company’s loans HFI, net, and loans held-for-sale portfolios of $89.3 million and $44.1 million, respectively, as well as an increase in investment securities available-for-sale of $29.9 million, partially offset by a decrease of $17.0 million in interest-bearing deposits.

    The following table shows the gross loans HFI balances as of the dates indicated:

      12/31/2024   9/30/2024   12/31/2023
    ($ in thousands) Amount   % of total
    loans
      Amount   % of total
    loans
      Amount   % of total
    loans
    SBA $ 255,056       54.8 %   $ 251,439       57.9 %   $ 239,922       64.5 %
    Commercial leases   70,153       15.1 %     64,277       14.8 %     38,110       10.2 %
    Commercial, non-real estate   3,691       0.8 %     3,025       0.7 %     2,457       0.7 %
    Residential real estate   51,574       11.1 %     41,391       9.5 %     38,123       10.2 %
    Strategic Program loans   20,122       4.3 %     19,409       4.5 %     19,408       5.2 %
    Commercial real estate:                      
    Owner occupied   41,046       8.8 %     32,480       7.5 %     20,798       5.6 %
    Non-owner occupied   1,379       0.3 %     2,736       0.7 %     2,025       0.5 %
    Consumer   22,212       4.8 %     19,206       4.4 %     11,372       3.1 %
    Total period end loans $ 465,233       100.0 %   $ 433,963       100.0 %   $ 372,215       100.0 %
     

    Note: SBA loans as of December 31, 2024, September 30, 2024 and December 31, 2023 include $158.7 million, $156.3 million and $131.7 million, respectively, of SBA 7(a) loan balances that are guaranteed by the SBA. The HFI balance on Strategic Program loans with annual interest rates below 36% as of December 31, 2024, September 30, 2024 and December 31, 2023 was $3.1 million, $3.2 million and $3.6 million, respectively.

    Total gross loans HFI as of December 31, 2024 increased compared to September 30, 2024 and December 31, 2023. The Company experienced growth across all loan portfolios, with the exception of non-owner occupied CRE, consistent with its strategy to increase its loan portfolio with higher quality, lower rate loans.

    The following table shows the Company’s deposit composition as of the dates indicated:

      As of
    12/31/2024   9/30/2024   12/31/2023
    ($ in thousands) Amount   Percent   Amount   Percent   Amount   Percent
    Noninterest-bearing demand deposits $ 126,782       23.3 %   $ 142,785       29.2 %   $ 95,486       23.6 %
    Interest-bearing deposits:                      
    Demand   71,403       13.1 %     58,984       12.1 %     50,058       12.4 %
    Savings   9,287       1.7 %     9,592       1.9 %     8,633       2.1 %
    Money market   16,709       3.0 %     15,027       3.1 %     11,661       2.9 %
    Time certificates of deposit   320,771       58.9 %     262,271       53.7 %     238,995       59.0 %
    Total period end deposits $ 544,952       100.0 %   $ 488,659       100.0 %   $ 404,833       100.0 %
     

    The increase in total deposits from September 30, 2024 and December 31, 2023 was driven primarily by increases in brokered time certificates of deposits, which were added to fund loan growth and increase balance sheet liquidity. The increase in total deposits from December 31, 2023 was also driven primarily by an increase in noninterest-bearing demand deposits and interest-bearing demand deposits, primarily due to growth from new and existing customer relationships.

    Total shareholders’ equity as of December 31, 2024 increased $3.4 million to $173.7 million from $170.4 million at September 30, 2024. Compared to December 31, 2023, total shareholders’ equity increased by $18.7 million from $155.1 million. The increase from September 30, 2024 was primarily due to the Company’s net income. The increase from December 31, 2023 was primarily due to the Company’s net income as well as the additional capital issued in exchange for the Company’s increased ownership in BFG, partially offset by the repurchase of common stock under the Company’s share repurchase program.

    Bank Regulatory Capital Ratios
    The following table presents the leverage ratios for the Bank as of the dates indicated as determined under the Community Bank Leverage Ratio Framework of the Federal Deposit Insurance Corporation:

      As of    
    Capital Ratios 12/31/2024   9/30/2024   12/31/2023   Well-Capitalized Requirement
    Leverage ratio   20.6 %     20.3 %     20.7 %     9.0 %
                                   

    The leverage ratio increase from the prior quarter resulted primarily from earnings generated by operations growing at a faster pace than average assets. The slight decrease in the leverage ratio from the prior year period resulted primarily from the growth in the loan portfolio. The Bank’s capital levels remain significantly above well-capitalized guidelines as of December 31, 2024.

    Share Repurchase Program
    Since the share repurchase program’s inception in March 2024 through December 31, 2024, the Company has repurchased a total of 44,608 shares for $0.5 million. There were no shares repurchased during the fourth quarter of 2024.

    Asset Quality
    The recorded balances of nonperforming loans were $36.4 million, or 7.8% of total loans HFI, as of December 31, 2024, compared to $30.6 million, or 7.1% of total loans HFI, as of September 30, 2024 and $27.1 million, or 7.3% of total loans HFI, as of December 31, 2023. The balances of nonperforming loans guaranteed by the SBA were $19.2 million, $17.8 million, and $15.0 million as of December 31, 2024, September 30, 2024 and December 31, 2023, respectively. The increase in nonperforming loans from the prior periods was primarily attributable to lingering financial stress on borrowers from the longer than expected higher interest rate environment. The Company’s allowance for credit losses to total loans HFI was 2.8% as of December 31, 2024 compared to 2.9% as of September 30, 2024 and 3.5% as of December 31, 2023. The decrease in the ratio from the prior quarter and prior year period was primarily due to the increased balance of the guaranteed portion of the SBA 7(a) program loans, growth in the balances of lower risk CRE, leasing and other HFI loan portfolios, and the shift in our Strategic Program HFI loan balances to programs with lower historical losses.

    The Company’s net charge-offs were $3.2 million, $2.4 million and $3.4 million for the three months ended December 31, 2024, September 30, 2024, and December 31, 2023, respectively. The increase from the prior quarter is primarily due to charge-offs relating to SBA loans that moved to nonaccrual status in the fourth quarter as well as increased net charge-offs in the Strategic Program loans portfolio. The decrease from the prior year period is primarily due to increased recoveries during the fourth quarter of 2024.

    The following table presents a summary of changes in the allowance for credit losses and asset quality ratios for the periods indicated:

      Three Months Ended
    ($ in thousands) 12/31/2024   9/30/2024   12/31/2023
    Allowance for credit losses:          
    Beginning balance $ 12,661     $ 13,127     $ 12,986  
    Provision for credit losses(1)   3,766       1,944       3,272  
    Charge offs          
    Residential real estate   (206 )     (27 )     (104 )
    Commercial real estate          
    Owner occupied   (411 )     (103 )     (561 )
    Non-owner occupied         (221 )      
    Commercial and industrial   (555 )     (96 )     (281 )
    Consumer   (60 )     (15 )     (22 )
    Lease financing receivables       (113 )      
    Strategic Program loans   (2,528 )     (2,360 )     (2,656 )
    Recoveries          
    Construction and land development                
    Residential real estate   6       3       3  
    Residential real estate multifamily                
    Commercial real estate          
    Owner occupied   112       219       (11 )
    Non-owner occupied                
    Commercial and industrial         2       1  
    Consumer   1       4        
    Lease financing receivables   77       8        
    Strategic Program loans   313       289       261  
    Ending Balance $ 13,176     $ 12,661     $ 12,888  
               
    Credit Quality Data As of and For the Three Months Ended
    ($ in thousands) 12/31/2024   9/30/2024   12/31/2023
    Nonperforming loans:          
    Guaranteed $ 19,204     $ 17,804     $ 14,966  
    Unguaranteed   17,227       12,844       12,161  
    Total nonperforming loans $ 36,431     $ 30,648     $ 27,127  
    Allowance for credit losses $ 13,176     $ 12,661     $ 12,888  
    Net charge offs $ 3,249     $ 2,409     $ 3,370  
    Total loans held for investment $ 465,233     $ 433,963     $ 372,215  
    Total loans held for investment less guaranteed balances $ 306,482     $ 277,635     $ 240,471  
    Average loans held for investment $ 454,474     $ 422,820     $ 350,852  
    Nonperforming loans to total loans held for investment   7.8 %     7.1 %     7.3 %
    Net charge offs to average loans held for investment (annualized)   2.8 %     2.3 %     3.8 %
    Allowance for credit losses to loans held for investment   2.8 %     2.9 %     3.5 %
    Allowance for credit losses to loans held for investment less guaranteed balances   4.3 %     4.6 %     5.4 %

    (1) Excludes the provision for unfunded commitments.

    Webcast and Conference Call Information
    FinWise will host a conference call today at 5:30 PM ET to discuss its financial results for the fourth quarter and year ended December 31, 2024. A simultaneous audio webcast of the conference call will be available at https://investors.finwisebancorp.com/.

    The dial-in number for the conference call is (877) 423-9813 (toll-free) or (201) 689-8573 (international). The conference ID is 13750402. Please dial the number 10 minutes prior to the scheduled start time.

    A webcast replay of the call will be available at investors.finwisebancorp.com for six months following the call.

    Website Information
    The Company intends to use its website, www.finwisebancorp.com, as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD. Such disclosures will be included in the Company’s website’s Investor Relations section. Accordingly, investors should monitor the Investor Relations portion of the Company’s website, in addition to following its press releases, filings with the Securities and Exchange Commission (“SEC”), public conference calls, and webcasts. To subscribe to the Company’s e-mail alert service, please click the “Email Alerts” link in the Investor Relations section of its website and submit your email address. The information contained in, or that may be accessed through, the Company’s website is not incorporated by reference into or a part of this document or any other report or document it files with or furnishes to the SEC, and any references to the Company’s website are intended to be inactive textual references only.

    About FinWise Bancorp
    FinWise Bancorp is a Utah bank holding company headquartered in Murray, Utah which wholly owns FinWise Bank, a Utah chartered state bank, and FinWise Investment LLC (together “FinWise”). FinWise provides Banking and Payments solutions to fintech brands. The Company is expanding and diversifying its business model by incorporating Payments (MoneyRails™) and BIN Sponsorship offerings. Its Strategic Program Lending business, conducted through scalable API-driven infrastructure, powers deposit, lending and payments programs for leading fintech brands. In addition, FinWise manages other Lending programs such as SBA 7(a), Owner Occupied Commercial Real Estate, and Leasing, which provide flexibility for disciplined balance sheet growth. Through its compliance oversight and risk management-first culture, the Company is well positioned to guide fintechs through a rigorous process to facilitate regulatory compliance. For more information about FinWise visit https://investors.finwisebancorp.com.

    Contacts
    investors@finwisebank.com
    media@finwisebank.com

    “Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995
    This release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect the Company’s current views with respect to, among other things, future events and its financial performance. These statements are often, but not always, made through the use of words or phrases such as “may,” “might,” “should,” “could,” “predict,” “potential,” “believe,” “will likely result,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “project,” “projection,” “forecast,” “budget,” “goal,” “target,” “would,” “aim” and “outlook,” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about the Company’s industry and management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond the Company’s control. The inclusion of these forward-looking statements should not be regarded as a representation by the Company or any other person that such expectations, estimates and projections will be achieved. Accordingly, the Company cautions you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements.

    There are or will be important factors that could cause the Company’s actual results to differ materially from those indicated in these forward-looking statements, including, but not limited to, the following: (a) the success of the financial technology industry, as well as the continued evolution of the regulation of this industry; (b) the ability of the Company’s Strategic Program or Fintech Banking and Payments Solutions service providers to comply with regulatory regimes, and the Company’s ability to adequately oversee and monitor its Strategic Program and Fintech Banking and Payments Solutions service providers; (c) the Company’s ability to maintain and grow its relationships with its service providers; (d) changes in the laws, rules, regulations, interpretations or policies relating to financial institutions, accounting, tax, trade, monetary and fiscal matters, including the application of interest rate caps or maximums; (e) the Company’s ability to keep pace with rapid technological changes in the industry or implement new technology effectively; (f) system failure or cybersecurity breaches of the Company’s network security; (g) potential exposure to fraud, negligence, computer theft and cyber-crime and other disruptions in the Company’s computer systems relating to its development and use of new technology platforms; (h) the Company’s reliance on third-party service providers for core systems support, informational website hosting, internet services, online account opening and other processing services; (i) general economic and business conditions, either nationally or in the Company’s market areas; (j) increased national or regional competition in the financial services industry; (k) the Company’s ability to measure and manage its credit risk effectively and the potential deterioration of the business and economic conditions in the Company’s primary market areas; (l) the adequacy of the Company’s risk management framework; (m) the adequacy of the Company’s allowance for credit losses (“ACL”); (n) the financial soundness of other financial institutions; (o) new lines of business or new products and services; (p) changes in Small Business Administration (“SBA”) rules, regulations and loan products, including specifically the Section 7(a) program or changes to the status of the Bank as an SBA Preferred Lender; (q) the value of collateral securing the Company’s loans; (r) the Company’s levels of nonperforming assets; (s) losses from loan defaults; (t) the Company’s ability to protect its intellectual property and the risks it faces with respect to claims and litigation initiated against the Company; (u) the Company’s ability to implement its growth strategy; (v) the Company’s ability to launch new products or services successfully; (w) the concentration of the Company’s lending and depositor relationships through Strategic Programs in the financial technology industry generally; (x) interest-rate and liquidity risks; (y) the effectiveness of the Company’s internal control over financial reporting and its ability to remediate any future material weakness in its internal control over financial reporting; (z) dependence on the Company’s management team and changes in management composition; (aa) the sufficiency of the Company’s capital; (bb) compliance with laws and regulations, supervisory actions, the Dodd-Frank Act, capital requirements, the Bank Secrecy Act and other anti-money laundering laws, predatory lending laws, and other statutes and regulations; (cc) results of examinations of the Company by its regulators; (dd) the Company’s involvement from time to time in legal proceedings; (ee) natural disasters and adverse weather, acts of terrorism, pandemics, an outbreak of hostilities or other international or domestic calamities, and other matters beyond the Company’s control; (ff) future equity and debt issuances; (gg) that the anticipated benefits of new lines of business that the Company may enter or investments or acquisitions the Company may make are not realized within the expected time frame or at all as a result of such things as the strength or weakness of the economy and competitive factors in the areas where the Company and such other businesses operate; and (hh) other factors listed from time to time in the Company’s filings with the Securities and Exchange Commission, including, without limitation, its Annual Report on Form 10-K for the year ended December 31, 2023 and subsequent reports on Form 10-Q and Form 8-K.

