Category: Commerce

  • MIL-OSI USA: Rosen, Capito, Justice Introduce Bipartisan Bill to Maintain Centralized, Online Hub for Small Business Startups

    US Senate News:

    Source: United States Senator Jacky Rosen (D-NV)
    WASHINGTON, DC – Today, U.S. Senators Jacky Rosen (D-NV), Shelley Moore Capito (R-WV), and Jim Justice (R-WV) introduced a bill to protect a centralized, online hub for small businesses. Their bipartisan One Stop Shop for Small Business Licensing Act would require the Small Business Administration to maintain its website that contains centralized information for licensing and business permit information and materials for small businesses.
    “Small businesses are central to Nevada’s economy, and I’m committed to doing everything I can to help them succeed,” said Senator Rosen. “During National Small Business Month, I’m proud to introduce a bipartisan bill with Senators Capito and Justice to support our small business startups by protecting federal resources available to them.”
    “West Virginia’s small businesses are the backbone of our communities and local economies, making up more than 98% of businesses in our state, but too often, entrepreneurs face unnecessary red tape when trying to get off the ground,” said Senator Capito. “The One Stop Shop for Small Business Licensing Act cuts through that bureaucracy by streamlining the federal licensing process, making it easier for small businesses to thrive from day one.”
    As a member of the Committee on Small Business and Entrepreneurship, Senator Rosen has worked to support Nevada’s small businesses. Earlier this year, she helped introduce the bipartisan Small Business Technological Advancement Act to cut red tape and help small business owners integrate digital tools into their businesses. Each year, she leads her Senate colleagues in pushing for robust funding to support small businesses and cut burdensome red tape.

    MIL OSI USA News

  • MIL-OSI USA: 100 Days: Keynote Address by Acting Chairman Caroline D. Pham, 39th ISDA Annual General Meeting

    Source: US Commodity Futures Trading Commission

    Thank you to Scott and the entire ISDA team for the invitation to speak today at the 39th ISDA Annual General Meeting (AGM) in Amsterdam.  It’s a real pleasure to see so many friends and colleagues in the room. 
    This year not only marks the 50th anniversary of the CFTC, but it also is the 40th anniversary of ISDA.  That is an impressive milestone, outlasting a few key benchmark rates along the way.  But beyond the longevity is a legacy of real significance, reflected in the documentation and standards that underpin the global derivatives markets. 
    The centerpiece of ISDA’s transformation of derivatives markets is, of course, the ISDA Master Agreement.  The years 1992 and 2002 need no introduction—if you know, you know.  The ISDA Master is the legal and operational foundation for trillions of dollars in transactions each day.  It is no exaggeration to say that standardized ISDA documentation is one of the most important innovations in modern finance. The ISDA Master even made it to Hollywood in the movie The Big Short, featured alongside famous movie stars. 
    Even though the $700 trillion notional derivatives markets are the largest financial markets in the world, the derivatives community is relatively small and close-knit to this day.  That sense of community also brings with it a sense of responsibility, and I believe that is why the derivatives markets have always been characterized by proactive efforts to create industry standards. 
    The scale and reach of ISDA cannot be overstated.  I know from personal experience in the private sector that ISDA has around 150 committees, working groups, and forums to address every product, asset class, and process associated with a swap, in every region around the world, because not only did I personally approve each of the hundreds of firm employees who participated in ISDA, I joined many of these calls myself.  
    So on behalf of the CFTC, I want to thank each of you for the countless hours and wealth of expertise that you contribute to making our markets safer and more efficient.  You create the standard for industry best practices, and then you keep raising that standard and innovating.  I commend all of ISDA’s leaders over the decades for making ISDA what it is today, but I especially want to congratulate ISDA CEO Scott O’Malia for all your success and the tremendous growth in ISDA initiatives and solutions—and not just because you’re my old boss.
    Let me now tell you about the first 100 days of this Administration and all we’ve done at the CFTC to deliver results for not just the American people, but also for all stakeholders in our global markets. 
    Improving Efficiency and Effectiveness
    Cost Savings
    First, pursuant to the President’s executive orders, General Services Administration (GSA) guidance, and at my direction, the CFTC’s Division of Administration has achieved significant cost savings for our agency.  By conducting a comprehensive review of all CFTC contracts and procurement, and then applying basic cost management principles, the CFTC has saved nearly $20 million dollars without compromising CFTC operations or services.
    On an annualized basis, after including other reductions to costs including leasing, the CFTC is on track to save about $50 million dollars.  That is a cost savings of roughly 14% of the CFTC’s appropriated budget, which was $365 million dollars for fiscal year 2025. 
    No magic was involved in achieving these significant savings for the American taxpayer—just prudent and experienced management. 
    Transformation and Optimization 
    We’ve also completed organizational changes to the CFTC’s divisions and offices to break down silos, enhance coordination, and minimize duplication.  It was not necessary to create or eliminate any agency components—instead, we looked at what CFTC organizational structure has been proven to work in the past over many decades. 
    These changes help the CFTC to return to regular order and are expected to generate short-term and long-term improvements to agency operations and other efficiencies.  And, various sections have been realigned within divisions into functional units to enhance operational efficiency and effectiveness.

