Category: Canada

  • MIL-Evening Report: Even as emissions level off, carbon dioxide in the atmosphere is growing faster than ever. Here’s why

    Source: The Conversation (Au and NZ) – By Issy Borley, Research Technician, CSIRO

    Quality Stock Arts/Shutterstock

    Over the last decade, humanity’s emissions of carbon dioxide (CO₂) have stabilised after a period of huge growth. Average growth is now down to just 0.6% per year, compared to 2% per year in the previous decade. But levelling off isn’t the same as declining – and we’ve levelled off at a very high rate of emissions. The Global Carbon Project estimates human activities released a record high of 10.2 gigatonnes of carbon (GtC) in 2024.

    Last year, the atmosphere’s concentration of CO₂ rose at the fastest rate on record. Over the last decade, atmospheric CO₂ increased an average of 2.4 parts per million (ppm) a year. But last year, concentrations jumped by 3.5 ppm, reaching 424 ppm in the atmosphere. These concentrations are more than 50% higher than the pre-industrial period.

    While we’re burning more fossil fuels than ever, recent emissions growth has been offset by falling rates of deforestation and other land use emissions.

    Why are CO₂ concentrations still rapidly increasing? We’re still pumping massive amounts of long-buried CO₂ into our atmosphere. The only way for this carbon to leave the atmosphere is through natural carbon sinks – and they’re struggling to keep up.

    How do we know the amount of CO₂ in the atmosphere?

    Perched on a remote and windy clifftop on Tasmania’s northwest tip lies the Kennaook/Cape Grim Baseline Air Pollution Station. This station has an important job: monitoring baseline changes in atmospheric gases. The location was chosen because air here has travelled hundreds of kilometres over the ocean in an area unaffected by local pollution.

    CSIRO’s Kennaook/Cape Grim monitoring station on Tasmania’s northwestern tip was chosen because of the clean ocean air.
    Issy Borley, CC BY-NC-ND

    For decades, Australian scientists have directly measured the changes to the atmosphere here. Alongside other monitoring stations worldwide, this gives us an accurate and precise record of changes in greenhouse gases and ozone depleting chemicals in the atmosphere.

    Filling the bathtub

    Carbon dioxide is very good at trapping heat. Over the Earth’s 4.5 billion years, pulses of CO₂ have created hothouse worlds, very different to the pleasant climate humans have enjoyed since the last ice age, about 11,000 years ago. The last time CO₂ went past 400 ppm was likely more than two million years ago.

    It’s easy to confuse CO₂ emissions and concentrations of CO₂ in the atmosphere. Emissions influence atmospheric concentrations, but they are not the same.

    Releasing long-buried carbon back into the atmosphere by burning fossil fuels and producing CO₂ emissions is like turning on the tap in a bathtub and the amount of water in the tub is the atmospheric concentration.

    The Earth has natural ways of dealing with carbon dioxide. Plants, soils and oceans are carbon “sinks” – they all draw down carbon from the atmosphere and store it. Think of them as the bath’s plughole.

    If we think of the atmosphere as a bathtub, our emissions are the tap turned on, natural carbon sinks are the plughole and the water in the bath are the atmospheric CO₂ levels.
    Issy Borley, CC BY-NC-ND

    The problem is, we’re filling up the tub with CO₂ much faster than the Earth’s carbon sinks can pull them out. As a result, CO₂ concentration in the atmosphere rises. Atmospheric CO₂ matters because it is what actually influences climate.

    If we apply current global emissions and scenarios where emissions decrease either steadily or rapidly to the CSIRO Simple Carbon-Climate Model, we can estimate how much our bathtub is likely to fill. These graphs show emissions must be significantly cut before we can start to see a fall in atmospheric concentration.

    Why did CO₂ concentration jump last year?

    The single largest influence in last year’s spike in CO₂ concentration is likely to be changes to carbon sinks.

    Every year, oceans, forests and soils absorb about half the emissions humans produce. But this figure isn’t set – it changes as the Earth’s systems change.

    For instance, plants grow more in wetter years and store more carbon in their structures through photosynthesis and growth.

    But climate change is making fires more intense and more frequent. As trees burn, they release stored carbon back to the atmosphere. Emissions from enormous wildfires in Canada in 2023 and South America in 2024 likely contributed to the atmospheric CO₂ jump.

    Recent research suggests a weakened biosphere has strongly contributed. Severe droughts across the northern hemisphere in 2024 cut the ability of the planet’s soils and plant life to soak up and store CO₂.

    The speed at which carbon sinks soak up CO₂ depends on environmental conditions, which are largely out of our control. As climate change worsens, the capacity of natural carbon sinks to draw down our emissions will likely reduce.

    In the bathtub analogy, water leaves the tub through the plughole. If the plughole narrows, less water can escape and our tub will fill up even faster.

    The main lever we can control is the tap on the bathtub – the emissions we produce. Many nations are now cutting their emissions, but not enough to begin the sharp decline in concentration we need.

    In the 1980s, the Earth’s thin, protective layer of ozone – just 10 parts per million – was being eaten away by chlorofluorocarbons (CFCs) and other chemicals in fridges, air conditioners and aerosol cans. Nations replaced these chemicals and the ozone hole began to close. Fossil fuels are far more important to our current way of life than CFCs were. But we now have good options to replace them across many industries.

    This is a crucial moment. Our current rate of emissions will only cause CO₂ concentrations and global temperatures to rise. Natural carbon sinks will not pull out enough carbon to stabilise our climate on a time frame meaningful to humans. The earlier the action and decrease in emissions, the better our future.

    Issy Borley receives funding from the Australian Bureau of Meteorology.

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

    Ray Langenfelds receives funding from the Australian Bureau of Meteorology.

    ref. Even as emissions level off, carbon dioxide in the atmosphere is growing faster than ever. Here’s why – https://theconversation.com/even-as-emissions-level-off-carbon-dioxide-in-the-atmosphere-is-growing-faster-than-ever-heres-why-254072

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI: Preliminary Results for the twelve months ended 31 January 2025

    Source: GlobeNewswire (MIL-OSI)

      ICG Enterprise Trust plc
    Preliminary Results for the twelve months ended 31 January 2025
    8 May 2025
     
         
         
      Highlights

    • Actively-managed Portfolio focused on global mid-market private companies generating resilient growth
    • NAV per Share reaches 2,073p; NAV per Share Total Return* of 10.5% during the year and five-year annualised return of 14.5%
    • Portfolio Return* on a Sterling basis of 10.6%; portfolio companies reporting ~15% LTM earnings growth1
    • 40 Full Exits executed at a weighted-average Uplift to Carrying Value of 19.0%
    • Shareholder-focused capital allocation policy: £59m (5% of opening NAV) returned to shareholders in FY252 (FY24: £35m), of which £36m through buybacks (FY24: £13m) and £23m through dividends of 36p per share (FY24: £22m, 33p per share)
    • Wide range of potential outcomes to market transaction activity; secondaries market could present compelling opportunities
    • Sector positioning, strong origination network and robust balance sheet position us well in current environment
    • Post period-end, announced an additional £107m proceeds from a secondary sale and the realisation of Minimax (largest portfolio company, 3.1% of Portfolio at 31 January 2025)

    1 EBITDA, based on Enlarged Perimeter covering 67% of the Portfolio
    2 Based on dividends declared or proposed for Q1 FY25 – Q4 FY25 inclusive, and buybacks up to and including 31 January 2025

    *This is an Alternative Performance Measure. Please refer to the Glossary for the definition.

     
         
      Jane Tufnell   Oliver Gardey    
      Chair of ICG Enterprise Trust   Portfolio Manager for ICG Enterprise Trust    
        Today’s results demonstrate that our investment strategy can deliver long-term value. Our portfolio companies grew earnings by 15% in the year1, and ICGT generated NAV per Share Total Return of 10.5%, ending the year with NAV per Share of 2,073p.

    During the year, the Board and Manager have been careful in allocating our shareholders’ capital. New investments continued, deploying £181m and making commitments of £83m. Alongside this, we returned £59m of cash to shareholders (5% of our opening NAV) through buybacks and dividends.

    As we enter another period of uncertainty, I am confident our long-term approach can generate value for our shareholders, and I thank you for your continued support.

        Our portfolio companies are delivering solid operational performance (15% earnings growth LTM1). Our resilient Portfolio and robust balance sheet position us well for the current market environment.

    Our active approach to portfolio management is a differentiator for ICGT. As well as making a number of new commitments and investments during the year, we executed a secondary sale post period-end at a 5.5% discount that generated net cash proceeds of £62m for ICGT.

    The investment trust structure enables shareholders to invest efficiently in privately-owned companies. With our track record and network, ICGT is an attractive proposition for those seeking exposure to mature, profitable, cash-generative businesses.

       

    PERFORMANCE OVERVIEW

            Annualised
    Performance to 31 January 2025 3 months 6 months 1 year 3 years 5 years 10 years
    Portfolio Return on a Local Currency Basis 2.9% 6.2% 10.2% 8.9% 15.8% 15.3%
    NAV per Share Total Return 4.3% 7.4% 10.5% 8.9% 14.5% 13.8%
    Share Price Total Return 9.7% 1.5% 12.5% 6.6% 9.6% 11.8%
    FTSE All-Share Index Total Return 6.9% 4.3% 17.1% 7.9% 6.6% 6.5%
    Financial year ended: Jan 2021 Jan 2022 Jan 2023 Jan 2024 Jan 2025
    Fund performance Portfolio return (local currency) 24.9% 24.4% 10.5% 5.9% 10.2%
    Portfolio return (sterling) 26.4% 27.6% 17.0% 3.2% 10.6%
    NAV £952m £1,158m £1,301m £1,283m £1,332m
    NAV per Share Total Return (%) 22.5% 24.4% 14.5% 2.1% 10.5%
                 
    Investment activity New Investments £139m £304m £287m £137m £181m
    As % opening Portfolio 17% 32% 24% 10% 13%
    Realisation Proceeds £137m £334m £252m £171m £151m
    As % opening Portfolio 17% 35% 21% 12% 11%
                 
    Shareholder experience Closing share price 966p 1,200p 1,150p 1,226p 1,342p
    Total dividends per share 24p 27p 30p 33p 36p
    Share Price Total Return 2.8% 27.1% (2.3)% 9.6% 12.5%
    Total shareholder distributions £17m £21m £22m £35m £59m
    As % Realisation Proceeds 12% 6% 9% 20% 39%
               
    – o/w distributions dividends (%) 94% 86% 91% 63% 38%
    – o/w distributions buybacks (%) 6% 14% 9% 37% 62%
    Portfolio activity overview for FY25 Primary Direct Secondary Total ICG-managed
    Local Currency return 8.2% 16.3% 6.4% 10.2% 8.4%
    Sterling return 8.2% 17.0% 7.3% 10.6% 8.8%
    New Investments £115m £58m £8m £181m £21m
    Total Proceeds £101m £13m £37m £151m £60m
    New Fund Commitments £64m £20m £83m £20m
    Closing Portfolio value £789m £507m £228m £1,523m £433m
    % Total Portfolio 52% 33% 15% 100% 28%

    COMPANY TIMETABLE
    A presentation for investors and analysts will be held at 11:00 BST today. A link to the presentation can be found on the Results & Reports page of the Company website. A recording of the presentation will be made available on the Company website after the event.

        FY25 Final Dividend
    Ex-dividend date   3 July 2025
    Record date   4 July 2025
    Dividend payment date   18 July 2025
    Annual General Meeting
    The Annual General Meeting will be held on Tuesday 24 June 2025. The Board will be communicating the format of the meeting separately in the Notice of Meeting. This will include details of how shareholders may register their interest in attending the Annual General Meeting.
    Shareholder Seminar
    We will be holding a Shareholder Seminar for institutional shareholders and research analysts at 3:30pm BST on Wednesday 18 June 2025, with registration starting at 3:15pm BST.

    Shareholders should contact icg-enterprise@icgam.com should they wish to attend.

    Please note that for regulatory reasons this event is only open to institutional investors and research analysts.

    ENQUIRIES

    Institutional investors and analysts:  
    Martin Li, Shareholder Relations, ICG +44 (0) 20 3545 1816
    Nathan Brown, Deutsche Numis +44 (0) 20 7260 1426
    David Harris, Cadarn Capital +44 (0) 20 7019 9042
       
    Media:  
    Clare Glynn, Corporate Communications, ICG +44 (0) 20 3545 1395

    ABOUT ICG ENTERPRISE TRUST

    ICG Enterprise Trust is a leading listed private equity investor focused on creating long-term growth by delivering consistently strong returns through selectively investing in profitable, cash-generative private companies, primarily in Europe and the US, while offering the added benefit to shareholders of daily liquidity.

    We invest in companies directly as well as through funds managed by ICG plc and other leading private equity managers who focus on creating long-term value and building sustainable growth through active management and strategic change.

    NOTES

    Included in this document are Alternative Performance Measures (“APMs”). APMs have been used if considered by the Board and the Manager to be the most relevant basis for shareholders in assessing the overall performance of the Company, and for comparing the performance of the Company to its peers and its previously reported results. The Glossary includes further details of APMs and reconciliations to International Financial Reporting Standards (“IFRS”) measures, where appropriate.

    In the Manager’s Review and Supplementary Information, all performance figures are stated on a Total Return basis (i.e. including the effect of re-invested dividends). ICG Alternative Investment Limited, a regulated subsidiary of Intermediate Capital Group plc, acts as the Manager of the Company.

    DISCLAIMER

    The information contained herein and on the pages that follow does not constitute an offer to sell, or the solicitation of an offer to acquire or subscribe for, any securities in any jurisdiction where such an offer or solicitation is unlawful or would impose any unfulfilled registration, qualification, publication or approval requirements on ICG Enterprise Trust PLC (the “Company”) or its affiliates or agents. Equity securities in the Company have not been and will not be registered under the applicable securities laws of the United States, Australia, Canada, Japan or South Africa (each an “Excluded Jurisdiction”). The equity securities in the Company referred to herein and on the pages that follow may not be offered or sold within an Excluded Jurisdiction, or to any U.S. person (“U.S. Person”) as defined in Regulation S under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or to any national, resident or citizen of an Excluded Jurisdiction.

    The information on the pages that follow may contain forward looking statements. Any statement other than a statement of historical fact is a forward looking statement. Actual results may differ materially from those expressed or implied by any forward looking statement. The Company does not undertake any obligation to update or revise any forward looking statements. You should not place undue reliance on any forward looking statement, which speaks only as of the date of its issuance.

    CHAIR’S STATEMENT

    Dear fellow shareholders,

    For the 12 months to 31 January 2025 ICG Enterprise Trust delivered a NAV per Share Total Return of 10.5% and a Share Price Total Return of 12.5%. Over the last five years, the annualised returns have been 14.5% and 9.6% respectively.

    The Board has declared dividends for the year of 36p (+9% compared to FY24) and reduced ICGT’s share count by 4.3% during the year by returning £36m to shareholders through share buybacks at a weighted average discount of 36.6%.

    INVESTMENT STRATEGY

    The Company’s Portfolio grew 10.2% on a Local Currency Basis during the year (last five years annualised: 15.8%).

    We invest in resilient private companies and are geographically balanced between North America and Europe. During the year we evolved our target portfolio mix towards having more Direct and Secondary Investments, which will help to optimise Portfolio concentration and liquidity.

    COST BASE

    ICGT’s ongoing charges for FY25 were 1.38% (FY24: 1.37%). As a Board, we are committed to providing value for our shareholders and transparent disclosure around our cost. The change in fees and cost savings instigated by the Board in FY24 continued to enhance the net return of our investment strategy delivering £2.0m savings in FY25. We publish a Statement of Expenses that sets out the impact of ICGT’s expenses on the financial returns to shareholders (available at www.icg-enterprise.co.uk/soe) and which has been updated for our FY25 expenses.

    CAPITAL ALLOCATION

    The Board has continued its proactive approach to capital allocation. We balance the potential long-term compounding returns of investments into new portfolio companies with cash returns to shareholders at par via dividends and the value accretion of buying back shares at a discount to NAV. ICGT was the first in our sector to introduce a long-term share buyback programme in FY23, and in FY25 we supplemented this with an opportunistic buyback that has been renewed for FY26.

    Over the last five years, ICGT’s dividend per share has grown at an annualised rate of 9.4% (including the proposed 10.5p final dividend being declared for FY25). The ICGT ordinary dividend per share has now increased for the twelfth consecutive year.

    Since October 2022 our share buybacks have returned £51m to shareholders and acquired shares at a weighted-average discount of 37.5%, increasing NAV per Share by 54p (2.7%). We believe the share buybacks have also increased the liquidity and reduced the volatility of our shares.

    BALANCE SHEET

    We continue to implement our objective of being fully invested through cycles alongside maintaining a robust balance sheet. This allows us to manage our resources in line with our capital allocation policy.

    Having increased our credit facility during the year from €240m to €300m, at 31 January 2025 ICG Enterprise Trust had total available liquidity of £125m and net gearing of 10%. We have announced two transactions post period-end that in aggregate generated Total Proceeds to ICGT of over £100m.

    SALES AND MARKETING

    In aggregate across the Board and Manager we own in excess of 270,000 shares, and are aligned to the success of an investment in ICG Enterprise Trust shares.

    ICGT’s discount remains at levels that the Board feels do not reflect the fundamental value of the shares. The discount is currently 41%. We continue to be challenged by the share price trading at such a discount to NAV and the Board is active in its pursuit of ways to improve the Company’s rating.

    I had a year of strong shareholder engagement, welcomed several new holders to our register and received valuable feedback that has been shared with the Board and Manager. In conjunction with our Manager, our Corporate Broker and our distribution partner we will continue the programme to help the market understand ICGT’s shareholder proposition and its role within investment portfolios.

    OUTLOOK

    Our focus on investing in private equity-owned companies that have resilient growth characteristics gives shareholders access to investments that they cannot reach through public market strategies. ICGT plays a valuable role in our shareholders’ portfolios.

    I believe there is substantial value in our Portfolio and in the new investments the Manager is making on our shareholders’ behalf. Our Portfolio is performing well, and I thank all shareholders for your continued support.

    Jane Tufnell
    Chair
    7 May 2025

    MANAGER’S REVIEW

    Alternative Performance Measures

    The Board and the Manager monitor the financial performance of the Company on the basis of Alternative Performance Measures (‘APM’), which are non-UK-adopted IAS (‘IAS’) measures. The APM predominantly form the basis of the financial measures discussed in this review, which the Board believes assists shareholders in assessing their investment and the delivery of the investment strategy.

    The Company holds certain investments in subsidiary entities. The substantive difference between APM and IAS is the treatment of the assets and liabilities of these subsidiaries. The APM basis ‘looks through’ these subsidiaries to the underlying assets and liabilities they hold, and it reports the investments as the Portfolio APM, gross of the liability in respect of the Co-investment Incentive Scheme. Under IAS, the Company and its subsidiaries are reported separately. The assets and liabilities of the subsidiaries, which include the liability in respect of the Co-investment Incentive Scheme, are presented on the face of the IAS balance sheet as a single carrying value. The same is true for the IAS and APM basis of the cash flow statement.

    The following table sets out IAS metrics and the APM equivalents:

    IFRS (£m) 31 January 2025 31 January 2024 APM (£m) 31 January 2025 31 January 2024
    Investments 1,470 1,296 Portfolio 1,523 1,349
    NAV 1,332 1,283 Realisation Proceeds 151 171
    Cash flows from the sale of portfolio investments 20 41 Total Proceeds 151 239
    Cash flows related to the purchase of portfolio investments 34 25 Total New Investment 181 137

    The Glossary includes definitions for all APM and, where appropriate, a reconciliation between APM and IAS.

    Why private equity

    Every day the lives of those living and working in the US and Western Europe are touched by companies owned by private equity: retailers, payments processors, home security, pet food, health services – the list is long. What typically unites these businesses is that they are profitable and cash generative. These businesses are actively managed by their shareholders, with management teams heavily incentivised to generate returns. Increasingly companies with these characteristics are choosing to grow under private equity ownership and to stay private for longer. Within that, ICGT focuses on a subset of those companies that we expect will generate resilient growth. As more businesses are owned by private equity, we believe it is a structurally attractive allocation within an investment portfolio, with a track record of attractive returns, and significant opportunity to continue that trajectory.

    A share in ICGT gives you access to a unique portfolio of private companies.

    Our investment strategy

    Within developed markets, we focus on investing in buyouts of profitable, cash-generative businesses that exhibit resilient growth characteristics, which we believe will generate strong long-term compounding returns across economic cycles.

    We take an active approach to Portfolio construction, with a flexible mandate that enables us to deploy capital in Primary, Secondary and Direct Investments. Geographically, we focus on the developed markets of North America and Europe which have deep and mature private equity markets.

      Medium-term target Five-year average 31 January 2025
    1. Target Portfolio composition 1      
    Investment category      
    Primary ~40-50% 57% 52%
    Direct ~30-35% 28% 33%
    Secondary ~25-30% 15% 15%
    Geography2      
    North America ~50% 40% 46%
    Europe (inc. UK) ~50% 52% 48%
    Other 8% 6%
           
    2. Balance sheet      
    Net cash/(Net Debt)3 ~0% (1)% (10)%
    1. Five-year average is the linear average of FY exposures for FY21-FY25.
    2. As a percentage of Portfolio.
    3. (Net cash)/debt as a percentage of NAV. Post period-end, we announced Total Proceeds of over £100m from a secondary sale and the realisation of Minimax, see page 14

    ICG Enterprise Trust benefits from access to ICG-managed funds and Direct Investments, which represented 28% of the Portfolio value at period end and generated a 8.4% return on a Local Currency Basis.

    Performance overview

    At 31 January 2025, our Portfolio was valued at £1,523m, and the Portfolio Return on a Local Currency Basis for the financial year was 10.2% (FY24: 5.9%).

    Due to the geographic diversification of our Portfolio, the reported value is impacted by changes in foreign exchange rates. During the period, FX movements affected the Portfolio positively by £5.4m, driven by US dollar appreciation. In sterling terms, Portfolio growth during the period was 10.6%.

    The net result for shareholders was that ICG Enterprise Trust generated a NAV per Share Total Return of 10.5% during FY25, ending the period with a NAV per Share of 2,073p.

    Movement in the Portfolio
    £m
    Twelve months to 31 January 2025 Twelve months to 31 January 2024
    Opening Portfolio1 1,349 1,406
    Total New Investments 181 137
    Total Proceeds (151) (239)
    Portfolio net cashflow 30 (102)
    Valuation movement2 138 83
    Currency movement 6 (39)
    Closing Portfolio 1,523 1,349
    1. Refer to the Glossary. 

    2. 97% of the Portfolio is valued using 31 December 2024 (or later) valuations (FY24: 94%). 

       
    NAV per Share Total Return Twelve months to 31 January 2025 Twelve months to 31 January 2024
    % Portfolio growth (local currency) 10.2% 5.9%
    % currency movement 0.4% (2.7%)
    % Portfolio growth (Sterling) 10.6% 3.2%
    Impact of gearing 0.7% (0.3)%
    Finance costs and other expenses (0.6)% (0.2)%
    Management fee (1.3)% (1.2)%
    Co-investment Incentive Scheme Accrual (0.7)% (0.1)%
    Impact of share buybacks 1.8% 0.7%
    NAV per Share Total Return 10.5% 2.1%

    For Q4 the Portfolio Return on a Local Currency Basis was 2.9% and the NAV per Share Total Return was 4.3%

    Executing our investment strategy

    Commitments
    in the financial year
    Total New Investments
    in the financial year
    Growth
    in the financial year
    Total Proceeds
    in the financial year
    Making commitments to funds, which expect to be drawn over 3 to 5 years Cash deployments into portfolio companies, either through funds or directly Driving growth and value creation of our portfolio companies Cash realisations of investments in Portfolio companies, plus Fund Disposals
    £83m
    (FY24: £153m)
    £181m
    (FY24: £137m)
    £138m
    (FY24: £83m)
    £151m
    (FY24: £239m)

    Commitments

    Our evergreen structure and flexible investment mandate enable us to commit through the cycle, maintaining vintage diversification for our Portfolio and sowing the seeds for future growth.

    During the year we made 7 new Fund Commitments totalling £83.4m, including £19.8m to funds managed by ICG plc, as detailed below:

    Fund Manager Commitment during the period
        Local currency £m
    ICG Strategic Equity V ICG $25.0 m £19.8 m
    Leeds VIII Leeds Equity $20.0 m £15.7 m
    Investindustrial VIII Investindustrial €15.0 m £12.9 m
    Oak Hill VI Oak Hill $15.0 m £11.9 m
    Thoma Bravo XVI Thoma Bravo $15.0 m £11.7 m
    Valeas I Valeas $10.0 m £7.5 m
    American Securities IX American Securities $5.0 m £4.0 m

    At 31 January 2025, ICG Enterprise Trust had outstanding Undrawn Commitments of £553.2m

    Movement in outstanding Commitments Year to 31 January 2025
    £m
    Undrawn Commitments as at 1 February 2024 552.0
    New Fund Commitments 83.4
    New Commitments relating to Direct Investments 65.3
    Total New Investments (181.4)
    Currency and other movements 33.9
    Undrawn commitments as at 31 January 2025 553.2

    Total Undrawn Commitments at 31 January 2025 comprised £419.1m of Undrawn Commitments to funds within their Investment Period, and a further £134.1m was to funds outside their Investment Period.

      31 January 2025
    £m
    31 January 2024
    £m
    Undrawn Commitments – funds in Investment Period 419.1 434.2
    Undrawn Commitments – funds outside Investment Period 134.1 117.7
    Total Undrawn Commitments 553.2 552.0
    Total available liquidity (including debt facility) (124.6) (195.9)
    Overcommitment net of total available liquidity 428.6 356.1
    Overcommitment % of net asset value 31.1% 27.7%

    Commitments are made in the funds’ underlying currencies. The currency split of the Undrawn Commitments at 31 January 2025 was as follows:

      31 January 2025 31 January 2024
    Undrawn Commitments £m % £m %
    US Dollar 310.3 56.1% 290 52.5%
    Euro 213.1 38.5% 236 42.7%
    Sterling 29.8 5.4% 26 4.8%
    Total 553.2 100.0% 552.0 100.0%

    Investments

    Total new investments of £181.4m during the period, of which 12% (£21.1m) were alongside ICG. New investment by category detailed in the table below:

    Investment Category

    Cost (£m)

    % of New Investments
    Primary 115.5 63.6%
    Direct 58.4 32.2%
    Secondary 7.6 4.2%
    Total 181.4 100.0%

    The five largest new investments in the period were as follows:

    Investment Description Manager Country Cost £m1
    Datasite Provider of software focused on virtual data rooms ICG United States 18.4
    Visma Provider of business management software and outsourcing services Hg Norway 14.5
    Audiotonix Manufacturer of audio mixing consoles PAI United Kingdom 14.0
    Multiversity Provider of online higher education courses. ICG/CVC Italy 9.4
    Avid Bioservices Provider of biologics development and manufacturing services GHO United States 7.3
    Top 5 largest underlying new investments 63.6

    1 Represents ICG Enterprise Trust’s indirect investment (share of fund cost) plus any Direct Investments in the period.

    Occasionally ICGT simultaneously has both a realisation from and an investment into the same company in the same period. This typically occurs when an underlying fund sells a company that is purchased by another fund within ICGT’s portfolio. During FY25 shareholders will note that Datasite and Visma appear both in the top 5 realisations and top 5 new investments, which is a result of this situation.

    GROWTH

    The Portfolio grew by £138.0m (+10.2%) on a Local Currency Basis in the 12 months to 31 January 2025.

    Growth across the Portfolio was split as follows:

    • By investment type: growth was spread across Primary (8.2%), Secondary (6.4%) and Direct (16.3%)
    • By geography: North America and Europe experienced growth of 12.1% and 8.4% respectively

    The growth in the Portfolio is underpinned by the performance of our portfolio companies, which delivered robust financial performance during the period:

      Top 30 Enlarged Perimeter
    Portfolio coverage 41% 67%
    Last Twelve Months (‘LTM’) revenue growth 9.0% 11.2%
    LTM EBITDA growth 15.5% 15.3%
    Net Debt / EBITDA 4.0x 4.4x
    Enterprise Value / EBITDA 15.4x 15.2x
    Note: values are weighted averages for the respective portfolio segment; see Glossary for definition and calculation methodology

    QUOTED COMPANY EXPOSURE

    We do not actively invest in publicly quoted companies but gain listed investment exposure when IPOs are used as a route to exit an investment. In these cases, exit timing typically lies with the manager with whom we have invested.

    At 31 January 2025, ICG Enterprise Trust’s exposure to quoted companies was valued at £73.1m, equivalent to 4.8% of the Portfolio value (31 January 2024: 4.8%). Across the Portfolio, quoted positions resulted in a £4.3m increase in Portfolio NAV during the period. The share price of our largest listed exposure, Chewy, increased by 119% in local currency (USD) during the period. This positively impacted the Portfolio Return on a Local Currency Basis by approximately 0.8%.

    At 31 January 2025 Chewy was the only quoted investment that individually accounted for 0.5% or more of the Portfolio value:

    Company Ticker 31 January 2025
    % of Portfolio value
    Chewy CHWY-US 2.0%
    Other companies   2.8%
    Total   4.8%

    REALISATIONS

    During FY25, the ICG Enterprise Trust Portfolio generated Total Proceeds of £150.8m.

    Realisation activity during the period included 40 Full Exits generating proceeds of £73.7m. These were completed at a weighted average Uplift to Carrying Value of 19% and represent a weighted average Multiple to Cost of 2.9x for those investments.

    Realisation Manager Description Country Proceeds £m
    VettaFi ICG Provider of master limited partnerships (“MLP”) indices United States 10.2
    Visma ICG Provider of business management software and outsourcing services Norway 8.2
    Datasite ICG Provider of software focused on virtual data rooms United States 7.8
    Compass Community Graphite Provider of fostering services and children residential care United Kingdom 7.4
    IRIS ICG Provider of software and services for the accountancy and payroll sectors United Kingdom 7.0
    Total of 5 largest underlying realisations   40.7

    Balance sheet and liquidity

    Net assets at 31 January 2025 were £1,332m, equal to 2,073p
    per share.

    The Company had net debt of £128m and at 31 January 2025, the Portfolio represented 114% of net assets (31 January 2024: 105%).

      £m % of net assets
    Portfolio 1,523.1 114.3%
    Cash 3.9 0.3%
    Drawn debt (131.9) (9.9)%
    Co-investment Incentive Scheme Accrual (53.9) (4.0)%
    Other net current liabilities (8.8) (0.7)%
    Net assets 1,332.4 100.0%

    Our objective is to be fully invested through the cycle, while ensuring that we have sufficient financial resources to be able to take advantage of attractive investment opportunities as they arise.

    During the year, our balance sheet flexibility was enhanced through an increase in the credit facility size from €240m to €300m. This change was effective from 20 December 2024.

    At 31 January 2025, ICG Enterprise Trust had a cash balance
    of £3.9m (31 January 2024: £11.2m) and total available liquidity of £124.6m (31 January 2024: £195.9m).

      £m
    Cash at 31 January 2024 11.2
    Total Proceeds 150.8
    New investments (181.4)
    Debt drawn down 111.9
    Shareholder returns (58.2)
    Management fees (16.0)
    FX and other expenses (13.5)
    Cash at 31 January 2025 3.9
    Available undrawn debt facilities 120.7
    Total available liquidity 124.6

    Dividend and share buyback

    ICG Enterprise Trust has a progressive dividend policy alongside two share buyback programmes to return capital to shareholders.

    DIVIDENDS

    The Board has declared a dividend of 10.5p per share in respect of the fourth quarter, taking total dividends for the year to 36p (FY24: 33p). It is the twelfth consecutive year of ordinary dividend per share increases.

    SHARE BUYBACKS

    The following purchases have been made under the Company’s share buyback programmes:

      Long-term Opportunistic Total
      FY253 Since inception1 FY253 Since inception2 FY253 Since
    inception
    Number of shares purchased 1,420,500 2,752,688 1,492,175 1,492,175 2,912,675 4,244,863
    % of opening shares since buyback started         4.3% 6.2%
    Capital returned to shareholders £17.3m £32.6m £18.3m £18.3m £35.6m £50.8m
    Number of days shares have been acquired 87 183 11 11 98 194
    Weighted average discount to last reported NAV 37.0% 38.3% 36.2% 36.2% 36.6% 37.5%
    NAV per Share accretion (p)         36.5 54.1
    NAV per Share accretion (% of NAV)         1.8% 2.7%

    1.Since October 2022 (which was when the long-term share buyback programme was launched) up to and including 31 January 2025.

    2. Since May 2024 (which was when the opportunistic buyback programme was launched) up to and including 31 January 2025.

    3. Based on company-issued announcements / date of purchase, rather than date of settlement.

    Note: aggregate consideration excludes commission, PTM and SDRT.

    The Board believes the long-term buyback programme demonstrates the Manager’s discipline around capital allocation; underlines the Board’s confidence in the long-term prospects of the Company, its cash flows and NAV; will enhance the NAV per Share; and, over time, may positively influence the volatility of the Company’s discount and its trading liquidity.

    During the period, the Board announced an opportunistic share buyback programme for FY25 of up to £25m. This is intended to enable us to take advantage of current trading levels, when the ability to purchase shares in meaningful size at a significant discount presents itself. It was renewed for FY26 for an additional year up to £25m.

    Foreign exchange rates

    The details of relevant foreign exchange rates applied in this report are provided in the table below:

      Average rate for FY25 Average rate for FY24 31 January 2025 year end 31 January 2024 year end
    GBP:EUR 1.18 1.15 1.20 1.17
    GBP:USD 1.28 1.25 1.24 1.27
    EUR:USD 1.08 1.08 1.04 1.08

    Activity since the period end

    Notable activity between 1 February 2025 and 31 March 2025 has included:

    • Four new Fund Commitments for a combined value of £64m
    • New investments of £39m
    • Realisation Proceeds of £26m

    From 1 February 2025 up to and including 30 April 2025, 718,000 shares (£8.9m) were bought back at a weighted-average discount to NAV of 37.9%.

    In addition, during the month of April 2025, we announced that proceeds of £107m were received as a result of two transactions:

    • Secondary sale (£62m net proceeds), executed at a discount of 5.5% to 30 September 2024 valuation and realising a 1.6x return on invested cost (15% IRR)
    • Realisation of Minimax (€53m (£45m) proceeds), ICGT’s largest portfolio company at 31 January 2025 (3.1% of Portfolio value). ICG Enterprise Trust is reinvesting €10m in the next stage of Minimax’s growth alongside Management and other investors including certain ICG funds.

    ICG Private Equity Funds Investment Team

    7 May 2025

    SUPPLEMENTARY INFORMATION

    This section presents supplementary information regarding the Portfolio (see Manager’s Review and the Glossary for further details and definitions).

    Portfolio composition

    Portfolio by calendar year of investment % of value of underlying investments
    31 January 2025
    % of value of underlying investments
    31 January 2024
    2025 0.5% —%
    2024 10.1% —%
    2023 7.6% 6.9%
    2022 18.5% 18.7%
    2021 25.7% 27.9%
    2020 8.6% 11.4%
    2019 10.3% 12.4%
    2018 7.3% 10.5%
    2017 2.2% 4.2%
    2016 and older 9.2% 8.0%
    Total 100.0% 100.0%
    Portfolio by sector % of value of underlying investments
    31 January 2025
    % of value of underlying investments
    31 January 2024
    TMT 29.9% 25.3%
    Consumer goods and services 18.1% 17.5%
    Healthcare 11.5% 11.3%
    Business services 12.4% 13.1%
    Industrials 7.8% 7.9%
    Education 5.0% 7.4%
    Financials 7.6% 5.7%
    Leisure 4.0% 7.3%
    Other 3.7% 4.5%
    Total 100.0% 100.0%
    Portfolio by fund currency1 31 January 2025
    £m
    31 January 2025
    %
    31 January 2024
    £m
    31 January 2024
    %
    US Dollar 796 52.3% 674 49.9%
    Euro 584 38.4% 555 41.2%
    Sterling 140 9.2% 120 8.9%
    Total 1,523   1,349 100.0%
    1 Currency exposure by reference to the reporting currency of each fund .

    Portfolio Dashboard

    The tables below provide disclosure on the composition and dispersion of financial and operational performance for the Top 30 and the Enlarged Perimeter. At 31 January 2025, the Top 30 Companies represented 40.2% of the Portfolio by value and the Enlarged Perimeter represented 66.9% of total Portfolio value. This information is prepared on a value-weighted basis, based on contribution to Portfolio value at 31 January 2025. Datasets for Top 30 companies and ‘Enlarged perimeter’ are not distinct and will have some overlap.

      % of value at 31 January 2025
    Sector exposure Top 30 Enlarged Perimeter
    TMT 17.3% 30.2%
    Business services 16.9% 13.9%
    Consumer goods and services 14.0% 17.3%
    Industrials 27.3% 8.7%
    Healthcare 8.4% 10.0%
    Education 6.9% 6.5%
    Leisure 6.8% 5.1%
    Financials 2.4% 5.1%
    Other —% 3.2%
    Total 100.0% 100.0%
      % of value at 31 January 2025
    Geographic exposure1 Top 30 Enlarged Perimeter
    North America 43.6% 45.0%
    Europe 50.3% 50.5%
    Other 6.1% 4.5%
    Total 100.0% 100.0%
    1 Geographic exposure is calculated by reference to the location of the headquarters of the underlying Portfolio companies
        % of value at 31 January 2025
    LTM revenue growth Top 30 Enlarged Perimeter
    <-10% 3.2% 4.0%
    `-10-0% 9.0% 10.2%
    0-10% 59.4% 47.0%
    10-20% 15.2% 20.6%
    20-30% 3.6% 5.6%
    >30% 9.6% 10.0%
    n.a.1 —% 2.7%
    Weighted average 9.0% 11.2%
    Note: for consistency, any excluded investments are excluded for all dispersion analysis.
        % of value at 31 January 2025
    LTM EBITDA growth Top 30 Enlarged Perimeter
    <-10% 5.8% 7.2%
    `-10-0% 9.7% 10.3%
    0-10% 31.4% 27.5%
    10-20% 21.9% 23.0%
    20-30% 7.2% 8.9%
    >30% 24.0% 19.9%
    n.a1 —% 3.2%
    Weighted average 15.5% 15.3%
    Note: for consistency, any excluded investments are excluded for all dispersion analysis.
        % of value at 31 January 2025
    EV/EBITDA multiple Top 30 Enlarged Perimeter
    0-10x 8.5% 10.4%
    10-12x 17.2% 16.4%
    12-13x 8.1% 7.8%
    13-15x 18.6% 18.0%
    15-17x 25.9% 21.7%
    17-20x 6.5% 7.7%
    >20x 15.2% 15.4%
    n.a.1 —% 2.6%
    Weighted average 15.4x 15.2x
    Note: for consistency, any excluded investments are excluded for all dispersion analysis.
        % of value at 31 January 2025
    Net Debt / EBITDA Top 30 Enlarged Perimeter
    <2x 27.2% 17.3%
    2-4x 17.3% 19.9%
    4-5x 14.1% 15.7%
    5-6x 6.7% 13.2%
    6-7x 26.0% 17.8%
    >7x 8.7% 11.2%
    n.a.1 —% 5.1%
    Weighted average 4.0x 4.4x
    Note: for consistency, any excluded investments are excluded for all dispersion analysis.

    Top 30 companies
    The table below presents the 30 companies in which ICG Enterprise Trust had the largest investments by value at 31 January 2025. The valuations are gross of underlying managers fees and carried interest.

      Company Manager Year of investment Country Value as a % of Portfolio
    1 Minimax        
      Supplier of fire protection systems and services ICG 2018 Germany 3.1%
    2 Froneri        
      Manufacturer and distributor of ice cream products PAI 2013 / 2019 United Kingdom 2.5%
    3 Chewy        
      Online retailer of premium pet food and products BC Partners 2022 United States 2.0%
    4 Datasite        
      Provider of software focused on virtual data rooms ICG 2024 United States 1.9%
    5 Leaf Home Solutions        
      Provider of home maintenance services Gridiron 2016 United States 1.6%
    6 Visma        
      Provider of business management software and outsourcing services Hg/ICG 2024 Norway 1.6%
    7 Circana        
      Provider of mission-critical data and predictive analytics to consumer goods manufacturers New Mountain 2022 United States 1.6%
    8 European Camping Group        
      Operator of premium campsites and holiday parks PAI 2021 / 2023 France 1.5%
    9 Davies Group        
      Provider of speciality business process outsourcing services BC Partners 2021 United Kingdom 1.5%
    10 Ambassador Theatre Group        
      Operator of theatres and ticketing platforms ICG 2021 United Kingdom 1.4%
    11 Precisely        
      Provider of enterprise software Clearlake/ICG 2021 / 2022 United States 1.3%
    12 Newton        
      Provider of management consulting services ICG 2021 / 2022 United Kingdom 1.3%
    13 David Lloyd Leisure        
      Operator of premium health clubs TDR 2013 / 2020 United Kingdom 1.3%
    14 Curium Pharma        
      Supplier of nuclear medicine diagnostic pharmaceuticals ICG 2020 United Kingdom 1.3%
    15 PSB Academy        
      Provider of private tertiary education ICG 2018 Singapore 1.3%
    16 Crucial Learning        
      Provider of corporate training courses focused on communication skills and leadership development Leeds Equity 2019 United States 1.3%
    17 Class Valuation        
      Provider of residential mortgage appraisal management services Gridiron 2021 United States 1.3%
    18 Domus        
      Operator of retirement homes ICG 2017 / 2021 France 1.2%
    19 Yudo        
      Designer and manufacturer of hot runner systems ICG 2017 / 2018 South Korea 1.2%
    20 ECA Group        
      Provider of autonomous systems for the aerospace and maritime sectors ICG 2022 France 1.1%
    21 Brooks Automation        
      Provider of semiconductor manufacturing solutions THL 2021 / 2022 United States 1.0%
    22 Planet Payment        
      Provider of integrated payments services focused on hospitality and luxury retail Advent/Eurazeo/ICG 2021 Ireland 1.0%
    23 Ivanti        
      Provider of IT management solutions Charlesbank/ICG 2021 United States 1.0%
    24 Vistage        
      Provider of CEO leadership and coaching for small and mid-size businesses in the US Gridiron 2022 United States 1.0%
    25 Audiotonix        
      Manufacturer of audio mixing consoles PAI 2024 United Kingdom 0.9%
    26 DigiCert        
      Provider of enterprise security solutions ICG 2021 United States 0.9%
    27 Ping Identity        
      Provider of intelligent access management solutions Thoma Bravo 2022 / 2023 United States 0.9%
    28 KronosNet        
      Provider of tech-enabled customer engagement and business solutions ICG 2022 Spain 0.8%
    29 Archer Technologies        
      Provider of governance, risk and compliance software Cinven 2023 United States 0.7%
    30 Silvus Technologies        
      Developer of mobile communications datalinks used in law enforcement, unmanned systems and other commercial/industrial applications TJC 2019 United States 0.7%
      Total of the 30 largest underlying investments       40.2%

    The 30 largest fund investments
    The table below presents the 30 largest fund investments by value at 31 January 2025. The valuations are net of underlying managers’ fees and carried interest.

      Fund Year of commitment Value £m Outstanding commitment £m
    1 PAI Strategic Partnerships **      
      Mid-market and large buyouts 2019 34.6 0.2
    2 ICG Strategic Equities Fund IV      
      GP-led secondary transactions 2021 32.9 7.1
    3 ICG Strategic Equities Fund III      
      GP-led secondary transactions 2018 31.0 11.2
    4 ICG Europe VII      
      Mezzanine and equity in mid-market buyouts 2018 30.7 6.1
    5 CVC European Equity Partners VII      
      Large buyouts 2017 25.7 2.9
    6 PAI Europe VII      
      Mid-market and large buyouts 2017 24.6 2.4
    7 ICG Ludgate Hill (Feeder B) SCSp      
      Secondary portfolio 2021 23.8 13.6
    8 ICG Europe VIII      
      Mezzanine and equity in mid-market buy-outs 2021 23.6 14.3
    9 Gridiron Capital Fund III      
      Mid-market buyouts 2016 23.4 1.3
    10 Resolute IV      
      Mid-market buyouts 2018 23.0 0.9
    11 Gridiron Capital Fund IV      
      Mid-market buyouts 2019 21.5 0.5
    12 ICG Augusta Partners Co-Investor **      
      Secondary fund restructurings 2018 20.5 17.8
    13 Oak Hill V      
      Mid-market buyouts 2019 19.9 0.6
    14 Seventh Cinven      
      Large buyouts 2019 19.8 1.8
    15 Graphite Capital Partners VIII *      
      Mid-market buyouts 2013 19.3 4.1
    16 Graphite Capital Partners IX      
      Mid-market buyouts 2018 18.4 2.3
    17 ICG Ludgate Hill III      
      Secondary portfolio 2022 18.0 5.7
    18 Resolute V      
      Mid-market buyouts 2021 17.1 1.4
    19 Advent Global Private Equity IX      
      Large buyouts 2019 16.4 0.5
    20 ICG Ludgate Hill (Feeder) II Boston SCSp      
      Secondary portfolio 2022 16.0 5.4
    21 New Mountain Partners VI      
      Mid-market buy-outs 2020 14.9 0.5
    22 Investindustrial VII      
      Mid-market buyouts 2019 14.0 4.9
    23 ICG Europe Mid-Market Fund      
      Mezzanine and equity in mid-market buyouts 2019 13.5 5.5
    24 CVC Capital Partners VIII      
      Large buyouts 2020 13.4 0.5
    25 Bowmark Capital Partners VI      
      Mid-market buyouts 2018 13.1 3.4
    26 Tailwind Capital Partners III      
      Mid-market buyouts 2018 13.1 2.2
    27 BC European Capital X      
      Large buyouts 2016 13.1 1.4
    28 Thomas H Lee Equity Fund IX      
      Mid-market and large buyouts 2021 12.9 4.0
    29 Permira VII      
      Large buyouts 2019 12.6 1.6
    30 ICG LP Secondaries Fund I LP      
      LP-led secondary transactions 2022 12.2 41.1
      Total of the largest 30 fund investments   593.0 165.3
      Percentage of total investment Portfolio   39.1%  

    *All or part of interest acquired through a secondary sale.

    **Includes the associated Top Up funds.

    HOW WE MANAGE RISK

    Identifying and evaluating the strategic, financial and operational impact of our key risks

    The execution of the Company’s investment strategy is subject to a variety of risks and uncertainties, and the Board and Manager have identified several principal risks to the Company’s business. As part of this process, the Board has put in place an ongoing process to identify, assess and monitor the principal and emerging risks facing the Company, including those that would threaten its business model, future performance, solvency or liquidity.

    RISK MANAGEMENT FRAMEWORK

    The Board is responsible for risk management and determining the Company’s overall risk appetite. The Audit Committee assesses and monitors the risk management framework and specifically reviews the controls and assurance programmes in place.

    PRINCIPAL RISKS

    The Company’s principal risks are individual risks, or a combination of risks, that could threaten the Company’s business model, future performance, solvency or liquidity.

    Details of the Company’s principal risks, potential impact, controls and mitigating factors are set out on pages 23 to 27.

    OTHER RISKS

    Other risks, including reputational risk, are potential outcomes of the principal risks materialising. These risks are actively managed and mitigated as part of the wider risk management framework of the Company and the Manager.

    EMERGING RISKS

    Emerging risks are considered by the Board and are regularly assessed to identify any potential impact on the Company and to determine whether any actions are required. Emerging risks often include those related to regulatory/legislative change and macro-economic and political change.

    The Company depends upon the experience, skill and reputation of the employees of the Manager. The Manager’s ability to retain the service of these individuals, who are not obligated to remain employed by the Manager, and recruit successfully, is a significant factor in the success of the Company.

    PRINCIPAL RISKS AND UNCERTAINTIES

    The Company considers its principal risks (as well as several underlying risks comprising each principal risk) in four categories:

    1. Investment risks: the risk to performance resulting from ineffective or inappropriate investment selection, execution or monitoring.
    2. External risks: the risk of failing to deliver the Company’s investment objective and strategic goals due to external factors beyond the Company’s control.
    3. Operational risks: the risk of loss resulting from inadequate or failed internal processes, people or systems and external events, including regulatory risk.
    4. Financial risks: the risk of adverse impact on the Company due to having insufficient resources to meet its obligations or counterparty failure and the impact any material movement in foreign exchange rates may have on underlying valuations.

    RISK ASSESSMENT PROCESS

    A comprehensive risk assessment process is undertaken regularly to re-evaluate the impact and probability of each risk materialising and the strategic, financial and operational impact of the risk. Where the residual risk is determined to be outside appetite, appropriate action is taken. Further information on risk factors is set out within the financial statements.

    Risk appetite and tolerance

    The Board acknowledges and recognises that in the normal course of business, the Company is exposed to risk and it is willing to accept a certain level of risk in managing the business to achieve its targeted returns. The Board’s risk appetite framework provides a basis for the ongoing monitoring of risks and enables dialogue with respect to the Company’s current and evolving risk profile, allowing strategic and financial decisions to be made on an informed basis.

    The Board considers several factors to determine its acceptance for each principal risk and categorises acceptance for each risk as low, moderate and high. Where a risk is approaching or is outside the tolerance set, the Board will consider the appropriateness of actions being taken to manage the risk. In particular, the Board has a lower tolerance for financing risk with the aim to ensure that even under a stress scenario, the Company is likely to meet its funding requirements and financial obligations. Similarly, the Board has a low risk tolerance concerning operational risks including legal, tax and regulatory compliance and business process and continuity risk.

    How we manage and mitigate our key risks

    RISK IMPACT MITIGATION CHANGE IN THE YEAR
    INVESTMENT RISKS      
    INVESTMENT PERFORMANCE

    The Manager selects the fund investments and Direct Investments for the Company’s Portfolio, executing the investment strategy approved by the Board. The underlying managers of those funds in turn select individual investee companies. The origination, investment selection and management capabilities of both the Manager and the third-party managers are key to the performance of the Company.