    The timing and amount of purchases under the Company’s share repurchase program will be determined by the Share Repurchase Committee based upon market conditions and other factors. Purchases may be made pursuant to a program adopted under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The program does not require the Company to purchase any specific number or amount of shares and may be suspended or reinstated at any time in the Company’s discretion and without notice.

    Any forward-looking statement speaks only as of the date of this release, and the Company does not undertake any obligation to publicly update or review any forward-looking statement, whether because of new information, future developments or otherwise, except as required by law. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence. In addition, the Company cannot assess the impact of each risk and uncertainty on its business or the extent to which any risk or uncertainty, or combination of risks and uncertainties, may cause actual results to differ materially from those contained in any forward-looking statements.

    FINWISE BANCORP
    CONSOLIDATED BALANCE SHEETS
    ($ in thousands; Unaudited)
     
      12/31/2024   9/30/2024   12/31/2023
    ASSETS          
    Cash and cash equivalents          
    Cash and due from banks $ 9,600     $ 7,705     $ 411  
    Interest-bearing deposits   99,562       78,063       116,564  
    Total cash and cash equivalents   109,162       85,768       116,975  
    Investment securities available-for-sale, at fair value   29,930       30,472        
    Investment securities held-to-maturity, at cost   12,565       13,270       15,388  
    Investment in Federal Home Loan Bank (“FHLB”) stock, at cost   349       349       238  
    Strategic Program loans held-for-sale, at lower of cost or fair value   91,588       84,000       47,514  
    Loans held for investment, net   447,812       418,065       358,560  
    Credit enhancement asset   111       86        
    Premises and equipment, net   16,328       17,099       14,630  
    Accrued interest receivable   3,566       3,098       3,573  
    SBA servicing asset, net   3,273       3,261       4,231  
    Investment in Business Funding Group (“BFG”), at fair value   7,700       7,900       4,200  
    Operating lease right-of-use (“ROU”) assets   3,564       3,735       4,293  
    Income tax receivable, net   8,868       3,317       2,400  
    Other assets   11,160       12,611       14,219  
    Total assets $ 745,976     $ 683,031     $ 586,221  
             
    LIABILITIES AND SHAREHOLDERS’ EQUITY          
    Liabilities          
    Deposits          
    Noninterest-bearing $ 126,782     $ 142,785     $ 95,486  
    Interest-bearing   418,170       345,874       309,347  
    Total deposits   544,952       488,659       404,833  
    Accrued interest payable   1,494       647       619  
    Income taxes payable, net   4,423             1,873  
    Deferred taxes, net   899       1,036       748  
    PPP Liquidity Facility   64       106       190  
    Operating lease liabilities   5,302       5,542       6,296  
    Other liabilities   15,122       16,671       16,606  
    Total liabilities   572,256       512,661       431,165  
               
    Shareholders’ equity          
    Common stock   13       13       12  
    Additional paid-in-capital   56,926       56,214       51,200  
    Retained earnings   116,594       113,801       103,844  
    Accumulated other comprehensive income, net of tax   187       342        
    Total shareholders’ equity   173,720       170,370       155,056  
    Total liabilities and shareholders’ equity $ 745,976     $ 683,031     $ 586,221  
    FINWISE BANCORP
    CONSOLIDATED STATEMENTS OF INCOME
    ($ in thousands, except per share amounts; Unaudited)
     
      Three Months Ended
      12/31/2024   9/30/2024   12/31/2023
    Interest income          
    Interest and fees on loans $ 18,388     $ 17,590     $ 16,192  
    Interest on securities   401       298       101  
    Other interest income   573       1,036       1,759  
    Total interest income   19,362       18,924       18,052  
               
    Interest expense          
    Interest on deposits   3,833       4,161       3,685  
    Total interest expense   3,833       4,161       3,685  
    Net interest income   15,529       14,763       14,367  
               
    Provision for credit losses   3,878       2,157       3,210  
    Net interest income after provision for credit losses   11,651       12,606       11,157  
               
    Non-interest income          
    Strategic Program fees   4,899       4,862       4,229  
    Gain on sale of loans, net   872       393       440  
    SBA loan servicing fees, net   181       87       572  
    Change in fair value on investment in BFG   (200 )     (100 )     200  
    Credit enhancement income   25       47        
    Other miscellaneous (loss) income   (174 )     765       716  
    Total non-interest income   5,603       6,054       6,157  
               
    Non-interest expense          
    Salaries and employee benefits   9,375       9,659       7,396  
    Professional services   556       1,331       1,433  
    Occupancy and equipment expenses   1,094       1,046       923  
    Credit enhancement expense   5       3        
    Other operating expenses   2,534       2,010       1,751  
    Total non-interest expense   13,564       14,049       11,503  
    Income before income taxes   3,690       4,611       5,811  
               
    Provision for income taxes   897       1,157       1,655  
    Net income $ 2,793     $ 3,454     $ 4,156  
               
    Earnings per share, basic $ 0.21     $ 0.26     $ 0.33  
    Earnings per share, diluted $ 0.20     $ 0.25     $ 0.32  
               
    Weighted average shares outstanding, basic   12,659,986       12,658,557       12,261,101  
    Weighted average shares outstanding, diluted   13,392,411       13,257,835       12,752,051  
    Shares outstanding at end of period   13,211,640       13,211,160       12,493,565  
    FINWISE BANCORP
    CONSOLIDATED STATEMENTS OF INCOME
    ($ in thousands, except per share amounts)
     
      Years Ended
      12/31/2024   12/31/2023
      (Unaudited)    
    Interest income      
    Interest and fees on loans $ 68,892     $ 58,445  
    Interest on securities   897       338  
    Other interest income   4,563       5,751  
    Total interest income   74,352       64,534  
           
    Interest expense      
    Interest on deposits   15,440       9,974  
    Other interest expense         1  
    Total interest expense   15,440       9,975  
    Net interest income   58,912       54,559  
           
    Provision for credit losses   11,573       11,638  
    Net interest income after provision for credit losses   47,339       42,921  
           
    Non-interest income      
    Strategic Program fees   17,762       15,914  
    Gain on sale of loans, net   2,036       1,684  
    SBA loan servicing fees, net   1,137       1,842  
    Change in fair value on investment in BFG   (624 )     (600 )
    Credit enhancement income   111        
    Other miscellaneous income   2,063       2,616  
    Total non-interest income   22,485       21,456  
           
    Non-interest expense      
    Salaries and employee benefits   35,205       25,751  
    Professional services   4,736       4,961  
    Occupancy and equipment expenses   4,240       3,312  
    Credit enhancement expense   8        
    Other operating expenses   8,646       6,540  
    Total non-interest expense   52,835       40,564  
    Income before income taxes   16,989       23,813  
           
    Provision for income taxes   4,247       6,353  
    Net income $ 12,742     $ 17,460  
           
    Earnings per share, basic $ 0.98     $ 1.38  
    Earnings per share, diluted $ 0.93     $ 1.33  
           
    Weighted average shares outstanding, basic   12,612,455       12,488,564  
    Weighted average shares outstanding, diluted   13,228,869       12,909,648  
    Shares outstanding at end of period   13,211,640       12,493,565  
    FINWISE BANCORP
    AVERAGE BALANCES, YIELDS, AND RATES
    ($ in thousands; Unaudited)
     
    Three Months Ended
    12/31/2024   9/30/2024   12/31/2023
      Average Balance   Interest   Average
    Yield/Rate
      Average
    Balance
      Interest   Average
    Yield/Rate
      Average
    Balance
      Interest   Average
    Yield/Rate
    Interest earning assets:                                  
    Interest-bearing deposits $ 52,375     $ 573       4.35 %   $ 78,967     $ 1,036       5.22 %   $ 125,462     $ 1,759       5.56 %
    Investment securities   43,212       401       3.69 %     33,615       298       3.53 %     15,670       101       2.56 %
    Strategic Program loans held-for-sale   67,676       5,040       29.63 %     70,123       4,913       27.87 %     45,370       4,307       37.66 %
    Loans held for investment   454,474       13,348       11.68 %     422,820       12,677       11.93 %     350,852       11,885       13.44 %
    Total interest earning assets   617,737       19,362       12.47 %     605,525       18,924       12.43 %     537,354       18,052       13.33 %
    Noninterest-earning assets   55,767               56,290               32,202          
    Total assets $ 673,504             $ 661,815             $ 569,556          
    Interest-bearing liabilities:                                  
    Demand $ 57,305     $ 617       4.28 %   $ 55,562     $ 547       3.92 %   $ 47,784     $ 562       4.67 %
    Savings   9,192       9       0.40 %     9,538       18       0.76 %     8,096       13       0.65 %
    Money market accounts   15,726       147       3.73 %     13,590       127       3.72 %     13,419       53       1.55 %
    Certificates of deposit   272,799       3,060       4.46 %     262,537       3,469       5.26 %     234,088       3,057       5.18 %
    Total deposits   355,022       3,833       4.30 %     341,227       4,161       4.85 %     303,387       3,685       4.82 %
    Other borrowings   79             0.35 %     112             0.35 %     206             0.35 %
    Total interest-bearing liabilities   355,101       3,833       4.29 %     341,339       4,161       4.85 %     303,593       3,685       4.82 %
    Noninterest-bearing deposits   119,945               127,561               92,767          
    Noninterest-bearing liabilities   27,636               25,536               21,099          
    Shareholders’ equity   170,823               167,379               152,097          
    Total liabilities and shareholders’ equity $ 673,505             $ 661,815             $ 569,556          
    Net interest income and interest rate spread     $ 15,529       8.18 %       $ 14,763       7.58 %       $ 14,367       8.51 %
    Net interest margin           10.00 %             9.70 %             10.61 %
    Ratio of average interest-earning assets to average interest- bearing liabilities           173.96 %             177.40 %             177.00 %
    FINWISE BANCORP
    AVERAGE BALANCES, YIELDS, AND RATES
    ($ in thousands; Unaudited)
     
    Years Ended
    12/31/2024   12/31/2023
      Average
    Balance
      Interest   Average
    Yield/Rate
      Average
    Balance
      Interest   Average
    Yield/Rate
    Interest earning assets:                      
    Interest-bearing deposits $ 87,086     $ 4,563       5.24 %   $ 110,866     $ 5,751       5.19 %
    Investment securities   26,691       897       3.36 %     14,731       338       2.30 %
    Loans held for sale   58,896       17,698       30.05 %     39,090       15,051       38.50 %
    Loans held for investment   417,207       51,194       12.27 %     303,784       43,394       14.28 %
    Total interest earning assets   589,880       74,352       12.60 %     468,472       64,534       13.78 %
    Noninterest-earning assets   47,598               25,269          
    Total assets $ 637,478             $ 493,740          
    Interest-bearing liabilities:                      
    Demand $ 59,317     $ 2,108       3.55 %   $ 45,454     $ 1,856       4.08 %
    Savings   9,574       66       0.69 %     8,207       51       0.62 %
    Money market accounts   12,284       452       3.68 %     13,665       362       2.65 %
    Certificates of deposit   256,575       12,814       4.99 %     168,887       7,705       4.56 %
    Total deposits   337,750       15,440       4.57 %     236,213       9,974       4.22 %
    Other borrowings   126             0.34 %     251       1       0.35 %
    Total interest-bearing liabilities   337,876       15,440       4.57 %     236,464       9,975       4.22 %
    Noninterest-bearing deposits   107,760               93,126          
    Noninterest-bearing liabilities   26,634               17,250          
    Shareholders’ equity   165,208               146,901          
    Total liabilities and shareholders’ equity $ 637,478             $ 493,740          
    Net interest income and interest rate spread     $ 58,912       8.03 %       $ 54,559       9.56 %
    Net interest margin           9.99 %             11.65 %
    Ratio of average interest-earning assets to average interest- bearing liabilities           174.58 %             198.12 %
    Reconciliation of Non-GAAP to GAAP Financial Measures
    (Unaudited)
     
    Efficiency ratio Three Months Ended   Years Ended
      12/31/2024   9/30/2024   12/31/2023   12/31/2024     12/31/2023  
    ($ in thousands)                      
    Non-interest expense $ 13,564     $ 14,049     $ 11,503     $ 52,835     $ 40,564  
                           
    Net interest income   15,529       14,763       14,367       58,912       54,559  
    Total non-interest income   5,603       6,054       6,157       22,485       21,456  
    Adjusted operating revenue $ 21,132     $ 20,817     $ 20,524     $ 81,397     $ 76,015  
    Efficiency ratio   64.2 %     67.5 %     56.0 %     64.9 %     53.4 %
     

    FinWise has entered into agreements with certain of its Strategic Program service providers pursuant to which they provide credit enhancement on loans which protects the Bank by indemnifying or reimbursing the Bank for incurred credit and fraud losses. We estimate and record a provision for expected losses for these Strategic Program loans in accordance with GAAP, which requires estimation of the provision without consideration of the credit enhancement . When the provision for expected losses over the life of the loans that are subject to such credit enhancement is recorded, a credit enhancement asset reflecting the potential future recovery of those losses is also recorded on the balance sheet in the form of non-interest income (credit enhancement income). Reimbursement or indemnification for incurred losses is provided for in the form of a deposit reserve account that is replenished periodically by the respective Strategic Program service provider. Any remaining income on such loans in excess of the amounts retained by FinWise and placed in the deposit reserve account are paid to the Strategic Program service provider. Income on such loans in excess of amounts retained by FinWise are expensed for services provided by the Strategic Program service provider including its legal commitment to indemnify or reimburse all credit or fraud losses pursuant to credit enhancement agreements. The credit enhancement asset is reduced as credit enhancement payments and recoveries are received from the Strategic Program service provider or taken from its cash reserve account. If the Strategic Program service provider is unable to fulfill its contracted obligations under its credit enhancement agreement, then the Bank could be exposed to the loss of the reimbursement and credit enhancement income as a result of this counterparty risk. See the following reconciliations of non-GAAP measures for the impact of the credit enhancement on our financial condition and results. Note that these amounts are supplemental and are not a substitute for an analysis based on GAAP measures. Similar amounts for periods prior to the quarter ended December 31, 2024 were immaterial and therefore not separately disclosed.