    The Market Surveillance Section has returned to the Division of Market Oversight (DMO), where it had historically been located, from the Division of Enforcement (DOE).  The Office of the Chief Economist has also moved to DMO and was renamed the Economic Research Section to further enhance the CFTC’s market analysis capabilities. Both of these sections are within DMO’s Product and Market Analytics Branch.
    In addition to the above changes, DMO now has a DCM, SEF, and SDR Branch that includes a Data Reporting Section and a Market Review Section.
    The Market Participants Division (MPD) is now organized into the Examinations Branch; Financial Requirements Branch with a Financial Resources Section and Financial Risk Management Section; and Registration and Compliance Branch with a Registration and Swaps Oversight Section and a Managed Funds and Intermediaries Section.
    The Office of Proceedings and the Whistleblower Office have moved to the Office of the General Counsel to better reflect their adjudicatory functions and minimize conflicts of interest. 

    CFTC FY 2026 Annual Performance Plan
    For the first time since fiscal year (FY) 2018–eight years ago—the CFTC has updated its Annual Performance Plan with key performance indicators (KPIs) that is submitted to the Office of Management and Budget (OMB). The Annual Performance Plan is the key tool used to measure the CFTC’s performance results against the CFTC’s mission and 5-year strategic plan. 
    The goals included in the FY 2026 Annual Performance Plan prioritize improving market integrity and transparency, promoting derivatives markets’ financial integrity and avoiding systemic risk, promoting smart enforcement, and engaging in robust domestic and international cooperation. Together, the goals and KPIs prepare the CFTC to execute the President’s agenda and measure our success in doing so.
    Importantly, a major change to the CFTC’s approach to KPIs is to measure the CFTC’s efficiency in executing the agency’s core functions by establishing baseline expectations for timeliness of activities such as processing registrations, other applications, or rule submissions; performing examinations; conducting investigations; and other oversight activities. 
    Aging dashboards will be established and routinely monitored so that agency underperformance can be detected and promptly addressed. Appropriate KPIs enable American taxpayers to better assess the value provided by the CFTC and ensure accountability in the use of public funds. 
    Delivering Results
    I want to highlight some of the key accomplishments that the CFTC has achieved in just 100 days, in addition to our day-to-day work.  I’m proud to say we have completed all items that were prioritized based on the inventory of open matters that was identified at the beginning of my chairmanship, and I thank my directors and their teams who have been working so hard these past five months to deliver these results.  Most of these initiatives address proposals or concerns I raised as a Commissioner. 
    Swaps Market and Reducing Regulatory Burdens

    MPD and DMO issued an interpretative letter that FX window forwards and package FX spot transactions are not swaps.  This lack of regulatory clarity has resulted in uncertainty and disruption to the FX market for nearly 10 years.
    MPD issued an interpretative letter providing that swap dealers could post and collect shares of certain U.S. Treasury ETFs as eligible margin collateral for uncleared swap transactions.  This was a recommendation from the CFTC’s Global Markets Advisory Committee (GMAC) and its Global Market Structure Subcommittee to enhance market liquidity and efficiency.
    MPD issued a no-action letter providing relief to swap dealers from the pre-trade mid-market mark disclosure requirement to reduce regulatory burden.  The CFTC has provided such relief for certain swaps since 2012. Notably, the CFTC has never rescinded no-action letters that address unworkable or overly burdensome Dodd-Frank requirements.
    The Division of Clearing and Risk (DCR) and MPD circulated for a Commission vote an amended order to permit an exempt derivatives clearing organization (DCO) to clear certain swaps for U.S. customers through a non-U.S. clearing member affiliate of a futures commission merchant (FCM) to mitigate systemic risk and promote market liquidity.
    DMO withdrew an advisory that created regulatory uncertainty regarding whether certain entities are required to register as swap execution facilities (SEFs).
    The CFTC and SEC adopted a joint final rule extending the compliance date for amendments to Form PF because the original implementation timeframe was unworkable.
    DCR and MPD issued a no-action letter which permits DCOs and FCMs to retain current separate account treatment up to the compliance date for the final rule to reduce regulatory burden.
    DCR and DMO issued a no-action letter from swap data reporting and recordkeeping regulations to reduce regulatory burden.
    MPD and DCR issued a no-action letter which allows a non-U.S. swap dealer to retain exemptions to uncleared margin and clearing mandate requirements for its legacy swap portfolio in connection with an acquisition of another entity.
    DMO issued a no-action letter in connection with KRX’s KOSPI.
    MPD issued an interpretative letter to allow non-U.S. swap dealers domiciled in Japan that elect substituted compliance for capital and financial reporting to file only certain defined schedules of the home country Japanese Annual Business Report to eliminate overly burdensome reporting requirements.

