Category: Business

MIL-OSI: Zscaler Reports Third Quarter Fiscal 2025 Financial Results

Source: GlobeNewswire (MIL-OSI)

Third Quarter Highlights

Revenue grows 23% year-over-year to $678.0 million
Calculated billings grows 25% year-over-year to $784.5 million
Deferred revenue grows 26% year-over-year to $1,985.0 million
GAAP net loss of $4.1 million compared to GAAP net income of $19.1 million on a year-over-year basis
Non-GAAP net income of $136.8 million compared to non-GAAP net income of $113.0 million on a year-over-year basis

SAN JOSE, Calif., May 29, 2025 (GLOBE NEWSWIRE) — Zscaler, Inc. (Nasdaq: ZS), the leader in cloud security, today announced financial results for its third quarter of fiscal year 2025, ended April 30, 2025.

“We delivered outstanding Q3 results as an increasing number of customers adopt our expanding Zero Trust Exchange platform. We enable customers to realize Zero Trust Everywhere while lowering operational cost and complexity,” said Jay Chaudhry, Chairman and CEO of Zscaler. “The proliferation of AI in all aspects of business is increasing the need for our AI security. We empower customers to securely adopt both public GenAI apps and their own private AI apps, and we are increasing our investments in this area.”

Third Quarter Fiscal 2025 Financial Highlights

Revenue: $678.0 million, an increase of 23% year-over-year.
Income (loss) from operations: GAAP loss from operations was $25.4 million, or 4% of revenue, compared to $3.0 million, or 1% of revenue, in the third quarter of fiscal 2024. Non-GAAP income from operations was $146.7 million, or 22% of revenue, compared to $121.8 million, or 22% of revenue, in the third quarter of fiscal 2024.
Net income (loss): GAAP net loss was $4.1 million, compared to GAAP net income of $19.1 million in the third quarter of fiscal 2024. Non-GAAP net income was $136.8 million, compared to $113.0 million in the third quarter of fiscal 2024.
Net income (loss) per share, diluted: GAAP net loss per share was $0.03, compared to GAAP net income per share of $0.12 in the third quarter of fiscal 2024. Non-GAAP net income per share was $0.84, compared to $0.71 in the third quarter of fiscal 2024.
Cash flows: Cash provided by operations was $211.1 million, or 31% of revenue, compared to $173.4 million, or 31% of revenue, in the third quarter of fiscal 2024. Free cash flow was $119.5 million, or 18% of revenue, compared to $123.1 million, or 22% of revenue, in the third quarter of fiscal 2024.
Deferred revenue: $1,985.0 million as of April 30, 2025, an increase of 26% year-over-year.
Cash, cash equivalents and short-term investments: $3,005.6 million as of April 30, 2025, an increase of $595.9 million from July 31, 2024.

Recent Business Highlights

Announced the appointment of Kevin Rubin as Chief Financial Officer. Rubin brings over two decades of experience leading finance organizations at high-growth public and private companies.
Announced the appointment of Raj Judge to the Board of Directors, and as EVP of Corporate Strategy & Ventures. Judge brings over 25 years of experience in the tech legal and venture capital space.
In May 2025, signed a definitive agreement to acquire Red Canary, a leading managed detection and response (MDR) vendor. By combining Zscaler’s high-volume and high-quality data with Red Canary’s domain expertise in MDR, Zscaler will accelerate its vision to deliver AI-powered security operations.
Recognized as a Leader in the 2025 Gartner® Magic Quadrant™ for Security Service Edge (SSE) for the fourth year in a row.
Positioned as a Leader in the IDC MarketScape: Worldwide Data Loss Prevention (DLP) 2025 Vendor Assessment, which offers a comprehensive evaluation of nine companies in the competitive DLP space based on detailed analysis of vendor capabilities and performance and market trajectories.
Introduced Zscaler Asset Exposure Management, a critical foundation of the company’s broader Continuous Threat Exposure Management (CTEM) offerings. Asset Exposure Management provides organizations with a comprehensive and accurate inventory of their assets and their risk.
Zscaler’s ThreatLabz published several research reports, including the 2025 AI Security Report, the 2025 VPN Risk Report, and the 2025 Phishing Report.
- The 2025 AI Security Report found that enterprises’ usage of AI/ML tools increased by over 3,000% in the past year, reinforcing the need to deploy Zero Trust Everywhere to stay ahead of rapidly evolving cyberthreats.
- The 2025 VPN Risk Report found that 92% of organizations are concerned about ransomware attacks due to VPN vulnerabilities, and 81% of organizations are planning to implement a zero trust everywhere strategy.
- The 2025 Phishing Report found that attackers are using GenAI to launch targeted attacks against high-impact business functions like HR and finance, making a Zero Trust + AI defense strategy mission critical for organizations.
Announced T-Mobile modernized its infrastructure with Zscaler’s Zero Trust Exchange to provide Zero Trust security to its employees and team members whether they are in the office, at home or on the go.
Announced the inclusion of Zscaler solutions in the AWS Marketplace for the U.S. Intelligence Community (ICMP), a curated digital catalog from Amazon Web Services (AWS) that makes it easy to discover, purchase, and deploy software packages and applications from vendors that specialize in supporting government customers.

Change in Non-GAAP Measures Presentation

Effective August 1, 2024, the beginning of our fiscal year ending July 31, 2025, we are using a long-term projected non-GAAP tax rate of 23% for the purpose of determining our non-GAAP net income and non-GAAP net income per share to provide better consistency across interim reporting periods in fiscal 2025 and beyond. Given the significant growth of our business and non-GAAP operating income, we believe this change is necessary to better reflect the performance of our business. We will continue to assess the appropriate non-GAAP tax rate on a regular basis, which could be subject to changes for a variety of reasons, including the rapidly evolving global tax environment, significant changes in our geographic earnings mix, or other changes to our strategy or business operations. Prior period amounts have been recast to reflect this change.

Financial Outlook

For the fourth quarter of fiscal 2025, we expect:

Revenue of $705 million to $707 million
Non-GAAP income from operations of $152 million to $154 million
Non-GAAP net income per share of approximately $0.79 to $0.80, assuming approximately 164 million fully diluted shares outstanding and a non-GAAP tax rate of 23%

For the full year of fiscal 2025, we expect:

Revenue of approximately $2.659 billion to $2.661 billion
Calculated billings of $3.184 billion to $3.189 billion
Non-GAAP income from operations of $573 million to $575 million
Non-GAAP net income per share of $3.18 to $3.19, assuming approximately 163 million fully diluted shares outstanding and a non-GAAP tax rate of 23%

These statements are forward-looking and actual results may differ materially. Refer to the Forward-Looking Statements safe harbor below for information on the factors that could cause our actual results to differ materially from these forward-looking statements.

Guidance for non-GAAP income from operations excludes stock-based compensation expense and related employer payroll taxes, amortization of debt issuance costs, and amortization expense of acquired intangible assets. We have not reconciled our expectations of non-GAAP income from operations and non-GAAP net income per share to their most directly comparable GAAP measures because certain items are out of our control or cannot be reasonably predicted. For those reasons, we are also unable to address the probable significance of the unavailable information, the variability of which may have a significant impact on future results. Accordingly, a reconciliation for the guidance for non-GAAP income from operations and non-GAAP net income per share is not available without unreasonable effort.

For further information regarding why we believe that these non-GAAP measures provide useful information to investors, the specific manner in which management uses these measures, and some of the limitations associated with the use of these measures, please refer to the “Explanation of Non-GAAP Financial Measures” section of this press release.

Conference Call and Webcast Information

Zscaler will host a conference call for analysts and investors to discuss its third quarter of fiscal 2025 and outlook for its fourth quarter of fiscal 2025 and full year fiscal 2025 today at 1:30 p.m. Pacific time (4:30 p.m. Eastern time).

Date:	Thursday, May 29, 2025
Time:	1:30 p.m. PT
Webcast:	https://ir.zscaler.com
Dial-in:	To join by phone, register at the following link: (https://register-conf.media-server.com/register/BIa63048e1e74d49ad9d61c0370b786cbb. After registering, you will be provided with a dial-in number and a personal PIN that you will need to join the call.

Upcoming Conferences

Fourth quarter of fiscal 2025 investor conference participation schedule:

Bank of America 2025 Global Technology Conference in San Francisco
Thursday, June 5, 2025

FBN 28th Semi-Annual Virtual Technology Conference (Virtual)
Friday, June 6, 2025

2025 BMO Virtual Software Conference (Virtual)
Monday, June 9, 2025

Sessions which offer a webcast will be available on the Investor Relations section of the Zscaler website at https://ir.zscaler.com/

Forward-Looking Statements

This press release contains forward-looking statements that involve risks and uncertainties, including, but not limited to, statements regarding our future financial and operating performance, including our financial outlook for the fourth quarter of fiscal 2025 and full year fiscal 2025. There are a significant number of factors that could cause actual results to differ materially from statements made in this press release, including but not limited to: macroeconomic influences and instability, geopolitical events, operations and financial results and the economy in general; risks related to the use of AI in our platform; our ability to identify and effectively implement the necessary changes to address execution challenges; risks associated with managing our rapid growth, including fluctuations from period to period; our limited experience with new products and subscriptions and support introductions and the risks associated with new products and subscription and support offerings, including the discovery of software bugs; our ability to attract and retain new customers; the failure to timely develop and achieve market acceptance of new products and subscriptions as well as existing products and subscription and support; rapidly evolving technological developments in the market for network security products and subscription and support offerings and our ability to remain competitive; length of sales cycles; useful lives of our assets and other estimates; and general market, political, economic and business conditions.

Additional risks and uncertainties that could affect our financial results are included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” set forth from time to time in our filings and reports with the Securities and Exchange Commission (“SEC”), including our Quarterly Report on Form 10-Q for the fiscal quarter ended January 31, 2025 filed on March 10, 2025 and our Annual Report on Form 10-K for the fiscal year ended July 31, 2024 filed on September 12, 2024, as well as future filings and reports by us, copies of which are available on our website at ir.zscaler.com and on the SEC’s website at www.sec.gov. You should not rely on these forward-looking statements, as actual outcomes and results may differ materially from those contemplated by these forward-looking statements as a result of such risks and uncertainties. Additional information will also be set forth in other filings that we make with the SEC from time to time. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we do not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.

Use of Non-GAAP Financial Information

We believe that the presentation of non-GAAP financial information provides important supplemental information to management and investors regarding financial and business trends relating to our financial condition and results of operations. For further information regarding why we believe that these non-GAAP measures provide useful information to investors, the specific manner in which management uses these measures, and some of the limitations associated with the use of these measures, please refer to the “Explanation of Non-GAAP Financial Measures” section of this press release.

About Zscaler

Zscaler (Nasdaq: ZS) accelerates digital transformation so customers can be more agile, efficient, resilient, and secure. The Zscaler Zero Trust Exchange™ platform protects thousands of customers from cyberattacks and data loss by securely connecting users, devices, and applications in any location. Distributed across more than 160 data centers globally, the SASE-based Zero Trust Exchange is the world’s largest in-line cloud security platform.

Zscaler™ and the other trademarks listed at https://www.zscaler.com/legal/trademarks are either (i) registered trademarks or service marks or (ii) trademarks or service marks of Zscaler, Inc. in the United States and/or other countries. Any other trademarks are the properties of their respective owners.

Investor Relations Contacts

Ashwin Kesireddy
VP, Investor Relations and Strategic Finance
(415) 798-1475
ir@zscaler.com

Natalia Wodecki
Media Relations Contact
press@zscaler.com

ZSCALER, INC.
Condensed Consolidated Statements of Operations
(in thousands, except per share amounts)
(unaudited)

	Three Months Ended						Nine Months Ended
	April 30,						April 30,
		2025			2024			2025			2024
Revenue	$	678,034		$	553,201		$	1,953,889		$	1,574,903
Cost of revenue ^{(1) (2)}		155,978			118,331			445,938			346,924
Gross profit		522,056			434,870			1,507,951			1,227,979
Operating expenses:
Sales and marketing ^{(1) (2)}		314,605			262,447			928,564			806,039
Research and development ^{(1) (2)}		169,765			124,958			494,879			360,678
General and administrative ⁽¹⁾		63,097			50,478			180,726			155,789
Total operating expenses		547,467			437,883			1,604,169			1,322,506
Loss from operations		(25,411	)		(3,013	)		(96,218	)		(94,527	)
Interest income		31,263			27,570			92,189			81,897
Interest expense ⁽³⁾		(1,966	)		(2,764	)		(7,448	)		(9,528	)
Other income (expense), net		677			(927	)		(4,911	)		(1,967	)
Income (loss) before income taxes		4,563			20,866			(16,388	)		(24,125	)
Provision for income taxes ⁽⁴⁾		8,688			1,742			7,512			18,703
Net income (loss)	$	(4,125	)	$	19,124		$	(23,900	)	$	(42,828	)
Net income (loss) per share
Basic	$	(0.03	)	$	0.13		$	(0.16	)	$	(0.29	)
Diluted	$	(0.03	)	$	0.12		$	(0.16	)	$	(0.29	)
Weighted-average shares used in computing net income (loss) per share
Basic		154,909			150,290			153,699			148,945
Diluted		154,909			154,081			153,699			148,945

⁽¹⁾ Includes stock-based compensation expense and related payroll taxes as follows:
Cost of revenue	$	18,262		$	12,487		$	51,674		$	38,876
Sales and marketing		63,937			45,490			198,782			170,013
Research and development		63,753			46,346			188,514			131,509
General and administrative		21,857			17,142			65,769			59,332
Total	$	167,809		$	121,465		$	504,739		$	399,730

⁽²⁾ Includes amortization expense of acquired intangible assets as follows:
Cost of revenue	$	3,830		$	2,962		$	11,320		$	8,396
Sales and marketing		425			279			1,275			731
Research and development		—			140			145			373
Total	$	4,255		$	3,381		$	12,740		$	9,500

⁽³⁾ Includes amortization of debt issuance costs	$	984		$	979		$	2,947		$	2,934

⁽⁴⁾ Benefit from a release of valuation allowance (*)	$	247		$	—		$	17,435		$	—

^(*) Tax benefit attributable to the release of the valuation allowance on United Kingdom (U.K.) deferred tax assets.

ZSCALER, INC.
Condensed Consolidated Balance Sheets
(in thousands)
(unaudited)
	April 30,			July 31,
		2025			2024
Assets
Current assets:
Cash and cash equivalents	$	1,990,890		$	1,423,080
Short-term investments		1,014,701			986,574
Accounts receivable, net		615,787			736,529
Deferred contract acquisition costs		165,752			148,873
Prepaid expenses and other current assets		128,271			101,561
Total current assets		3,915,401			3,396,617
Property and equipment, net		498,896			383,121
Operating lease right-of-use assets		71,351			89,758
Deferred contract acquisition costs, noncurrent		298,133			296,525
Acquired intangible assets, net		51,403			63,835
Goodwill		417,730			417,029
Other noncurrent assets		86,714			58,083
Total assets	$	5,339,628		$	4,704,968

Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	54,609		$	23,309
Accrued expenses and other current liabilities		84,666			91,708
Accrued compensation		155,117			160,810
Deferred revenue		1,677,895			1,643,919
Convertible senior notes		1,148,881			1,142,275
Operating lease liabilities		47,231			50,866
Total current liabilities		3,168,399			3,112,887
Deferred revenue, noncurrent		307,090			251,055
Operating lease liabilities, noncurrent		32,703			44,824
Other noncurrent liabilities		26,497			22,100
Total liabilities		3,534,689			3,430,866
Stockholders’ Equity
Common stock		156			152
Additional paid-in capital		2,960,521			2,426,819
Accumulated other comprehensive income (loss)		16,242			(4,789	)
Accumulated deficit		(1,171,980	)		(1,148,080	)
Total stockholders’ equity		1,804,939			1,274,102
Total liabilities and stockholders’ equity	$	5,339,628		$	4,704,968

ZSCALER, INC.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
	Nine Months Ended
	April 30,
		2025			2024
Cash Flows from Operating Activities
Net loss	$	(23,900	)	$	(42,828	)
Adjustments to reconcile net loss to cash provided by operating activities:
Depreciation and amortization expense		74,101			47,033
Amortization expense of acquired intangible assets		12,740			9,500
Amortization of deferred contract acquisition costs		121,499			94,711
Amortization of debt issuance costs		2,947			2,934
Non-cash operating lease costs		47,896			34,913
Stock-based compensation expense		488,696			382,806
Accretion of investments purchased at a discount		(13,862	)		(14,584	)
Unrealized (gains) losses on hedging transactions		(862	)		1,574
Deferred income taxes		(17,841	)		(5,769	)
Other		1,059			1,717
Changes in operating assets and liabilities, net of effects of business acquisitions:
Accounts receivable		120,506			78,406
Deferred contract acquisition costs		(139,986	)		(122,651	)
Prepaid expenses, other current and noncurrent assets		(12,182	)		(23,452	)
Accounts payable		28,947			7,520
Accrued expenses, other current and noncurrent liabilities		(7,033	)		14,647
Accrued compensation		(5,693	)		12,816
Deferred revenue		90,011			132,354
Operating lease liabilities		(45,194	)		(35,358	)
Net cash provided by operating activities		721,849			576,289
Cash Flows from Investing Activities
Purchases of property, equipment and other assets		(104,206	)		(95,204	)
Capitalized internal-use software		(62,871	)		(32,453	)
Payments for business acquisitions, net of cash acquired		(834	)		(361,781	)
Purchase of strategic investments		(786	)		(2,000	)
Purchases of short-term investments		(886,636	)		(1,003,972	)
Proceeds from maturities of short-term investments		875,893			839,253
Proceeds from sale of short-term investments		—			47,165
Net cash used in investing activities		(179,440	)		(608,992	)
Cash Flows from Financing Activities
Proceeds from issuance of common stock upon exercise of stock options		3,497			11,287
Proceeds from issuance of common stock under the employee stock purchase plan		22,344			18,407
Payment of deferred consideration related to business acquisitions		(440	)		—
Net cash provided by financing activities		25,401			29,694
Net increase (decrease) in cash and cash equivalents		567,810			(3,009	)
Cash and cash equivalents at beginning of period		1,423,080			1,262,206
Cash and cash equivalents at end of period	$	1,990,890		$	1,259,197