    The following non-GAAP measures are presented to illustrate the impact of certain credit enhancement expenses on total interest income on loans HFI and average yield on loans HFI:

      As of and for the Three Months Ended   As of and for the Year Ended
    ($ in thousands; unaudited) 12/31/2024   12/31/2024
      Total
    Average
    Loans HFI
      Total
    Interest
    Income on
    Loans HFI
      Average
    Yield on
    Loans HFI
      Total
    Average
    Loans HFI
      Total
    Interest
    Income on
    Loans HFI
      Average
    Yield on
    Loans HFI
    Before adjustment for credit enhancement $ 454,474     $ 13,348       11.68 %   $ 417,207     $ 51,194       12.27 %
    Less: credit enhancement expense       (5 )             (8 )    
    Net of adjustment for credit enhancement expenses $ 454,474     $ 13,343       11.68 %   $ 417,207     $ 51,186       12.27 %
     
     

    Total interest income on loans HFI net of credit enhancement expense and the average yield on loans HFI are non-GAAP measures that include the impact of credit enhancement expense on total interest income on loans HFI and the respective average yield on loans HFI, the most directly comparable GAAP measures.

    The following non-GAAP measures are presented to illustrate the impact of certain credit enhancement expenses on net interest income and net interest margin:

      As of and for the Three Months Ended   As of and for the Year Ended
      12/31/2024   12/31/2024
    ($ in thousands; unaudited) Total
    Average
    Interest-
    Earning
    Assets
      Net Interest
    Income
      Net Interest
    Margin
      Total
    Average
    Interest-
    Earning
    Assets
      Net Interest
    Income
      Net Interest
    Margin
    Before adjustment for credit enhancement $ 617,737     $ 15,529       10.00 %   $ 589,880     $ 58,912       9.99 %
    Less: credit enhancement expense       (5 )             (8 )    
    Net of adjustment for credit enhancement expenses $ 617,737     $ 15,524       10.00 %   $ 589,880     $ 58,904       9.99 %
     

    Net interest income and net interest margin net of credit enhancement expense are non-GAAP measures that include the impact of credit enhancement expenses on net interest income and net interest margin, the most directly comparable GAAP measures.

    Non-interest expenses less credit enhancement expenses is a non-GAAP measure presented to illustrate the impact of credit enhancement expense on non-interest expense:

           
    ($ in thousands; unaudited) Three Months Ended
    December 31, 2024
      Year Ended
    December 31, 2024
    Total non-interest expense $ 13,564     $ 52,835  
    Less: credit enhancement expense   (5 )     (8 )
    Total non-interest expense less credit enhancement expenses $ 13,559     $ 52,827  
     

    Total non-interest expense less credit enhancement expense is a non-GAAP measure that illustrates the impact of credit enhancement expenses on non-interest expense, the most directly comparable GAAP measure.

    Total non-interest income less credit enhancement income is a non-GAAP measure to illustrate the impact of credit enhancement income resulting from credit enhanced loans on non-interest income:

           
    ($ in thousands; unaudited) Three Months Ended December 31, 2024   Year Ended December 31, 2024
    Total non-interest income $ 5,603     $ 22,485  
    Less: credit enhancement income   (25 )     (111 )
    Total non-interest income less credit enhancement income $ 5,578     $ 22,374  
     

    Total non-interest income less indemnification income is a non-GAAP measure that illustrates the impact of credit enhancement income on non-interest income. The most directly comparable GAAP measure is non-interest income.

    The following non-GAAP measure is presented to illustrate the effect of the credit enhancement program that creates the credit enhancement on the allowance for credit losses:

       
    ($ in thousands; unaudited) As of December 31, 2024
    Allowance for credit losses $ (13,176 )
    Less: allowance for credit losses related to credit enhanced loans   (111 )
    Allowance for credit losses excluding the effect of the allowance for credit losses related to credit enhanced loans $ (13,065 )
     

    The allowance for credit losses excluding the effect of the allowance for credit losses related to credit enhanced loans is a non-GAAP measure that reflects the effect of the credit enhancement program on the allowance for credit losses. The total outstanding balance of loans held for investment with credit enhancement as of December 31, 2024 was approximately $0.9 million.

    The MIL Network

  • MIL-OSI: HP Inc. Declares Dividend

    Source: GlobeNewswire (MIL-OSI)

    PALO ALTO, Calif., Jan. 30, 2025 (GLOBE NEWSWIRE) — HP Inc. (NYSE: HPQ) has declared a cash dividend of $0.2894 per share on the company’s common stock.

    The dividend, the second in HP’s fiscal year 2025, is payable on April 2, 2025, to stockholders of record as of the close of business on March 12, 2025. HP has approximately 0.9 billion shares of common stock outstanding.

    About HP Inc.

    HP Inc. (NYSE: HPQ) is a global technology leader and creator of solutions that enable people to bring their ideas to life and connect to the things that matter most. Operating in more than 170 countries, HP delivers a wide range of innovative and sustainable devices, services and subscriptions for personal computing, printing, 3D printing, hybrid work, gaming, and more. For more information, please visit: http://www.hp.com.

    The MIL Network

  • MIL-OSI: Ellomay Capital Announces Results of Extraordinary General Meeting of Shareholders

    Source: GlobeNewswire (MIL-OSI)

    Tel-Aviv, Israel, Jan. 30, 2025 (GLOBE NEWSWIRE) — Ellomay Capital Ltd. (NYSE American; TASE: ELLO) (“Ellomay” or the “Company”), a renewable energy and power generator and developer of renewable energy and power projects in Europe, Israel and the USA, today announced that at the extraordinary general meeting of the Company’s shareholders, held on January 30, 2025 (the “EGM”), the Company’s shareholders approved the terms of service and compensation of Mr. Ben Sheizaf, the Company’s Chairman of the Board.

    For more information, please see the Company’s Notice and Proxy Statement relating to the EGM, submitted on Form 6-K to the Securities and Exchange Commission on December 23, 2024.

    About Ellomay Capital Ltd.

    Ellomay is an Israeli based company whose shares are registered with the NYSE American and with the Tel Aviv Stock Exchange under the trading symbol “ELLO”. Since 2009, Ellomay Capital focuses its business in the renewable energy and power sectors in Europe, USA and Israel.

    To date, Ellomay has evaluated numerous opportunities and invested significant funds in the renewable, clean energy and natural resources industries in Israel, Italy, Spain, the Netherlands and Texas, USA, including:

      Approximately 353.9 MW of operating solar power plants in Spain (including a 300 MW solar plant in owned by Talasol, which is 51% owned by the Company) and approximately 38 MW of operating solar power plants in Italy;
         
      9.375% indirect interest in Dorad Energy Ltd., which owns and operates one of Israel’s largest private power plants with production capacity of approximately 850MW, representing about 6%-8% of Israel’s total current electricity consumption;
         
      Groen Gas Goor B.V., Groen Gas Oude-Tonge B.V. and Groen Gas Gelderland B.V., project companies operating anaerobic digestion plants in the Netherlands, with a green gas production capacity of approximately 3 million, 3.8 million and 9.5 million Nm3 per year, respectively;
         
      83.333% of Ellomay Pumped Storage (2014) Ltd., which is involved in a project to construct a 156 MW pumped storage hydro power plant in the Manara Cliff, Israel;
         
      Solar projects in Italy with an aggregate capacity of 195 MW that have reached “ready to build” status; and
         
      Solar projects in the Dallas Metropolitan area, Texas, USA with an aggregate capacity of 49 MW that are under construction.

    For more information about Ellomay, visit http://www.ellomay.com.

    Information Relating to Forward-Looking Statements

    This press release contains forward-looking statements that involve substantial risks and uncertainties, including statements that are based on the current expectations and assumptions of the Company’s management. All statements, other than statements of historical facts, included in this press release regarding the Company’s plans and objectives, expectations and assumptions of management are forward-looking statements. The use of certain words, including the words “estimate,” “project,” “intend,” “expect,” “believe” and similar expressions are intended to identify forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Company may not actually achieve the plans, intentions or expectations disclosed in the forward-looking statements and you should not place undue reliance on the Company’s forward-looking statements. Various important factors could cause actual results or events to differ materially from those that may be expressed or implied by the Company’s forward-looking statements, including changes in electricity prices and demand, regulatory changes increases in interest rates and inflation, changes in the supply and prices of resources required for the operation of the Company’s facilities (such as waste and natural gas) and in the price of oil, the impact of the war and hostilities in Israel and Gaza, the impact of the continued military conflict between Russia and Ukraine, technical and other disruptions in the operations or construction of the power plants owned by the Company and general market, political and economic conditions in the countries in which the Company operates, including Israel, Spain, Italy and the United States. These and other risks and uncertainties associated with the Company’s business are described in greater detail in the filings the Company makes from time to time with Securities and Exchange Commission, including its Annual Report on Form 20-F. The forward-looking statements are made as of this date and the Company does not undertake any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

    Contact:
    Kalia Rubenbach (Weintraub)
    CFO
    Tel: +972 (3) 797-1111
    Email: hilai@ellomay.com

    The MIL Network

  • MIL-OSI: Employers Holdings, Inc. Schedules Fourth Quarter and Full-Year 2024 Earnings Release and Conference Call

    Source: GlobeNewswire (MIL-OSI)

    RENO, Nev., Jan. 30, 2025 (GLOBE NEWSWIRE) — Employers Holdings, Inc. (the “Company”) (NYSE:EIG) today announced that it will release its fourth quarter and full-year 2024 financial results after market close on Thursday, February 20, 2025, after which these materials will be available on the Company’s website at www.employers.com through the “Investors” link.

    Conference Call Details
    The Company will then review these financial results via a conference call and webcast on Friday, February 21, 2025, at 11:00 a.m. EST / 8:00 a.m. PST.

    To participate in the live conference call, you must first register here. Once registered you will receive dial-in numbers and a unique PIN number. The webcast will be accessible on the Company’s website at www.employers.com through the “Investors” link.

    An archived version of the webcast will be accessible on the Company’s website following the live call.

    About EMPLOYERS

    Employers Holdings, Inc. (NYSE: EIG), is a holding company with subsidiaries that are specialty providers of workers’ compensation insurance and services (collectively “EMPLOYERS®”) focused on small and mid-sized businesses engaged in low-to-medium hazard industries. EMPLOYERS leverages over a century of experience to deliver comprehensive coverage solutions that meet the unique needs of its customers. Drawing from its long history and extensive knowledge, EMPLOYERS empowers businesses by protecting their most valuable asset – their employees – through exceptional claims management, loss control, and risk management services, creating safer work environments.

    EMPLOYERS is also proud to offer Cerity®, which is focused on providing digital-first, direct-to-consumer workers’ compensation insurance solutions with fast, and affordable coverage options through a user-friendly online platform.

    EMPLOYERS operates throughout the United States, apart from four states that are served exclusively by their state funds. Insurance is offered through Employers Insurance Company of Nevada, Employers Compensation Insurance Company, Employers Preferred Insurance Company, Employers Assurance Company, and Cerity Insurance Company, all rated A (Excellent) by A.M. Best. Not all companies do business in all jurisdictions. EIG Services, Inc., and Cerity Services, Inc., are subsidiaries of Employers Holdings, Inc. EMPLOYERS® is a registered trademark of EIG Services, Inc., and Cerity® is a registered trademark of Cerity Services, Inc. For more information, please visit www.employers.com and www.cerity.com.

    Contact: Michael Paquette mpaquette@employers.com

    The MIL Network

  • MIL-OSI: Arbor Realty Trust Announces Tax Treatment of 2024 Dividends

    Source: GlobeNewswire (MIL-OSI)

    UNIONDALE, N.Y., Jan. 30, 2025 (GLOBE NEWSWIRE) — Arbor Realty Trust, Inc. (NYSE: ABR), today announced the tax treatment of its 2024 dividend distributions for common and preferred shares of beneficial interest.