    Poor origination, investment selection and monitoring by the Manager and/or third-party managers which may have a negative impact on Portfolio performance. The Manager has a strong track record of investing in private equity through multiple economic cycles. The Manager has a highly selective investment approach and disciplined process, which is overseen by ICG Enterprise Trust’s Investment Committee within the Manager, which comprises a balance of skills and perspectives.

    Further, the Company’s Portfolio is diversified, reducing the likelihood of a single investment decision impacting Portfolio performance.

    Stable

    The Board is responsible for ensuring that the investment policy is met. The day-to-day management of the Company’s assets is delegated to the Manager under investment guidelines determined by the Board. The Board regularly reviews these guidelines to ensure they remain appropriate and monitors compliance with the guidelines through regular reports from the Manager, including performance reporting. The Board also reviews the investment strategy at least annually.

    Following this assessment and other considerations, the Board concluded that investment performance risk has remained stable.

    VALUATION

    In valuing its investments in private equity funds and unquoted companies and publishing its NAV, the Company relies to a significant extent on the accuracy of financial and other information provided by the underlying managers to the Manager. There is the potential for inconsistency in the valuation methods adopted by the managers of these funds and companies and for valuations to be misstated.

    Incorrect valuations being provided would lead to an incorrect overall NAV. The Manager carries out a formal valuation process quarterly including a review of third-party valuations.

    This process includes a comparison of unaudited valuations to latest audited reports, as well as a review of any potential adjustments that are required to ensure the valuations of the underlying investments are in accordance with the fair market value principles required under UK-adopted International Accounting Standards (‘IAS’).

    Stable

    The Board regularly reviews and discusses the valuation process in detail with the Manager, including the sources of valuation information and methodologies used.

    Following this assessment and other considerations, the Board concluded that there was no material change in valuation risk.

    EXTERNAL RISKS      
    POLITICAL AND MACRO-ECONOMIC UNCERTAINTY
    Political and macro-economic uncertainty and other global events, such as pandemics, that are outside the Company’s control could adversely impact the environment in which the Company and its investment portfolio companies operate.
    Changes in the political or macro-economic environment could significantly affect the performance of existing investments (and valuations) and prospects for realisations. In addition, they could impact the number of credible investment opportunities the Company can originate. The Manager uses a range of complementary approaches to inform strategic planning and risk mitigation, including active investment management, profitability and balance sheet scenario planning and stress testing to ensure resilience across a range of outcomes.
    The process is supported by a dedicated in-house economist and professional advisers where appropriate.
    Increasing
    The Board monitors and reviews the potential impact on the Company from political and economic developments on an ongoing basis, including input and discussions with the Manager.
    Incorporating these views and other considerations, the Board concluded that this risk had increased.
    CLIMATE CHANGE
    The underlying managers of the fund investments and Direct Investments in the Company’s Portfolio fail to ensure that their portfolio companies respond to the emerging threats from climate change.
    Climate-related transition risks, driven in particular by abrupt shifts in the political and technological landscape, impact the value of the Company’s Portfolio. The Manager has a well-defined, firm-wide Responsible Investing Policy and sustainable investing framework in place.
    A tailored sustainable investing framework applies across all stages of the Company’s investment process.
    Stable

    The Board monitors and reviews the potential impact to the Company from failures by underlying managers to mitigate the impact of climate change on portfolio company valuation.

    THE LISTED PRIVATE
    EQUITY SECTOR
    The listed private equity sector could fall out of favour with investors leading to a reduction in demand for the Company’s shares.
    A change in sentiment to the sector has the potential to damage the Company’s reputation and impact the performance of the Company’s share price and widen the discount the shares trade at relative to NAV per Share, causing shareholder dissatisfaction. Private equity continues to outperform public markets over the long term and has proved to be an attractive asset class through various cycles. The Manager is active in marketing the Company’s shares to a wide variety of investors to ensure the market is informed about the Company’s performance and investment proposition.
    In setting the capital allocation policy, including the allocations to dividends and share buybacks, the Board monitors the discount to NAV and considers appropriate solutions to address any ongoing or substantial discount to NAV.
    Increasing
    The persistence of the discount to NAV, together with other sector uncertainties, indicates an increase in risk.
    The Board receives regular updates from the Company’s broker and is kept informed of all material discussions with investors and analysts.
    FOREIGN EXCHANGE
    The Company has continued to expand its geographic diversity by making investments in different countries. Accordingly, most investments are denominated in US dollars and euros.
    The Company does not hedge its foreign exchange exposure. Therefore, movements in exchange rates between these currencies may have a material effect on the underlying sterling valuations of the investments and performance of the Company. The Board regularly reviews the Company’s exposure to currency risk and reconsiders possible hedging strategies on at least an annual basis.
    Furthermore, the Company’s multicurrency bank facility permits the borrowings to be drawn in euros and US dollars, if required.
    Stable
    The Board reviewed the Company’s exposure to currency risk and possible hedging strategies and concluded that there was no material change in foreign exchange risk during the year and that it remains appropriate for the Company not to hedge its foreign exchange exposure.
    OPERATIONAL RISKS      
    REGULATORY, LEGAL
    AND TAX COMPLIANCE
    Failure by the Manager to comply with relevant regulation and legislation could have an adverse impact on the Company. Additionally, adherence to changes in the legal, regulatory and tax framework applicable to the Manager could become onerous, lessening competitive or market opportunities.
    The failure of the Manager and the Company to comply with the rules of professional conduct and relevant laws and regulations could expose the Company to regulatory sanction and penalties as well as significant damage to its reputation. The Board is responsible for ensuring the Company’s compliance with all applicable regulatory, legal and tax requirements. Monitoring of this compliance has been delegated to the Manager, of which the in-house Legal, Compliance and Risk functions provide regular updates to the Board covering relevant changes to regulation and legislation.
    The Board and the Manager continually monitor regulatory, legislative and tax developments to ensure early engagement in any areas of potential change.
    Stable
    The Company remains responsive to a wide range of developing regulatory areas; and will continue to enhance its processes and controls in order to remain compliant with current and expected legislation.
    KEY PROFESSIONALS
    Loss of key professionals at the Manager could impair the Company’s ability to deliver its investment strategy and meet its external obligations if replacements are not found in a timely manner.
    If the Manager’s team is not able to deliver its objectives, investment opportunities could be missed or misevaluated, while existing investment performance may suffer. The Manager regularly updates the Board on team developments and succession planning. The Manager places significant focus on:
    Developing key individuals to ensure that there is a pipeline of potential succession candidates internally. External appointments are considered if that best satisfies the business needs.
    A team-based approach to investment decision-making, i.e. no one investment professional has sole responsibility for an investment or fund manager relationship.
    Sharing insights and knowledge widely across the investment team, including discussing all potential new investments and the overall performance of the Portfolio.
    Designing and implementing a compensation policy that helps to minimise turnover of key people.
    Stable
    The Board reviewed the Company’s exposure to people risk and concluded that the Manager continues to operate sustainable succession, competitive remuneration and retention plans.
    The Board believes that the risk in respect of people remains stable.
    THE MANAGER AND THIRD-PARTY PROVIDERS (INCLUDING BUSINESS PROCESSES, BUSINESS CONTINUITY AND CYBER)
    The Company is dependent on third parties for the provision of services and systems, especially those of the Manager, the Administrator and the Depositary.
    Failure by a third-party provider to deliver services in accordance with its contractual obligations could disrupt or compromise the functioning of the Company. A material loss of service could result in, among other things, an inability to perform business critical functions, financial loss, legal liability, regulatory censure and reputational damage.
    The failure of the Manager and Administrator to deliver an appropriate cyber security platform for critical technology systems could result in unauthorised access by malicious third parties, breaching the confidentiality, integrity and availability of Company data, negatively impacting the Company’s reputation.
    The performance of the Manager, the Administrator, the Depositary and other third-party providers is subject to regular review and reported to the Board.
    The Manager, the Administrator and the Depositary produce internal control reports to provide assurance regarding the effective operation of internal controls. These reports are provided to the Audit Committee for review. The Committee would seek further representations from service providers if not satisfied with the effectiveness of their control environment.
    The Audit Committee formally assesses the internal controls of the Manager, the Administrator and Depositary on an annual basis to ensure adequate controls are in place.
    The assessment in respect of the current year is discussed in the Report of the Audit Committee.
    The Management Agreement and agreements with other third-party service providers are subject to notice periods that are designed to provide the Board with adequate time to put in place alternative arrangements.
    Stable
    The Board carries out a formal annual assessment (supported by the Manager’s internal audit function) of the Manager’s internal controls and risk management systems.
    The Board also received regular reporting from the Manager and other third parties.
    Following this review and other considerations, the Board concluded that there was no material change in the Manager and other third-party suppliers risk.
    FINANCIAL RISKS      
    FINANCING
    The Company has outstanding commitments to private equity funds in excess of total liquidity that may be drawn down at any time. The ability to fund this difference is dependent on receiving cash proceeds from investments (the timing of which are unpredictable) and the availability of financing facilities.
    If the Company encountered difficulties in meeting its outstanding commitments, there would be significant reputational damage as well as risk of damages being claimed from managers and other counterparties. The Manager monitors the Company’s liquidity, overcommitment ratio and covenants on a frequent basis, and undertakes cash flow monitoring, and provides regular updates on these activities to the Board. Stable
    The Board reviewed the Company’s exposure to financing risk, noting the Net Debt position, the increase in available facility and the short-term realisation forecast and concluded that this risk was stable.

    Audited Financial Statements for the year ended 31 January 2025

    INCOME STATEMENT

    Year to 31 January 2025 Year to 31 January 2024
      Notes Revenue
    return
    £’000
    Capital return
    £’000
    Total
    £’000
    Revenue
    return
    £’000
    Capital return
    £’000
    Total
    £’000
    Investment returns              
    Income, gains and losses on investments 2,10 1,060 134,156 135,216 2,365 39,369 41,734
    Deposit interest 2 48 48 405 405
    Other income 2 5 5 104 104
    Foreign exchange gains and losses   (729) (729) 1,193 1,193
        1,113 133,427 134,540 2,874 40,562 43,436
    Expenses              
    Investment management charges 3 (1,618) (14,558) (16,175) (1,615) (14,533) (16,148)
    Other expenses including finance costs 4 (2,439) (8,417) (10,855) (2,520) (7,402) (9,922)
        (4,057) (22,974) (27,031) (4,135) (21,935) (26,070)
                   
    Profit/(loss) before tax   (2,943) 110,453 107,510 (1,261) 18,627 17,366
    Taxation 6    
    Profit/(loss) for the period   (2,943) 110,453 107,510 (1,261) 18,627 17,366
    Attributable to:              
    Equity shareholders   (2,943) 110,453 107,510 (1,261) 18,627 17,366
    Basic and diluted earnings per share 7     163.95p     25.63p
                   

    The columns headed ‘Total’ represent the income statement for the relevant financial years and the columns headed ‘Revenue return’ and ‘Capital return’ are supplementary information in line with guidance published by the AIC. There is no Other Comprehensive Income.

    All profits are from continuing operations.

    The notes on pages 34 to 59 form an integral part of the financial statements.

    BALANCE SHEET

     

    Notes

    31 January
    2025
    £’000

    31 January
    2024
    £’000

    Non-current assets      
    Investments held at fair value 9,10,17 1,469,549 1,296,382
           
    Current assets      
    Cash and cash equivalents 11 3,927 9,722
    Prepayments and receivables 12 2,018 2,258
        5,945 11,980
    Current liabilities      
    Borrowings   (131,931) (20,000)
    Payables 13 (11,171) (5,139)
           
    Net current assets / (liabilities)   (137,157) (13,159)
    Total assets less current liabilities   1,332,392 1,283,223
           
    Capital and reserves      
    Share capital 14 7,292 7,292
    Capital redemption reserve   2,112 2,112
    Share premium   12,936 12,936
    Capital reserve   1,315,727 1,279,751
    Revenue reserve   (5,675) (2,733)
    Total equity   1,332,392 1,283,223
           
    Net Asset Value per Share (basic and diluted) 15 2072.9p 1909.4p

    The notes on pages 34 to 59 form an integral part of the financial statements.

    The financial statements on pages 30 to 59 were approved by the Board of Directors on 7 May 2025 and signed on its behalf by:

    Jane Tufnell        Alastair Bruce
    Director                Director

    CASH FLOW STATEMENT

      Notes Year to 31 January 2025
    £’000
    Year to 31st January 2024
    £’000
    Operating activities      
    Sale of portfolio investments   19,966 40,611
    Purchase of portfolio investments   (34,144) (25,162)
    Cash flow to subsidiaries’ investments   (152,174) (116,084)
    Cash flow from subsidiaries’ investments   125,769 195,300
    Interest income received from portfolio investments   494 1,695
    Dividend income received from portfolio investments   547 779
    Other income received   53 509
    Investment management charges paid   (16,021) (15,647)
    Other expenses paid   (1,881) (2,596)
    Net cash inflow/(outflow) from operating activities   (57,391) 79,405
           
    Financing activities      
    Bank facility fee paid   (2,011) (3,970)
    Interest paid   (545) (5,571)
    Credit Facility utilised   139,762 128,109
    Credit Facility repaid   (27,831) (174,954)
    Purchase of shares into treasury   (35,851) (13,068)
    Equity dividends paid 8 (22,308) (21,694)
    Net cash (outflow)/inflow from financing activities   51,215 (91,148)
    Net decrease in cash and cash equivalents   (6,176) (11,743)
           
    Cash and cash equivalents at beginning of year 11 9,722 20,694
    Net decrease in cash and cash equivalents   (6,176) (11,743)
    Effect of changes in foreign exchange rates   381 771
    Cash and cash equivalents at end of period 11 3,927 9,722
    1. Includes settlement of unbilled management fees relating to the prior year (see note 13).

    The notes on pages 34 to 59 form an integral part of the financial statements.

    STATEMENT OF CHANGES IN EQUITY

     

    Share capital
    £’000

    Capital
    redemption
    reserve
    £’000

    Share premium
    £’000

    Realised
    capital
    reserve1
    £’000
    Unrealised
    capital
    reserve
    £’000
    Revenue
    reserve1
    £’000
    Total
    shareholders’
    equity
    £’000
           
    Opening balance at 1 February 2024 7,292 2,112 12,936 473,015 790,602 (2,733) 1,283,223
    Profit for the period and total comprehensive income (6,033) 116,485 (2,942) 107,510
    Capital distribution by subsidiary2
    Dividends paid (22,308) (22,308)
    Purchase of shares into treasury (36,033) (36,033)
    Closing balance at 31 January 2025 7,292 2,112 12,936 408,641 907,087 (5,675) 1,332,392
                   
     

    Share capital
    £’000

    Capital redemption
    reserve
    £’000

    Share premium
    £’000

    Realised
    capital
    reserve1
    £’000
    Unrealised
    capital
    reserve
    £’000
    Revenue
    reserve1
    £’000
    Total
    shareholders’
    equity
    £’000
           
    Opening balance at 1 February 2023 7,292 2,112 12,936 468,054 811,698 (1,473) 1,300,619
    Profit for the period and total comprehensive income 31,032 (12,405) (1,261) 17,366
    Capital distribution by subsidiary2 8,691 (8,691)
    Dividends paid (21,694) (21,694)
    Purchase of shares into treasury (13,068) (13,068)
    Closing balance at 31 January 24 7,292 2,112 12,936 473,015 790,602 (2,734) 1,283,223
    1. Distributable reserves.
    2. During the prior reporting period ICG Enterprise Trust Limited Partnership made a distribution of realised profits totalling £8.6m to the Company.

    The notes on pages 34 to 59 form an integral part of the financial statements.

    NOTES TO THE FINANCIAL STATEMENTS

    1 ACCOUNTING POLICIES

    General information

    These financial statements relate to ICG Enterprise Trust Plc (‘the Company’). ICG Enterprise Trust Plc is registered in England and Wales and is incorporated in the United Kingdom. The Company is domiciled in the United Kingdom and its registered office is Procession House, 55 Ludgate Hill, London EC4M 7JW. The Company’s objective is to provide long-term growth by investing in private companies managed by leading private equity managers.

    (a) Basis of preparation

    The financial information for the year ended 31 January 2025 has been prepared in accordance with UK-adopted International Accounting Standards (‘UK-IAS’) and the Statement of Recommended Practice (‘SORP’) for investment trusts issued by the Association of Investment Companies in July 2022.

    UK-IAS comprises standards and interpretations approved by the International Accounting Standards Board (‘IASB’) and the IFRS Interpretations Committee.

    These financial statements have been prepared on a going concern basis and on the historical cost basis of accounting, modified for the revaluation of certain assets at fair value. The directors have concluded that the preparation of the financial statements on a going concern basis continues to be appropriate.

    Going concern

    In assessing the appropriateness of continuing to adopt the going concern basis of accounting, the Board has assessed the financial position and prospects of the Company. The Company’s business activities, together with factors likely to affect its future development, performance, position and cash flows, are set out in the Chair’s statement on page 5, and the Manager’s review on page 7.

    As part of this review, the Board assessed the potential impact of principal risks on the Company’s business activities, the Company’s cash position, the availability of the Company’s credit facility and compliance with its covenants, and the Company’s cash flow projections.

    Based on this assessment, the Board expects that the Company will be able to continue in operation and meet its liabilities as they fall due until, at least, 31 May 2026, a period of more than 12 months from the signing of the financial statements. Therefore it is appropriate to continue to adopt the going concern basis of preparation of the Company’s financial statements.

    Climate change

    In preparing the financial statements, the directors have considered the impact of climate change, particularly in the context of the climate change risks identified in the Principal risks and uncertainties section of this Report, and the impact of climate change risk on the valuation of investments.

    These considerations did not have a material impact on the financial reporting judgements and estimates in the current year, nor were they expected to have a significant impact on the Company’s going concern or viability.

    Accounting policies

    The principal accounting policies adopted are set out below. These policies have been applied consistently throughout the current and prior year. In order to reflect the activities of an investment trust company, supplementary information which analyses the income statement between items of revenue and capital nature has been presented alongside the income statement. In analysing total income between capital and revenue returns, the directors have followed the guidance contained in the SORP as follows:

    Capital gains and losses on investments sold and on investments held arising on the revaluation or disposal of investments classified as held at fair value through profit or loss should be shown in the capital column of the income statement.

    Returns on any share or debt security for a fixed amount (whether in respect of dividends, interest or otherwise) should be shown in the revenue column of the income statement.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    The Board should determine whether the indirect costs of generating capital gains should also be shown in the capital column of the income statement. If the Board decides that this should be so, the management fee should be allocated between revenue and capital in accordance with the Board’s expected long-term split of returns, and other expenses should be charged to capital only to the extent that a clear connection with the maintenance or enhancement of the value of investments can be demonstrated.

    The accounting policy regarding the allocation of expenses is set out in note 1(i).

    In accordance with IFRS 10 (amended), the Company is deemed to be an investment entity on the basis that:

    (a) it obtains funds from one or more investors for the purpose of providing investors with investment management services;

    (b) it commits to its investors that its business purpose is to invest funds for both returns from capital appreciation and investment income; and

    (c) it measures and evaluates the performance of substantially all of its investments on a fair value basis.

    As a result, the Company’s controlled structured entities (‘subsidiaries’) are deemed to be investments and are classified as held at fair value through profit and loss.

    (b) Financial assets

    The Company classifies its financial assets in the following categories: at fair value through profit or loss; and at amortised cost. The classification depends on the purpose for which the financial assets were acquired. The classification of financial assets is determined at initial recognition.

    Financial assets at fair value through profit or loss

    The Company classifies its quoted and unquoted investments as financial assets at fair value through profit or loss. These assets are measured at subsequent reporting dates at fair value and further details of the accounting policy are disclosed in note 1(c).

    Financial assets at amortised cost

    Financial assets at amortised cost are non-derivative financial assets which pass the contractual cash flow test and are held to receive contractual cash flows. These are classified as current assets and measured at amortised cost using the effective interest rate method. The Company’s financial assets at amortised cost comprise cash and cash equivalents and trade and other receivables in the balance sheet.

    (c) Investments

    Investments comprise fund investments and portfolio company investments held by the Company directly, together with the fair value of the Company’s interest in controlled structured entities (see note 9) which themselves invest in fund investments and portfolio company investments.

    All investments are classified upon initial recognition as held at fair value through profit or loss (described in these financial statements as investments held at fair value) and are measured at subsequent reporting dates at fair value. All investments are fair valued in line with IFRS 13 ‘Fair Value Measurement’, using industry standard valuation guidelines such as the International Private Equity and Venture Capital (‘IPEV’) valuation guidelines. Changes in the value of all investments held at fair value, which include returns on those investments such as dividends and interest, are recognised in the income statement and are allocated to the revenue column or the capital column in accordance with the SORP (see note 1(a)). More detail on certain categories of investment is set out below. Given that the subsidiaries and associates are held at fair value and are exposed to materially similar risks as the Company, we do not expect the risks to materially differ from those disclosed in note 17.

    Unquoted Investments

    Fund investments and Co-investments (collectively ‘unquoted investments’) are fair valued using the net asset value of those unquoted investments as determined by the third-party investment manager of those funds. The third-party investment manager performs periodic valuations of the underlying investments in their funds, typically using earnings multiple or discounted cash flow methodologies to determine enterprise value in line with IPEV Guidelines. In the absence of contrary information, these net asset valuations received from the third-party investment managers are deemed to be

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    appropriate by the Manager, for the purposes of the Manager’s determination of the fair values of the unquoted investments. A robust assessment is performed by the Manager’s experienced Investment Committee to determine the capability and track record of the investment manager. All investment managers are scrutinised by the Investment Committee and an approval process is recorded before any new investment manager is approved and an investment made. This level of scrutiny provides reasonable comfort that the investment manager’s valuation will be consistent with the requirement to use fair value.

    Adjustments may be made to the net asset values provided or an alternative valuation method may be adopted if deemed to be more appropriate. The most common reason for adjustments to the value provided by an underlying manager is to take account of events occurring between the date of the manager’s valuation and the reporting date, for example, subsequent cash flows or notification of an agreed sale.

    Subsidiary undertakings

    The investments in the controlled structured entities (‘subsidiaries’) are recognised at fair value through profit and loss.

    The valuation of the subsidiaries takes into account an accrual for the estimated value of interests in the Co-investment Incentive Scheme. Under these arrangements, ICG (the ‘Manager’) and certain of its executives and, in respect of certain historic investments, the executives and connected parties of Graphite Capital Management LLP (the ‘Former Manager’) (together ‘the Co-investors’), are required to co-invest alongside the Company, for which they are entitled to a share of investment profits if certain performance hurdles are met. At 31 January 2024, the accrual was estimated as the theoretical value of the interests if the Portfolio had been sold at the carrying value at that date.

    Associates

    The Company holds an interest (including indirectly through its subsidiaries) of more than 20% in a small number of investments that may normally be classified as subsidiaries or associates. These investments are not considered subsidiaries or associates as the Company does not exert control or significant influence over the activities of these companies/structured entities as they are managed by other third parties.

    (d) Prepayments and receivables

    Receivables include unamortised fees which were incurred directly in relation to the agreement of a financing facility. These fees will be amortised over the life of the facility on a straight-line basis.

    (e) Payables

    Other payables are non-interest bearing and are stated at their amortised cost, which is not materially different from fair value.

    (f) Cash and cash equivalents

    Cash and cash equivalents comprise cash and short-term bank deposits with an original maturity of three months or less.

    (g) Dividend distributions

    Dividend distributions to shareholders are recognised in the period in which they are paid.

    (h) Income

    When it is probable that economic benefits will flow to the Company and the amount can be measured reliably, interest is recognised on a time apportionment basis.

    Dividends receivable on quoted equity shares are brought into account on the ex-dividend date. Dividends receivable on equity shares where no ex-dividend date is applicable are brought into account when the Company’s right to receive payment is established.

    UK dividend income is recorded at the amount receivable. Overseas dividend income is shown net of withholding tax. Income distributions from funds are recognised when the right to distributions is established.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    (i) Expenses

    All expenses are accounted for on an accruals basis. Expenses are allocated to the revenue column in the income statement, consistent with the SORP, with the following exceptions:

    • Expenses which are incidental to the acquisition or disposal of investments (transaction costs) are allocated to the capital column
    • The Board expects the majority of long-term returns from the Portfolio to be generated from capital gains. Expenses are allocated 90% to the capital column and 10% to the revenue column, reflecting the Company’s current and future return profile. Other expenses are allocated to the capital column where a clear connection with the maintenance or enhancement of the value of investments can be demonstrated.
    • All expenses allocated to the capital column are treated as realised capital losses (see note 1(l)).

    (j) Taxation

    Investment trusts which have approval as such under Section 1158 of the Corporation Tax Act 2010 are not liable for taxation on capital gains.
    Tax recognised in the income statement represents the sum of current tax and deferred tax charged or credited in the year. The tax effect of different items of expenditure is allocated between capital and revenue on the same basis as the particular item to which it relates.

    Deferred tax is the tax expected to be payable or recoverable on the difference between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method.

    Deferred tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Deferred tax assets are not recognised in respect of tax losses carried forward to future periods.

    Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the assets are realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

    (k) Foreign currency translation

    The functional and presentation currency of the Company is sterling, reflecting the primary economic environment in which the Company operates.

    Transactions in currencies other than sterling are recorded at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, financial assets and liabilities denominated in foreign currencies are translated at the rates prevailing on the balance sheet date.

    Gains and losses arising on the translation of investments held at fair value are included within gains and losses on investments held at fair value in the income statement. Gains and losses arising on the translation of other financial assets and liabilities are included within foreign exchange gains and losses in the income statement.

    (l) Revenue and capital reserves

    The revenue return component of total income is taken to the revenue reserve within the statement of changes in equity. The capital return component of total income is taken to the capital reserve within the statement of changes in equity.

    Gains and losses on the realisation of investments including realised exchange gains and losses and expenses of a capital nature are taken to the realised capital reserve (see note 1(i)). Changes in the valuations of investments which are held at the year end and unrealised exchange differences are accounted for in the unrealised capital reserve.

    Net gains on the realisation of investments in the controlled structured entities (see note 9) are transferred to the Company by way of profit distributions.

    The revenue reserve is distributable by way of dividends to shareholders. The realised capital reserve is distributable by way of dividends and share buybacks. The capital redemption reserve is not distributable and represents the nominal value of shares bought back for cancellation.

    (m) Treasury shares

    Shares that have been repurchased into treasury remain included in the share capital balance, unless they are cancelled.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    (n) Critical estimates and assumptions

    Estimates and judgements used in preparing the financial information are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable. The resulting estimates will, by definition, seldom equal the related actual results.

    In preparing the financial statements, the directors have considered the impact of climate change on the key estimates within the financial statements.

    The only estimates and assumptions that have a significant risk of causing a material adjustment to the carrying values of assets and liabilities in the next financial year relate to the valuation of unquoted investments. Unquoted investments are primarily the Company’s investments in unlisted funds, managed by third-party investment fund managers and ICG. As such there is significant estimation in the valuation of the unlisted fund at a point in time. Note 1(c) sets out the accounting policy for unquoted investments. The carrying amount of unquoted investments at the year end is disclosed within note 10.

    (o) Segmental reporting

    Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker who is responsible for allocating resources and assessing performance of the segments has been identified as the Board. It is considered that the Company’s operations comprise a single operating segment.

    2 INVESTMENT RETURNS

      Year ended Year ended  
      31 January 2025 31 January 2024  
      £’000 £’000  
    Income from investments      
    Overseas interest and dividends 1,060 2,365  
      1,060 2,365  
    Deposit interest on cash 48 405  
    Other 5 104  
      53 509  
    Total income 1,113 2,874  
    Analysis of income from investments      
    Unquoted 1,060 2,365  
      1,060 2,365  

    3 INVESTMENT MANAGEMENT CHARGES

    Management fees paid to ICG for managing ICG Enterprise Trust amounted to 1.25% (2024: 1.25%) of the average net assets in the year. The reduction in the fee is due to the application of the cap.

    From 1 February 2023 the management fee is subject to a cap of 1.25% of net asset value.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    3 INVESTMENT MANAGEMENT CHARGES CONTINUED

    The amounts charged during the year are set out below:

      Year ended 31 January 2025 Year ended 31 January 2024
      Revenue Capital Total Revenue Capital Total
      £’000 £’000 £’000 £’000 £’000 £’000
    Investment management charge 1,617 14,558 16,175 1,615 14,533 16,148

    The Company and its subsidiaries also incur management fees in respect of its investment in funds managed by members of ICG on an arms-length basis.

      Year ended Year ended
      31 January 2025 31 January 2024
      £’000 £’000
    ICG Europe VIII 434 467
    ICG Strategic Equity V 353 131
    ICG Strategic Equity IV 340 593
    ICG LP Secondaries Fund I LP 325 55
    ICG Europe VII 238 257
    ICG Strategic Equity III 238 183
    ICG Europe Mid-Market II 95 87
    ICG Augusta Partners Co-Investor II 89 91
    ICG Europe Mid-Market 87 120
    ICG North American Private Debt II 68 74
    ICG Strategic Secondaries II 36 74
    ICG Europe VI 23 41
    ICG Asia Pacific III 15 30
    ICG Recovery Fund 2008B 3 31
    ICG Europe V 2 1
      2,346 2,235

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    4 OTHER EXPENSES

    The Company did not employ any staff in the year to 31 January 2025 (2024: none).

      Year ended Year ended
      31 January 2025 31 January 2024
      £’000 £’000 £’000 £’000
    Directors’ fees (see note 5)   340   316
    Fees payable to the Company’s auditor for the audit of the Company’s annual accounts 170   239  
    Fees payable to the Company’s auditor and its associates for other services:        
    – Audit of the accounts of the subsidiaries 108   139  
    – Audit-related assurance services 71   53  
    Total auditors’ remuneration   349   431
    Administrative expenses   811   1,021
        1,500   1,768
    Bank facility costs allocated to revenue   277   258
    Interest costs allocated to revenue   661   493
    Expenses allocated to revenue   2,438   2,519
    Bank facility costs allocated to capital   8,417   7,403
    Total other expenses   10,855   9,922
             

    1. The auditors of the Company have additionally provided £16k (2024: £14k) of non-audit related services permitted under the Financial Reporting Council’s (‘FRC’) Revised Ethical Standards. The service related to agreed upon procedures over the Company’s carried interest scheme. These expenses have been charged to the Manager of the Company.

    Included within Total other expenses above are £9.4m (2024: £8.2m) of costs related to financing and £(0.2)m (credit) (2024: £0.1m) of other expenses which are non-recurring and are excluded from the Ongoing Charges as detailed in the glossary on page 58.

    Professional fees of £0.2m (2024: £0.2m) incidental to the acquisition or disposal of investments are included within gains/(losses) on investments held at fair value.

    5 DIRECTORS’ REMUNERATION AND INTERESTS

    No income was received or receivable by the directors from any other subsidiary of the Company.

    6 TAXATION

    In both the current and prior years the tax charge was lower than the standard rate of corporation tax of 19%, principally due to the Company’s status as an investment trust, which means that capital gains are not subject to corporation tax. The effect of this and other items affecting the tax charge are shown in note 6(b) below.

    The UK’s main rate of corporation tax increased from 19% to 25% with effect from 1 April 2023. A blended rate of 24% was applied for the year ended 31 January 2024, calculated by the number of days within the accounting period spanning the rate change. A corporation tax rate of 25% was applied for the year ended 31 January 2025.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

      Year ended Year ended  
      31 January 2025 31 January 2024  
      £’000 £’000  
    a) Analysis of charge in the year      
    Tax credit on items allocated to revenue  
    Tax charge on items relating to prior years  
    Corporation tax  
    b) Factors affecting tax charge for the year      
    Profit on ordinary activities before tax 107,510 17,367  
    Profit before tax multiplied by rate of corporation tax in the UK of 25% (2024: 24%) 26,790 4,168  
    Effect of:      
    – net investment returns not subject to corporation tax (33,357) (9,735)  
    – dividends not subject to corporation tax (52) (187)  
    – expenses not deductible for tax purposes 1,353  
    – current year management expenses not utilised/(utilised) 489 5,754  
    – other deductions 4,777  
    Total tax charge  

    The Company has £70.0m excess management expenses carried forward (2024: £53.5m). No deferred tax assets or liabilities (2024: nil) have been recognised in respect of the carried forward management expenses due to the uncertainty that future taxable profit will be generated that these losses can be offset against. For all investments the tax base is equal to the carrying amount. There was no deferred tax expense relating to the origination and reversal of timing differences in the year (2024: nil).

    7 EARNINGS PER SHARE

      Year ended Year ended  
      31 January 2025 31 January 2024  
    Revenue return per ordinary share (4.49p) (1.86p)  
    Capital return per ordinary share 168.38p 27.49p  
    Earnings per ordinary share (basic and diluted) 163.95p 25.63p  

    Revenue return per ordinary share is calculated by dividing the revenue return attributable to equity shareholders of £(2.9)m (2024: £(1.3)m) by the weighted average number of ordinary shares outstanding during the year.

    Capital return per ordinary share is calculated by dividing the capital return attributable to equity shareholders of £102.4m (2024: £18.6m) by the weighted average number of ordinary shares outstanding during the year.

    Basic and diluted earnings per ordinary share are calculated by dividing the earnings attributable to equity shareholders of £99.5m (2024: £17.4m) by the weighted average number of ordinary shares outstanding during the year.

    The weighted average number of ordinary shares outstanding (excluding those held in treasury) during the year was 65,569,285 (2024: 67,761,359). There were no potentially dilutive shares, such as options or warrants, in either year.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    8 DIVIDENDS

      Year ended Year ended
      31 January 2025 31 January 2024
      £’000 £’000
    Third quarterly dividend in respect of year ended 31 January 2024: 8p per share (2023: 6.0p) 5,345 4,781
    Final dividend in respect of year ended 31 January 2024: 9p per share (2023: 9.0p) 5,894 6,105
    First quarterly dividend in respect of year ended 31 January 2025: 8.5p per share (2024: 8.0p) 5,557 5,415
    Second quarterly dividend in respect of year ended 31 January 2025: 8.5p per share (2024: 8.0p) 5,512 5,393
    Total 22,308 21,694

    The Company paid a third quarterly dividend of 8.5p per share in February 2025. The Board has proposed a final dividend of 10.5p per share (estimated cost £6.7m) in respect of the year ended 31 January 2025 which, if approved by shareholders, will be paid on 18 July 2025 to shareholders on the Register of Members at the close of business on 04 July 2025.

    9 SUBSIDIARY UNDERTAKINGS AND UNCONSOLIDATED STRUCTURED ENTITIES
    Subsidiary undertakings (controlled structured entities)

    Subsidiaries of the Company as at 31 January 2025 comprise the following controlled structured entities, which are registered in England and Wales. Subsidiaries of the Company’s direct subsidiaries are reported as indirect subsidiaries.

    Direct subsidiaries   Ownership interest 2025 Ownership interest 2024
    ICG Enterprise Trust Limited Partnership   97.5% 97.5%
    ICG Enterprise Trust (2) Limited Partnership   97.5% 97.5%
    ICG Enterprise Trust Co-investment Limited Partnership   99.0% 99.0%
    Indirect subsidiaries   Ownership interest 2025 Ownership interest 2024
    ICG Enterprise Holdings LP   99.5% 99.5%
    ICG Morse Partnership LP   99.5% 99.5%
    ICG Lewis Partnership LP   99.5% 99.5%

    In accordance with IFRS 10 (amended), the subsidiaries are not consolidated and are instead included in unquoted investments at fair value.

    The value of the subsidiaries is shown net of an accrual for the interests of the Co-investors (ICG and certain of its executives and in respect of certain historical investments, the executives and connected parties of Graphite Capital, the Former Manager) in the Co-investment Incentive Scheme. As at 31 January 2025 a total of £53.9m (2024: £54.4m) was accrued in respect of these interests. During the year the Co-investors invested £1.0m (2024: £0.7m) into ICG Enterprise Trust Co-investment Limited Partnership. Payments received by the Co-investors amounted to £10.8m or 7.1% of £150.8m of Total Proceeds received in the year (2024: £5.4m or 2.3% of £238.6m proceeds received).

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    Unconsolidated structured entities

    The Company’s principal activity is investing in private equity funds and directly into private companies. Such investments may be made and held via a subsidiary. The majority of these investments are unconsolidated structured entities as defined in IFRS 12.
    The Company holds interests in closed-ended limited partnerships which invest in underlying companies for the purposes of capital appreciation. The Company and the other limited partners make commitments to finance the investment programme of the relevant manager, who will typically draw down the amount committed by the limited partners over a period of four to six years (see note 16).

    The table below disaggregates the Company’s interests in unconsolidated structured entities. The table presents for each category the related balances and the maximum exposure to loss.

      Unquoted investments
    £’000
    Co-investment Incentive Scheme accrual
    £’000
    Maximum loss exposure
    £’000
    As at 31 January 2025 1,523,459 (53,910) 1,469,549
    As at 31 January 2024 1,350,821 (54,439) 1,296,382

    Further details of the Company’s investment Portfolio are included in the Portfolio dashboard on page 16.

    10 INVESTMENTS

    The tables below analyse the movement in the carrying value of the Company’s investment assets in the year. In accordance with accounting standards, subsidiary undertakings of the Company are reported at fair value rather than on a ‘look-through’ basis.

    An investee fund is considered to generate realised gains or losses if it is more than 85% drawn and has returned at least the amount invested by the Company. All gains and losses arising from the underlying investments of such funds are presented as realised. All gains and losses in respect of fund investments that have not satisfied the above criteria are presented as unrealised.

    Direct Investments are considered to generate realised gains or losses when they are sold.

    Investments are held by both the Company and through its subsidiaries.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

      Quoted Unquoted Subsidiary undertakings Total
      £’000 £’000 £’000 £’000
    Cost at 1 February 2024 179,528 300,114 479,642
    Unrealised appreciation at 1 February 2024 80,768 735,972 816,740
    Valuation at 1 February 2024 260,296 1,036,086 1,296,382
    Movements in the year:        
    Purchases 34,144 151,292 185,436
    Sales        
    – capital proceeds   (20,214) (125,769) (145,983)
    – realised gains/(losses) based on carrying value at previous balance sheet date   1,530   1,530
    Movement in unrealised appreciation   29,473 102,711 132,184
    Valuation at 31 January 2025 305,229 1,164,320 1,469,549
    Cost at 31 January 2025 193,458 325,637 519,095
    Unrealised appreciation/ (depreciation) at 31 January 2025 111,771 838,683 950,454
    Valuation at 31 January 2025 305,229 1,164,320 1,469,549
     
      Quoted Unquoted Subsidiary undertakings Total
      £’000 £’000 £’000 £’000
    Cost at 1 February 2023 195,104 378,426 573,530
    Unrealised appreciation at 1 February 2023 74,074 701,471 775,545
    Valuation at 1 February 2023 269,178 1,079,897 1,349,075
    Movements in the year:        
    Purchases 25,181 116,988 142,169
    Sales        
    – capital proceeds   (40,757) (195,300) (236,057)
    – realised gains/(losses) based on carrying value at previous balance sheet date   (1,044)   (1,044)
    Movement in unrealised appreciation   7,739 34,500 42,239
    Valuation at 31 January 2023 260,296 1,036,086 1,296,382
    Cost at 31 January 2024 179,528 300,114 479,642
    Unrealised appreciation/ (depreciation) at 31 January 2024 80,768 735,972 816,740
    Valuation at 31 January 2024 260,296 1,036,086 1,296,382

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

      31 January 2025 31 January 2024
      £’000 £’000
    Realised gains/loss based on cost 1,530 (1,044)
    Amounts recognised as unrealised in previous years
    Realised gains based on carrying values at previous balance sheet date 1,530 (1,044)
    Increase in unrealised appreciation 132,184 42,239
    Gains on investments 133,714 41,195

    ‘Realised gains based on cost’ represents the total increase in value, compared to cost, of those funds which meet the criteria set out in page 42. These gains are adjusted for amounts previously reported as unrealised (and included within the fair value at the previous balance sheet date) to determine the ‘Realised gains based on carrying values at previous balance sheet date’.

    Gains on investments includes the ‘Realised gains based on carrying values at previous balance sheet date’ together with the net fair value movement on the balance of the investee funds.

    Related undertakings

    At 31 January 2025, the Company held direct and indirect interests in six limited partnership subsidiaries. These interests, net of the incentive accrual as described in note 9, were:

    Investment 31 January 2025
    %
    31 January 2024
    %
    ICG Enterprise Trust Limited Partnership 99.9% 99.9%
    ICG Enterprise Trust (2) Limited Partnership 66.5% 66.5%
    ICG Enterprise Trust Co-investment Limited Partnership 66.0% 66.0%
    ICG Enterprise Holdings LP 99.5% 99.5%
    ICG Morse Partnership LP 99.5% 99.5%
    ICG Lewis Partnership LP 99.5% 99.5%

    The registered address and principal place of business of the subsidiary partnerships is Procession House, 55 Ludgate Hill, London EC4M 7JW.

    In addition the Company held an interest (including indirectly through its subsidiaries) of more than 20% in the following entities. These investments are not considered subsidiaries or associates as the Company does not exert control or have significant influence over the activities of these companies/partnerships.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    As at 31 January 2025        
    Investment Instrument % interest1    
    Graphite Capital Partners VII Top Up Plus Limited partnership interests 20.0%    
    Graphite Capital Partners VIII Top Up Limited partnership interests 41.1%    
    ICG Velocity3 Limited partnership interests 32.5%    
             
    As at 31 January 2024        
    Investment Instrument % interest1    
    Graphite Capital Partners VII Top Up Plus2 Limited partnership interests 20.0%    
    Graphite Capital Partners VIII Top Up2 Limited partnership interests 41.1%    
    ICG Velocity3 Limited partnership interests 32.5%    
    1. The percentage shown for limited partnership interests represents the proportion of total commitments to the relevant fund. The percentage shown for shares represents the proportion of total shares in issue.
    2. Address of principal place of business is 7 Air Street, Soho, London W1B 5AD.
    3. Address of principal place of business is Procession House, 55 Ludgate Hill, London, EC4M 7JW.

    11 CASH AND CASH EQUIVALENTS

      31 January 2025 31 January 2024
      £’000 £’000
    Cash at bank and in hand 3,927 9,722

    12 PREPAYMENTS AND RECEIVABLES

      31 January 2025 31 January 2024
      £’000 £’000
    Prepayments and accrued income 2,018 2,258

    As at 31 January 2025, prepayments and accrued income included £2.0m (2024: £2.3m) of unamortised costs in relation to the bank facility. Of this amount £0.8m (2024: £0.5m) is expected to be amortised in less than one year.

    13 PAYABLES – CURRENT

      31 January 2025 31 January 2024
      £’000 £’000
    Accruals, including facility interest 11,171 5,139
    Bank facility drawn 131,931 20,000
    Payables 143,102 25,139

    Bank facility details are shown in the liquidity section of note 17 on page 52.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    14 SHARE CAPITAL

      Authorised Issued and fully paid
        Nominal   Nominal
    Equity share capital Number £’000 Number £’000
    Balance at 31 January 2025 120,000,000 12,000 72,913,000 7,292
    Balance at 31 January 2024 120,000,000 12,000 72,913,000 7,292

    All ordinary shares have a nominal value of 10.0p. At 31 January 2025 and 31 January 2024, 72,913,000 shares had been allocated, called up and fully paid. During the year 2,932,675 shares were bought back in the market and held in treasury (2024: 1,130,708 shares). At 31 January 2025, the Company held 8,640,808 shares in treasury (2024: 5,708,133) and had 64,272,192 (2024: 67,204,867) shares outstanding, all of which have equal voting rights.

      31 January 2025 31 January 2024
    Shares held in treasury 8,640,808 5,708,133
    Shares not held in treasury 64,272,192 67,204,867
    Total 72,913,000 72,913,000

    15 NET ASSET VALUE PER SHARE

    The net asset value per share is calculated on equity attributable to equity holders of £1,332.4m (2024: £1,283.2m) and on 67,272,192 (2024: 67,204,867) ordinary shares in issue at the year end. There were no potentially dilutive shares, such as options or warrants, at either year end. Calculated on both the basic and diluted basis the net asset value per share was 2,072.9p (2024: 1,909.4p).

    16 CAPITAL COMMITMENTS AND CONTINGENCIES

    The Company and its subsidiaries had uncalled commitments in relation to the following Portfolio investments:

      31 January
    2025
    £’000
    31 January
    2024
    £’000
    ICG LP Secondaries Fund I LP 41,146 34,811
    ICG Strategic Equity V2 36,868 19,704
    ICG Europe Mid-Market Fund II1 19,245 21,316
    ICG Augusta Partners Co-Investor2 17,775 17,365
    ICG Strategic Secondaries Fund II2 16,938 16,547
    ICG Europe VIII1 14,339 25,901
    ICG Ludgate Hill (Feeder B) SCSp1 13,591 13,860
    ICG Strategic Equity Fund III2 11,201 10,942
    ICG MXV Co-Investment 8,361
    ICG Strategic Equity IV2 7,055 10,385
    ICG Europe VII1 6,082 6,541
    ICG Ludgate Hill (Feeder) IIIA Porsche SCSp2 5,691 4,652
    ICG Europe Mid-Market Fund1 5,524 5,476
    ICG Ludgate Hill (Feeder) II Boston SCSp2 5,392 5,267
    ICG Asia Pacific Fund III2 2,523 2,634
    ICG Europe VI1 4,013 4,311
    ICG North American Private Debt Fund II2 2,097 1,682
    ICG Colombe Co-investment1 1,811 2,378
    ICG Dallas Co-Investment2 1,240 1,280
    Commitments of less than £1,000,000 at 31 January 2025 5,746 5,991
    Total ICG 226,638 211,043
    Graphite Capital Partners IX 2,281 4,525
    Graphite Capital Partners VIII1 4,124 2,194
    Graphite Capital Partners VII1,2 456 456
    Total Graphite funds 6,861 7,175

    1.Includes interest acquired through a secondary fund purchase.

    2.Includes the associated Top Up funds.

      31 January
    2025
    £’000
    31 January
    2024
    £’000
    Leeds VIII-A 16,135
    Bowmark VII 15,000 15,000
    New Mountain VII 14,299 15,763
    PAI Europe VIII 12,356 20,900
    Thoma Bravo XVI-A 12,101
    Investindustrial VIII 12,009
    Cinven VIII 11,748 12,789
    CVC IX A 10,546 12,789
    Bain VI 9,939 11,319
    CDR XII 8,908 11,822
    The Resolute Fund VI 8,577 11,822
    Hellman Friedman XI (Parallel) 8,067 7,881
    Advent International X-A 8,039 10,849
    Bregal Unternehmerkapital IV-A 7,762 8,526
    Green Equity Investors Side IX 7,618 15,611
    Permira VIII 7,618 9,356
    Genstar Capital Partners XI (EU) 7,455 7,850
    Apax XI EUR 6,860 8,383
    Gridiron V 6,578 9,008
    Oak Hill VI (Offshore) 5,034
    Investindustrial VII 4,895 4,219
    Audax Private Equity VII-B 4,546 5,830
    Integrum I 4,052 5,715
    American Securities IX 4,034
    Thomas H Lee Equity Fund IX 3,998 6,762
    PAI Mid-Market Fund 3,764 4,963
    BC XI 3,710 4,900
    Bowmark VI 3,357 1,357
    Hg Genesis X 3,326 3,469
    Ivanti 2,979 2,910
    Valeas Capital Partners I A 2,973
    CVC VII 2,944
    PAI VII 2,430 2,872
    GHO Capital III 2,257 2,617
    Bain XIII 2,247 2,739
    Audiotonix 2,243
    Bain Tech Opportunities II 2,239 2,276
    Tailwind III 2,203 1,517
    Ambassador Theatre Group 2,056 2,049
    Thomas H Lee Equity Fund VIII 1,940 2,011
    Thoma Bravo XV 1,901 2,648
    Hg Saturn III 1,840 2,714
    Seventh Cinven Fund 1,812 2,929
    GI Partners VI-A 1,789 2,168
    Charlesbank X 1,685 3,543
    Apax X 1,677 1,442
    Hellman Friedman X 1,631 2,194
    Bregal Unternehmerkapital III 1,575 2,113
    Carlyle Europe Partners V 1,553 2,243
    Resolute V 1,363 855
    FSN VI 1,303 2,946
    Gridiron III 1,289 4,080
    AEA VII 1,243 464
    Resolute 02 Continuation (SEC 1) 1,145 9,893
    CVC European Equity Partners VIII 512 3,402
    New Mountain VI 498 2,276
    European Camping Group 2 399 1,474
    Leeds VII 317 3,581
    Commitments of less than £2,000,000 at 31 January 2025 62,785 36,908
    Total third party 319,687 333,747
    Total commitments 553,186 551,965

    The Company and its subsidiaries had no other unfunded commitments to investment funds. Commitments made by the Company and its subsidiaries are irrevocable.

    As at 31 January 2025, the Company (excluding its subsidiaries) had uncalled commitments in relation to the above Portfolio of £114.3m (2024: £98.1m). The Company did not have any contingent liabilities at 31 January 2025 (2024: None).

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    The Company’s subsidiaries, which are not consolidated, had the balance of uncalled commitments in relation to the above Portfolio of £438.9m (2024: £453.9m). The Company is responsible for financing its pro-rata share of those uncalled commitments (see note 9).

    17 FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

    The Company is an investment company as defined by Section 833 of the Companies Act 2006 and conducts its affairs so as to qualify as an investment trust under the provisions of Section 1158 of the Corporation Tax Act 2010 (‘Section 1158’). The Company’s objective is to provide long-term growth by investing in private companies managed by leading private equity managers.

    Investments in funds have anticipated lives of approximately 10 years. Direct Investments are made with an anticipated holding period of between three and five years.