ZSCALER, INC.
Reconciliation of GAAP to Non-GAAP Financial Measures
(in thousands, except percentages)
(unaudited)

	Three Months Ended						Nine Months Ended
	April 30,						April 30,
		2025			2024			2025			2024

Revenue	$	678,034		$	553,201		$	1,953,889		$	1,574,903

Non-GAAP Gross Profit and Non-GAAP Gross Margin
GAAP gross profit	$	522,056		$	434,870		$	1,507,951		$	1,227,979
Add: Stock-based compensation expense and related payroll taxes		18,262			12,487			51,674			38,876
Add: Amortization expense of acquired intangible assets		3,830			2,962			11,320			8,396
Non-GAAP gross profit	$	544,148		$	450,319		$	1,570,945		$	1,275,251
GAAP gross margin		77	%		79	%		77	%		78	%
Non-GAAP gross margin		80	%		81	%		80	%		81	%

Non-GAAP Income from Operations and Non-GAAP Operating Margin
GAAP loss from operations	$	(25,411	)	$	(3,013	)	$	(96,218	)	$	(94,527	)
Add: Stock-based compensation expense and related payroll taxes		167,809			121,465			504,739			399,730
Add: Amortization expense of acquired intangible assets		4,255			3,381			12,740			9,500
Non-GAAP income from operations	$	146,653		$	121,833		$	421,261		$	314,703
GAAP operating margin	(4		)%	(1		)%	(5		)%	(6		)%
Non-GAAP operating margin		22	%		22	%		22	%		20	%

ZSCALER, INC.
Reconciliation of GAAP to Non-GAAP Financial Measures
(in thousands, except per share amounts)
(unaudited)

	Three Months Ended						Nine Months Ended
	April 30,						April 30,
		2025			2024			2025			2024
Non-GAAP Net Income per Share, Diluted
GAAP net income (loss)	$	(4,125	)	$	19,124		$	(23,900	)	$	(42,828	)
Add: GAAP provision for income taxes		8,688			1,742			7,512			18,703
GAAP income (loss) before income taxes		4,563			20,866			(16,388	)		(24,125	)
Add:
Stock-based compensation expense and related payroll taxes		167,809			121,465			504,739			399,730
Amortization expense of acquired intangible assets		4,255			3,381			12,740			9,500
Amortization of debt issuance costs		984			979			2,947			2,934
Non-GAAP net income before income taxes		177,611			146,691			504,038			388,039
Non-GAAP provision for income taxes ⁽¹⁾		40,844			33,739			115,927			89,249
Non-GAAP net income	$	136,767		$	112,952		$	388,111		$	298,790

GAAP provision for income taxes	$	8,688		$	1,742		$	7,512		$	18,703
Add: Income tax and other tax adjustments ⁽²⁾		32,156			31,997			108,415			70,546
Non-GAAP provision for income taxes ⁽¹⁾	$	40,844		$	33,739		$	115,927		$	89,249
Non-GAAP effective tax rate ⁽¹⁾		23	%		23	%		23	%		23	%

Non-GAAP net income	$	136,767		$	112,952		$	388,111		$	298,790
Add: Non-GAAP interest expense, net of tax related to the convertible senior notes		276			276			828			828
Numerator used in computing non-GAAP net income per share, diluted	$	137,043		$	113,228		$	388,939		$	299,618

GAAP net income (loss) per share, diluted	$	(0.03	)	$	0.12		$	(0.16	)	$	(0.29	)
Stock-based compensation expense and related payroll taxes		1.03			0.76			3.10			2.51
Amortization expense of acquired intangible assets		0.03			0.02			0.08			0.06
Amortization of debt issuance costs		0.01			0.01			0.02			0.02
Income tax and other tax adjustments ⁽²⁾		(0.20	)		(0.20	)		(0.67	)		(0.44	)
Non-GAAP interest expense, net of tax related to the convertible senior notes		—			—			0.01			0.01
Adjustment to total fully diluted earnings per share ⁽³⁾		—			—			0.01			0.01
Non-GAAP net income per share, diluted	$	0.84		$	0.71		$	2.39		$	1.88

Weighted-average shares used in computing GAAP net income (loss) per share, diluted		154,909			154,081			153,699			148,945
Add: Outstanding potentially dilutive equity incentive awards		2,812			—			3,113			4,306
Add: Convertible senior notes		7,626			7,626			7,626			7,626
Less: Antidilutive impact of capped call transactions ⁽⁴⁾		(1,946	)		(2,050	)		(1,656	)		(1,539	)
Weighted-average shares used in computing non-GAAP net income per share, diluted		163,401			159,657			162,782			159,338

___________

⁽¹⁾ Effective August 1, 2024, the beginning of our fiscal year ending July 31, 2025, we are using a long-term projected non-GAAP tax rate of 23% for the purpose of determining our non-GAAP net income and non-GAAP net income per share to provide better consistency across interim reporting periods in fiscal 2025 and beyond. Given the significant growth of our business and non-GAAP operating income, we believe this change is necessary to better reflect the performance of our business. We will continue to assess the appropriate non-GAAP tax rate on a regular basis, which could be subject to changes for a variety of reasons, including the rapidly evolving global tax environment, significant changes in our geographic earnings mix, or other changes to our strategy or business operations. Prior period amounts have been recast to reflect this change.

⁽²⁾ Consists of income tax adjustments related to our long-term non-GAAP effective tax rate of 23%. In the three and nine months ended April 30, 2025, we recognized a tax benefit of $0.2 million and $17.4 million, respectively, attributable to the release of the valuation allowance on U.K. deferred tax assets.

⁽³⁾ The sum of the fully diluted earnings per share impact of individual reconciling items may not total to fully diluted non-GAAP net income per share due to the weighted-average shares used in computing the GAAP net loss per share differs from the weighted-average shares used in computing the non-GAAP net income per share, and due to rounding of the individual reconciling items. The GAAP net loss per share calculation uses a lower share count as it excludes potentially dilutive shares, which are included in calculating the non-GAAP net income per share.

⁽⁴⁾ We exclude the in-the-money portion of the convertible senior notes for non-GAAP weighted-average diluted shares as they are covered by our capped call transactions. Our outstanding capped call transactions are antidilutive under GAAP but are expected to mitigate the dilutive effect of the convertible senior notes and therefore are included in the calculation of non-GAAP diluted shares outstanding. The capped calls have an antidilutive impact when the average stock price of our common stock in a given period is higher than their exercise price.

ZSCALER, INC.
Reconciliation of GAAP to Non-GAAP Financial Measures
(in thousands, except percentages)
(unaudited)

	Three Months Ended						Nine Months Ended
	April 30,						April 30,
		2025			2024			2025			2024
Calculated Billings
Revenue	$	678,034		$	553,201		$	1,953,889		$	1,574,903
Add: Total deferred revenue, end of period		1,984,985			1,577,014			1,984,985			1,577,014
Less: Total deferred revenue, beginning of period		(1,878,505	)		(1,502,175	)		(1,894,974	)		(1,439,676	)
Calculated billings	$	784,514		$	628,040		$	2,043,900		$	1,712,241

Free Cash Flow
Net cash provided by operating activities	$	211,081		$	173,414		$	721,849		$	576,289
Less: Purchases of property, equipment and other assets		(72,163	)		(35,651	)		(104,206	)		(95,204	)
Less: Capitalized internal-use software		(19,455	)		(14,637	)		(62,871	)		(32,453	)
Free cash flow	$	119,463		$	123,126		$	554,772		$	448,632

Free Cash Flow Margin
Net cash provided by operating activities, as a percentage of revenue		31	%		31	%		37	%		37	%
Less: Purchases of property, equipment and other assets, as a percentage of revenue	(10		)%	(6		)%	(6		)%	(6		)%
Less: Capitalized internal-use software, as a percentage of revenue	(3		)%	(3		)%	(3		)%	(3		)%
Free cash flow margin		18	%		22	%		28	%		28	%

ZSCALER, INC.
Explanation of Non-GAAP Financial Measures

In addition to our results determined in accordance with generally accepted accounting principles in the United States of America (“GAAP”), we believe the following non-GAAP measures are useful in evaluating our operating performance. We use the following non-GAAP financial information to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance. However, non-GAAP financial information is presented for supplemental informational purposes only, as it has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In particular, free cash flow is not a substitute for cash provided by operating activities. Additionally, the utility of free cash flow as a measure of our liquidity is further limited as it does not represent the total increase or decrease in our cash balance for a given period. In addition, other companies, including companies in our industry, may calculate similarly titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison. A reconciliation of our historical non-GAAP financial measures to their most directly comparable financial measures stated in accordance with GAAP has been included in this press release. Investors are cautioned that there are a number of limitations associated with the use of non-GAAP financial measures and key metrics as analytical tools. Investors are encouraged to review these reconciliations, and not to rely on any single financial measure to evaluate our business.

Expenses Excluded from Non-GAAP Measures

Stock-based compensation expense is excluded primarily because it is a non-cash expense that management believes is not reflective of our ongoing operational performance. Employer payroll taxes related to stock-based compensation, which is a cash expense, are excluded because these are tied to the timing and size of the exercise or vesting of the underlying equity incentive awards and the price of our common stock at the time of vesting or exercise, which may vary from period to period independent of the operating performance of our business. Amortization expense of acquired intangible assets and amortization of debt issuance costs from the convertible senior notes are excluded because these are non-cash expenses and are not reflective of our ongoing operational performance.

Effective August 1, 2024, the beginning of our fiscal year ending July 31, 2025, we are using a long-term projected non-GAAP tax rate of 23% for the purpose of determining our non-GAAP net income and non-GAAP net income per share to provide better consistency across interim reporting periods. Given the significant growth of our business and non-GAAP operating income, we believe this change is necessary to better reflect the performance of our business. We will continue to assess the appropriate non-GAAP tax rate on a regular basis, which could be subject to changes for a variety of reasons, including the rapidly evolving global tax environment, significant changes in our geographic earnings mix, or other changes to our strategy or business operations. Prior period amounts have been recast to reflect this change.

Non-GAAP Financial Measures

Non-GAAP Gross Profit and Non-GAAP Gross Margin. We define non-GAAP gross profit as GAAP gross profit excluding stock-based compensation expense and related employer payroll taxes and amortization expense of acquired intangible assets. We define non-GAAP gross margin as non-GAAP gross profit as a percentage of revenue.

Non-GAAP Income from Operations and Non-GAAP Operating Margin. We define non-GAAP income from operations as GAAP loss from operations excluding stock-based compensation expense and related employer payroll taxes and amortization expense of acquired intangible assets. We define non-GAAP operating margin as non-GAAP income from operations as a percentage of revenue.

Non-GAAP Net Income per Share, Diluted. We define non-GAAP net income as GAAP net income (loss) excluding stock-based compensation expense and related employer payroll taxes, amortization expense of acquired intangible assets, amortization of debt issuance costs, and the non-GAAP provision for income taxes adjustment. We define non-GAAP net income per share, diluted, as non-GAAP net income plus the non-GAAP interest expense related to the convertible senior notes divided by the weighted-average diluted shares outstanding, which includes the effect of potentially diluted common stock equivalents outstanding during the period and the anti-dilutive impact of the capped call transactions entered into in connection with the convertible senior notes.

Calculated Billings. We define calculated billings as revenue plus the change in deferred revenue in a period. Calculated billings in any particular period aims to reflect amounts invoiced for subscriptions to access our cloud platform, together with related support services for our new and existing customers. We typically invoice our customers annually in advance, and to a lesser extent quarterly in advance, monthly in advance or multi-year in advance.

Free Cash Flow and Free Cash Flow Margin. We define free cash flow as net cash provided by operating activities less purchases of property, equipment and other assets and capitalized internal-use software. We define free cash flow margin as free cash flow divided by revenue. We believe that free cash flow and free cash flow margin are useful indicators of liquidity that provide information to management and investors about the amount of cash generated from our operations that, after the investments in property, equipment and other assets and capitalized internal-use software, can be used for strategic initiatives.

The MIL Network –

May 30, 2025

MIL-OSI: RBB Bancorp Announces $18 Million Stock Repurchase Plan

Source: GlobeNewswire (MIL-OSI)

LOS ANGELES, May 29, 2025 (GLOBE NEWSWIRE) — RBB Bancorp (NASDAQ: RBB) and its subsidiaries, Royal Business Bank (“the Bank”) and RBB Asset Management Company (“RAM”), collectively referred to herein as “the Company”, announced that its Board of Directors authorized a stock repurchase plan providing for the repurchase of up to $18 million of the Company’s outstanding common stock through June 30, 2026.

The repurchase plan permits shares to be purchased in open market or private transactions, through block trades, and pursuant to any trading plan that may be adopted in accordance with Rules 10b5-1 and 10b-18 of the Securities and Exchange Commission. The authorized repurchase plan may be suspended, terminated or modified at any time for any reason, including market conditions, the cost of repurchasing shares, the availability of alternative investment opportunities, liquidity, and other factors deemed appropriate. These factors may also affect the timing and amount of share repurchases. The repurchase plan does not obligate the Company to purchase any particular number of shares.

Corporate Overview

RBB Bancorp is a community-based financial holding company headquartered in Los Angeles, California. As of March 31, 2025, the Company had total assets of $4.0 billion. Its wholly-owned subsidiary, Royal Business Bank, is a full service commercial bank, which provides consumer and business banking services predominately to Asian-centric communities through 24 full-service branches across 6 states including California, Nevada, New York, New Jersey, Illinois, and Hawaii. Bank services include remote deposit, E-banking, mobile banking, commercial and investor real estate loans, business loans and lines of credit, commercial and industrial loans, SBA 7A and 504 loans, 1-4 single family residential loans, trade finance, a full range of depository account products and wealth management services. The Bank has nine branches in Los Angeles County, two branches in Ventura County, one branch in Orange County, California, one branch in Las Vegas, Nevada, three branches and one loan operation center in Brooklyn, three branches in Queens, one branch in Manhattan in New York, one branch in Edison, New Jersey, two branches in Chicago, Illinois, and one branch in Honolulu, Hawaii. The Company’s administrative and lending center is located at 1055 Wilshire Blvd., Los Angeles, California 90017, and its operations center is located at 7025 Orangethorpe Ave., Buena Park, California 90621. The Company’s website address is www.royalbusinessbankusa.com.

Safe Harbor

Certain matters set forth herein (including the exhibits hereto) constitute forward-looking statements relating to the Company’s current business plans and expectations and our future financial position and operating results. These forward-looking statements are subject to risks and uncertainties that could cause actual results, performance and/or achievements to differ materially from those projected. These risks and uncertainties include, but are not limited to, the effectiveness of the Company’s internal control over financial reporting and disclosure controls and procedures; the potential for additional material weaknesses in the Company’s internal controls over financial reporting or other potential control deficiencies of which the Company is not currently aware or which have not been detected; business and economic conditions generally and in the financial services industry, nationally and within our current and future geographic markets, including the tight labor market, ineffective management of the United States (“U.S.”) federal budget or debt or turbulence or uncertainly in domestic or foreign financial markets; the strength of the U.S. economy in general and the strength of the local economies in which we conduct operations; adverse developments in the banking industry highlighted by high-profile bank failures and the potential impact of such developments on customer confidence, liquidity and regulatory responses to these developments; possible additional provisions for credit losses and charge-offs; credit risks of lending activities and deterioration in asset or credit quality; extensive laws and regulations and supervision that we are subject to, including potential supervisory action by bank supervisory authorities; compliance with the Bank Secrecy Act and other money laundering statutes and regulations; potential goodwill impairment; liquidity risk; failure to comply with debt covenants; fluctuations in interest rates; risks associated with acquisitions and the expansion of our business into new markets; inflation and deflation; real estate market conditions and the value of real estate collateral; the effects of having concentrations in our loan portfolio, including commercial real estate and the risks of geographic and industry concentrations; environmental liabilities; our ability to compete with larger competitors; our ability to retain key personnel; successful management of reputational risk; severe weather, natural disasters, earthquakes, fires, including direct and indirect costs and impacts on clients, the Company and its employees from the January 2025 Los Angeles County wildfires; geopolitical conditions, including acts or threats of terrorism, actions taken by the U.S. or other governments in response to acts or threats of terrorism and/or military conflicts, including the conflicts between Russia and Ukraine, in the Middle East, and increasing tensions between China and Taiwan, which could impact business and economic conditions in the U.S. and abroad; tariffs, trade policies, and related tensions, which could impact our clients, specific industry sectors, and/or broader economic conditions and financial market; public health crises and pandemics, and their effects on the economic and business environments in which we operate, including our credit quality and business operations, as well as the impact on general economic and financial market conditions; general economic or business conditions in Asia, and other regions where the Bank has operations; failures, interruptions, or security breaches of our information systems; climate change, including any enhanced regulatory, compliance, credit and reputational risks and costs; cybersecurity threats and the cost of defending against them; our ability to adapt our systems to the expanding use of technology in banking; risk management processes and strategies; the impact of regulatory enforcement actions, if any; certain provisions in our charter and bylaws that may affect acquisition of the Company; changes in tax laws and regulations; the impact of governmental efforts to restructure the U.S. financial regulatory system and increased costs of compliance and other risks associated with changes in regulation, including any amendments to the Dodd-Frank Wall Street Reform and Consumer Protection Act; the impact of changes in the Federal Deposit Insurance Corporation (“FDIC”) insurance assessment rate and the rules and regulations related to the calculation of the FDIC insurance assessments; the effect of changes in accounting policies and practices or accounting standards, as may be adopted from time-to-time by bank regulatory agencies, the SEC, the Public Company Accounting Oversight Board, the Financial Accounting Standards Board or other accounting standards setters; fluctuations in the Company’s stock price; restrictions on dividends and other distributions by laws and regulations and by our regulators and our capital structure; our ability to raise additional capital, if needed, and the potential resulting dilution of interests of holders of our common stock; the soundness of other financial institutions; our ongoing relations with our various federal and state regulators, including the SEC, FDIC, FRB and California Department of Financial Protection and Innovation; our success at managing the risks involved in the foregoing items and all other factors set forth in the Company’s public reports, including its Annual Report as filed under Form 10-K for the year ended December 31, 2024, and particularly the discussion of risk factors within that document. The Company does not undertake, and specifically disclaims any obligation, to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements except as required by law. Any statements about future operating results, such as those concerning accretion and dilution to the Company’s earnings or shareholders, are for illustrative purposes only, are not forecasts, and actual results may differ.