    Innovation and Market Structure

    The CFTC hosted a first-ever Crypto CEO Forum of industry-leading firms to discuss the launch of the CFTC’s digital asset markets pilot program for tokenized non-cash collateral such as stablecoins.  The CFTC’s GMAC and its Digital Asset Markets Subcommittee previously made a recommendation.
    The CFTC will soon participate as an observer in industry tokenization pilot programs.
    DCR and DMO withdrew two advisories relating to virtual currency derivative product listings and clearing that were no longer needed given additional staff experience and increasing digital asset market growth and maturity.
    DCR, DMO, and MPD issued a request for comment on the potential uses, benefits, and risks of trading and clearing of perpetual derivatives contracts in CFTC-regulated markets.
    DCR, DMO, and MPD issued a request for comment on the potential uses, benefits, and risks of trading on a 24/7 basis in derivatives markets and associated clearing risk management.
    MPD will soon issue an interpretative letter regarding the circumstances for which a person that has a place of organization, and the location where its high-level officers primarily direct, control, and coordinate such person’s activities, is in a foreign jurisdiction, that such person is not a “person located in the United States” for purposes of the “foreign futures or foreign options customer” definition in CFTC regulation 30.1(c); is not a “participant located in the United States” for purposes of CFTC regulation 48.2(c); is a “foreign located person” for purposes of CFTC regulation 3.10(c)(1)(ii); and is a “non-U.S. person” as defined in CFTC regulation 23.23(a) and the CFTC’s 2013 cross-border swaps activity guidance, among other things.  The CFTC’s regulation by enforcement approach to crypto and novel interpretations that contravene decades of CFTC precedent have created regulatory uncertainty and disruption to the global derivatives markets, as I predicted in my prior public statement in a CFTC enforcement action.
    DCR and DMO will soon issue an advisory on the benefits of and associated considerations for exchange volatility controls.  This was a recommendation from the CFTC’s GMAC and its Global Market Structure Subcommittee to mitigate systemic risk and promote market resiliency.
    MPD will soon issue a FAQ to remind the public of the significant regulatory obligations associated with registering and operating an FCM.

    Enforcement and Compliance

    DOE dispositioned 50% (representing several hundreds) of its open enforcement matters, including preliminary investigations, investigations, and litigation.  Of these resolved matters, over a dozen had been open for over 15 years and over three dozen had been open for over 10 years.  Resolving this backlog will enable DOE to focus its resources on catching fraudsters and scammers and helping victims.
    DOE issued an advisory on self-reporting, cooperation, and remediation with a first-ever matrix for mitigation credit to provide fair notice to the public and guidance that is designed to ensure due process in DOE’s investigations and enforcement actions.  The advisory provides transparency, predictability, returns to decades of prior CFTC policy on self-reporting, and is aligned with best practices for assessing penalties followed by the Department of Justice and other U.S. financial regulators.  This advisory implements my proposals as a Commissioner.
    DOE launched a 30-day compliance and remediation initiative, or enforcement sprint, in March to expeditiously resolve outstanding investigations and enforcement matters regarding compliance violations without customer harm or market abuse.  Of approximately two dozen firms that expressed interest in participating in the enforcement sprint, over five matters are, or will soon be, in circulation for a Commission vote on administrative settlement orders.  These proposed settlement orders resolve years of investigation, apply the new DOE advisory regarding mitigation credit, and have civil monetary penalties that are reflective of historical amounts—a fraction of DOE’s previous initial demand amounts that were often disproportionately 10, 20, or 100 times larger than in the past.
    MPD, DCR, DMO, and DOE issued a joint advisory on the materiality or other criteria that the operating divisions will use to determine whether to make a referral to DOE for self-reported violations, or supervision or non-compliance issues.  This advisory implements my proposals as a Commissioner.
    MPD and DOE issued a CFTC internal memorandum that establishes the procedures MPD and DOE will follow when non-U.S. swap dealers are suspected of violating foreign comparable standards when relying on substituted compliance.  Any inquiry involving substituted compliance will be handled by MPD, unless MPD determines that a supervision or non-compliance issue is material and makes a referral to DOE pursuant to CFTC Staff Letter 25-13.  Generally, the procedures require CFTC staff to adhere to principles of international comity and deference to the foreign regulator, including that the foreign regulator interprets and applies the home country regulation (not the CFTC), and that MPD and DOE will not pursue an inquiry if the foreign regulator determines that the non-U.S. swap dealer is in compliance with foreign comparable standards, or the foreign regulator is addressing the non-compliance issue through its supervisory process.  This advisory implements my proposals as a Commissioner.
    DOE reorganized its task forces to combat fraud and help victims while ending the practice of regulation by enforcement.  The new task force model allows enforcement attorneys to specialize in categories of cases, thereby enhancing relevant knowledge, practices and mentoring opportunities, and reducing the risk of legal or ethical lapses.  It is also more efficient by enabling staffing assignments irrespective of location in headquarters or regional offices.
    DOE launched a Basic Trial Advocacy Skills training series, with sessions ranging from opening, closing and direct examinations, interactions with jury and opposing counsel, and techniques to avoid creating misimpressions, with more sessions being planned. The sessions offer practical instruction on investigations and litigation as well as opportunities to discuss ethical and discovery dilemmas that can occur in real life litigation scenarios.  These training programs and the following ethical conduct and culture initiatives address concerns I had raised as a Commissioner.
    DOE delivered various ethics training, including ensuring candor and openness in engagement with the Court and defense counsel.  DOE also hosted a training on the American Bar Association’s Model Rules of Professional Conduct as applied to government attorneys, with additional trainings being planned.
    DOE promoted greater transparency with the defense bar by sponsoring open forum discussions with practicing defense attorneys and, where appropriate, providing greater detail about the status of open cases. 