    Financial risk management

    The Company’s activities expose it to a variety of financial risks: market risk (comprising currency risk, interest rate risk and price risk), investment risk, credit risk and liquidity risk. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company’s financial performance. The Board has overall responsibility for managing the risks and the framework for monitoring and coordinating these risks. The Audit Committee regularly reviews, identifies and evaluates the risks taken by the Company to allow them to be appropriately managed. All of the Company’s management functions are delegated to the Manager which has its own internal control and risk monitoring arrangements. The Committee makes a regular assessment of these arrangements, with reference to the Company’s risk matrix. The Company’s financial risk management objectives and processes used to manage these risks have not changed from the previous period and the policies are set out below:

    Market risk
    (i) Currency risk

    The Company’s investments are principally in continental Europe, the US and the UK, and are primarily denominated in euro, US dollars and sterling. There are also smaller amounts in other European currencies. The Company’s investments in controlled structured entities are reported in Sterling. The Company is exposed to currency risk in that movements in the value of sterling against these foreign currencies will affect the net asset value and the cash required to fund undrawn commitments. The Board regularly reviews the level of foreign currency denominated assets and outstanding commitments in the context of current market conditions and may decide to buy or sell currency or put in place currency hedging arrangements. No hedging arrangements were in place during the financial year.

    The composition of the net assets of the Company by reporting currency at the year end is set out below:

      Sterling Euro USD Other Total
    31 January 2025 £’000 £’000 £’000 £’000 £’000
    Investments 1,201,166 81,755 186,623 5 1,469,549
    Cash and cash equivalents and other net current assets (139,168) 1,385 618 8 (137,157)
      1,061,998 83,140 187,241 13 1,332,392
               
      Sterling Euro USD Other Total
    31 January 2024 £’000 £’000 £’000 £’000 £’000
    Investments 1,068,115 81,164 146,881 222 1,296,382
    Cash and cash equivalents and other net current assets (21,553) 4,504 3,878 12 (13,159)
      1,046,562 85,668 150,759 234 1,283,223

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    On a look-through basis to the currency of the portfolio company, the effect of a 25% increase or decrease in the sterling value of the euro would be a fall of £71.3m and a rise of £65.1m in the value of shareholders’equity and on profit after tax at 31 January 2025 respectively (2024: a fall of £74m and a rise of £56.1m based on 25% increase or decrease).The effect of a 25% increase or decrease in the sterling value of the US dollar would be a fall of £158m and a rise of £152.1m in the value of shareholders’ equity and on profit after tax at 31 January 2025 respectively (2024: a fall of £141.9m and a rise of £124.4m based on 25% movement). The percentages applied are based on market volatility in exchange rates observed in prior periods.

    (ii) Interest rate risk

    The Company’s assets primarily comprise non-interest bearing investments in funds and non-interest bearing investments in portfolio companies. The fair values of these investments are not significantly directly affected by changes in interest rates. The Company’s net debt balance is exposed to interest rate risk; the financial impact of this risk is currently immaterial.

    The Company is indirectly exposed to interest rate risk through the impact of interest rates on the performance of investments in funds and portfolio companies as a result of interest rate changes impacting the underlying manager valuation. This performance impact as a result of interest rate risk is recognised through the valuation of those investments, which will be affected by the impact of any change in interest rates on the financial performance of the underlying portfolio companies and also on any valuation of those investments for sale. The Company is not able to quantify how a change in interest rates would impact valuations.

    (iii) Price risk

    The risk that the value of a financial instrument will change as a result of changes to market prices is one that is fundamental to the Company’s objective, which is to provide long-term capital growth through investment in unquoted companies. The investment Portfolio is continually monitored to ensure an appropriate balance of risk and reward in order to achieve the Company’s objective.

    The Company is exposed to the risk of change in value of its private equity investments. For all investments the market variable is deemed to be the price itself. The table below shows the impact of a 30% increase or decrease in the valuation of the investment Portfolio. The percentages applied are reasonable based on the Manager’s view of the potential for volatility in the Portfolio valuations under stressed conditions.

      31 January 2025 31 January 2024
      Increase in variable Decrease in variable Increase in variable Decrease in variable
      £’000 £’000 £’000 £’000
    30% (2024: 30%) movement in the price of investments        
    Impact on profit after tax 423,339 (370,568) 374,044 (320,217)

    A reasonably possible percentage change in relation to the earnings estimates or Enterprise Value/EBITDA multiples used by the underlying managers to value the private equity fund investments and co-investments may result in a significant change in the fair value of unquoted investments.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    Investment and credit risk

    (i) Investment risk

    Investment risk is the risk that the financial performance of the companies in which the Company invests either improves or deteriorates, thereby affecting the value of that investment. Investments in unquoted companies whether indirectly or directly are, by their nature, subject to potential investment losses. The investment Portfolio is highly diversified in order to mitigate this risk.

    (ii) Credit risk

    The Company’s exposure to credit risk arises principally from its investment in cash deposits. The Company aims to invest the majority of its liquid portfolio in assets which have low credit risk. The Company’s policy is to limit exposure to any one investment to 15% of gross assets. This is regularly monitored by the Manager as a part of its cash management process.

    Cash is held on deposit with Royal Bank of Scotland (‘RBS’) and totalled £3.9m (2024: £9.7m). RBS currently has a credit rating of A1 from Moody’s. This represented the maximum exposure to credit risk at the balance sheet date. No collateral is held by the Company in respect of these amounts. None of the Company’s cash deposits or money market fund balances were past due or impaired at 31 January 2025 (2024: nil) and as a result of this, no ECL provision has been recorded.

    Liquidity risk

    The Company makes commitments to private equity funds in advance of that capital being invested, typically in illiquid, unquoted companies. These commitments are in excess of the Company’s total liquidity, therefore resulting in an overcommitment. When determining the appropriate level of overcommitment, the Board considers the rate at which commitments might be drawn down, typically over four to six years, versus the rate at which existing investments are sold and cash realised. The Company has an established liquidity management policy, which involves active monitoring and assessment of the Company’s liquidity position and its overcommitment risk. This is regularly reviewed by the Board and incorporated into the Board’s assessment of the viability of the Company. This process incorporates balance sheet and cash flow projections, including scenarios with varying levels of Portfolio gains and losses, fund drawdowns and realisations, availability of the credit facility, exchange rates, and possible remedial action that the Company could undertake if required in the event of significant Portfolio declines.

    At the year end, the Company had cash and cash equivalents totalling £3.9m and had access to committed bank facilities of €300m maturing in May 2028, which is a multi-currency revolving credit facility provided by SMBC and Lloyds. The key terms of the facility are:

    • Upfront cost: 120bps.
    • Non-utilisation fees: 115bps per annum.
    • Margin on drawn amounts: 300bps per annum.

    As at 31 January 2025 the Company’s total financial liabilities amounted to £143.1m (2024: £25.1m) of payables which were due in less than one year, which includes accrued balances payable in respect of the credit facility above.

    Movement in financial liabilities arising from financing activities

    The following tables sets out the movements in total liabilities held at amortised cost arising from financing activities undertaken during the year.

      2025 2024
      £’000 £’000
    At 1 February 2024 22,062 67,700
    Proceeds from borrowings 139,762 128,109
    Repayment of long term borrowings (27,831) (174,954)
    Change in capitalisation of bank facility fees 782 1,206
    At 31 January 2025 134,775 22,061
         

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    Capital risk management

    The Company’s capital is represented by its net assets, which are managed to achieve the Company’s investment objective. As at the year end, the Company had net debt of £135.9m (2024: £10.3m).

    The Board can manage the capital structure directly since it has taken the powers, which it is seeking to renew, to issue and buy back shares and it also determines dividend payments. The Company is subject to externally imposed capital requirements with respect to the obligation and ability to pay dividends by Section 1159 of the Corporation Tax Act 2010 and by the Companies Act 2006, respectively. Total equity at 31 January 2025, the composition of which is shown on the balance sheet, was £1,332.4m (2024: £1,283.2m).

    Fair values estimation
    IFRS 13 requires disclosure of fair value measurements of financial instruments categorised according to the following fair value measurement hierarchy:

    • Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1).
    • Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2).
    • Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (Level 3).

    The valuation techniques applied to level 3 assets are described in note 1(c) of the financial statements. No investments were categorised as level 1 or level 2.

    The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels at the end of the reporting year when they are deemed to occur.

    The sensitivity of the Company’s investments to a change in value is discussed on page 51.

    The following table presents the assets that are measured at fair value at 31 January 2025 and 31 January 2024:

    31 January 2025        
    Level 1 Level 2 Level 3 Total
    £’000 £’000 £’000 £’000
    Investments held at fair value        
    Unquoted investments – indirect 150,987 150,987
    Unquoted investments – direct 154,242 154,242
    Quoted investments – direct
    Subsidiary undertakings 1,164,320 1,164,320
    Total investments held at fair value 1,469,549 1,469,549
    31 January 2024        
    Level 1 Level 2 Level 3 Total
    £’000 £’000 £’000 £’000
    Investments held at fair value        
    Unquoted investments – indirect 136,473 136,473
    Unquoted investments – direct 123,823 123,823
    Quoted investments – direct
    Subsidiary undertakings 1,036,085 1,036,085
    Total investments held at fair value 1,296,381 1,296,381

    All unquoted and quoted investments are valued at fair value in accordance with IFRS 13. The Company has no quoted investments as at 31 January 2025; quoted investments held by subsidiary undertakings are reported within Level 3.

    Investments in Level 3 securities are in respect of private equity fund investments and co-investments. These are held at fair value and are calculated using valuations provided by the underlying manager of the investment, with adjustments made to the statements to take account of cash flow events occurring after the date of the manager’s valuation, such as realisations or liquidity adjustments.

    The following tables present the changes in Level 3 instruments for the year to 31 January 2025 and 31 January 2024.

    31 January 2025 Unquoted investments (indirect) at fair value through profit or loss
    £’000
    Unquoted investments (direct) at fair value through profit or loss
    £’000
    Subsidiary undertakings
    £’000
    Total
    £’000
    Opening balances 136,473 123,823 1,036,086 1,296,382
    Additions 18,124 16,020 151,292 185,436
    Disposals (16,076) (4,138) (125,769) (145,983)
    Gains and losses recognised in profit or loss 14,524 16,479 102,711 133,714
    Closing balance 153,045 152,184 1,164,320 1,469,549
    31 January 2024 Unquoted investments (indirect) at fair value through profit or loss
    £’000
    Unquoted investments (direct) at fair value through profit or loss
    £’000
    Subsidiary undertakings
    £’000
    Total
    £’000
    Opening balances 158,896 110,282 1,079,897 1,349,075
    Additions 14,933 10,248 116,988 142,169
    Disposals (37,167) (3,590) (195,300) (236,057)
    Gains and losses recognised in profit or loss (188) 6,883 34,500 41,194
    Closing balance 136,474 123,823 1,036,085 1,296,381

    18 RELATED PARTY TRANSACTIONS

    Significant transactions between the Company and its subsidiaries are shown below:

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    Subsidiary Nature of transaction Year ended
    31 January
    2025
    £’000
    Year ended
    31 January
    2024
    £’000
    ICG Enterprise Trust Limited Partnership Increase in amounts owed to subsidiaries
      (Decrease) in amounts owed by subsidiaries (8,689) (102)
      Income allocated
    ICG Enterprise Trust (2) Limited Partnership Increase in amounts owed to subsidiaries (2,956) 11,420
      (Decrease) in amounts owed by subsidiaries
      Income allocated (169) 151
    ICG Enterprise Trust Co-investment LP Increase in amounts owed by subsidiaries 33,229 (10,416)
      Income allocated 2,127 6,681
    ICG Enterprise Holdings LP Increase in amounts owed to subsidiaries (45,725)
      Income allocated 4,224 6,819
    ICG Morse Partnership LP Increase in amounts owed by subsidiaries (14,513)
      Decrease in amounts owed to subsidiaries
      Income allocated
    ICG Lewis Partnership LP (Decrease) in amounts owed by subsidiaries 687 1,820
      Increase in amounts owed by subsidiaries
      Income allocated

    ICG Enterprise Trust Limited Partnership transferred its remaining assets to ICG Enterprise Trust PLC during the year ended 31 January 2025. It will be dissolved during the year ended 31 January 2026 and will cease to be a subsidiary at that time.

    For the purpose of IAS 24 Related Party Disclosures, key management personnel comprised the Board of Directors.

    Remuneration in the year (audited) Fees Expenses Total
    Name 2025
    £’000
    2024
    £’000
    2025
    £’000
    2024
    £’000
    2025
    £’000
    2024
    £’000
    Jane Tufnell 74 71   74 71
    Alastair Bruce 60 58 60 58
    David Warnock 59 46   59 46
    Gerhard Fusenig 48 46 3 2 51 49
    Adiba Ighodaro 48 46 48 46
    Janine Nicholls 48 46 48 46
    Total 337 313 3 2 340 316

    Amounts owed by/to subsidiaries represent the Company’s loan account balances with those entities, to which the Company’s share of drawdowns and distributions in respect of those entities are credited and debited respectively.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

      Amounts owed by subsidiaries Amounts owed to subsidiaries
    Subsidiary 31 January 2025 £’000 31 January 2024 £’000 31 January 2025 £’000 31 January 2024 £’000
    ICG Enterprise Trust Limited Partnership (492) 8,197
    ICG Enterprise Trust (2) Limited Partnership 31,372 34,328
    ICG Enterprise Trust Co-Investment LP 273,555 240,326
    ICG Enterprise Holdings LP
    ICG Morse Partnership LP
    ICG Lewis Partnership LP 8,569 7,881

    The Company and its subsidiaries’ total shares in funds and co-investments managed by the Company’s Manager are:

      Year ended 31 January 2025 Year ended 31 January 2024
    Fund/Co-investment Remaining
    commitment
    £’000
    Fair value investment
    £’000
    Remaining
    commitment
    £’000
    Fair value investment
    £’000
    ICG MXV Co-Investment 8,361 32,728 217 31,658
    ICG Strategic Equity Fund III 10,727 31,043 10,942 39,374
    ICG Europe VII 6,082 30,721 6,541 35,021
    ICG Ludgate Hill (Feeder B) SCSp 13,591 23,814 13,860 24,366
    ICG Europe VIII 14,339 23,640 25,901 10,746
    ICG Augusta Partners Co-Investor 17,775 20,469 17,365 15,533
    ICG Ludgate Hill (Feeder) III A Porsche SCSp 5,691 17,995 4,652 21,104
    ICG Newton Co-Investment 393 17,808 393 17,909
    ICG Progress Co-Investment 421 17,265 577 15,156
    ICG Vanadium Co-Investment 246 16,180 251 14,209
    ICG Ludgate Hill (Feeder) II Boston SCSp 5,392 16,030 5,267 14,721
    ICG Match Co-Investment 132 15,253 129 15,403
    ICG Colombe Co-investment 1,810 13,795 1,678 12,221
    ICG Europe Mid-Market Fund 5,524 13,494 5,476 13,819
    ICG LP Secondaries Fund I LP 41,146 12,175 34,811 21,980
    ICG Cheetah Co-Investment 635 11,123 669 11,570
    CX VIII Co-Investment 167 9,076 171 8,996
    ICG Asia Pacific Fund III 2,523 8,706 2,634 8,436
    ICG Dallas Co-Investment 1,240 8,172 1,280 8,245
    ICG Strategic Equity V 36,868 7,101 19,704 895
    ICG Strategic Equity IV 7,055 32,851 10,385 28,029
    ICG Sunrise Co-Investment 75 5,840 76 5,402
    ICG Crown Co-Investment 96 5,492 122 4,817
    ICG Recovery Fund 2008 B1 846 4,954 862 4,545
    ICG Strategic Secondaries Fund II 16,938 4,853 16,547 10,052
    ICG Holiday Co-Investor I 286 3,748 285 2,655
    ICG North American Private Debt Fund II 2,097 3,061 1,682 5,467
    ICG Europe VI 4,013 2,814 4,311 5,719
    ICG Holiday Co-Investor II 199 2,775 197 1,966
    ICG Europe Mid-Market II 19,245 1,534 21,316 (263)
    ICG Europe V 545 757 555 808
    ICG Cross Border 182 273 178 5,555
    ICG Diocle Co-Investment 145 81 148 98
    ICG Velocity Partners Co-Investor 650 18 635
    ICG European Fund 2006 B1 480 15 489 28
    ICG Topvita Co-Investment 687 700
    ICG Trio Co-Investment 36 37 7,988
    Ambassador Theatre Group 14,177
    Total 226,638 415,652 211,043 438,410

    At the balance sheet date the Company has fully funded its share of capital calls due to ICG-managed funds in which it is invested.

    19 Post balance sheet events

    On 2 April 2025, the Company announced the completion of a secondary sale of primary fund interests generating £62m net proceeds and releasing undrawn commitments of £10m. On 30 April 2025 the Company cancelled its Treasury shares (see note 14). 9,358,808 shares were cancelled.

    GLOSSARY

    Term Short form Definition
    Alternative Performance Measures APMs Alternative Performance Measures are a term defined by the European Securities and Markets Authority as “financial measures of historical or future performance, financial position, or cash flows, other than a financial measure defined or specified in the applicable financial reporting framework”.

    APMs are used in this report if considered by the Board and the Manager to be the most relevant basis for shareholders in assessing the overall performance of the Company and for comparing the performance of the Company to its peers, taking into account industry practice.

    Definitions and reconciliations to IFRS measures are provided in the main body of the report or in this Glossary, where appropriate.

    Buyback impact on NAV per Share   Buyback impact on NAV per Share is calculated by comparing the NAV per Share with an adjusted NAV per Share as follows:
      Year ended
    31 January 2025
    Since inception (Oct. 22)  
    Opening number of shares 67,190,867 68,523,055 A
    Number of shares bought back in period 2,912,675 4,244,863  
    Closing number of shares 64,278,192 64,278,192 B
    31 January 2025 NAV £1,332m £1,332m C
    Add back cash invested in buybacks £36m £51m  
    31 January 2025 NAV + cash invested in buybacks £1,368m £1,383m D
    31 January 2025 NAV per Share 2,072.9p 2,072.9p E (C/B)
    Pro forma NAV per share excluding buybacks 2,036.4p 2,018.8p F (D/A)
    Impact of buybacks 36.5p 54.1p G (E-F)
    NAV per Share accretion
    from buybacks
    1.8% 2.7% G/F
    Note: scenario excluding buyback does not include any cash impact of dividends that would have been paid to holders of those shares had the buyback not been undertaken
    Carried Interest   Carried interest is equivalent to a performance fee. This represents a share of the profits that will accrue to the underlying private equity managers, after achievement of an agreed Preferred Return.
    Cash drag   Cash drag is the negative impact on performance arising as a result of the allocation of a portion of the entity’s assets to cash.
    Co-investment   Co-investment is a Direct Investment in a company alongside a private equity fund.
    Co-investment Incentive Scheme Accrual   Co-investment Incentive Scheme Accrual represents the estimated value of interests in the Co-investment Incentive Scheme operated by the subsidiary partnerships of the Company.
    Commitment   Commitment represents the amount of capital that each investor agrees to contribute to a fund or a specific investment.
    Compound Annual Growth Rate CAGR The rate of return that would be required for an investment to grow from its beginning balance to its ending balance, assuming the profits were reinvested at the end of each period of the investment’s life span.
    Deployment   Please see ‘Total new investment’.
    Direct Investment   An investment in a portfolio company held directly, not through a private equity fund. Direct Investments are typically co-investments with a private equity fund.
    Discount   Discount arises when the Company’s shares trade at a price below the Company’s NAV per Share. In this circumstance, the price that an investor pays or receives for a share would be less than the value attributable to it by reference to the underlying assets. The Discount is the difference between the share price and the NAV, expressed as a percentage of the NAV. For example, if the NAV was 100p and the share price was 90p, the Discount would be 10%.
    Drawdowns   Drawdowns are amounts invested by the Company when called by underlying managers in respect of an existing Commitment.
    EBITDA   Stands for earnings before interest, tax, depreciation and amortisation, which is a widely used profitability measure in the private equity industry.
    Enlarged Perimeter   The aggregate Portfolio value of the Top 30 Companies and as many of the managers from within the Top 30 funds as practicable.
    Enterprise Value EV Enterprise Value is the aggregate value of a company’s entire issued share capital and Net Debt.
    Exclusion List   The Exclusion List defines the business activities which are excluded from investment.
    FTSE All-Share Index Total Return   The change in the level of the FTSE All-Share Index, assuming that dividends are re-invested on the day that they are paid.
    Full Exits   Full Exits are exit events (e.g., trade sale, sale by public offering, or sale to a financial buyer) following which the residual exposure to an underlying company is zero or immaterial; this does not include Fund Disposals. See ‘Fund Disposals’.
    Fund Disposals   Fund Disposals are where the Company receives sales proceeds from the full or partial sale of a fund position within the secondary market.
    General Partner GP The General Partner is the entity managing a private equity fund. This is commonly referred to as the manager.
    Hedging   Hedging is an investment technique designed to offset a potential loss on one investment by purchasing a second investment that is expected to perform in the opposite way.
    Initial Public Offering IPO An Initial Public Offering is an offering by a company of its share capital to the public with a view to seeking an admission of its shares to a recognised stock exchange.
    Internal Rate of Return IRR Internal Rate of Return is a measure of the rate of return received by an investor in a fund. It is calculated from cash drawn from and returned to the investor, together with the residual value of the investment.
    Investment Period   Investment Period is the period in which funds are able to make new investments under the terms of their fund agreements, typically up to five years after the initial Commitment.
    Last Twelve Months LTM Last Twelve Months refers to the timeframe of the immediately preceding 12 months in reference to financial metrics used to evaluate the Company’s performance.
    Limited Partner LP The Limited Partner is an institution or individual who commits capital to a private equity fund established as a Limited Partnership. These funds are generally protected from legal actions and any losses beyond the original investment.
    Limited Partnership   A Limited Partnership includes one or more General Partners, who have responsibility for managing the business of the partnership and have unlimited liability, and one or more Limited Partners, who do not participate in the operation of the partnership and whose liability is ordinarily capped at their capital and loan contribution to the partnership. In typical fund structures, the General Partner receives a priority share ahead of distributions to Limited Partners.
    Net Asset Value per Share NAV per Share Net Asset Value per Share is the value of the Company’s net assets attributable to one Ordinary share. It is calculated by dividing ‘shareholders’ funds’ by the total number of ordinary shares in issue. Shareholders’ funds are calculated by deducting current and long-term liabilities, and any provision for liabilities and charges, from the Company’s total assets.
    Net Debt   Net Debt is calculated as the total short-term and long-term debt in a business, less cash and cash equivalents.
    Ongoing charges   Ongoing Charges are calculated in line with guidance issued by the Association of Investment Companies (‘AIC’) and capture management fees and expenses, excluding finance costs, incurred at the Company level only. The calculation does not include the expenses and management fees incurred by any underlying funds.
        31 January 2025 Total per income statement
    £’000
    Amount excluded from AIC Ongoing Charges
    £’000
    Included Ongoing Charges
    £000
        Management fees 16,175 16,175
        General expenses 1,500 165 1,665
        Finance costs 9,354 (9,354)
        Total 27,029 (9,189) 17,840
        Total Ongoing Charges 17,840
        Average NAV 1,294,186
        Ongoing Charges as % of NAV 1.38%
               
        31 January 2024 Total per income statement
    £’000
    Amount excluded from AIC Ongoing Charges
    £’000
    Included Ongoing Charges
    £000
        Management fees 16,148 16,148
        General expenses 1,773 (209) 1,564
        Finance costs 8,152 (8,152)
        Total 26,073 (8,362) 17,712
        Total Ongoing Charges 17,712
        Average NAV 1,291,759
        Ongoing Charges as % of NAV 1.37%
        Included within General expenses above are £(0.2)m (credit) (2024: £0.2m) of other expenses which are non-recurring and are excluded from the Ongoing Charges.
    Other Net Liabilities   Other Net Liabilities at the aggregated Company level represent net other liabilities per the Company’s balance sheet. Net other liabilities per the balance sheet of the subsidiaries include amounts payable under the Co-investment Incentive Scheme Accrual.
    Overcommitment   Overcommitment refers to where private equity fund investors make Commitments exceeding the amount of liquidity immediately available for investment. When determining the appropriate level of Overcommitment, careful consideration needs to be given to the rate at which Commitments might be drawn down, and the rate at which realisations will generate cash from the existing Portfolio to fund new investment.
    Portfolio   Portfolio represents the aggregate of the investment Portfolios of the Company and of its subsidiary Limited Partnerships. This APM is consistent with the commentary in previous annual and interim reports. The Board and the Manager consider that disclosing our Portfolio assists shareholders in understanding the value and performance of the underlying investments selected by the Manager. It is shown before the Co-investment Incentive Scheme Accrual to avoid being distorted by certain funds and Direct Investments on which ICG Enterprise Trust Plc does not incur these costs (for example, on funds managed by ICG plc). Portfolio is related to the NAV, which is the value attributed to our shareholders, and which also incorporates the Co-investment Incentive Scheme Accrual as well as the value of cash and debt retained on our balance sheet.

    The value of the Portfolio at 31 January 2025 is £1,523.1m (31 January 2024: £1,349.0m).

        31 January 2025 £m IFRS Balance sheet fair value Net assets of subsidiary limited partnerships Co-investment Incentive Scheme Accrual Total Company and subsidiary Limited Partnership
        Investments1 1,469.5 (0.3) 53.9 1,523.1
        Cash 3.9 3.9
        Other Net Liabilities (141.0) 0.3 (53.9) (194.6)
        Net assets 1,332.4 1,332.4
                 
        31 January 2024 £m IFRS Balance sheet fair value Balances receivable from subsidiary Limited Partnerships Co-investment Incentive Scheme Accrual Total Company and subsidiary Limited Partnership
        Investments1 1,296.4 (1.9) 54.4 1,349.0
        Cash 9.7 9.7
        Other Net Liabilities (22.9) 1.9 (54.4) (75.5)
        Net assets 1,283.2 1,283.2
        1Investments as reported on the IFRS balance sheet at fair value comprise the total of assets held by the Company and the net asset value of the Company’s investments in the subsidiary Limited Partnerships.
    Portfolio Return on a Local Currency Basis   Portfolio Return on a Local Currency Basis represents the change in the valuation of the Company’s Portfolio before the impact of currency movements and Co-investment Incentive Scheme Accrual. The Portfolio return of 10.2% is calculated as follows:
          £m 31 January 2025 31 January 2024
        Income, gains and losses on Investments   142.0 125.3
        Foreign exchange gains and losses included in gains and losses on investments   5.4 (38.6)
        Incentive accrual valuation movement   (9.3) (3.7)
        Total gains on Portfolio investments excluding impact of foreign exchange   138.1 83.1
        Opening Portfolio valuation   1,349.0 1,406.4
        Portfolio Return on a Local Currency Basis   10.2% 5.9%
                 
    Term Short form Definition
    Portfolio Company   Portfolio Company refers to an individual company in an investment portfolio.
    Primary   A Primary Investment is a Commitment to a private equity fund.
    Quoted Company   A Quoted Company is any company whose shares are listed or traded on a recognised stock exchange.
    Realisation Proceeds   Realisation Proceeds are amounts received in respect of underlying realisation activity from the Portfolio and exclude any inflows from the sale of fund positions via the secondary market.
    Realisations – Multiple to Cost   Realisations – Multiple to Cost is the average return from Full Exits from the Portfolio in the period on a primary investment basis, weighted by cost.
        £m   31 January 2025 31 January 2024
        Realisation Proceeds from Full Exits in the year-to-date   73.7 100.8
        Cost   35.9 28.8
        Average return Multiple to Cost   2.9x 3.5x
    Realisations – Uplift To Carrying Value   Realisations – Uplift To Carrying Value is the aggregate uplift on Full exits from the Portfolio in the period excluding publicly listed companies that were exited via sell downs of their shares.
        £m   31 January 2025 31 January 2024
        Realisation Proceeds from Full Exits in the year-to-date   73.7 100.8
        Prior Carrying Value (at previous quarterly valuation prior to exit)   62.0 89.2
        Realisations – Uplift To Carrying Value   19.0% 29.5%
    Secondary Investments   Secondary Investments occur when existing private equity fund interests and Commitments are purchased from an investor seeking liquidity.
    Share Price Total Return   Share Price Total Return is the change in the Company’s share price, assuming that dividends are re-invested on the day that they are paid.
    Total New Investment   Total New Investment is the total of direct Co-investment and fund investment Drawdowns in respect of the Portfolio. In accordance with IFRS 10, the Company’s subsidiaries are deemed to be investment entities and are included in subsidiary investments within the financial statements.

    Movements in the cash flow statement within the financial statements reconcile to the movement in the Portfolio as follows:

          £m 31 January 2025 31 January 2024
        Purchase of Portfolio investments per cash flow statement   34.1 25.2
        Purchase of Portfolio investments within subsidiary investments   152.2 111.6
        Return of cost/expenses   (4.9) 0.0
        Total New Investment   181.4 136.7
    Term Short form Definition        
    Total Proceeds   Total Proceeds are amounts received by the Company in respect of the Portfolio, which may be in the form of capital proceeds or income such as interest or dividends. In accordance with IFRS 10, the Company’s subsidiaries are deemed to be investment entities and are included in subsidiary investments within the financial statements.
        £m     31 January 2025 31 January 2024
        Sale of Portfolio investments per cash flow statement     20.0 40.6
        Sale of Portfolio investments, interest received, and dividends received within subsidiary investments     125.8 195.3
        Interest income per cash flow statement     0.5 1.7
        Dividend income per cash flow statement     0.5 0.8
        Other income per cash flow statement     0.1
        Return of invested cost     4.0 0.0
        Total Proceeds     150.8 238.6
        Fund Disposals     (67.6)
        Realisation Proceeds     150.8 171.0
    Total Return   The change in the Company’s Net Asset Value per Share, assuming that dividends are re-invested at the end of the quarter in which the dividend was paid.
    Undrawn Commitments   Undrawn Commitments are Commitments that have not yet been drawn down (please see ‘Drawdowns’).
    Unquoted Company   An Unquoted Company is any company whose shares are not listed or traded on a recognised stock exchange.
    Valuation Date   The date of the valuation report issued by the underlying manager.

    The MIL Network

  • MIL-OSI: VAALCO Energy, Inc. Declares Second Quarter 2025 Dividend

    Source: GlobeNewswire (MIL-OSI)

    HOUSTON, May 08, 2025 (GLOBE NEWSWIRE) — Vaalco Energy, Inc. (NYSE: EGY; LSE: EGY) (“Vaalco” or the “Company”) today announced that it declared its quarterly cash dividend of $0.0625 per share of common stock for the second quarter of 2025 ($0.25 annualized), which is payable on June 27, 2025, to stockholders of record at the close of business on May 23, 2025. Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to approval by the Board of Directors.

    George Maxwell, Vaalco’s Chief Executive Officer, commented, “We are pleased to announce our second quarter 2025 dividend, marking our 14th consecutive quarterly dividend. We have an active investment program underway and we are seeing volatility in commodity prices, but we remain committed to paying a sustainable, meaningful dividend to our shareholders.”

    About Vaalco

    Vaalco, founded in 1985 and incorporated under the laws of Delaware, is a Houston, Texas, USA based, independent energy company with a diverse portfolio of production, development and exploration assets across Gabon, Egypt, Cote d’Ivoire, Equatorial Guinea, Nigeria and Canada.

    For Further Information

       
    Vaalco Energy, Inc. (General and Investor Enquiries) +00 1 713 543 3422
    Website: www.vaalco.com
       
    Al Petrie Advisors (US Investor Relations) +00 1 713 543 3422
    Al Petrie / Chris Delange  
       
    Buchanan (UK Financial PR) +44 (0) 207 466 5000
    Ben Romney / Barry Archer VAALCO@buchanan.uk.com
       

    Forward Looking Statements

    This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created by those laws and other applicable laws and may also include “forward-looking information” within the meaning of applicable Canadian securities laws (collectively, “forward-looking statements”). Where a forward-looking statement expresses or implies an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. All statements other than statements of historical fact may be forward-looking statements. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “forecast,” “outlook,” “aim,” “target,” “will,” “could,” “should,” “may,” “likely,” “plan” and “probably” or similar words may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this press release include, but are not limited to, statements relating to expectations of future dividends to stockholders. Such forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by the forward-looking statements. These risks and uncertainties include, but are not limited to: risks relating to any unforeseen liabilities of Vaalco; the ability to generate cash flows that, along with cash on hand, will be sufficient to support operations and cash requirements; risks relating to the timing and costs of completion for scheduled maintenance of the Floating Production Storage and Offloading vessel servicing the Baobab field; and the risks described under the caption “Risk Factors” in Vaalco’s 2024 Annual Report on Form 10-K filed with the SEC on March 17, 2025 and subsequent Quarterly Reports on Form 10-Q filed with the SEC.

    Dividends beyond the second quarter of 2025 have not yet been approved or declared by the Board of Directors. The declaration and payment of future dividends remain at the discretion of the Board of Directors and will be determined based on Vaalco’s financial results, balance sheet strength, cash and liquidity requirements, future prospects, crude oil and natural gas prices, and other factors deemed relevant by the Board of Directors. The Board of Directors reserves all powers related to the declaration and payment of dividends. Consequently, in determining the dividend to be declared and paid on Vaalco’s common stock, the Board of Directors may revise or terminate the payment level at any time without prior notice.

    Inside Information

    This announcement contains inside information as defined in Regulation (EU) No. 596/2014 on market abuse which is part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (“MAR”) and is made in accordance with the Company’s obligations under article 17 of MAR. The person responsible for arranging the release of this announcement on behalf of Vaalco is Matthew Powers, Corporate Secretary of Vaalco.

    The MIL Network

  • MIL-OSI Banking: ASEAN and Canada reaffirm commitment to advancing Strategic Partnership

    Source: ASEAN – Association of SouthEast Asian Nations

    The 22nd ASEAN-Canada Dialogue, convened today in Vientiane, discussed progress of ASEAN-Canada relations, including the implementation of Plan of Action to Implement the Joint Declaration on ASEAN-Canada Enhanced Partnership (2021-2025), as well as possible areas of future cooperation to further advance ASEAN-Canada Strategic Partnership.
     
    Deputy Minister of Foreign Affairs of Lao PDR and SOM Leader of Lao PDR, Thongphane Savanphet, and Assistant Deputy Minister for the Indo-Pacific of Global Affairs Canada and SOM Leader of Canada, Weldon Epp, co-chaired the Meeting. Senior officials of ASEAN Member States or their representatives and the Deputy Secretary-General for ASEAN Political-Security Community were also in attendance. Timor-Leste attended the meeting as Observer.

    Photo credit: ASEAN Secretariat
    The post ASEAN and Canada reaffirm commitment to advancing Strategic Partnership appeared first on ASEAN Main Portal.

    MIL OSI Global Banks

  • MIL-OSI USA: Senator Marshall Joins Newsmax to Discuss No Taxes on Overtime and President Trump’s Ongoing Trade Negotiations

    US Senate News:

    Source: United States Senator for Kansas Roger Marshall
    Washington – U.S. Senator Roger Marshall, M.D. (R-Kansas) joined Bob Brooks with Newsmax last night to discuss his new legislation to codify one of President Donald Trump’s key campaign promises – the Overtime Wages Tax Relief Act – as well as ongoing tariffs and trade negotiations with foreign powers. 
    You may click HERE to watch Senator Marshall’s full Newsmax interview.
    On the introduction of the Overtime Wages Tax Relief Act:
    “You know, this One Big Beautiful Bill will be President Trump’s legacy. And he wants to make sure that this bill prioritizes those hard-working Americans, those hourly wage employees you’re talking about. And that’s exactly what we do with this. We’re going to let that first $10,000 of overtime wages that you make – we’re going to make sure the government doesn’t take home any of, that’s $20,000 for a couple. That means you could keep up to $4,000 more of your hard-earned money. And you’re just absolutely right – if you weren’t a Republican before you saw that first overtime check and all the government took out of it, you were after.”
    On experiencing overtime wage taxes at a young age:
    “My first job off the farm, I wasn’t quite 16 yet. The minimum wage was… $2.30 an hour, believe it or not. And to your point, I was working at a sale barn, sorting heifers and steers, shoveling manure, those types of things. My brother and I often would work 18, 20, 24 hours at a time. And after eight hours, it was overtime, so you sat there thinking, my goodness, this is going to be a huge check. I’m saving up money to buy a car someday. And you open up that check and there you say, oh my gosh, I thought I worked all these extra hours, time and a half, and you saw the government take so much of it and across America, again, hardworking Americans, that’s exactly what they’re experiencing today.
    “So, President Trump, promises made, promises kept. He’s going to let you keep more of your hard-earned money and fulfill one more of his campaign promises.”
    On future trade deals with foreign nations:
    “Even just moments ago, President Trump announced, the White House announced that they’re going to sit down with the Chinese and work on a trade deal with them. I think they’re very close on a deal with Mexico and Canada, probably Japan as well.
    “But remember what President Trump’s goals are. His goals are to bring more manufacturing jobs, more jobs back to America, and to negotiate free and reciprocal trade agreements, trade agreements that will last and take care of our children and our children’s children, not just fix the moment.
    “I am reminded of President Eisenhower, who did so many things that it took decades to come to fruition, for people to recognize his success. So yes, we’re enduring a little bit of pain right now, but already across the state of Kansas, small manufacturing companies are having spikes in sales. Because why? Because people want to invest in American-made products and not have to deal with the potential tariffs of something coming from abroad. So, it’s already working. Things are, things are just, just starting to shine here right now, better days are ahead of us. For America, I’m not tired of winning yet.”

    MIL OSI USA News

  • MIL-Evening Report: What is a blood cholesterol ratio? And what should yours be?

    Source: The Conversation (Au and NZ) – By Clare Collins, Laureate Professor in Nutrition and Dietetics, University of Newcastle

    Shutterstock

    Have you had a blood test to check your cholesterol level? These check the different blood fat components:

    • total cholesterol
    • LDL (low-density lipoprotein), which is sometimes called “bad cholesterol”
    • HDL (high-density lipoprotein), which is sometimes called “good cholesterol”
    • triglycerides.

    Your clinician then compares your test results to normal ranges – and may use ratios to compare different types of cholesterol.

    High blood cholesterol is a major risk factor for cardiovascular disease. This is a broad term that includes disease of blood vessels throughout the body, arteries in the heart (known as coronary heart disease), heart failure, heart valve conditions, arrhythmia and stroke.

    So what does cholesterol do? And what does it mean to have a healthy cholesterol ratio?

    What are blood fats?

    Cholesterol is a waxy type of fat made in the liver and gut, with a small amount of pre-formed cholesterol coming from food.

    Cholesterol is found in all cell membranes, contributing to their structure and function. Your body uses cholesterol to make vitamin D, bile acid, and hormones, including oestrogen, testosterone, cortisol and aldosterone.

    When there is too much cholesterol in your blood, it gets deposited into artery walls, making them hard and narrow. This process is called atherosclerosis.

    High blood cholesterol is a major risk factor for cardiovascular disease.
    Halfpoint/Shutterstock

    Cholesterol is packaged with triglycerides (the most common type of fat in the body) and specific “apo” proteins into “lipo-proteins” as a package called “very-low-density” lipoproteins (VLDLs).

    These are transported via the blood to body tissue in a form called low-density lipoprotein (LDL) cholesterol.

    Excess cholesterol can be transported back to the liver by high-density lipoprotein, the HDL, for removal from circulation.

    Another less talked about blood fat is Lipoprotein-a, or Lp(a). This is determined by your genetics and not influenced by lifestyle factors. About one in five (20%) of Australians are carriers.

    Having a high Lp(a) level is an independent cardiovascular disease risk factor.

    Knowing your numbers

    Your blood fat levels are affected by both modifiable factors:

    • dietary intake
    • physical activity
    • alcohol
    • smoking
    • weight status.

    And non-modifiable factors:

    • age
    • sex
    • family history.



    Read more:
    Got high cholesterol? Here are five foods to eat and avoid


    What are cholesterol ratios?

    Cholesterol ratios are sometimes used to provide more detail on the balance between different types of blood fats and to evaluate risk of developing heart disease.

    Commonly used ratios include:

    1. Total cholesterol to HDL ratio

    This ratio is used in Australia to assess risk of heart disease. It’s calculated by dividing your total cholesterol number by your HDL (good) cholesterol number.

    A higher ratio (greater than 5) is associated with a higher risk of heart disease, whereas a lower ratio is associated with a lower risk of heart disease.

    A study of 32,000 Americans over eight years found adults who had either very high, or very low, total cholesterol/HDL ratios were at 26% and 18% greater risk of death from any cause during the study period.

    Those with a ratio of greater than 4.2 had a 13% higher risk of death from heart disease than those with a ratio lower than 4.2.

    2. Non-HDL cholesterol to HDL cholesterol ratio (NHHR)

    Non-HDL cholesterol is the total cholesterol minus HDL. Non-HDL cholesterol includes all blood fats such as LDL, triglycerides, Lp(a) and others. This ratio is abbreviated as NHHR.

    This ratio has been used more recently because it compares the ratio of “bad” blood fats that can contribute to atherosclerosis (hardening and narrowing of the arteries) to “good” or anti-atherogenic blood fats (HDL).

    Non-HDL cholesterol is a stronger predictor of cardiovascular disease risk than LDL alone, while HDL is associated with lower cardiovascular disease risk.

    Because this ratio removes the “good” cholesterol from the non-HDL part of the ratio, it is not penalising those people who have really high amounts of “good” HDL that make up their total cholesterol, which the first ratio does.

    Research has suggested this ratio may be a stronger predictor of atherosclerosis in women than men, however more research is needed.

    Another study followed more than 10,000 adults with type 2 diabetes from the United States and Canada for about five years. The researchers found that for each unit increase in the ratio, there was around a 12% increased risk of having a heart attack, stroke or death.

    They identified a risk threshold of 6.28 or above, after adjusting for other risk factors. Anyone with a ratio greater than this is at very high risk and would require management to lower their risk of heart disease.

    The greater this ratio, the greater the chance of having a heart attack or stroke.
    Alex Yeung/Shutterstock

    3. LDL-to-HDL cholesterol ratio

    LDL/HDL is calculated by dividing your LDL cholesterol number by the HDL number. This gives a ratio of “bad” to “good” cholesterol.

    A lower ratio (ideal is less than 2.0) is associated with a lower risk of heart disease.

    While there is lesser focus on LDL/HDL, these ratios have been shown to be predictors of occurrence and severity of heart attacks in patients presenting with chest pain.




    Read more:
    Health Check: five food tips that could save your life after a heart attack


    If you’re worried about your cholesterol levels or cardiovascular disease risk factors and are aged 45 and over (or over 30 for First Nations people), consider seeing your GP for a Medicare-rebated Heart Health Check.

    Clare Collins AO is a Laureate Professor in Nutrition and Dietetics at the University of Newcastle, NSW and a Hunter Medical Research Institute (HMRI) affiliated researcher. She is a National Health and Medical Research Council (NHMRC) Leadership Fellow and has received research grants from NHMRC, ARC, MRFF, HMRI, Diabetes Australia, Heart Foundation, Bill and Melinda Gates Foundation, nib foundation, Rijk Zwaan Australia, WA Dept. Health, Meat and Livestock Australia, and Greater Charitable Foundation. She has consulted to SHINE Australia, Novo Nordisk, Quality Bakers, the Sax Institute, Dietitians Australia and the ABC. She was a team member conducting systematic reviews to inform the 2013 Australian Dietary Guidelines update, the Heart Foundation evidence reviews on meat and dietary patterns and current Co-Chair of the Guidelines Development Advisory Committee for Clinical Practice Guidelines for Treatment of Obesity.

    Erin Clarke is a Postdoctoral Fellow at the University of Newcastle, and an affiliated researcher with Hunter Medical Research Institute (HMRI). She is also an Accredited Practising Dietitian working in private practice. She is currently supported by L/Prof Clare Collins’ National Health and Medical Research Council Leadership Fellowship. She has received funding from the New South Wales Ministry of Health, University of Newcastle, HMRI, Hunter New England Health and has an industry grant with Honeysuckle Health Pty Limited. She also holds positions on the Nutrition Society of Australia Council as Co-Chair of the Newcastle Regional Group, she is an early career representative for the HMRI Food and Nutrition Research Program and the University of Newcastle College of Health, Medicine and Wellbeing ECR Research Sub-Committee. She is also a member of the Nutrition Society of Australia Precision and Personalised Nutrition Special Interest Group and the NSW Cardiovascular Research Network.

    ref. What is a blood cholesterol ratio? And what should yours be? – https://theconversation.com/what-is-a-blood-cholesterol-ratio-and-what-should-yours-be-253126

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI Economics: Deputy Secretary-General of ASEAN for ASEAN Political-Security Community meets with Assistant Deputy Minister for the Indo-Pacific at Global Affairs Canada/Canada SOM Leader

    Source: ASEAN

    Deputy Secretary-General of ASEAN for ASEAN Political-Security Community, Dato’ Astanah Abdul Aziz, today met with the Assistant Deputy Minister for the Indo-Pacific at Global Affairs Canada/Canada Senior Officials’ Meeting (SOM) Leader, Weldon Epp, at the sidelines of the 22nd ASEAN-Canada Dialogue in Vientiane, Lao PDR. Both sides exchanged views on ways to further advance the ASEAN-Canada Strategic Partnership and touched upon regional and international issues of common interest and concern.

    photos credit: ASEAN Secretariat
     
    The post Deputy Secretary-General of ASEAN for ASEAN Political-Security Community meets with Assistant Deputy Minister for the Indo-Pacific at Global Affairs Canada/Canada SOM Leader appeared first on ASEAN Main Portal.

    MIL OSI Economics

  • MIL-OSI China: Historic victory returns some of Chinese snooker’s lost luster

    Source: People’s Republic of China – State Council News

    In a moment that will reverberate far beyond the walls of the Crucible Theatre, China’s Zhao Xintong etched his name into sporting history by becoming the first Asian to win the World Snooker Championship.

    With a commanding victory over three-time world champion Mark Williams, 28-year-old Zhao not only claimed his first world title, but also redefined the global landscape of a sport long dominated by British players.

    “I can’t believe it. It’s like a dream,” said Zhao, his voice trembling as he raised the Chinese national flag beside the table.

    Zhao Xintong celebrates with the trophy after claiming the title by defeating Mark Williams of Wales in the final at World Snooker Championship 2025 in Sheffield, Britain, May 5, 2025. [Photo/Xinhua]

    Just months earlier, Zhao had rejoined competitive events as an amateur following a 20-month suspension for his involvement in match-fixing. His success at the Crucible was more than a win. It was a moment of arrival for himself, for Chinese snooker, and for the global game.

    A MILESTONE FOR ASIA

    Zhao’s win marks the first time in snooker’s modern history since 1969 that the world title has been won by an Asian player. He becomes the fourth champion from outside the United Kingdom and Ireland, following Canada’s Cliff Thorburn (1980), Neil Robertson of Australia (2010), and Belgium’s Luca Brecel (2023).

    Yet Zhao’s victory added symbolic weight: it is the culmination of China’s decades-long effort to develop snooker from a niche interest to a national movement.

    “I once said, ‘I’m glad to see that the threshold I shattered back then has become a runway for everyone.’ Today someone has finally crossed the finish line on that runway,” wrote Chinese icon Ding Junhui, who reached the World Championship final in 2016.

    “He has achieved the dream that generations of Chinese snooker players have shared,” Ding added.

    Zhao’s triumph echoed another landmark moment for Chinese snooker two decades ago. In the 2005 China Open final, Ding, then just 18 and playing as a wildcard, stunned the snooker world by defeating legend Stephen Hendry to claim China’s first ranking title.

    However, the sport itself faced a turning point. At that time, snooker was struggling in its traditional heartland. A European Union ban on tobacco advertising had stripped the sport of long-time sponsors, and its unpredictable match durations made broadcasting inconvenient. By the 2005-06 season, the snooker calendar had shrunk to just six ranking events.

    At that critical juncture, China’s interest in the game, backed by a vast population, emerging media market and surging youth participation, proved to be a lifeline. Ding’s victory helped ignite a snooker boom in China that would change the sport’s future.

    In the 2024-25 season, snooker has nearly 20 ranking tournaments, a dramatic revival made possible, in large part, by China’s sustained investment and growing influence.

    Once there was only Ding as an elite Chinese player; now there is a whole generation. A record 10 Chinese players qualified for the main draw at this year’s World Championship, six of whom reached the last 16. Moreover, nine Chinese players are currently ranked inside the world’s top 32.

    This depth of talent is no accident. Over the past two decades, China has invested heavily in snooker infrastructure from grassroots clubs to elite academies. In cities like Dongguan, Guangzhou and Beijing, children learn the sport in specialized training centers, guided by a growing network of coaches, many of them trained overseas.

    “Snooker used to be seen as just a hobby,” said Huang Zhufeng, head of the World Snooker Academy’s Guangdong branch. “Now it’s a real career path — a sport the country is proud of.”

    FROM CHINA TO WORLD

    As the talent pool expanded, so did the calendar. China now hosts nearly one-third of professional ranking events each season, far more than any other country outside the U.K..

    Tournaments in cities like Beijing, Shanghai, Wuhan, and the small but iconic town of Yushan are now fixtures on the global snooker circuit. The Yushan International Billiards Culture Center, home to the World Snooker Hall of Fame and Museum, has been dubbed “the second Crucible” by players.

    Jason Ferguson, chairman of the World Professional Billiards and Snooker Association, said the sport’s growth in China has reshaped its global future.

    “China has developed its own history in the sport. It’s no longer a U.K.-based sport, and it’s no longer just U.K. players. We’ve learned a lot in China of how to develop snooker, and some of those things we’ve learned, we are now taking them to new countries and helping those to develop as well,” Ferguson said.

    The sport also has a fast-growing fanbase in China. A report shows that by 2022, China’s billiards and snooker enthusiasts have surpassed 210 million, with an increase of 180 percent year-on-year. According to a survey from data analysis provider iiMedia Research, more than 100,000 billiards-related businesses were registered in China in 2023 alone. In April 2024, the number of 24-hour self-service snooker halls grew by 25 percent year-on-year.