Contact:
Lynn Hopkins
Chief Financial Officer
(213) 716-8066

The MIL Network –

May 30, 2025
MIL-OSI: Zeo Energy Corp. Receives Nasdaq Notice on Late Filing of its Form 10-Q

Source: GlobeNewswire (MIL-OSI)

NEW PORT RICHEY, Fla., May 29, 2025 (GLOBE NEWSWIRE) — Zeo Energy Corp. (Nasdaq: ZEO) “Zeo Energy” or the “Company”), announced today that, as expected, it received a notice (the “Notice”) from Nasdaq on May 22, 2025, notifying the Company that it is not in compliance with the periodic filing requirements for continued listing set forth in Nasdaq Listing Rule 5250(c)(1) because the Company’s Quarterly Report on Form 10-Q for the for the three months ended March 31, 2025 (the “10-Q”) was not filed with the Securities and Exchange Commission (the “SEC”) by the required due date of May 15, 2025.

As previously reported in the Current Report on Form 8-K filed with the Securities and Exchange Commission (the “Commission”) on April 18, 2025, the Company received a deficiency notice from Nasdaq that the Company was not in compliance with Nasdaq’s Listing Rules as set forth in Listing Rule 5250(c)(1) given the Company’s failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “10-K”). The Company subsequently filed the 10-K on May 28, 2025.

This Notice received from Nasdaq has no immediate effect on the listing or trading of the Company’s shares. Nasdaq has provided the Company until Monday, June 16, 2025, to submit a plan to regain compliance. If Nasdaq accepts the Company’s plan, then Nasdaq may grant the Company an exception until October 13, 2025 to regain compliance with the Nasdaq Listing Rules.

The Company continues to work diligently to complete the 10-Q, after which the Company anticipates maintaining compliance with its SEC reporting obligations.

This announcement is made in compliance with Nasdaq Listing Rule 5810(b), which requires prompt disclosure of receipt of a deficiency notification.

About Zeo Energy Corp.

Zeo Energy Corp. is a Florida-based regional provider of residential solar, distributed energy, and energy efficiency solutions. Zeo Energy focuses on high-growth markets with limited competitive saturation. With its differentiated sales approach and vertically integrated offerings, Zeo Energy, through its Sunergy business, serves customers who desire to reduce high energy bills and contribute to a more sustainable future. For more information on Zeo Energy Corp., please visit www.zeoenergy.com.

Cautionary Note Regarding Forward-Looking Statements

This news release contains certain forward-looking statements within the meaning of section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Exchange Act of 1934, as amended, that are based on beliefs and assumptions and on information currently available to the Company. Such statements may include, but are not limited to, statements that refer to projections, forecasts, or other characterizations of future events or circumstances, including any underlying assumptions. The words “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will,” and similar references to future periods may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements may include, for example, statements about the filing of the 10-Q, maintaining compliance with SEC reporting obligations and regaining compliance with Nasdaq listing rules. These forward-looking statements are based on information available as of the date of this news release, and current expectations, forecasts, and assumptions, and involve a number of judgments, risks, and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing the Company’s views as of any subsequent date, and the Company does not undertake any obligation to update such forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities laws. You should not place undue reliance on these forward-looking statements. As a result of a number of known and unknown risks and uncertainties, the Company’s actual results or performance may be materially different from those expressed or implied by these forward-looking statements. Some factors that could cause actual results to differ include: (i) the outcome of any legal proceedings that may be instituted against the Company or others; (ii) the Company’s success in retaining or recruiting, or changes required in, its officers, key employees, or directors; (iii) the Company’s ability to maintain the listing of its common stock and warrants on Nasdaq; (iv) limited liquidity and trading of the Company’s securities; (v) geopolitical risk and changes in applicable laws or regulations; (vi) the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; (vii) operational risk; (viii) litigation and regulatory enforcement risks, including the diversion of management time and attention and the additional costs and demands on the Company’s resources; and (ix) other risks and uncertainties, including those included under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2024 and in its subsequent periodic reports and other filings with the SEC.

In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by the Company, its respective directors, officers or employees or any other person that the Company will achieve its objectives and plans in any specified time frame, or at all. The forward-looking statements in this news release represent the views of the Company as of the date of this news release. Subsequent events and developments may cause that view to change. However, while the Company may elect to update these forward-looking statements at some point in the future, there is no current intention to do so, except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing the views of the Company as of any date subsequent to the date of this news release.

Zeo Energy Corp. Contacts

For Investors:
Tom Colton and Greg Bradbury
Gateway Group
ZEO@gateway-grp.com

For Media:
Zach Kadletz
Gateway Group
ZEO@gateway-grp.com

The MIL Network –

May 30, 2025
MIL-OSI: ChampionsGate Acquisition Corporation Announces Closing of $74,750,000 Initial Public Offering

Source: GlobeNewswire (MIL-OSI)

Monterey, CA, May 29, 2025 (GLOBE NEWSWIRE) — ChampionsGate Acquisition Corporation (Nasdaq: CHPGU), a Cayman Islands exempted company (the “Company”), today announced that it closed its initial public offering of 7,475,000 units at $10.00 per unit, which includes the full exercise of the underwriter’s over-allotment option. The gross proceeds from the offering were $74.75 million before deducting underwriting discounts and estimated offering expenses. The units began trading on the Nasdaq Global Market (“Nasdaq”) under the ticker symbol “CHPGU” on May 28, 2025.

The Company is a blank check company sponsored by ST Sponsor Limited (the “Sponsor”), a Cayman Islands exempted company, formed for the purpose of effecting into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. The Company’s efforts to identify a prospective target business will not be limited to a particular industry or geographic region.

Each unit consists of one Class A ordinary share, par value $0.0001 per share (a “Class A Ordinary Share”), and one right (a “Right”). Each Right entitles the holder to receive one-eighth of one Class A Ordinary Share at the closing of the initial business combination of the Company. Once the securities comprising the units begin separate trading, the Class A Ordinary Shares and the Rights are expected to be listed on Nasdaq under the symbols “CHPG” and “CHPGR”, respectively.

Clear Street LLC (“Clear Street”) acted as the sole book-running manager in the offering.

FocalPoint Asia acted as the exclusive advisor to the Sponsor.

Robinson & Cole LLP served as legal counsel to the Company. Winston & Strawn LLP served as legal counsel to Clear Street.

The offering was made only by means of a prospectus, copies of which may be obtained from Clear Street, Attn: Syndicate Department, 150 Greenwich Street, 45th floor, New York, NY 10007, or by email at ecm@clearstreet.io.

A registration statement relating to these securities was declared effective by the Securities and Exchange Commission (“SEC”) on May 14, 2025.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. No securities regulatory authority has either approved or disapproved of the contents of this press release.

About ChampionsGate Acquisition Corporation

ChampionsGate Acquisition Corporation is a blank check company incorporated in the Cayman Islands as an exempted company with limited liability for the purpose of effecting into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. Our efforts to identify a prospective target business will not be limited to a particular industry or geographic region.

Forward-Looking Statements

This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based. No assurance can be given that the offering discussed above will be completed on the terms described, or at all. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the registration statement and related preliminary prospectus filed by the Company with the SEC in connection with the Company’s initial public offering. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this press release, except as required by law.

Contact Information:

ChampionsGate Acquisition Corporation

Bala Padmakumar
Chairman, Chief Executive Officer, and Director
419 Webster Street
Monterey, CA 93940
Email: bala@championsgate.biz

The MIL Network –

May 30, 2025
MIL-OSI: Color Star Announces a Significant Milestone in its Cryptocurrency Mining Business

Source: GlobeNewswire (MIL-OSI)

New York, May 29, 2025 (GLOBE NEWSWIRE) — Color Star Technology Co., Ltd. (Nasdaq: ADD) (“Color Star” or the “Company”), a global entertainment technology company specializing in the integration of artificial intelligence and technology in the entertainment industry, today announced a significant milestone in the company’s new cryptocurrency mining business.

The Company has deployed 10,000 Bitmain Antminer T21 rigs at the facility in Kazakhstan, positioning Color Star as a significant emerging player in the global Bitcoin mining landscape. During its first month of operation in April, the cryptocurrency mining farm generated approximately 29 Bitcoins (BTC).

Color Star will continue to monitor the performance of its mining operations and the broader cryptocurrency market to determine its strategic decisions. The Company remains committed to maximizing returns on investment and delivering long-term value to its shareholders through operational efficiency and technological advancement.

About Color Star Technology Co., Ltd.
Color Star Technology Co., Ltd. (Nasdaq: ADD) is an entertainment and education company that provides online entertainment performances and online music education services. Its business operations are conducted through its wholly-owned subsidiaries, Color Metaverse Pte. Ltd. and CACM Group NY, Inc. The Company’s online education is provided through its Color World music and entertainment education platform. The Company has also commenced operations in its new cryptocurrency mining business. More information about the Company can be found at www.colorstarinternational.com and www.colorstar.investorroom.com.

Forward-Looking Statements
This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantee of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company’s goals and strategies; the Company’s future business development, including the development of the metaverse project; product and service demand and acceptance; changes in technology; economic conditions; the growth of the educational and training services market internationally where ADD conducts its business; reputation and brand; the impact of competition and pricing; government regulations; the ability of Color Star to meet NASDAQ listing standards in connection with the consummation of the transaction contemplated therein; and other risks and uncertainties described herein, as well as those risks and uncertainties discussed from time to time in other reports and other public filings with the Securities and Exchange Commission by Color Star. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the U.S. Securities and Exchange Commission, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward–looking statements to reflect events or circumstances that arise after the date hereof unless required by applicable laws, regulations or rules.

Contact
Color Star Investor Relations
Office Number No. 1003, 9th Floor,
7 World Trade Center, Suite 4621
New York NY 10007
Office: (212) 410-5186
Email ir@colorstarinternational.com

The MIL Network –

May 30, 2025

MIL-OSI: Ambarella, Inc. Announces First Quarter Fiscal Year 2026 Financial Results

Source: GlobeNewswire (MIL-OSI)

SANTA CLARA, Calif., May 29, 2025 (GLOBE NEWSWIRE) — Ambarella, Inc. (NASDAQ: AMBA), an edge AI semiconductor company, today announced first quarter fiscal 2026 financial results for the period ended April 30, 2025.

Revenue for the first quarter of fiscal 2026 was $85.9 million, up 57.6% from $54.5 million in the same period in fiscal 2025.
Gross margin under U.S. generally accepted accounting principles (GAAP) for the first quarter of fiscal 2026 was 60.0%, compared with 60.9% for the same period in fiscal 2025.
GAAP net loss for the first quarter of fiscal 2026 was $24.3 million, or loss per diluted ordinary share of $0.58, compared with a GAAP net loss of $37.9 million, or loss per diluted ordinary share of $0.93, for the same period in fiscal 2025.

Financial results on a non-GAAP basis for the first quarter of fiscal 2026 are as follows:

Gross margin on a non-GAAP basis for the first quarter of fiscal 2026 was 62.0%, compared with 63.4% for the same period in fiscal 2025.
Non-GAAP net profit for the first quarter of fiscal 2026 was $3.0 million, or earnings per diluted ordinary share of $0.07. This compares with non-GAAP net loss of $10.5 million, or loss per diluted ordinary share of $0.26, for the same period in fiscal 2025.

Based on information available as of today, Ambarella is offering the following guidance for the second quarter of fiscal year 2026, ending July 31, 2025:

Revenue is expected to be between $86.0 million and $94.0 million.
Gross margin on a non-GAAP basis is expected to be between 60.5% and 62.0%.
Non-GAAP operating expenses are expected to be between $52.5 million and $55.5 million.

Ambarella reports gross margin, net income (loss) and earnings (losses) per share in accordance with GAAP and, additionally, on a non-GAAP basis. Non-GAAP financial information excludes the impact of stock-based compensation and acquisition-related costs adjusted for the associated tax impact, which includes the effect of any benefits or shortfalls recognized. A reconciliation of the GAAP to non-GAAP gross margin, net income (loss) and earnings (losses) per share for the periods presented, as well as a description of the items excluded from the non-GAAP calculations, is included in the financial statements portion of this press release.

Total cash, cash equivalents and marketable debt securities on hand at the end of the first quarter of fiscal 2026 was $259.4 million, compared with $250.3 million at the end of the prior quarter and $203.3 million at the end of the same quarter a year ago.

“As the established edge AI market leader, we achieved our fourth consecutive quarter of record AI revenue with results in the upper half of our Q1 revenue guidance range. We are increasing our fiscal 2026 revenue growth guidance to a range of 19% to 25%, or approximately $348 million at the mid-point, with the broader guidance range reflecting our consideration of the uncertain geopolitical environment,” said Fermi Wang, President & CEO. “We continue to innovate at a rapid pace, and by leveraging our low power and scalable 3^rd generation AI silicon and software architecture, our development of a new SoC is efficiently extending our reach into the edge AI infrastructure market.”

Stock Repurchase

During the second quarter of fiscal year 2026, Ambarella’s Board of Directors approved an extension of the current share repurchase program for an additional twelve months ending June 30, 2026. In the first quarter of fiscal year 2026, the company repurchased a total of 24,152 shares for total consideration of approximately $1.0 million. As of today, there is approximately $48.0 million available for repurchase under the company’s stock repurchase program. The repurchase program does not obligate the company to acquire any particular amount of ordinary shares, and it may be suspended at any time at the company’s discretion.

Quarterly Conference Call

Ambarella plans to hold a conference call at 4:30 p.m. Eastern Time / 1:30 p.m. Pacific Time today with Fermi Wang, President and Chief Executive Officer, and John Young, Chief Financial Officer, to discuss the first quarter of fiscal year 2026 results. A live and archived webcast of the call will be available on Ambarella’s website at http://www.ambarella.com/ for up to 30 days after the call.

About Ambarella

Ambarella’s products are used in a wide variety of edge AI and human vision applications, including video security, advanced driver assistance systems (ADAS), electronic mirror, drive recorder, driver/cabin monitoring, autonomous driving and robotics applications. Ambarella’s low-power systems-on-chip (SoCs) provide powerful deep neural network processing to enable intelligent perception, fusion and planning, and offer high-resolution video compression, advanced image and radar processing. For more information, please visit www.ambarella.com.

“Safe harbor” statement under the Private Securities Litigation Reform Act of 1995

This press release contains forward-looking statements that are not historical facts and often can be identified by terms such as “outlook,” “projected,” “intends,” “will,” “estimates,” “anticipates,” “expects,” “believes,” “could,” “should,” or similar expressions, including the guidance for the second quarter of fiscal year 2026 ending July 31, 2025, and the comments of our CEO relating to our expectation of future revenue growth, the growth potential for our edge AI inference products, our ability to continue to innovate, and our ability to expand into edge infrastructure. The achievement or success of the matters covered by such forward-looking statements involves risks, uncertainties and assumptions. Our actual results could differ materially from those predicted or implied and reported results should not be considered as an indication of our future performance.

The risks and uncertainties referred to above include, but are not limited to, global economic and political conditions; changes in government policies, including possible trade tariffs and restrictions; revenue being generated from new customers or design wins, neither of which is assured; the commercial success of our customers’ products; our customers’ ability to manage their inventory requirements; our growth strategy; our ability to anticipate future market demands and future needs of our customers, particularly for AI inference applications; our ability to introduce, and to generate revenue from, new and enhanced solutions; our ability to develop, and to generate revenue from, new advanced technologies, such as computer vision, AI functionality and advanced networks, including vision-language models and GenAI; our ability to retain and expand customer relationships and to achieve design wins; the expansion of our current markets and our ability to successfully enter new markets and applications, such as edge infrastructure; anticipated trends and challenges, including competition, in the markets in which we operate; risks associated with global health conditions and associated risk mitigation measures; our ability to effectively manage growth; our ability to retain key employees; and the potential for intellectual property disputes or other litigation.

Further information on these and other factors that could affect our financial results is included in the company’s Annual Report on Form 10-K for our 2025 fiscal year, which is on file with the Securities and Exchange Commission. Additional information will also set forth in the company’s quarterly reports on Form 10-Q, annual reports on Form 10-K and other filings the company makes with the Securities and Exchange Commission from time to time, copies of which may be obtained by visiting the Investor Relations portion of our web site at www.ambarella.com or the SEC’s web site at www.sec.gov. Undue reliance should not be placed on the forward-looking statements in this release, which are based on information available to us on the date hereof. The results we report in our Quarterly Report on Form 10-Q for the first fiscal quarter ended April 30, 2025 could differ from the preliminary results announced in this press release.

Ambarella assumes no obligation and does not intend to update the forward-looking statements made in this press release, except as required by law.