    Recognizing CFTC Staff
    I think we can all agree that based on sheer productivity and impact, these first 100 days have been nothing short of remarkable.  The CFTC has provided an outstanding return on investment for the American taxpayer.  None of this would have been possible if it were not for the unwavering commitment of CFTC staff to our mission and our markets. 
    The work of our dedicated employees—often behind the scenes, but always indispensable—is the bedrock of our balanced, principles-based regulatory framework that promotes market integrity and protects the public from fraud, manipulation, and abuse.  
    It was my great honor to celebrate our core values, recognize the achievements of our talented staff, and commemorate the CFTC’s 50th anniversary last month with special awards for exceptional CFTC employees that exemplify Mission Excellence, Market Excellence, and Mindset Excellence.  We recognized 28 of our staff, some of whom have loyally served the CFTC for over 40 years.
    In addition, we launched a CFTC Leadership Speaker Series, and are working on additional staff development opportunities throughout the year.
    I am especially indebted to my executive management team, especially Harry Jung, acting Chief of Staff; Meghan Tente, acting General Counsel; Brigitte Weyls, Chief Counsel; Taylor Foy, acting Director of Public Affairs; and Nick Elliot, acting Director of Legislative Affairs.  They have each been pulling double duty since January, and their tireless work ethic, positive attitude, collegiality, and genuine care mean so much to me.
    I have been truly lucky to have the benefit of the decades of CFTC leadership by acting MPD Director Tom Smith and acting MPD Deputy Director Frank Fisanich; acting DCR Director Richard Haynes; acting DMO Director Rahul Varma and former acting DMO Director Amanda Olear; DOE Director Brian Young; DOE Deputy Director Paul Hayeck, acting Chief of the Complex Fraud Task Force; DOE Deputy Director Charles Marvine, acting Chief of the Retail Fraud and General Enforcement Task Force; acting Deputy General Counsel Anne Stukes; acting and acting OIA Director Mauricio Melara.  They are the very embodiment of public service, duty, and dedication.
    Conclusion 
    When I became acting Chairman this year, I noted that for the past half century, the CFTC has proudly served our mission to promote market integrity and liquidity in the commodity derivatives markets that are critical to the real economy and global trade—ensuring American growers, producers, merchants and other commercial end-users can mitigate risks to their business and support strong U.S. economic growth. I also said it was time for the CFTC to get back to the basics.  We delivered on that promise.
    It’s a very fitting bookend that I am here today to talk about what the CFTC has accomplished in just 100 days under my leadership as acting Chairman, because three years ago, I was a new Commissioner at the beginning of my term speaking at the ISDA AGM in Madrid.  
    As some of you may have caught on Bloomberg TV last week during my interview at the Milken Institute Global Conference, I have announced that I will be returning to the private sector once Brian Quintenz is confirmed as Chairman.  While I don’t have any specific plans for what’s next for me personally yet, I hope to make some over the next several months. 
    The United States recently celebrated Mother’s Day.  My own mom always told me when I was growing up, that anything is possible if you put your mind to it.  I had a vision of what could be accomplished at the CFTC, the agency where I began as a law student intern, came back for the fourth time as a Commissioner, and will now leave as acting Chairman.  I hope you will agree that I put my mind, heart, body, and soul into this job, and achieved my vision of what was possible.  I hope that this might inspire others to achieve their vision of what is possible too. 
    It has been the honor of a lifetime to serve as a Commissioner and now acting Chairman, and I will leave with deep pride in what we’ve accomplished and great confidence in what the CFTC will continue to achieve in the years ahead.  I am grateful for having had this incredible opportunity to make a difference.  Thank you.