    Millions of Chinese fans tuned in to Zhao’s final late at night, with their excitement visible in the fast-scrolling comments flooding livestream platforms.

    For a long time, snooker was a sport of British tradition. Zhao’s victory symbolized the start of a new chapter: one that reflects a more global, diverse, and dynamic future for the sport.

    “I did realize that my victory is important for Chinese snooker,” Zhao said in an exclusive interview with Xinhua.

    “Zhao’s title highlights China’s 40-year resilient snooker journey on the global stage. What we’re seeing now is just the beginning,” Huang noted. 

    MIL OSI China News

  • MIL-OSI China: Quan faces growing challenge head on

    Source: People’s Republic of China – State Council News

    Taller, heavier and tougher — China’s diving sensation Quan Hongchan is embracing new challenges brought by her growing pains, with the three-time Olympic champion poised to regain her competitive edge.

    Quan Hongchan remains upbeat, despite missing out on gold at the World Cup season finale. XINHUA

    Dubbed as the master of the “splash-disappearing technique”, Quan has twice redefined the benchmark of elite diving by winning back-to-back 10m platform golds at Tokyo 2020 and Paris 2024, leaving the judges stunned, commentators speechless and fans in awe with full-mark dives defining her early career.

    As almost invincible as she appeared in the buildup to Paris, Quan has recently been dealt a tricky challenge from within — the rapid growth of her body frame — as the 18-year-old now measures at least 15 centimeters taller and 10 kilograms heavier than the diminutive prodigy who made some of the world’s most difficult dives look effortless at her breakout Games debut in Tokyo.

    The pull of gravity, now, feels much stronger, while the control of her spins, velocity and entry angle takes more training and greater strength to perfect, Quan admitted. Errors on dives she never messed up before now happen more frequently, she added.

    “I’ve lost the feeling that I was used to when performing my dives,” Quan confessed last week during the World Aquatics Diving World Cup Super Final in Beijing.

    It’s nothing new for teen talent in sports such as diving, gymnastics and artistic swimming. It’s just the resilience to accept it, embrace it and beat it that sets consistent, true winners apart from the short-term bloomers.

    Quan has braced herself for perhaps the biggest challenge of her career with a positive mindset.

    “I’ve grown a lot physically. The way my body moves has changed, so, naturally, I cannot re-adapt as quickly as I need to,” Quan said after finishing runner-up, beaten by her teammate Chen Yuxi, on the 10m platform at the Beijing super final.

    “I am OK with that, and I think I’ve done a pretty good job today.

    “I will work harder and add more fitness and strength training to my daily routine in order to help myself get used to my changing size. And, from there, I will try to perfect my dives again.”

    The silver finish at the Cup series’ season finale at the Water Cube on Saturday was Quan’s third consecutive loss to her close friend Chen, who is also her synchro event partner, since she outscored Chen by a small margin of merely 4.9 points from five rounds to retain her Olympic gold in Paris.

    In fact, since her international debut in 2021, Quan had never finished runner-up three times in a row across all the meets she’s ever contested in the Cup, world championships and Olympics.

    The flaw that cost Quan a career-first Super Final gold in Beijing remained the same 207C routine — a dive involving three-and-a-half backward flips — that has forced her to misjudge her entry angle twice before at the earlier Mexico and Canada legs of Cup series.

    Her coach Chen Ruolin, though, wasn’t so concerned about Quan’s ability to readjust.

    “It’s the natural process of puberty development that every teen athlete has to experience. She’s so talented, so demanding on herself, and always works harder.

    “I have full confidence in her ability to navigate through it,” said the coach, herself a legendary five-time Olympic champion, who overcame the same challenge.

    The healthy competition with her biggest rival and bestie outside the pool is helpful as well.

    Whatever happens in an individual competition, Quan said she feels free to always seek advice and comfort from Chen Yuxi whenever she has a bad day.

    And Chen Yuxi, who is two years Quan’s senior, feels likewise.

    “We are close to each other and talk about everything all the time. We always have each other’s back and support each other, no matter what,” said Chen Yuxi, who claimed three titles in a row on the Cup series to be named the “Best Female Diver of 2025”.

    Youth surge celebrated

    Boasting a strong roster of multiple Olympic and world champions, the host contingent completed a clean sweep of all nine gold medals up for grabs at the Super Final in Beijing, with the rise of some next-generation divers stealing the show at the iconic Olympic arena.

    In women’s 3m springboard, 20-year-old Chen Jia continued her winning streak from two earlier Cup legs, and clinched the title in Beijing with 382.05 points, edging her Olympic champion teammate Chen Yiwen into second place. Maddison Keeney of Australia and Chiara Pellacani of Italy followed as the third and fourth finishers.

    As a rookie to the Cup series, Chen Jia wrapped up her fruitful campaign with a huge confidence boost.

    “I am really happy with the gold, but I still need to learn a lot from others. I should say I was a slow learner to the new format of head-to-head competition. I found my familiar pace only during the final,” said the Sichuan province native, who was only selected into the national team at the end of last year.

    Young men’s 10m platform combo Zhu Zifeng and Cheng Zilong have emerged as surprising crowd pleasers, as they both scored perfect 10s in their attempts in the men’s individual final.

    Zhu earned five 10s from seven judges on his opening dive, and collected five 90-plus scores in six dives to win his first Super Final title and the Best Male Diver award.

    “I didn’t expect to win this gold medal, because I finished second at the two previous legs, but I also learned from that. I told myself to concentrate on my own techniques,” said the 22-year-old Zhu, who also bagged the synchronized gold with partner Cheng.

    MIL OSI China News

  • MIL-OSI USA: New Visualization From NASA’s Webb Telescope Explores Cosmic Cliffs

    Source: NASA

    In July 2022, NASA’s James Webb Space Telescope made its public debut with a series of breathtaking images. Among them was an ethereal landscape nicknamed the Cosmic Cliffs. This glittering realm of star birth is the subject of a new 3D visualization derived from the Webb data. The visualization, created by NASA’s Universe of Learning and titled “Exploring the Cosmic Cliffs in 3D,” breathes new life into an iconic Webb image.
    It is being presented today at a special event hosted by the International Planetarium Society to commemorate the 100th anniversary of the first public planetarium in Munich, Germany.
    The landscape of “mountains” and “valleys” known as the Cosmic Cliffs is actually a portion of the nebula Gum 31, which contains a young star cluster called NGC 3324. Both Gum 31 and NGC 3324 are part of a vast star-forming region known as the Carina Nebula Complex.
    Ultraviolet light and stellar winds from the stars of NGC 3324 have carved a cavernous area within Gum 31. A portion of this giant bubble is seen above the Cosmic Cliffs. (The star cluster itself is outside this field of view.)
    The Cliffs display a misty appearance, with “steam” that seems to rise from the celestial mountains. In actuality, the wisps are hot, ionized gas and dust streaming away from the nebula under an onslaught of relentless ultraviolet radiation.
    Eagle-eyed viewers may also spot particularly bright, yellow streaks and arcs that represent outflows from young, still-forming stars embedded within the Cosmic Cliffs. The latter part of the visualization sequence swoops past a prominent protostellar jet in the upper right of the image.

    [embedded content]
    In July 2022, NASA’s James Webb Space Telescope made history, revealing a breathtaking view of a region now nicknamed the Cosmic Cliffs.This glittering landscape, captured in incredible detail, is part of the nebula Gum 31 — a small piece of the vast Carina Nebula Complex — where stars are born amid clouds of gas and dust.This visualization brings Webb’s iconic image to life — helping us imagine the true, three-dimensional structure of the universe… and our place within it.

    Produced for NASA by the Space Telescope Science Institute (STScI) with partners at Caltech/IPAC, and developed by the AstroViz Project of NASA’s Universe of Learning, this visualization is part of a longer, narrated video that provides broad audiences, including youth, families, and lifelong learners, with a direct connection to the science and scientists of NASA’s Astrophysics missions. That video enables viewers to explore fundamental questions in science, experience how science is done, and discover the universe for themselves.
    “Bringing this amazing Webb image to life helps the public to comprehend the three-dimensional structure inherent in the 2D image, and to develop a better mental model of the universe,” said STScI’s Frank Summers, principal visualization scientist and leader of the AstroViz Project.
    More visualizations and connections between the science of nebulas and learners can be explored through other products produced by NASA’s Universe of Learning including a Carina Nebula Complex resource page and ViewSpace, a video exhibit that is currently running at almost 200 museums and planetariums across the United States. Visitors can go beyond video to explore the images produced by space telescopes with interactive tools now available for museums and planetariums.
    NASA’s Universe of Learning materials are based upon work supported by NASA under award number NNX16AC65A to the Space Telescope Science Institute, working in partnership with Caltech/IPAC, Center for Astrophysics | Harvard & Smithsonian, and NASA’s Jet Propulsion Laboratory.
    The James Webb Space Telescope is the world’s premier space science observatory. Webb is solving mysteries in our solar system, looking beyond to distant worlds around other stars, and probing the mysterious structures and origins of our universe and our place in it. Webb is an international program led by NASA with its partners, ESA (European Space Agency) and CSA (Canadian Space Agency).
    NASA’s Universe of Learning is part of the NASA Science Activation program, from the Science Mission Directorate at NASA Headquarters. The Science Activation program connects NASA science experts, real content and experiences, and community leaders in a way that activates minds and promotes deeper understanding of our world and beyond. Using its direct connection to the science and the experts behind the science, NASA’s Universe of Learning provides resources and experiences that enable youth, families, and lifelong learners to explore fundamental questions in science, experience how science is done, and discover the universe for themselves.
    To learn more about Webb, visit:
    https://science.nasa.gov/webb
    Downloads
    View/Download all image products at all resolutions for this article from the Space Telescope Science Institute.

    Laura Betz – laura.e.betz@nasa.govNASA’s Goddard Space Flight Center, Greenbelt, Md.
    Christine Pulliam – cpulliam@stsci.eduSpace Telescope Science Institute, Baltimore, Md.

    Explore more: Carina Nebula Complex from NASA’s Universe of Learning
    Read more: Webb’s view of the Cosmic Cliffs
    Listen: Carina Nebula sonification
    Read more: Webb’s star formation discoveries
    More Webb News
    More Webb Images
    Webb Science Themes
    Webb Mission Page

    What is the Webb Telescope?
    SpacePlace for Kids
    En Español
    Ciencia de la NASA
    NASA en español 
    Space Place para niños

    MIL OSI USA News

  • MIL-OSI USA: California sues Trump administration for illegally withholding billions in bipartisan infrastructure funds: ‘Another Trump gift to China’

    Source: US State of California 2

    May 7, 2025

    What you need to know: California and 16 other states today filed a federal lawsuit accusing President Trump of unlawfully withholding billions of dollars approved by bipartisan majorities in Congress for electric vehicle charging infrastructure that would reduce toxic pollution, expand access to clean vehicles and create thousands of green jobs.

    SACRAMENTO — Governor Gavin Newsom and Attorney General Rob Bonta announced today that a multi-state lawsuit was filed in federal court challenging actions taken by President Trump’s Federal Highway Administration (FHWA) to thwart Congress’s $5 billion program to expand electric vehicle (EV) charging infrastructure. The Trump administration’s unlawful actions would cost Californians more than $300 million, eliminate thousands of good-paying jobs and hobble a critical, emerging tech industry. 

    On the first day of his administration, President Trump issued an executive order directing federal agencies to immediately stop releasing funds appropriated through the Infrastructure Investment and Jobs Act (IIJA), also known as the Bipartisan Infrastructure Law, including $5 billion that Congress appropriated for electric vehicle charging stations under the National Electric Vehicle Infrastructure (NEVI) Formula Program. 

    Following that directive, FHWA effectively halted the NEVI Formula Program by, among other things, unlawfully withholding billions in funds that Congress had directed to the states for building EV infrastructure.

    When America retreats, China wins.

    President Trump’s illegal action withholding funds for electric vehicle infrastructure is yet another Trump gift to China – ceding American innovation and killing thousands of jobs.

    Instead of hawking Teslas on the White House lawn, President Trump could actually help Elon – and the nation – by following the law and releasing this bipartisan funding.

    Governor Gavin Newsom

    California, Colorado, and Washington led a coalition of 17 states in suing FHWA. The lawsuit states that FHWA’s unlawful actions deprive the states of billions of dollars in appropriated funds, ignores Congressional mandates, violates the U.S. Constitution and will devastate the ability of states to build the charging infrastructure necessary for making EVs accessible to more consumers, combating climate change, reducing other harmful pollution, and supporting the states’ green economies. 

    “The President continues to roll back environmental and climate change protections, this time illegally stripping away billions of dollars for electric vehicle charging infrastructure, all to line the pockets of his Big Oil friends,” said Attorney General Bonta. “The facts don’t lie: the demand for clean transportation continues to rise, and California will be at the forefront of this transition to a more sustainable, low-emissions future. California will not back down, not from Big Oil, and not from federal overreach.” 

    California’s State Electric Vehicle Infrastructure Deployment Plan anticipated that California would need hundreds of thousands of additional EV charging ports to support passenger cars and trucks and incrementally more charging ports for medium- and heavy-duty trucks and buses to meet climate goals. The plan, approved by the federal government, would leverage public funding and private investment to build out a statewide charging infrastructure, including $384 million from the NEVI program.   

    The lawsuit requests the court to declare that President Trump’s directives are unlawful, vacate the actions and permanently stop the administration from withholding the funds. 

    A national leader in zero-emission vehicles (ZEV) and infrastructure

    California’s support for clean cars is unmatched, and the state is home to more than 30% of new ZEVs sold in the U.S. With the rise in EV and plug-in hybrid demand, the state is committed to rapidly deploying funds to develop and ensure a reliable and easy-to-use charging network. The state has doubled down on improving the charging network and making it even easier to buy an EV:

    • More than 178,000 public or shared private electric vehicle charging ports have been installed throughout California, plus more than 700,000 at-home charging ports. 
    • Grants and rebates for thousands of dollars are available for low-income Californians to purchase EVs. Learn more at ClimateAction.ca.gov or ElectricForAll.org.

    The work doesn’t stop with passenger electric vehicles — the state has been hard at work to cut emissions from trucks and buses. Recent efforts include:

    • More than $640 million toward the deployment of zero-emission truck and bus recharging and refueling infrastructure.
    • $500 million to put another 1,000 ZEV school buses on the road.
    • More than $1.3 billion for public transportation projects, including several that support zero-emission buses. 

    California’s strategy for a clean transportation transition

    In addition to advancing ZEVs, the Newsom Administration is prioritizing clean fuel production, public transit and rail infrastructure enhancements, and a cleaner, smarter electric grid to help power it all. As California works toward this clean transportation future, the state is also advancing efforts to prevent gasoline price spikes. 

    Standing up for California communities and businesses 

    Today’s lawsuit follows the Governor’s recent announcement that California is challenging President Trump’s authority to unilaterally enact tariffs. The Governor also intends to create new strategic trade relationships with international partners aimed at strengthening shared economic resilience and protecting California’s manufacturers, workers, farmers, businesses, and supply chains. The Governor has also announced a new international campaign to help maintain the strong tourism partnership between California and Canada.

    Press Releases, Recent News

    Recent news

    News What you need to know: Despite the Trump Administration’s assaults, both California and Texas are working to build high-speed rail. But only one state has built anything: California. SACRAMENTO — What’s the main difference between California high-speed rail and…

    News What you need to know: A new report details nearly $33 billion raised for climate projects and direct support for Californians funded by cap-and-trade, as Governor Gavin Newsom and legislative leaders seek an extension of the program. SACRAMENTO – Governor Gavin…

    News Sacramento, California – Governor Gavin Newsom today issued a proclamation declaring May 4-10, 2025 as “Children’s Mental Health Awareness Week.”The text of the proclamation and a copy can be found below: PROCLAMATIONChildren’s mental health has become an…

    MIL OSI USA News

  • MIL-OSI New Zealand: Pre-Budget speech to BusinessNZ

    Source: NZ Music Month takes to the streets

    Good afternoon everyone. 

    Today my intention is to put this year’s Budget in context. 

    First, I want to speak briefly about our economic recovery here at home, and why I remain confident despite international uncertainty. 

    Then I’m going to make the case for the two big priorities of Budget 2025, fiscal consolidation and economic growth: why they matter and some steps we’re taking to make them happen.

    It’s fair to say Budget 2025 arrives against a challenging international backdrop. 

    Trade tensions overseas have seen growth forecasts revised down across the world, as exporters and consumers come under sustained pressure. 

    The sharp deterioration of financial markets in early April have somewhat recovered in recent days and weeks, but markets remain volatile. 

    Experts offshore are leaning into the uncertainty. 

    The Bank of Canada even chose to publish two separate scenarios in their latest statement, instead of one single set of forecasts.

    I don’t blame them for having a bob each way. 

    For a small, open economy like New Zealand, the international environment clearly matters a lot, but I remain confident about our recovery. 

    Inflation remains anchored below 3 per cent, and interest rates continue to fall, supporting households with the cost of living and providing the foundation for a domestic economic recovery. 

    The Official Cash Rate has fallen considerably, from 5.5 to 3.5 per cent, with economists picking further cuts are on the way soon. 

    I acknowledge for households, interest rate relief will be a slow and steady process.  

    For example, according to the Reserve Bank, average interest rates on outstanding mortgages have only now fallen for just 4 months in a row, having previously risen for 37 months in a row. 

    The good news is that financial relief for households will keep rolling, with around $60 billion of mortgages set to roll-over in just the next three months. 

    In short, the trend is our friend, even if I know many families and businesses won’t be feeling that relief quite yet. 

    At the same time, an export-led recovery is now well underway in regional New Zealand. 

    Dairy prices are strong, despite global headwinds, supporting farmers to pay down debt and put more money back into rural communities. 

    Fruit exports are booming, hitting $5 billion in value in the 12 months to March, driven by a big jump in kiwifruit sales. 

    The tourism industry is also growing rapidly, with visitor numbers continuing to recover, now hitting 86 per cent of pre-COVID levels. 

    Total tourism expenditure was up 23 per cent in 2024.

    It’s not surprising then that the recovery is looking brighter in regional New Zealand, and the South Island in particular.     

    Just last week Westpac highlighted that in Otago, Canterbury, and Southland, consumer confidence and growth in retail activity is outpacing the rest of the country. 

    Our government is working hard to support that rural recovery. 

    A steady diet of pro-growth deregulation, a strong focus on RMA reform, and fresh efforts to break into new markets offshore are highlights of that agenda so far. 

    We know the difference quality trade agreements can make to our growth prospects. For example, in the 12 months since the EU FTA came into force, exports to the European Union grew by 25 per cent.

    For exporters, that’s worth an additional $1 billion. 

    Whether it’s CER, the CPTPP, the China, UK, or more recent UAE and GCC FTAs, our farmers and exporters are blessed by a latticework of trade agreements, negotiated successively by Ministers and diplomats over many years.

    Clearly India will be an important next step, and it was positive to see Minister of Trade Todd McClay announce on Monday that the first formal round of FTA negotiations kicked off this week. 

    That brings me to this year’s Budget.

    It won’t surprise you to learn that lifting New Zealand’s long run economic performance has been our primary focus in designing Budget 2025. 

    Yes, that has shaped decisions we have made on individual initiatives, some of which I’ll touch on shortly. 

    But our fiscal strategy, including our desire to return to surplus, and the wider impact on inflation, interest rates, and growth has also been front of mind. 

    You might have seen Nicola Willis announce last week that this year’s operating allowance would be smaller than previously signalled, at just $1.3 billion. 

    That will be the smallest operating allowance in a decade and ensures Treasury can still forecast a surplus within the next four years. 

    That was the right decision for several reasons. 

    First, it represents a fresh commitment to necessary fiscal consolidation. 

    In recent years, New Zealand has been living beyond its means and that has come at a significant cost. 

    Since 2017, net core Crown debt has risen by around $120 billion.

    Put another way, that’s $60,000 in additional debt for every household in New Zealand. 

    As a proportion of the economy, debt has ballooned from just 21.6 per cent of GDP in 2017, to around 43 per cent of GDP today, higher than it has been at any time since the 1990s. 

    At the same time, the cost of servicing our national debt has more than doubled, from $3.5 billion in 2017, to almost $9 billion today.

    In some areas, spending more is the right thing to do. 

    In health, education, law and order, defence, and transport my government is prioritising significant new investments. 

    Each of those areas are a priority for New Zealanders and they require more funding to deliver the quality services Kiwis expect. 

    But that comes with trade-offs.  

    Spending more on everything, as some commentators have called for, would mean larger deficits, more debt, and ultimately fewer choices in future budgets as the cost of servicing our debt grows even larger and the prospect of returning to surplus evaporates. 

    Managing and responding to critical risks is also more challenging with high levels of public debt. 

    New Zealand was well served in the Global Financial Crisis, following the Christchurch Earthquake, and during COVID because successive Ministers of Finance made difficult choices to ensure New Zealand had low levels of public debt. 

    Our responsibility is to do what we can to leave a similar inheritance for future administrations. 

    Second, a smaller allowance supports lower interest rates and stronger business activity. 

    Sadly, recent experiences have forced us to re-learn the fundamentals of economics, including the reality that if governments borrow and spend too much, interest rates are forced higher to compensate, putting pressure on family budgets and private sector activity. 

    The good news is that the converse is also true. 

    More restrained fiscal policy supports interest rates to remain low, enabling businesses to grow and families to get ahead under their own steam. 

    ANZ’s initial estimate last week was that the smaller operating allowance would support interest rates being 5-10 basis points lower than otherwise. 

    Meanwhile, Treasury has estimated that with a tighter budget package, interest rates would be up to 30 basis points lower by the end of the forecast period. 

    For a family with a mortgage, or a farmer or entrepreneur taking on debt to grow their business, that means real financial relief and more opportunity to get ahead. 

    Careful spending, low interest rates, and robust private sector growth sits at the very heart of our government’s economic strategy, as we create jobs, boost exports, lift incomes, and promote innovation and investment.

    Prudent fiscal management also supports our economic reputation offshore. 

    For a small-open economy like New Zealand that’s critical. 

    It means we can borrow more affordably when we have to, and guarantees that even in periods of global turmoil, we are a trusted destination for trade and investment. 

    Third, the smaller operating allowance was the right call because keeping our word matters.  

    Nicola Willis has been consistent in her commitment to deliver a path back to surplus and to maintain debt at prudent levels. 

    Conditions can and do change, but it is a credit to her that Budget 2025 demonstrates a return to surplus, despite a challenging global backdrop.  

    That’s the result you expect when you anchor Budget decisions in your fiscal strategy, instead of allowing the pressures of the day to drag you off course. 

    I know there are some commentators calling for larger allowances and more spending. 

    They need to be honest that those decisions will mean more debt, more deficits, and an indefinite delay to New Zealand’s return to surplus. 

    More debt and more deficits is a fiscal strategy – but for a small, internationally-exposed country like New Zealand, it’s also an incredibly risky one. 

    At the same time, just as grey clouds bring silver linings, even tight Budgets present opportunities. 

    In Budget 2025, we will be taking further steps in our long-term mission to lift economic growth and boost productivity.  

    Earlier this year, we published our Government’s Going for Growth Agenda, which outlines a range of actions we are taking to get the New Zealand economy moving and realising its vast potential.

    Each of those actions fits into one of five pillars we have identified as critical to lifting economic growth and improving New Zealanders’ standard of living:

    Developing talent,
    Encouraging innovation, science, and technology,
    Introducing competitive business settings,
    Promoting global trade and investment,
    And delivering infrastructure for growth.

    Each of those pillars will have strong representation in Budget 2025. 

    Today I want to touch on just a few of them – and some small steps we are taking to underpin our growth mission. 

    Encouraging science, innovation, and technology is one of those key pillars. 

    In January at my State of the Nation, I spoke briefly about our vision for the sector. 

    I want to see a much sharper focus on commercialisation, stronger ties to the business community, and rapid access to ideas and innovation from overseas. 

    Capital investment will be critical to our growth journey, but New Zealand won’t achieve a step-change in our living standards if we invest more but continue to lag behind the global technological frontier. 

    In Budget 2025, we will be allocating the funding we need to give effect to the changes I announced earlier this year, including the establishment of three new Public Research Organisations. 

    I also know that following a review of the Research and Development Tax Incentive that kicked off last year, the business community has been looking for some certainty on the future of the programme.

    That review was required in law, and the final report has not yet been tabled in Parliament. 

    However, I can confirm today that we are retaining the RDTI in this year’s Budget so businesses have the certainty they need to keep investing and keep going for growth.

    Promoting global trade and investment has also been a focus of my government in 2025, even before the recent bout of uncertainty offshore. 

    As I said earlier, part of that task has been to bring fresh energy to New Zealand’s proud history of achieving trade agreements offshore, with Minister of Trade Todd McClay finalising two new trade agreements in the Middle East, while we continue to work hard towards a trade agreement with India. 

    But promoting New Zealand as an attractive destination for investment, and a shelter from the global storm, has also been a personal focus of mine. 

    In March, the government hosted an Investment Summit here in Auckland, with attendees representing an estimated $6 trillion in capital, as we showcased opportunities to partner with the Crown, Iwi, and the private sector.

    We are seeing some real progress, including an outstanding deal worth around $1 billion signed by Waikato Tainui and Brookfield Asset Management to further develop the Ruakura Inland Port.

    But of course, I want to see more. 

    Yes, that means getting the structural settings right, including rewriting the Overseas Investment Act, so major investments from offshore are consented faster and more reliably. 

    But for small countries – who have to compete hard for share of mind and share of wallet – we also need a team of national champions constantly making the case for New Zealand as an outstanding place to do business. 

    In January, I announced that team would be led by Invest NZ, an entity specifically responsible for attracting investment to New Zealand, and providing the critical concierge services that have allowed other countries like Ireland and Singapore to punch above their weight. 

    I can confirm today that funding will be allocated for Invest NZ in Budget 2025, ensuring they can crack on and get the job done. 

    Modern, reliable infrastructure – and my government’s efforts to deliver more of it to communities right across the country – will also play a major role in our Going for Growth plan.

    It’s why capital expenditure, including for frontline services like health and education, will be a priority in Budget 2025. 

    As I acknowledged earlier, the operating allowance in this year’s Budget will be a little smaller than previously signalled. 

    However, total capital expenditure allocated in the Budget is a little higher than forecast at $6.8 billion – split across health, education, defence, transport, and other portfolios. 

    When that is offset by savings identified in this year’s budget, it means the net capital allowance is $4 billion, compared to $3.6 billion previously signalled in the Budget Policy Statement. 

    For businesses, that investment represents an opportunity to develop critical skills and capability, promoting growth for many years to come. 

    For Kiwis, it will mean another big investment in the quality frontline services, like health and education, they deserve. 

    The two remaining pillars, our efforts to develop talent and to promote competitive business settings, will also feature prominently in the Budget, but I won’t be making be making announcements in those areas today.

    However, as Nicola Willis confirmed last week and I can confirm again today, there will be a small number of measures in this year’s Budget designed to make it easier for businesses to invest, whether they are based here or offshore.

    If we really want to create high-paying jobs, lift incomes, and make New Zealand a hub for innovation and investment, we need to make our business environment much more attractive. 

    I’m optimistic that Budget 2025 will take some positive steps in that direction. 

    The Minister of Finance was right last week to say Budget 2025 won’t be a lolly scramble.

    It’s not that we can’t afford it, although frankly we can’t. 

    It’s not that it wouldn’t feel good, because it might, for a little while. 

    No, it’s that we have a responsibility to stay disciplined and keep our eyes on the prize. 

    So far, we’re making real progress.

    Inflation is down, interest rates are falling, exports are rising, and the economy is growing. 

    For many New Zealanders, the prospect of a growing economy and rising incomes means a real shot at getting on top of the cost of living. 

    Now is not the time to put that risk. 

    In Budget 2025 that means staying focused, getting back to surplus, and maintaining a relentless focus on economic growth. 

    But for Kiwis, it’s about more than just the dollars and cents. 

    Lower inflation means less stress and less heartbreak, as prices stop skyrocketing and families finally stop falling behind. 

    Lower interest rates means a house becomes a home, not a source of pain and frustration as mortgage repayments crush weekly budgets. 

    And more economic growth means thriving local businesses, higher wages, more jobs, and ultimately more money in your back pocket.

    It means a chance to get ahead and beat the cost of living.  

    And it means we can have confidence that our best days lie ahead.

    New Zealand is the best country on Planet Earth.

    With the right choices, I think we can make it even better. 

    Thank you.

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: Speech at the AML Summit 2025

    Source: NZ Music Month takes to the streets

    Good morning and a warm welcome to everyone, it’s a pleasure to be here.

    Let me start by thanking AML Solutions for giving me the opportunity to speak on the 10th anniversary of the AML Summit. 

    I know you have a busy and interesting schedule to look forward to over the next couple of days.  This year’s conference theme is aptly named “The evolution of Risk”.  I understand that the presentations will focus on supporting reporting entities to understand what best-practice compliance looks like under a reformed risk-based and flexible AML/CFT system. 

    This theme is future-focused – and touches on issues I have spent a lot of time thinking about and planning for since becoming responsible for the AML/CFT portfolio in my role as Associate Minister of Justice. 

    You will likely know that last year Cabinet approved my plans for an AML/CFT reform programme.  The objectives of legislative reform are to meet the objectives this government committed to in our coalition agreement: and that is to tackle organised crime and cut red tape.

    How can New Zealand reform AML/CFT regulation to reduce burden on industry and support a common-sense approach to compliance; while still ensuring we are well placed to tackle organised crime and protect our international reputation as a trusted place to do business? 

    How do we equip ourselves to deal with new and emerging challenges and threats in this space?  How can we harness new technologies to help us fight crime more effectively and make it easier and cheaper for businesses to defend themselves against money laundering? 

    How will we ensure that we, as a country, are doing our part in this inherently global fight – in a fractious world where the nexus of organised crime and international conflicts is growing? 

    Over the last year I have taken advice and considered many of the challenges facing the sector in detail.  Many of you in this room, or online, will have been involved in and contributed to this advice.  I am so grateful for your hard work and specialist contributions.  Your expertise is invaluable – it enables robust discussion and informed decision-making. 

    Now is the time to deliver on our coalition commitments.  The Act has now been in force for 11 years and we know the current system is not delivering as well as it could for New Zealanders, businesses, or for law enforcement. 

    This is because the laws and requirements are highly complex and not sufficiently risk based.  As a result, they can be repetitive and unnecessarily burdensome.  I have heard from many New Zealanders that the requirements are confusing, obstructive, and costly.

    Some of the examples they have given me illustrate how absurd these requirements can be. I ’ve heard from mothers who’ve told me they cannot open bank accounts for their child unless they are able to prove where their child lives. I’ve heard from elderly widows, who had relied on their husbands to take care of bills and are now unable to have a bank account in their own name because they have no written proof to say they live in their own home.  These are clear indications of how the system is failing to take a properly risk-based approach.

    Multiple reviews of the current system have also identified deficiencies that make it harder for the system to effectively deter and combat the criminal activity that we know is taking place in New Zealand. 

    At New Zealand’s latest mutual evaluation, the Financial Action Task Force (FATF) reported on several strengths in the New Zealand system but also highlighted that there is room for significant improvement. 

    I know you will be aware that compliance with international standards is incredibly important for New Zealand’s global reputation and financial standing.  We know that FATF recommendations are now tougher, and that there are still many actions from our last evaluation that we need to address.  Regulatory reform is needed to ensure we do well at our next evaluation. 

    But let’s not belabour what we already know about the deficiencies. Let’s instead focus on opportunities for the future and what we can achieve through this reform programme.  To me, reform presents a great opportunity to enhance the strengths of our system, and to address identified concerns. 

    We know, for example, that the wider Financial Crime Group do excellent work, especially relating to asset recovery.  We only need to cast our eyes to very recent news stories – I’m thinking of the announcement last September of the highly successful operation against the Comanchero gang which saw $5.8 million worth of assets restrained – to know law enforcement across the system is working hard and achieving remarkable successes through their work.  A look at the latest Police annual report shows that over $72 million of assets were restrained from organised and financial crime, and 379 money laundering investigations resulted in prosecution.

    We also know there is sound domestic cooperation and coordination on monitoring possible terrorist financing – the FATF told us so, at our latest mutual evaluation. 

    The FATF have also noted that we are known internationally for our high-quality responsiveness to cooperation requests. 

    In other words, New Zealand already does lots of things well.  Our focus is therefore on improving the AML/CFT system to enhance these strengths.  Let’s enable the system and its actors to achieve the intended outcomes: to detect and deter money laundering and terrorism financing.

    This Government is about quality regulation.  We want regulation that achieves intended outcomes, regulation that makes sense and is workable for all.  This means getting rid of unnecessary red-tape– if regulation isn’t providing the results we are after, there is no point to it. 

    In the case of the AML/CFT system, regulation needs to contribute to the fundamental purpose of the system: tackling crime.  To do that effectively, we need an agile, streamlined system that is laser focussed on real risk. 

    A truly risk-based system will better enable law enforcement to crack down on organised crime by providing the financial intelligence needed to go after criminal organisations.  A truly risk-based system is more aligned with international obligations and standards.  A truly risk-based system will provide regulatory relief for lower risk businesses and the public.

    My reform programme, therefore, will be undertaken in three parts.  The first phase is already well-advanced and will deliver immediate regulatory relief via two bills – the first, the Statutes Amendment Bill, has already been reported back from Select Committee to the House of Representatives, and is likely to come into effect in the coming months.  The second, the Anti-Money Laundering and Countering Terrorism Financing Amendment Bill, is currently before select committee. 

    The changes made through these bills include removing both address verification requirements for many customers, and relaxing enhanced customer due diligence requirements for lower-risk trusts.  This will help make it easier for mums and dads to set up bank accounts for their kids, and easier for vulnerable kiwis – including the elderly – to get access to essential financial services. 

    This first set of reforms aims to make immediate changes, to make the AML/CFT system more risk-based and ease the regulatory burden on businesses.

    These changes alone already represent the most significant regulatory relief in the history of the AML/CFT regime.  But we do not intend to stop there.

    The second phase of changes focuses on structural reforms for the regime. Cabinet has agreed that, as part of these structural reforms, we will be implementing a single AML/CFT supervisor structure within the Department of Internal Affairs.  This will replace the current three-supervisor model. 

    This move will create a more efficient, effective, and risk-based supervisory structure – one that reduces unnecessary compliance costs for lower-risk businesses and transactions, removes the need for multi-supervisor coordination efforts – thereby reducing costs – and streamlines decision-making.

    A single supervisor can be more resource responsive to the ever-changing risk environment.  A single supervisor will be better able to deliver consistent and timely guidance to support reporting entities. 

    This will help to ensure that businesses have the confidence to take a more flexible approach to implementing their AML/CFT obligations and lower the barrier to accessing financial services for low-risk customers. 

    A single supervisor with overview of the wider AML/CFT environment will also be better able to look for and realise opportunities as they arise.  For example, I’m sure we all agree that there are opportunities and benefits to be gained in the digital identity and open banking areas.  In addition, the emergence of AI could herald improved, and more cost effective, electronic Know Your Customer (eKYC) functions, risk assessments, and suspicious activity reporting.

    Everyone here will be aware that in a world of increasing demands, the AML/CFT system in New Zealand is currently underfunded.  My phase two structural reforms will also see us work towards introducing a sustainable funding model for the system. 

    The new hybrid funding model will establish an industry-levy.  I will ensure that this levy is designed in a way that distributes the costs in a risk appropriate and equitable way, so that it targets the highest risk sectors – such as large international banks – and does not place an undue burden on small businesses. 

    This hybrid funding model will provide sufficient resourcing for core regulatory functions and deliver substantial savings to the Crown.  This approach is in line with what has been done in other like-minded jurisdictions, like Australia, the United Kingdom and Canada.

    As part of the work on the funding model, a work programme and a National Strategy will be developed in partnership with industry and agreed by Cabinet to ensure that the system is focussed on industry priorities.  Any changes to the levy will also need to be informed by the AML/CFT National Strategy. 

    Now, I know that many of you in this room will have opinions and views on the approach we have taken to these structural reforms.  I look forward to engaging with you and drawing on your sector expertise as we get stuck into the detail of this change process.

    The structural changes in phase two of my reforms will result in an amendment Bill that I aim to have introduced by the middle of this year.  Officials are currently working on the details of developing and implementing the levy, but I expect that the earliest it would be in place is by 2027.

    The third phase of these reforms will deliver wider legislative changes to implement international standards outlined by the FATF.  This Bill will be introduced later in this Parliamentary term.

    Doing this international compliance work will have a natural flow on effect that improves New Zealand entities’ ability to carry on with business and sharpens our law enforcement tools.  Importantly, it includes amendments to provide further flexibility for businesses to take a more risk-based approach to their AML/CFT obligations.

    The work programme was designed to address specific areas that were identified through robust stakeholder consultation during the 2022 Statutory Review of the AML/CFT Act and further targeted engagement has been undertaken since then.

    I am aware there is room for improvement in other areas as well – and some of you may be disappointed that more statutory reforms are not currently being progressed. 

    In arriving at my current statutory reform programme, I have taken a pragmatic approach – the current fiscal environment dictates that we are smart and outcomes-focused with our reforms.  Right now, this means prioritising the changes that will give us the biggest bang for our buck in terms of regulatory relief, while ensuring compliance with international expectations and supporting law enforcement to tackle organised crime and delivering regulatory relief. 

    We need to prioritise this legislative work programme first to ensure that changes to the law are made and the system is properly set up to take a risk-based approach in time for our next mutual evaluation in 2028.  I am excited and proud that this reform programme is on track to deliver the most significant regulatory relief since the Act came into force in 2013.

    But, like you, I want to do more, if I can.  I am committed to look for opportunities to do just that, not only through reforms to legislation, but also through considering potential exemptions and regulations that will support a more risk-based AML/CFT system.

    I look forward to working with you all as we move forward with all the parts of this reform programme.  To me, the key to successfully strengthening the AML/CFT system through these reforms is collaboration and leveraging expertise in the sector. 

    I encourage you all to participate in consultation when these opportunities come up.  We need people with experience and knowledge to get involved – we need you.  I look forward to hearing your views on how we can make the laws work for you. 

    Thank you for having me today, it’s a pleasure to be here with you all.  Enjoy your time here at the conference.

    MIL OSI New Zealand News

  • MIL-OSI: LNG Energy Group Announces Application for Management Cease Trade Order

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, May 07, 2025 (GLOBE NEWSWIRE) — LNG Energy Group Corp. (TSXV: LNGE) (TSXV: LNGE.WT) (OTCQB: LNGNF) (FWB: E26) (the “Company” or “LNG Energy Group”) announces that there will be a delay in filing its annual financial statements, management’s discussion and analysis, related officer certifications for the financial year ended December 31, 2024, and Form 51-101F1, Form 51-101F2 and Form 51-101F3, as required by National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities (collectively, the “Required Filings”), which are required to be filed on or before April 30, 2025 (the “Filing Deadline”). The delay in filing the Required Filings is primarily a result of delays caused in getting its local operational audit completed, combined with recent departures of key Company personnel. The Company is continuing to work with its Canadian auditors to complete the Required Filings as soon as possible and expects to file them within two months of the Filing Deadline.

    In connection with the delay in filing, the Company has applied to the applicable Canadian securities regulators for the issuance of a management cease trade order which would restrict all trading in securities of the Company by the Company’s Chief Executive Officer and Chief Financial Officer.

    The Company intends to satisfy the provisions of the alternative information guidelines set out in sections 9 and 10 of National Policy 12-203 – Management Cease Trade Orders so long as the Required Filings remain outstanding. The Company confirms as of the date of this news release that there is no insolvency proceeding against it and there is no other material information concerning the affairs of the Company that has not been generally disclosed.

    About LNG Energy Group

    The Company is focused on the acquisition and development of natural gas production and exploration assets in Latin America. For more information, please visit www.lngenergygroup.com.

    For more information please contact:

    Angel Roa, Chief Financial Officer LNG Energy Group Corp.
    Website: www.lngenergygroup.com
    Email: investor.relations@lngenergygroup.com

    Find us on social media:
    LinkedIn: https://www.linkedin.com/company/lng-energy-group-inc/ Instagram: @lngenergygroup
    X: @LNGEnergyCorp

    CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION:

    This news release contains certain forward-looking information that reflect the current views and/or expectations of management of LNG Energy Group with respect to performance, business and future events. Forward-looking information can often be identified by words such as “may”, “will”, “would”, “could”, “should”, “believes”, “estimates”, “projects”, “potential”, “expects”, “plans”, “intends”, “anticipates”, “targeted”, “continues”, “forecasts”, “designed”, “goal”, or the negative of those words or other similar or comparable words. Forward-looking statements are based on the then-current expectations, beliefs, assumptions, estimates and forecasts about the business and the industry and markets in which LNG Energy Group operates. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied in the forward-looking information, readers should not place undue reliance on such information. The risks and uncertainties include, but are not limited to, whether LNG Energy Group will be able to obtain regulatory approval for the management cease trade order and the anticipating timing of filing the Required Filings. Forward-looking information is current as of the date it is made and is based on reasonable estimates and assumptions made by us at the relevant time in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors that we believe are appropriate and reasonable in the circumstances. LNG Energy Group does not undertake any obligation to release publicly any revisions for updating any voluntary forward-looking statements, except as required by applicable securities law.

    Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

    The MIL Network

  • MIL-OSI: Athabasca Oil Announces 2025 First Quarter Results Highlighted by 63% Growth in Funds Flow Per Share and Strong Operational Execution Driving a Robust Return of Capital Program

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, May 07, 2025 (GLOBE NEWSWIRE) — Athabasca Oil Corporation (TSX: ATH) (“Athabasca” or the “Company”) is pleased to report its first quarter results highlighted by strong operational execution driving robust return of capital with the full completion of its second annual share buyback program. The Company is in an enviable position to weather market volatility with low corporate break-evens, long-life assets and a pristine balance sheet.

    Q1 2025 Consolidated Corporate Results

    • Production: Average production of 37,714 boe/d (98% Liquids), representing 13% (24% per share) growth year over year.
    • Cash Flow: Adjusted Funds Flow of $130 million ($0.25 per share), representing 63% per share growth year over year. Cash Flow from Operating Activities of $123 million. Free Cash Flow of $71 million from Athabasca (Thermal Oil).
    • Capital Program: $63 million total capital expenditures, with $44 million at Leismer as the Company advances the 40,000 bbl/d progressive growth project.

    Operations Highlights

    • Leismer: Production of ~28,000 bbl/d (April 2025) following the start-up of six redrills in the first quarter. Four additional new well pairs will be brought on stream in H2 2025 to maintain production rates at facility capacity.
    • Hangingstone: Production has increased to ~8,900 bbl/d (April 2025) following the start-up of two well pairs. The project continues to deliver meaningful free cash flow generation for the Company.
    • Duvernay Energy: Two multi-well pads (seven gross wells) are slated to be completed post break-up and will continue operational momentum in the Kaybob Duvernay play. Capital is trending ~$10 million lower than the 2025 budget at an estimated ~$75 million.

    Resilient Producer in a Shifting Global Landscape

    • Macro Volatility: Global oil benchmarks have softened in recent months in response to an accelerated OPEC+ supply outlook and evolving U.S. trade policy. Athabasca is uniquely positioned to withstand market volatility and its production is USMCA compliant and exempt from U.S. tariffs.
    • Pristine Balance Sheet & Tax Free Horizon: Athabasca has a Net Cash position of $115 million, strong Liquidity of $438 million (including $305 million cash) and a long dated maturity of 2029 on its term debt. The Company has $2.2 billion of tax pools (~80% high-value and immediately deductible).
    • Low Decline, Long Life Assets: Athabasca is uniquely positioned with a low base corporate decline and the Company expects to maintain Thermal Oil production in 2025 following recent capital projects. Athabasca has a deep inventory across its portfolio including 1,209 MMbbl of Proved plus Probable Thermal Oil reserves and ~444 gross future drilling locations within Duvernay Energy.
    • Low Break-evens: Long-life, low decline assets afford Athabasca with a sustaining capital advantage. The Company’s 2025 Thermal Oil operating break-even is estimated at ~US$32/bbl WTI and the capital program which includes growth initiatives is fully funded within cash flow down to ~US$48/bbl WTI for the balance of the year. The Company estimates long term sustaining capital investment of ~C$8/bbl (five‐year annual average) to hold production flat.
    • Flexible Capital: The Thermal Oil capital projects are flexible, highly economic and have optionality to be recalibrated based on the macroeconomic environment. Duvernay Energy retains significant flexibility on the pace of its operations and is positioned with an independent balance sheet and no near-term land expiries.
    • Sound Heavy Oil Fundamentals: The outlook for Canadian heavy oil remains strong supported by the Trans Mountain Expansion pipeline start-up in May 2024 and sustained global refining demand. This has resulted in tighter and less volatile WCS heavy differentials with spot markets currently trading at ~US$9/bbl. Athabasca is a direct beneficiary of structurally tighter differentials that are forecasted to hold in the coming years.


    Durable Shareholder Returns

    • Full Execution of Second Normal Course Issuer Bid (“NCIB”): On March 17, the Company fully completed its second annual NCIB, returning $289 million to shareholders and purchasing and cancelling 55 million shares.
    • Continued 100% of Free Cash Flow (Thermal Oil) Return to Shareholders through Buybacks in 2025: The Company renewed its third annual NCIB with capacity to repurchase up to 50 million shares. The Company has completed $94 million in share buybacks year to date. Athabasca has reduced its fully diluted share count by ~20% since March 31, 2023.
    • Durable Shareholder Returns: The Company’s capital allocation framework will continue to balance near-term return of capital initiatives for shareholders with a multi-year growth trajectory of cash flow per share. The Company sees significant intrinsic value not reflected in the current share price and intends to remain active with its share buyback strategy.

    Strategic Update and Corporate Guidance

    • Athabasca (Thermal Oil): The Thermal Oil division underpins the Company’s strong Free Cash Flow outlook, with production guidance of 33,500 – 35,500 bbl/d and a ~$250 million capital budget. Athabasca has differentiated and significant unrecovered capital balances on its Thermal Oil Assets that ensure a low Crown royalty framework (~7%1). Leismer is forecasted to remain pre-payout until late 20271 (and beyond with incremental project capital) while Hangingstone is forecasted to remain pre-payout beyond 20301.
    • Consolidated Production Outlook: Athabasca’s consolidated annual production guidance is 37,500 – 39,500 boe/d. Current production is ~40,000 boe/d and with current capital plans the Company is expecting to be at the upper end of guidance and anticipates exiting the year at ~41,000 boe/d.
    • Leismer Progressive Growth: The 2025 program at Leismer includes the tie-in of six redrills and four new well pairs on Pad 10 along with continued pad and facility expansion work for the progressive expansion to 40,000 bbl/d. This expansion project is highly economic (~$25,000/bbl/d capital efficiency) and provides flexibility with interim growth targets to ~32,000 bbl/d and ~35,000 bbl/d before achieving the regulatory approved 40,000 bbl/d capacity.
    • Duvernay Energy Corporation: The 2025 capital program of ~$75 million will continue production momentum in H2 2025 with an exit target of ~6,000 boe/d. Capital activity includes the completion of a 100% working interest (“WI”) three-well pad that was drilled in 2024, the drilling and completion of a 30% WI four-well pad (spud in Q1 2025) and the construction of a gathering system on operated lands. The capital program in Duvernay Energy Corporation is flexible and designed to be self-funded. The Company has a deep inventory of ~444 gross future drilling locations.
    • Free Cash Flow Focus: The Company forecasts consolidated Adjusted Funds Flow between $525 – $550 million1, including $475 – $500 million from its Thermal Oil assets. Every +US$1/bbl move in West Texas Intermediate (“WTI”) and Western Canadian Select (“WCS”) heavy oil impacts annual Adjusted Funds Flow by ~$10 million and ~$17 million, respectively. The 2025 Thermal Oil capital program, including growth initiatives, is fully funded within cash flow down to ~US$48 WTI for the balance of the year. Duvernay Energy is independently funded through its balance sheet and cash flow.
    • Capital Allocation Discipline: Athabasca has demonstrated its business resiliency and prudent management through past commodity cycles. The Company is nimble with respect to its operating plans and has levers available to adjust to a volatile macro environment. Preserving a pristine balance sheet is paramount to the strategy.
    • Steadfast Focus on Cash Flow Per Share Growth: The Company forecasts ~20% compounded annual cash flow per share1 growth between 2025 – 2029 driven by investing in attractive capital projects and prioritizing share buybacks with free cash flow.

    Footnote: Refer to the “Reader Advisory” section within this news release for additional information on Non‐GAAP Financial Measures (e.g. Adjusted Funds Flow, Free Cash Flow, Net Cash, Liquidity) and production disclosure.

    12025 pricing assumptions: US$70 WTI, US$12.50 WCS heavy differential, C$2 AECO, and 0.725 C$/US$ FX.