Non-GAAP Financial Measures

The company has provided in this release non-GAAP financial information, including non-GAAP gross margin, net income (loss), and earnings (losses) per share, as a supplement to the condensed consolidated financial statements, which are prepared in accordance with generally accepted accounting principles (“GAAP”). Management uses these non-GAAP financial measures internally in analyzing the company’s financial results to assess operational performance and liquidity. The company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing its performance and when planning, forecasting and analyzing future periods. Further, the company believes these non-GAAP financial measures are useful to investors because they allow for greater transparency with respect to key financial metrics that the company uses in making operating decisions and because the company believes that investors and analysts use them to help assess the health of its business and for comparison to other companies. Non-GAAP results are presented for supplemental informational purposes only for understanding the company’s operating results. The non-GAAP information should not be considered a substitute for financial information presented in accordance with GAAP, and may be different from non-GAAP measures used by other companies.

With respect to its financial results for the first quarter of fiscal year 2026, the company has provided below reconciliations of its non-GAAP financial measures to its most directly comparable GAAP financial measures. With respect to the company’s expectations for the second quarter of fiscal year 2026, a reconciliation of non-GAAP gross margin and non-GAAP operating expenses guidance to the closest corresponding GAAP measure is not available without unreasonable efforts on a forward-looking basis due to the high variability and low visibility with respect to the charges excluded from these non-GAAP measures. We expect the variability of the above charges to have a significant, and potentially unpredictable, impact on our future GAAP financial results.

AMBARELLA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
(unaudited)

	Three Months Ended April 30,
		2025			2024


Revenue	$	85,872		$	54,473

Cost of revenue		34,336			21,313
Gross profit		51,536			33,160

Operating expenses:
Research and development		58,819			54,137
Selling, general and administrative		18,575			18,468

Total operating expenses		77,394			72,605

Loss from operations		(25,858	)		(39,445	)

Other income, net		2,175			2,271

Loss before income taxes		(23,683	)		(37,174	)

Provision for income taxes		645			758

Net loss	$	(24,328	)	$	(37,932	)

Net loss per share attributable to ordinary shareholders:
Basic	$	(0.58	)	$	(0.93	)
Diluted	$	(0.58	)	$	(0.93	)
Weighted-average shares used to compute net loss per share
attributable to ordinary shareholders:
Basic		42,219,972			40,774,991
Diluted		42,219,972			40,774,991

The following tables present details of stock-based compensation and acquisition-related costs included in each functional line item in the condensed consolidated statements of operations above:


	Three Months Ended April 30,
		2025		2024
	(unaudited, in thousands)
Stock-based compensation:
Cost of revenue	$	951	$	607
Research and development		17,585		17,621
Selling, general and administrative		7,594		7,808

Total stock-based compensation	$	26,130	$	26,036


	Three Months Ended April 30,
		2025		2024

	(unaudited, in thousands)
Acquisition-related costs:
Cost of revenue	$	757	$	757
Research and development		—		—
Selling, general and administrative		456		520

Total acquisition-related costs	$	1,213	$	1,277

The difference between GAAP and non-GAAP gross margin was 2.0% and 2.5%, or $1.7 million and $1.4 million, for the three months ended April 30, 2025 and 2024, respectively. The differences were due to the effect of stock-based compensation and amortization of acquisition-related costs.


AMBARELLA, INC.
RECONCILIATION OF GAAP TO NON-GAAP DILUTED EARNINGS (LOSSES) PER SHARE
(in thousands, except share and per share data)

	Three Months Ended April 30,
		2025			2024

	(unaudited)
GAAP net loss	$	(24,328	)	$	(37,932	)

Non-GAAP adjustments:
Stock-based compensation expense		26,130			26,036
Acquisition-related costs		1,213			1,277
Income tax effect		14			152
Non-GAAP net income (loss)	$	3,029		$	(10,467	)

GAAP – diluted weighted average shares		42,219,972			40,774,991
Non-GAAP – diluted weighted average shares		42,451,235			40,774,991

GAAP – diluted net loss per share	$	(0.58	)	$	(0.93	)
Non-GAAP adjustments:
Stock-based compensation expense		0.62			0.64
Acquisition-related costs		0.03			0.03
Income tax effect		—			—
Effect of Non-GAAP – diluted weighted average shares		—			—
Non-GAAP – diluted net income (loss) per share	$	0.07		$	(0.26	)

AMBARELLA, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands)

	April 30,			January 31,
		2025			2025

ASSETS
Current assets:
Cash and cash equivalents	$	141,285		$	144,622
Marketable debt securities		118,102			105,643
Accounts receivable, net		30,235			29,767
Inventories		39,289			34,428
Restricted cash		441			7
Prepaid expenses and other current assets		6,197			6,084
Total current assets		335,549			320,551

Property and equipment, net		10,248			9,084
Intangible assets, net		44,895			47,279
Operating lease right-of-use assets, net		4,377			5,188
Goodwill		303,625			303,625
Other non-current assets		3,224			3,241

Total assets	$	701,918		$	688,968

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		35,290			21,775
Accrued and other current liabilities		73,479			80,781
Operating lease liabilities, current		2,335			2,829
Income taxes payable		1,633			1,383
Deferred revenue, current		12,114			14,226
Total current liabilities		124,851			120,994

Operating lease liabilities, non-current		2,056			2,436
Other long-term liabilities		2,295			4,126

Total liabilities		129,202			127,556

Shareholders’ equity:
Preference shares		—			—
Ordinary shares		19			19
Additional paid-in capital		848,756			813,683
Accumulated other comprehensive income (loss)		326			(233	)
Accumulated deficit		(276,385	)		(252,057	)
Total shareholders’ equity		572,716			561,412

Total liabilities and shareholders’ equity	$	701,918		$	688,968

Contact:

Louis Gerhardy
408.636.2310
lgerhardy@ambarella.com

The MIL Network –

May 30, 2025

MIL-OSI: AGM Group Holdings Inc. Announces Effective Date of 50 for 1 Share Consolidation

Source: GlobeNewswire (MIL-OSI)

Beijing, May 29, 2025 (GLOBE NEWSWIRE) — AGM Group Holdings Inc. (“AGM Holdings” or the “Company”) (NASDAQ: AGMH), an integrated technology company specializing in the assembling and sales of high-performance hardware and computing equipment, today announced that it will implement the consolidation (the “Consolidation”) of the ordinary shares of the Company (the “Shares”) on the basis of 50 pre-Consolidation Shares for every one (1) post-Consolidation Share. The Company’s ordinary shares will begin trading on a post-Consolidation basis at market open on June 3, 2025.

The Consolidation reduces the number of the Company’s total issued and outstanding Class A ordinary shares from 98,713,955 Class A ordinary shares with a par value of US$0.001 each to approximately 1,974,279 Class A ordinary shares with a par value of US$0.05 each. The Company’s total issued and outstanding Class B ordinary shares will be reduced from 2,100,000 Class B ordinary shares with a par value of US$0.001 each to approximately 42,000 Class B ordinary shares with a par value of US$0.05 each.

No fractional shares will be issued to any shareholders in connection with the Consolidation, and any fractional shares which would have resulted from the Consolidation will be rounded down to the next whole number and the Company will make a cash payment (without interest) to all the holders of Class A Ordinary Shares and Class B Ordinary Shares equal to such fraction multiplied by the average of the closing sales prices of the ordinary shares on Nasdaq during regular trading hours for the five consecutive trading days immediately preceding the expected first trading day of the Consolidation (with such average closing sales prices being adjusted to give effect to the Consolidation) subject to a de minimums. The Consolidation affects all shareholders uniformly and will not alter any shareholder’s percentage interest in the Company’s ordinary shares, except for adjustments that may result from the treatment of fractional shares.

Trading in the Class A ordinary shares will continue on the Nasdaq Capital Market, under the same symbol “AGMH” but under a new CUSIP Number, G0132V121.

Registered shareholders who hold physical Share certificates will receive a letter of transmittal requesting that they forward pre-Consolidation Share certificates to the Company’s transfer agent, VStock Transfer, LLC in exchange for new Share certificates representing Shares on a post-Consolidation basis. Shareholders who hold their Shares through a broker or other intermediary and do not have Shares registered in their own name will not be required to complete a letter of transmittal.

About AGM Group Holdings Inc.

AGM Group Holdings Inc. (NASDAQ: AGMH) is an integrated technology company specializing in the assembling and sales of high-performance hardware and computing equipment. With a mission to become a key participant and contributor in the global blockchain ecosystem, AGMH focuses on the research and development of blockchain-oriented Application-Specific Integrated Circuit (ASIC) chips, the assembling and sales of high-end crypto miners for Bitcoin and other cryptocurrencies. For more information, please visit www.agmprime.com.

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “approximates,” “assesses,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the U.S. Securities and Exchange Commission.

For more information, please contact:

AGM Group Holdings Inc.
Email: ir@agmprime.com
Website: http://www.agmprime.com

Ascent Investor Relations LLC
Tina Xiao
President
Phone: +1-646-932-7242
Email: investors@ascent-ir.com

The MIL Network –

May 30, 2025
MIL-OSI: Kevin Rubin Joins Zscaler as Chief Financial Officer to Drive Continued Growth

Source: GlobeNewswire (MIL-OSI)

SAN JOSE, Calif., May 29, 2025 (GLOBE NEWSWIRE) — Zscaler, Inc. (NASDAQ: ZS), the leader in cloud security, today announced the appointment of Kevin Rubin as Chief Financial Officer. In his role, Rubin will oversee Zscaler’s global finance organization and play a critical role in scaling the company’s operations to support its next phase of growth and innovation.

Rubin brings a wealth of financial expertise and strategic leadership experience in the technology industry, with a strong track record of driving operational excellence, managing business transformations, and delivering shareholder value. He will succeed Remo Canessa, who announced his intention to retire last year. Canessa will remain with Zscaler until the end of the fiscal year 2025 in an advisory capacity to support the transition.

“I am thrilled to welcome Kevin to the Zscaler leadership team during this transformative era of growth,” said Jay Chaudhry, Chairman and CEO of Zscaler. “As organizations around the globe embrace AI security and Zero Trust Everywhere for their digital transformation journeys, Kevin’s exceptional financial expertise, industry depth, and leadership at scale will be pivotal in driving Zscaler towards $5 billion and beyond in Annual Recurring Revenue. His proven CFO experience will be instrumental as we empower businesses to reimagine secure cloud adoption, harness AI-driven innovation, and shape the future of cybersecurity. I look forward to collaborating closely with Kevin to achieve our goals and further strengthen Zscaler’s leadership in the market.”

Rubin brings over two decades of experience leading finance organizations at high-growth public and private companies. Prior to Zscaler he was CFO at BetterUp, where he guided the company’s financial strategy and operational scale. Before that, Rubin served as CFO at Alteryx, where he was responsible for global financial operations, investor relations, corporate development and ventures, real estate, and workplace services. Rubin led the company’s successful IPO, and under his leadership, the company’s Annual Recurring Revenue grew to $1 billion. Previously, Rubin served as CFO at MSC Software, Pictage, DDN Storage and MRV Communications, honing a diverse skill set in financial strategy, operations, compliance, and investor relations.

“Zscaler is driving a major paradigm shift in cybersecurity with its unique Zero Trust platform which enables organizations to digitally transform their operations and securely adopt AI for productivity and efficiency gains,” said Kevin Rubin. “I am excited to join such a dynamic and innovative company and look forward to collaborating with the team to advance Zscaler’s mission.”

Forward-Looking Statements

This press release contains forward-looking statements that are based on our management’s beliefs and assumptions and on information currently available to our management. These forward-looking statements include the potential impact of the executive appointment to Zscaler’s future recurring revenue and ability to grow and scale. These forward-looking statements are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. A significant number of factors could cause actual results to differ materially from statements made in this press release.

Additional risks and uncertainties are set forth in our most recent Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) on March 10, 2025, which is available on our website at ir.zscaler.com and on the SEC’s website at www.sec.gov. Any forward-looking statements in this release are based on the limited information currently available to Zscaler as of the date hereof, which is subject to change, and Zscaler will not necessarily update the information, even if new information becomes available in the future.

About Zscaler

Zscaler (NASDAQ: ZS) accelerates digital transformation so customers can be more agile, efficient, resilient, and secure. The Zscaler Zero Trust Exchange protects thousands of customers from cyberattacks and data loss by securely connecting users, devices, and applications in any location. Distributed across more than 150 data centers globally, the SASE-based Zero Trust Exchange is the world’s largest in-line cloud security platform.

Zscaler™, Zscaler Zero Trust Exchange™, Zscaler Internet Access™, and Zscaler Private Access™, ZIA™, and ZPA™ and Zscaler B2B™ are either (i) registered trademarks or service marks or (ii) trademarks or service marks of Zscaler, Inc. in the United States and/or other countries. Any other trademarks are the properties of their respective owners.

Media Relations Contact:
Nick Gonzalez
press@zscaler.com

Investor Relations Contact:
Ashwin Kesireddy
ir@zscaler.com

The MIL Network –

May 30, 2025
MIL-OSI: Digital Asset Acquisition Corp. Announces the Separate Trading of its Class A Ordinary Shares and Warrants, Commencing on or about June 2, 2025

Source: GlobeNewswire (MIL-OSI)

PRINCETON, NEW JERSEY, May 29, 2025 (GLOBE NEWSWIRE) — Digital Asset Acquisition Corp. (Nasdaq: DAAQU) (the “Company”) announced that holders of the units sold in the Company’s initial public offering of 17,250,000 units, which includes 2,250,000 units issued pursuant to the exercise by the underwriters of their overallotment option in full, completed on April 30, 2025 (the “Offering”), may elect to separately trade the Class A ordinary shares and warrants included in the units commencing on or about June 2, 2025. Any units not separated will continue to trade on The Nasdaq Global Market under the symbol “DAAQU,” and each of the Class A ordinary shares and warrants will separately trade on The Nasdaq Global Market under the symbols “DAAQ” and “DAAQW,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Holders of units will need to have their brokers contact Efficiency, the Company’s transfer agent, at dwacrequests@useefficiency.com in order to separate the units into Class A ordinary shares and warrants.

A registration statement relating to the securities was declared effective on April 28, 2025 in accordance with Section 8(a) of the Securities Act of 1933, as amended. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Cautionary Note Concerning Forward-Looking Statements

This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s search for an initial business combination. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement for the initial public offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

About Digital Asset Acquisition Corp.

Digital Asset Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an initial business combination in any industry, sector or geographic region, it intends to target opportunities and companies that are in the digital asset and cryptocurrency sectors.

Contact

Peter Ort
Principal Executive Officer and Co-Chairman
Digital Asset Acquisition Corp.
pete@curaleaassociates.com

The MIL Network –

May 30, 2025
MIL-OSI: Real Asset Acquisition Corp. Announces the Separate Trading of its Class A Ordinary Shares and Warrants, Commencing on or about June 2, 2025

Source: GlobeNewswire (MIL-OSI)

PRINCETON, NEW JERSEY, May 29, 2025 (GLOBE NEWSWIRE) — Real Asset Acquisition Corp. (Nasdaq: RAAQU) (the “Company”) announced that holders of the units sold in the Company’s initial public offering of 17,250,000 units, which includes 2,250,000 units issued pursuant to the exercise by the underwriters of their overallotment option in full, completed on April 30, 2025 (the “Offering”), may elect to separately trade the Class A ordinary shares and warrants included in the units commencing on or about June 2, 2025. Any units not separated will continue to trade on The Nasdaq Global Market under the symbol “RAAQU,” and each of the Class A ordinary shares and warrants will separately trade on The Nasdaq Global Market under the symbols “RAAQ” and “RAAQW,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Holders of units will need to have their brokers contact Efficiency, the Company’s transfer agent at dwacrequests@useefficiency.com, in order to separate the units into Class A ordinary shares and warrants.

A registration statement relating to the securities was declared effective on April 28, 2025 in accordance with Section 8(a) of the Securities Act of 1933, as amended. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Cautionary Note Concerning Forward-Looking Statements

This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s search for an initial business combination. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement for the initial public offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

About Real Asset Acquisition Corp.

Real Asset Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an initial business combination in any industry, sector or geographic region, it intends to target opportunities and companies that are in the quantum computing, metals/mining, rare earth and infrastructure sectors.

Contact

Peter Ort
Principal Executive Officer and Co-Chairman
Real Asset Acquisition Corp.
pete@curaleaassociates.com

The MIL Network –

May 30, 2025
MIL-OSI USA: Congressman Fry Leads Push for State-Led Management of South Atlantic Snapper-Grouper Fishery
Source:

Congressman Fry Leads Push for State-Led Management of South Atlantic Snapper-Grouper Fishery

WASHINGTON, D.C. – Congressman Russell Fry (SC-07) led a letter from Republican members of the South Carolina delegation to U.S. Secretary of Commerce Howard Lutnick, urging the Department of Commerce to adopt a new state-led framework for managing the snapper-grouper fishery in the South Atlantic. The letter calls for putting a stop to heavy-handed federal restrictions and letting states like South Carolina take the lead in managing and tracking their own fisheries.

Earlier this month, South Carolina Governor Henry McMaster signed a similar bill giving more control of the red snapper industry to the state.

The South Carolina lawmakers expressed strong concerns over the National Oceanic and Atmospheric Administration’s (NOAA) reliance on flawed Marine Recreational Information Program (MRIP) data, which has driven severe restrictions, including extremely short recreational red snapper seasons and expansive bottomfishing closures.

South Carolina’s recreational fishing and boating economy generates over $6.5 billion annually and supports more than 27,000 jobs. Local anglers and business owners—from Murrells Inlet to Hilton Head—depend on fair and effective fisheries management to sustain their way of life.