    For tax reporting purposes, 100% of the distributions paid on our common stock during 2024 will be classified as dividend income. The 2024 taxable distributions with respect to our common stock traded under ticker symbol ABR are summarized as follows:

    Common Shares (CUSIP #038923108)
    Record Date   Payment Date   Total Distribution Per Share   Non-Qualified Dividend (1)   Qualified Dividend   Capital Gain Distribution
    3/4/2024   3/15/2024   $ 0.43     $ 0.43     $ 0.00     $ 0.00  
    5/17/2024   5/31/2024     0.43       0.43       0.00       0.00  
    8/16/2024   8/30/2024     0.43       0.43       0.00       0.00  
    11/15/2024   11/27/2024     0.43       0.43       0.00       0.00  
            $ 1.72     $ 1.72     $ 0.00     $ 0.00  
                                         

    The 2024 taxable distributions with respect to our 6.375% Series D Cumulative Redeemable Preferred Stock traded under ticker symbol ABR-PD are summarized as follows:

    6.375% Series D Cumulative Redeemable Preferred Stock (CUSIP #038923876)
    Record Date   Payment Date   Total Distribution Per Share   Non-Qualified Dividend (1)   Qualified Dividend   Capital Gain Distribution
    1/15/2024   1/30/2024   $ 0.3984375     $ 0.3984375     $ 0.00     $ 0.00  
    4/15/2024   4/30/2024     0.3984375       0.3984375       0.00       0.00  
    7/15/2024   7/30/2024     0.3984375       0.3984375       0.00       0.00  
    10/15/2024   10/30/2024     0.3984375       0.3984375       0.00       0.00  
            $ 1.5937500     $ 1.5937500     $ 0.00     $ 0.00  
                                         

    The 2024 taxable distributions with respect to our 6.25% Series E Cumulative Redeemable Preferred Stock traded under ticker symbol ABR-PE are summarized as follows:

    6.25% Series E Cumulative Redeemable Preferred Stock (CUSIP #038923868)
    Record Date   Payment Date   Total Distribution Per Share   Non-Qualified Dividend (1)   Qualified Dividend   Capital Gain Distribution
    1/15/2024   1/30/2024   $ 0.390625     $ 0.390625     $ 0.00     $ 0.00  
    4/15/2024   4/30/2024     0.390625       0.390625       0.00       0.00  
    7/15/2024   7/30/2024     0.390625       0.390625       0.00       0.00  
    10/15/2024   10/30/2024     0.390625       0.390625       0.00       0.00  
            $ 1.562500     $ 1.562500     $ 0.00     $ 0.00  
                                         

    The 2024 taxable distributions with respect to our 6.25% Series F Fixed to Floating Cumulative Redeemable Preferred Stock traded under ticker symbol ABR-PF are summarized as follows:

    6.25% Series F Fixed to Floating Cumulative Redeemable Preferred Stock (CUSIP #038923850)
    Record Date   Payment Date   Total Distribution Per Share   Non-Qualified Dividend (1)   Qualified Dividend   Capital Gain Distribution
    1/15/2024   1/30/2024   $ 0.390625     $ 0.390625     $ 0.00     $ 0.00  
    4/15/2024   4/30/2024     0.390625       0.390625       0.00       0.00  
    7/15/2024   7/30/2024     0.390625       0.390625       0.00       0.00  
    10/15/2024   10/30/2024     0.390625       0.390625       0.00       0.00  
            $ 1.562500     $ 1.562500     $ 0.00     $ 0.00  
                                         

    (1) May be eligible for the 20% qualified business income deduction applicable to certain REIT dividends under IRC Section 199A(b)(1)(B).

    For shareholders that may be required to report excess inclusion income to the Internal Revenue Service, we are pleased to report that in 2024, we will not pass through any excess inclusion income to our shareholders. As a result, no portion of the 2024 dividends should be treated as excess inclusion income for federal income tax purposes.

    We do not issue K-1s to holders of our common and preferred stock. Please contact your financial advisor or broker to obtain information on a 1099 form.

    Note: Shareholders are encouraged to consult with their tax advisors as to their specific tax treatment of our dividend distributions.

    About Arbor Realty Trust, Inc.

    Arbor Realty Trust, Inc. (NYSE: ABR) is a nationwide real estate investment trust and direct lender, providing loan origination and servicing for multifamily, single-family rental (SFR) portfolios, and other diverse commercial real estate assets. Headquartered in New York, Arbor manages a multibillion-dollar servicing portfolio, specializing in government-sponsored enterprise products. Arbor is a leading Fannie Mae DUS® lender and Freddie Mac Optigo® Seller/Servicer, and an approved FHA Multifamily Accelerated Processing (MAP) lender. Arbor’s product platform also includes bridge, CMBS, mezzanine and preferred equity loans. Rated by Standard and Poor’s and Fitch Ratings, Arbor is committed to building on its reputation for service, quality and customized solutions with an unparalleled dedication to providing our clients excellence over the entire life of a loan.

    Safe Harbor Statement

    Certain items in this press release may constitute forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and beliefs and are subject to a number of trends and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Arbor can give no assurance that its expectations will be attained. Factors that could cause actual results to differ materially from Arbor’s expectations include, but are not limited to, changes in economic conditions generally, and the real estate markets specifically, continued ability to source new investments, changes in interest rates and/or credit spreads, and other risks detailed in Arbor’s Annual Report on Form 10-K for the year ended December 31, 2023 and its other reports filed with the SEC. Such forward-looking statements speak only as of the date of this press release. Arbor expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Arbor’s expectations with regard thereto or change in events, conditions, or circumstances on which any such statement is based.

    Contact:
    Arbor Realty Trust, Inc.
    Paul Elenio, Chief Financial Officer
    516-506-4422
    pelenio@arbor.com

    The MIL Network

  • MIL-OSI USA: Barrasso: Confirm Doug Burgum and Chris Wright to Lead America’s Golden Age of Energy Dominance

    US Senate News:

    Source: United States Senator for Wyoming John Barrasso
    WASHINGTON, D.C. – U.S. Senator John Barrasso (R-Wyo.), Senate Majority Whip, today spoke on the Senate floor ahead of confirmation votes for Governor Doug Burgum, President Donald J. Trump’s nominee to be the Secretary of the Interior, and Chris Wright, President Donald J. Trump’s nominee to be the Secretary of Energy.
    Click HERE to watch Senator Barrasso’s remarks.
    Sen. Barrasso’s remarks as prepared:
    “I rise today to talk about prices, energy, and the economy.
    “My message is simple: Unleashing American energy will help lower prices. It is essential.
    “Energy is often called the master resource. By controlling our own energy production, we control our own future.
    “Not long ago, America was the leading producer of energy in the world. President Trump made America energy independent for the first time in decades.
    “That changed in four short years under the prior administration. We went from energy dominance to energy dependence.
    “The previous administration went on a regulatory rampage. It was disastrous. The result was painfully high prices for food and for fuel.
    “Suddenly, Washington was attacking energy producers and energy workers in states like my home state of Wyoming. America found itself turning to adversaries for energy.
    “Let me ask a simple question.
    “Does anyone believe we were better off relying on dictators in China, Russia, Venezuela and Iran to power America?
    “Does anyone believe we were better off when energy prices were sky high?
    “Were Americans more prosperous?
    “The answer is no.
    “For the past four years, the previous administration treated energy as the enemy.
    “Governor Doug Burgum and Chris Wright will treat American energy as the God-given blessing it is.
    “Available, affordable, reliable, American energy is an asset.
    “Energy is the source of American strength. It is a solution to bring down painfully high prices.
    “America is an energy superpower. We should act like it.
    “Working together, Governor Burgum and Chris Wright will be a powerhouse energy team.
    “Governor Burgum grew up in Arthur, North Dakota – population: 400.
    “He studied business at Stanford University. He built Great Plains, a software company, into a global public company.
    “As Governor of North Dakota for the last 8 years, he drove his state’s transformation into an energy and technology leader.
    “Instead of blocking energy production, he invited and incentivized companies to operate in North Dakota. In turn, his state produced more and more energy.
    “In his Senate hearing, Governor Burgum explained this success.
    “He said, ‘We live in a time of tremendous abundance, and we can access that abundance by prioritizing innovation over regulation.’
    “He is spot on.
    “I questioned Governor Burgum in the Energy and Natural Resources Committee.
    “We have more than 600,000 acres of federal land in Wyoming that were previously approved for energy production.
    “The previous administration never offered those acres for lease.
    “It also blocked using land even though energy explorers purchased the right to that land over 4 years ago.
    “I am glad Governor Burgum committed to quickly address this issue. He will take the common-sense action of unlocking our lands for oil and gas production.
    “Chris Wright is also an innovative leader.
    “He studied nuclear fusion at the Massachusetts Institute of Technology. He then worked in solar and geothermal engineering.
    “At Liberty Energy – a fracking company he founded and where he is currently the CEO – Wright’s creative, data-driven leadership kickstarted the American fracking revolution.
    “What I like most about Mr. Wright is that he tells the truth about energy production.
    “He acknowledges climate change is real. He knows more American energy is the solution, not the problem. His energy realism is welcomed news.
    “When I spoke with Mr. Wright in the Energy and Natural Resources Committee, we agreed about the need for an all-of-the-above energy strategy,including nuclear energy.
    “Mr. Wright agrees with me that it is not in America’s best interest to be dependent on imported uranium from Russia.
    “Congress passed my legislation to ban the import of Russian uranium in the United States. The Secretary of Energy has discretion to provide waivers to companies to import Russian uranium.
    “I am pleased that Mr. Wright committed to using these waivers only in very limited and extreme circumstances.
    “He also pledged to work with us to end uranium imports from Communist China.
    “These are positive steps towards rebuilding America’s nuclear supply.
    “Both Governor Burgum and Mr. Wright are optimistic about America’s energy future.
    “I strongly support them. They are America’s energy all stars.
    “They have laid out an inspiring vision for lowering prices, building up our energy supply, and dealing with our adversaries from a position of strength.
    “Later today, the Senate will vote to confirm Governor Burgum. Chris Wright’s confirmation will soon follow. They deserve strong support here in the Senate.
    “With their leadership, the age of climate alarmism is over. The golden age of American energy dominance is here.”

    MIL OSI USA News

  • MIL-OSI USA: Welch Speaks on the Senate Floor About the Ceasefire in Gaza

    US Senate News:

    Source: United States Senator Peter Welch (D-Vermont)
    WASHINGTON, D.C. – U.S. Senator Peter Welch (D-Vt.) last night took to the Senate floor to express his relief by the announcement of a ceasefire in Gaza and stress the importance of creating a viable, secure, independent, and demilitarized Palestinian state.  
    Senator Welch emphasized that there is no solution that offers lasting peace, and continued U.S. support, other than two independent states. 
    Watch Senator Welch’s speech below: 
    Senator Welch’s remarks, as delivered, can be read here and below: 
    “Like all of us I was enormously relieved by the announcement of a ceasefire in Gaza, the gradual release of hostages, and a surge in humanitarian aid for the two million desperate Palestinians who are trapped inside Gaza.   
    “Despite the daunting challenges ahead and the many factors that could derail negotiations to implement Stage Two of the agreement, I’m cautiously hopeful that this could be the beginning of the end of a war that has traumatized millions of Palestinians and Israelis for more than 16 months.   
    “There will come a time for the accounting of the conduct of the war, which has caused such appalling loss of Palestinian and Israeli lives, including tens of thousands of children, of health workers, aid workers, and journalists, and massive destruction of property, including practically every hospital, every school, and university in Gaza. These things must not be forgotten, and that means investigating and holding people accountable under the laws of war.     
    “But today, I want to speak briefly on an issue that is key to the lasting peace between Palestinians and Israelis that we seek. And that is the creation of a viable, secure, independent, and demilitarized Palestinian state. 
    “The war in Gaza was triggered, of course, by the merciless slaughter on October 7, 2023, of 1,200 innocent Israelis, Americans and others, and the abduction of some 250 hostages, many of whom have died.  But as we all know, the Middle East conflict began many decades earlier. And some would say centuries ago. Ethnic hatred and religious intolerance passed down from one generation to the next have fueled seemingly endless violence perpetrated by extremists on both sides. And it’s created a chronic state of insecurity for Israelis, and insecurity and humiliation, poverty, and hopelessness for Palestinians.  
    “In the West Bank, Israel’s ever-expanding settlement construction—in violation of UN resolutions and contrary to U.S. policy—has created a patchwork of separate and unequal enclaves and illegal outposts, provoking frequent acts of deadly violence by Israeli settlers and also by Palestinian extremists.  
    “Gaza, with the overt support of the Netanyahu government, became an open-air prison for two million impoverished Palestinians dependent on international aid and under the ruthless control of Hamas.   
    “And throughout this period, the wealthy Arab states have called for a Palestinian state. But they have expended minimal political capital or resources in furtherance of that goal. A lot of talk, very little action. 
    “Successive Palestinian leaders have squandered opportunities to make necessary political and economic reforms, while Mr. Netanyahu has worked to create conditions on the ground that would actually make a Palestinian state impossible. 
    “Despite this grim reality—and it is a grim reality—the attention focused on the remarkable life of President Jimmy Carter after his death on December 29th, reminded us that even in the most difficult circumstances peace is possible between long-standing enemies. It happened. But that possibility depends on the quality of leadership. 
    “If there ever were a time when the leaders of Israel, the Palestinian Authority, their Arab neighbors, and the United States should put the interests of regional peace and economic cooperation and development, including an independent Palestinian state, over personal and political ambition—it is now. It is now. 
    “Gaza is in ruins. Hamas and Hezbollah—still a threat—pose less of a threat than at any time in recent history. The horrific Assad regime is gone. Iran is also weaker. Most Israelis, Palestinians, Lebanese, Syrians want peace. But given the absence of visionary and courageous leaders in Israel and the Palestinian Authority, the possibility that a path to a Palestinian state will emerge really does depend on the Trump Administration using its diplomatic influence far more forcefully and effectively than previous U.S. administrations—including the first Trump Administration—were willing to do.   
    “We’ve got to act. And it will require the same of Congress, which in the past has restricted itself to enacting tighter and tighter sanctions on the Palestinians causing increasing desperation and resentment for innocent Palestinians, while at the same time, opposing any incentives on Israel to stop settlement construction and settler violence. 
    “There are those who believe that because of Israel’s construction of settlements, walls, fences, separate highways, factories, and farms in the West Bank, that the West Bank and Gaza can never be reconfigured into a viable Palestinian state. Having seen a current map of the West Bank, I can certainly understand that. 
    “But others reject the very idea of a Palestinian state as incompatible with Israel’s security, without proposing any alternative that would preserve Israel as a democracy in which all its citizens, regardless of ethnicity; religion, have equal rights. Given Hamas’ horrific attack on October 7th, I can also easily understand that. 
    “Then, on January 25th, President Trump called for “cleaning out” of Gaza, suggesting that a million and half Palestinians should be resettled in Jordan and Egypt. And you know, seriously, there’s just so many things wrong and unrealistic with that reprehensible and unworkable idea that it barely deserves a response, beyond the predictable and immediate repudiation by all those who would be impacted. It’s not serious. 
    “But to me, as elusive as it may seem, there really is no solution that offers lasting peace, and continued U.S. support, other than two independent states—Israel and Palestine, side-by-side. A Palestinian state will only be possible if both sides are pressured to make the difficult compromises both sides they so far refused to make. And only the United States and our heretofore reluctant Arab allies can exert the kind of pressure that’s necessary to bring people to an agreement. 
    “Mr. President, there have been far too many missed opportunities and disappointments since the Oslo and Camp David Accords, and far too much needless death and destruction resulting from the unchecked ambitions of leaders motivated by their worst instincts. History will judge us whether we seize this moment to finally chart a different course. A course that does enable Israelis and Palestinians to finally accept that there is no turning back the clock, that both are there to stay, and that as many Palestinian and Israeli neighbors have shown throughout years of conflict and loss, they have far more in common than their differences.  
    “Mr. President, I yield back.” 