    Annual Shareholders Meeting

    Athabasca will be hosting its Annual General Meeting of Shareholders (“Meeting”) on Thursday, May 8, 2025 at 8:00 am (MT). The Meeting will be hosted virtually and shareholders and guests can listen via live webcast with details available at:

           https://www.atha.com/investors/presentation-events.html

    Financial and Operational Highlights

      Three months ended
    March 31,
    ($ Thousands, unless otherwise noted) 2025     2024  
    CORPORATE CONSOLIDATED(1)      
    Petroleum and natural gas production (boe/d)(2)   37,714       33,470  
    Petroleum, natural gas and midstream sales $ 367,844     $ 311,116  
    Operating Income(2) $ 145,590     $ 105,135  
    Operating Income Net of Realized Hedging(2)(3) $ 143,947     $ 106,580  
    Operating Netback ($/boe)(2) $ 44.07     $ 35.78  
    Operating Netback Net of Realized Hedging ($/boe)(2)(3) $ 43.57     $ 36.27  
    Capital expenditures $ 63,333     $ 76,011  
    Cash flow from operating activities $ 123,353     $ 76,638  
    per share – basic $ 0.24     $ 0.14  
    Adjusted Funds Flow(2) $ 129,675     $ 87,772  
    per share – basic $ 0.25     $ 0.15  
    ATHABASCA (THERMAL OIL)      
    Bitumen production (bbl/d)(2)   34,742       31,536  
    Petroleum, natural gas and midstream sales $ 362,375     $ 305,041  
    Operating Income(2) $ 135,316     $ 100,449  
    Operating Netback ($/bbl)(2) $ 44.56     $ 36.36  
    Capital expenditures $ 50,376     $ 42,119  
    Adjusted Funds Flow(2) $ 121,353     $ 83,713  
    Free Cash Flow(2) $ 70,977     $ 41,594  
    DUVERNAY ENERGY(1)      
    Petroleum and natural gas production (boe/d)(2)   2,972       1,934  
    Percentage Liquids (%)(2) 73 %   72 %
    Petroleum, natural gas and midstream sales $ 17,619     $ 11,538  
    Operating Income(2) $ 10,274     $ 4,686  
    Operating Netback ($/boe)(2) $ 38.42     $ 26.63  
    Capital expenditures $ 12,957     $ 33,892  
    Adjusted Funds Flow(2) $ 8,322     $ 4,059  
    Free Cash Flow(2) $ (4,635 )   $ (29,833 )
    NET INCOME AND COMPREHENSIVE INCOME      
    Net income and comprehensive income(4) $ 72,004     $ 38,609  
    per share – basic(4) $ 0.14     $ 0.07  
    per share – diluted(4) $ 0.14     $ 0.07  
    COMMON SHARES OUTSTANDING      
    Weighted average shares outstanding – basic   514,257,036       567,076,940  
    Weighted average shares outstanding – diluted   519,227,432       577,106,504  
      March 31,   December 31,  
    As at ($ Thousands) 2025   2024  
    LIQUIDITY AND BALANCE SHEET (CONSOLIDATED)        
    Cash and cash equivalents $ 304,538   $ 344,836  
    Available credit facilities(5) $ 133,074   $ 136,324  
    Face value of term debt $ 200,000   $ 200,000  

    (1) Corporate Consolidated and Duvernay Energy reflect gross production and financial metrics before taking into consideration Athabasca’s 70% equity interest in Duvernay Energy.
    (2) Refer to the “Advisories and Other Guidance” section within this News Release for additional information on Non-GAAP Financial Measures and production disclosure.
    (3) Includes realized commodity risk management loss of $1.6 million for the three months ended March 31, 2025 (three months ended March 31, 2024 – gain of $1.4 million).
    (4) Net income and comprehensive income per share amounts are based on net income and comprehensive income attributable to shareholders of the Parent Company.
    (5) Includes available credit under Athabasca’s and Duvernay Energy’s Credit Facilities and Athabasca’s Unsecured Letter of Credit Facility.

    Athabasca (Thermal Oil) Q1 2025 Highlights and Operations Update

    • Production: First quarter production of 34,742 bbl/d (27,025 bbl/d at Leismer & 7,717 bbl/d at Hangingstone).
    • Cash Flow: Adjusted Funds Flow of $121.4 million; Operating Income of $135.3 million with an Operating Netback of $44.56/bbl ($46.24/bbl at Leismer & $38.43/bbl at Hangingstone).
    • Capital Program: $50.4 million of capital expenditures in Q1, with $43.7 million at Leismer as the Company advances the 40,000 bbl/d progressive growth project.
    • Free Cash Flow: $71.0 million of Free Cash Flow supporting 100% return of capital commitment.


    Leismer

    In Q1 2025, the Company brought six extended redrills on Pad L1 (1,000 – 1,700 meter laterals) on production supporting current production of ~28,000 bbl/d (April 2025). The redrills target bypass pay on legacy pads with initial production rates between 400 – 1,000 bbl/d per well. In 2024, the Company drilled an additional four well pairs on Pad L10 that will maintain production rates at facility capacity for the balance of 2025. Another six well pairs will be drilled in H2 2025.

    Activity at Leismer remains focused on advancing progressive growth to 40,000 bbl/d by the end of 2027. The project cost is estimated at $300 million generating a capital efficiency of approximately $25,000/bbl/d. The $300 million will be spent between 2025 and 2027 and includes an estimated $190 million for facility capital and an estimated $110 million for growth wells. The project remains on budget and on schedule with the original sanction plans announced in July 2024. The progressive build provides flexibility with interim growth targets to ~32,000 bbl/d and ~35,000 bbl/d before achieving the regulatory approved 40,000 bbl/d capacity. This winter the Company completed regional infrastructure to Pad L10 and L11 including lease site construction, delineation drilling and pipeline looping. The project scope includes the installation of two new steam generators that were countercyclically acquired during a prior commodity down cycle.

    Leismer is forecasted to remain pre-payout from a crown royalty perspective until late 20271.

    Hangingstone

    At Hangingstone two extended reach sustaining well pairs (~1,400 meter average laterals) drilled in 2024 were placed on production in March supporting current production of ~8,900 bbl/d (April 2025). These are the first wells drilled at the project since 2015. The new well pairs have ramped up faster than anticipated, benefiting from favorable reservoir temperatures and pressure supported by offsetting wells. Early performance has exceeded expectations with initial production rates of 800 – 1,000 bbl/d per well.

    Hangingstone continues to deliver meaningful cash flow contributions to the Company and also has a pre-payout crown royalty structure beyond 20301.

    Duvernay Energy Corporation Q1 2025 Highlights and Operations Update

    • Production: First quarter production of 2,972 boe/d (73% Liquids).
    • Cash Flow: Adjusted Funds Flow of $8.3 million with an Operating Netback of $38.42/boe.
    • Capital Program: $13.0 million of capital expenditures included spudding a 30% WI four-well pad and constructing a strategic gathering system.  

    Q1 activity included spudding a four well pad (30% working interest) with average laterals of ~5,000 meters and construction of strategic gathering system connecting its newly operated assets with the Company’s existing operated infrastructure on the joint venture acreage. Completion operations will be phased through the balance of the year with the four well pad (30% WI) expected to be completed in Q3 and three well pad (100% WI) in early Fall. The Company expects to exit the year at ~6,000 boe/d.

    Production from wells drilled in 2024 continue to validate DEC’s type curve expectations. The five wells placed on production have averaged IP30’s of ~1,200 boe/d per well (86% Liquids) and IP90s of ~940 boe/d (86% Liquids) per well.

    2025 capital is trending ~$10 million lower than original budget and is estimated at ~$75 million, reflecting disciplined execution. Duvernay Energy retains significant operational flexibility with no near-term land expiries and the ability to adjust spending in response to commodity price movements.

    About Athabasca Oil Corporation

    Athabasca Oil Corporation is a Canadian energy company with a focused strategy on the development of thermal and light oil assets. Situated in Alberta’s Western Canadian Sedimentary Basin, the Company has amassed a significant land base of extensive, high quality resources. Athabasca’s light oil assets are held in a private subsidiary (Duvernay Energy Corporation) in which Athabasca owns a 70% equity interest. Athabasca’s common shares trade on the TSX under the symbol “ATH”. For more information, visit www.atha.com.

    For more information, please contact:    
    Matthew Taylor   Robert Broen
    Chief Financial Officer   President and CEO
    1-403-817-9104   1-403-817-9190
    mtaylor@atha.com   rbroen@atha.com
         

    Reader Advisory:

    This News Release contains forward-looking information that involves various risks, uncertainties and other factors. All information other than statements of historical fact is forward-looking information. The use of any of the words “anticipate”, “plan”, “project”, “continue”, “maintain”, “may”, “estimate”, “expect”, “will”, “target”, “forecast”, “could”, “intend”, “potential”, “guidance”, “outlook” and similar expressions suggesting future outcome are intended to identify forward-looking information. The forward-looking information is not historical fact, but rather is based on the Company’s current plans, objectives, goals, strategies, estimates, assumptions and projections about the Company’s industry, business and future operating and financial results. This information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. No assurance can be given that these expectations will prove to be correct and such forward-looking information included in this News Release should not be unduly relied upon. This information speaks only as of the date of this News Release. In particular, this News Release contains forward-looking information pertaining to, but not limited to, the following: our strategic plans; the allocation of future capital; timing and quantum for shareholder returns including share buybacks; the terms of our NCIB program; our drilling plans and capital efficiencies; production growth to expected production rates and estimated sustaining capital amounts; timing of Leismer’s and Hangingstone’s pre-payout royalty status; applicability of tax pools; exemption from U.S. tariffs; Adjusted Funds Flow and Free Cash Flow over various periods; type well economic metrics; number of drilling locations; forecasted daily production and the composition of production; break-even metrics, our outlook in respect of the Company’s business environment, including in respect of commodity pricing; and other matters.

    In addition, information and statements in this News Release relating to “Reserves” and “Resources” are deemed to be forward-looking information, as they involve the implied assessment, based on certain estimates and assumptions, that the reserves and resources described exist in the quantities predicted or estimated, and that the reserves and resources described can be profitably produced in the future. With respect to forward-looking information contained in this News Release, assumptions have been made regarding, among other things: commodity prices; the regulatory framework governing royalties, taxes and environmental matters in the jurisdictions in which the Company conducts and will conduct business and the effects that such regulatory framework will have on the Company, including on the Company’s financial condition and results of operations; the Company’s financial and operational flexibility; the Company’s financial sustainability; Athabasca’s cash flow break-even commodity price; the Company’s ability to obtain qualified staff and equipment in a timely and cost-efficient manner; the applicability of technologies for the recovery and production of the Company’s reserves and resources; future capital expenditures to be made by the Company; future sources of funding for the Company’s capital programs; the Company’s future debt levels; future production levels; the Company’s ability to obtain financing and/or enter into joint venture arrangements, on acceptable terms; operating costs; compliance of counterparties with the terms of contractual arrangements; impact of increasing competition globally; collection risk of outstanding accounts receivable from third parties; geological and engineering estimates in respect of the Company’s reserves and resources; recoverability of reserves and resources; the geography of the areas in which the Company is conducting exploration and development activities and the quality of its assets. Certain other assumptions related to the Company’s Reserves and Resources are contained in the report of McDaniel & Associates Consultants Ltd. (“McDaniel”) evaluating Athabasca’s Proved Reserves, Probable Reserves and Contingent Resources as at December 31, 2024 (which is respectively referred to herein as the “McDaniel Report”).

    Actual results could differ materially from those anticipated in this forward-looking information as a result of the risk factors set forth in the Company’s Annual Information Form (“AIF”) dated March 5, 2025 available on SEDAR at www.sedarplus.ca, including, but not limited to: weakness in the oil and gas industry; exploration, development and production risks; prices, markets and marketing; market conditions; trade relations and tariffs; climate change and carbon pricing risk; statutes and regulations regarding the environment including deceptive marketing provisions; regulatory environment and changes in applicable law; gathering and processing facilities, pipeline systems and rail; reputation and public perception of the oil and gas sector; environment, social and governance goals; political uncertainty; state of capital markets; ability to finance capital requirements; access to capital and insurance; abandonment and reclamation costs; changing demand for oil and natural gas products; anticipated benefits of acquisitions and dispositions; royalty regimes; foreign exchange rates and interest rates; reserves; hedging; operational dependence; operating costs; project risks; supply chain disruption; financial assurances; diluent supply; third party credit risk; indigenous claims; reliance on key personnel and operators; income tax; cybersecurity; advanced technologies; hydraulic fracturing; liability management; seasonality and weather conditions; unexpected events; internal controls; limitations and insurance; litigation; natural gas overlying bitumen resources; competition; chain of title and expiration of licenses and leases; breaches of confidentiality; new industry related activities or new geographical areas; water use restrictions and/or limited access to water; relationship with Duvernay Energy Corporation; management estimates and assumptions; third-party claims; conflicts of interest; inflation and cost management; credit ratings; growth management; impact of pandemics; ability of investors resident in the United States to enforce civil remedies in Canada; and risks related to our debt and securities. All subsequent forward-looking information, whether written or oral, attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements.

    Also included in this News Release are estimates of Athabasca’s 2025 outlook which are based on the various assumptions as to production levels, commodity prices, currency exchange rates and other assumptions disclosed in this News Release. To the extent any such estimate constitutes a financial outlook, it was approved by management and the Board of Directors of Athabasca and is included to provide readers with an understanding of the Company’s outlook. Management does not have firm commitments for all of the costs, expenditures, prices or other financial assumptions used to prepare the financial outlook or assurance that such operating results will be achieved and, accordingly, the complete financial effects of all of those costs, expenditures, prices and operating results are not objectively determinable. The actual results of operations of the Company and the resulting financial results may vary from the amounts set forth herein, and such variations may be material. The outlook and forward-looking information contained in this New Release was made as of the date of this News release and the Company disclaims any intention or obligations to update or revise such outlook and/or forward-looking information, whether as a result of new information, future events or otherwise, unless required pursuant to applicable law.

    Oil and Gas Information

    “BOEs” may be misleading, particularly if used in isolation. A BOE conversion ratio of six thousand cubic feet of natural gas to one barrel of oil equivalent (6 Mcf: 1 bbl) is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. As the value ratio between natural gas and crude oil based on the current prices of natural gas and crude oil is significantly different from the energy equivalency of 6:1, utilizing a conversion on a 6:1 basis may be misleading as an indication of value.

    Initial Production Rates 

    Test Results and Initial Production Rates: The well test results and initial production rates provided herein should be considered to be preliminary, except as otherwise indicated. Test results and initial production rates disclosed herein may not necessarily be indicative of long-term performance or of ultimate recovery.

    Reserves Information

    The McDaniel Report was prepared using the assumptions and methodology guidelines outlined in the COGE Handbook and in accordance with National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities, effective December 31, 2024. There are numerous uncertainties inherent in estimating quantities of bitumen, light crude oil and medium crude oil, tight oil, conventional natural gas, shale gas and natural gas liquids reserves and the future cash flows attributed to such reserves. The reserve and associated cash flow information set forth above are estimates only. In general, estimates of economically recoverable reserves and the future net cash flows therefrom are based upon a number of variable factors and assumptions, such as historical production from the properties, production rates, ultimate reserve recovery, timing and amount of capital expenditures, marketability of oil and natural gas, royalty rates, the assumed effects of regulation by governmental agencies and future operating costs, all of which may vary materially. For those reasons, estimates of the economically recoverable reserves attributable to any particular group of properties, classification of such reserves based on risk of recovery and estimates of future net revenues associated with reserves prepared by different engineers, or by the same engineers at different times, may vary. The Company’s actual production, revenues, taxes and development and operating expenditures with respect to its reserves will vary from estimates thereof and such variations could be material. Reserves figures described herein have been rounded to the nearest MMbbl or MMboe. For additional information regarding the consolidated reserves and information concerning the resources of the Company as evaluated by McDaniel in the McDaniel Report, please refer to the Company’s AIF.

    Reserve Values (i.e. Net Asset Value) is calculated using the estimated net present value of all future net revenue from our reserves, before income taxes discounted at 10%, as estimated by McDaniel effective December 31, 2024 and based on average pricing of McDaniel, Sproule and GLJ as of January 1, 2025.

    The 444 gross Duvernay drilling locations referenced include: 87 proved undeveloped locations and 85 probable undeveloped locations for a total of 172 booked locations with the balance being unbooked locations. Proved undeveloped locations and probable undeveloped locations are booked and derived from the Company’s most recent independent reserves evaluation as prepared by McDaniel as of December 31, 2024 and account for drilling locations that have associated proved and/or probable reserves, as applicable. Unbooked locations are internal management estimates. Unbooked locations do not have attributed reserves or resources (including contingent or prospective). Unbooked locations have been identified by management as an estimation of Athabasca’s multi-year drilling activities expected to occur over the next two decades based on evaluation of applicable geologic, seismic, engineering, production and reserves information. There is no certainty that the Company will drill all unbooked drilling locations and if drilled there is no certainty that such locations will result in additional oil and gas reserves, resources or production. The drilling locations on which the Company will actually drill wells, including the number and timing thereof is ultimately dependent upon the availability of funding, commodity prices, provincial fiscal and royalty policies, costs, actual drilling results, additional reservoir information that is obtained and other factors.

    Non-GAAP and Other Financial Measures, and Production Disclosure

    The “Corporate Consolidated Adjusted Funds Flow”, “Corporate Consolidated Adjusted Funds Flow per Share”, “Athabasca (Thermal Oil) Adjusted Funds Flow”, “Duvernay Energy Adjusted Funds Flow”, “Corporate Consolidated Free Cash Flow”, “Athabasca (Thermal Oil) Free Cash Flow”, “Duvernay Energy Free Cash Flow”, “Corporate Consolidated Operating Income”, “Corporate Consolidated Operating Income Net of Realized Hedging”, “Athabasca (Thermal Oil) Operating Income”, “Duvernay Energy Operating Income”, “Corporate Consolidated Operating Netback”, “Corporate Consolidated Operating Netback Net of Realized Hedging”, “Athabasca (Thermal Oil) Operating Netback”, “Duvernay Energy Operating Netback” and “Cash Transportation and Marketing Expense” financial measures contained in this News Release do not have standardized meanings which are prescribed by IFRS and they are considered to be non-GAAP financial measures or ratios. These measures may not be comparable to similar measures presented by other issuers and should not be considered in isolation with measures that are prepared in accordance with IFRS. Net Cash and Liquidity are supplementary financial measures. The Leismer and Hangingstone operating results are supplementary financial measures that when aggregated, combine to the Athabasca (Thermal Oil) segment results.

    Adjusted Funds Flow, Adjusted Funds Flow Per Share and Free Cash Flow

    Adjusted Funds Flow and Free Cash Flow are non-GAAP financial measures and are not intended to represent cash flow from operating activities, net earnings or other measures of financial performance calculated in accordance with IFRS. The Adjusted Funds Flow and Free Cash Flow measures allow management and others to evaluate the Company’s ability to fund its capital programs and meet its ongoing financial obligations using cash flow internally generated from ongoing operating related activities. Adjusted Funds Flow per share is a non-GAAP financial ratio calculated as Adjusted Funds Flow divided by the applicable number of weighted average shares outstanding. Adjusted Funds Flow and Free Cash Flow are calculated as follows:

      Three months ended
    March 31, 2025
     
    ($ Thousands) Athabasca
    (Thermal Oil)
      Duvernay Energy(1)   Corporate Consolidated(1)  
    Cash flow from operating activities $ 113,427   $ 9,926   $ 123,353  
    Changes in non-cash working capital   7,230     (1,612 )   5,618  
    Settlement of provisions   696     8     704  
    ADJUSTED FUNDS FLOW   121,353     8,322     129,675  
    Capital expenditures   (50,376 )   (12,957 )   (63,333 )
    FREE CASH FLOW $ 70,977   $ (4,635 ) $ 66,342  

    (1) Duvernay Energy and Corporate Consolidated reflect gross financial metrics before taking into consideration Athabasca’s 70% equity interest in Duvernay Energy.

      Three months ended
    March 31, 2024
     
    ($ Thousands) Athabasca
    (Thermal Oil)
      Duvernay Energy(1)   Corporate Consolidated(1)  
    Cash flow from operating activities $ 72,730   $ 3,908   $ 76,638  
    Changes in non-cash working capital   9,382     149     9,531  
    Settlement of provisions   1,601     2     1,603  
    ADJUSTED FUNDS FLOW   83,713     4,059     87,772  
    Capital expenditures   (42,119 )   (33,892 )   (76,011 )
    FREE CASH FLOW $ 41,594   $ (29,833 ) $ 11,761  

    (1) Duvernay Energy and Corporate Consolidated reflect gross financial metrics before taking into consideration Athabasca’s 70% equity interest in Duvernay Energy.

    Duvernay Energy Operating Income and Operating Netback

    The non-GAAP measure Duvernay Energy Operating Income in this News Release is calculated by subtracting the Duvernay Energy royalties, operating expenses and transportation & marketing expenses from petroleum and natural gas sales which is the most directly comparable GAAP measure. The Duvernay Energy Operating Netback per boe is a non-GAAP financial ratio calculated by dividing the Duvernay Energy Operating Income by the Duvernay Energy production. The Duvernay Energy Operating Income and the Duvernay Energy Operating Netback measures allow management and others to evaluate the production results from the Company’s Duvernay Energy assets.

    The Duvernay Energy Operating Income is calculated using the Duvernay Energy Segments GAAP results, as follows:

      Three months ended
    March 31,
     
    ($ Thousands, unless otherwise noted) 2025   2024  
    Petroleum and natural gas sales $ 17,619   $ 11,538  
    Royalties   (2,761 )   (2,314 )
    Operating expenses   (3,786 )   (3,640 )
    Transportation and marketing   (798 )   (898 )
    DUVERNAY ENERGY OPERATING INCOME(1) $ 10,274   $ 4,686  

    Athabasca (Thermal Oil) Operating Income and Operating Netback

    The non-GAAP measure Athabasca (Thermal Oil) Operating Income in this News Release is calculated by subtracting the Athabasca (Thermal Oil) segments cost of diluent blending, royalties, operating expenses and cash transportation & marketing expenses from heavy oil (blended bitumen) and midstream sales which is the most directly comparable GAAP measure. The Athabasca (Thermal Oil) Operating Netback per bbl is a non-GAAP financial ratio calculated by dividing the respective projects Operating Income by its respective bitumen sales volumes. The Athabasca (Thermal Oil) Operating Income and the Athabasca (Thermal Oil) Operating Netback measures allow management and others to evaluate the production results from the Athabasca (Thermal Oil) assets.

    The Athabasca (Thermal Oil) Operating Income is calculated using the Athabasca (Thermal Oil) Segments GAAP results, as follows:

      Three months ended
    March 31,
     
    ($ Thousands, unless otherwise noted) 2025   2024  
    Heavy oil (blended bitumen) and midstream sales $ 362,375   $ 305,041  
    Cost of diluent   (152,132 )   (133,860 )
    Total bitumen and midstream sales   210,243     171,181  
    Royalties   (15,964 )   (11,537 )
    Operating expenses – non-energy   (24,887 )   (23,125 )
    Operating expenses – energy   (13,507 )   (16,558 )
    Transportation and marketing(1)   (20,569 )   (19,512 )
    ATHABASCA (THERMAL OIL) OPERATING INCOME(2) $ 135,316   $ 100,449  

    (1) Transportation and marketing excludes non-cash costs of $0.6 million for the three months ended March 31, 2025 (three months ended March 31, 2024 – $0.6 million).

    Corporate Consolidated Operating Income and Corporate Consolidated Operating Income Net of Realized Hedging and Operating Netbacks

    The non-GAAP measures of Corporate Consolidated Operating Income including or excluding realized hedging in this News Release are calculated by adding or subtracting realized gains (losses) on commodity risk management contracts (as applicable), royalties, the cost of diluent blending, operating expenses and cash transportation & marketing expenses from petroleum, natural gas and midstream sales which is the most directly comparable GAAP measure. The Corporate Consolidated Operating Netbacks including or excluding realized hedging per boe are non-GAAP ratios calculated by dividing Corporate Consolidated Operating Income including or excluding hedging by the total sales volumes and are presented on a per boe basis. The Corporate Consolidated Operating Income and Corporate Consolidated Operating Netbacks including or excluding realized hedging measures allow management and others to evaluate the production results from the Company’s Duvernay Energy and Athabasca (Thermal Oil) assets combined together including the impact of realized commodity risk management gains or losses (as applicable).

      Three months ended
    March 31,
     
    ($ Thousands, unless otherwise noted) 2025   2024  
    Petroleum, natural gas and midstream sales(1) $ 379,994   $ 316,579  
    Royalties   (18,725 )   (13,851 )
    Cost of diluent(1)   (152,132 )   (133,860 )
    Operating expenses   (42,180 )   (43,323 )
    Transportation and marketing(2)   (21,367 )   (20,410 )
    Operating Income(3)   145,590     105,135  
    Realized gain (loss) on commodity risk mgmt. contracts   (1,643 )   1,445  
    OPERATING INCOME NET OF REALIZED HEDGING(3) $ 143,947   $ 106,580  

    (1) Non-GAAP measure includes intercompany NGLs (i.e. condensate) sold by the Duvernay Energy segment to the Athabasca (Thermal Oil) segment for use as diluent that is eliminated on consolidation.
    (2) Transportation and marketing excludes non-cash costs of $0.6 million for the three months ended March 31, 2025 (three months ended March 31, 2024 – $0.6 million).

    Cash Transportation and Marketing Expense

    The Cash Transportation and Marketing Expense financial measures contained in this News Release are calculated by subtracting the non-cash transportation and marketing expense as reported in the Consolidated Statement of Cash Flows from the transportation and marketing expense as reported in the Consolidated Statement of Income (Loss) and are considered to be non-GAAP financial measures.

    Net Cash

    Net Cash is defined as the face value of term debt, plus accounts payable and accrued liabilities, plus current portion of provisions and other liabilities plus income tax payable less current assets, excluding risk management contracts.

    Liquidity

    Liquidity is defined as cash and cash equivalents plus available credit capacity.

    Production volumes details

        Three months ended
    March 31,
     
    Production   2025   2024  
    Duvernay Energy:          
    Oil and condensate NGLs(1) bbl/d   1,839     1,205  
    Other NGLs bbl/d   326     180  
    Natural gas(2) mcf/d   4,844     3,291  
    Total Duvernay Energy boe/d   2,972     1,934  
    Total Thermal Oil bitumen bbl/d   34,742     31,536  
    Total Company production boe/d   37,714     33,470  

    (1) Comprised of 99% or greater of tight oil, with the remaining being light and medium crude oil.
    (2) Comprised of 99% or greater of shale gas, with the remaining being conventional natural gas.

    This News Release also makes reference to Athabasca’s forecasted average daily Thermal Oil production of 33,500 ‐ 35,500 bbl/d for 2025. Athabasca expects that 100% of that production will be comprised of bitumen. Duvernay Energy’s forecasted total average daily production of ~4,000 boe/d for 2025 is expected to be comprised of approximately 68% tight oil, 23% shale gas and 9% NGLs.

    Liquids is defined as bitumen, light crude oil, medium crude oil and natural gas liquids.

    Break Even is an operating metric that calculates the US$WTI oil price required to fund operating costs (Operating Break-even), sustaining capital (Sustaining Break-even), or growth capital (Total Capital) within Adjusted Funds Flow.

    Footnote: Refer to the “Reader Advisory” section within this news release for additional information on Non‐GAAP Financial Measures (e.g. Adjusted Funds Flow, Free Cash Flow, Net Cash, Liquidity) and production disclosure.

    1 2025 pricing assumptions: US$70 WTI, US$12.50 WCS heavy differential, C$2 AECO, and 0.725 C$/US$ FX.

    The MIL Network

  • MIL-OSI USA: Cameroonian citizen believed to be living in Canada is wanted for elder fraud, money laundering abusing the asylum system

    Source: US Immigration and Customs Enforcement

    LOS ANGELES – An arrest warrant for a Cameroonian citizen involved in a complex money laundering and elder fraud conspiracy was issued April 14, by a federal judge pursuant to a U.S. Immigration and Customs Enforcement investigation in close coordination with the FBI’s Honolulu Field Office, the U.S. Department of State’s Diplomatic Security Service, and the United States Postal Inspection Service.

    Leslie Kibula Bongajum, 34, is charged with one count of conspiracy to commit money laundering and faces a maximum of 20 years in federal prison if convicted.

    Bongajum is the fourth Cameroonian national to be charged in a complex money laundering conspiracy being perpetuated by members of a transnational criminal organization carrying out various elder fraud scams and laundering the money stolen from their victims.

    Three additional Cameroonian nationals and conspirators of Bongajum were arrested in southern California Feb. 27. Sylas Nyuydzene Verdzekov, 38, of Chino Hills, and Lovert Che, 44, of Lomita, Mustapha Nkachiwouo Selly Yamie, 29, of Inglewood are charged with conspiracy to commit money laundering. At the time of their arrest, Bongajum was sought as a person of interest.

    According to the criminal complaint, from at least November 2021 and continuing to the present, Bongajum, Verdzekov, Yamie, and Che, and their co-conspirators, created fake identification documents of fictitious people, including passports and driver’s licenses. Using these fake documents, the defendants and their co-conspirators created at least 36 shell companies in California, which conducted no legitimate business and were created solely to advance their crimes.

    Bongajum, Verdzekov, Yamie, and Che, and their co-conspirators, also opened at least 145 bank accounts and at least 32 private mailboxes across southern California using fake identities and sham businesses.

    In one scheme specifically targeting elderly victims using phone calls and email pop-ups, the defendants and their co-conspirators posed as law enforcement personnel or employees with well-known companies attempting to help the victims maintain the security of their accounts. They then allegedly fabricated claims of victim bank accounts or payment accounts being compromised and needing to be resolved quickly.

    The defendants and their co-conspirators convinced the victims of their purported authority through pictures of fake badges and fake job titles, then requested the victims’ personally identifiable information and bank account information. Victims were told they needed to move money from their corrupted accounts quickly to ensure they kept all their money, and to move it into accounts that Bongajum, Verdzekov, Yamie, and Che and their co-conspirators, fraudulently opened and controlled. Victims typically moved money via electronic bank transfers, money orders, cashier’s checks, or personal checks into these fraudulent bank accounts or mailboxes.

    The defendants and their co-conspirators then deposited the ill-gotten gains into the bank accounts they controlled with the intent of disguising the ownership and control of the funds. Bongajum, Verdzekov, Yamie, and Che and their co-conspirators then withdrew large cash amounts to use the stolen funds on personal expenses, including rental payments.

    In a similar scam, the defendants and their co-conspirators allegedly posed as a real estate owner selling property. Using fake identification and credentials, the defendants deceived victims into believing that they were entering into a legitimate sale of the property and tricked the victims into wiring money or mailing a check to an account or mailbox the defendants and their co-conspirators controlled.

    In total, Bongajum, Verdzekov, Yamie, and Che and their co-conspirators, laundered at least $10 million in funds taken from at least 100 victims.

    Authorities obtained information that Bongajum has fled to Canada after learning authorities had evidence of his involvement in the criminal conspiracy. They also learned that Bongajum falsified information on his application to seek asylum in the United States and was exploiting the United States immigration system to obtain a benefit he was not qualified for.

    To date, four other Cameroonian nationals associated with this criminal organization have been arrested for immigration violations.

    If convicted, Bongajum, Verdzekov, Yamie, and Che face a statutory maximum of 20 years in federal prison.

    Indictments contain allegations that a defendant has committed a crime. Every defendant is presumed innocent until and unless proven guilty beyond a reasonable doubt.

    To report suspected cybercrime, contact the ICE tip-line at 1-866-DHS-2-ICE or submit the online tip form.

    Learn more about ICE HSI’s mission to protect the U.S. economy in your community on X at @HSILosAngeles.

    MIL OSI USA News

  • MIL-OSI: Pieridae Releases Q1 2025 Financial and Operating Results

    Source: GlobeNewswire (MIL-OSI)

    NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR DISSEMINATION IN UNITED STATES

    CALGARY, Alberta, May 07, 2025 (GLOBE NEWSWIRE) — Pieridae Energy Limited (“Pieridae” or the “Company”) (TSX: PEA) announces the release of its first quarter 2025 financial and operating results. The Company produced 22,584 boe/d and generated Net Operating Income1 (“NOI”) of $32.6 million during the first quarter of 2025. Management’s discussion and analysis (“MD&A”) and unaudited interim condensed consolidated financial statements and notes for the quarter ended March 31, 2025 are available at www.pieridaeenergy.com and on SEDAR+ at www.sedarplus.ca.

    “Pieridae continues building momentum this quarter with strong financial results driven, in part, by proactive decision making from our management team,” said Darcy Reding, President and CEO. “During the first quarter, we restarted 1,800 boe/d of previously shut-in dry gas volumes in response to improvements in AECO natural gas prices. We also monetized a portion of our in-the-money 2026 and 2027 natural gas financial hedge position, generating proceeds of $10.2 million which we used to reduce debt, while increasing exposure of our 2026 and 2027 natural gas production to future market prices. Our team remains focused on key milestones and catalysts in 2025, highlighted by continued debt reduction, growth in our third-party gathering and processing business, and the December 31, 2025 expiration of a long-term fixed price sulphur marketing agreement.”

    Q1 2025 HIGHLIGHTS

    • Generated NOI of $32.6 million ($0.11 per basic and fully diluted share).
    • Generated Funds Flow from Operations1 of $21.7 million ($0.07 per basic and fully diluted share).
    • Incurred operating expenses of $44.0 million, down 15% from Q1 2024, reflecting both production shut-ins and the continued reduction of field and facility operating cost structure.
    • Produced 22,584 boe/d (78% natural gas), down 35% from Q1 2024 due to the voluntary shut-in of approximately 9,400 boe/d of uneconomic dry gas production from Q3 2024 through February 2025 and an unplanned outage at the Jumping Pound gas plant from late February to early April.
    • Completed additional routine maintenance during the Q1 Jumping Pound gas plant outage that permitted deferral of the plant’s scheduled 2026 maintenance turnaround by one year to 2027.
    • Restarted approximately 1,800 boe/d shut-in Northeast BC and Northern Alberta production, benefitting from stronger gas prices during Q1.
    • Increased third-party raw gas processing volumes to 81.8 MMcf/d, up 40% from Q1 2024 and highlighted by the Caroline gas plant’s 58.9 MMcf/d contribution, up 122% from Q1 2024.   
    • Executed capital expenditure activity of $6.5 million, primarily on the Super Claus sulphur condenser repair at the Jumping Pound gas plant, along with well and facility optimization projects.
    • Completed a hedge monetization transaction in March 2025 for a portion of 2026 and 2027 natural gas contracts for net proceeds of $10.2 million and repaid a portion of the senior term loan.
    • Reduced Net Debt1 to $185.4 million, a $12.1 million decrease from Q4 2024.
    • Proposed a name change to Cavvy Energy Ltd. in support of our corporate strategy, subject to shareholder approval at the Company’s Annual and Special Meeting of Shareholders on May 8, 2025.

    ________________

    1Refer to the “non-GAAP measures” section of the Company’s MD&A.

           
      2025 2024 2023
    ($ 000s unless otherwise noted) Q1   Q4   Q3   Q2   Q1   Q4   Q3   Q2  
    Production                                
    Natural gas (Mcf/d) 105,338   111,787   115,196   157,077   175,356   174,211   155,763   159,427  
    Condensate (bbl/d) 2,454   2,149   2,191   2,472   2,781   2,384   2,020   2,300  
    NGLs (bbl/d) 2,574   1,788   1,726   2,210   2,613   1,921   2,273   2,216  
    Sulphur (tonne/d) 1,076   968   1,444   1,376   1,491   1,284   1,124   1,362  
    Total production (boe/d) (1) 22,584   22,568   23,116   30,861   34,620   33,340   30,253   31,087  
    Third-party volumes processed (Mcf/d raw) (2) 81,777   71,497   66,518   52,410   58,423   67,350   57,363   51,973  
    Financial                                
    Natural gas price ($/Mcf)                                
    Realized before Risk Management Contracts (3) 2.24   1.55   0.77   1.14   2.53   2.32   2.65   2.39  
    Realized after Risk Management Contracts (3) 3.58   3.36   3.43   2.71   3.21   3.12   3.25   3.03  
    Benchmark natural gas price 2.14   1.46   0.68   1.17   2.48   2.29   2.59   2.40  
    Condensate price ($/bbl)                                
    Realized before Risk Management Contracts (3) 95.15   94.87   92.13   99.96   91.18   97.15   97.47   84.81  
    Realized after Risk Management Contracts (3) 88.29   90.61   84.61   87.75   84.49   86.34   80.49   105.84  
    Benchmark condensate price ($/bbl) 100.24   98.85   97.10   105.62   98.43   104.30   106.30   93.25  
    Sulphur price ($/tonne)                                
    Realized sulphur price (4) 17.00   12.09   8.86   18.43   14.49   22.54   13.34   22.78  
    Benchmark sulphur price 246.36   180.54   128.47   103.19   94.84   118.29   107.09   114.92  
    Net income (loss) 2,666   (20,921 ) 7,496   (19,196 ) (6,284 ) 7,414   (16,254 ) 4,182  
    Net income (loss) $ per share, basic 0.01   (0.08 ) 0.04   (0.12 ) (0.04 ) 0.05   (0.11 ) 0.03  
    Net income (loss) $ per share, diluted 0.01   (0.08 ) 0.04   (0.12 ) (0.04 ) 0.03   (0.11 ) 0.03  
    Net operating income (5) 32,550   13,720   19,818   7,652   23,418   25,441   11,650   43,843  
    Cashflow provided by (used in) operating activities 22,612   (592 ) 2,260   (1,555 ) 7,049   31,983   7,577   27,533  
    Funds flow from operations (5) 21,707   2,824   8,234   (4,874 ) 12,044   14,269   (1,422 ) 35,432  
    Total assets 571,470   612,423   615,040   585,940   590,531   638,541   564,921   575,849  
    Adjusted working capital deficit (5) (30,540 ) (29,777 ) (42,658 ) (37,986 ) (31,671 ) (31,830 ) (21,454 ) (6,258 )
    Net debt (5) (185,438 ) (197,564 ) (206,779 ) (219,204 ) (209,964 ) (204,046 ) (205,536 ) (181,670 )
    Capital expenditures (6) 6,538   5,800   10,002   5,003   4,897   9,306   16,363   9,384  
    (1)  Total production excludes sulphur.
    (2)  Third-party volumes processed are raw natural gas volumes reported by activity month, which do not include accounting accruals.
    (3)  Includes physical commodity and financial risk management contracts inclusive of cash flow hedges, (together “Risk Management Contracts”). The realized natural gas price after Risk Management Contracts shown above is normalized to exclude the impact of the hedge monetization.
    (4)  Realized sulphur price is net of customary deductions such as transportation, market and storage fees.
    (5)  Refer to the “Net Operating Income”, “Capital Resources”, “Funds Flow from Operations” and “Working Capital and Capital Strategy” sections of the Company’s MD&A for reference to non-GAAP measures.
    (6)  Excludes reclamation and abandonment activities.
     

    OUTLOOK

    Pieridae’s priority remains strengthening our balance sheet while safely sustaining production, increasing the utilization of the Company’s gas processing facilities by attracting incremental third-party volumes, implementing cost reduction initiatives, optimizing infrastructure, and executing non-core asset dispositions to maintain profitability during all periods of the commodity cycle.

    The Company’s 2025 guidance remains unchanged as follows:

        2025 Guidance
    ($ 000s unless otherwise noted)   Low   High
    Total production (boe/d) (1)   23,000   25,000
    Net operating income (2)(4)(5)   75,000   95,000
    Operating netback ($/boe) (3)(4)(5)   9.00   11.00
    Capital expenditures   25,000   30,000
    (1)  2025 production guidance assumes persistence of previously announced shut-ins in Central AB through 2025
    (2)  Refer to the “Net Operating Income” section of the Company’s MD&A for reference to non-GAAP measures.
    (3)  Refer to “Operating Netback” section of the Company’s MD&A for reference to non-GAAP measures.
    (4)  Assumes unhedged average 2025 AECO price of $2.45/GJ and average 2025 WTI price of US$ 63.97/bbl.
    (5)  Accounts for impact of hedge contracts in place at May 7, 2025.
     

    Specific priorities for 2025 remain:

    • Sustain a safe and regulatory compliant business
    • Minimize facility outages to maximize sales and processing revenue
    • Further grow the third-party gathering and processing business at our operated facilities
    • Meaningfully reduce operating expenses to improve corporate netback
    • Deliver attractive ROI on value adding optimization projects included in the 2025 capital program
    • Reduce long term debt to improve financial flexibility

    During the second and third quarters of 2024, several low margin, dry gas properties in Northern AB, Northeast BC, and Central AB, all producing to non-operated facilities, were shut-in due to low AECO natural gas prices and high variable operating costs. Since these decisions were made, AECO pricing has improved. As a result, approximately 1,000 boe/d of production in Northern AB and 800 boe/d of production in Northeast BC was re-started in February and March 2025, respectively, but may be shut-in once again if sustained AECO pricing does not justify ongoing production. Currently, shut-in production in Central AB representing approximately 8,000 boe/d, or 24% of the Company’s production capability, is expected to remain shut-in throughout 2025, which is reflected in the 2025 production guidance of 23,000 to 25,000 boe/d.

    An ongoing strategic priority is to continue to grow third-party gathering and processing revenues at our operated facilities. Management believes there is strong upside potential for cash flow growth from the third-party gathering and processing business, particularly in the Caroline region where the Company has increased raw third-party volumes by 122% over the last four quarters as area producers continue to bring on new production.

    The Company has 110,000 GJ/d of its 2025 natural gas production hedged at a weighted average fixed price of $3.32/GJ, and 1,679 bbl/d of its 2025 condensate production hedged with a weighted average floor price of CAD$84.42/bbl and a weighted average ceiling price of CAD$92.32/bbl. The Company’s aggregate hedge position for 2025 totals 19,055 boe/d, or approximately 80% of the above production guidance range.

    Pieridae’s legacy fixed price sulphur contract, which was entered into in 2019, expires on December 31, 2025. Under this contract, the Company receives a net fixed price of approximately $6/tonne for the majority of its sulphur production capability of approximately 1,400 tonnes per day. Beginning January 1, 2026, the Company will receive market price for all sulphur production, less normal deductions for transportation, handling, and marketing, representing a significant potential revenue opportunity. As of May 7, 2025, the spot west coast sulphur price was approximately US$270/tonne, prior to royalties, transportation and marketing costs.

    The $25.0 to $30.0 million 2025 capital guidance includes approximately $10.0 million of high-impact well and facility optimization expenditures funded with the equity raised during Q4 2024. These high return, short payout capital projects are expected to increase sales revenue, improve facility efficiency, reduce operating cost and fuel gas consumption, and lower GHG compliance costs. Spending on this program commenced in Q4 2024 and will continue throughout 2025. The remainder of the 2025 capital program is focused on routine capital maintenance, field operating technology upgrades, and site closure / decommissioning expenditures in Alberta and BC. Notably, Pieridae has not scheduled major maintenance turnaround activity at any of the Company’s deep-cut, sour gas processing facilities during 2025 given the successful completion of gas plant turnarounds and other maintenance projects in 2023, 2024 and Q1 2025.  The next major maintenance turnaround is scheduled for 2026.

    Due to the current outlook for North American natural gas prices, Pieridae is not planning to resume drilling operations in 2025. The Company will only exploit its portfolio of high impact conventional Foothills drilling opportunities once natural gas prices sustainably recover and the Company has achieved its deleveraging target.

    HEDGE POSITION

    Pieridae hedges to mitigate commodity price, interest rate and foreign exchange volatility to protect the cash flow required to fund the Company’s operations, capital requirements and debt service obligations, while allowing the Company to participate in future commodity price upside. Pieridae continues to execute its risk management program governed by its hedge policy and in compliance with the thresholds required by senior secured lenders. As of March 31, 2025, the Company is hedged in accordance with the requirements of the senior loan agreement. The discounted unrealized gain on the Company’s hedge portfolio at May 7, 2025 was approximately $39.8 million using the forward strip on May 7, 2025.

    The tables below summarize Pieridae’s hedge portfolio for natural gas, condensate (“C5+”) and power as of May 7, 2025:

    2025-202Hedge Portfolio(1) Q125 Q225 Q325 Q425 2025 Q126 Q226 Q326 Q426 2026
    AECO Natural Gas Sales                    
    Total Hedged (GJ/d) 110,000 110,000 110,000 110,000 110,000 78,502 71,855 58,340 55,025 65,845
    Avg Hedge Price (C$/GJ) $3.32 $3.32 $3.32 $3.32 $3.32 $3.32 $3.34 $3.39 $3.40 $3.36
    WTI / C5Sales                    
    Total Hedged (bbl/d) 1,721 1,692 1,663 1,641 1,679 1,622 1,529 1,364 1,350 1,465
    Avg Collar Cap Price (C$/bbl) $92.73 $92.45 $92.03 $92.05 $92.32 $91.69 $90.94 $91.67 $91.68 $91.48
    Avg Collar Floor Price (C$/bbl) $84.14 $84.25 $84.61 $84.67 $84.42 $84.09 $83.83 $85.64 $85.70 $84.82
    Power Purchases                    
    Total Hedged (MW) 55 55 55 55 55 45 45 45 45 45
    Avg Hedge Price (C$/MWh) $79.22 $79.10 $79.07 $79.08 $79.12 $75.87 $75.88 $75.88 $75.88 $75.88
    2027-202Hedge Portfolio(1) Q127 Q227 Q327 Q427 2027 Q128 Q228 Q328 Q428 2028
    AECO Natural Gas Sales                    
    Total Hedged (GJ/d) 53,340 28,154 20,172
    Avg Hedge Price (C$/GJ) $3.40 $3.40     $3.40        
    WTI / C5Sales                    
    Total Hedged (bbl/d) 1,171 1,151 1,125 1,125 1,143 785 750 382
    Avg Collar Cap Price (C$/bbl) $91.40 $88.80 $90.05 $90.05 $90.08 $90.40 $86.50 $88.50
    Avg Collar Floor Price (C$/bbl) $84.37 $84.08 $90.05 $90.05 $87.14 $90.40 $86.50 $88.49
    Power Purchases                    
    Total Hedged (MW) 25 25 25 25 25        
    Avg Hedge Price (C$/MWh) $70.19 $70.19 $70.19 $70.19 $70.19        
    (1) Includes forward physical sales contracts and financial derivative contracts as of May 7, 2025
     

    CONFERENCE CALL DETAILS

    A conference call and webcast to discuss the results will be held on Thursday, May 8, 2025, at 1:30 p.m. MDT / 3:30 p.m. EDT, following the formal business conducted at the Annual General and Special Meeting of Shareholders. To participate in the webcast or conference call, you are asked to register using one of the links provided below.

    To register to participate via webcast please follow this link:     

    https://edge.media-server.com/mmc/p/xk53vcfn

    Alternatively, to register to participate by telephone please follow this link:

    https://register-conf.media-server.com/register/BIf4a11631ac334142b7d1671fbf810fbb

    A replay of the webcast will be available two hours after the conclusion of the event and may be accessed using the webcast link above.

    ABOUT PIERIDAE

    Pieridae is a Canadian energy company headquartered in Calgary, Alberta. The Company is a significant upstream producer and midstream custom processor of natural gas, NGLs, condensate, and sulphur from western Canada. Pieridae’s vision is to provide responsible, affordable natural gas and derived products to meet society’s energy security needs. Pieridae’s common shares trade on the TSX under the symbol “PEA”.

    For further information, visit www.pieridaeenergy.com, or please contact:

    Darcy Reding, President & Chief Executive Officer Adam Gray, Chief Financial Officer
    Telephone: (403) 261-5900 Telephone: (403) 261-5900
       
    Investor Relations  
    investors@pieridaeenergy.com   
       

    Forward-Looking Statements
    Certain of the statements contained herein including, without limitation, management plans and assessments of future plans and operations, Pieridae’s outlook, strategy and vision, intentions with respect to future acquisitions, dispositions and other opportunities, including exploration and development activities, Pieridae’s ability to market its assets, plans and timing for development of undeveloped and probable resources, Pieridae’s goals with respect to the environment, relations with Indigenous people and promoting equity, diversity and inclusion, estimated abandonment and reclamation costs, plans regarding hedging, plans regarding the payment of dividends, wells to be drilled, the weighting of commodity expenses, expected production and performance of oil and natural gas properties, results and timing of projects, access to adequate pipeline capacity and third-party infrastructure, growth expectations, supply and demand for oil, natural gas liquids and natural gas, industry conditions, government regulations and regimes, capital expenditures and the nature of capital expenditures and the timing and method of financing thereof, may constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities laws (collectively “forward-looking statements”). Words such as “may”, “will”, “should”, “could”, “anticipate”, “believe”, “expect”, “intend”, “plan”, “continue”, “focus”, “endeavor”, “commit”, “shall”, “propose”, “might”, “project”, “predict”, “vision”, “opportunity”, “strategy”, “objective”, “potential”, “forecast”, “estimate”, “goal”, “target”, “growth”, “future”, and similar expressions may be used to identify these forward-looking statements. These statements reflect management’s current beliefs and are based on information currently available to management.

    Forward-looking statements involve significant risk and uncertainties. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements including, but not limited to, the risks associated with oil and gas exploration, development, exploitation, production, processing, marketing and transportation, loss of markets, volatility of commodity prices, currency fluctuations, imprecision of resources estimates, environmental risks, competition from other producers, incorrect assessment of the value of acquisitions, failure to realize the anticipated benefits of acquisitions, delays resulting from or inability to obtain required regulatory approvals, ability to access sufficient capital from internal and external sources and the risk factors outlined under “Risk Factors” and elsewhere herein. The recovery and resources estimate of Pieridae’s reserves provided herein are estimates only and there is no guarantee that the estimated resources will be recovered. As a consequence, actual results may differ materially from those anticipated in the forward-looking statements.

    Forward-looking statements are based on a number of factors and assumptions which have been used to develop such forward-looking statements, but which may prove to be incorrect. Although Pieridae believes that the expectations reflected in such forward-looking statements are reasonable, undue reliance should not be placed on forward-looking statements because Pieridae can give no assurance that such expectations will prove to be correct. In addition to other factors and assumptions which may be identified in this document, assumptions have been made regarding, among other things: the impact of increasing competition; the general stability of the economic and political environment in which Pieridae operates; the timely receipt of any required regulatory approvals; the ability of Pieridae to obtain and retain qualified staff, equipment and services in a timely and cost efficient manner; the ability of the operator of the projects which Pieridae has an interest in to operate the field in a safe, efficient and effective manner; the ability of Pieridae to obtain financing on acceptable terms; the ability to replace and expand oil and natural gas resources through acquisition, development and exploration; the timing and costs of pipeline, storage and facility construction and expansion and the ability of Pieridae to secure adequate product transportation; future oil and natural gas prices; currency, exchange and interest rates; the regulatory framework regarding royalties, taxes and environmental matters in the jurisdictions in which Pieridae operates; timing and amount of capital expenditures; future sources of funding; production levels; weather conditions; success of exploration and development activities; access to gathering, processing and pipeline systems; advancing technologies; and the ability of Pieridae to successfully market its oil and natural gas products.

    Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on these and other factors that could affect Pieridae’s operations and financial results are included in reports on file with Canadian securities regulatory authorities and may be accessed through the SEDAR+ website (www.sedarplus.ca), and at Pieridae’s website (www.pieridaeenergy.com).

    Although the forward-looking statements contained herein are based upon what management believes to be reasonable assumptions, management cannot assure that actual results will be consistent with these forward-looking statements. Investors should not place undue reliance on forward-looking statements. These forward-looking statements are made as of the date hereof and Pieridae assumes no obligation to update or review them to reflect new events or circumstances except as required by applicable securities laws.

    Forward-looking statements contained herein concerning the oil and gas industry and Pieridae’s general expectations concerning this industry are based on estimates prepared by management using data from publicly available industry sources as well as from reserve reports, market research and industry analysis and on assumptions based on data and knowledge of this industry which Pieridae believes to be reasonable. However, this data is inherently imprecise, although generally indicative of relative market positions, market shares and performance characteristics. While Pieridae is not aware of any misstatements regarding any industry data presented herein, the industry involves risks and uncertainties and is subject to change based on various factors.

    Additional Reader Advisories
    Barrels of oil equivalent (“boe”) may be misleading, particularly if used in isolation. A boe conversion ratio of 6 Mcf: 1 boe is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.

    Abbreviations

    Natural Gas Liquids
    Mcf thousand cubic feet bbl/d barrels per day
    Mcf/d thousand cubic feet per day boe/d barrels of oil equivalent per day
    MMcf/d million cubic feet per day WTI West Texas Intermediate
    AECO Alberta benchmark price for natural gas Mbbl Thousand barrels
    GJ Gigajoule MMbbl Million barrels
    Power   MMboe Million barrels of oil equivalent
    MW Megawatt C2 Ethane
    MWh Megawatt hour C3 Propane
        C4 Butane
        C5/C5+ Condensate / Pentane

    Neither TSX nor its Regulation Services Provider (as that term is defined in policies of the TSX) accepts responsibility for the adequacy or accuracy of this release

    The MIL Network

  • MIL-OSI Australia: ACCP to lead research into European child abuse responses

    Source:

    08 May 2025

    ACCP researcher Dr James Herbert will lead the project to analyse the Barnahus model .

    UniSA’s Australian Centre for Child Protection (ACCP) will lead research into the effectiveness of a multidisciplinary and child friendly response to child sexual abuse in Europe.

    ACCP has been awarded a $910,000 Oak Foundation grant to help evaluate the impact of the Barnahus response to child abuse.

    The Barnahus model (translates to ‘Children’s House’ in Icelandic) is a multidisciplinary and child friendly response to child sexual abuse in Europe that aims to bring together all relevant professionals under one roof, creating a safe and child-centred environment for investigation and support.

    Dr James Herbert will lead the million-dollar research project with partners in the United Kingdom and Germany to better understand the variations in how countries implement Barnahus and how to measure the impact of these different models for children.

    “The project will evaluate the impact of Barnahus in Europe and look at the evidence,” says Dr Herbert.

    “An Australian being awarded this grant for a project in Europe is a really important recognition of the work that ACCP has done to date in advancing research into multidisciplinary responses like Children’s Advocacy Centres (CAC) and Barnahus.”

    Along with research into multi-disciplinary models in Australia, Dr Herbert has a strong track record of international collaboration.

    This has included a national survey of CACs in the United States to identify the scale of resources they had to support children, contributing to a review of medical services at the Chicago CAC, supervising a research project in Canada into the alignment of multi-disciplinary teams, and serving on the international evaluation advisory committee for the Scottish ‘Bairns Hoose’.

    The research team will work closely with the Barnahus Network and their membership on the project across 28 countries in Europe.

     “The Barnahus approach is an excellent example of what systems change can look like and what’s possible when we put children at the centre of our considerations,” Dr Herbert says. “Long term, I’m hoping that we will be able to bring the learning and experience from this work back to Australia.”

    The ACCP has received the Oak Foundation grant under their Prevent Child Sexual Abuse Programme.

    The ACCP is Australia’s premier research centre for the prevention of child abuse and neglect; the Director is currently Professor Leah Bromfield (2025 Australian of the Year for SA). It was established by the Commonwealth Government in partnership with the University of South Australia in 2004 to better prevent and respond to child abuse and neglect by helping to not only grow the evidence base but also translate it into practice.

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

    Contact for interview: Dr James Herbert M: +61 402 298 734 E: james.herbert@unisa.edu.au

    Media contact: Candy Gibson M: +61 434 605 142 E: candy.gibson@unisa.edu.au

    Other articles you may be interested in

    MIL OSI News

  • MIL-OSI: Petrus Resources Announces First Quarter 2025 Financial and Operating Results

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, May 07, 2025 (GLOBE NEWSWIRE) — Petrus Resources Ltd. (“Petrus” or the “Company”) (TSX: PRQ) is pleased to report financial and operating results as at and for the three months ended March 31, 2025.

    Q1 2025 HIGHLIGHTS:

    • Capital Activity – Invested $17.3 million in capital during the quarter. Approximately 60% was directed toward the drilling, completing and tie-in of 7 gross (4.1 net) wells. Most of the remaining capital expenditures went to the construction of a 12-kilometer expansion of the North Ferrier pipeline, an infrastructure investment designed to enhance access to high quality undeveloped lands and enable cost-effective transportation of natural gas to Petrus’ operated Ferrier gas plant. Of the wells drilled in the quarter, 5 will flow through the North Ferrier pipeline.
    • Production – Average production was 8,929 boe/d(1) in the first quarter of 2025, relatively flat compared to 9,066 boe/d in the fourth quarter of 2024.
    • Commodity Prices – Total realized price was $29.35/boe, up 11% from $26.45/boe in the fourth quarter of 2024, primarily due to improved natural gas pricing.
    • Funds Flow(2) Generated funds flow of $12.5 million ($0.10 per share(3)) in the first quarter of 2025, solidifying the gains realized in the fourth quarter of 2024.
    • Dividends – Paid regular monthly dividend of $0.01 per share, for a total of $3.8 million, during the first quarter of 2025. Shareholders chose to reinvest $2.6 million under the Company’s dividend reinvestment plan resulting in the issue of 2,005,522 common shares.
    • Net Debt(2) Net debt increased to $66.0 million as at March 31, 2025, and net debt to annualized funds flow ratio(3) increased to 1.3x. This increase was due to high capital spending in Q1, which was required to take advantage of time-sensitive strategic opportunities. Net debt is expected to decline in the second half of the year and is forecast to return to our 2025 guidance target of $60 million by year-end.

    OUTLOOK(4)

    The 2025 capital program began early in the year and remains on schedule. Drilling operations are continuing through spring breakup. Completion activities on the remaining uncompleted first quarter wells are under way and production is expected to come online later in May. The 12 kilometer North Ferrier pipeline extension is expected to be operational in May with both Petrus and third-party volumes flowing to the Ferrier gas plant.

    For the remainder of 2025, Petrus has hedged approximately 56% of its forecasted production at an average price of $2.67/GJ for natural gas and CAD$94.75/bbl for oil. This strategic approach positions the Company to achieve its guidance targets and maintain financial stability. As always, Petrus is prepared to adapt its capital program in response to market dynamics, remaining focused on delivering sustainable returns to shareholders.

    FIRST QUARTER 2025 CONFERENCE CALL

    Date and Time: May 8, 2025, 11:00 a.m. (Mountain Time)
    Please refer to the events page on Petrus’ website for conference call details and links: www.petrusresources.com/events

    ANNUAL GENERAL MEETING
    The Company’s Annual General Meeting will be held at Suite #1110, 240 4th Ave SW Calgary, Alberta, on Wednesday May 21, 2025 at 1:30 p.m. (Mountain Time).
    Please refer to the events page on Petrus’ website for AGM details and links: www.petrusresources.com/events

    An updated corporate presentation can be found on the Company’s website at www.petrusresources.com

    For further information, please contact:
    Ken Gray, P.Eng.
    President and Chief Executive Officer
    T: (403) 930-0889
    E: kgray@petrusresources.com

    (1)Disclosure of production on a per boe basis consists of the constituent product types and their respective quantities. Refer to “BOE Presentation” and “Production and Product Type Information” for further details.
    (2)Non-GAAP financial measure. Refer to “Non-GAAP and Other Financial Measures”.
    (3)Non-GAAP ratio. Refer to “Non-GAAP and Other Financial Measures”.
    (4)Refer to “Advisories – Forward-Looking Statements”.

    SELECTED FINANCIAL INFORMATION

    OPERATIONS Three months ended

    Mar. 31, 2025

    Three months ended

    Mar. 31, 2024

    Three months ended

    Dec. 31, 2024

    Three months ended

    Sept. 30, 2024

    Three months ended

    Jun. 30, 2024

    Average Production          
    Natural gas (mcf/d) 35,689   40,174   36,178   37,368   38,908  
    Oil and condensate(1) (bbl/d) 1,202   1,529   1,226   1,522   1,322  
    NGLs (bbl/d) 1,777   1,557   1,810   1,464   1,664  
    Total (boe/d) 8,929   9,783   9,066   9,215   9,471  
    Total (boe)(1) 803,498   890,267   834,111   847,760   861,838  
    Liquids weighting 33 % 32 % 33 % 32 % 32 %
    Realized Prices          
    Natural gas ($/mcf) 2.25   2.54   1.61   0.80   1.41  
    Oil and condensate(1)($/bbl) 92.73   90.38   93.60   90.80   103.77  
    NGLs ($/bbl) 39.54   43.09   36.90   36.81   37.25  
    Total realized price ($/boe) 29.35   31.42   26.45   24.07   26.81  
    Royalty income 0.06   0.07   0.03   0.05   0.05  
    Royalty expense (3.36 ) (3.89 ) (3.85 ) (3.06 ) (3.83 )
    Net oil and natural gas revenue ($/boe) 26.05   27.60   22.63   21.06   23.03  
    Operating expense (6.76 ) (6.76 ) (5.89 ) (6.10 ) (4.96 )
    Transportation expense (1.65 ) (1.81 ) (1.44 ) (1.46 ) (1.46 )
    Operating netback(2)($/boe) 17.64   19.03   15.30   13.50   16.61  
    Realized gain (loss) on financial derivatives 1.14   2.90   3.04   2.49   (0.36 )
    Other income (cash) 0.02   0.05   1.19   0.09   0.05  
    General & administrative expense (1.41 ) (1.32 ) (2.10 ) (1.43 ) (1.34 )
    Cash finance expense (1.68 ) (1.78 ) (1.83 ) (1.95 ) (1.91 )
    Decommissioning expenditures (0.19 ) (0.61 ) (0.61 ) (0.12 ) (0.72 )
    Funds flow & corporate netback ($/boe)(2) 15.52   18.27   14.99   12.58   12.33  
               
    FINANCIAL (000s except $ per share) Three months ended

    Mar. 31, 2025

    Three months ended

    Mar. 31, 2024

    Three months ended

    Dec. 31, 2024

    Three months ended

    Sept. 30, 2024

    Three months ended

    Jun. 30, 2024

    Oil and natural gas sales 23,630   28,039   22,085   20,446   23,150  
    Net income (loss) (3,088 ) (5,333 ) (4,004 ) 5,302   2,789  
    Net income (loss) per share          
    Basic (0.02 ) (0.04 ) (0.03 ) 0.04   0.02  
    Fully diluted (0.02 ) (0.04 ) (0.03 ) 0.04   0.02  
    Funds flow(2) 12,467   16,272   12,493   10,665   10,628  
    Funds flow per share(2)          
    Basic 0.10   0.13   0.10   0.09   0.09  
    Fully diluted 0.10   0.13   0.10   0.08   0.08  
    Capital expenditures 17,279   12,343   7,705   4,859   6,907  
    Weighted average shares outstanding          
    Basic 126,043   124,299   124,497   124,372   124,290  
    Fully diluted 126,043   124,299   124,497   126,686   126,559  
    As at period end          
    Common shares outstanding          
    Basic 127,469   124,259   125,113   124,372   124,372  
    Fully diluted 138,501   134,484   134,919   134,952   134,919  
    Total assets 427,955   427,574   420,124   421,196   419,584  
    Non-current liabilities 68,176   59,995   65,475   62,869   59,511  
    Net debt(2) 66,009   63,114   60,080   60,423   61,848  

    (1)Disclosure of production on a per boe basis consists of the constituent product types and their respective quantities. Refer to “BOE Presentation” and “Production and Product Type Information” for further details.
    (2)Non-GAAP ratio or non-GAAP financial measure. Refer to “Non-GAAP and Other Financial Measures”.

    NON-GAAP AND OTHER FINANCIAL MEASURES

    This press release makes reference to the terms “operating netback” (on an absolute and $/boe basis), “corporate netback” (on an absolute and $/boe basis), “funds flow” (on an absolute, per share (basic and fully diluted) and $/boe basis), “net debt” and “net debt to annualized funds flow ratio”. These non-GAAP and other financial measures are not recognized measures under GAAP (IFRS) and do not have a standardized meaning prescribed by GAAP (IFRS). Accordingly, the Company’s use of these terms may not be comparable to similarly defined measures presented by other companies. These non-GAAP and other financial measures should not be considered to be more meaningful than GAAP measures which are determined in accordance with IFRS as indicators of our performance. Management uses these non-GAAP and other financial measures for the reasons set forth below.

    Operating Netback
    Operating netback is a common non-GAAP financial measure used in the oil and natural gas industry which is a useful supplemental measure to evaluate the specific operating performance by product type at the oil and natural gas lease level. The most directly comparable GAAP measure to operating netback is oil and natural gas sales. Operating netback is calculated as oil and natural gas sales less royalty expenses, operating expenses and transportation expenses, plus or minus the gain (loss) on risk management activities. See below for a reconciliation of operating netback to oil and natural gas sales.

    Operating netback ($/boe) is a non-GAAP ratio used in the oil and natural gas industry which is a useful supplemental measure to evaluate the specific operating performance by product type at the oil and natural gas lease level. It is calculated as operating netbacks divided by weighted average daily production on a per boe basis. See below.

    Corporate Netback and Funds Flow
    Corporate netback or funds flow is a common non-GAAP financial measure used in the oil and natural gas industry which evaluates the Company’s profitability at the corporate level. Corporate netback and funds flow are used interchangeably. Petrus analyzes these measures on an absolute value and on a per unit (boe) and per share (basic and fully diluted) basis as non-GAAP ratios. Management believes that funds flow and corporate netback provide information to assist a reader in understanding the Company’s profitability relative to current commodity prices. They are calculated as the operating netback less general and administrative expense, less cash finance expense, less decommissioning expenditures, plus or minus other income (cash) and plus or minus the net realized gain (loss) on financial derivatives . See below for a reconciliation of funds flow and corporate netback to oil and natural gas sales.

    Corporate netback ($/boe) or funds flow ($/boe) is a non-GAAP ratio used in the oil and natural gas industry which evaluates the Company’s profitability at the corporate level. Management believes that funds flow ($/boe) or corporate netback ($/boe) provide information to assist a reader in understanding the Company’s profitability relative to current commodity prices. It is calculated as corporate netbacks or funds flow divided by weighted average daily production on a per boe basis. See below.

    Funds flow per share (basic and fully diluted) is comprised of funds flow divided by basic or fully diluted weighted average common shares outstanding.

      Three months ended

     March 31, 2025

    Three months ended

    Dec. 31, 2024

    Three months ended

    Sept. 30, 2024

    Three months ended

    Jun. 30, 2024

    Three months ended

    March 31, 2024

      $000s $/boe $000s $/boe $000s $/boe $000s $/boe $000s $/boe
    Oil and natural gas sales 23,630   29.41   22,085   26.48   20,446   24.12   23,150   26.86   28,039   31.50  
    Royalty expense (2,703 ) (3.36 ) (3,212 ) (3.85 ) (2,593 ) (3.06 ) (3,305 ) (3.83 ) (3,461 ) (3.89 )
    Net oil and natural gas revenue 20,927   26.05   18,873   22.63   17,853   21.06   19,845   23.03   24,578   27.61  
    Transportation expense (1,324 ) (1.65 ) (1,203 ) (1.44 ) (1,239 ) (1.46 ) (1,259 ) (1.46 ) (1,615 ) (1.81 )
    Operating expense (5,429 ) (6.76 ) (4,915 ) (5.89 ) (5,172 ) (6.10 ) (4,271 ) (4.96 ) (6,018 ) (6.76 )
    Operating netback 14,174   17.64   12,755   15.30   11,442   13.50   14,315   16.61   16,945   19.03  
    Realized gain (loss) on financial derivatives 912   1.14   2,539   3.04   2,115   2.49   (307 ) (0.36 ) 2,583   2.90  
    Other income(1) 17   0.02   991   1.19   77   0.09   40   0.05   48   0.05  
    General & administrative expense (1,133 ) (1.41 ) (1,752 ) (2.10 ) (1,209 ) (1.43 ) (1,152 ) (1.34 ) (1,178 ) (1.32 )
    Cash finance expense (1,351 ) (1.68 ) (1,530 ) (1.83 ) (1,657 ) (1.95 ) (1,650 ) (1.91 ) (1,581 ) (1.78 )
    Decommissioning expenditures (152 ) (0.19 ) (510 ) (0.61 ) (103 ) (0.12 ) (618 ) (0.72 ) (545 ) (0.61 )
    Funds flow and corporate netback 12,467   15.52   12,493   14.99   10,665   12.58   10,628   12.33   16,272   18.27  

    (1)Excludes non-cash government grant related to decommissioning expenditures.

    Net Debt

    Net debt is a non-GAAP financial measure and is calculated as the sum of long term debt and working capital (current assets and current liabilities), excluding the current financial derivative contracts and current portion of the lease obligation and decommissioning obligation. Petrus uses net debt as a key indicator of its leverage and strength of its balance sheet. Net debt is reconciled, in the table below, to long-term debt which is the most directly comparable GAAP measure.

    ($000s) As at March 31, 2025 As at Dec. 31, 2024 As at Sept. 30, 2024 As at Jun. 30, 2024 As at Mar. 31, 2024
    Long-term debt 25,000   25,000   25,000   25,000   25,000  
    Current assets (15,763 ) (17,583 ) (20,258 ) (16,333 ) (21,081 )
    Current liabilities 59,788   51,268   48,458   52,379   61,099  
    Current financial derivatives (1,779 ) 2,632   7,690   1,276   (716 )
    Current portion of lease obligation (164 ) (164 ) (230 ) (237 ) (263 )
    Current portion of decommissioning liabilities (1,073 ) (1,073 ) (237 ) (237 ) (925 )
    Net debt 66,009   60,080   60,423   61,848   63,114  


    Net Debt to annualized funds flow ratio

    Net debt to annualized funds flow ratio is a non-GAAP ratio because each of its components is a non-GAAP financial measure. This non-GAAP ratio is used by management as a key indicator of our leverage and the strength of our balance sheet. It is calculated by dividing our net debt at the end of the quarter by the funds flow for the quarter after it is annualized by multiplying it by four. Net debt to annualized fund flow ratio is not a standardized measure and, therefore, may not be comparable with the calculation of similar measures by other entities.

    ADVISORIES

    Basis of Presentation
    Financial data presented above has largely been derived from the Company’s financial statements, prepared in accordance with GAAP which require publicly accountable enterprises to prepare their financial statements using IFRS. Accounting policies adopted by the Company are set out in the notes to the audited consolidated financial statements as at and for the year ended December 31, 2024. The reporting and the measurement currency is the Canadian dollar. All financial information is expressed in Canadian dollars, unless otherwise stated.

    Forward-Looking Statements
    Certain information regarding Petrus set forth in this press release contains forward-looking statements within the meaning of applicable securities law, that involve substantial known and unknown risks and uncertainties. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “should”, “believe” and similar expressions are intended to identify forward-looking statements. Such statements represent Petrus’ internal projections, estimates, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. These statements are only predictions and actual events or results may differ materially. Although Petrus believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievement since such expectations are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors could cause Petrus’ actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, Petrus.

    In particular, forward-looking statements included in this press release include, but are not limited to, statements with respect to: that the investment in the 12-kilometer expansion of the North Ferrier pipeline will enhance access to high quality undeveloped lands and enable cost-effective transportation of natural gas to Petrus’ operated Ferrier gas plant; that 5 of the wells drilled in the quarter will flow through the North Ferrier pipeline; that the completion activities on the uncompleted first quarter wells will begin in May and the anticipated timing of production coming on line; that the 12 kilometer North Ferrier pipeline extension will be operational in May and the anticipated timing and benefits therefrom; that our net debt is expected to decline in the second half of the year and is forecasted to return to our 2025 guidance target of $60 million by year-end; that with our current hedges for 2025, we are positioned to achieve guidance targets and maintain financial stability; that we are able to adjust our capital program in response to market dynamics; and that we are able to remain focused on delivering sustainable returns to shareholders.

    These forward-looking statements are subject to numerous risks and uncertainties, most of which are beyond the Company’s control, including: the risk that (i) the tariffs that are currently in effect on goods exported from or imported into Canada continue in effect for an extended period of time, the tariffs that have been threatened are implemented, that tariffs that are currently suspended are reactivated, the rate or scope of tariffs are increased, or new tariffs are imposed, including on oil and natural gas, (ii) the U.S. and/or Canada imposes any other form of tax, restriction or prohibition on the import or export of products from one country to the other, including on oil and natural gas, and (iii) the tariffs imposed or threatened to be imposed by the U.S. on other countries and retaliatory tariffs imposed or threatened to be imposed by other countries on the U.S., will trigger a broader global trade war which could have a material adverse effect on the Canadian, U.S. and global economies, and by extension the Canadian oil and natural gas industry and the Company, including by decreasing demand for (and the price of) oil and natural gas, disrupting supply chains, increasing costs, causing volatility in global financial markets, and limiting access to financing; the impact of general economic conditions; volatility in market prices for crude oil, NGL and natural gas; industry conditions; currency fluctuation; changes in interest rates and inflation rates; imprecision of reserve estimates; liabilities inherent in crude oil and natural gas operations; environmental risks; incorrect assessments of the value of acquisitions and exploration and development programs; competition; the lack of availability of qualified personnel or management; changes in income tax laws or changes in tax laws and incentive programs relating to the oil and gas industry; hazards such as fire, explosion, blowouts, cratering, and spills, each of which could result in substantial damage to wells, production facilities, other property and the environment or in personal injury and/or increase our costs, decrease our production, or otherwise impede our ability to operate our business; extreme weather events, such as wild fires, floods, drought and extreme cold or warm temperatures, each of which could result in substantial damage to our assets and/or increase our costs, decrease our production, or otherwise impede our ability to operate our business; stock market volatility; ability to access sufficient capital from internal and external sources; that the amount of dividends that we pay may be reduced or suspended entirely; that we reduce or suspend the repurchase of shares under our NCIB; and the other risks and uncertainties described in our most recently filed annual information form. With respect to forward-looking statements contained in this press release, Petrus has made assumptions regarding: the duration and impact of tariffs that are currently in effect on goods exported from or imported into Canada, and that other than the tariffs that are currently in effect, neither the U.S. nor Canada (i) increases the rate or scope of such tariffs, reenacts tariffs that are currently suspended, or imposes new tariffs, on the import of goods from one country to the other, including on oil and natural gas, and/or (ii) imposes any other form of tax, restriction or prohibition on the import or export of products from one country to the other, including on oil and natural gas; the amount of dividends that we will pay; the number of shares that we will repurchase under our NCIB; future commodity prices and royalty regimes; availability of skilled labour; timing and amount of capital expenditures; future exchange rates; the impact of increasing competition; conditions in general economic and financial markets; availability of drilling and related equipment and services; effects of regulation by governmental agencies; the effects of inflation on our costs and profitability; future interest rates; and future operating costs. Management has included the above summary of assumptions and risks related to forward-looking information provided in this press release in order to provide investors with a more complete perspective on Petrus’ future operations and such information may not be appropriate for other purposes. Petrus’ actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits that the Company will derive therefrom. Readers are cautioned that the foregoing lists of factors are not exhaustive.

    This press release contains future-oriented financial information and financial outlook information (collectively, “FOFI”) about Petrus’ prospective results of operations including, without limitation, that our net debt is expected to decline in the second half of the year and is forecasted to return to our 2025 guidance target of $60 million by year-end, and the percentage of our forecast production for 2025 that is hedged, which are subject to the same assumptions, risk factors, limitations, and qualifications as set forth above. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on FOFI. Petrus’ actual results, performance or achievement could differ materially from those expressed in, or implied by, these FOFI, or if any of them do so, what benefits Petrus will derive therefrom. Petrus has included the FOFI in order to provide readers with a more complete perspective on Petrus’ future operations and such information may not be appropriate for other purposes.

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

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

    Production and Product Type Information

    References to crude oil (or oil), natural gas liquids (“NGLs”), natural gas and average daily production in this document refer to the light and medium crude oil, conventional natural gas, and NGLs product types, as applicable, as defined in National Instrument 51-101 (“NI 51-101”), except as noted below.

    NI 51-101 includes condensate within the NGLs product type. The Company has disclosed condensate as combined with crude oil and separately from other NGLs since the price of condensate as compared to other NGLs is currently significantly higher and the Company believes that this crude oil and condensate presentation provides a more accurate description of its operations and results therefrom. Crude oil therefore refers to light oil, medium oil, and condensate. NGLs refers to ethane, propane, butane and pentane combined. Natural gas refers to conventional natural gas.

    Dividend Advisory

    The Company’s future dividends, if any, and the level thereof is uncertain. Any decision to pay dividends on the common shares (including the actual amount, the declaration date, the record date and the payment date in connection therewith) will be subject to the discretion of the Board of Directors and may depend on a variety of factors, including, without limitation the Company’s business performance, financial condition, financial requirements, growth plans, expected capital requirements and other conditions existing at such future time including, without limitation, contractual restrictions and satisfaction of the solvency tests imposed on the Company under applicable corporate law. There can be no assurance that the Company will pay dividends in the future.

    Abbreviations

    $000’s thousand dollars
    $/bbl dollars per barrel
    $/boe dollars per barrel of oil equivalent
    $/GJ dollars per gigajoule
    $/mcf dollars per thousand cubic feet
    bbl barrel
    mbbl thousand barrels
    bbl/d barrels per day
    boe barrel of oil equivalent
    mboe thousand barrel of oil equivalent
    mmboe million barrel of oil equivalent
    boe/d barrel of oil equivalent per day
    GJ gigajoule
    GJ/d gigajoules per day
    mcf thousand cubic feet
    mcf/d thousand cubic feet per day
    mmcf/d million cubic feet per day
    bcf billion cubic feet
    NGLs natural gas liquids
    WTI West Texas Intermediate

    The MIL Network

  • MIL-OSI: The Keg Royalties Income Fund Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    Not for distribution to U.S. News wire services or dissemination in the U.S.

    VANCOUVER, British Columbia, May 07, 2025 (GLOBE NEWSWIRE) — The Keg Royalties Income Fund (the “Fund”) (TSX: KEG.UN) is pleased to announce its financial results for the three months ended March 31, 2025 (the “quarter”).

    HIGHLIGHTS

    • Royalty Pool Sales(1) up 6.9% to $193.8 million for the quarter
    • KRL Average Sales per Operating Week(1) up 7.5% to $144,000 per Operating Week(1) for the quarter
    • KRL Same Store Sales(1) up 9.2% for the quarter
    • Distributable Cash(1) down 10.9% to $0.365/Fund unit for the quarter
    • Paid a special cash distribution of $0.04/Fund unit on January 31, 2025
    • Payout Ratio(2) was up to 77.7% for the quarter

    Royalty Pool Sales reported by the 104 Keg restaurants in the Royalty Pool(1) were $193,776,000 for the first quarter of 2025, an increase of $12,527,000 or 6.9% from the comparable quarter of the prior year. The increase in Royalty Pool Sales during the first quarter of 2025 was primarily due to the increase in Same Store Sales.

    Royalty income increased by $501,000 or 6.9% from $7,250,000 in the three months ended March 31, 2024 to $7,751,000 in the three months ended March 31, 2025.

    Distributable Cash available to pay distributions to public unitholders decreased by $505,000 in the first quarter of 2025 from $4,652,000 ($0.410/Fund unit) to $4,147,000 ($0.365/Fund unit). During the first quarter of 2025, regular cash distributions of $3,222,000 ($0.284/Fund unit) were paid to Fund unitholders, which remained the same as the first quarter of 2024. Additionally, a special cash distribution of $454,000 ($0.04/Fund unit) was declared in December 2024, and was paid to Fund unitholders during the first quarter of 2025, compared to a special cash distribution declared in December 2023 of $908,000 ($0.08/Fund unit), and paid to Fund unitholders in the first quarter of 2024.

    In any reporting period, the Fund’s Distributable Cash is affected, both positively and negatively, by any changes in non-cash Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities(1) balances recognized in that reporting period. The decrease in the Fund’s Distributable Cash in the first quarter of 2025, was primarily attributable to the negative effects of changes in non-cash Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities balances during the first quarter of 2025.

    The Payout Ratio was 77.7% for the first quarter of 2025, compared to 69.3% for the first quarter of 2024.

    The Fund remains financially well positioned with cash on hand of $2,443,000 and a positive Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities balance of $4,132,000 as at March 31, 2025.

    “We are pleased with the financial results of the Fund in the first quarter of 2025, despite the continued challenges facing the full-service restaurant category, including the uncertainty related to potential tariffs,” said Kip Woodward, Chairman of the Fund. “KRL management continues to focus on delivering the best guest dining experience, and we are encouraged by the Keg’s long-term guest loyalty which we always endeavor to earn.”

    “We are pleased with KRL’s sales performance during the first quarter of 2025. Same Store Sales increased 9.2% versus the comparable quarter of 2024,” said Nick Dean, President of KRL. “We believe this is a result of remaining focused on delivering the Keg’s renowned hospitality and providing significant value to our guests,” he concluded.

    (1) This is a non-IFRS supplementary financial measure. Please refer to the “non-GAAP and other financial measures disclosure (NI 52-112)” section of this press release.
    (2) This is a non-IFRS ratio. Please refer to the “non-GAAP and other financial measures disclosure (NI 52-112)” section of this press release.

    NON-GAAP AND OTHER FINANCIAL MEASURES DISCLOSURE (“NI 52-112”)

    NI 52-112 prescribes disclosure requirements that apply to certain Non-IFRS measures known as “specified financial measures”. This press release makes reference to certain non-IFRS measures which provides important information regarding the Fund’s financial performance and ability to pay distributions to unitholders. By considering these non-IFRS measures in combination with IFRS measures, the Fund believes that readers are provided with additional and more useful information about the Fund’s financial performance as opposed to considering IFRS measures alone. The terms “System Sales”, “Royalty Pool”, “Royalty Pool Sales”, “Same Store Sales”, “Operating Weeks”, “Distributable Cash Before SIFT Tax”, “Distributable Cash”, “Payout Ratio”, “Average Sales per Operating Week” and “Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities” are non-IFRS measures and non-IFRS ratios. These non-IFRS measures and ratios reported by the Fund do not have standardized meanings as prescribed by IFRS, and the Fund’s method of calculating these measures may differ and may not be comparable to similar measures reported by other issuers.

    “System Sales” is a non-IFRS supplementary financial measure representing the gross sales of all corporate restaurants owned by Keg Restaurants Ltd. (“KRL”), and the gross sales reported to KRL by franchise restaurants without independent audit, in any period. The total System Sales of KRL are of interest to readers as it best reflects KRL’s overall sales performance.

    “Royalty Pool” is a non-IFRS supplementary financial measure representing a specific pool of Keg restaurants for which System Sales is calculated, obligating KRL to make monthly royalty payments to the Partnership equal to 4% of these gross sales.

    “Royalty Pool Sales” is a non-IFRS supplementary financial measure representing the total gross sales reported by Keg restaurants included in a specified Royalty Pool, for which the Fund receives a royalty of 4% on these reported gross sales in any period.

    “Same Store Sales” is a non-IFRS supplementary financial measure representing the overall increase or decrease in gross sales from a group of Keg restaurants (those restaurants that operated during the entire period of both the current and prior years), compared to gross sales for the same group of restaurants for the same period of the prior year.

    “Operating Weeks” is a non-IFRS supplementary financial measure representing the number of weeks a restaurant is open for in-store dining, without significant capacity restrictions, during a respective period.

    “Distributable Cash Before SIFT Tax” is a non-IFRS supplementary financial measure and is defined as the periodic cash flows from operating activities as reported in the IFRS unaudited condensed consolidated interim financial statements, including the effects of changes in non-cash Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities, plus the Specified Investment Flow-through Trust tax (“SIFT” tax) paid (including current year instalments), less interest and financing fees paid on the term loan, less the Partnership distributions attributable to KRL through its ownership of Class A, B, and D Exchangeable Partnership units (“Exchangeable Partnership units” or “Exchangeable units”) and Class C Partnership units held by KRL.

    “Distributable Cash” is a non-IFRS supplementary financial measure and is defined as the amount of cash available for distribution to the Fund’s public unitholders and is calculated as Distributable Cash Before SIFT Tax, less current year SIFT tax expense. The Fund believes that Distributable Cash, both before and after SIFT tax, provides useful information regarding the amount of cash available for distribution to the Fund’s public unitholders, both before and after SIFT tax, provides useful information regarding the amount of cash available for distribution to the Fund’s public unitholders.

    Payout Ratio” is a non-IFRS ratio and is computed as the ratio of aggregate cash distributions paid during the period plus any special distributions declared or paid during the same period (numerator) to the aggregate Distributable Cash of the period (denominator).

    Average Sales per Operating Week” is a non-IFRS supplementary financial measure and is defined as the sales generated by an average restaurant during those operating weeks when restaurants were fully open for in-store dining, during a respective period. This metric is calculated by dividing total System Sales for any financial period by the total Operating Weeks open during the same financial period.

    “Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities” is a non-IFRS supplementary financial measure and is defined as the Fund’s current assets less current liabilities before Class C and Exchangeable Partnership units. The Fund believes this metric provides useful information to readers as Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities represents the Fund’s current working capital amounts expected to be settled for cash within the next twelve months.

    FINANCIAL HIGHLIGHTS

        Three months ended
        March 31,   March 31,
    ($000’s expect per unit amounts – unaudited)   2025   2024
             
    Restaurants in the Royalty Pool     104     105
    Royalty Pool Sales   $ 193,776   $ 181,249
    Royalty income (1)   $ 7,751   $ 7,250
    Interest income (2)     1,070     1,089
    Total income   $ 8,821   $ 8,339
    Administrative expenses (3)     (177)     (113)
    Interest and financing expenses (4)     (194)     (265)
    Operating income   $ 8,450   $ 7,961
    Distributions to KRL(5)     (3,467)     (3,297)
    Profit before fair value gain (loss) and income taxes   $ 4,983   $ 4,664
    Fair value gain (loss) (6)     5,341     (5,069)
    Income tax expense (7)     (1,381)     (1,246)
    Profit (loss) and comprehensive income (loss)   $ 8,943   $ (1,651)
    Distributable Cash Before SIFT Tax   $ 5,482   $ 5,900
    Distributable Cash   $ 4,147   $ 4,652
    Distributions to Fund unitholders (8)   $ 3,222   $ 3,222
    Payout Ratio     77.7%     69.3%
             
    Per Fund unit information (9)        
    Profit before fair value gain (loss) and income taxes   $ 0.439   $ 0.411
    Profit (loss) and comprehensive income (loss)   $ 0.788   $ (0.145)
    Distributable Cash Before SIFT Tax   $ 0.483   $ 0.520
    Distributable Cash   $ 0.365   $ 0.410
    Distributions to Fund unitholders (8)   $ 0.284   $ 0.284

    Notes:
    (1) The Fund, indirectly through The Keg Rights Limited Partnership (the “Partnership”), earns royalty income equal to 4% of gross sales of Keg restaurants in the Royalty Pool.
    (2) The Fund directly earns interest income on the $57.0 million loan to KRL (the “Keg Loan”), with interest income accruing at 7.5% per annum, payable monthly.
    (3) The Fund, indirectly through the Partnership, incurs administrative expenses and interest on the operating line of credit, to the extent utilized.
    (4) The Fund, indirectly through The Keg Holdings Trust (“KHT”), incurs interest expense on the $14.0 million term loan and amortization of deferred financing charges.
    (5) Represents the distributions of the Partnership attributable to KRL during the respective periods on the Exchangeable Partnership units and Class C Partnership units held by KRL. The Exchangeable Partnership units are exchangeable into Fund units on a one-for-one basis. These distributions are presented as interest expense in the unaudited condensed consolidated interim financial statements.
    (6) Fair value gain (loss) is the non-cash decrease or increase in the market value of the Exchangeable units held by KRL during the respective period. Exchangeable units are classified as a financial liability under IFRS.
    (7) Income taxes include the SIFT tax expense, and either a non-cash deferred tax expense or deferred tax recovery. The deferred tax expense or recovery primarily results from differences in income recognition between the Fund’s accounting methods and enacted tax laws. It is also partially due to temporary differences between accounting and tax bases of the Keg Rights owned by the Partnership.
    (8) Distributions to Fund unitholders include all regular monthly cash distributions paid to Fund unitholders during a period and any special distributions declared, but not paid, to Fund unitholders in the same period.
    (9) All per unit amounts are calculated based on the weighted average number of Fund units outstanding, which are those units held by public unitholders during the respective period. The weighted average number of Fund units outstanding for the three months ended March 31, 2025 and 2024 were 11,353,500.

    The Fund (TSX: KEG.UN) is a limited purpose, open-ended trust established under the laws of the Province of Ontario that, through The Keg Rights Limited Partnership, owns certain trademarks and other related intellectual property used by Keg Restaurants Ltd. (“KRL”). In exchange for use of those trademarks, KRL pays the Fund a royalty of 4% of gross sales of Keg restaurants included in the Royalty Pool.

    With approximately 10,000 employees, over 100 restaurants and annual System Sales exceeding $700 million, Vancouver-based KRL is the leading operator and franchisor of steakhouse restaurants in Canada and has a substantial presence in select regional markets in the United States. KRL continues to operate The Keg restaurant system and expand that system through the addition of both corporate and franchised Keg steakhouses. KRL has been named the number one restaurant company to work for in Canada in the latest edition of Forbes “Canada’s Best Employers 2025” survey.

    This press release may contain certain “forward looking” statements reflecting The Keg Royalties Income Fund’s current expectations in the casual dining segment of the restaurant food industry. Investors are cautioned that all forward looking statements involve risks and uncertainties, including those relating to the Keg’s ability to continue to realize historical same store sales growth, changes in market and existing competition, new competitive developments, and potential downturns in economic conditions generally. Additional information on these and other potential factors that could affect the Fund’s financial results are detailed in documents filed from time to time with the provincial securities commissions in Canada.

    This press release shall not constitute an offer to sell or the solicitation of an offer to buy, which may be made only by means of the prospectus, nor shall there be any sale of the Fund units in any state, province or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state, province or jurisdiction. The Keg Royalties Income Fund units have not been, and will not be registered under the U.S. Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an application for exemption from the registration requirement under U.S. securities laws.

    The Trustees of the Fund have approved the contents of this press release.

    The MIL Network

  • MIL-OSI: Solar Alliance Announces Late Filing of Annual Financial Disclosure

    Source: GlobeNewswire (MIL-OSI)

    TORONTO and KNOXVILLE, Tenn., May 07, 2025 (GLOBE NEWSWIRE) — Solar Alliance Energy Inc. (‘Solar Alliance’ or the ‘Company’) (TSX-V: SOLR), a leading solar energy solutions provider focused on the commercial and utility solar sectors, announces that the filing of its audited annual financial statements, management’s discussion and analysis, and related CEO and CFO certifications for the year ended December 31, 2024 (the “Required Filings”) as required under National Instrument 51-102 – Continuous Disclosure Obligations has been delayed beyond the filing deadline of April 30, 2025. As a result, Solar Alliance expects to be noted in default in due course and anticipates that trading of its common shares will be halted on the TSX Venture Exchange and a cease trade order will be issued by the applicable Canadian Securities Administrators.

    The Company is working expeditiously with its auditor, Kreston GTA LLP, to complete the audit as soon as possible. Solar Alliance plans to remedy the default and file the Required Filings imminently and expects such filing to occur in any event, no later than May 15, 2025.

    The Company confirms that there is no other material information concerning the affairs of the Company that has not been generally disclosed as of the date of this press release.  

    About Solar Alliance Energy Inc. (www.solaralliance.com)

    Solar Alliance is an energy solutions provider focused on the commercial, utility and community solar sectors. Our experienced team of solar professionals reduces or eliminates customers’ vulnerability to rising energy costs, offers an environmentally friendly source of electricity generation, and provides affordable, turnkey clean energy solutions. Solar Alliance’s strategy is to ultimately build, own and operate our own solar assets while also generating stable revenue through the sale and installation of solar projects to commercial and utility community customers.

    Forward-Looking Statements

    Certain statements in this news release are “forward-looking statements”, which reflect management’s expectations regarding the timing of completion of the Required Filings and the Company’s future business operations. All statements other than statements of historical fact contained in this news release are forward-looking statements. Such forward-looking statements involve risks and uncertainties, as they reflect management’s current beliefs and are based on information currently available to management. Actual results may differ materially from those anticipated in the statements made. Such risks include, without limitation: the Company’s inability to complete its Required Filings; the imposition of trading halts, cease trade orders and other regulatory penalties; and general risks affecting the industry and broader economic conditions. The forward-looking statements are expressly qualified in their entirety by this cautionary statement. The forward-looking statements are made as of the date of this news release and the Company assumes no obligation to update or revise them to reflect new events or circumstances except as expressly required by applicable securities law. Further information regarding the uncertainties and risks can be found in the disclosure documents filed by the Company with the securities regulatory authorities, available at www.sedarplus.ca.

    Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.

    The MIL Network

  • MIL-OSI Global: Indian airstrikes in Kashmir following tourist attack raises fears of a regional conflict

    Source: The Conversation – Canada – By MD Rakib Jahan, PhD Student, Department of Political Studies, International Relations, Queen’s University, Ontario

    In response to the Pahalgam terrorist attack on tourists in Jammu and Kashmir last month,, India has launched “Operation Sindoor,” a series of targeted airstrikes on nine locations in Pakistan and Pakistan-administered Kashmir.

    The killing of 26 tourists in Kashmir’s Baisaran Valley on April 22 did more than shatter a moment of peace in one of South Asia’s most scenic regions. The assault has significantly increased India-Pakistan tensions and generated worries of possible military conflict between two nuclear-armed countries.

    Though Pakistan denies the charges, India has specifically held Pakistan responsible for sheltering terrorist groups.

    In response to the attack, India has taken several actions against Pakistan, including downgrading diplomatic ties, recalling diplomats, suspending participation in a vital water-sharing agreement and closing a significant border crossing.

    This rapidly deteriorating situation underscores the broader consequences of the devastating Pahalgam assault.




    Read more:
    India and Pakistan have fought many wars in the past. Are we on the precipice of a new one?


    Human tragedy

    Described by the region’s chief minister, Omar Abdullah, as “much larger than anything we’ve seen directed at civilians in recent years,” the assault in Pahalgam is not only a humanitarian tragedy and a blow to Kashmir’s economy but a flashpoint in an already fragile regional relationship.

    The Pahalgam attack’s timing coincided with United States Vice President JD Vance’s visit to India in April. This mirrors a grim pattern that includes former U.S. president Bill Clinton’s 2000 trip, when militants struck Chittisinghpura in Jammu and Kashmir hours before his arrival.

    By staging violence during diplomatic milestones, militants aim to amplify global attention and send a message to the Indian government. As global attention shifts back to Kashmir, the Baisaran massacre appears to mark a new chapter in the long-fought battle over this territory — one that risks tourism, targets civilians and threatens to unravel regional stability.

    Strategic targeting of Kashmir’s economy

    Though Kashmir has seen warfare for decades, militant groups had mostly avoided targeting visitors because of the the economic significance of tourism to Kashmir.

    The calculated selection of Pahalgam — one of Kashmir’s top tourist sites — reveals a plan to attack the core of Kashmir’s economy. According to counter-terrorism expert Ajai Sahni, the local community and militant groups have an implicit understanding not to compromise the tourism industry.

    By breaking this unwritten rule, the militants have demonstrated a willingness to inflict economic harm on the population.

    Nearly everyone in Kashmir, particularly in the valley, depends on tourism either directly or indirectly. Tourism, which has seen a resurgence since the COVID-19 pandemic, generates thousands of direct and indirect jobs and more than eight per cent of Kashmir’s GDP.

    Experts like Amitabh Mattoo, from the School of International Studies at Jawaharlal Nehru University, warn that Kashmir may experience long-term devastating effects from a drop in tourism. A significant exodus of travellers from Kashmir has already taken place.




    Read more:
    Why are India and Pakistan on the brink of war and how dangerous is the situation? An expert explains


    Challenging India’s post-2019 Kashmir narrative

    The assault also weakens India’s narrative on Kashmir, an area that has been disputed by both Pakistan and India since their independence from Britain in 1947.

    The attack took place as India Prime Minister Narendra Modi was scheduled to open a multi-billion-dollar railway project to the Kashmir Valley, which his government contends will enhance tourism and economic development.

    Modi’s administration has presented the rise in tourism as proof of “normalcy” coming back to Kashmir following India’s removal of special status to Kashmir.

    The intentional targeting of visitors sends a message that the illusion of normalcy is misleading.

    A deadly departure from past tactics

    The Resistance Front (TRF), a rather unknown militant group founded in 2019 and designated as a “terrorist organization” by the Indian government in January 2023, claimed responsibility for the assault via social media. They offered no proof to back their assertion.

    TRF represents a new breed of militant Kashmiri nationalism and resistance. Indian intelligence agencies have connected the group to the Pakistan-based terrorist organization Lashkar-e-Taiba.

    TRF’s communication regarding the assault emphasized resistance to new “outsider” residency rights. This corresponds with worries voiced by some Kashmiris after 2019 modifications permitted non-locals to acquire land and get employment in the area.

    The government disclosed in April 2025 that 83,000 individuals have been given residence certificates under these new standards in the last two years.

    The future of Kashmir’s stability

    Apart from causing obvious human sorrow, the Pahalgam slaughter also endangers years of economic development and could send Jammu and Kashmir back into a cycle of bloodshed and instability.

    Targeting tourists could mean militants are willing to risk Kashmir’s economic core. The assault appears to be an attempt to internationalize the Kashmir problem at a time when worldwide interest had started to fade. It also exploits religious divides, and has succeeded in inciting severe security reactions.

    The future seems more and more uncertain for ordinary Kashmiris caught between security crackdowns and militant brutality. Historical trends indicate that more militancy usually results in more security policies, putting more strain on civilian life.

    For many teenagers and young people in Jammu and Kashmir, the lack of consistent income, mobility limitations and increased monitoring intensifies sensations of marginalization and anger.

    Radical groups can take advantage of these frustrations. To counter this, economic policies must address these inequalities.




    Read more:
    India-Pakistan strikes: 5 essential reads on decades of rivalry and tensions over Kashmir


    A strategy for the way ahead

    The Pahalgam incident calls for a counter-terrorism strategy that balances security with socio-economic stability.

    For example, tourism profit-sharing systems could be implemented and tax advantages or subsidies could be offered to tour businesses, especially those employing young marginalized demographics. This could help to bring some financial respite as well as long-term stability and has been successful in countries like Rwanda.

    The failure to pre-empt the attack despite heightened security during the Vance’s visit and the Hindu pilgrimage season reveals systematic intelligence failures.

    The way ahead calls for tackling both security issues and the underlying complaints still driving militancy in Jammu and Kashmir as the region once again confronts the possibility of violence.

    United Nations Secretary-General António Guterres has urged both nations to de-escalate and return to diplomacy.

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

    ref. Indian airstrikes in Kashmir following tourist attack raises fears of a regional conflict – https://theconversation.com/indian-airstrikes-in-kashmir-following-tourist-attack-raises-fears-of-a-regional-conflict-256166

    MIL OSI – Global Reports

  • MIL-OSI Canada: New Alberta voice in Washington

    For two decades, Alberta has had strong representation in the United States, advocating for Albertans and building integral relationships with key U.S. legislators, decision makers and investors.

    Through these relationships, Alberta and the U.S. have built a $187.2 billion bilateral trade partnership, with the U.S. accounting for 90 per cent of Alberta’s total exports. To maintain and continue building these ties, it is essential that Alberta has a skilled and experienced representative in D.C.

    To prioritize this work, Alberta’s government has appointed the Honourable Nathan Cooper as Alberta’s official representative to the United States, based at the Alberta Washington Office in the U.S. capital.

    Mr. Cooper will draw on his decades of experience in public service, including his most recent experience as Speaker of the Legislative Assembly of Alberta, to lead this important work, focusing on attracting investment, expanding trade opportunities and maintaining the relationships needed to connect Alberta with key decision makers in the U.S.

    “Alberta has seen a lot of success in building its relationship with U.S. decision makers, and much of that success is thanks to the hard work of James Rajotte as Alberta’s Senior Representative to the U.S. In this evolving landscape, Alberta must maintain and build on our ties with U.S. officials, and Nathan Cooper is the right choice to fill this important role. I look forward to continuing to work closely with Nathan as we advocate for Albertans and for our province’s interests in Washington and across the U.S.”

    Danielle Smith, Premier

    “I’m honoured to be entrusted by Premier Danielle Smith with this critical assignment at such a pivotal time. Now more than ever, I see this as a vital opportunity to strengthen and advance Alberta’s long-standing relationship with the United States, ensuring stability and collaboration amid global uncertainty.”

    Nathan Cooper, Alberta’s senior representative to the United States

    “Having worked closely with Nathan, I’ve seen his unwavering commitment to Alberta’s interests. His ability to bring people together, coupled with his deep understanding of U.S. politics, makes him the ideal representative for Alberta in Washington. I’m confident his leadership will be invaluable as we navigate challenges ahead.”