    MIL OSI USA News

  • MIL-OSI Economics: NEWS RELEASE: Net-Zero Quebec Summit gains momentum

    Source: – Press Release/Statement:

    Headline: NEWS RELEASE: Net-Zero Quebec Summit gains momentum

    Second annual CanREA Summit a major event for Quebec’s energy transition.  

    Montréal, May 15, 2025 – Drawing more than 220 attendees, the second edition of the Canadian Renewable Energy Association (CanREA) Net-Zero Quebec Summit, presented by Desjardins, was a great success in Montréal today. 

    “The CanREA Net-Zero Quebec Summit is a major opportunity for Quebec’s renewable energy industry, serving as a hub for discussions about the energy transition needed for the province to achieve net zero by 2050,” said Jean Habel, Senior Director, Québec and Atlantic Canada, CanREA. “Harnessing this energy will allow Quebecers to be more self-sufficient, greener and more prosperous.”

    The day centred around in-depth discussions on the economic realities of the energy transition, including supply chain pressures, greater competition and the economic impact of decarbonization.  

    Discussions also focused on renewable energy projects in Quebec, particularly challenges and best practices for optimizing the rollout of energy transition projects in order to reach carbon neutrality by 2050. 

    “Desjardins is proud to support Net-Zero Quebec, a key event for Quebec’s energy transition. This Summit presents a unique platform for discussing the challenges and opportunities relevant to the energy transition. We are determined to play an active role in providing innovative financial services and supporting initiatives that promote autonomy, prosperity and sustainability. Together, we can build a greener and more resilient Quebec,” said Mathieu Talbot, Vice President, Business Services Group and Corporate Banking, Desjardins. 

    The event opened with “Indigenous Communities: Essential Actors in the Energy Transition.” This inclusive panel focused on how the renewable energy and energy storage industries must commit to continuously improving their approaches to ensure that their plans align with the priorities of Indigenous communities. CanREA was thrilled to hear from panellists Chief Paul Rice from the Mohawk Council of Kahnawà:kes, Jean Roy, Senior Vice President & Chief Operating Officer at Kruger, and Grand Chief Jacques Tremblay of the Wolastoqiyik Wahsipekuk First Nation, who took part in the insightful conversation.

    This was a special opportunity to enrich the conversation and educate participants about how best to work together toward implementing renewable energy across Quebec.  

    Later, CanREA was pleased to welcome Dave Rhéaume, Executive Vice President – Commercial Activities and Chief Customer Officer at Hydro-Québec, for a discussion on solar energy development in Quebec. The discussion was moderated by Jean-Hugues Lapointe, Partner and Project Director, Energy and Resources, Power System Studies at CIMA+.

    Other highlights included an enlightening discussion on Quebec’s energy advantage and a vision for the future with Philippe Dunsky, President of Dunsky Energy + Climate, moderated by Eva Lotta Schmidt, Head of Global Sustainability at ENERCON.

    An inspiring discussion was also held with Stéphane Labrie, President, Commission de protection du territoire agricole du Québec (CPTAQ), moderated by Étienne Chabot, General Manager, Electricity for the Ministère de l’Économie, de l’Innovation et de l’Énergie.

    “The panels and discussions at the Summit sparked vital conversations and broadened the knowledge of everyone who attended, which will help to accelerate Quebec’s energy transition,” says Habel.  

    CanREA would like to thank all of the participants, moderators and speakers who helped make the Summit a success. It would also like to extend a special thanks to its presenting sponsor, Desjardins, and to all of the sponsors for this event, including Amazon Web Services and EDF Renewables. 

    Photos

    PHOTO: Net Zero Quebec 2025’s opening panel, “Indigenous communities: Essential actors in the energy transition,” examined how Quebec’s renewable energy and energy storage industries can align their plans with the priorities of Indigenous communities. From left to right: Moderator Émilie Sénéchal (Hydro Quebec), Jean Roy (Kruger Energy), Chief Paul Rice (Mohawk Council of Kahnawá:ke), Grand Chef Jacques Tremblay (Wolastoqiyik Wahsipekuk First Nation). 