In their letter, the lawmakers urged the Department of Commerce to:
1. Pause implementation of Amendment 59 and similar federal closures
2. Support a cooperative, state-led fisheries management approach modeled after the successful Gulf red snapper program
3. Empower states to collect better data and deliver more balanced, accountable management
“For too long, federal mismanagement has hurt our coastal communities and undermined trust in the system,” said Congressman Fry. “South Carolina anglers deserve better than critical decisions based on bad data. It’s time to follow the successful model we’ve seen in the Gulf of America and let states lead the way, just like we did under the first Trump administration in the Gulf.”

This letter was signed by South Carolina Senators Lindsey Graham and Tim Scott, as well as South Carolina Representatives Sherri Biggs, Nancy Mace, Ralph Norman, William Timmons, and Joe Wilson.

Read the full letter here.

Congressman Fry serves on both the House Energy and Commerce Committee and the House Judiciary Committee. To stay up to date with Congressman Fry and his work for the Seventh District, follow his official Facebook, Instagram, and X pages and visit his website at fry.house.gov.

MIL OSI USA News –
May 30, 2025
MIL-OSI USA: DelBene Highlights Harm of Trump’s Tariffs at Port of Seattle

Source: United States House of Representatives – Congresswoman Suzan DelBene (1st District of Washington)

Today, Congresswoman Suzan DelBene (WA-01) highlighted the harm of President Trump’s ongoing tariff chaos at the Port of Seattle with Washington workers, businesses, and health care providers.

Tariffs are a tax on imported goods paid by American businesses and often passed along to American consumers. Since taking office, Trump has put sweeping tariffs in place against some of our closest allies and trading partners with no clear plan. In other instances, he has threatened to do so and pulled back at the last minute. This instability is extremely harmful to businesses and their customers as they cannot adequately plan for the future. This leads to more expensive business inputs, supply chain disruptions, and fewer markets available to sell goods into.

Tariffs hit Washington especially hard because the state is trade-dependent: 4-in-10 Washington jobs are tied to trade. Slowdowns at the Port of Seattle and other ports of entry can mean less work for longshoremen, truckers, and other shipping jobs, and fewer goods on shelves.

“Washington is a very trade-dependent state, and the president’s tariff chaos is hurting businesses, threatening jobs, and raising prices on families. Trump has no clear plan for his trade war, and damage is being done. As a former businesswoman, I know firsthand that businesses need stability to plan and grow,” said DelBene. “Congress must reassert its constitutional authority over trade by making clear any president must get a vote before putting in place sweeping tariffs.”

At the event, DelBene was joined by representatives from the Northwest Seaport Alliance, Port of Seattle, International Longshore and Warehouse Union (ILWU), Washington Hospital Association, Overlake Medical Center, and SOGDA, a Washington-based seafood wholesaler.

“International trade and supply chains rely on predictable, consistent policy. We remain concerned about the market disruptions, cargo fluctuations, and lost business caused by the initial tariff implantation as well as the continued lack of clarity. We are deeply grateful to have Congresswoman DelBene advocating for trade policy that helps Washington businesses grow and prosper,” said Northwest Seaport Alliance and Port of Seattle Commissioner Sam Cho.

“At the Northwest Seaport Alliance, we take pride in being a top export gateway for American agricultural goods and manufacturers. Trade wars often hit our exporters hardest, and we are closely tracking the impacts to Northwest producers. We hope our policymakers can continue working towards an outcome that lowers trade barriers and unnecessary tariffs. We thank Congresswoman DelBene for her steadfast commitment to these issues,” said Northwest Seaport Alliance and Port of Tacoma Commissioner Deanna Keller.

“We have seen a slowdown in cargo operations in Seattle and the Pacific Northwest. We longshoremen need stability in long-term decisions from Washington, DC. These are 20- and 30-year decisions for international shipping companies that are being disrupted by daily changes currently. We look forward to jobs for longshoremen, trucking companies, warehouse workers, and farmers,” said ILWU President Mark Elverston.

DelBene has introduced several pieces of legislation that would ensure any president must come to Congress for a vote before any sweeping tariffs could be put in place. Republicans in Congress have hidden from votes on repealing Trump’s tariffs and voted against DelBene offering them as amendments to legislation. Two federal courts have now ruled that Trump’s tariffs are illegal but the administration has vowed to appeal.

MIL OSI USA News –

May 30, 2025
MIL-OSI Security: Pastor at Word of God Church Pleads Guilty to Fraudulently Obtaining More than $400,000 in COVID-19 Loans

Source: Office of United States Attorneys

RALEIGH, N.C. – Mitchell Summerfield, age 45, of Raleigh, pleaded guilty Tuesday to conspiracy to commit bank fraud and wire fraud in connection with a scheme to fraudulently obtain COVID-19 loan funds. At sentencing, Summerfield faces a maximum sentence of 30 years’ imprisonment, a $1,000,000 fine, and five years of supervised release. Summerfield will also be required to pay restitution in an amount to be determined.

According to court documents and other information presented in court, Summerfield was the pastor of the Word of God Fellowship Church in Raleigh, and also owned various other entities, including Winning Ways, KHS Investments, and Vision and Destiny. Between July 2020 and July 2021, Summerfield conspired with others to submit false and fraudulent applications for Paycheck Protection Program (PPP) loans and Economic Injury Disaster loans (EIDL) for these entities.

Congress created the PPP program in March 2020 as part of the Coronavirus Aid, Relief, and Economic Security (CARES) Act in order to mitigate the economic impacts of the COVID-19 pandemic for small businesses. PPP loans were fully guaranteed by the United States and forgivable so long as the proceeds were used for payroll and other qualified expenses. The CARES Act also expanded the EIDL program to assist small businesses experiencing financial distress due to the pandemic. The PPP and EIDL programs were administered by the U.S. Small Business Administration (SBA).

Summerfield submitted multiple EIDL and/or PPP applications on behalf of Winning Ways, KHS Investments, and Vision and Destiny. Summerfield made various false statements in the applications to induce the SBA and lending institutions to approve and disburse the requested loan amounts. Summerfield also provided fabricated IRS tax forms, including false income tax returns. As a result of the fraudulent applications, Summerfield received more than $400,000 in PPP and EIDL funds. Summerfield used the loan fraud proceeds for unauthorized and unlawful purposes, including paying for personal expenses.

Daniel P. Bubar, Acting U.S. Attorney for the Eastern District of North Carolina, made the announcement after U.S. District Judge Terrence W. Boyle accepted the plea. The Internal Revenue Service, Criminal Investigation, investigated the case. Special Assistant U.S. Attorney Lisa K. Labresh prosecuted the case.

Related court documents and information can be found on the website of the U.S. District Court for the Eastern District of North Carolina or on PACER by searching for Case No. 5:25-CR-22.

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MIL Security OSI –

May 30, 2025
MIL-OSI Security: Maryland woman sentenced to four years in prison for scheme to use stolen identities to purchase vehicles

Source: Office of United States Attorneys

ALEXANDRIA, Va. – A Maryland woman was sentenced yesterday to four years in prison for bank fraud, aggravated identity theft, and possession of a firearm by a convicted felon.

According to court documents, on Nov. 23, 2022, Loryn Michelle Dorsey, 36, of Elkridge, Maryland, fraudulently obtained the personal identifying information (PII) of two victims, identified as K.R. and Z.B, due to their high credit scores, which she needed to fraudulently obtain a loan from a bank to purchase a vehicle. Dorsey also assumed the fake identity of “Julia Ball,” who is not a real person.

On December 6, 2022, Dorsey used K.R.’s PII to apply online for financing to purchase a vehicle from a car dealership in Fairfax, falsely presenting herself as K.R., a female. The dealership then submitted the information to financial institutions to provide the requested credit. Ally Bank, among others, received but rejected the application, but no loan was awarded, and no vehicle was purchased.

Later that day, Dorsey again attempted to obtain approval for financing to purchase a vehicle from the same dealership, this time applying with Z.B. as the co-purchaser and “Julia Ball” as the co-owner. Through the dealership’s website, Dorsey was granted conditional approval of a loan from Ally Bank based on Z.B.’s good credit rating. Because Z.B. had to be present to complete the purchase, and because Z.B. is a man, Dorsey asked a coconspirator to accompany her to the dealership and fraudulently present himself as Z.B. Dorsey also arranged for someone to create a fraudulent identification document with Z.B.’s information and the co-conspirator’s photograph.

Dorsey and the co-conspirator, at Dorsey’s direction, completed paperwork to purchase a 2015 Cadillac Escalade for $48,629.20, with $1,000 cash downpayment provided by Dorsey and the remaining sum of $47,629.20 to be financed by Ally Bank. Fairfax County Police (FCPD) arrived at the dealership after the paperwork was completed. When Dorsey was arrested, she was in possession of a firearm. In 2016, Dorsey was convicted of possession with the intent to distribute a controlled substance in Maryland. As a previously convicted felon, Dorsey cannot legally possess a firearm or ammunition.

Erik S. Siebert, U.S. Attorney for the Eastern District of Virginia; and Emily Odom, Special Agent in Charge of the FBI Washington Field Office’s Criminal and Cyber Division, and Kevin Davis, Fairfax County Chief of Police, made the announcement after sentencing by Senior U.S. District Judge Anthony J. Trenga.

FCPD Auto Crimes Enforcement and the FBI WFO TOC-E/Major Theft Task Force investigated this case.

Assistant U.S. Attorney Nicholas A. Durham prosecuted the case.

This case is part of Project Safe Neighborhoods (PSN), a program bringing together all levels of law enforcement and the communities they serve to reduce violent crime and gun violence, and to make our neighborhoods safer for everyone. On May 26, 2021, the Department launched a violent crime reduction strategy strengthening PSN based on these core principles: fostering trust and legitimacy in our communities, supporting community-based organizations that help prevent violence from occurring in the first place, setting focused and strategic enforcement priorities, and measuring the results.

A copy of this press release is located on the website of the U.S. Attorney’s Office for the Eastern District of Virginia. Related court documents and information are located on the website of the District Court for the Eastern District of Virginia or on PACER by searching for Case No. 1:24-cr-7.

MIL Security OSI –

May 30, 2025
MIL-OSI: Ninepoint Partners Named Exclusive Canadian Capital Formation Partner for WP Global’s Lower Middle Market Private Equity Mandates

Source: GlobeNewswire (MIL-OSI)

TORONTO, May 29, 2025 (GLOBE NEWSWIRE) — Ninepoint Partners LP (“Ninepoint”), one of Canada’s leading independent investment managers, today announced a new strategic partnership with WP Global Partners LLC (“WP Global”), a private equity investment firm with more than $3.2 billion in assets under management and a distinguished 20-year track record in the U.S. lower middle market.

Through this partnership, Ninepoint Institutional Partners LP, the institutional division of Ninepoint, has been appointed as the exclusive capital formation partner in Canada for certain WP Global lower middle market private equity strategies, including its flagship COREalpha series. The collaboration aims to provide Canadian institutional investors with access to WP Global’s highly curated private equity partnership and co-investment opportunities focused on small and midsize companies across the United States.

Founded in 2005, WP Global‘s team has collectively invested over $5.7 billion across more than 450 funds and $1.6 billion in 145 portfolio companies. WP Global is known for its rigorous manager selection process, thematic co-investments, and consistent performance across multiple market cycles. The firm’s WP COREalpha flagship series targets value creation through a diversified portfolio of private equity partnerships and direct private equity co-investments with a focus on defensible businesses in healthcare, business services, consumer, and specialty manufacturing sectors.

“We are excited to partner with WP Global” said Jalaj Antani, Director, Ninepoint Institutional Partners LP. “We believe WP Global’s decades of experience and notable track record in selecting lower middle market private equity investments will be very appealing for Canadian institutional investors.”

“We are thankful for the collaboration with Ninepoint and are excited to partner with Canadian investors to help them scale down into the attractive and expansive U.S. lower middle market.” said J.F. Berry, Senior Managing Partner at WP Global Partners.

WP Global’s investment philosophy focuses on sectors with strong growth dynamics and low correlation to public markets, including companies with recurring consistent revenue, defensible business models, and clear value creation levers. Through its mandates, WP seeks to build portfolios with long-term resilience and enhanced return potential.

About Ninepoint Partners

Ninepoint Institutional Partners works with Canadian Pension Plans, Foundations, Endowments, Insurance Companies, Family Offices, and other institutional allocators to deliver objective, comprehensive investment management solutions from around the globe. By collaborating with best-in-class managers, we offer access to unique strategies that optimize risk/return profiles in institutional portfolios.

Based in Toronto, Ninepoint Partners LP is one of Canada’s leading alternative investment management firms overseeing approximately $7 billion in assets under management and institutional contracts. Committed to helping investors explore innovative investment solutions that have the potential to enhance returns and manage portfolio risk, Ninepoint offers a diverse set of alternative strategies spanning Equities, Fixed Income, Alternative Income, Real Assets, F/X and Digital Assets.

For more information on Ninepoint, please visit www.ninepoint.com or contact us at 416-362-7172 or 1-888-362-7172 or institutional@ninepoint.com.

About WP Global Partners

Founded in 2005, WP Global Partners LLC is a private equity investment firm with over $3.2 billion in assets under management. WP Global focuses on partnership and co-investment strategies across the U.S. lower middle market and its team has invested in more than 450 funds and 145 companies. The firm operates offices in Chicago, New York, Los Angeles, and South Walton. WP Global is recognized for its experienced team, disciplined investment process, and long-standing relationships with premier fund managers.

For more information, visit www.wpglobalpartners.com.

Media Inquiries

Kate Sylvester/Liz Shoemaker
Longacre Square Partners
ninepoint@longacresquare.com

The MIL Network –

May 30, 2025
MIL-OSI Africa: Sidi Ould Tah elected ninth president of the African Development Bank Group
Source: Africa Press Organisation – English (2) – Report:

ABIDJAN, Ivory Coast, May 29, 2025/APO Group/ —

Sidi Ould Tah of Mauritania was today elected President of the African Development Bank Group (www.AfDB.org) at the Bank’s Annual Meetings held in Abidjan, Côte d’Ivoire.

Tah was elected by the Bank’s Board of Governors, comprising Finance and Economy Ministers or Central Bank Governors of the Bank Group’s 81 regional and non-regional member countries. The board is the highest decision-making authority for the Bank Group.

The results were announced by Nialé Kaba, Minister of Planning and Development for Côte d’Ivoire, and Chairman of the Board of Governors of the Bank Group.

Addressing the Bank Group’s governors (https://apo-opa.co/4jtxMcx) and the media shortly after the announcement, Tah said, “Let’s go to work now, I’m ready!”

The winning candidate is required to obtain at least 50.01% of both the regional and non-regional votes (https://apo-opa.co/4kgzBLc).

Tah brings over 35 years of experience in African and international finance. He served as president of the Arab Bank for Economic Development in Africa (BADEA) for 10 years from 2015, where he led a full transformation that quadrupled the Bank’s balance sheet, secured a AAA rating, and positioned it among the top-rated development banks focused on Africa.

A former Minister of Economic Affairs and Finance of Mauritania, Tah has held senior roles in multilateral institutions and has led crisis response, financial reform, and innovative resource mobilization for Africa.

The Board of Governors Steering Committee received and approved a total of five candidates by the closing date of 31 January 2025. The list of candidates was officially announced on 21 February 2025.

The other candidates in the election were:
- Amadou Hott (Senegal)
- Samuel Maimbo (Zambia)
- Mahamat Abbas Tolli (Chad)
- Bajabulile Swazi Tshabalala (South Africa)
Tah will assume office on 1 September 2025, for a five-year term, following the end of the second mandate of current President, Dr. Akinwumi Adesina.

The African Development Bank’s past heads since its inception in 1964 are:
- Mamoun Beheiry (Sudan), 1964-1970
- Abdelwahab Labidi (Tunisia), 1970-1976
- Kwame Donkor Fordwor (Ghana), 1976-1980
- Willa Mung’Omba (Zambia), 1980-1985
- Babacar N’diaye (Senegal), 1985-1995
- Omar Kabbaj (Morocco), 1995-2005
- Donald Kaberuka (Rwanda), 2005-2015
- Dr. Akinwumi Adesina (Nigeria), 2015-2025.
The election (https://apo-opa.co/43CwLJg) of a new president comes at a crucial time in the Bank Group’s six decades of existence. Africa has remained resilient despite climate shocks, economic disruption, and a shifting geopolitical landscape, but needs to move faster or risk falling behind on delivering on the African Union’s Agenda 2063 and the Sustainable Development Goals, summed up in the Bank Group’s High 5’s.

The 2025 Annual Meetings of the African Development Bank Group are taking place from May 26 to 30 in Abidjan, Côte d’Ivoire under the theme “Making Africa’s Capital Work Better for Africa’s Development.”

The African Development Bank Group comprises three entities: the African Development Bank, the African Development Fund and the Nigeria Trust Fund. Its shareholder countries include 54 African countries or regional member countries, and 27 non-African countries or non-regional member countries.

MIL OSI Africa –
May 30, 2025
MIL-OSI Video: Air Force Global Strike Command “Freedom Flyover”

Source: United States Department of Defense (video statements)

Demonstrating peace through strength! Over the weekend, Air Force Global Strike Command led the first-ever tri-bomber/fighter formation over Miami Beach in honor of Memorial Day, showcasing American Airpower to potential adversaries and the American people. The seven-ship “Freedom Flyover” highlighted the Air Force’s total force components, bringing together active duty, guard, and reserve forces to create an incredible display of strength and resolve.
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Your military is an all-volunteer force that serves to protect our security and way of life, but Service members are more than a fighting force. They are leaders, humanitarians and your fellow Americans. Get to know more about the men and women who serve, who they are, what they do, and why they do it.

For more on the Department of Defense, visit: http://www.defense.gov
—————
Keep up with the Department of Defense on social media!