    Nate Horner, Minister of Finance

    “As Speaker of the Assembly, Mr. Cooper is highly respected for his wisdom, integrity and ability to find common ground across parties. I cannot think of a better representative for Albertans in Washington.”

    Deron Bilous, senior vice-president, Counsel Public Affairs and former NDP Minister

    “Over the past few years, we have had the opportunity to work with Speaker Cooper on the Alberta – Wisconsin relationship and look forward to expanding that in his new role here in the United States. I am confident Nathan’s extensive American connections will serve Alberta well as we seek to maintain our strong bilateral relationship.”

    Robin Vos, Speaker of the Wisconsin state assembly

    “As both a business and community leader, I have full confidence that Nathan will be an invaluable asset to businesses on both sides of the border. Given the complexities of today’s political climate, his ability to bridge divides and foster economic collaboration will prove indispensable.”

    Bob Dhillon, president and CEO, Mainstreet Equity Corp.

    “Team Canada needs a strong Alberta in Washington, and Alberta needs strong representation for our trading interests. There might be some tough days ahead for the relationship between Canada and the United States, but I know Nathan Cooper will work hard for Albertans and a strong Canada.”

    Shannon Phillips, former NDP Minister of Environment and Protected Areas

    Since 2005, Alberta’s presence in the U.S. capital has helped advance the province’s economic objectives with U.S. decision makers. Alberta’s envoys have managed this important relationship from the Alberta Washington Office, which is collocated within the Canadian Embassy.

    Biography for Nathan Cooper

    The Honourable Nathan Cooper served as the member of the legislative assembly for Olds-Didsbury-Three Hills from May 5, 2015 to May 7, 2025.

    On May 21, 2019, he was elected by his fellow MLAs as the 14th Speaker of the Legislative Assembly of Alberta.

    Before his time as an MLA, Mr. Cooper served as chief of staff and director of legislative affairs for the Wildrose caucus and completed two terms as a councillor for the Town of Carstairs. He also brings extensive experience in cross-jurisdictional parliamentary affairs, including:

    • As the longest serving Canadian speaker he became dean of the Canadian Speaker Association in 2025.
    • Leading numerous parliamentary delegations to the United States, with a strong focus on relationship-building.
    • Serving as an international guest speaker at Commonwealth Parliamentary Association conferences in Canada and other Commonwealth nations.

    Mr. Cooper’s proven leadership, deep understanding of parliamentary systems and commitment to building meaningful partnerships make him exceptionally well-suited to advance Alberta’s interests in the United States.

    Quick facts

    • James Rajotte, Alberta’s previous Senior Representative to the U.S. has returned to Edmonton after four and a half years representing Alberta in the United States. He continues to serve as a senior advisor to Premier Smith focused on the U.S. file, working out of Premier Smith’s office in Alberta.
    • The salary for the senior representative to the U.S. is publicly disclosed annually in accordance with the Public Sector Compensation Transparency Act.
    • Alberta has maintained offices abroad for more than 50 years and currently has 17 offices in key markets like the United States, Japan, South Korea, the United Kingdom, Mexico, India, Singapore and the Middle East.

    Related information

    • Alberta’s international offices

    MIL OSI Canada News

  • MIL-OSI Canada: Prime Minister Carney concludes First Ministers’ Meeting

    Source: Government of Canada – Prime Minister

    Today, the Prime Minister, Mark Carney, met virtually with provincial and territorial premiers. He was joined by the Minister of International Trade and Intergovernmental Affairs and President of the King’s Privy Council for Canada, Dominic LeBlanc.

    The productive discussion focused on two pillars: the Canada-U.S. relationship and reinforcing Canada’s strength at home.

    First, the Prime Minister updated the premiers on his meeting with President Donald J. Trump in Washington, D.C. He emphasized Canada’s openness to building a new economic and security relationship with the United States – based on respect, built on common interests, and to the benefit of both nations.

    First Ministers also discussed building projects of national interest to diversify the economy, create higher-paying jobs, and build one Canadian economy instead of 13. They agreed to accelerate project approvals, including through a ‘one project, one review’ approach. The Prime Minister reaffirmed his commitment to table federal legislation to eliminate federal trade barriers by Canada Day.

    Prime Minister Carney will meet with the premiers again on June 2, 2025, in Saskatoon, Saskatchewan.

    Associated Links

    MIL OSI Canada News

  • MIL-OSI: Kneat Announces Record Revenue for First Quarter 2025

    Source: GlobeNewswire (MIL-OSI)

    LIMERICK, Ireland, May 07, 2025 (GLOBE NEWSWIRE) — kneat.com, inc. (TSX: KSI) (OTC: KSIOF) (“Kneat” or the “Company”) a leader in digitizing and automating validation and quality processes, today announced financial results for the three months ended March 31, 2025. All dollar amounts are presented in Canadian dollars unless otherwise stated.

    • Total revenue reaches $14.7 million in the first quarter, an increase of 37% year over year
    • Annual Recurring Revenue (ARR)1 at March 31, 2025, reaches $63.5 million, an increase of 51% year over year
    • Gross profit and operating expense grow 38% and 21% respectively year over year as progress toward profitability continues

    “Kneat is off to a solid start in 2025, both in terms of continued strong growth and progress toward profitability.  We are encouraged by our customers’ continued intention to orchestrate their validation processes enterprise-wide; and we are committed to enhancing the Kneat Gx platform to help them complete their vision for efficiency, speed and trust in their validation processes.”

    – Eddie Ryan, Chief Executive Officer of Kneat. 

    Q1 2025 Highlights

    • Total revenues increased 37% to $14.7 million in the first quarter of 2025, compared to $10.8 million for the first quarter of 2024. 
    • SaaS revenue for the first quarter of 2025 grew 42% to $13.8 million, versus $9.7 million for the first quarter of 2024.
    • First-quarter 2025 gross profit was $10.9 million, up 38% from $7.9 million in gross profit for the first quarter of 2024.
    • Gross margin in the first quarter of 2025 was 74%, as it was in the first quarter of 2024. 
    • EBITDA1 in the first quarter of 2025 was $5.9 million, compared with ($0.5) million for the first quarter of 2024.
    • Adjusted EBITDA1 in the first quarter of 2025 was $2.3 million, compared with $0.6 million for the first quarter of 2024.
    • Total ARR1 was $63.5 million at March 31, 2025, an increase of 51% from $42.1 million at March 31, 2024.

    1 ARR is a supplementary measure. EBITDA and Adjusted EBITDA are non-IFRS measures and are not recognized, defined or standardized measures under IFRS. These measures are defined in the “Supplementary and Non-IFRS Measures” section of this news release.

    Recent Business Highlights

    • In January 2025, Kneat announced that it has partnered with Capgemini. The collaboration brings together Capgemini’s expertise in enterprise IT systems integration with Kneat’s digital validation platform, Kneat Gx. The partnership is designed to enable life sciences companies to seamlessly deploy Kneat Gx enterprise-wide; connect with core systems such as ERP, QMS, and DMS; and scale digital validation processes with ease.
    • Also in January 2025, Kneat announced that a European-headquartered leader in specialty therapeutics selected Kneat for commissioning, qualification and validation of its manufacturing equipment and facilities.
    • In February 2025, Kneat announced that a European-headquartered global consumer products company selected Kneat to digitize its validation processes within a specialized health sciences division.
    • In April 2025, Kneat announced that a multinational producer of generic pharmaceuticals signed a Services Agreement with Kneat to digitalize its drawing management process.
    • In May 2025, Kneat saw record attendance at VALIDATE, its annual event convening validation and quality professionals from around the world.  One of the world’s largest events for validation experts to discover, share and apply validation technologies, regulations, and best practices, VALIDATE enabled participants to witness the power of the Kneat Gx platform.
    • Also in May 2025, Kneat announced the expansion of its executive leadership team with the addition of a Chief Innovation Officer Role. Co-founder and Chief Product Officer Kevin Fitzgerald will transition out of his current role and into the Chief Innovation Officer role on June 9. Donal O’Sullivan, an executive with extensive software development and product management leadership, will join Kneat at that time as Chief Product Officer.

    “Kneat closed the quarter with ample cash and a strong balance sheet. Our high-retention customer base continues to grow, and we remain confident in our financial outlook.”

    – Hugh Kavanagh, Chief Financial Officer of Kneat. 

    Quarterly Conference Call

    Eddie Ryan, Chief Executive Officer of Kneat, and Hugh Kavanagh, Chief Financial Officer of Kneat, will host a conference call to discuss Kneat’s first quarter of 2025 results and hold a Q&A session for analysts and investors via webcast on May 08, 2025, at 9:00 a.m. ET.

    Interested parties can register for the live webcast via the following link:

    Register Here

    Supplementary and Non-IFRS Financial Measures

    The Company uses supplementary financial measures as key performance indicators in its MD&A and other communications. Management uses both IFRS measures and supplementary, non-IFRS financial measures as key performance indicators when planning, monitoring and evaluating the Company’s performance.

    Annual Recurring Revenue (“ARR”)

    Kneat management use ARR to evaluate and assess the Company’s performance, identify trends affecting its business, formulate financial projections and make financial decisions. The Company believes that ARR is a useful metric for investors as it provides a measure of the value of the recurring revenue at a point in time (end date of the relevant quarter). ARR is based on signed agreements and indicates the level of recurring revenue that the Company would anticipate reporting in a 12-month period based on the full agreed annual SaaS and maintenance fees for existing customers. In specific circumstances, the Company may utilize pricing incentives for limited contract periods. ARR is used by Kneat to assess the expected recurring revenues from the customers that are live on the Kneat Gx platform at the end of the period. ARR is calculated using the licenses delivered to customers at the period end, multiplied by the expected customer retention rate of 100% and multiplied by the full annual SaaS license or maintenance fee. Since many of the customer contracts are in currencies other than the Canadian dollar, the Canadian dollar equivalent is calculated using the related period end exchange rate multiplied by the contracted currency amount.

    Earnings before Interest, Taxes, Depreciation and Amortization (“EBITDA”)

    EBITDA is calculated as net income (loss) attributable to kneat.com excluding interest income (expense), provision for income taxes, depreciation and amortization. We provide and use this non-IFRS measure of our operating performance to highlight trends in our core business that may not otherwise be apparent when relying solely on IFRS financial measures and to inform financial comparisons with other companies. A reconciliation of EBITDA to IFRS financial measures is provided in the financial statements accompanying this press release.

    Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA”)

    Adjusted EBITDA is calculated as net income (loss) attributable to kneat.com excluding interest income (expense), provision for income taxes, depreciation and amortization, foreign exchange gain (loss) and stock-based compensation expense. We provide and use this non-IFRS measure of our operating performance to highlight trends in our core business that may not otherwise be apparent when relying solely on IFRS financial measures and to inform financial comparisons with other companies. A reconciliation of Adjusted EBITDA to IFRS financial measures is provided in the financial statements accompanying this press release.

    About Kneat

    Kneat Solutions provides leading companies in highly regulated industries with unparalleled efficiency in validation and compliance through its digital validation platform Kneat Gx. As an industry leader in customer satisfaction, Kneat boasts an excellent record for implementation, powered by our user-friendly design, expert support, and on-demand training academy. Kneat Gx is an industry-leading digital validation platform that enables highly regulated companies to manage any validation discipline from end-to-end. Kneat Gx is fully ISO 9001 and ISO 27001 certified, fully validated, and 21 CFR Part 11/Annex 11 compliant. Multiple independent customer studies show up to 40% reduction in documentation cycle times, up to 20% faster speed to market, and a higher compliance standard.

    Cautionary and Forward-Looking Statements

    Except for the statements of historical fact contained herein, certain information presented constitutes “forward-looking information” within the meaning of applicable Canadian securities laws. Such forward-looking information includes, but is not limited to, the relationship between Kneat and the customer, Kneat’s business development activities, the use and implementation timelines of Kneat’s software within the customer’s validation processes, the ability and intent of the customer to scale the use of Kneat’s software within the customer’s organization, our ability to win business from new customers and expand business from existing customers, our expected use of the net proceeds from the IPF Facility and the public equity financing completed in both February and October 2024 and the anticipated effects thereof on the business and operations of the company, and the compliance of Kneat’s platform under regulatory audit and inspection. These and other assumptions, risks and uncertainties may cause Kneat’s actual results, performance, achievements and developments to differ materially from the results, performance, achievements or developments expressed or implied by forward-looking statements.

    Material risks and uncertainties relating to our business are described under the headings “Cautionary Note Regarding Forward-Looking Statements and Information” and “Risk Factors” in our MD&A dated May 7, 2025, under the heading “Risk Factors” in our Annual Information Form dated February 26, 2025 and in our other public documents filed with Canadian securities regulatory authorities, which are available at www.sedarplus.ca. Forward-looking statements are provided to help readers understand management’s expectations as at the date of this release and may not be suitable for other purposes. Readers are cautioned not to place undue reliance on forward-looking statements. Kneat assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as expressly required by law. Investors should not assume that any lack of update to a previously issued forward-looking statement constitutes a reaffirmation of that statement. Continued reliance on forward-looking statements is at an investor’s own risk.

    For further information:

    Katie Keita, Kneat Investor Relations
    P: + 1 902-706-9074
    E: katie.keita@kneat.com

     
    Unaudited Condensed Interim Consolidated Statements of Income/(Loss) and Comprehensive Income/(Loss)
                 
        Three-month
    period ended
    March 31, 2025
        Three-month
    period ended
    March 31, 2024
     
        $     $  
    Revenue        
    SaaS license fees   13,805,973     9,718,501  
    Maintenance fees   22,095     70,589  
    Professional services and other   919,573     977,910  
    Total Revenue   14,747,641     10,767,000  
             
    Cost of revenue   (3,823,145 )   (2,834,015 )
    Gross profit   10,924,496     7,932,985  
    Gross margin   74%     74%  
             
    Expenses        
    Research and development   (4,698,665 )   (4,045,548 )
    Sales and marketing   (5,116,477 )   (4,031,684 )
    General and administrative   (2,511,629 )   (2,105,589 )
    Total Expenses   (12,326,771 )   (10,182,821 )
             
    Operating loss   (1,402,275 )   (2,249,836 )
             
    Finance expense   (888,545 )   (867,451 )
    Interest income   198,639     35,076  
    Foreign exchange gain (loss)   4,262,600     (238,763 )
    Income (loss) before income taxes   2,170,419     (3,320,974 )
    Income tax expense   (24,430 )   (15,887 )
    Net income (loss) for the period   2,145,989     (3,336,861 )
             
    Other comprehensive (loss) income        
    Foreign currency translation adjustment to presentation currency   (1,998,521 )   190,894  
    Comprehensive income (loss) for the period   147,468     (3,145,967 )
    Earnings (loss) per share: Basic and diluted   0.02     (0.04 )
             
    Weighted-average number of common shares outstanding:        
    Basic   94,221,072     81,005,029  
    Diluted   97,738,261     81,005,029  
             
    Reconciliation:        
    Net income (loss) for the period   2,145,989     (3,336,861 )
    Finance expense   888,545     867,451  
    Interest income   (198,639 )   (35,076 )
    Income tax expense   24,430     15,887  
    Depreciation charge   177,001     191,221  
    Amortization of intangible assets charge   2,846,747     1,834,211  
    EBITDA   5,884,073     (463,167 )
             
    Adjustments to EBITDA        
    Foreign exchange gain/loss   (4,262,600 )   238,763  
    Stock based compensation   697,019     812,173  
    Adjusted EBITDA   2,318,492     587,769  
                 
     
    kneat.com, inc.
    Unaudited Condensed Interim Consolidated Statements of Financial Position
                 
        March 31, 2025     December 31, 2024  
        $     $  
    Assets            
                 
    Current assets            
    Cash   74,132,378     58,889,572  
    Amounts receivable   10,958,849     18,377,009  
    Prepayments   2,081,208     1,870,095  
                 
        87,172,435     79,136,676  
    Non-current assets            
    Amounts receivable   3,544,947     2,368,006  
    Property and equipment   6,914,606     6,782,179  
    Intangible asset   39,158,433     36,290,869  
                 
    Total Assets   136,790,421     124,577,730  
                 
    Liabilities            
                 
    Current liabilities            
    Accounts payable and accrued liabilities   9,080,206     8,580,104  
    Contract liabilities   31,037,419     21,631,416  
    Loan payable   5,122,755     4,116,723  
    Lease liabilities   386,207     434,096  
                 
        45,626,587     34,762,339  
    Non-current liabilities            
    Contract liabilities   42,339     33,393  
    Loan payable and accrued interest   18,384,423     19,038,203  
    Lease liabilities   5,800,955     5,671,952  
                 
                 
    Total Liabilities   69,854,304     59,505,887  
                 
    Equity            
    Shareholders’ equity   66,936,117     65,071,843  
                 
    Total Liabilities and Equity   136,790,421     124,577,730  
                 
     
    kneat.com, inc.
    Unaudited Condensed Interim Consolidated Statement of Cash Flows
                 
        Three-month
    period ended
    March 31, 2025
        Three-month
    period ended
    March 31, 2024
     
    Operating activities   $     $  
    Net income (loss) for the period   2,145,989     (3,336,861 )
    Charges to loss not involving cash:        
    Depreciation of property and equipment   177,001     191,221  
    Share-based compensation   697,019     812,173  
    Interest expense   842,563     867,451  
    Tax expense   24,430     15,887  
    Amortization of the intangible asset   2,846,747     1,834,211  
    Amortization of loan issuance costs   45,982     36,957  
    Foreign exchange (gain) loss   (4,262,600 )   238,763  
    Increase in non-current contract liabilities   7,553     58,319  
    Net change in non-cash operating working capital related to operations   14,951,929     7,684,397  
             
    Net cash provided by operating activities   17,476,613     8,402,518  
             
    Financing activities        
    Proceeds received from public equity financing       20,000,110  
    Share issuance costs associated with public equity financing       (1,626,257 )
    Payment of principal and interest on loans payable   (1,348,282 )   (621,996 )
    Proceeds from the exercise of stock options   774,591     641,700  
    Repayment of lease liabilities   (192,894 )   (181,158 )
             
    Net cash (used in)/provided by financing activities   (766,585 )   18,212,399  
             
    Investing activities        
    Additions to the intangible asset   (5,157,268 )   (4,515,850 )
    Additions to property and equipment   (62,917 )   (8,163 )
    Collection of research and development tax credits   1,850,702      
             
    Net cash used in investing activities   (3,369,483 )   (4,524,013 )
             
    Effects of foreign exchange rates on cash   1,902,261     164,519  
             
    Net change in cash during the period   15,242,806     22,255,423  
             
    Cash – Beginning of period   58,889,572     15,252,526  
             
    Cash – End of period   74,132,378     37,507,949  
                 

    The MIL Network

  • MIL-OSI Canada: Statement by Prime Minister Carney on the formation of a new government in Germany

    Source: Government of Canada – Prime Minister

    Today, the Prime Minister, Mark Carney, issued the following statement on the formation of a new government in Germany:

    “On behalf of the Government of Canada, I congratulate Chancellor Friedrich Merz on his swearing-in and on the formation of a new government in Germany.

    “Canada and Germany are close partners, and we will be building on our reliable trade relationship. Through stronger alliances, shared values, and deepened trade and commercial ties, we will work to build stronger economies to the benefit of Canadians and Germans alike. I look forward to speaking with Chancellor Merz soon and to strengthening our collaboration at the G7.

    “I also thank former Chancellor Scholz for his leadership and wish him well in his future endeavours.”

    MIL OSI Canada News

  • MIL-OSI: Global Net Lease Reports First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    – Successfully Closed First Phase of Multi-Tenant Portfolio Sale Resulting in $1.1 Billion of Gross Proceeds; On Track to Close Remaining Multi-Tenant Portfolio Sale by End of Q2’25

    – Reduced Net Debt by $833 Million in Q1’25; Improved Net Debt to Adjusted EBITDA to 6.7x

    – Repurchased 7.9 Million Shares at a Weighted Average Price of $7.50 Totaling $59 Million as of May 2, 2025

    – Reaffirms 2025 Guidance

    NEW YORK, May 07, 2025 (GLOBE NEWSWIRE) — Global Net Lease, Inc. (NYSE: GNL) (“GNL” or the “Company”), an internally managed real estate investment trust that focuses on acquiring and managing a globally diversified portfolio of strategically located commercial real estate properties, announced today its financial and operating results for the quarter ended March 31, 2025.

    First Quarter 2025 Highlights

    • Successfully closed the first phase of the sale of the multi-tenant portfolio, consisting of 59 unencumbered assets, with the net proceeds used to pay down $850 million of the Revolving Credit Facility
    • Remain on track to close the remaining two phases of the multi-tenant portfolio sale, consisting of 41 encumbered assets, by the end of the second quarter 2025, after which GNL expects to begin realizing G&A savings and enhanced portfolio metrics
    • Revenue was $132.4 million in first quarter 2025, compared to $147.9 million in first quarter 2024, primarily as a result of asset dispositions
    • Net loss attributable to common stockholders was $200.3 million, compared to a net loss of $34.7 million in first quarter 2024, primarily caused by the timing and purchase price allocation associated with the partial completion of the multi-tenant portfolio sale
    • Net loss attributable to common stockholders is expected to significantly improve upon completion of the sale of the remaining multi-tenant portfolio
    • Core Funds from Operations (“Core FFO”) was $35.0 million compared to $56.6 million in first quarter 2024, primarily as a result of asset dispositions, including the multi-tenant portfolio sale
    • Adjusted Funds from Operations (“AFFO”)1 was $66.2 million, or $0.29 per share, compared to $75.0 million in first quarter 2024, or $0.33 per share, primarily as a result of asset dispositions, including the multi-tenant portfolio sale
    • 2025 closed plus disposition pipeline totals $2.1 billion2 at a cash cap rate of 8.3% and a weighted average lease term of 5.2 years; maintains focus on using net proceeds from non-core asset sales to reduce leverage and strengthen the balance sheet
    • Reduced Net Debt by $1.5 billion since first quarter 2024, including $833.2 million in first quarter 2025, improving Net Debt to Adjusted EBITDA from 8.4x to 6.7x over the same period
    • As of May 2, 2025, the Company has repurchased 7.9 million shares of its outstanding common stock under its Share Repurchase Program announced in February 2025, at a weighted average price of $7.50, for a total of $59.4 million; this includes 2.4 million shares for a total of $19.4 million repurchased in first quarter 2025
    • Leased over 826,000 square feet across the single-tenant portfolio, resulting in nearly $6.1 million of new straight-line rent
    • Single-tenant renewal leasing spread of 8.2% with a weighted average lease term of 6.6 years; new leases completed in the single-tenant portfolio in the quarter had a weighted average lease term of 5.0 years
    • Weighted average annual rent increase of 1.5% provides organic rental growth, excluding 18.7% of the portfolio with CPI-linked leases that have historically experienced significantly higher rental increases
    • Sector-leading 60% of annualized straight-line rent comes from investment-grade or implied investment-grade tenants3

    “The first quarter of 2025 was a pivotal period in GNL’s transformation as we took important steps to streamline our portfolio, strengthen the balance sheet, and enhance financial flexibility,” said Michael Weil, CEO of GNL. “We believe with lower leverage, greater liquidity, and disciplined execution and capital allocation, GNL is better positioned to operate more efficiently and pursue new opportunities aligned with our strategic vision. These foundational initiatives are not only aimed at improving near-term metrics, but at building lasting resilience and long-term value for shareholders. As we continue executing on our strategy, we believe these efforts will help narrow the trading gap between GNL and our net lease peers. We look forward to completing the final two phases of the multi-tenant portfolio sale in the second quarter and carrying that momentum into the second half of 2025 and beyond.”

    Full Year 2025 Guidance Update4

    • The Company reaffirms its 2025 AFFO per Share guidance range of $0.90 to $0.96 and Net Debt to Adjusted EBITDA range of 6.5x to 7.1x.

    Summary of Results

        Three Months Ended March 31,
    (In thousands, except per share data)     2025       2024  
    Revenue from tenants   $ 132,415     $ 147,880  
             
    Net loss attributable to common stockholders   $ (200,315 )   $ (34,687 )
    Net loss per diluted common share   $ (0.87 )   $ (0.15 )
             
    NAREIT defined FFO attributable to common stockholders   $ 32,961     $ 55,773  
    NAREIT defined FFO per diluted common share   $ 0.14     $ 0.24  
             
    Core FFO attributable to common stockholders   $ 34,967     $ 56,592  
    Core FFO per diluted common share   $ 0.15     $ 0.25  
             
    AFFO attributable to common stockholders   $ 66,220     $ 74,964  
    AFFO per diluted common share   $ 0.29     $ 0.33  
                     

    Property Portfolio

    As of March 31, 2025, the Company’s portfolio of 1,045 net lease properties is located in ten countries and territories, and is comprised of 51.3 million rentable square feet. As a result of the agreement to sell 100 of the 101 properties in its former multi-tenant retail segment in connection with the Multi-Tenant Retail Disposition, the Company has determined that as of March 31, 2025, the Company operates in three remaining reportable segments based on property type: (1) Industrial & Distribution, (2) Retail (formerly known as “Single-Tenant Retail”) and (3) Office. The real estate portfolio metrics include (inclusive of the properties to be sold in the remaining two phases of the multi-tenant portfolio sale):

    • 95% leased (98%5 adjusting for vacant properties sold shortly after the first quarter of 2025) with a remaining weighted-average lease term of 6.3 years6
    • 86% of the portfolio contains contractual rent increases based on annualized straight-line rent
    • 60% of portfolio annualized straight-line rent derived from investment grade and implied investment grade rated tenants
    • 76% U.S. and Canada, 24% Europe (based on annualized straight-line rent)
    • 40% Industrial & Distribution, 25% Retail, 22% Office and 13% related to the remaining 41 properties in the Multi-Tenant Retail Portfolio that are expected to be sold in the second quarter of 2025 (based on an annualized straight-line rent)

    Capital Structure and Liquidity Resources7

    As of March 31, 2025, the Company had liquidity of $499.1 million and $1.4 billion of capacity under its revolving credit facility. The Company had net debt of $3.7 billion8, including $2.3 billion of gross mortgage debt. The Company successfully reduced its outstanding net debt balance by $833.2 million from fourth quarter 2024.

    As of March 31, 2025, the percentage of debt that is fixed rate (including variable rate debt fixed with swaps) was 91%. The Company’s total combined debt had a weighted average interest rate of 4.2% (4.4% when including mortgages classified as part of discontinued operations) resulting in an interest coverage ratio of 2.5 times9. Weighted-average debt maturity was 2.7 years as of March 31, 2025.

    Footnotes/Definitions

    1 While we consider AFFO a useful indicator of our performance, we do not consider AFFO as an alternative to net income (loss) or as a measure of liquidity. Furthermore, other REITs may define AFFO differently than we do. Projected AFFO per share data included in this release is for informational purposes only and should not be relied upon as indicative of future dividends or as a measure of future liquidity.
    2 Closed plus disposition pipeline of $2.1 billion as of May 1, 2025. Includes $1.9 billion of closed plus pipeline occupied dispositions at a cash cap rate of 8.3% and $201 million of closed plus pipeline vacant dispositions. The properties included in our disposition pipeline for such purposes include those for which we have entered into purchase and sale agreements (“PSAs”) or non-binding letters of intents (“LOIs”). There can be no assurance that the transactions contemplated by such PSAs or LOIs will be completed on the terms contemplated, if at all.
    3 As used herein, “Investment Grade Rating” includes both actual investment grade ratings of the tenant or guarantor, if available, or implied investment grade. Implied Investment Grade may include actual ratings of tenant parent, guarantor parent (regardless of whether or not the parent has guaranteed the tenant’s obligation under the lease) or by using a proprietary Moody’s analytical tool, which generates an implied rating by measuring a company’s probability of default. The term “parent” for these purposes includes any entity, including any governmental entity, owning more than 50% of the voting stock in a tenant or a guarantor. Ratings information is as of March 31, 2025. Comprised of 33.3% leased to tenants with an actual investment grade rating and 26.8% leased to tenants with an Implied Investment Grade rating based on annualized cash rent as of March 31, 2025.
    4 We do not provide guidance on net income. We only provide guidance on AFFO per share and our Net Debt to Adjusted EBITDA ratio and do not provide reconciliations of this forward-looking non-GAAP guidance to net income per share or our debt to net income due to the inherent difficulty in quantifying certain items necessary to provide such reconciliations as a result of their unknown effect, timing and potential significance. Examples of such items include impairment of assets, gains and losses from sales of assets, and depreciation and amortization from new acquisitions and other non-recurring expenses.
    5 First quarter 2025 occupancy was temporarily impacted by the vacancy of Contractor’s Steel, a privately-owned and operated full-service steel supplier that occupied nearly 1.4 million square feet. Following their departure and subsequent to the first quarter of 2025, GNL sold all five vacant properties, which helped minimize vacancy downtime. Including the sale of these properties, GNL’s pro-forma first quarter of 2025 occupancy would be 98% compared to the 95% provided in company filings.
    6 Weighted-average remaining lease term in years is based on square feet as of March 31, 2025.
    7 During the three months ended March 31, 2025, the Company did not sell any shares of Common Stock or Series B Preferred Stock through its Common Stock or Series B Preferred Stock “at-the-market” programs. However, as of May 2, 2025, the Company had repurchased 7.9 million shares of its outstanding common stock under its Share Repurchase Program for a total of $59.4 million, including 2.4 million shares repurchased in the first quarter of 2025 for a net amount of $19.4 million.
    8 Comprised of the principal amount of GNL’s outstanding debt totaling $3.9 billion less cash and cash equivalents totaling $147.0 million, as of March 31, 2025.
    9 The interest coverage ratio is calculated by dividing adjusted EBITDA for the applicable quarter by cash paid for interest (calculated based on the interest expense less non-cash portion of interest expense and amortization of mortgage (discount) premium, net). Management believes that Interest Coverage Ratio is a useful supplemental measure of our ability to service our debt obligations. Adjusted EBITDA and Cash Paid for Interest are Non-GAAP metrics and are reconciled below.

    Conference Call 

    GNL will host a webcast and conference call on May 8, 2025 at 11:00 a.m. ET to discuss its financial and operating results.

    To listen to the live call, please go to GNL’s “Investor Relations” section of the website at least 15 minutes prior to the start of the call to register and download any necessary audio software.

    Dial-in instructions for the conference call and the replay are outlined below.

    Conference Call Details

    Live Call

    Dial-In (Toll Free): 1-877-407-0792
    International Dial-In: 1-201-689-8263

    Conference Replay*

    For those who are not able to listen to the live broadcast, a replay will be available shortly after the call on the GNL website at www.globalnetlease.com

    Or dial in below:

    Domestic Dial-In (Toll Free): 1-844-512-2921

    International Dial-In: 1-412-317-6671

    Conference Number: 13750622

    *Available from 2:00 p.m. ET on May 8, 2025 through August 8, 2025.

    Supplemental Schedules 

    The Company will furnish supplemental information packages with the Securities and Exchange Commission (the “SEC”) to provide additional disclosure and financial information. Once posted, the supplemental package can be found under the “Presentations” tab in the Investor Relations section of GNL’s website at www.globalnetlease.com and on the SEC website at www.sec.gov. 

    About Global Net Lease, Inc. 

    Global Net Lease, Inc. is a publicly traded real estate investment trust listed on the NYSE, which focuses on acquiring and managing a global portfolio of income producing net lease assets across the United States, United Kingdom, and Western and Northern Europe. Additional information about GNL can be found on its website at www.globalnetlease.com.

    Forward-Looking Statements

    The statements in this press release that are not historical facts may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties that could cause the outcome to be materially different. The words such as “may,” “will,” “seeks,” “anticipates,” “believes,” “expects,” “estimates,” “projects,” “potential,” “predicts,” “plans,” “intends,” “would,” “could,” “should” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are subject to a number of risks, uncertainties and other factors, many of which are outside of the Company’s control, which could cause actual results to differ materially from the results contemplated by the forward-looking statements. These risks and uncertainties include the risks that any potential future acquisition or disposition (including the proposed closing of the encumbered properties portion of the multi-tenant portfolio) by the Company is subject to market conditions, capital availability and timing considerations and may not be identified or completed on favorable terms, or at all. Some of the risks and uncertainties, although not all risks and uncertainties, that could cause the Company’s actual results to differ materially from those presented in the Company’s forward-looking statements are set forth in the “Risk Factors” and “Quantitative and Qualitative Disclosures about Market Risk” sections in the Company’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and all of its other filings with the U.S. Securities and Exchange Commission, as such risks, uncertainties and other important factors may be updated from time to time in the Company’s subsequent reports. Further, forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise any forward-looking statement to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law.

    Contacts: 

    Investors and Media:
    Email: investorrelations@globalnetlease.com
    Phone: (332) 265-2020

     
    Global Net Lease, Inc.
    Consolidated Balance Sheets (Unaudited)
    (In thousands)
        March 31,
    2025
      December 31,
    2024
    ASSETS        
    Real estate investments, at cost:        
    Land   $ 755,520     $ 802,317  
    Buildings, fixtures and improvements     3,972,434       4,120,664  
    Construction in progress     2,024       3,364  
    Acquired intangible lease assets     648,368       695,597  
    Total real estate investments, at cost     5,378,346       5,621,942  
    Less accumulated depreciation and amortization     (1,016,159 )     (999,909 )
    Total real estate investments, net     4,362,187       4,622,033  
    Real estate assets held for sale     171,675       17,406  
    Assets related to discontinued operations     670,483       1,816,131  
    Cash and cash equivalents     147,047       159,698  
    Restricted cash     59,144       64,510  
    Derivative assets, at fair value     327       2,471  
    Unbilled straight-line rent     92,757       89,804  
    Operating lease right-of-use asset     67,461       66,163  
    Prepaid expenses and other assets     51,360       51,504  
    Multi-tenant disposition receivable, net     108,729        
    Deferred tax assets     4,915       4,866  
    Goodwill     44,842       51,370  
    Deferred financing costs, net     8,407       9,808  
    Total Assets   $ 5,789,334     $ 6,955,764  
             
    LIABILITIES AND EQUITY        
    Mortgage notes payable, net   $ 1,774,116     $ 1,768,608  
    Revolving credit facility     547,406       1,390,292  
    Senior notes, net     911,416       906,101  
    Acquired intangible lease liabilities, net     20,441       24,353  
    Derivative liabilities, at fair value     2,679       3,719  
    Accounts payable and accrued expenses     47,789       52,878  
    Operating lease liability     40,673       40,080  
    Prepaid rent     14,389       13,571  
    Deferred tax liability     5,991       5,477  
    Dividends payable     11,990       11,909  
    Real estate liabilities held for sale     1,377        
    Liabilities related to discontinued operations     495,515       551,818  
    Total Liabilities     3,873,782       4,768,806  
    Commitments and contingencies            
    Stockholders’ Equity:        
    7.25% Series A cumulative redeemable preferred stock     68       68  
    6.875% Series B cumulative redeemable perpetual preferred stock     47       47  
    7.50% Series D cumulative redeemable perpetual preferred stock     79       79  
    7.375% Series E cumulative redeemable perpetual preferred stock     46       46  
    Common stock     3,617       3,640  
    Additional paid-in capital     4,342,134       4,359,264  
    Accumulated other comprehensive loss     (15,755 )     (25,844 )
    Accumulated deficit     (2,414,684 )     (2,150,342 )
    Total Stockholders’ Equity     1,915,552       2,186,958  
    Total Liabilities and Equity   $ 5,789,334     $ 6,955,764  
                     
    Global Net Lease, Inc.
    Consolidated Statements of Operations (Unaudited)
    (In thousands, except share and per share data)
        Three Months Ended March 31,
          2025       2024  
    Revenue from tenants   $ 132,415     $ 147,880  
             
    Expenses:        
    Property operating     13,953       17,796  
    Impairment charges     60,315       4,327  
    Merger, transaction and other costs     1,579       753  
    General and administrative     16,203       14,663  
    Equity-based compensation     3,093       1,973  
    Depreciation and amortization     56,334       57,172  
    Goodwill impairment     7,134        
    Total expenses     158,611       96,684  
    Operating (loss) income before gain on dispositions of real estate investments     (26,196 )     51,196  
    (Loss) gain on dispositions of real estate investments     (1,678 )     5,868  
    Operating (loss) income     (27,874 )     57,064  
    Other income (expense):        
    Interest expense     (53,437 )     (64,593 )
    Loss on extinguishment and modification of debt     (418 )     (58 )
    (Loss) gain on derivative instruments     (3,856 )     1,588  
    Unrealized (losses) gains on undesignated foreign currency advances and other hedge ineffectiveness     (6,351 )     1,032  
    Other income (expense)     48       (40 )
    Total other expense, net     (64,014 )     (62,071 )
    Net loss before income taxes     (91,888 )     (5,007 )
    Income tax provision     (3,280 )     (2,358 )
    Loss from continuing operations     (95,168 )     (7,365 )
    Loss from discontinued operations     (94,211 )     (16,386 )
    Net loss     (189,379 )     (23,751 )
    Preferred stock dividends     (10,936 )     (10,936 )
    Net loss attributable to common stockholders   $ (200,315 )   $ (34,687 )
             
    Basic and Diluted Loss Per Share:        
    Net loss per share from continuing operations   $ (0.46 )   $ (0.08 )
    Net loss per share from discontinued operations     (0.41 )     (0.07 )
    Net loss per share attributable to common stockholders — Basic and Diluted[1]   $ (0.87 )   $ (0.15 )
             
    Weighted average shares outstanding — Basic and Diluted     230,264       230,320  
                     
                     
    Global Net Lease, Inc.
    Quarterly Reconciliation of Non-GAAP Measures (Unaudited)
    (In thousands)
        Three Months Ended
    March 31,
          2025       2024  
    Adjusted EBITDA        
    Net loss   $ (189,379 )   $ (23,751 )
    Depreciation and amortization     56,334       57,172  
    Interest expense     53,437       64,593  
    Income tax expense     3,280       2,358  
    Discontinued operations adjustments     47,219       53,018  
    EBITDA     (29,109 )     153,390  
    Impairment charges     60,315       4,327  
    Equity-based compensation     3,093       1,973  
    Merger, transaction and other costs     1,579       753  
    Loss (gain) on dispositions of real estate investments     1,678       (5,867 )
    Loss (gain) on derivative instruments     3,856       (1,588 )
    Unrealized losses (gains) on undesignated foreign currency advances and other hedge ineffectiveness     6,351       (1,032 )
    Loss on extinguishment and modification of debt     418       58  
    Other (income) expense      (48 )     40  
    Expenses attributable to European tax restructuring[1]           469  
    Transition costs related to the REIT Merger and Internalization[2]           2,826  
    Goodwill impairment[3]     7,134        
    Discontinued operations adjustments     83,149       (16 )
    Adjusted EBITDA     138,416       155,333  
    Net operating income (NOI)        
    General and administrative     16,203       14,663  
    Expenses attributable to European tax restructuring[1]           (469 )
    Transition costs related to the Merger and Internalization[2]           (2,826 )
    Discontinued operations adjustments     1,255       1,514  
    NOI     155,874       168,215  
    Amortization related to above- and below- market lease intangibles and right-of-use assets, net     160       2,225  
    Straight-line rent     (5,235 )     (4,562 )
    Cash NOI   $ 150,799     $ 165,878  
             
    Cash Paid for Interest:        
    Interest Expense – continuing operations   $ 53,437     $ 64,593  
    Interest Expense – discontinued operations     17,457       18,160  
    Non-cash portion of interest expense     (2,486 )     (2,394 )
    Amortization of discounts on mortgages and senior notes     (13,960 )     (15,338 )
    Total cash paid for interest   $ 54,448     $ 65,021  
                     
    _____________
    [1] Amounts relate to costs incurred related to the tax restructuring of our European entities. We do not consider these expenses to be part of our normal operating performance and have, accordingly, increased Adjusted EBITDA for these amounts.
    [2] Amounts include costs related to (i) compensation incurred for our former Co-Chief Executive Officer who retired effective March 31, 2024; (ii) a transition service agreement with our former advisor and; (iii) insurance premiums related to expiring directors and officers insurance of former RTL directors. We do not consider these expenses to be part of our normal operating performance and have, accordingly, increased Adjusted EBITDA for these amounts.
    [3] This is a non-cash item and is added back as it is not considered indicative of operating performance.
                     
    Global Net Lease, Inc.
    Quarterly Reconciliation of Non-GAAP Measures (Unaudited)
    (In thousands)
        Three Months Ended
    March 31,
          2025       2024  
    Net loss attributable to stockholders (in accordance with GAAP)   $ (200,315 )   $ (34,687 )
    Impairment charges     60,315       4,327  
    Depreciation and amortization     56,334       57,172  
    Loss (gain) on dispositions of real estate investments     1,678       (5,867 )
    Discontinued operations FFO adjustments     114,949       34,828  
    FFO (defined by NAREIT)     32,961       55,773  
    Merger, transaction and other costs     1,579       753  
    Loss on extinguishment and modification of debt     418       58  
    Discontinued operations Core FFO adjustments     9       8  
    Core FFO attributable to common stockholders     34,967       56,592  
    Non-cash equity-based compensation     3,093       1,973  
    Non-cash portion of interest expense     2,486       2,394  
    Amortization related to above- and below-market lease intangibles and right-of-use assets, net     160       2,225  
    Straight-line rent     (5,235 )     (4,562 )
    Unrealized losses (gains) on undesignated foreign currency advances and other hedge ineffectiveness     6,351       (1,032 )
    Eliminate unrealized losses (gains) on foreign currency transactions[1]     3,304       (1,259 )
    Amortization of discounts on mortgages and senior notes     13,960       15,338  
    Expenses attributable to European tax restructuring[2]           469  
    Transition costs related to the REIT Merger and Internalization[3]           2,826  
    Goodwill impairment[4]     7,134        
    Adjusted funds from operations (AFFO) attributable to common stockholders   $ 66,220     $ 74,964  
                     
    _____________
    [1] For AFFO purposes, we add back unrealized (gain) loss. For the three months ended March 31, 2025, loss on derivative instruments was $3.9 million, which consisted of unrealized losses of $3.3 million and realized losses of $0.6 million. For the three months ended March 31, 2024, the gain on derivative instruments was $1.6 million which consisted of unrealized gains of $1.3 million and realized gains of $0.3 million.
    [2] Amounts relate to costs incurred related to the tax restructuring of our European entities. We do not consider these expenses to be part of our normal operating performance and have, accordingly, increased AFFO for these amounts.
    [3] Amounts include costs related to (i) compensation incurred for our former Co-Chief Executive Officer who retired effective March 31, 2024; (ii) a transition service agreement with our former advisor and; (iii) insurance premiums related to expiring directors and officers insurance of former RTL directors. We do not consider these expenses to be part of our normal operating performance and have, accordingly, increased AFFO for these amounts.
    [4] This is a non-cash item and is added back as it is not considered indicative of operating performance.
                     

    The following table provides operating financial information for the Company’s reportable segments:

        Three Months Ended March 31,
    (In thousands)     2025     2024
    Industrial & Distribution:        
    Revenue from tenants   $ 58,009   $ 61,994
    Property operating expense     5,257     4,644
    Net Operating Income   $ 52,752   $ 57,350
             
    Retail[1], [2]:        
    Revenue from tenants   $ 36,958   $ 42,595
    Property operating expense     3,906     5,098
    Net Operating Income   $ 33,052   $ 37,497
             
    Office[2]:        
    Revenue from tenants   $ 37,448   $ 35,096
    Property operating expense     4,790     5,258
    Net Operating Income   $ 32,658   $ 29,838
             
    Multi-Tenant Retail[3]:        
    Revenue from tenants   $   $ 8,195
    Property operating expense         2,796
    Net Operating Income   $   $ 5,399
                 
    _____________
    [1] Amounts in the Retail segment reflect the reclassification and inclusion of one property that was previously part of the Multi-Tenant Retail segment, which is not included in the Multi-Tenant Retail Disposition.
    [2] Amounts in the Retail segment and Office segment reflect changes to the reclassification of one tenant from the Office segment to the Retail segment to conform to the current year presentation based on a re-evaluation of the property type.
    [3] Reflects former Multi-Tenant Retail properties that were sold individually prior to December 31, 2024. Does not include the Multi-Tenant Retail Portfolio which is presented as a discontinued operation.
                 

    Caution on Use of Non-GAAP Measures

    Funds from Operations (“FFO”), Core Funds from Operations (“Core FFO”), Adjusted Funds from Operations (“AFFO”), Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA”), Net Operating Income (“NOI”) and Cash Net Operating Income (“Cash NOI”) and Cash Paid for Interest should not be construed to be more relevant or accurate than the current GAAP methodology in calculating net income or in its applicability in evaluating our operating performance. The method utilized to evaluate the value and performance of real estate under GAAP should be construed as a more relevant measure of operational performance and considered more prominently than the non-GAAP measures.

    Other REITs may not define FFO in accordance with the current National Association of Real Estate Investment Trusts (“NAREIT”) definition (as we do), or may interpret the current NAREIT definition differently than we do, or may calculate Core FFO or AFFO differently than we do. Consequently, our presentation of FFO, Core FFO and AFFO may not be comparable to other similarly-titled measures presented by other REITs in our peer group.

    We consider FFO, Core FFO and AFFO useful indicators of our performance. Because FFO, Core FFO and AFFO calculations exclude such factors as depreciation and amortization of real estate assets and gain or loss from sales of operating real estate assets (which can vary among owners of identical assets in similar conditions based on historical cost accounting and useful-life estimates), FFO, Core FFO and AFFO presentations facilitate comparisons of operating performance between periods and between other REITs.

    As a result, we believe that the use of FFO, Core FFO and AFFO, together with the required GAAP presentations, provide a more complete understanding of our operating performance including relative to our peers and a more informed and appropriate basis on which to make decisions involving operating, financing, and investing activities. However, FFO, Core FFO and AFFO are not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. Investors are cautioned that FFO, Core FFO and AFFO should only be used to assess the sustainability of our operating performance excluding these activities, as they exclude certain costs that have a negative effect on our operating performance during the periods in which these costs are incurred.

    Funds from Operations, Core Funds from Operations and Adjusted Funds from Operations

    Funds From Operations

    Due to certain unique operating characteristics of real estate companies, as discussed below, NAREIT, an industry trade group, has promulgated a measure known as FFO, which we believe to be an appropriate supplemental measure to reflect the operating performance of a REIT. FFO is not equivalent to net income or loss as determined under GAAP.

    We calculate FFO, a non-GAAP measure, consistent with the standards established over time by the Board of Governors of NAREIT, as restated in a White Paper approved by the Board of Governors of NAREIT effective in December 2018 (the “White Paper”). The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding depreciation and amortization related to real estate, gain and loss from the sale of certain real estate assets, gain and loss from change in control and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. Adjustments for unconsolidated partnerships and joint ventures are calculated to exclude the proportionate share of the non-controlling interest to arrive at FFO, Core FFO, AFFO and NOI attributable to stockholders, as applicable. Our FFO calculation complies with NAREIT’s definition.

    FFO includes adjustments related to the treatment of the sale of the Multi-Tenant Retail Portfolio as a discontinued operation, which includes adjustments for depreciation and amortization and loss (gain) on dispositions of real estate investments.

    The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, and straight-line amortization of intangibles, which implies that the value of a real estate asset diminishes predictably over time. We believe that, because real estate values historically rise and fall with market conditions, including inflation, interest rates, unemployment and consumer spending, presentations of operating results for a REIT using historical accounting for depreciation and certain other items may be less informative. Historical accounting for real estate involves the use of GAAP. Any other method of accounting for real estate such as the fair value method cannot be construed to be any more accurate or relevant than the comparable methodologies of real estate valuation found in GAAP. Nevertheless, we believe that the use of FFO, which excludes the impact of real estate related depreciation and amortization, among other things, provides a more complete understanding of our performance to investors and to management, and when compared year over year, reflects the impact on our operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses, and interest costs, which may not be immediately apparent from net income.

    Core Funds From Operations

    In calculating Core FFO, we start with FFO, then we exclude certain non-core items such as merger, transaction and other costs, as well as certain other costs that are considered to be non-core, such as debt extinguishment or modification costs. The purchase of properties, and the corresponding expenses associated with that process, is a key operational feature of our core business plan to generate operational income and cash flows in order to make dividend payments to stockholders. In evaluating investments in real estate, we differentiate the costs to acquire the investment from the subsequent operations of the investment. We also add back non-cash write-offs of deferred financing costs, prepayment penalties and certain other costs incurred with the early extinguishment or modification of debt which are included in net income but are considered financing cash flows when paid in the statement of cash flows. We consider these write-offs and prepayment penalties to be capital transactions and not indicative of operations. By excluding expensed acquisition, transaction and other costs as well as non-core costs, we believe Core FFO provides useful supplemental information that is comparable for each type of real estate investment and is consistent with management’s analysis of the investing and operating performance of our properties.

    Core FFO includes adjustments related to the treatment of the sale of the Multi-Tenant Retail Portfolio as a discontinued operation, which includes adjustments for acquisition and transaction costs and loss on extinguishment of debt.

    Adjusted Funds From Operations

    In calculating AFFO, we start with Core FFO, then we exclude certain income or expense items from AFFO that we consider more reflective of investing activities, other non-cash income and expense items and the income and expense effects of other activities or items, including items that were paid in cash that are not a fundamental attribute of our business plan or were one time or non-recurring items. These items include, for example, early extinguishment or modification of debt and other items excluded in Core FFO as well as unrealized gain and loss, which may not ultimately be realized, such as gain or loss on derivative instruments, gain or loss on foreign currency transactions, and gain or loss on investments. In addition, by excluding non-cash income and expense items such as amortization of above-market and below-market leases intangibles, amortization of deferred financing costs, straight-line rent and equity-based compensation from AFFO, we believe we provide useful information regarding income and expense items which have a direct impact on our ongoing operating performance. We also exclude revenue attributable to the reimbursement by third parties of financing costs that we originally incurred because these revenues are not, in our view, related to operating performance. We also include the realized gain or loss on foreign currency exchange contracts for AFFO as such items are part of our ongoing operations and affect our current operating performance.