    Quotes

    “The CanREA Net-Zero Quebec Summit is a major opportunity for Quebec’s renewable energy industry, serving as a hub for discussions about the energy transition needed for the province to achieve carbon neutrality by 2050. Harnessing this energy will allow Quebecers to be more self-sufficient, greener and more prosperous. The panels and discussions at the Summit sparked vital conversations and broadened the knowledge of everyone who attended, which will help to accelerate Quebec’s energy transition.” 
    —Jean Habel, Senior Director, Québec and Atlantic Canada, CanREA

    “Desjardins is proud to support Net-Zero Quebec, a key event for Quebec’s energy transition. This Summit presents a unique platform for discussing the challenges and opportunities relevant to the energy transition. We are determined to play an active role in providing innovative financial services and supporting initiatives that promote autonomy, prosperity and sustainability. Together, we can build a greener and more resilient Quebec.” 
    —Mathieu Talbot, Vice President, Business Services Group and Corporate Banking, Desjardins  

    For media interviews, please contact:

    Bridget Wayland, Senior Director of CommunicationsCanadian Renewable Energy Association communications@renewablesassociation.ca

    The Canadian Renewable Energy Association

    The Canadian Renewable Energy Association (CanREA) is the voice for wind energy, solar energy and energy storage solutions that will power Canada’s energy future. We work to create the conditions for a modern energy system through stakeholder advocacy and public engagement. Our diverse members are uniquely positioned to deliver clean, low-cost, reliable, flexible and scalable solutions for Canada’s energy needs. For more information on how Canada can use wind energy, solar energy and energy storage to help achieve its net-zero commitments, consult “Powering Canada’s Journey to Net-Zero: CanREA’s 2050 Vision.” Follow us on Bluesky and LinkedIn. Subscribe to our newsletter here. Learn more at renewablesassociation.ca. 

    The post NEWS RELEASE: Net-Zero Quebec Summit gains momentum appeared first on Canadian Renewable Energy Association.

    MIL OSI Economics

  • MIL-OSI: River Valley Community Bank Builds Experienced Banking Team in Roseville

    Source: GlobeNewswire (MIL-OSI)

    YUBA CITY, Calif., May 15, 2025 (GLOBE NEWSWIRE) — River Valley Community Bancorp (OTC Markets: RVCB) is pleased to announce the formation of an experienced banking team for its new Roseville branch. This group of skilled banking professionals adds to an existing experienced team, all of which are ready to deliver the kind of personalized, full-service community banking that local businesses throughout Placer County deserve.

    The Roseville team embodies River Valley Community Bank’s promise of banking done differently – where relationships matter, decisions happen locally, and every action is taken with an absolute focus on client success.

    “Our approach in Roseville centers on building long-standing relationships with our clients through personalized service and tailored financial solutions,” said Steve Berry, Senior Vice President / Head of Commercial Banking. “The Roseville team has the experience and expertise to carry out that mission — and we believe that’s what community banking is all about.”

    The Roseville branch brings together exceptional talent with a passion for community banking:

    • Andrew Tagg, SVP/Market Manager covering all of Placer County, leads the team with extensive experience in relationship banking and a deep understanding of our local business landscape.
    • Kristen Holihan, VP/Relationship Manager, ensures seamless client service and operational excellence with a specialization in deposits and treasury management. Works closely with clients to optimize their cash flow and financial operations.
    • Steve Martinez, VP/Business Development Officer, brings valuable expertise in commercial lending and business development.
    • Rob Gutowski, SVP/Relationship Manager provides continuity and established knowledge of the bank’s comprehensive service offerings.
    • Kyle Petrucelli, VP/Commercial Banker, specializing in commercial and industrial lending.

    “We’ve built this team to take ownership of our clients’ needs and surpass their expectations,” said Luke Parnell, Executive Vice President / Chief Credit and Lending Officer. “Relationship banking is in our team’s DNA. And ultimately, it’s this kind of commitment to the success of our clients that has helped us grow from one branch in Yuba City to five across our region.”

    The Roseville branch, located at 2901 Douglas Blvd, Suite 140, will offer a full range of business and personal banking services when it opens in mid-2025. The location will absorb the bank’s current loan production office in Roseville and serve as a hub for the bank’s expanded presence in Placer County.

    For more information, please visit our website at: www.myrvcb.com or contact John M. Jelavich at 530-821-2469.

    Forward Looking Statements: This document may contain comments and information that constitute forward‐looking statements. Forward‐looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by such statements. Forward‐looking statements speak only as to the date they are made. The Bank does not undertake to update forward‐looking statements to reflect circumstances or events that occur after the date the forward‐looking statements are made.

    The MIL Network

  • MIL-Evening Report: ER Report: A Roundup of Significant Articles on EveningReport.nz for May 16, 2025

    ER Report: Here is a summary of significant articles published on EveningReport.nz on May 16, 2025.