    MIL OSI USA News

  • MIL-OSI Banking: Apple reports first quarter results

    Source: Apple

    Headline: Apple reports first quarter results

    MIL OSI Global Banks

  • MIL-OSI Submissions: OPEC Fund and Mauritania strengthen cooperation with US$120 million-partnership agreement

    Source: The OPEC Fund for International Development

    January 30, 2025: The OPEC Fund for International Development (OPEC Fund) and the Islamic Republic of Mauritania have signed a landmark Country Partnership Framework Agreement to cooperate on key development initiatives during the period 2025-2027, earmarking US$120 million in new development financing focusing on the country’s development priorities.

    The funding will finance critical projects that contribute to projects promoting renewable energy, clean water, food security, improved transport and clean cooking. In addition the OPEC Fund is pledging to provide up to US$500,000 in grants for capacity-building, project preparation and technical assistance.

    OPEC Fund President Abdulhamid Alkhalifa said during a visit to the capital Nouakchott: “We are proud to help improve the lives of people and communities for a more resilient future.

    Our commitment to Mauritania is focused on bolstering key sectors of the economy. Technical assistance and strong project preparation are vital to mobilize additional development funding, enable public-private partnerships (PPPs) and attract private sector investment.”

    An OPEC Fund delegation led by President Alkhalifa is visiting Mauritania from January 30-31, 2025. The delegation expects to meet Mauritanian President Mohamed Ould Ghazouani, Prime Minister El Moctar Ould Djay, Minister of Economy and Finance Sid’Ahmed Ould Bouh and other government officials to discuss implementation of the Country Partnership Framework Agreement and explore opportunities for further cooperation.

    The OPEC Fund’s financing will support key projects that align with the country’s objectives of advancing clean energy, food security, water & sanitation while supporting sustainable and inclusive development and strengthening infrastructure for women and youth in particular. Joint initiatives also aim to strengthen Mauritania’s PPP regulatory framework and boost private sector investment.

    The Country Partnership Framework Agreement underscores the longstanding relationship between the OPEC Fund and Mauritania, with more than US$250 million in loans provided to the country for various infrastructure and development projects to date.

    About the OPEC Fund

    The OPEC Fund for International Development (the OPEC Fund) is the only globally mandated development institution that provides financing from member countries to non-member countries exclusively.

    The organization works in cooperation with developing country partners and the international development community to stimulate economic growth and social progress in low- and middle-income countries around the world.

    The OPEC Fund was established in 1976 with a distinct purpose: to drive development, strengthen communities and empower people. Our work is people-centered, focusing on financing projects that meet essential needs, such as food, energy, infrastructure, employment (particularly relating to MSMEs), clean water and sanitation, healthcare and education.

    To date, the OPEC Fund has committed more than US$29 billion to development projects in over 125 countries with an estimated total project cost of more than US$200 billion. The OPEC Fund is rated AA+/Outlook Stable by Fitch and AA+, Outlook Stable by S&P. Our vision is a world where sustainable development is a reality for all.

    MIL OSI – Submitted News

  • MIL-OSI Submissions: Tech and Employment – Report: Over 280,000 employees in the tech sector laid off in 2024, another 11,000 job cuts in 2025 – Associated News Network

    Source: Associated News Network

    As new rounds of mass layoffs at major technology companies are being announced in 2025, I am reaching out with our latest report, examining the workforce reductions that occurred around the world in 2024. We also discovered at least 11,000 employees in the technology sector have lost their jobs since the beginning of the year.

    The team at RationalFX aggregated layoff announcements sourced from U.S. WARN notices, the job portal TrueUp, TechCrunch and the Layoffs.fyi layoff tracker for the entirety of 2024. We also looked into the latest layoffs since the beginning of January 2025, focusing on companies in the technology sector.

    According to our research, at least 280,991 employees in tech companies were laid off last year, while January brought another 11,299 job reductions from major companies, including Meta, Microsoft, and Amazon.

    Here are a few key takeaways from the report:

    • Globally, 280,991 layoffs occurred in the tech sector in 2024. In the U.S. alone, 267 companies reduced their workforce with a combined 157,950 job losses.
    • More than half of all layoffs in the tech sector were initiated by U.S.-based companies (157,950 or 56.21% of all), followed by 19,495 job cuts in German companies, 14,740 layoffs in South Korean firms, 14,675 layoffs in Chinese ones, and 12,608 job cuts in companies based in Japan.
    • The tech company with the most significant layoffs in 2024 was U.S. PC maker Dell, which reduced its headcount by 18,500, followed by Intel (15,100 layoffs), and Amazon (14,968 layoffs).
    • California is the U.S. state with the most tech sector layoffs, accounting for 40.4% of all job cuts in the U.S. and roughly 22.7% of all tech layoffs in the world. In 2024, 126 California-based tech firms laid off a combined 63,791 employees.
    • In January 2025, another 11,299 employees in tech companies lost their positions, with this number representing only the confirmed layoffs. Thousands more have been left unemployed with no official statement by their employers.

    Together, the 21 companies with the largest layoffs in 2024 announced a total of 156,654 job reductions. The wave of layoffs continues as companies focus on cutting costs, downsizing, and streamlining operations following significant hiring sprees during the COVID-19 pandemic. Investments in artificial intelligence have also pushed the number of layoffs high as simpler, repetitive tasks are assigned to AI systems, while human workers are either transferred to other departments or laid off.

    Further details about the layoffs in the tech sector and the reasons for job reductions, as well as the complete methodology behind our research, are available in the full report.  (ref. https://www.rationalfx.com/forex-brokers/the-tech-industrys-workforce-crisis-2024s-layoffs-surpass-280000-and-continue-in-2025/ )

    Daniel Lane
    Data Analyst
    AssociatedNews Network

    MIL OSI – Submitted News

  • MIL-OSI New Zealand: Latest climate target as useful as a screen door on a submarine – Greenpeace

    Source: Greenpeace

    Greenpeace has slammed the Luxon Government for failing to protect future generations after releasing New Zealand’s latest climate target of a 1-5% additional reduction in emissions by 2035, saying it’s “about as useful as a screen door on a submarine.”
    Greenpeace spokesperson Amanda Larsson says, “This target is an absolute joke, yet the climate crisis is no laughing matter.”
    “Against the backdrop of Luxon’s war on nature, not only is this target too weak to protect our kids and grandkids from a disastrous future but there is no plan to achieve even the targets we already have.”
    Under the Paris Agreement on climate change, nations are required to submit a so-called nationally determined contribution (NDC) every four years. Each NDC must represent an increase in ambition on the last, which was submitted in 2021.
    “Every parent and grandparent wants to pass on a safe and stable world to our kids. That requires brave and visionary leadership, both of which Luxon is lacking,” says Larsson.
    “Luxon’s vision for New Zealand seems to be a landscape ripped open by coal mines, a coastline dotted with oil rigs and fields crammed with cows, knee deep in mud and effluent.”
    The Luxon Government controversially overturned the 2018 ban on offshore oil and gas exploration, despite advice from MFAT that this is likely to breach our recent free trade agreements with the EU and UK. Coal mines are included in the list for fast-tracking, overriding community will and environmental laws. Luxon has also exempted New Zealand’s most polluting industry – dairying – from paying for its emissions through the Emissions Trading Scheme.
    “Our country is doing worse on climate change than it was ten years ago,” says Larsson. “This is what happens when you let polluters write the policy.”
    Documents released to Greenpeace under the Official Information Act reveal the unprecedented influence of the meat and dairy industry over environmental policy in Luxon’s Government. Emails, texts and briefings show that Federated Farmers, Dairy NZ and Beef + Lamb NZ have used privileged access to Ministers to draft policy on freshwater and climate change, to advise on Government communications and to push central Government to instruct local councils to weaken their environmental policies.
    “The increasingly rampant wildfires, floods and cyclones we’re witnessing around us are a sign that our planet is sick. If governments won’t stand up to polluters to protect our kids and grandkids, as Luxon has shown he will not, then people will use the courts, protest and other means to save their children from climate disaster,” says Larsson.

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: First Responders – Tiwai Peninsula vegetation fire update #2

    Source: Fire and Emergency New Zealand

    Fire and Emergency New Zealand crews are back on Tiwai Peninsula in Invercargill today, where the large vegetation fire has not grown further overnight.
    The fire grew to 1,200 hectares yesterday in hot, windy conditions but was contained by the end of the day.
    Incident Controller Hamish Angus says there will be 35 firefighters on site today, with support from five helicopters, the Department of Conservation and local forestry companies.
    “Our focus today is on knocking out those remaining hotspots,” he says.
    “We’re expecting winds to pick up over the next few days, so we want to make sure there’s nothing left here that could get the fire under way again.
    “It’s too early to say what caused the fire, but we will have fire investigators here today looking into that.”

    MIL OSI New Zealand News

  • MIL-OSI: Spartan Capital Securities Serves as Sole Placement Agent in Virpax Pharmaceuticals’ $6 Million Follow-On Offering

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, NY, Jan. 30, 2025 (GLOBE NEWSWIRE) — Spartan Capital Securities, LLC, a leading full-service investment banking and financial advisory firm, is proud to announce its role as sole placement agent for Virpax Pharmaceuticals, Inc. (Nasdaq: VRPX) in the successful close of its $6 million follow-on offering.

    Virpax Pharmaceuticals, Inc. (Nasdaq: VRPX) is a preclinical-stage pharmaceutical company pioneering novel drug delivery systems for pain management and central nervous system disorders. The proceeds from the offering will enable Virpax to support the ongoing clinical trial development of Probudur, fund marketing and advertising efforts, for general corporate purposes, and to provide working capital.

    “We are pleased to support Virpax Pharmaceuticals in this offering and look forward to seeing the continued progress of their innovative drug delivery technologies,” said John Lowry, CEO of Spartan Capital Securities. “Spartan Capital remains committed to helping emerging biotech and pharmaceutical companies access the capital they need to advance groundbreaking solutions that address unmet medical needs.”

    Legal counsel for Virpax Pharmaceuticals was provided by Sichenzia Ross Ference Carmel LLP, with representation by Ross Carmel and Benjamin Sklar. Spartan Capital Securities was represented by Lucosky Brookman LLP, with Scott Linsky, Raymond Ressy, and Xiafan Cheng serving as counsel.

    This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction where such offer, solicitation, or sale would be unlawful prior to registration or qualification under applicable securities laws.

    About Virpax Pharmaceuticals, Inc.

    Virpax Pharmaceuticals, Inc. (Nasdaq: VRPX) is a preclinical-stage pharmaceutical company focused on developing novel and proprietary drug delivery systems to address various pain indications and enhance compliance. The company’s innovative pipeline aims to advance non-opioid and non-addictive treatments for pain and central nervous system disorders, improving the quality of life for patients worldwide.

    About Spartan Capital Securities, LLC

    Spartan Capital Securities, LLC is a premier full-service investment banking firm offering a comprehensive range of advisory services to institutional clients and high-net-worth individuals. Known for its expertise in capital raising, strategic advisory, and asset management, Spartan Capital delivers tailored solutions to meet clients’ financial goals. For more information about Spartan Capital Securities, visit www.spartancapital.com.

    Contact:
    Spartan Capital Securities, LLC
    45 Broadway, 19th Floor
    New York, NY 10006
    investmentbanking@spartancapital.com

    The MIL Network

  • MIL-OSI: Riverview Bancorp Reports Net Income of $1.2 Million in Third Fiscal Quarter 2025; Results Highlighted by Net Interest Margin Expansion

    Source: GlobeNewswire (MIL-OSI)

    VANCOUVER, Wash., Jan. 30, 2025 (GLOBE NEWSWIRE) — Riverview Bancorp, Inc. (Nasdaq GSM: RVSB) (“Riverview” or the “Company”) today reported earnings of $1.2 million, or $0.06 per diluted share, in the third fiscal quarter ended December 31, 2024, compared to $1.6 million, or $0.07 per diluted share in the second fiscal quarter ended September 30, 2024, and $1.5 million, or $0.07 per diluted share, in the third fiscal quarter a year ago.