    In calculating AFFO, we also exclude certain expenses which under GAAP are treated as operating expenses in determining operating net income. All paid and accrued acquisition, transaction and other costs (including prepayment penalties for debt extinguishments or modifications and merger related expenses) and certain other expenses, including expenses related to our European tax restructuring and transition costs related to the Merger and Internalization, negatively impact our operating performance during the period in which expenses are incurred or properties are acquired and will also have negative effects on returns to investors, but are excluded by us as we believe they are not reflective of our on-going performance. Further, under GAAP, certain contemplated non-cash fair value and other non-cash adjustments are considered operating non-cash adjustments to net income. In addition, as discussed above, we view gain and loss from fair value adjustments as items which are unrealized and may not ultimately be realized and not reflective of ongoing operations and are therefore typically adjusted for when assessing operating performance. Excluding income and expense items detailed above from our calculation of AFFO provides information consistent with management’s analysis of our operating performance. Additionally, fair value adjustments, which are based on the impact of current market fluctuations and underlying assessments of general market conditions, but can also result from operational factors such as rental and occupancy rates, may not be directly related or attributable to our current operating performance. By excluding such changes that may reflect anticipated and unrealized gain or loss, we believe AFFO provides useful supplemental information. By providing AFFO, we believe we are presenting useful information that can be used to, among other things, assess our performance without the impact of transactions or other items that are not related to our portfolio of properties. AFFO presented by us may not be comparable to AFFO reported by other REITs that define AFFO differently. Furthermore, we believe that in order to facilitate a clear understanding of our operating results, AFFO should be examined in conjunction with net income (loss) calculated in accordance with GAAP and presented in our consolidated financial statements. AFFO should not be considered as an alternative to net income (loss) as an indication of our performance or to cash flows as a measure of our liquidity or ability to make distributions.

    Adjusted Earnings before Interest, Taxes, Depreciation and Amortization, Net Operating Income, Cash Net Operating Income and Cash Paid for Interest

    We believe that Adjusted EBITDA, which is defined as earnings before interest, taxes, depreciation and amortization adjusted for acquisition, transaction and other costs, other non-cash items and including our pro-rata share from unconsolidated joint ventures, is an appropriate measure of our ability to incur and service debt. We also exclude revenue attributable to the reimbursement by third parties of financing costs that we originally incurred because these revenues are not, in our view, related to operating performance. All paid and accrued acquisition, transaction and other costs (including prepayment penalties for debt extinguishments or modifications) and certain other expenses, including expenses related to our European tax restructuring and transition costs related to the Merger and Internalization, negatively impact our operating performance during the period in which expenses are incurred or properties are acquired and will also have negative effects on returns to investors, but are not reflective of on-going performance. Adjusted EBITDA should not be considered as an alternative to cash flows from operating activities, as a measure of our liquidity or as an alternative to net income (loss) as calculated in accordance with GAAP as an indicator of our operating activities. Other REITs may calculate Adjusted EBITDA differently and our calculation should not be compared to that of other REITs.

    EBITDA includes adjustments related to the treatment of the sale of the Multi-Tenant Retail Portfolio as a discontinued operation, which includes adjustments for depreciation and amortization and interest expense. Adjusted EBITDA includes adjustments related to the treatment of the sale of the Multi-Tenant Retail Portfolio as a discontinued operation, which includes adjustments for merger, transaction and other costs, (loss) gain on dispositions of real estate investments, loss (gain) on derivative instruments, loss on extinguishment of debt and other income (expense).

    NOI is a non-GAAP financial measure equal to net income (loss), the most directly comparable GAAP financial measure, less discontinued operations, interest, other income and income from preferred equity investments and investment securities, plus corporate general and administrative expense, acquisition, transaction and other costs, depreciation and amortization, other non-cash expenses and interest expense. We use NOI internally as a performance measure and believe NOI provides useful information to investors regarding our financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level. Therefore, we believe NOI is a useful measure for evaluating the operating performance of our real estate assets and to make decisions about resource allocations. Further, we believe NOI is useful to investors as a performance measure because, when compared across periods, NOI reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition activity on an unlevered basis, providing perspective not immediately apparent from net income. NOI excludes certain components from net income in order to provide results that are more closely related to a property’s results of operations. For example, interest expense is not necessarily linked to the operating performance of a real estate asset and is often incurred at the corporate level as opposed to the property level. In addition, depreciation and amortization, because of historical cost accounting and useful life estimates, may distort operating performance at the property level. NOI presented by us may not be comparable to NOI reported by other REITs that define NOI differently. We believe that in order to facilitate a clear understanding of our operating results, NOI should be examined in conjunction with net income (loss) as presented in our consolidated financial statements. NOI should not be considered as an alternative to net income (loss) as an indication of our performance or to cash flows as a measure of our liquidity.

    Cash NOI is a non-GAAP financial measure that is intended to reflect the performance of our properties. We define Cash NOI as net operating income (which is separately defined herein) excluding amortization of above/below market lease intangibles and straight-line rent adjustments that are included in GAAP lease revenues. We believe that Cash NOI is a helpful measure that both investors and management can use to evaluate the current financial performance of our properties and it allows for comparison of our operating performance between periods and to other REITs. Cash NOI should not be considered as an alternative to net income, as an indication of our financial performance, or to cash flows as a measure of liquidity or our ability to fund all needs. The method by which we calculate and present Cash NOI may not be directly comparable to the way other REITs calculate and present Cash NOI.

    Cash NOI includes all of the adjustments described above for Adjusted EBITDA related to the treatment of the sale of the Multi-Tenant Retail Portfolio as a discontinued operation, as well as adjustments for general and administrative expenses.

    Cash Paid for Interest is calculated based on the interest expense less non-cash portion of interest expense and amortization of mortgage (discount) premium, net. Management believes that Cash Paid for Interest provides useful information to investors to assess our overall solvency and financial flexibility. Cash Paid for Interest should not be considered as an alternative to interest expense as determined in accordance with GAAP or any other GAAP financial measures and should only be considered together with and as a supplement to our financial information prepared in accordance with GAAP.

    The MIL Network

  • MIL-OSI: Ormat Technologies Reports First Quarter 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    REVENUE GROWTH AND RECORD QUARTERLY ADJUSTED EBITDA SUPPORT ONGOING STRATEGIC PORTFOLIO EXPANSION

    HIGHLIGHTS

    • TOTAL REVENUES AND NET INCOME1 IMPROVED 2.5% AND 4.6%, RESPECTIVELY
    • RECORD ADJUSTED EBITDA OF $150.3 MILLION, AN INCREASE OF 6.4% VS LAST YEAR
    • ENERGY STORAGE SEGMENT REVENUES INCREASED BY 120% DRIVING MEANINGFUL MARGIN INCREASE
    • SIGNED AN AGREEMENT TO ACQUIRE THE 20MW BLUE MOUNTAIN GEOTHERMAL POWER PLANT FROM CYRQ ENERGY
    • COMPANY REITERATES ITS 2025 FULL-YEAR GUIDANCE, REFLECTING STRONG EXECUTION AND CONFIDENCE IN THE BUSINESS OUTLOOK

    RENO, Nev., May 07, 2025 (GLOBE NEWSWIRE) — Ormat Technologies, Inc. (NYSE: ORA) (the “Company” or “Ormat”), a leading renewable energy company, today announced financial results for the first quarter ended March 31, 2025.

    KEY FINANCIAL RESULTS

      Q1 2025 Q1 2024 Change (%)
    GAAP Measures      
    Revenues ($ millions)      
                 Electricity 180.2   191.3   (5.8 %)
                 Product 31.8   24.8   27.9 %
                 Energy Storage 17.8   8.1   119.7 %
    Total Revenues 229.8   224.2   2.5 %
           
    Gross Profit 72.9   78.8   (7.5 %)
    Gross margin (%)      
    Electricity 33.5 % 39.0 %  
    Product 22.3 % 14.8 %  
    Energy Storage 30.6 % 7.5 %  
    Gross margin (%) 31.7 % 35.2 %  
    Operating income ($ millions) 50.9   52.6   (3.2 %)
    Net income attributable to the Company’s stockholders 40.4   38.6   4.6 %
    Diluted EPS ($) 0.66   0.64   3.1 %
    Non-GAAP Measures      
    Adjusted Net income attributable to the Company’s stockholders 41.5   39.6   4.8 %
    Adjusted Diluted EPS ($) 0.68   0.65   4.6 %
    Adjusted EBITDA2($ millions) 150.3   141.2   6.4 %

    1 Net Income attributable to the Company’s stockholder
    2 See reconciliation table below

    “Ormat had a strong start to 2025, achieving a 2.5% increase in revenue, a 4.6% rise in net income attributable to the Company’s stockholders, and a 6.4% increase in adjusted EBITDA. This growth was driven by improved performance in both our Product and Storage segments,” said Doron Blachar, Chief Executive Officer of Ormat Technologies. “Our Storage segment benefited from new capacity added over the last 12 months and from higher merchant prices in the PJM market. We expect continued good performance throughout 2025 as we transition our Storage segment to a more predictable portfolio designed to maximize profitability.”

    “While our Electricity segment experienced a slight year-over-year decline in the quarter due to previously disclosed curtailments in California and Nevada, the balance of our geothermal operations delivered a consistent, solid performance. We have several projects under development that we anticipate will reach commercial operation by the end of 2025, which we expect will deliver solid generation growth and further strengthen our earnings trajectory. Additionally, we believe that the potential easing of project permitting timelines combined with increased focus on geothermal exploration will further support our growth in the segment, expand our revenues, and help us achieve our long-term targets.”

    “I am pleased to announce that Ormat signed an agreement to acquire the Blue Mountain geothermal power plant from Cyrq Energy for $88 million, subject to standard working capital adjustments. The 20 MW facility, located in Humboldt County, was built using Ormat technology, features an existing 51 MW interconnection capacity and a Power Purchase Agreement (PPA) with NV Energy (NVE) that expires at the end of 2029. Following the acquisition, Ormat plans to upgrade the power plant, increasing its capacity by 3.5 MW. Additionally, subject to permit and PPA approval, Ormat intends to add a 13 MW solar facility to support the plant’s auxiliaries. The acquisition is anticipated to close towards the end of the second quarter. This acquisition underscores Ormat’s capability to strategically expand and enhance assets in the U.S., leveraging our advanced technology and expertise to optimize performance and efficiency. The planned upgrades and solar addition demonstrate our commitment to innovation and maximizing renewable energy output, contributing to a sustainable future.”

    Blachar continued, “The demand for electricity, particularly from baseload renewable sources, remains strong, and we continue to observe high PPA pricing in the Electricity Segment, and increased Resource Adequacy (RA) pricing in the Storage Segment. Regarding the recent reciprocal tariffs, we anticipate a limited short-term impact on our Storage Segment as we have already procured batteries for all projects currently under construction. Additionally, our Electricity Segment operations and project development have limited exposure to China, mitigating potential adverse effects from the tariffs. Ormat remains committed to delivering reliable and sustainable energy solutions and enhancing shareholder value. We will continue navigating this fluid regulatory environment with a focus on maintaining our growth trajectory and supporting the transition to a cleaner energy future.”

    FINANCIAL HIGHLIGHTS

    • Net income attributable to the Company’s stockholders for the first quarter was $40.4 million, an increase of 4.6% compared to last year. Diluted EPS for the first quarter was $0.66, an increase of 3.1%, compared to the prior year period. This increase is mainly driven by income tax benefits related to the storage facilities expected to commence commercial operation during 2025.
    • Adjusted net income attributable to the Company’s stockholders and Adjusted diluted EPS for the first quarter increased 4.8% and 4.6%, respectively.
    • Adjusted EBITDA for the first quarter was $150.3 million, an increase of 6.4% compared to 2024. The year-over-year increase in Adjusted EBITDA was driven by the Energy Storage segment, due to the contribution of new assets, higher merchant pricing in the East Coast markets, and a legal settlement with a battery supplier. In the Product segment, the increase was derived from a higher backlog and improved contract’ margins. The increase in the Storage and Product segments was partly offset by the reduction in Electricity segment EBITDA mainly due to curtailments in the U.S.
    • Electricity segment revenues decreased by 5.8% during the first quarter, compared to last year. The year-over-year decrease in the first quarter revenue was driven by the previously disclosed energy curtailments, mainly at our McGinness complex, maintenance on the transmission line by the local grid operator, and wildfires in California, which forced grid operators to curtail part of the supplied power.
    • Product segment revenues increased by 27.9% in the first quarter, driven largely by the timing of revenue recognition and our higher backlog. Gross margin increased from 14.8% in the first quarter 2024 to 22.3% in 2025, reflecting marked growth in revenue.
    • Product segment backlog stands at approximately $314 million as of May 7th, 2025, and includes the recently signed Engineering, Procurement, and Construction (EPC) contract for the development of the Te Mihi Stage 2 geothermal plant in New Zealand and the BOT project in Dominica.
    • Energy Storage segment revenues increased 119.7% for the first quarter compared to 2024. The improvement was driven by strong performance in the PJM merchant market, where a spike in cold weather along the East Coast contributed to elevated merchant pricing.

    BUSINESS HIGHLIGHTS:

    • In early May, the company signed an agreement to acquire the 20MW Blue Mountain geothermal power plant from Cyrq Energy for $88 million. Closing is expected by the end of the second quarter.
    • In February 2025, Ormat won a tender issued by the Israeli Electricity Authority and was awarded two 15-year tolling agreements for two energy storage facilities with a combined capacity of approximately 300MW/1200MWh. Ormat will retain a 50% equity interest.
    • Ormat commenced commercial operations of the 35MW Ijen geothermal power plant in Indonesia in February 2025, holding a 49% equity interest.
    • In January 2025, Ormat signed a 10-year Power Purchase Agreement (PPA) with Calpine Energy Solutions for up to 15MW of carbon-free geothermal capacity at favorable terms. This PPA will replace the current lower-priced PPA with Southern California Edison for Mammoth 2 in the first quarter of 2027.
    • We currently do not expect material impact from the new import tariffs on our 2025 and 2026 financial results. All batteries required for our projects arrived or were in transit to the U.S. before significant increased tariffs were imposed.

    2025 GUIDANCE

    • Total revenues of between $935 million and $975 million.
    • Electricity segment revenues of between $710 million and $725 million.
    • Product segment revenues of between $172 million and $187 million.
    • Energy Storage revenues of between $53 million and $63 million.
    • Adjusted EBITDA to be between $563 million and $593 million.
      • Adjusted EBITDA attributable to minority interest of approximately $21 million.

    The Company provides a reconciliation of Adjusted EBITDA, a non-GAAP financial measure for the three months ended March 31, 2025. However, the Company does not provide guidance on net income and is unable to provide a reconciliation for its Adjusted EBITDA guidance range to net income without unreasonable efforts due to high variability and complexity with respect to estimating certain forward-looking amounts. These include impairments and disposition and acquisition of business interests, income tax expense, and other non-cash expenses and adjusting items that are excluded from the calculation of Adjusted EBITDA.

    DIVIDEND

    On May 7, 2025, the Company’s Board of Directors declared, approved, and authorized payment of a quarterly dividend of $0.12 per share pursuant to the Company’s dividend policy. The dividend will be paid on June 4, 2025, to stockholders of record as of the close of business on May 21, 2025. In addition, the Company expects to pay a quarterly dividend of $0.12 per share in each of the next three quarters.

    CONFERENCE CALL DETAILS

    Ormat will host a conference call to discuss its financial results and other matters discussed in this press release on Thursday, May 8, 2025, at 9:00 a.m. ET.

    Participants within the United States and Canada, please dial +1-800-715-9871, approximately 15 minutes prior to the scheduled start of the call. If you are calling outside of the United States and Canada, please dial +1-646-960-0440. The access code for the call is 3818407. Please request the “Ormat Technologies, Inc. call” when prompted by the conference call operator. The conference call will also be accompanied by a live webcast which will be hosted on the Investor Relations section of the Company’s website.

    A replay will be available one hour after the end of the conference call. To access the replay within the United States and Canada, please dial 1-800-770-2030. From outside of the United States and Canada, please dial +1-647-362-9199. Please use the replay access code 3818407. The webcast will also be archived on the Investor Relations section of the Company’s website.

    ABOUT ORMAT TECHNOLOGIES

    With over five decades of experience, Ormat Technologies, Inc. is a leading geothermal company, and the only vertically integrated company engaged in geothermal and recovered energy generation (“REG”), with robust plans to accelerate long-term growth in the energy storage market and to establish a leading position in the U.S. energy storage market. The Company owns, operates, designs, manufactures and sells geothermal and REG power plants primarily based on the Ormat Energy Converter – a power generation unit that converts low-, medium- and high-temperature heat into electricity. The Company has engineered, manufactured and constructed power plants, which it currently owns or has installed for utilities and developers worldwide, totaling approximately 3,400 MW of gross capacity. Ormat leveraged its core capabilities in the geothermal and REG industries and its global presence to expand the Company’s activity into energy storage services, solar Photovoltaic (PV) and energy storage plus Solar PV. Ormat’s current total generating portfolio is 1,538MW with a 1,248MW geothermal and solar generation portfolio that is spread globally in the U.S., Kenya, Guatemala, Indonesia, Honduras, and Guadeloupe, and a 290MW energy storage portfolio that is located in the U.S.

    ORMAT’S SAFE HARBOR STATEMENT

    Information provided in this press release may contain statements relating to current expectations, estimates, forecasts and projections about future events that are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that we expect or anticipate will or may occur in the future, including such matters as our projections of annual revenues and Adjusted EBITDA, expenses and debt service coverage with respect to our debt securities, future capital expenditures, business strategy, competitive strengths, goals, development or operation of generation assets, legal, market, industry and geopolitical developments and incentives, demand for renewable energy, and the growth of our business and operations, are forward-looking statements. When used in this press release, the words “may”, “will”, “could”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “projects”, “potential”, or “contemplate” or the negative of these terms or other comparable terminology are intended to identify forward-looking statements, although not all forward-looking statements contain such words or expressions. These forward-looking statements generally relate to Ormat’s plans, objectives and expectations for future operations and are based upon its management’s current estimates and projections of future results or trends. Although we believe that our plans and objectives reflected in or suggested by these forward-looking statements are reasonable, we may not achieve these plans or objectives. Actual future results may differ materially from those projected as a result of certain risks and uncertainties and other risks described under “Risk Factors” as described in Ormat’s most recent annual report, and in subsequent filings.

    These forward-looking statements are made only as of the date hereof, and, except as legally required, we undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

    ORMAT TECHNOLOGIES, INC AND SUBSIDIARIES
    Condensed Consolidated Statement of Operations
    For the Three Months Ended March 31, 2025, and 2024
     
      Three Months Ended March 31,
      2025   2024  
    Revenues: (Thousands, except per share data)
    Electricity         180,241   191,253  
    Product         31,769   24,832  
    Energy storage          17,752   8,081  
    Total revenues         229,762   224,166  
    Cost of revenues:    
    Electricity         119,833   116,730  
    Product         24,684   21,154  
    Energy storage          12,318   7,472  
    Total cost of revenues         156,835   145,356  
    Gross profit         72,927   78,810  
    Operating expenses:    
    Research and development expenses         2,542   1,564  
    Selling and marketing expenses         4,172   5,126  
    General and administrative expenses         17,909   19,537  
    Other operating income         (3,125 )  
    Write-off of unsuccessful exploration and storage activities         516    
    Operating income         50,913   52,583  
    Other income (expense):    
    Interest income         1,313   1,839  
    Interest expense, net         (34,473 ) (30,968 )
    Derivatives and foreign currency transaction gains (losses)         2,060   (1,582 )
    Income attributable to sale of tax benefits         17,571   17,476  
    Other non-operating income, net         222   26  
    Income from operations before income tax and equity in earnings of investees         37,606   39,374  
    Income tax (provision) benefit         3,795   147  
    Equity in earnings (losses) of investees         (367 ) 829  
    Net income         41,034   40,350  
    Net income attributable to noncontrolling interest         (672 ) (1,763 )
    Net income attributable to the Company’s stockholders         40,362   38,587  
    Earnings per share attributable to the Company’s stockholders:    
    Basic: 0.67   0.64  
    Diluted: 0.66   0.64  
    Weighted average number of shares used in computation of earnings per share attributable to the Company’s stockholders:    
    Basic         60,559   60,386  
    Diluted         60,840   60,536  
         
    ORMAT TECHNOLOGIES, INC AND SUBSIDIARIES
    Condensed Consolidated Balance Sheet
    For the Period Ended March 31, 2025, and the Period Ended December 31, 2024
     
      March 31,
    2025
      December 31,
    2024
    ASSETS                                       (In thousands)
    Current assets:      
    Cash and cash equivalents          112,704     94,395  
    Restricted cash and cash equivalents (primarily related to VIEs)         112,001     111,377  
    Receivables:      
         Trade less allowance for credit losses of $249 and $163 respectively (primarily related to VIEs)         173,590     164,050  
         Other         45,489     50,792  
    Inventories         42,107     38,092  
    Costs and estimated earnings in excess of billings on uncompleted contracts 20,940     29,243  
    Prepaid expenses and other         94,023     59,173  
              Total current assets         600,854     547,122  
    Investment in unconsolidated companies          158,618     144,585  
    Deposits and other         89,021     75,383  
    Deferred income taxes         165,983     153,936  
    Property, plant and equipment, net ($3,261,700 and $3,271,248 related to VIEs, respectively) 3,497,915     3,501,886  
    Construction-in-process ($370,762 and $251,442 related to VIEs, respectively) 844,873     755,589  
    Operating leases right of use ($13,725 and $13,989 related to VIEs, respectively)         32,232     32,114  
    Finance leases right of use (none related to VIEs)         2,935     2,841  
    Intangible assets, net         295,225     301,745  
    Goodwill         151,291     151,023  
              Total assets         5,838,947     5,666,224  
           
    LIABILITIES AND EQUITY          
    Current liabilities:      
    Accounts payable and accrued expenses         201,354     234,334  
    Commercial paper (less deferred financing costs of $22 and $23, respectively)         99,978     99,977  
    Billings in excess of costs and estimated earnings on uncompleted contracts 52,198     23,091  
    Current portion of long-term debt:      
         Limited and non-recourse (primarily related to VIEs) 70,453     70,262  
         Full recourse         184,227     161,313  
         Financing Liability         5,905     4,093  
         Operating lease liabilities         3,657     3,633  
         Finance lease liabilities         1,451     1,375  
              Total current liabilities         619,223     598,078  
    Long-term debt, net of current portion:      
    Limited and non-recourse: (primarily related to VIEs and less deferred financing costs of $8,216 and $8,849, respectively) 560,824     578,204  
    Full recourse: (less deferred financing costs of $4,782 and $4,671, respectively) 957,027     822,828  
    Convertible senior notes (less deferred financing costs of $6,138 and $6,820, respectively) 470,299     469,617  
    Financing Liability         213,810     216,476  
    Operating lease liabilities         22,722     22,523  
    Finance lease liabilities         1,544     1,529  
    Liability associated with sale of tax benefits         144,081     152,292  
    Deferred income taxes         71,479     68,616  
    Liability for unrecognized tax benefits         6,481     6,272  
    Liabilities for severance pay         11,147     10,488  
    Asset retirement obligation         131,431     129,651  
    Other long-term liabilities         33,533     29,270  
         Total liabilities         3,243,601     3,105,844  
           
    Redeemable noncontrolling interest         9,573     9,448  
           
    Equity:      
    The Company’s stockholders’ equity:      
    Common stock, par value $0.001 per share; 200,000,000 shares authorized; 60,662,626 and 60,500,580 issued and outstanding as of March 31, 2025, and December 31, 2024, respectively         61     61  
    Additional paid-in capital         1,640,910     1,635,245  
    Treasury stock, at cost (258,667 shares held as of March 31, 2025, and December 31, 2024, respectively)         (17,964 )   (17,964 )
    Retained earnings         847,607     814,518  
    Accumulated other comprehensive income (loss)         (9,410 )   (6,731 )
    Total stockholders’ equity attributable to Company’s stockholders         2,461,204     2,425,129  
    Noncontrolling interest         124,569     125,803  
    Total equity         2,585,773     2,550,932  
    Total liabilities, redeemable noncontrolling interest and equity         5,838,947     5,666,224  


    ORMAT TECHNOLOGIES, INC AND SUBSIDIARIES

    Reconciliation of EBITDA and Adjusted EBITDA
    For the Three Months Ended March 31, 2025, and 2024

    We calculate EBITDA as net income before interest, taxes, depreciation, amortization and accretion. We calculate Adjusted EBITDA as net income before interest, taxes, depreciation, amortization and accretion, adjusted for (i) mark-to-market gains or losses from accounting for derivatives not designated as hedging instruments; (ii) stock-based compensation, (iii) merger and acquisition transaction costs; (iv) gain or loss from extinguishment of liabilities; (v) cost related to a settlement agreement; (vi) non-cash impairment charges; (vii) write-off of unsuccessful exploration and storage activities; and (viii) other unusual or non-recurring items. We adjust for these factors as they may be non-cash, unusual in nature and/or are not factors used by management for evaluating operating performance. We believe that presentation of these measures will enhance an investor’s ability to evaluate our financial and operating performance. EBITDA and Adjusted EBITDA are not measurements of financial performance or liquidity under accounting principles generally accepted in the United States, or U.S. GAAP, and should not be considered as an alternative to cash flow from operating activities or as a measure of liquidity or an alternative to net earnings as indicators of our operating performance or any other measures of performance derived in accordance with U.S. GAAP. Our Board of Directors and senior management use EBITDA and Adjusted EBITDA to evaluate our financial performance. However, other companies in our industry may calculate EBITDA and Adjusted EBITDA differently than we do.

    The following table reconciles net income to EBITDA and Adjusted EBITDA for the three months ended March 31, 2025, and 2024:

      Three Months Ended March 31,  
      2025    2024   
      (Dollars in thousands)  
    Net income 41,034     40,350    
    Adjusted for:        
    Interest expense, net (including amortization of deferred financing costs) 33,160     29,129    
    Income tax provision (benefit) (3,795 )   (147 )  
    Adjustment to investment in unconsolidated companies: our proportionate share in interest expense, tax and depreciation and amortization in Sarulla and Ijen 3,421     3,352    
    Depreciation, amortization and accretion 69,157     61,676    
    EBITDA 142,977     134,360    
    Mark-to-market (gains) or losses of derivative instruments 939     813    
    Stock-based compensation 4,911     4,769    
    Allowance for bad debts 26        
    Merger and acquisition transaction costs     1,299    
    Settlement agreement 900        
    Write-off of unsuccessful exploration and storage activities 516        
    Adjusted EBITDA 150,269     141,241    


    ORMAT TECHNOLOGIES, INC AND SUBSIDIARIES

    Reconciliation of Adjusted Net Income attributable to the Company’s stockholders and Adjusted EPS
    For the Three Months Ended March 31, 2025, and 2024

    Adjusted Net Income attributable to the Company’s stockholders and Adjusted diluted EPS are adjusted for one-time expense items that are not representative of our ongoing business and operations. The use of Adjusted Net income attributable to the Company’s stockholders and Adjusted diluted EPS is intended to enhance the usefulness of our financial information by providing measures to assess the overall performance of our ongoing business.

    The following tables reconciles Net income attributable to the Company’s stockholders and Adjusted diluted EPS for the three months ended March 31, 2025, and 2024.

      Three Months Ended March 31,  
      2025   2024  
      (Dollars in millions, except per share data)  
    GAAP Net income attributable to the Company’s stockholders 40.4   38.6  
    Write-off of unsuccessful exploration and storage activities 0.41    
    Merger and acquisition transaction costs   1.0  
    Allowance for bad debts 0.02    
    Settlement agreement 0.71    
    Adjusted Net income attributable to the Company’s stockholders 41.5   39.6  
    GAAP diluted EPS 0.66   0.64  
    Write-off of unsuccessful exploration and storage activities 0.01    
    Merger and acquisition transaction costs   0.02  
    Allowance for bad debts 0.00    
    Settlement agreement 0.01    
    Adjusted Diluted EPS ($) 0.68   0.65  
    Ormat Technologies Contact:
    Smadar Lavi
    VP Head of IR and ESG Planning & Reporting
    775-356-9029 (ext. 65726)
    slavi@ormat.com 
    Investor Relations Agency Contact:
    Joseph Caminiti or Josh Carroll
    Alpha IR Group
    312-445-2870
    ORA@alpha-ir.com 

    The MIL Network

  • MIL-OSI Canada: Breaking barriers in child care

    Licensed child-care providers can now apply for up to $5 million in new funding through the second intake of the Inclusive Spaces Program Grant. Applications are open until June 13, as part of the $15-million federal-provincial investment in the Inclusive Spaces Program Grant under the Canada-Alberta Canada-Wide Early Learning and Child Care Agreement. Investing in inclusive child-care spaces is essential to supporting Alberta’s growing population, strengthening workforce participation and ensuring all children have an accessible space in Alberta’s high-quality child-care system.

    The Inclusive Spaces Program Grant helps licensed daycares, preschools and family day home agencies improve their spaces and programming for children with diverse cultural, linguistic and support needs. More than 100 projects were approved during the first intake. The second and third intakes will create hundreds of new opportunities to transform child-care spaces across the province.

    “Every child deserves access to high-quality care that meets their unique needs. This funding is expanding inclusive spaces throughout Alberta – making a difference in every corner of the province.”

    Matt Jones, Minister of Jobs, Economy and Trade

    More Alberta families can now access child care with personalized, inclusive or modified supports. Whether that means adding wheelchair-accessible washrooms, building sensory-friendly areas, or incorporating multilingual resources into daily programming, this funding provides better quality child care for Alberta’s kids.

    This work is part of Alberta’s broader effort to expand access to high-quality early learning and child care, while also ensuring existing child-care spaces work for as many families as possible. By reducing barriers for children requiring additional support, the government is empowering more parents to stay in the workforce and helping more children to thrive in safe, engaging environments.

    “As a proud recipient of the Inclusive Spaces Grant in Intake 1, we are thrilled to see the government’s continued commitment to inclusive child care. This funding will help child-care providers like us create a welcoming environment where children of all abilities and cultural backgrounds can grow, play and thrive together.”

    Hayat El-Ossmani, owner and director, B-Smart Learning Center

    The Inclusive Spaces Program Grant complements Alberta’s Inclusive Child Care Program and Access, Support and Participation Program, which provide ongoing supports to child-care providers and prevent the exclusion of children with diverse needs.

    Every child deserves to feel seen, supported and included. Alberta’s government, in partnership with the federal government, is making that dream a reality – helping child-care centres across the province open their doors even wider.

    Quick facts

    • Alberta launched the $15-million Inclusive Spaces Program Grant in December 2024 in partnership with the federal government. Its funding is being distributed in three equal intakes of $5 million.
    • Through this grant, Alberta’s government has already distributed $5 million across 105 programs, supporting projects that will make child care more welcoming and accessible to everyone.
      • 75 grants were issued for materials, with project costs ranging from $1,200 to $116,000.
      • 30 grants were issued for renovations, with project costs ranging from $9,700 to $256,000.
    • The second of three $5-million intake periods is now open and will close on June 13.
      • This will be followed by one more intake period in fall 2025 to finish allocating the full $15 million in funding.
    • Applications will be assessed through Alberta’s Ministry of Jobs, Economy and Trade.

    Related information

    • Child care – supports for inclusion
    • Inclusive Spaces Program Grant
    • Canada-Alberta Canada-Wide Early Learning and Child Care Agreement

    Related news

    • Alberta’s inclusive spaces transformation (Dec. 13, 2024)

    MIL OSI Canada News

  • MIL-OSI: Monroe Capital Corporation BDC Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    CHICAGO, May 07, 2025 (GLOBE NEWSWIRE) — Monroe Capital Corporation (NASDAQ: MRCC) today announced its financial results for the first quarter ended March 31, 2025.

    Except where the context suggests otherwise, the terms “Company,” “we,” “us,” and “our” refer to Monroe Capital Corporation (together with its subsidiaries).

    First Quarter 2025 Financial Highlights

    • Net Investment Income (“NII”) of $4.1 million, or $0.19 per share
    • Adjusted Net Investment Income (a non-GAAP measure described below) of $4.2 million, or $0.19 per share
    • Net increase (decrease) in net assets resulting from operations of $0.5 million, or $0.03 per share
    • Net Asset Value (“NAV”) of $186.9 million, or $8.63 per share
    • Paid quarterly dividend of $0.25 per share on March 31, 2025
    • Current annual cash dividend yield to stockholders of approximately 14.3%(1)

    Chief Executive Officer Theodore L. Koenig commented, “We are pleased to announce that we paid a $0.25 per share dividend during the first quarter representing an approximate 14.3% annualized dividend yield. The dividend was supported by the meaningful spillover income we have accumulated from prior strong performance. Our approach remains centered on prioritizing asset quality and positioning the portfolio for long-term performance across changing market conditions.”

    Monroe Capital Corporation is a business development company affiliate of the award-winning private credit investment firm and lender, Monroe Capital LLC.

    _______________________
    (1)
    Based on an annualized dividend and closing share price as of May 6, 2025.

    Management Commentary

    Adjusted Net Investment Income totaled $4.2 million, or $0.19 per share for the quarter ended March 31, 2025, a decrease from $6.2 million, or $0.29 per share for the quarter ended December 31, 2024. NAV decreased by $0.22 per share, or 2.5%, to $186.9 million or $8.63 per share as of March 31, 2025, compared to $191.8 million or $8.85 per share as of December 31, 2024. The decrease in NAV this quarter was primarily the result of net unrealized losses associated with certain portfolio companies and the first quarter dividend being in excess of the Company’s NII for the quarter. As of March 31, 2025, the Company has an estimated $0.53 per share in undistributed spillover income.

    At quarter end, the Company’s debt-to-equity leverage decreased from 1.53 times debt-to-equity at December 31, 2024 to 1.45 times debt-to-equity at March 31, 2025, as a result of paydowns of the revolving credit facility with proceeds from investment sales and paydowns during the quarter. We continue to focus on managing the Company’s investment portfolio and selectively redeploying capital resulting from future repayments.

    Selected Financial Highlights
    (in thousands, except per share data)

      March 31, 2025   December 31, 2024
    Consolidated Statements of Assets and Liabilities data: (unaudited)   (audited)
    Investments, at fair value $ 430,571   $ 457,048
    Total assets $ 461,518   $ 490,671
    Net assets $ 186,877   $ 191,762
    Net asset value per share $ 8.63   $ 8.85
      For the Quarter Ended
      March 31, 2025   December 31, 2024
    Consolidated Statements of Operations data: (unaudited)
    Net investment income $ 4,086     $ 6,022  
    Adjusted net investment income(2) $ 4,206     $ 6,185  
    Net gain (loss) $ (3,554)     $ (7,737)  
    Net increase (decrease) in net assets resulting from operations $ 532     $ (1,715)  
           
    Per share data:      
    Net investment income $ 0.19     $ 0.28  
    Adjusted net investment income(2) $ 0.19     $ 0.29  
    Net gain (loss) $ (0.16)     $ (0.36)  
    Net increase (decrease) in net assets resulting from operations $ 0.03     $ (0.08)  
     

    _______________________
    (2)
    See Non-GAAP Financial Measure – Adjusted Net Investment Income below for a detailed description of this non-GAAP measure and a reconciliation from NII to Adjusted Net Investment Income. The Company uses this non-GAAP financial measure internally in analyzing financial results and believes that this non-GAAP financial measure is useful to investors as an additional tool to evaluate ongoing results and trends for the Company.

    Portfolio Summary

      March 31, 2025   December 31, 2024
      (unaudited)
    Investments, at fair value $ 430,571     $ 457,048  
    Number of portfolio company investments   85       91  
    Percentage portfolio company investments on non-accrual(3)   3.4%       3.4%  
    Weighted average contractual yield(4)   10.1%       10.2%  
    Weighted average effective yield(4)   9.2%       10.2%  
           
    Asset class percentage at fair value:      
    First lien loans   77.3%       79.1%  
    Junior secured loans   7.5%       6.5%  
    Equity investments   15.2%       14.4%  
     

    _______________________
    (3)
    Represents portfolio debt or preferred equity investments on non-accrual status as a percentage of total investments at fair value.
    (4) Portfolio yield is calculated only on the portion of the portfolio that has a contractual coupon and therefore does not account for dividends on equity investments (other than preferred equity investments).

    Financial Review

    The Company’s NII for the quarter ended March 31, 2025 totaled $4.1 million, or $0.19 per share, compared to $6.0 million, or $0.28 per share, for the quarter ended December 31, 2024. Adjusted Net Investment Income was $4.2 million, or $0.19 per share, for the quarter ended March 31, 2025, compared to $6.2 million, or $0.29 per share, for the quarter ended December 31, 2024. Excluding the impact of the incentive fee limitations of $(0.3) million and $(1.2) million for the quarters ended March 31, 2025 and December 31, 2024, respectively, Adjusted Net Investment Income totaled $3.9 million, or $0.18 per share for the quarter ended March 31, 2025, a decrease from $5.0 million, or $0.23 per share for the quarter ended December 31, 2024. Please refer to the Company’s Form 10-Q for additional information on the Company’s incentive fee structure and calculation.

    Total investment income for the quarter ended March 31, 2025 totaled $11.6 million, compared to $14.0 million for the quarter ended December 31, 2024. Total investment income decreased by $2.4 million primarily due to the lower effective yield on the portfolio driven by base rate declines and lower spreads on certain portfolio assets as well as a decrease in average invested assets.

    Total expenses for the quarter ended March 31, 2025 were $7.6 million, compared to $8.0 million for the quarter ended December 31, 2024. Excluding the impact of the incentive fee limitations, total expenses decreased by $1.3 million primarily due to a lower interest rate environment and reduced average debt outstanding.

    Net gain (loss) was $(3.6) million for the quarter ended March 31, 2025, compared to $(7.7) million for the quarter ended December 31, 2024. For the quarter ended March 31, 2025, the net change in unrealized loss on investments was primarily driven by mark-to-market losses from a few specific legacy portfolio companies that continue to be impacted by macroeconomic and idiosyncratic challenges and the Company’s investment in MRCC Senior Loan Fund I, LLC (“SLF”). The decrease in value at SLF was driven by net losses on SLF’s investments, which are loans to traditional upper middle-market borrowers.

    The Company’s average portfolio mark decreased by 1.1%, from 92.2% of amortized cost as of December 31, 2024 to 91.1% of amortized cost as of March 31, 2025.

    Net increase (decrease) in net assets resulting from operations was $0.5 million, or $0.03 per share, for the quarter ended March 31, 2025, compared to $(1.7) million, or $(0.08) per share, for the quarter ended December 31, 2024.

    Liquidity and Capital Resources

    As of March 31, 2025, the Company had $6.5 million in cash and cash equivalents, $141.2 million of debt outstanding on its revolving credit facility and $130.0 million of debt outstanding on its 2026 Notes. As of March 31, 2025, the Company had approximately $113.8 million available for additional borrowings on its revolving credit facility, subject to borrowing base availability.

    MRCC Senior Loan Fund

    SLF is a joint venture with Life Insurance Company of the Southwest (“LSW”), an affiliate of National Life Insurance Company. SLF invests primarily in senior secured loans to middle market companies in the United States. The Company and LSW have each committed $50.0 million of capital to the joint venture. As of March 31, 2025, the Company had made net capital contributions of $42.7 million in SLF with a fair value of $31.9 million, as compared to net capital contributions of $42.7 million in SLF with a fair value of $32.7 million as of December 31, 2024. For the quarter ended March 31, 2025, the Company received dividend income from SLF of $0.9 million, consistent with the $0.9 million received for the quarter ended December 31, 2024. SLF’s underlying investments are loans to middle-market borrowers that are generally larger than the rest of MRCC’s portfolio, which is focused on lower middle-market companies. SLF’s average mark on the underlying investment portfolio decreased during the quarter, from 86.8% of amortized cost as of December 31, 2024, to 82.8% of amortized cost as of March 31, 2025.

    As of March 31, 2025, SLF had total assets of $86.0 million (including investments at fair value of $78.4 million), total liabilities of $22.2 million (including borrowings under the $110.0 million secured revolving credit facility with Capital One, N.A. (the “SLF Credit Facility”) of $21.8 million) and total members’ capital of $63.8 million. As of December 31, 2024, SLF had total assets of $104.2 million (including investments at fair value of $98.0 million), total liabilities of $38.7 million (including borrowings under the SLF Credit Facility of $38.2 million) and total members’ capital of $65.5 million.

    Non-GAAP Financial Measure – Adjusted Net Investment Income

    On a supplemental basis, the Company discloses Adjusted Net Investment Income (including on a per share basis) which is a financial measure that is calculated and presented on a basis of methodology other than in accordance with generally accepted accounting principles of the United States of America (“non-GAAP”). Adjusted Net Investment Income represents NII, excluding the net capital gains incentive fee and income taxes. The Company uses this non-GAAP financial measure internally in analyzing financial results and believes that this non-GAAP financial measure is useful to investors as an additional tool to evaluate ongoing results and trends for the Company. The management agreement with the Company’s advisor provides that a capital gains incentive fee is determined and paid annually with respect to realized capital gains (but not unrealized capital gains) to the extent such realized capital gains exceed realized and unrealized capital losses for such year. Management believes that Adjusted Net Investment Income is a useful indicator of operations exclusive of any net capital gains incentive fee as NII does not include gains associated with the capital gains incentive fee.

    The following tables provide a reconciliation from NII (the most comparable GAAP measure) to Adjusted Net Investment Income for the periods presented (in thousands, except per share data):

      For the Quarter Ended
      March 31, 2025   December 31, 2024
      Amount   Per Share Amount   Amount   Per Share Amount
      (unaudited)
    Net investment income $ 4,086   $ 0.19   $ 6,022   $ 0.28
    Net capital gains incentive fee              
    Income taxes, including excise taxes   120     0.00     163     0.01
    Adjusted Net Investment Income $ 4,206   $ 0.19   $ 6,185   $ 0.29
     

    Adjusted Net Investment Income may not be comparable to similar measures presented by other companies, as it is a non-GAAP financial measure that is not based on a comprehensive set of accounting rules or principles and therefore may be defined differently by other companies. In addition, Adjusted Net Investment Income should be considered in addition to, not as a substitute for, or superior to, financial measures determined in accordance with GAAP.

    First Quarter 2025 Financial Results Conference Call

    The Company will host a webcast and conference call to discuss these operating and financial results on Thursday, May 8, 2025 at 11:00 a.m. Eastern Time. The webcast will be hosted on a webcast link located in the Investor Relations section of the Company’s website at http://ir.monroebdc.com/events.cfm. To participate in the conference call, please dial (800) 715-9871 approximately 10 minutes prior to the call. Please reference conference ID # 9094217.

    For those unable to listen to the live broadcast, the webcast will be available for replay on the Company’s website approximately two hours after the event.

    For a more detailed discussion of the financial and other information included in this press release, please also refer to the Company’s Form 10-Q for the quarter ended March 31, 2025, which was filed with the SEC (www.sec.gov) on Wednesday, May 7, 2025.

    MONROE CAPITAL CORPORATION
    CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES
    (in thousands, except per share data)
     
      March 31, 2025   December 31, 2024
      (unaudited)   (audited)
    Assets      
    Investments, at fair value:      
    Non-controlled/non-affiliate company investments $ 315,012     $ 343,835  
    Non-controlled affiliate company investments   83,642       80,483  
    Controlled affiliate company investments   31,917       32,730  
    Total investments, at fair value (amortized cost of: $472,436 and $495,797, respectively)   430,571       457,048  
    Cash and cash equivalents   6,463       9,044  
    Interest and dividend receivable   23,309       23,511  
    Other assets   1,175       1,068  
    Total assets $ 461,518     $ 490,671  
    Liabilities      
    Debt $ 271,200     $ 293,900  
    Less: Unamortized debt issuance costs   (2,108)       (1,925)  
    Total debt, less unamortized debt issuance costs   269,092       291,975  
    Interest payable   1,424       2,903  
    Base management fees payable   1,851       1,965  
    Accounts payable and accrued expenses   2,215       2,066  
    Directors’ fees payable   59        
    Total liabilities   274,641       298,909  
    Net Assets      
    Common stock, $0.001 par value, 100,000 shares authorized, 21,666 and 21,666 shares issued and outstanding, respectively $ 22     $ 22  
    Capital in excess of par value   297,712       297,712  
    Accumulated undistributed (overdistributed) earnings   (110,857)       (105,972)  
    Total net assets $ 186,877     $ 191,762  
    Total liabilities and total net assets $ 461,518     $ 490,671  
    Net asset value per share $ 8.63     $ 8.85  
     
    MONROE CAPITAL CORPORATION
    CONSOLIDATED STATEMENTS OF OPERATIONS
    (in thousands, except per share data)
     
      For the Quarter Ended
      March 31, 2025   December 31, 2024
      (unaudited)
    Investment income:      
    Non-controlled/non-affiliate company investments:      
    Interest income $ 8,029     $ 8,576  
    Payment-in-kind interest income   1,132       1,379  
    Dividend income   72       237  
    Other income   229       310  
    Total investment income from non-controlled/non-affiliate company investments   9,462       10,502  
    Non-controlled affiliate company investments:      
    Interest income   452       1,300  
    Payment-in-kind interest income   767       1,247  
    Dividend income   57       56  
    Other income         18  
    Total investment income from non-controlled affiliate company investments   1,276       2,621  
    Controlled affiliate company investments:      
    Dividend income   900       900  
    Total investment income from controlled affiliate company investments   900       900  
    Total investment income   11,638       14,023  
    Operating expenses:      
    Interest and other debt financing expenses   4,677       5,113  
    Base management fees   1,851       1,965  
    Professional fees   263       196  
    Administrative service fees   353       282  
    General and administrative expenses   226       233  
    Directors’ fees   62       49  
    Total operating expenses   7,432       7,838  
    Net investment income before income taxes   4,206       6,185  
    Income taxes, including excise taxes   120       163  
    Net investment income   4,086       6,022  
    Net gain (loss):      
    Net realized gain (loss):      
    Non-controlled/non-affiliate company investments   (438)       283  
    Net realized gain (loss)   (438)       283  
    Net change in unrealized gain (loss):      
    Non-controlled/non-affiliate company investments   (2,574)       (1,139)  
    Non-controlled affiliate company investments   271       (6,694)  
    Controlled affiliate company investments   (813)       (167)  
    Foreign currency and other transactions         (20)  
    Net change in unrealized gain (loss)   (3,116)       (8,020)  
    Net gain (loss)   (3,554)       (7,737)  
    Net increase (decrease) in net assets resulting from operations $ 532     $ (1,715)  
    Per common share data:      
    Net investment income per share – basic and diluted $ 0.19     $ 0.28  
    Net increase (decrease) in net assets resulting from operations per share – basic and diluted $ 0.03     $ (0.08)  
    Weighted average common shares outstanding – basic and diluted   21,666       21,666  
     


    Additional Supplemental Information:

    The composition of the Company’s investment income was as follows (in thousands):

      For the Quarter Ended
      March 31, 2025   December 31, 2024
      (unaudited)
    Interest income $ 7,966   $ 9,468
    Payment-in-kind interest income   1,899     2,626
    Dividend income   1,029     1,193
    Other income   229     328
    Prepayment gain (loss)   245     173
    Accretion of discounts and amortization of premiums   270     235
    Total investment income $ 11,638   $ 14,023
     

    The composition of the Company’s interest expense and other debt financing expenses was as follows (in thousands):

      For the Quarter Ended
      March 31, 2025   December 31, 2024
      (unaudited)
    Interest expense – revolving credit facility $ 2,773   $ 3,227
    Interest expense – 2026 Notes   1,555     1,555
    Amortization of debt issuance costs   349     331
    Total interest and other debt financing expenses $ 4,677   $ 5,113
     


    About Monroe Capital Corporation

    Monroe Capital Corporation is a publicly-traded specialty finance company that principally invests in senior, unitranche and junior secured debt and, to a lesser extent, unsecured debt and equity investments in middle-market companies. The Company’s investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation. The Company’s investment activities are managed by its investment adviser, Monroe Capital BDC Advisors, LLC, which is an investment adviser registered under the Investment Advisers Act of 1940, as amended, and an affiliate of Monroe Capital LLC. To learn more about Monroe Capital Corporation, visit www.monroebdc.com.

    About Monroe Capital LLC

    Monroe Capital LLC (including its subsidiaries and affiliates, together “Monroe”) is a premier asset management firm specializing in private credit markets across various strategies, including direct lending, technology finance, venture debt, alternative credit solutions, structured credit, real estate and equity. Since 2004, the firm has been successfully providing capital solutions to clients in the U.S. and Canada. Monroe prides itself on being a value-added and user-friendly partner to business owners, management, and both private equity and independent sponsors. Monroe’s platform offers a wide variety of investment products for both institutional and high net worth investors with a focus on generating high quality “alpha” returns irrespective of business or economic cycles. The firm is headquartered in Chicago and has 11 locations throughout the United States, Asia and Australia.

    Monroe has been recognized by both its peers and investors with various awards including Private Debt Investor as the 2024 Lower Mid-Market Lender of the Year, Americas and 2023 Lower Mid-Market Lender of the Decade; Inc.’s 2024 Founder-Friendly Investors List; Global M&A Network as the 2023 Lower Mid-Markets Lender of the Year, U.S.A.; DealCatalyst as the 2022 Best CLO Manager of the Year; Korean Economic Daily as the 2022 Best Performance in Private Debt – Mid Cap; Creditflux as the 2021 Best U.S. Direct Lending Fund; and Pension Bridge as the 2020 Private Credit Strategy of the Year. For more information and important disclaimers, please visit www.monroecap.com.

    Forward-Looking Statements

    This press release may contain certain forward-looking statements. Any such statements, other than statements of historical fact, are likely to be affected by other unknowable future events and conditions, including elements of the future that are or are not under the Company’s control, and that the Company may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual developments and results are highly likely to vary materially from these estimates and projections of the future. Such statements speak only as of the time when made, and the Company undertakes no obligation to update any such statement now or in the future.

    SOURCE: Monroe Capital Corporation

    The MIL Network