Like the DoD on Facebook: http://facebook.com/DeptofDefense
Follow the DoD on Twitter: http://twitter.com/DeptofDefense
Follow the DoD on Instagram: http://instagram.com/DeptofDefense
Follow the DoD on LinkedIn: https://www.linkedin.com/company/DeptofDefense

https://www.youtube.com/watch?v=_LJQL6SM_TA

MIL OSI Video –

May 30, 2025
MIL-OSI Video: Army Golden Knights #POV 🪂 JUMP IN

Source: United States Department of Defense (video statements)

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@usarmy Golden Knights take you on a POV demonstration jump during the Indy500 pre-race activities in Speedway, Ind.

#military #usa

For more on the Department of Defense, visit: http://www.defense.gov
—————
Keep up with the Department of Defense on social media!

Like the DoD on Facebook: http://facebook.com/DeptofDefense
Follow the DoD on Twitter: http://twitter.com/DeptofDefense
Follow the DoD on Instagram: http://instagram.com/DeptofDefense
Follow the DoD on LinkedIn: https://www.linkedin.com/company/DeptofDefense

https://www.youtube.com/watch?v=t8zejwEPL90

MIL OSI Video –

May 30, 2025
MIL-OSI USA: PRESS RELEASE: Congresswoman Barragán Calls on JCI Jones Chemicals to Improve the Safety of Harbor Gateway Facility

Source: United States House of Representatives – Representative Nanette Diaz Barragán (CA-44)

FOR IMMEDIATE RELEASE
May 29, 2025
Contact: Jin.Choi@mail.house.gov

Congresswoman Barragán Calls on JCI Jones Chemicals to Improve the Safety of Harbor Gateway Facility

Harbor Gateway, CA – Last week, Congresswoman Nanette Barragán (CA-44) sent a letter to JCI Jones Chemicals, Inc. (JCI) to express concern with the company’s repeated failure to properly maintain equipment and address other unsafe conditions at their chemical plant in Harbor Gateway.

In the letter, the Congresswoman raised alarm with Clean Air Act violations and other safety issues identified by the United States Environmental Protection Agency (EPA) during past inspections of JCI’s facility in Harbor Gateway. Unsafe conditions found during the last site inspection in 2024 included corroded pipes and valves, a dilapidated roof structure, improper storage of hazardous materials. Additionally, the Congresswoman expressed concerns with the company’s lack of progress toward meeting an updated requirement of the federal Risk Management Program (RMP) for nearly 12,000 chemical plants nationwide, including the JCI facility in Harbor Gateway, to install community notification systems.

To address these concerns and improve the safety of the facility, the Congresswoman requested JCI to commit to the RMP regulations by maintaining all equipment on site, fully enclose the facility with proper equipment to mitigate an accidental chemical release, provide an update in the next sixty days on JCI’s plans to install a community notification system, and engage with the local community on the company’s actions to improve the safety of the facility.

“My constituents and I are alarmed that JCI has not made greater efforts to improve the safety of this facility where hazardous materials are stored and moved through for transit to other locations,” wrote Congresswoman Barragán. “These conditions are unsafe and unacceptable.”

Read the full letter HERE.

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MIL OSI USA News –

May 30, 2025
MIL-OSI Security: Russian National and Leader of Qakbot Malware Conspiracy Indicted in Long-Running Global Ransomware Scheme

Source: US FBI

LOS ANGELES – A federal grand jury indictment unsealed today charges a Russian national with leading a group of cyber criminals that developed and deployed the Qakbot malware that infected thousands of computers worldwide, installing ransomware and demanding payment from victims.

Rustam Rafailevich Gallyamov, 48, of Moscow, Russia, is charged with one count of conspiracy to commit computer fraud and abuse, and one count of conspiracy to commit wire fraud. He is believed to be in Russia and is not in custody.

In connection with the charges, the Justice Department filed today a civil forfeiture complaint against more than $24 million in cryptocurrency seized from Gallyamov over the course of the investigation. These actions are the latest step in an ongoing multinational effort by the United States, France, Germany, the Netherlands, Denmark, the United Kingdom, and Canada to combat cybercrime.

“The criminal charges and forfeiture case announced today are part of an ongoing effort with our domestic and international law enforcement partners to identify, disrupt, and hold accountable cybercriminals,” said United States Attorney Bill Essayli for the Central District of California. “The forfeiture action against more than $24 million in virtual assets also demonstrates the Justice Department’s commitment to seizing ill-gotten assets from criminals in order to ultimately compensate victims.”

“Today’s announcement of the Justice Department’s latest actions to counter the Qakbot malware scheme sends a clear message to the cybercrime community,” said Matthew R. Galeotti, Head of the Justice Department’s Criminal Division. “We will not stop holding cybercriminals accountable, even over a course of years, and we will use every legal tool at our disposal to identify you, charge you, forfeit your ill-gotten gains, and disrupt your criminal activity.”

“Mr. Gallyamov’s bot network was crippled by the talented men and women of the FBI and our international partners in 2023, but he brazenly continued to deploy alternative methods to make his malware available to criminal cyber gangs conducting ransomware attacks against innocent victims globally,” said Akil Davis, the Assistant Director in Charge of the FBI’s Los Angeles Field Office. “The charges announced today exemplify the FBI’s commitment to relentlessly hold accountable individuals who target Americans and demand ransom, even when they live halfway across the world.”

According to the indictment, Gallyamov developed, deployed, and controlled the Qakbot malware beginning in 2008. From 2019 onward, Gallyamov allegedly used the Qakbot botnet to infect thousands of victim computers around the world to establish a network or “botnet” of infected computers. Once Gallyamov gained access to victim computers, he provided access to co-conspirators who infected the computers with ransomware, including Prolock, Dopplepaymer, Egregor, REvil, Conti, Name Locker, Black Basta, and Cactus. Gallyamov was paid a portion of the ransoms received from ransomware victims.

The announcement of charges today is the latest step taken by the Justice Department against the Qakbot conspiracy. In August 2023, a U.S.-led multinational operation disrupted the Qakbot botnet and malware. At that time, the Justice Department announced the seizure of illicit proceeds from Gallyamov, including more than 170 bitcoin and more than $4 million of USDT and USDC tokens.

According to the indictment, after the disruption and takedown of the Qakbot botnet, Gallyamov and his co-conspirators continued their criminal activities. Instead of a botnet, they allegedly used different tactics, including “spam bomb” attacks on victim companies, where co-conspirators would trick employees at those victim companies into granting access to computer systems. The indictment alleges that Gallyamov orchestrated spam bomb attacks against victims in the United States as recently as January 2025. It also alleges that Gallyamov and his co-conspirators deployed Black Basta and Cactus ransomware on victim computers.

On April 25, pursuant to a seizure warrant, the FBI seized additional illicit proceeds from Gallyamov, including more than 30 bitcoin and more than $700,000 of USDT tokens. Today, the Department filed a civil forfeiture complaint in the Central District of California against all the illicit proceeds seized from Gallyamov – worth more than $24 million as of today – to forfeit and ultimately return those funds to victims.

An indictment is merely an allegation. All defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

If convicted, Gallyamov would face a statutory maximum sentence of 25 years in federal prison.

The investigation of Gallyamov was led by the FBI’s Los Angeles Field Office, which worked closely with investigators from Germany’s Bundeskriminalamt (BKA), the Netherlands National Police, the French Police Cybercrime Central Bureau, and Europol. The Justice Department’s Office of International Affairs and the FBI Milwaukee Field Office provided significant assistance.

The case against Gallyamov is being prosecuted by Assistant United States Attorneys Khaldoun Shobaki and Lauren Restrepo of the Cyber and Intellectual Property Crimes Section, and the Criminal Division’s Computer Crime and Intellectual Property Section (CCIPS) Senior Counsel Jessica Peck. Assistant United States Attorney James Dochterman of the Asset Forfeiture and Recovery Section is prosecuting the forfeiture case.

These law enforcement actions were taken in conjunction with Operation Endgame, an ongoing, coordinated effort among international law enforcement agencies aimed at dismantling and prosecuting cybercriminal organizations around the world.

Resources for victims can be found on the following website, which will be updated as additional information becomes available: Qakbot Resources.

MIL Security OSI –

May 30, 2025
MIL-OSI Security: Former Exec at Orange County Company and Illegal Alien Arrested on Federal Complaint Alleging He Embezzled $7 Million From His Employer

Source: US FBI

SANTA ANA, California – A former executive at a Newport Beach company that specializes in the purchase of classic cars – who also happens to be an illegal alien from Mexico – was arrested today on a federal complaint alleging he embezzled approximately $7 million from his employer.

Alexander G. Ramos, 62, of Newport Beach, is charged with wire fraud, a felony that carries a statutory maximum sentence of 20 years in federal prison.

A federal magistrate judge ordered Ramos jailed without bond and scheduled an arraignment for June 30.

According to an affidavit filed with the complaint, Ramos was employed at the victim company since 2017 until his termination in September 2024 in the company’s Risk Management Department. Through his positions, he knew his employer’s loans and held relationships with title agents or other partners nationwide. He also oversaw requests by the company’s Title and Risk Department to its Accounting Department for payment to title agents, sometimes submitting the requests himself.

Ramos allegedly caused checks to be issued from the victim company to certain parties, including a Las Vegas DMV services business. The checks were supposed to cover expenses for tax, titling, and licensing associated with car purchases.

However, Ramos purposely caused his employer to send too much money to the outside entities. He then directed those entities on how to dispose of the extra money, including by sending the funds to bank accounts that he controlled.

A law enforcement review of financial records revealed that approximately $7 million in checks and wires were deposited into Ramos-controlled bank accounts from the outside entities in the car industry. The origin of some of the funds deposited into Ramos’s bank accounts showed the checks and wires were made out to the victim company and were intended as refunds to that company’s clients who had overpaid for vehicle registration fees.

Instead of being returned directly to the Ramos’s employer, Ramos allegedly moved the funds to other accounts he controlled for his personal use, including buying a home in Irvine. The illegal transfers date back to at least January 2020, according to the complaint.

Ramos is an illegal alien from Mexico who was removed from the United States in 2017 but later returned.

A complaint contains allegations that a defendant has committed a crime. Every defendant is presumed to be innocent until and unless proven guilty beyond a reasonable doubt in court.

The FBI and the Federal Deposit Insurance Corporation Office of Inspector General are investigating this matter.

Assistant United States Attorney Kevin Fu of the Orange County Office is prosecuting this case.

MIL Security OSI –

May 30, 2025
MIL-OSI USA: Padilla, Warren, Waters Lead Fight to Continue Funding for Emergency Housing Voucher Program

US Senate News:

Source: United States Senator Alex Padilla (D-Calif.)

Padilla, Warren, Waters Lead Fight to Continue Funding for Emergency Housing Voucher Program

WASHINGTON, D.C. — U.S. Senators Alex Padilla (D-Calif.) and Elizabeth Warren (D-Mass.), Ranking Member of the Senate Banking Committee, along with Representative Maxine Waters (D-Calif.-43), Ranking Member of the Committee on Financial Services, led nearly 100 lawmakers in urging Congressional Appropriations leadership to include robust funding for the Emergency Housing Voucher (EHV) program as part of Fiscal Year (FY) 2026 funding legislation. Tens of thousands of Americans depend on this vital program for safe, stable, and affordable housing. The letter comes as the Department of Housing and Urban Development (HUD) announced in March that the program will soon run out of money due largely to rents rising at the fastest pace in decades.

“[Public Housing Agencies] in every state have benefited from the improved voucher issuance and utilization that the EHV program provides, as have the people and communities they serve,” wrote the lawmakers. “Congress must provide sufficient and robust funding to ensure that the families who rely on EHVs don’t lose their housing.”

“The EHV program provides rental assistance to help end and prevent homelessness,” continued the lawmakers. “At a time when housing costs and homelessness continue to rise, we respectfully request that you provide adequate funding in the FY26 THUD Appropriations bill to renew all EHVs to ensure that those who have been served by the program do not lose their housing support and to ensure landlords continue receiving the rental payments they depend on to maintain their properties.”

As of April, this critical program supports 107,000 individuals who are mostly children under five years old, older adults, individuals with disabilities, and domestic violence survivors. California received 15,417 of the 70,000 emergency housing vouchers authorized by Congress, but the program is now at risk. Support for the program is especially important as the Trump Administration cuts vital HUD funding and support staff.

The EHV program was established in 2021 through the American Rescue Plan. Congress originally authorized $5 billion in funding for 70,000 vouchers through September 2030, with increased flexibilities for public housing authorities that made the program more successful than typical housing vouchers.

Several leading national housing groups — including the Council of Large Public Housing Authorities (CLPHA), Public Housing Authorities Directors Association (PHADA), National Association of Housing Redevelopment Officials (NAHRO), National Alliance to End Homelessness (NAEH), Center on Budget and Policy Priorities (CBPP), National Low Income Housing Coalition (NLIHC), the Moving-to-Work (MTW) Collaborative, and the National Housing Law Project (NHLP) — wrote a separate letter to Congressional appropriations leadership pushing for adequate funding and flexibilities for the EHV program.

“Funding the EHV program was, and remains, the right thing to do, and is a smart use of federal dollars. It would be more expensive to rehouse or provide services for these individuals after becoming homeless again than it would to keep them housed with additional EHV funding,” the letter from the housing advocates reads. “Without these critical provisions and continued investment, PHAs will face major funding shortfalls in 2027, putting thousands of households at risk of losing their homes. Families who were previously at risk of homelessness and found stability through the EHV program could once again face housing insecurity.”

In addition to Padilla, Warren, and Waters, the bicameral letter was also signed by Senators Angela Alsobrooks (D-Md.), Tammy Baldwin (D-Wis.), Michael Bennet (D-Colo.), Richard Blumenthal (D-Conn.), Lisa Blunt Rochester (D-Del.), Maria Cantwell (D-Wash.), Catherine Cortez Masto (D-Nev.), Dick Durbin (D-Ill.), Mazie Hirono (D-Hawaii), Andy Kim (D-N.J.), Angus King (I-Maine), Amy Klobuchar (D-Minn.), Ben Ray Luján (D-N.M.), Edward J. Markey (D-Mass.), Jeff Merkley (D-Ore.), Chris Murphy (D-Conn.), Jack Reed (D-R.I.), Bernie Sanders (I-Vt.), Adam Schiff (D-Calif.), Tina Smith (D-Minn.), Chris Van Hollen (D-Md.), Mark Warner (D-Va.), Peter Welch (D-Vt.), Sheldon Whitehouse (D-R.I.), and Ron Wyden (D-Ore.), as well as Representatives Alma Adams (D-N.C.-12), Yassamin Ansari (D-Ariz.-03), Becca Balint (D-Vt.-AL), Nanette Barragán (D-Calif.-44), Joyce Beatty (D-Ohio-03), Donald Beyer (D-Va.-08), Sanford Bishop (D-Ga.-02), Suzanne Bonamici (D-Ore.-01), Julia Brownley (D-Calif.-26), Janelle Bynum (D-Ore.-05), Salud Carbajal (D-Calif.-24), André Carson (D-Ind.-07), Greg Casar (D-Texas-35), Gilbert Cisneros (D-Calif.-31), Emanuel Cleaver, II (D-Mo.-05), Steve Cohen (D-Tenn.-09), Joe Courtney (D-Conn.-02), Sharice Davids (D-Kan.-03), Danny K. Davis (D-Ill.-07), Maxine Dexter (D-Ore.-03), Lloyd Doggett (D-Texas-37), Cleo Fields (D-La.-06), Bill Foster (D-Ill.-11), Valerie Foushee (D-N.C.-04), Laura Friedman (D-Calif.-30), Jesús G. “Chuy” García (D-Ill.-04), Sylvia Garcia (D-Texas-29), Daniel Goldman (D-N.Y.-10), Jimmy Gomez (D-Calif.-34), Maggie Goodlander (D-N.H.-02), Al Green (D-Texas-09), Jahana Hayes (D-Conn.-05), James Himes (D-Conn.-04), Steven Horsford (D-Nev.-04), Val Hoyle (D-Ore.-04), Jonathan Jackson (D-Ill.-01), Sara Jacobs (D-Calif.-51), Pramila Jayapal (D-Wash.-07), Robin Kelly (D-Ill.-02), Ro Khanna (D-Calif.-17), Greg Landsman (D-Ohio-01), John Larson (D-Conn.-01), Sam Liccardo (D-Calif.-16), Ted Lieu (D-Calif.-36), Stephen Lynch (D-Mass.-08), Morgan McGarvey (D-Ky.-03), James McGovern (D-Mass.-02), LaMonica McIver (D-N.J.-10), Gregory Meeks (D-N.Y.-05), Dave Min (D-Calif.-47), Gwen Moore (D-Wis.-04), Kevin Mullin (D-Calif.-15), Jerrold Nadler (D-N.Y.-12), Eleanor Holmes Norton (D-D.C.-AL), Alexandria Ocasio-Cortez (D-N.Y.-14), Ilhan Omar (D-Minn.-05), Jimmy Panetta (D-Calif.-19), Scott Peters (D-Calif.-50), Brittany Pettersen (D-Colo.-07), Stacey Plaskett (D-V.I.-AL), Ayanna Pressley (D-Mass.-07), Delia Ramirez (D-Ill.-03), Luz Rivas (D-Calif.-29), Raul Ruiz (D-Calif.-25), Andrea Salinas (D-Ore.-06), Linda Sánchez (D-Calif.-38), Janice Schakowsky (D-Ill.-09), Suhas Subramanyam (D-Va.-10), Shri Thanedar (D-Mich.-13), Rashida Tlaib (D-Mich.-12), Derek Tran (D-Calif.-45), Nydia Velázquez (D-N.Y.-07), Nikema Williams (D-Ga.-05), and Frederica Wilson (D-Fla.-24).