    Waste-to-energy in Australia: how it works, where new incinerators could go, and how they stack up
    Source: The Conversation (Au and NZ) – By Ali Abbas, Associate Dean (Research), University of Sydney Martin Mecnarowski, Shutterstock. Every year, Australia buries millions of tonnes of waste in landfills. But these sites are filling fast, recycling has its own limitations, and most waste export is banned. So councils and state governments are looking for

    The sun will come out tomorrow: remembering the life and music of Charles Strouse
    Source: The Conversation (Au and NZ) – By Mara Davis Johnson, Lecturer in Creative and Performing Arts, University of Wollongong The Broadway community is today mourning the passing of Charles Strouse at the age of 96, the legendary composer behind hits like Bye Bye Birdie (1960), Applause (1970) and Annie (1976). Strouse was born on

    No chance to say goodbye – defeated MPs will rue not giving valedictory speeches
    Source: The Conversation (Au and NZ) – By Amy Nethery, Associate professor of politics and policy, Deakin University Former Greens leader Adam Bandt’s 15-year career in federal parliament came to an end in a nondescript park in Melbourne, far from the seat of power in Canberra. He was there to concede defeat in the federal

    How accurate are my medical records? You might be surprised how often errors creep in
    Source: The Conversation (Au and NZ) – By Sheree Lloyd, Senior Lecturer in Health Services Management, University of Tasmania DC Studio/Shutterstock Medical records of hundreds of patients at a Sydney hospital’s cancer genetics service have been reviewed following irregularities related to care by a single specialist. According to St Vincent’s Hospital, in about 520 records,

    So your primary school child has a ‘boyfriend’ or ‘girlfriend’. Should you be worried?
    Source: The Conversation (Au and NZ) – By Cher McGillivray, Assistant Professor in Psychology, Bond University Karhut/Shutterstock If you have a child in primary school you may not be expecting to help them manage romantic relationships. Surely this is an issue for the high school years? While young children do not experience romantic love in

    Viral ‘Hongdae boy’ videos expose the fringe group of South Korean men trying to sleep with foreign women
    Source: The Conversation (Au and NZ) – By Joanna Elfving-Hwang, Associate Professor (Korean Society and Culture), Dean International (Korea), Curtin University Shutterstock If you’re on TikTok, you may have come across “Hongdae boys” or “Hongdae guys” recently. In a social media context, the term refers to a group of young South Korean men who prey

    A trial is testing ways to enforce Australia’s under-16s social media ban. But the tech is flawed
    Source: The Conversation (Au and NZ) – By Alexia Maddox, Senior Lecturer in Pedagogy and Education Futures, La Trobe University De Visu/Shutterstock Australia’s move to ban under-16s from social media is receiving widespread praise. Other countries, including the United Kingdom, Ireland, Singapore and Japan, are also now reportedly considering similar moves. The ban was legislated

    Banning young people from social media sounds like a silver bullet. Global evidence suggests otherwise
    Source: The Conversation (Au and NZ) – By Jasleen Chhabra, Research Fellow, Centre for Youth Mental Health, The University of Melbourne Monkey Business / Shutterstock Around 98% of Australian 15-year-olds use social media. Platforms such as TikTok, Snapchat and Instagram are where young people connect with friends and online communities, explore and express their identities,

    This election, young people held the most political power. Here’s how they voted
    Source: The Conversation (Au and NZ) – By Intifar Chowdhury, Lecturer in Government, Flinders University This election, a lot of focus was directed at young voters. With Millennials and Gen Z now making up a larger share of the electorate than Baby Boomers, this was deserved. But for all the attempts to reach these cohorts,

    Grattan on Friday: Ley and Littleproud have had a prickly relationship – can they negotiate a smooth future?
    Source: The Conversation (Au and NZ) – By Michelle Grattan, Professorial Fellow, University of Canberra With the future of the Coalition relationship on the line, Nationals leader David Littleproud drove to his Liberal counterpart Sussan Ley’s hometown of Albury this week. They had much to talk about, and it wasn’t going to be easy. Littleproud

    Likely final House seat outcome: 94 Labor, 44 Coalition, 12 Others
    Source: The Conversation (Au and NZ) – By Adrian Beaumont, Election Analyst (Psephologist) at The Conversation; and Honorary Associate, School of Mathematics and Statistics, The University of Melbourne The ABC has called Labor wins in 93 of the 150 House of Representatives seats. The Coalition has won 43 seats, the Greens one and all Others