    In the first nine months of fiscal 2025, net income was $3.8 million, or $0.18 per diluted share, compared to $6.8 million, or $0.32 per diluted share, in the first nine months of fiscal 2024.

    “Riverview’s operating performance during the third fiscal quarter reflected steady improvements, with net interest margin expansion as a result of stabilizing funding costs and higher loan yields,” stated Nicole Sherman, President and Chief Executive Officer. “While loan payoffs impacted net loan growth during the third quarter, loan production outperformed the previous three quarters and newly funded loans are being boarded at higher rates than the legacy portfolio. Although we still have work to do, we remain focused on managing our balance sheet and improving our performance metrics and profitability in the remainder of fiscal year 2025.”

    Third Quarter Highlights (at or for the period ended December 31, 2024)

    • Net interest income increased to $9.4 million for the quarter, compared to $8.9 million in the preceding quarter and $9.3 million in the third fiscal quarter a year ago.
    • Net interest margin (“NIM”) was 2.60% for the quarter, a 14 basis point improvement compared to the preceding quarter and a 11 basis point improvement compared to the year ago quarter.
    • Riverview Trust Company assets under management increased to $872.6 million at December 31, 2024. Asset management fees continue to improve and increased to $1.4 million for the quarter ended December 31, 2024.
    • Asset quality remained strong, with non-performing assets at $469,000, or 0.03% of total assets at December 31, 2024.
    • Riverview recorded no provision for credit losses during the current quarter, compared to a $100,000 provision in the preceding quarter and no provision in the year ago quarter.
    • Total loans were $1.05 billion at December 31, 2024, compared to $1.06 billion at September 30, 2024, and $1.02 billion at December 31, 2023.
    • Total deposits were $1.22 billion at December 31, 2024, compared to $1.24 billion at September 30, 2024 and $1.22 billion at December 31, 2023.
    • Tangible book value per share (non-GAAP) was $6.20 at December 31, 2024, compared to $6.33 at September 30, 2024, and $6.21 at December 31, 2023.

    Income Statement Review
    Riverview’s net interest income was $9.4 million in the current quarter, compared to $8.9 million in the preceding quarter, and $9.3 million in the third fiscal quarter a year ago. The increase compared to the preceding quarter was driven by higher interest earning asset yields due to higher origination rates on new loan growth as well as loan repricing in addition to the recognition of a loan prepayment fee and related loan fees totaling $318,000. In the first nine months of fiscal 2025, net interest income was $27.2 million, compared to $29.5 million in the first nine months of fiscal 2024. Investment income decreased compared to the nine month period a year ago due to the strategic investment restructuring that was executed in the fourth quarter of fiscal 2024.

    Riverview’s NIM was 2.60% for the third quarter of fiscal 2025, a 14 basis point increase compared to 2.46% in the preceding quarter and a 11 basis-point increase compared to 2.49% in the third quarter of fiscal 2024. “As anticipated, NIM improved during the quarter, as higher yields in interest earning assets offset the modest increase in deposit costs,” said David Lam, EVP and Chief Financial Officer. “With the recent Fed rate reductions, we anticipate deposit costs to further stabilize in future quarters. Additionally, the rate cuts reduced the interest expense on borrowings, which also benefitted NIM during the current quarter.” In the first nine months of fiscal 2025, the net interest margin was 2.51% compared to 2.64% in the same period a year earlier.

    Investment securities decreased $17.8 million during the quarter to $337.2 million at December 31, 2024, compared to $354.9 million at September 30, 2024, and decreased $92.0 million compared to $429.1 million at December 31, 2023. The average securities balances for the quarters ended December 31, 2024, September 30, 2024, and December 31, 2023, were $364.2 million, $378.4 million, and $458.0 million, respectively. The weighted average yields on securities balances for those same periods were 1.82%, 2.05%, and 2.01%, respectively. The duration of the investment portfolio at December 31, 2024 was approximately 5.3 years. The anticipated investment cashflows over the next twelve months is approximately $42.8 million. There were no investment purchases during the third fiscal quarter of 2025.

    Riverview’s yield on loans improved to 4.97% during the third fiscal quarter, compared to 4.80% in the preceding quarter, and 4.56% in the third fiscal quarter a year ago. “Loan yields improved during the current quarter as a result of higher rates on new loan originations and higher rates on existing loans that have come up for repricing, when compared to the existing loan portfolio. We continue to explore opportunities to enhance our loan yield by expanding our commercial business portfolio offerings to include more variable rate loan structures,” said Mike Sventek, EVP and Chief Lending Officer. Deposit costs increased to 1.32% during the third fiscal quarter compared to 1.26% in the preceding quarter, and 0.68% in the third fiscal quarter a year ago due to clients seeking higher deposit yields. The increase from clients seeking higher deposit yields was less impactful quarter over quarter compared to the increase from the third fiscal quarter a year ago given the relative change in the interest rate environment during those respective periods.

    Non-interest income was $3.3 million during the third fiscal quarter of 2025 compared to $3.8 million in the preceding quarter and $3.1 million in the third fiscal quarter of 2024. The preceding quarter included approximately $525,000 in income related to a legal expense recovery from the prior year. In the first nine months of fiscal 2025, non-interest income increased to $10.5 million compared to $9.7 million in the same period a year ago.

    Asset management fees were $1.4 million during the third fiscal quarter and the second fiscal quarter, and $1.3 million in the third fiscal quarter a year ago. Asset management fees increased compared to the year ago quarter due to new client relationships and the continued positive market performance in the equity markets during the third quarter. Riverview Trust Company’s assets under management were $872.6 million at December 31, 2024, compared to $871.6 million at September 30, 2024, and $942.4 million at December 31, 2023.

    Non-interest expense was $11.2 million during the third fiscal quarter, compared to $10.7 million in the preceding quarter and $10.6 million in the third fiscal quarter a year ago. Salary and employee benefits, the largest component of non-interest expense, remained flat during the current quarter compared to the preceding quarter. Professional fees increased during the current quarter compared to the preceding quarter due to higher consulting costs. Additionally, non-interest expense for preceding quarter included a fraud loss recovery. The efficiency ratio was 87.6% for the third fiscal quarter, compared to 83.7% for the previous quarter and 85.2% in the third fiscal quarter a year ago. Year-to-date, non-interest expense was $32.8 million compared to $30.6 million in the first nine months of fiscal 2024.

    Riverview’s effective tax rate for the third fiscal quarter of 2025 was 21.8%, compared to 21.4% for the preceding quarter and 20.6% for the year ago quarter.

    Balance Sheet Review
    While loan production increased during the third quarter, total loans decreased primarily due to two large loan payoffs. Total loans decreased $15.9 million during the quarter to $1.05 billion at December 31, 2024, compared to $1.06 billion three months earlier and increased $26.9 million compared to $1.02 billion a year earlier. Riverview’s loan pipeline was $49.1 million at December 31, 2024, compared to $43.5 million at the end of the preceding quarter. New loan originations during the quarter were $31.1 million, compared to $25.6 million in the preceding quarter and $51.3 million in the third fiscal quarter a year ago. Since December 31, 2024, the loan pipeline has increased to $64.2 million.

    Undisbursed construction loans totaled $19.5 million at December 31, 2024, compared to $34.1 million at September 30, 2024, with the majority of the undisbursed construction loans expected to be funded over the next several quarters. The decrease was due to one large construction project being completed during the quarter and moving out of the construction category to a permanent loan category, before being paid off. Undisbursed homeowner association loans for the purpose of common area maintenance and repairs totaled $14.5 million at December 31, 2024, compared to $11.1 million at September 30, 2024. Revolving commercial business loan commitments totaled $46.9 million at December 31, 2024, compared to $48.4 million at September 30, 2024. Utilization on these loans totaled 17.60% at December 31, 2024, compared to 23.88% at September 30, 2024. The weighted average rate on loan originations during the quarter was 7.04% compared to 7.65% in the preceding quarter.

    The office building loan portfolio totaled $113.4 million at December 31, 2024, compared to $112.4 million at September 30, 2024. The average loan balance of the office building loan portfolio was $1.5 million with an average loan-to-value ratio of 53.8% and an average debt service coverage ratio of 1.99x. Office building loans within the Portland core consists of three loans totaling $20.6 million which is approximately 18.2% of the total office building loan portfolio or 2.0% of total loans.

    Non-interest checking and interest checking accounts, as a percentage of total deposits, totaled 46.8% at December 31, 2024, compared to 49.2% at September 30, 2024, and 51.1% at December 31, 2023. The decrease in non-interest checking account balances during the quarter was in part due to seasonal client calendar year-end activity for payments and distributions. As in prior quarters, money market balances and CDs increased during the quarter as we are still seeing a subset of clients still looking for higher yields. Total deposits decreased $18.5 million during the quarter to $1.22 billion at December 31, 2024, compared to $1.24 billion at September 30, 2024, and were unchanged compared to a year ago. Riverview Bank had moved customer deposits to Riverview Trust as a higher yielding deposit alternative and those assets were all retained within the Company during the period of increasing interest rates and the Company has the ability to move or reciprocate these deposits back to the Bank if the need arises.

    FHLB advances decreased $18.1 million during the quarter to $84.2 million at December 31, 2024, compared to $102.3 million at September 30, 2024. FHLB advances decreased during the quarter as a result of the decrease in investment securities and loans receivable balances with the proceeds from both used to pay down borrowings.

    Shareholders’ equity was $158.3 million at December 31, 2024, compared to $160.8 million three months earlier and $158.5 million one year earlier. Tangible book value per share (non-GAAP) was $6.20 at December 31, 2024, compared to $6.33 at September 30, 2024, and $6.21 at December 31, 2023. Riverview paid a quarterly cash dividend of $0.02 per share on January 14, 2025, to shareholders of record on January 2, 2025.

    Credit Quality
    “Asset quality metrics continue to remain very stable, as we continue to diligently monitor our loan portfolio closely for any signs of stress,” said Robert Benke, EVP and Chief Credit Officer. Non-performing loans, excluding SBA and USDA government guaranteed loans (“government guaranteed loans”) (non-GAAP) totaled $168,000 or 0.02% of total loans as of December 31, 2024, compared to $149,000, or 0.01% of total loans at September 30, 2024, and $186,000, or 0.02% of total loans at December 31, 2023. There was one non-performing government guaranteed loan totaling $301,000 at both December 31, 2024 and September 30, 2024. At December 31, 2024, including government guaranteed loans, non-performing assets were $469,000, or 0.03% of total assets.

    Riverview recorded $114,000 in net loan charge-offs for the current quarter. This compared to $2,000 in net loan recoveries for the preceding quarter. Riverview recorded no provision for credit losses for the current quarter, compared to $100,000 in provision for credit losses for the preceding quarter.

    Classified assets were $225,000 at December 31, 2024, compared to $326,000 at September 30, 2024, and $215,000 at December 31, 2023. The classified assets to total capital ratio was 0.1% at December 31, 2024, compared to 0.2% at September 30, 2024, and 0.1% a year earlier. Criticized assets were $50.4 million at December 31, 2024, compared to $50.7 million at September 30, 2024, and $37.2 million at December 31, 2023. Criticized assets remained stable during the current quarter compared to the prior quarter. The increase compared to a year ago was primarily due to one relationship that was moved to the criticized asset category during the preceding quarter as the loans goes through probate. The Company does not anticipate any loss from this relationship.

    The allowance for credit losses was $15.4 million at December 31, 2024, compared to $15.5 million at September 30, 2024, and $15.4 million at December 31, 2023. The allowance for credit losses represented 1.47% of total loans at December 31, 2024, compared to 1.46% at September 30, 2024, and 1.51% a year earlier. The allowance for credit losses to loans, net of government guaranteed loans (non-GAAP), was 1.54% at December 31, 2024, compared to 1.53% at September 30, 2024, and 1.59% a year earlier.

    Capital/Liquidity
    Riverview continues to maintain capital levels well in excess of the regulatory requirements to be categorized as “well capitalized” with a total risk-based capital ratio of 16.47% and a Tier 1 leverage ratio of 10.86% at December 31, 2024. Tangible common equity to average tangible assets ratio (non-GAAP) was 8.84% at December 31, 2024.

    Riverview has approximately $450.1 million in available liquidity at December 31, 2024, including $164.4 million of borrowing capacity from the FHLB and $285.7 million from the Federal Reserve Bank of San Francisco (“FRB”). At December 31, 2024, the Bank had $84.2 million in outstanding FHLB borrowings.

    At December 31, 2024, the uninsured deposit ratio was 23.8%. Available liquidity under the FRB borrowing line would cover nearly 100% of the estimated uninsured deposits and available liquidity under both the FHLB and FRB borrowing lines would cover 155% of the estimated uninsured deposits.

    On September 25, 2024, the Company’s Board of Directors adopted a stock repurchase program. Under this repurchase program, the Company may repurchase up to $2.0 million of the Company’s outstanding shares of common stock, in the open market, based on prevailing market prices, or in privately negotiated transactions. Once the repurchase program is effective, the repurchase program will continue until the earlier of the completion of the repurchase or 12 months after the effective date, depending upon market conditions. During the third quarter, the Company repurchased 200,073 shares of common stock at an average price of $5.43.