Senator Padilla believes everyone deserves access to affordable and safe housing and recognizes the need to drastically increase the affordable housing stock to address the homelessness crisis facing California and the country, including through his Housing for All Act. Padilla has fought against the Trump Administration’s proposals to cut HUD staff and field offices who help provide crucial housing services. Padilla and U.S. Representative Emanuel Cleaver, II recently led more than 100 Democrats in the Senate and House in condemning staffing cuts and potential closures of HUD field offices across the country. Earlier this year, Senator Padilla sounded the alarm that these wide-ranging cuts would hamper HUD’s ability to support vulnerable communities and address the housing and homelessness crises. He also helped secure a Government Accountability Office investigation into how these cuts will impact the federal government’s ability to enforce the Fair Housing Act.

Full text of the bicameral letter requesting robust funding in the FY 2026 Transportation, Housing and Urban Development (THUD) and Related Agencies Appropriations bill is available here and below:

Dear Chair Hyde-Smith, Ranking Member Gillibrand, Chair Womack, and Ranking Member Clyburn:

As you develop the Fiscal Year (FY) 2026 Transportation, Housing and Urban Development (THUD) and Related Agencies Appropriations bill, we respectfully request that you include funding to ensure that the nearly 60,000 households who are currently being served by the Emergency Housing Voucher (EHV) program do not fall into homelessness.

During the pandemic, Congress appropriated $5 billion in mandatory funding for the EHV program to help people experiencing or at risk of experiencing homelessness, including survivors of domestic violence and victims of human trafficking, access safe, stable and affordable housing during a moment of crisis.

Since 2021, the success of the EHV program and its design, which includes critical administrative flexibilities that are responsive to a tumultuous housing market, cannot be overstated. The Department of Housing and Urban Development (HUD) reported that EHVs are leasing at a rate faster than any previous housing voucher program within HUD and drove unprecedented collaboration among public housing agencies (PHAs), homeless services organizations, and victim services organizations to provide rapid and effective housing assistance to vulnerable populations. PHAs in every state have benefited from the improved voucher issuance and utilization that the EHV program provides, as have the people and communities they serve. Congress must provide sufficient and robust funding to ensure that the families who rely on EHVs don’t lose their housing.

We understand that the Subcommittee must make difficult decisions. However, the EHV program provides rental assistance to help end and prevent homelessness. At a time when housing costs and homelessness continue to rise, we respectfully request that you provide adequate funding in the FY26 THUD Appropriations bill to renew all EHVs to ensure that those who have been served by the program do not lose their housing support and to ensure landlords continue receiving the rental payments they depend on to maintain their properties. Thank you for your consideration of this request and your continued support for the most vulnerable Americans.

Sincerely,

MIL OSI USA News –

May 30, 2025
Rajnath Singh approves Miniratna status to three Defence Public Sector Undertakings

Source: Government of India

Source: Government of India (4)

Defence Minister Rajnath Singh has approved the grant of “Miniratna” status Category-I for Munitions India Limited (MIL), Armoured Vehicles Nigam Limited (AVNL) & India Optel Limited (IOL), the Ministry of Defence said in a statement on Thursday.

The move comes amid the Centre’s larger effort to push indigenous defence manufacturing and enhance the autonomy and competitiveness of state-run defence firms. All three companies were carved out of the erstwhile Ordnance Factory Board (OFB) in October 2021 as part of a structural overhaul of the sector.

Singh commended the firms for significantly increasing turnover and indigenisation levels. He termed their evolution from government departments into revenue-generating enterprises as a sign of “mature and self-reliant defence manufacturing”.

Steady Revenue Growth and Export Gains

Munitions India Limited, which manufactures a range of ammunition including small, medium and high-calibre rounds, grenades, mortars and rockets, has seen its provisional revenue rise to ₹8,282 crore in FY 2024–25, up from ₹2,571.6 crore in 2021–22 (second half). Export figures have also surged from ₹22.55 crore to ₹3,081 crore in the same period.

Similarly, Armoured Vehicles Nigam Limited, which produces main battle tanks, infantry combat vehicles, and defence logistics platforms, has recorded a provisional revenue of ₹4,986 crore in FY 2024–25, from ₹2,569.26 crore in 2021–22 (H2). Notably, the company has indigenised engines across all three key combat vehicle platforms — T-72, T-90, and BMP-II.

India Optel Limited, which focuses on opto-electronic and vision systems for land and naval platforms, has also more than doubled its revenue, from ₹562.12 crore in FY 2021–22 (H2) to a provisional ₹1,541.38 crore in FY 2024–25.

Strategic Autonomy and Expansion

The Miniratna status allows these DPSUs greater operational autonomy, including powers to make capital investments up to ₹500 crore or equal to their net worth, without prior government approval. It also enables them to enter joint ventures and forge technology partnerships more independently.

While MIL and AVNL are classified as Schedule ‘A’ companies, IOL is a Schedule ‘B’ firm. All three are under the administrative control of the Department of Defence Production (DDP).

The Defence Ministry said the decision is aimed at accelerating growth in domestic production, boosting exports, and fostering innovation through increased functional autonomy.

May 30, 2025
MIL-OSI USA: Kentucky welding competition advances recruitment

Source: US International Brotherhood of Boilermakers

The Kentucky Welding Institute 2025 National Senior Welding Competition in Flemingsburg, Kentucky, on April 16th offered students real-world training and scholarships—and opened the doors to future Boilermaker recruits. Chris Elmore, Southeast Recruiter for the M.O.R.E. Work Investment Fund, was happy to speak with over 100 seniors in the competition, as well as 100 more KWI students, plus most of the competitors’ parents who were observing the event.

“Most of these kids in my area know what a pipefitter is or what an ironworker does, but not who the Boilermakers are. These events allow recruiters to close that knowledge gap. These events are where our most qualified candidates come from,” Elmore said.

He said he’s already received multiple calls from seniors eager to graduate and join the apprentice program.

Elmore knows the value of utilizing different recruiting techniques, from hanging posters and business cards in the school’s welding shops to social media posts. However, his favorite way of connecting is meeting with recruits in person.

“I plan on attending as many of the KWI events as possible,” he said.

MIL OSI USA News –

May 30, 2025
MIL-OSI Global: The debate over genocide claims in relation to Gaza intensifies

Source: The Conversation – UK – By Jonathan Este, Senior International Affairs Editor, Associate Editor

In the past few days, discussion around whether Israel is committing acts of genocide in Gaza has intensified. On May 28 The Guardian reported that “380 writers and groups” had signed an open letter calling Israel’s military campaign in Gaza “genocide”. The letter reads, in part:

The use of the words ‘genocide’ or ‘acts of genocide’ to describe what is happening in Gaza is no longer debated by international legal experts or human rights organizations.

This followed news of a letter to the UK prime minister, Keir Starmer, signed by more than 800 lawyers, including former supreme court justices, calling on the prime minister to impose sanctions on the Israeli government.

“There is mounting evidence of genocide, which is either being perpetrated or at a minimum at serious risk of occurring,” the letter stated, adding that a recent statement from Israel’s finance minister Belazel Smotrich that the Israel Defense Forces would “wipe out” what remains of Palestinian Gaza was an indication of genocidal intent.

One of the signatories was Professor Guy Goodwin-Gill, a senior research fellow at All Souls College, Oxford, who has a track record of expertise in international humanitarian law. The Conversation spoke with him to discuss the issue. He said:

There is no doubt in my mind that war crimes have been committed and although genocide is basically an extreme form of war crime, it can be notoriously difficult to establish intent to destroy a people, in part or in whole.

The task of proving genocide is hard enough, but [in this case] the evidence can be gathered from the facts on the ground – they speak for themselves. And intent can be inferred from what politicians and officials actually say, especially when it is not denied or qualified.

Sign up to receive our weekly World Affairs Briefing newsletter from The Conversation UK. Every Thursday we’ll bring you expert analysis of the big stories in international relations.

But he said he had “reservations about whether, at an inter-state level, a charge of genocide would be levelled against Israel by more than a few states. And if it succeeded, the legal and political consequences.”

But individual prosecutions for war crimes and genocide are “always a distinct possibility,” he added.

In fact, the crime of genocide has only been recognised on a handful of occasions since it was first established in 1948. James Sweeney, an expert in international law from Lancaster University has written a brief history of genocide.

Read more:
Why have so few atrocities ever been recognised as genocide?

Meanwhile, in the West Bank city of Jenin, IDF forces sparked international outrage when they fired “warning shots” closer to a group of 25 diplomats on a fact-finding visit in the wake of an Israeli military offensive there.

Andrew Forde, an expert in international humanitarian law at Dublin City University, considers that this act “crossed the Rubicon”, which is the convention, universally accepted over millennia, of the inviolability of diplomats and their staff. It’s a clear breach, he writes of article 29 of the Vienna convention on diplomatic relations, to which Israel is a signatory, which states that the host state “shall take all appropriate steps to prevent any attack on [their] person, freedom or dignity”.

Israel responded by offering an apology, but claimed that the diplomats in question had “deviated from the approved route” by entering a restricted area”.

The incident forced the group of diplomats to scramble for cover and hindered their work in Jenin, Forde writes. As such it is a flagrant breach of Israel’s duty of care. And it sets a dangerous precedent: “Diplomatic protections work effectively when they are reciprocal. Without trust, the system quickly unravels.”

Read more:
IDF firing ‘warning shots’ near diplomats sets an unacceptable precedent in international relations

Israel’s campaign in Gaza is a factor in a hugely complex situation being played out at present in the Middle East, which is straining the relationship between Benjamin Netanyahu and Donald Trump. The US president is talking up the idea of signing a new nuclear deal with Iran to replace the one he withdrew from in 2018. The Israeli prime minister is bitterly opposed to an US-Iran deal and has proposed launching strikes against Iran’s nuclear installations. The pair reportedly clashed over the issue in a phone call this week.

But Trump recently returned from a trip to the Gulf States, none of which want the sort of regional conflagration that Israeli strikes on Iran could cause. And, as Scott Lucas of University College Dublin writes, he is also very keen to burnish his credentials as a dealmaker, especially in light of his failure to bring the Ukraine war to a close within 24 hours and the failure of the ceasefire in Gaza for which he has claimed much of the credit.

As Lucas writes, “even as Trump does what he wants over Iran to Netanyahu’s chagrin, the Israeli prime minister is finding that Trump is not restricting what he does closer to home in Gaza”.

Read more:
Why are the US and Israel not on the same page over how to deal with Iran? Expert Q&A

Ukraine: as the US falters, Germany steps up

Volodymr Zelensky flew to Berlin this week where he met the German chancellor Friedrich Merz, who said Germany would work with Ukraine to develop long-range missiles to attack targets inside Russia. It’s part of an overall plan to expand Germany’s military into the “strongest conventional army in Europe”.

Stefan Wolff believes Germany’s decision to step up both its military capabilities and its support for Ukraine is highly significant when considered in the context of Donald Trump’s recent threats to abandon his efforts to broker a peace deal between Moscow and Kyiv.

Wolff, an expert in international security from the University of Birmingham, who has written regularly for The Conversation about the war in Ukraine, says here that “Berlin has the financial muscle and the technological and industrial potential to make Europe more of a peer to the US when it comes to defence spending and burden sharing.” Given the US decision to downscale its security presence in Europe, this could be of enormous consequence for Nato, he writes.

Read more:
Germany steps up to replace ‘unreliable’ US as guarantor of European security

This is also an important development coming, as it does, just a few weeks before Nato’s summit in The Hague on June 24-25. As Amelia Hadfield writes, most of Nato’s members will be only too aware of Trump’s disparagement of Nato and many of its members in recent times and will be considering the potential for a future without US leadership.

Hadfield, the head of the department of politics at the University of Surrey, notes the irony of Washington calling on the European Nato members to pay more for their own defence. Over much of the lifetime of the alliance, she writes, the US has actively discouraged European defence autonomy. Now, she says, the focus of Nato’s 31 other members must be to prepare for the likelihood that the US plans to at least significantly reduce its support for the alliance in Europe. “A clear mandate is needed, to ensure that being US-less does not render Nato itself useless,” she writes.

This is already starting to happen, as countries join the “coalition of the willing” spearheaded by Britain and France. But Hadfield believes that boosting European capabilities within Nato is the most sensible way forward and should be the focus of next month’s summit.

Read more:
Nato faces a make-or-break decision about how to protect Europe and its future in next few weeks

A lesson from history

Donald Trump’s on again off-again relationship with Vladimir Putin is confusing enough for casual followers of world affairs. It must present a considerable headache for the foreign ministers and other diplomats tasked with calibrating their policies around the US stance on Russian aggression.

But history suggests that the US president’s apparent willingness to allow Russia to grab Ukrainian territory in direct contravention of international law is storing up trouble for the future, writes Tim Luckhurst.

Luckhurst is the principal of South College, Durham University, and has made a study of the way some governments were happy to allow Hitler to get away with naked aggression in the run-up to the second world war. He sees direct parallels with the way Trump and his senior officials have proposed allowing Putin to have his way with the Crimea and the four provinces of Ukraine which Russia already occupies.

“Chamberlain’s version of appeasement failed to prevent Adolf Hitler’s aggression in the 20th century,” he writes. “Trump’s version appears equally incapable of deterring Vladimir Putin’s territorial ambitions in the 21st.”

Read more:
History shows that Donald Trump is making a serious error in appeasing Vladimir Putin

World Affairs Briefing from The Conversation UK is available as a weekly email newsletter. Click here to get updates directly in your inbox.

– ref. The debate over genocide claims in relation to Gaza intensifies – https://theconversation.com/the-debate-over-genocide-claims-in-relation-to-gaza-intensifies-257847

MIL OSI – Global Reports –

May 30, 2025
MIL-OSI USA: Warren, Senators Press RealPage on Multi-Million Lobbying Campaign and House Republicans’ Provision Blocking States from Protecting Renters

US Senate News:

Source: United States Senator for Massachusetts – Elizabeth Warren

May 29, 2025

RealPage has been scrutinized for use of AI algorithms that drive up costs for renters

Provision would block state and local efforts to protect renters from artificial price hikes powered by AI pricing tools

Text of Letter (PDF)

Washington, D.C. – U.S. Senator Elizabeth Warren (D-Mass.), Ranking Member of the Senate Banking, Housing, and Urban Affairs Committee, and Senators Amy Klobuchar (D-Minn.), Bernie Sanders (I-Vt.), Cory Booker (D-N.J.), and Tina Smith (D-Minn.) sent a letter to Dana Jones, CEO and President of RealPage, expressing concerns regarding RealPage potentially benefiting from a provision on artificial intelligence (AI) included in the House Republicans’ budget reconciliation package. The provision would prohibit the enforcement of any state or local laws on AI for the next ten years.

RealPage’s YieldStar and AI Revenue Management (AIRM) tools use black box algorithmic pricing schemes to unfairly hike rents at a time when Americans face a national housing affordability crisis. Several states and cities have passed or are considering laws limiting the use of AI-enabled pricing software.

“[M]ore Americans than ever before are now paying over 30 and 50 percent of their income on housing,” wrote the senators. “In light of this, we seek information on RealPage’s lobbying efforts, and on how the Republicans’ reconciliation provision would help the bottom line of RealPage and other large corporations by allowing them to take advantage of consumers.”

Last week, the Republican-controlled House passed a reconciliation bill that cuts Medicaid and rips away health care coverage for millions of Americans, all to pay for trillions of dollars in giveaways for billionaires. In what has been described as a “massive artificial intelligence giveaway,” the bill also includes a provision that would block state- and local-level efforts to curb the harms of products like YieldStar and AIRM, the cornerstones of RealPage’s business model.

The Department of Justice (DOJ) has already sued RealPage for “its unlawful scheme to decrease competition among landlords in apartment pricing,” which the DOJ asserts constitutes unlawful price-fixing. Since the DOJ lawsuit was filed in August 2024, RealPage has amped up its lobbying efforts on AI-related issues, nearly doubling its lobbying spending from $4.8 million in 2020 to nearly $9 million in 2024. The senators point out that following these investments, House Republicans worked to “nullify existing and future state efforts to address the harms from AI.”

“The net result will be that Americans will lose important protections against the misuse of AI tools,” warned the senators. “This will directly benefit RealPage and similar companies, at the expense of renters who will be forced to pay higher costs for rent and other daily needs.”

The senators have previously written letters in November 2022, March 2023, September 2024, and February 2025 raising the alarm about RealPage’s YieldStar and AIRM products. Due to RealPage’s potential involvement in this harmful measure, the senators requested a response to their questions by June 10, 2025.