    Non-GAAP Financial Measures
    In addition to results presented in accordance with generally accepted accounting principles (“GAAP”), this press release contains certain non-GAAP financial measures. Management has presented these non-GAAP financial measures in this earnings release because it believes that they provide useful and comparative information to assess trends in Riverview’s core operations reflected in the current quarter’s results and facilitate the comparison of our performance with the performance of our peers. However, these non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP. Where applicable, comparable earnings information using GAAP financial measures is also presented. Because not all companies use the same calculations, our presentation may not be comparable to other similarly titled measures as calculated by other companies. For a reconciliation of these non-GAAP financial measures, see the tables below.

    Tangible shareholders’ equity to tangible assets and tangible book value per share:
                         
    (Dollars in thousands)   December 31,
    2024
      September 30,
    2024
      December 31,
    2023
      March 31,
    2024
       
                         
    Shareholders’ equity (GAAP)   $ 158,270     $ 160,774     $ 158,472     $ 155,588      
    Exclude: Goodwill     (27,076 )     (27,076 )     (27,076 )     (27,076 )    
    Exclude: Core deposit intangible, net     (196 )     (221 )     (298 )     (271 )    
    Tangible shareholders’ equity (non-GAAP)   $ 130,998     $ 133,477     $ 131,098     $ 128,241      
                         
    Total assets (GAAP)   $ 1,508,609     $ 1,548,397     $ 1,590,623     $ 1,521,529      
    Exclude: Goodwill     (27,076 )     (27,076 )     (27,076 )     (27,076 )    
    Exclude: Core deposit intangible, net     (196 )     (221 )     (298 )     (271 )    
    Tangible assets (non-GAAP)   $ 1,481,337     $ 1,521,100     $ 1,563,249     $ 1,494,182      
                         
    Shareholders’ equity to total assets (GAAP)     10.49 %     10.38 %     9.96 %     10.23 %    
                         
    Tangible common equity to tangible assets (non-GAAP)     8.84 %     8.78 %     8.39 %     8.58 %    
                         
    Shares outstanding     21,134,758       21,096,968       21,111,043       21,111,043      
                         
    Book value per share (GAAP)   $ 7.49     $ 7.62     $ 7.51     $ 7.37      
                         
    Tangible book value per share (non-GAAP)   $ 6.20     $ 6.33     $ 6.21     $ 6.07      
                         
                         
    Pre-tax, pre-provision income                    
        Three Months Ended   Nine Months Ended
    (Dollars in thousands)   December 31,
    2024
      September 30,
    2024
      December 31,
    2023
      December 31,
    2024
      December 31,
    2023
                         
    Net income (GAAP)   $ 1,232     $ 1,557     $ 1,452     $ 3,755     $ 6,767  
    Include: Provision for income taxes     343       425       377       1,021       1,897  
    Include: Provision for credit losses           100             100        
    Pre-tax, pre-provision income (non-GAAP)   $ 1,575     $ 2,082     $ 1,829     $ 4,876     $ 8,664  
    Allowance for credit losses reconciliation, excluding Government Guaranteed loans
                     
    (Dollars in thousands)   December 31, 2024   September 30, 2024   December 31, 2023   March 31, 2024
                     
    Allowance for credit losses   $ 15,352     $ 15,466     $ 15,361     $ 15,364  
                     
    Loans receivable (GAAP)   $ 1,045,109     $ 1,060,977     $ 1,018,199     $ 1,024,013  
    Exclude: Government Guaranteed loans     (49,024 )     (49,983 )     (51,809 )     (51,013 )
    Loans receivable excluding Government Guaranteed loans (non-GAAP)   $ 996,085     $ 1,010,994     $ 966,390     $ 973,000  
                     
    Allowance for credit losses to loans receivable (GAAP)     1.47 %     1.46 %     1.51 %     1.50 %
                     
    Allowance for credit losses to loans receivable excluding Government Guaranteed loans (non-GAAP)     1.54 %     1.53 %     1.59 %     1.58 %
                     
                     
    Non-performing loans reconciliation, excluding Government Guaranteed Loans
                     
        Three Months Ended    
    (Dollars in thousands)   December 31, 2024   September 30, 2024   December 31, 2023    
                     
    Non-performing loans (GAAP)   $ 469     $ 450     $ 186      
    Less: Non-performing Government Guaranteed loans     (301 )     (301 )          
    Adjusted non-performing loans excluding Government Guaranteed loans (non-GAAP)   $ 168     $ 149     $ 186      
                     
    Non-performing loans to total loans (GAAP)     0.04 %     0.04 %     0.02 %    
                     
    Non-performing loans, excluding Government Guaranteed loans to total loans (non-GAAP)     0.02 %     0.01 %     0.02 %    
                     
    Non-performing loans to total assets (GAAP)     0.03 %     0.03 %     0.01 %    
                     
    Non-performing loans, excluding Government Guaranteed loans to total assets (non-GAAP)     0.01 %     0.01 %     0.01 %    


    About Riverview
    Riverview Bancorp, Inc. (www.riverviewbank.com) is headquartered in Vancouver, Washington – just north of Portland, Oregon, on the I-5 corridor. With assets of $1.51 billion at December 31, 2024, it is the parent company of Riverview Bank, as well as Riverview Trust Company. The Bank offers true community banking services, focusing on providing the highest quality service and financial products to commercial, business and retail clients through 17 branches, including 13 in the Portland-Vancouver area, and 3 lending centers. For the past 11 years, Riverview has been named Best Bank by the readers of The Vancouver Business Journal and The Columbian.

    “Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements which include statements with respect to our beliefs, plans, objectives, goals, expectations, assumptions, future economic performance and projections of financial items. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from the results anticipated or implied by our forward-looking statements, including, but not limited to: potential adverse impacts to economic conditions in our local market areas, other markets where the Company has lending relationships, or other aspects of the Company’s business operations or financial markets, including, without limitation, as a result of employment levels, labor shortages and the effects of inflation, a potential recession, the failure of the U.S. Congress to increase the debt ceiling, or slowed economic growth caused by increasing political instability from acts of war including Russia’s invasion of Ukraine, as well as supply chain disruptions, recent bank failures and any governmental or societal responses thereto; the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs and changes in the Company’s allowance for credit losses and provision for credit losses that may be impacted by deterioration in the housing and commercial real estate markets; changes in the levels of general interest rates, and the relative differences between short and long-term interest rates, deposit interest rates, the Company’s net interest margin and funding sources; the transition away from London Interbank Offered Rate toward new interest rate benchmarks; fluctuations in the demand for loans, the number of unsold homes, land and other properties and fluctuations in real estate values in the Company’s market areas; secondary market conditions for loans and the Company’s ability to originate loans for sale and sell loans in the secondary market; results of examinations of the Bank by the Federal Deposit Insurance Corporation and the Washington State Department of Financial Institutions, Division of Banks, and of the Company by the Board of Governors of the Federal Reserve System, or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require the Company to increase its allowance for credit losses, write-down assets, reclassify its assets, change the Bank’s regulatory capital position or affect the Company’s ability to borrow funds or maintain or increase deposits, which could adversely affect its liquidity and earnings; legislative or regulatory changes that adversely affect the Company’s business including changes in banking, securities and tax law, and in regulatory policies and principles, or the interpretation of regulatory capital or other rules; the Company’s ability to attract and retain deposits; the unexpected outflow of uninsured deposits that may require us to sell investment securities at a loss; the Company’s ability to control operating costs and expenses; the use of estimates in determining fair value of certain of the Company’s assets, which estimates may prove to be incorrect and result in significant declines in valuation; difficulties in reducing risks associated with the loans on the Company’s consolidated balance sheet; staffing fluctuations in response to product demand or the implementation of corporate strategies that affect the Company’s workforce and potential associated charges; disruptions, security breaches or other adverse events, failures or interruptions in or attacks on our information technology systems or on the third-party vendors who perform several of our critical processing functions; the Company’s ability to retain key members of its senior management team; costs and effects of litigation, including settlements and judgments; the Company’s ability to implement its business strategies; the Company’s ability to successfully integrate any assets, liabilities, customers, systems, and management personnel it may acquire into its operations and the Company’s ability to realize related revenue synergies and cost savings within expected time frames; future goodwill impairment due to changes in Riverview’s business, changes in market conditions, or other factors; increased competitive pressures among financial services companies; changes in consumer spending, borrowing and savings habits; the availability of resources to address changes in laws, rules, or regulations or to respond to regulatory actions; the Company’s ability to pay dividends on its common stock; the quality and composition of our securities portfolio and the impact of and adverse changes in the securities markets, including market liquidity; inability of key third-party providers to perform their obligations to us; changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the Financial Accounting Standards Board, including additional guidance and interpretation on accounting issues and details of the implementation of new accounting standards; the effects of climate change, severe weather events, natural disasters, pandemics, epidemics and other public health crises, acts of war or terrorism, and other external events on our business; and other economic, competitive, governmental, regulatory, and technological factors affecting the Company’s operations, pricing, products and services, and the other risks described from time to time in our reports filed with and furnished to the U.S. Securities and Exchange Commission.

    The Company cautions readers not to place undue reliance on any forward-looking statements. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to the Company. The Company does not undertake and specifically disclaims any obligation to revise any forward-looking statements included in this report or the reasons why actual results could differ from those contained in such statements, whether as a result of new information or to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. These risks could cause our actual results for fiscal 2025 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us and could negatively affect the Company’s consolidated financial condition and consolidated results of operations as well as its stock price performance.

     
    RIVERVIEW BANCORP, INC. AND SUBSIDIARY       
    Consolidated Balance Sheets
    (In thousands, except share data) (Unaudited) December 31, 2024   September 30, 2024   December 31, 2023   March 31, 2024
    ASSETS              
                   
    Cash (including interest-earning accounts of $12,573, $12,453, $23,717 and $12,164) $ 25,348     $ 30,960     $ 37,553     $ 23,642  
    Investment securities:              
    Available for sale, at estimated fair value   124,874       132,953       196,461       143,196  
    Held to maturity, at amortized cost   212,295       221,991       232,659       229,510  
    Loans receivable (net of allowance for credit losses of $15,352, $15,466, $15,361, and $15,364)   1,029,757       1,045,511       1,002,838       1,008,649  
    Prepaid expenses and other assets   12,945       13,585       14,486       14,469  
    Accrued interest receivable   4,639       4,570       5,248       4,415  
    Federal Home Loan Bank stock, at cost   4,742       5,557       8,026       4,927  
    Premises and equipment, net   22,731       22,956       22,270       21,718  
    Financing lease right-of-use assets   1,144       1,163       1,221       1,202  
    Deferred income taxes, net   9,471       8,688       10,033       9,778  
    Goodwill   27,076       27,076       27,076       27,076  
    Core deposit intangible, net   196       221       298       271  
    Bank owned life insurance   33,391       33,166       32,454       32,676  
                   
    TOTAL ASSETS $ 1,508,609     $ 1,548,397     $ 1,590,623     $ 1,521,529  
                   
    LIABILITIES AND SHAREHOLDERS’ EQUITY              
                   
    LIABILITIES:              
    Deposits $ 1,219,002     $ 1,237,499     $ 1,218,892     $ 1,231,679  
    Accrued expenses and other liabilities   17,634       17,789       26,740       16,205  
    Advance payments by borrowers for taxes and insurance   317       848       299       581  
    Junior subordinated debentures   27,069       27,048       26,982       27,004  
    Federal Home Loan Bank advances   84,200       102,304       157,054       88,304  
    Finance lease liability   2,117       2,135       2,184       2,168  
    Total liabilities   1,350,339       1,387,623       1,432,151       1,365,941  
                   
    SHAREHOLDERS’ EQUITY:              
    Serial preferred stock, $.01 par value; 250,000 authorized, issued and outstanding, none                      
    Common stock, $.01 par value; 50,000,000 authorized,              
    December 31, 2024 – 21,134,758 issued and outstanding;              
    September 30, 2024 – 21,096,968 issued and outstanding;   209       211       211       211  
    December 31, 2023 – 21,111,043 issued and outstanding;              
    March 31, 2024 – 21,111,043 issued and outstanding;              
    Additional paid-in capital   54,227       55,057       54,982       55,005  
    Retained earnings   118,988       118,179       120,734       116,499  
    Accumulated other comprehensive loss   (15,154 )     (12,673 )     (17,455 )     (16,127 )
    Total shareholders’ equity   158,270       160,774       158,472       155,588  
                   
    TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 1,508,609     $ 1,548,397     $ 1,590,623     $ 1,521,529  
                   
    RIVERVIEW BANCORP, INC. AND SUBSIDIARY
    Consolidated Statements of Income
      Three Months Ended   Nine Months Ended
    (In thousands, except share data) (Unaudited) Dec. 31, 2024 Sept. 30, 2024 Dec. 31, 2023   Dec. 31, 2024 Dec. 31, 2023
    INTEREST INCOME:            
    Interest and fees on loans receivable $ 13,201   $ 12,683   $ 11,645     $ 37,936   $ 34,288  
    Interest on investment securities – taxable   1,589     1,874     2,231       5,435     6,826  
    Interest on investment securities – nontaxable   65     65     65       195     196  
    Other interest and dividends   272     320     331       902     954  
    Total interest and dividend income   15,127     14,942     14,272       44,468     42,264  
                 
    INTEREST EXPENSE:            
    Interest on deposits   4,101     3,855     2,059       11,403     5,264  
    Interest on borrowings   1,638     2,145     2,889       5,914     7,466  
    Total interest expense   5,739     6,000     4,948       17,317     12,730  
    Net interest income   9,388     8,942     9,324       27,151     29,534  
    Provision for credit losses       100           100      
                 
    Net interest income after provision for credit losses   9,388     8,842     9,324       27,051     29,534  
                 
    NON-INTEREST INCOME:            
    Fees and service charges   1,492     1,524     1,533       4,556     4,871  
    Asset management fees   1,443     1,433     1,266       4,434     3,920  
    Bank owned life insurance (“BOLI”)   225     279     211       715     669  
    Other, net   181     605     46       844     288  
    Total non-interest income, net   3,341     3,841     3,056       10,549     9,748  
                 
    NON-INTEREST EXPENSE:            
    Salaries and employee benefits   6,471     6,477     6,091       19,336     17,979  
    Occupancy and depreciation   1,871     1,921     1,698       5,687     4,930  
    Data processing   743     695     712       2,202     2,096  
    Amortization of core deposit intangible   25     25     27       75     81  
    Advertising and marketing   317     367     282       994     950  
    FDIC insurance premium   174     166     178       518     530  
    State and local taxes   327     234     355       777     814  
    Telecommunications   54     52     56       153     161  
    Professional fees   429     304     353       1,223     961  
    Other   743     460     799       1,859     2,116  
    Total non-interest expense   11,154     10,701     10,551       32,824     30,618  
                 
    INCOME BEFORE INCOME TAXES   1,575     1,982     1,829       4,776     8,664  
    PROVISION FOR INCOME TAXES   343     425     377       1,021     1,897  
    NET INCOME $ 1,232   $ 1,557   $ 1,452     $ 3,755   $ 6,767  
                 
    Earnings per common share:            
    Basic $ 0.06   $ 0.07   $ 0.07     $ 0.18   $ 0.32  
    Diluted $ 0.06   $ 0.07   $ 0.07     $ 0.18   $ 0.32  
    Weighted average number of common shares outstanding:            
    Basic   21,037,246     21,097,580     21,113,464       21,081,851     21,146,888  
    Diluted   21,037,246     21,097,580     21,113,464       21,081,851     21,148,679  
                 
    (Dollars in thousands)   At or for the three months ended   At or for the nine months ended
        Dec. 31, 2024   Sept. 30, 2024   Dec. 31, 2023   Dec. 31, 2024   Dec. 31, 2023
    AVERAGE BALANCES                    
    Average interest–earning assets   $ 1,436,130     $ 1,446,098     $ 1,494,341     $ 1,439,834     $ 1,494,443  
    Average interest-bearing liabilities     1,019,265       1,011,688       1,028,817       1,010,419       1,021,532  
    Net average earning assets     416,865       434,410       465,524       429,415       472,911  
    Average loans     1,053,342       1,048,536       1,015,741       1,043,274       1,008,429  
    Average deposits     1,232,450       1,216,769       1,209,524       1,220,443       1,235,032  
    Average equity     160,532       158,428       153,901       158,179       155,264  
    Average tangible equity (non-GAAP)     133,245       131,116       126,511       130,867       127,847  
                         
                         
    ASSET QUALITY   Dec. 31, 2024   Sept. 30, 2024   Dec. 31, 2023        
                         
    Non-performing loans   $ 469     $ 450     $ 186          
    Non-performing loans excluding SBA Government Guarantee (non-GAAP)     168       149       186          
    Non-performing loans to total loans     0.04 %     0.04 %     0.02 %        
    Non-performing loans to total loans excluding SBA Government Guarantee (non-GAAP)     0.02 %     0.01 %     0.02 %        
    Real estate/repossessed assets owned   $     $     $          
    Non-performing assets   $ 469     $ 450     $ 186          
    Non-performing assets excluding SBA Government Guarantee (non-GAAP)     168       149       186          
    Non-performing assets to total assets     0.03 %     0.03 %     0.01 %        
    Non-performing assets to total assets excluding SBA Government Guarantee (non-GAAP)     0.01 %     0.01 %     0.01 %        
    Net loan charge-offs (recoveries) in the quarter   $ 114     $ (2 )   $ (15 )        
    Net charge-offs (recoveries) in the quarter/average net loans     0.04 %     0.00 %     (0.01 )%        
                         
    Allowance for credit losses   $ 15,352     $ 15,466     $ 15,361          
    Average interest-earning assets to average interest-bearing liabilities     140.90 %     142.94 %     145.25 %        
    Allowance for credit losses to non-performing loans     3273.35 %     3436.89 %     8258.60 %        
    Allowance for credit losses to total loans     1.47 %     1.46 %     1.51 %        
    Shareholders’ equity to assets     10.49 %     10.38 %     9.96 %        
                         
                         
    CAPITAL RATIOS                    
    Total capital (to risk weighted assets)     16.47 %     16.14 %     16.67 %        
    Tier 1 capital (to risk weighted assets)     15.21 %     14.88 %     15.42 %        
    Common equity tier 1 (to risk weighted assets)     15.21 %     14.88 %     15.42 %        
    Tier 1 capital (to average tangible assets)     10.86 %     10.72 %     10.53 %        
    Tangible common equity (to average tangible assets) (non-GAAP)     8.84 %     8.78 %     8.39 %        
                         
                         
    DEPOSIT MIX   Dec. 31, 2024   Sept. 30, 2024   Dec. 31, 2023   March 31, 2024    
                         
    Interest checking   $ 257,975     $ 267,254     $ 272,019     $ 289,824      
    Regular savings     169,181       172,454       199,911       192,638      
    Money market deposit accounts     236,912       227,505       225,727       209,164      
    Non-interest checking     312,839       341,116       350,744       349,081      
    Certificates of deposit     242,095       229,170       170,491       190,972      
    Total deposits   $ 1,219,002     $ 1,237,499     $ 1,218,892     $ 1,231,679      
                         
    COMPOSITION OF COMMERCIAL AND CONSTRUCTION LOANS        
            Other       Commercial
        Commercial   Real Estate   Real Estate   & Construction
        Business   Mortgage   Construction   Total
    December 31, 2024   (Dollars in thousands)
    Commercial business   $ 224,506     $     $     $ 224,506  
    Commercial construction                 32,442       32,442  
    Office buildings           113,350             113,350  
    Warehouse/industrial           108,356             108,356  
    Retail/shopping centers/strip malls           89,871             89,871  
    Assisted living facilities           363             363  
    Single purpose facilities           262,556             262,556  
    Land           4,062             4,062  
    Multi-family           78,822             78,822  
    One-to-four family construction                 17,514       17,514  
    Total   $ 224,506     $ 657,380     $ 49,956     $ 931,842  
                     
    March 31, 2024                
    Commercial business   $ 229,404     $     $     $ 229,404  
    Commercial construction                 20,388       20,388  
    Office buildings           114,714             114,714  
    Warehouse/industrial           106,649             106,649  
    Retail/shopping centers/strip malls           89,448             89,448  
    Assisted living facilities           378             378  
    Single purpose facilities           272,312             272,312  
    Land           5,693             5,693  
    Multi-family           70,771             70,771  
    One-to-four family construction                 16,150       16,150  
    Total   $ 229,404     $ 659,965     $ 36,538     $ 925,907  
                     
                     
    LOAN MIX   Dec. 31, 2024   Sept. 30, 2024   Dec. 31, 2023   March 31, 2024
    Commercial and construction   (Dollars in thousands)
    Commercial business   $ 224,506     $ 236,895     $ 229,249     $ 229,404  
    Other real estate mortgage     657,380       659,439       648,782       659,965  
    Real estate construction     49,956       51,498       42,167       36,538  
    Total commercial and construction     931,842       947,832       920,198       925,907  
    Consumer                
    Real estate one-to-four family     97,760       96,911       96,266       96,366  
    Other installment     15,507       16,234       1,735       1,740  
    Total consumer     113,267       113,145       98,001       98,106  
                     
    Total loans     1,045,109       1,060,977       1,018,199       1,024,013  
                     
    Less:                
    Allowance for credit losses     15,352       15,466       15,361       15,364  
    Loans receivable, net   $ 1,029,757     $ 1,045,511     $ 1,002,838     $ 1,008,649  
                     
                     
    DETAIL OF NON-PERFORMING ASSETS              
        Southwest            
        Washington   Other   Total    
    December 31, 2024   (Dollars in thousands)    
    Commercial business   $ 43     $     $ 43      
    Commercial real estate     93             93      
    Consumer     32             32      
    Government Guaranteed Loans           301       301      
    Total non-performing assets   $ 168     $ 301     $ 469      
                     
                    At or for the three months ended   At or for the nine months ended
    SELECTED OPERATING DATA Dec. 31, 2024   Sept. 30, 2024   Dec. 31, 2023   Dec. 31, 2024   Dec. 31, 2023
                       
    Efficiency ratio (4)   87.63 %     83.71 %     85.23 %     87.07 %     77.94 %
    Coverage ratio (6)   84.17 %     83.56 %     88.37 %     82.72 %     96.46 %
    Return on average assets (1)   0.32 %     0.40 %     0.37 %     0.33 %     0.57 %
    Return on average equity (1)   3.04 %     3.90 %     3.75 %     3.15 %     5.80 %
    Return on average tangible equity (1) (non-GAAP)   3.67 %     4.71 %     4.57 %     3.81 %     7.04 %
                       
    NET INTEREST SPREAD                  
    Yield on loans   4.97 %     4.80 %     4.56 %     4.83 %     4.53 %
    Yield on investment securities   1.82 %     2.05 %     2.01 %     2.00 %     2.02 %
    Total yield on interest-earning assets   4.18 %     4.11 %     3.81 %     4.10 %     3.77 %
                       
    Cost of interest-bearing deposits   1.81 %     1.76 %     0.98 %     1.73 %     0.82 %
    Cost of FHLB advances and other borrowings   5.43 %     5.92 %     5.83 %     5.83 %     5.77 %
    Total cost of interest-bearing liabilities   2.23 %     2.35 %     1.91 %     2.27 %     1.66 %
                       
    Spread (7)   1.95 %     1.76 %     1.90 %     1.83 %     2.11 %
    Net interest margin   2.60 %     2.46 %     2.49 %     2.51 %     2.64 %
                       
    PER SHARE DATA                  
    Basic earnings per share (2) $ 0.06     $ 0.07     $ 0.07     $ 0.18     $ 0.32  
    Diluted earnings per share (3)   0.06       0.07       0.07       0.18       0.32  
    Book value per share (5)   7.49       7.62       7.51       7.49       7.51  
    Tangible book value per share (5) (non-GAAP)   6.20       6.33       6.21       6.20       6.21  
    Market price per share:                  
    High for the period $ 5.88     $ 4.72     $ 6.48     $ 5.88     $ 6.48  
    Low for the period   4.59       3.79       5.35       3.64       4.17  
    Close for period end   5.74       4.71       6.40       5.74       6.40  
    Cash dividends declared per share   0.0200       0.0200       0.0600       0.0600       0.1800  
                       
    Average number of shares outstanding:                  
    Basic (2)   21,037,246       21,097,580       21,113,464       21,081,851       21,146,888  
    Diluted (3)   21,037,246       21,097,580       21,113,464       21,081,851       21,148,679  
                       

    (1)      Amounts for the periods shown are annualized.
    (2)      Amounts exclude ESOP shares not committed to be released.
    (3)      Amounts exclude ESOP shares not committed to be released and include common stock equivalents.
    (4)      Non-interest expense divided by net interest income and non-interest income.
    (5)      Amounts calculated based on shareholders’ equity and include ESOP shares not committed to be released.
    (6)      Net interest income divided by non-interest expense.
    (7)      Yield on interest-earning assets less cost of funds on interest-bearing liabilities.

    Contact: Nicole Sherman, President & CEO
    David Lam, CFO 
    Dan Cox, COO
    360-693-6650

    The MIL Network

  • MIL-OSI: Evolution Petroleum Schedules Fiscal Second Quarter 2025 Earnings Release and Conference Call

    Source: GlobeNewswire (MIL-OSI)

    HOUSTON, Jan. 30, 2025 (GLOBE NEWSWIRE) — Evolution Petroleum Corporation (NYSE American: EPM) (“Evolution” or the “Company”) today announced that it plans to release its fiscal second quarter 2025 financial and operating results on Tuesday, February 11, 2025, after the market closes. Additionally, Kelly Loyd, President and Chief Executive Officer, Ryan Stash, Senior Vice President, Chief Financial Officer, and Treasurer, and Mark Bunch, Chief Operating Officer, will review the results on a conference call at 10:00 a.m. Central Time on Wednesday, February 12, 2025.

    Conference Call and Webcast Details

    Date: Wednesday, February 12, 2025
    Time: 10:00 a.m. Central Time
    Dial-In: (844) 481-2813
    International Dial-In: (412) 317-0677
    Note: Dial-in participants should ask to join the Evolution Petroleum Corporation call.
    Webcast: https://event.choruscall.com/mediaframe/webcast.html?webcastid=HS7VesBT

    A webcast replay will be available through February 12, 2026, via the webcast link above and on Evolution’s website at www.ir.evolutionpetroleum.com.

    About Evolution Petroleum

    Evolution Petroleum Corporation is an independent energy company focused on maximizing total shareholder returns through the ownership of and investment in onshore oil and natural gas properties in the U.S. The Company aims to build and maintain a diversified portfolio of long-life oil and natural gas properties through acquisitions, selective development opportunities, production enhancements, and other exploitation efforts. Properties include non-operated interests in the following areas: the SCOOP/STACK plays of the Anadarko Basin in Oklahoma; the Chaveroo Oilfield located in Chaves and Roosevelt Counties, New Mexico; the Jonah Field in Sublette County, Wyoming; the Williston Basin in North Dakota; the Barnett Shale located in North Texas; the Hamilton Dome Field located in Hot Springs County, Wyoming; the Delhi Holt-Bryant Unit in the Delhi Field in Northeast Louisiana; as well as small overriding royalty interests in four onshore Texas wells. Visit www.evolutionpetroleum.com for more information.

    Contact
    Investor Relations
    (713) 935-0122
    ir@evolutionpetroleum.com

    This press release was published by a CLEAR® Verified individual.

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