MIL OSI USA News –

May 30, 2025
MIL-OSI USA: Ahead of Hurricane Season, Welch Leads 14 Colleagues in Urging Trump Administration to Reinstate Terminated Employees at NWS, NOAA

US Senate News:

Source: United States Senator Peter Welch (D-Vermont)

WASHINGTON, D.C. – U.S. Senator Peter Welch (D-Vt.) led 14 of his colleagues in urging the Trump Administration to swiftly reinstate terminated employees at the National Weather Service (NWS) and National Oceanic and Atmospheric Administration (NOAA) ahead of the upcoming hurricane season. In their letter, the Senators emphasized that staff reductions at both agencies pose a threat to public safety and emergency preparedness by undercutting essential forecasting and weather monitoring systems. The Senators requested information on how the administration plans to address staffing at both agencies.
NWS maintains 122 weather forecast offices across the United States which are responsible for providing 24/7 weather monitoring and forecasts. The NWS Forecast Office in Burlington, Vermont, is vital to providing Vermonters with information on how to prepare for and protect their families from flooding and extreme weather events. The Department of Commerce is reportedly planning to eliminate an additional 1,000 staff from NOAA, including at NWS, in the coming weeks. These cuts, combined with current staffing constraints, could reduce the NWS workforce by 15% just months into 2025.
“NWS would be unable to provide accurate and timely forecasts without sufficient staffing levels at weather forecast offices nationwide. In addition to daily forecasting operations, weather forecast offices are responsible for issuing emergency weather warnings ahead of events such as major floods, wildfire hazards, hurricanes, and blizzard conditions,” wrote the Senators. “As the frequency and severity of such disasters increase, maintaining NWS’s real-time forecasting operations is essential to saving lives and reducing the cost of recovery for disaster-affected communities.”
The Senators continued: “NWS employees and the programs they support are essential to the safety of the millions of Americans impacted by storms and disasters each year. On February 27, 2025, 108 probationary NWS employees were terminated, adding to the 170 staff who accepted the Administration’s ‘deferred resignation’ plan earlier that month. These staffing cuts are already impacting NWS services, forcing NWS to halt weather balloon launches in New York, Maine, and Alaska that provide daily weather data to meteorologists at weather forecast offices across the country.”
“As we head into hurricane season, 30 weather forecast offices are without a meteorologist-in-charge, one is completely without any managers at all, and nearly a dozen are preparing to shut down 24/7 services without immediate action to address shortages,” wrote the Senators. “We urge you to reassess the staffing needs at NOAA and NWS and reinstate terminated probationary employees swiftly.”
The Senators requested answers to the following questions:

How many of the NWS regional weather forecast offices were impacted by terminations or deferred resignations since January 20, 2025? Please provide a list of affected offices, including how many staff departed and how many remain.
With reports of at least one weather forecast office in Goodland, Kansas stopping 24/7 operations due to staffing shortages, how do the Department of Commerce and NOAA plan to maintain continued 24/7 operation of forecasting offices without requiring excessive overtime hours from staff?
With a requested budget cut of $1.311 billion for NOAA’s overall budget, and a $209 million cut for NWS procurement of weather satellites and infrastructure9, how does the Department of Commerce and NOAA plan to ensure adequate staffing and preparedness in the midst of worsening storm seasons, increasing heat waves, and changing weather patterns?
As NWS employees are critical to public safety, especially heading into hurricane season, will the Department of Commerce grant an exemption to the hiring freeze to fill these crucial positions?

In addition to Senator Welch, the letter was cosigned by Senators Chris Van Hollen (D-Md.), Jeff Merkley (D-Ore.), Angela Alsobrooks (D-Md.), Angus King (I-Maine), Tina Smith (D-Minn.), Ron Wyden (D-Ore.), Alex Padilla (D-Calif.), John Hickenlooper (D-Colo.), Reverend Raphael Warnock (D-Ga.), Ed Markey (D-Mass.), Bernie Sanders (I-Vt.), Dick Durbin (D-Ill.), Richard Blumenthal (D-Conn.) and Brian Schatz (D-Hawaii).
Read the full text of the letter to Secretary of Commerce Howard Lutnick and Acting Administrator of the National Oceanic and Atmospheric Administration Laura Grimm.

MIL OSI USA News –

May 30, 2025
MIL-OSI USA: News 05/29/2025 PHOTO: Blackburn Tours Memphis xAI Facilities
US Senate News:
Source: United States Senator Marsha Blackburn (R-Tenn)

NASHVILLE, Tenn. – U.S. Senator Marsha Blackburn (R-Tenn.) released the following photo and statement after touring xAI’s Memphis facilities. In June 2024, xAI announced plans to build the world’s largest AI supercomputer, named Colossus, in Memphis:

“Tennessee is the best state in the nation to do business, and xAI’s Memphis facility is proof that innovative companies thrive when entrpreneurs like Elon Musk choose to set up shop in our state,” said Senator Blackburn. “Touring the site, I witnessed first-hand how xAI is creating hundreds of good-paying jobs, generating millions for Memphis and Shelby County, and partnering with small businesses to give hardworking Memphians exciting economic opportunities. This is only the beginning of what xAI will accomplish, and I’m excited to see how the company continues to grow and flourish for years to come.”

Click here to download this photo of Senator Blackburn.

BACKGROUND
- xAI was founded by Elon Musk in 2023.
- xAI’s Memphis facility occupies a 785,000-square-foot former Electrolux manufacturing plant. xAI has committed more than $10 billion to turn the plant into state-of-the-art super computer.
- Memphis was chosen for a number of strategic reasons, including:
  
  Existing industrial infrastructure, including access to water and energy resources;
  
  Logistical advantages due to the city’s location as a major freight and shipping hub; and
  
  Economic incentives provided by local and state governments eager to bring high-tech jobs and investment to the area.
- In March, xAI announced a significant expansion of its operations in Memphis with the acquisition of a one million square foot property.
- The development of the new facility is expected to attract additional tech companies to the region, further enhancing the city’s status as the “Digital Delta” and contributing to the local economy through job creation and technological advancement.
- xAI has made numerous commitments to the city of Memphis, including:
  
  Constructing an $80 million graywater recycling facility in Southwest Memphis, protecting the Memphis Aquifer for generations to come;
  
  Developing a battery farm that allows its operations to function independently from the local power grid;
  
  Creating over 320 high-paying jobs in Memphis, with 80% of the workforce being local hires. Hundreds of more hires are expected in the coming months and years; and
  
  Generating between $15 and $20 million in tax revenue for the city.
MIL OSI USA News –
May 30, 2025
MIL-OSI USA: SCHUMER WARNS: UNDER CLEAN ENERGY TAX HIKE IN GOP PLAN THAT PASSED HOUSE LAST WEEK, NEW YORK COULD LOSE A STAGGERING 20,000+ JOBS & SEE HIGHER MONTHLY ENERGY BILLS; SENATOR SOUNDS ALARM AND DEMANDS…
US Senate News:
Source: United States Senator for New York Charles E Schumer

Last Week, The House GOP Rushed To Pass Trump’s Tax Giveaway To Billionaires, That Guts Food Assistance And Medicaid, AND Also Kills The Fed Clean Energy Investments NY Companies Are Using To Lower Energy Costs, Create Good-Paying Union Jobs & Bring Manufacturing Back From China

Since The Inflation Reduction Act Passed Three Years Ago, NY Companies Have Announced Over $5 BILLION In Clean Manufacturing Investments Creating Thousands Of Good-Paying Jobs From Long Island To Buffalo; Senator Warns What Will Happen If GOP Doesn’t Back Off Plan To Kill Clean Energy And Manufacturing

Schumer: Trump’s ‘Big Beautiful Bill’ Is An Ugly Mess That Means Bigger Electric Bills & Big Job Losses For New York

Just a week after House Republicans passed Trump’s devastating bill to kill clean energy incentives so they could give tax breaks to billionaires, U.S. Senator Chuck Schumer revealed how tax hikes on clean energy tucked in the bill would be a gut punch to New York’s economy.

Schumer said new data studies from NERA Economic Consulting shows that repealing the clean energy tax credits could cause New York to lose up to 20,300 jobs as clean energy projects are cancelled or scaled back due to lack of incentive, with a whopping nearly $3.5 billion hit to the state’s GDP and New Yorkers paying up to $650 in higher energy costs each year by 2032 if these devastating cuts become law.

“Higher energy bills and many thousands fewer jobs, that’s what New York gets under Trump’s reckless tax bill, which is a giveaway to billionaires and corporations. Already, thousands of New Yorkers were making improvements to their homes to lower their electric bills and make their homes warmer in the harsh winters, now they lose all that support. Thousands of new jobs building clean energy projects in every corner of the state and bringing manufacturing back from China will all be vaporized by the GOP’s ugly budget bill. It is a gut punch to New York and a gift to China, which wants to dominate clean energy manufacturing,” said Senator Schumer. “Losing these clean energy projects means losing cheaper electricity for families and businesses. We need more energy production from many sources including wind and solar and water; we need America to be energy independent and to manufacture clean energy technology here, not overseas, and eliminating these tax credits radically and irresponsibly rolls back all the progress we have made in recent years. It turns America’s clean energy boom into a bust.”

Schumer explained that the bill which passed the Republican House last week would kill clean energy incentives created in the Inflation Reduction Act, these tax credits are already benefiting hundreds of New York businesses with ongoing projects and families who are using them to help improve their homes and lower their electric bills. These cuts are broad and deep to New York’s clean energy sector, Schumer specifically highlighted how the bill would:
- Eliminates the Energy Efficient Home Improvement Tax Credit, which provides families in New York up to $3,200 to help weatherize their homes for better protection in the harsh winters and make improvements to make their homes more energy efficient to lower their electric bills with qualifying items like doors, windows, better insulation and heat pumps.
- Eliminates the Residential Clean Energy Credit, which gives New York families a 30% discount on home energy improvements, like solar panels, heat pumps, or energy storage, that help lower energy bills and keep the lights on during power outages.
- Eliminates the Clean Electricity Investment & Production Credits that support more cheap, clean electricity. With natural gas turbines on a five-year delay, the IRA’s clean electricity tax credits have ensured a robust buildout of wind and solar power while helping keep electricity prices from increasing and spurring demand for American-made energy products.
- Sabotages the Advanced Manufacturing Investment Tax Credit that has generated a more than five-fold increase in investment in manufacturing in the solar and EV supply chains, creating thousands of jobs and shifting these industries out of China to the U.S.
- Eliminates the IRA’s Electric Vehicle Tax Credits that make it cheaper to buy new and used electric and plug-in hybrid cars, and has led to a massive onshoring of EV and battery supply chain manufacturing, undercutting China and bolstering American companies.
- Eliminates the New Energy-Efficient Home Credit that makes it cheaper to build new, highly efficient and affordable homes, expanding the housing supply while reducing energy costs.
- Eliminates the Clean Hydrogen Production Tax Credit that supports American-made clean hydrogen, led by New York companies like Plug Power and Air Products, to be used for clean manufacturing and agriculture.
Schumer said that clean energy investments from the Inflation Reduction Act have created the biggest clean energy boom in American history, but now with many of these core provisions being clawed back or eliminated it risks all the progress that has been made in New York and across the country. The senator said if NY energy projects are forced to stop or scale back, energy costs would increase for families and businesses across the country. With electricity demand surging in New York and across the country, clean energy sources like wind and many other sources of clean power are often the most efficient sources of new electricity, much cheaper than traditional alternatives like natural gas and oil. NERA Economic Consulting estimates costs for New York families could increase by $650 a year, as the Republican plan to gut the clean electricity production and investment tax credits makes it more expensive to provide more electricity, while simultaneously killing the Residential Clean Energy and Energy Efficient Home Improvement tax credits makes it more costly for families to make their homes more efficient and reduce their energy bills.

Schumer added, “Democrats are united in opposing this cruel and counterproductive bill, and these ill-conceived elimination of energy tax credits so they can put more money in the pockets of billionaires. We need the GOP to block these cuts, otherwise it will be American families and our manufacturing future paying the price.”

The Clean Economy Tracker estimates the Inflation Reduction Act’s incentives have spurred over $5 billion worth of investments in clean manufacturing in New York, creating over 7,200 jobs. Schumer said if this House Republican plan goes through, many of the clean energy projects spurred by the IRA could be forced to scale back or even stop and the workers building the future of American energy would be laid off, and projects that otherwise would have come online will never come to fruition. That would impact both major NY employers and manufacturers in the clean energy, manufacturing, electric vehicle, battery, research sector and our small businesses. One example is Geothermal Works in the Hudson Valley, a small Westchester based family business with that helps homes get updated with heat pumps and geothermal systems to lower their electric costs, who said that if the current clean energy cuts go through in the GOP bill it would shutter their business and force them into early retirement.

Below are just some examples of projects spurred by the Inflation Reduction Act in New York State that show why eliminating these provisions could be so harmful:
- Off Long Island, Equinor invested $5 billion in building a massive offshore wind farm project, Empire Wind, that will provide power for hundreds of thousands of homes in New York State, and is supported by tax credits for offshore wind projects created by the Inflation Reduction Act .
- In the Capital Region, Plug Power invested $125 million in a new green hydrogen fuel cell factory in 2023, creating new good paying jobs to boost production of clean hydrogen fuel cells with support from the Fuel Cell Production Tax Credit. Additionally, the company is poised to harness the Clean Hydrogen Production Tax Credit which was created by the Inflation Reduction Act, to spur further growth both in the Capital Region and at Plug’s Henrietta, NY Gigafactory in the Finger Lakes that manufactures Electrolyzers. GE Vernova invested $50 million in a new manufacturing line for its onshore wind business in 2023, hiring 200 new workers with support from a production tax credit for U.S. wind turbine manufacturing created by the Inflation Reduction Act.
- In Western New York, Viridi Parente a fast growing company on Buffalo’s East Side has added hundreds of good-paying jobs growing the domestic battery manufacturing industry with support from clean energy tax credits created by the Inflation Reduction Act, such as the Advanced Manufacturing Production tax credit. Solar Liberty Energy Systems and PanelClaw are installing thousands of solar panels at homes and businesses. Solar Liberty Energy Systems is helping customers navigate available federal clean energy tax credits created by the Inflation Reduction Act to reduce the burden of installation costs while PanelClaw is producing racking systems with help from the American Domestic Manufacturing Bonus tax credit created by the Inflation Reduction Act.
Since Trump was elected, approximately $14 billion worth of manufacturing projects have been outright cancelled, representing more than 13,000 jobs lost. If the GOP plan to raise taxes on energy goes through, those cancellations could balloon to threaten more than $800 billion in private investment in domestic clean energy made in the past three years across the country, according to the Clean Investment Monitor. NERA Economic Consulting estimates that New York could lose an estimated 20,300 jobs if these tax breaks are killed. Schumer said the House Republican bill would repeal the very parts of the Inflation Reduction Act that have helped companies grow in New York and spurred millions of investments, many of which are in Republican districts.

Repealing the clean energy tax incentives would also be a disaster for America and Schumer said that would cede energy manufacturing leadership to China, which already produces a significant amount of the world’s clean technologies like solar panels, wind turbines, and batteries. If companies can no longer support clean energy manufacturing in the United States, they will bring these projects to America’s competitors, and jobs that would’ve otherwise been created in America will be created in countries like China. This will destabilize American supply chains and make American families and businesses reliant on China for cheap energy.

“No matter which way you slice it, the House Republican bill is bad news for New Yorkers. Shutting down projects, killing jobs, and increasing electricity bills would be devastating for our state, which is why we need Republicans to stand up to this bill to save investments in homegrown American energy,” concluded Schumer.
MIL OSI USA News –
May 30, 2025

MIL-OSI Canada: Strengthening Alberta’s market presence in Southeast Asia

Source: Government of Canada regional news (2)

Given the uncertainty surrounding trade in North America and the potential implications of costly tariffs, diversifying Alberta’s international markets is more important than ever. During this mission, Minster Sigurdson will strengthen relationships with Vietnam and the Philippines to increase trade and investment opportunities. This will directly benefit Alberta producers and processors, improving international connections for the province and opening new markets for Alberta agriculture and food products.

“Expanding on our relationships with international partners is an important step towards the diversification of our agricultural markets. Establishing a strong presence in Southeast Asian markets during this groundbreaking mission will help ensure the long-term success of Alberta’s economy and agri-food sector.”

RJ Sigurdson, Minister of Agriculture and Irrigation

The mission is part of Alberta’s overall plan to position the province as a reliable trade partner and attractive market for investors across the globe.

During his visit, Minister Sigurdson will meet with Philippine and Vietnamese agri-businesses, officials and investors to strengthen ties, promote Alberta’s agri-food exports and boost trade and investment opportunities. He will also meet with prospective buyers to reaffirm Alberta as a consistent supplier of high-quality agriculture and agri-food products to Southeast Asia.

The Alberta government is committed to working with its national and international partners to advance shared interests that can lead to new opportunities for agri-businesses in Alberta and around the world.

The Minister will travel with two staff members. Mission expenses will be posted on the travel and expense disclosure page.

Quick facts

In 2024, Vietnam and the Philippines ranked as the second- and third-largest Southeast Asian markets for Alberta’s agriculture and agri-food exports.
That year, exports to Vietnam were valued at $165.4 million and exports to the Philippines were valued at $91.9 million.
- Major products exported to Vietnam included beef, wheat, feeds of vegetable origin, pork, other crude animal products and processed potatoes.
- Major exports to the Philippines included wheat, pork, prepared animal feeds, beef and other meats.
The Philippines and Vietnam have populations of more than 110 million and 101 million, respectively.
Growing populations, combined with rapid urbanization and rising incomes, are driving increased demand for sustainably produced high-quality food in Southeast Asia. This presents opportunities for Alberta’s agriculture and food products.
Canada and the Philippines are currently exploring a potential free trade agreement that could strengthen trade relations and offer Alberta more opportunities to expand its presence in the Philippine market.
Both Canada and Vietnam are members of the Comprehensive and Progressive Agreement for Trans-Pacific Partnership (CPTPP), facilitating trade through reduced tariffs and improved market access.

Itinerary for Minister Sigurdson

May 30 – May 31	Travel to Ho Chi Minh City, Vietnam
June 1
June 2	Meet with Consulate of Canada and Agri-food Trade Commissioner Meet with government leaders in Ho Chi Minh City Meet with key Vietnamese animal feed and livestock industry leaders Meet with Vietnamese flour milling company and tour its facility
June 3	Meet with Vietnamese food processor Meet with meat processor Attend Canada Beef retail promotion Attend Canada Beef networking event
June 4	Meet with key Vietnamese investors in consumer-packaged food products Travel to Manila, Philippines
June 5	Meet with Embassy of Canada to Philippines and Canada’s Indo-Pacific Agriculture and Agri-Food Office Meet with Philippines national feed millers’ organization Meet with Philippine leading fast-food investor Meet with a leading provider of animal nutrition in Southeast Asia Meet with Philippine investor in meat processing and ready to eat meals
June 6	Meet with Philippine food manufacturer and distributor Meet with Philippine food and beverage company Attend an Alberta profiling event with Philippine food influencers and writers Meet with a Philippine leading food and beverage company
June 7	Supermarket tour of Albertan and Canadian products Attend Alberta-beef focused promotional event
June 8	Travel back to Alberta

*Subject to change.

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Itinerary for Minister Sigurdson