    Fresh start for the Greens, with new leader Larissa Waters
    Source: The Conversation (Au and NZ) – By Nathan Fioritti, Lecturer in Politics, School of Social Sciences, Monash University Queensland Senator Larissa Waters is the new leader of the Australian Greens, following a two-hour partyroom meeting held in the wake of the party’s lacklustre performance in the May 3 election. Waters was elected unopposed. New

    The new leader of the Greens sits in the Senate. Why is that so unusual in Australian politics?
    Source: The Conversation (Au and NZ) – By Anne Twomey, Professor Emerita in Constitutional Law, University of Sydney The 2025 federal election resulted in some unexpected outcomes, including the loss by the Greens Leader, Adam Bandt, of his seat in the House of Representatives. The new Greens leader is Senator Larissa Waters. Does it matter

    Trump signed plenty of contracts in the Middle East, but he’s no closer to the two ‘deals’ he really wants
    Source: The Conversation (Au and NZ) – By Shahram Akbarzadeh, Convenor, Middle East Studies Forum (MESF), and Deputy Director (International), Alfred Deakin Institute for Citizenship and Globalisation, Deakin University US President Donald Trump’s visit to Arab states in the Middle East this week generated plenty of multibillion-dollar deals. He said more than US$1 trillion (A$1.5

    As the Latrobe Valley moves away from coal jobs, could a green worker’s cooperative offer a solution?
    Source: The Conversation (Au and NZ) – By Gregory Patmore, Emeritus Professor of Business and Labour History, University of Sydney Workers at Earthworker Energy Manufacturing Co-op Worker cooperatives may sound like something out of the 19th century, but they still exist in the age of global capitalism. In Spain, for instance, the Mondragon Corporation is

    It’s wild mushroom season in Australia. Here’s how to stay safe and avoid poisoning
    Source: The Conversation (Au and NZ) – By Darren Roberts, Conjoint Associate Professor in Clinical Pharmacology and Toxicology, St Vincent’s Healthcare Clinical Campus, UNSW Sydney dannersjb/Shutterstock A number of Australian states including New South Wales, Victoria and South Australia have issued warnings in recent weeks about the risks of eating wild mushrooms. Mushrooms generally grow

    Dishevelled, dehydrated delirium: new Aussie film The Surfer, starring Nicolas Cage, is an absolute blast
    Source: The Conversation (Au and NZ) – By Grace Russell, Lecturer, School of Media, Film and Journalism, Monash University Madman Entertainment Nicolas Cage has made a career from his highly entertaining scenery chewing. He follows a performance style he calls “Nouveau Shamanic” – an exaggerated form of method acting where he acts according to the

    Disheveled, dehydrated delirium: new Aussie film The Surfer, staring Nicolas Cage, is an absolute blast
    Source: The Conversation (Au and NZ) – By Grace Russell, Lecturer, School of Media, Film and Journalism, Monash University Madman Entertainment Nicolas Cage has made a career from his highly entertaining scenery chewing. He follows a performance style he calls “Nouveau Shamanic” – an exaggerated form of method acting where he acts according to the

    ER Report: A Roundup of Significant Articles on EveningReport.nz for May 15, 2025
    ER Report: Here is a summary of significant articles published on EveningReport.nz on May 15, 2025.

    MIL OSI AnalysisEveningReport.nz

  • MIL-Evening Report: The space race is being reshaped by geopolitics, offering opportunities for countries such as New Zealand

    Source: The Conversation (Au and NZ) – By Peter Zámborský, Senior Lecturer, Management & International Business, University of Auckland, Waipapa Taumata Rau

    NASA/Getty Imges

    The space economy is being reshaped — not just by innovation, but by geopolitics. What was once dominated by state space agencies, and more recently by private ventures, is evolving into a hybrid model in which government priorities and commercial capabilities are intertwined.

    The rise of protectionist policies, tariff wars, export controls and national security concerns is forcing space firms to adapt their strategies – and in many cases, to rethink where and how they operate.

    This offers countries such as New Zealand the opportunity to stand out in the new space race – becoming neutral ground with fewer trade and other regulatory barriers for the growth of the emerging hybrid space economy.

    Looking to space

    The New Zealand government plans to double the size of the space and advanced aviation sectors by 2030. Already, about 20,000 workers are employed in these sectors, generating US$1.8 billion in revenue.

    New Zealand’s flagship player in the space sector is Rocket Lab. Founded in 2006, the integrated space firm was listed on NASDAQ in 2021. By the end of 2024, the company was worth around US$8 billion.

    While its headquarters are in the United States, Rocket Lab also operates in Canada and keeps around 700 of its 2,000 global staff and its key launch site in New Zealand. Recently, it also announced the acquisition of a German optical communications supplier, Mynaric.

    Founded in New Zealand by Peter Beck, Rocket Lab is now headquartered in the United States with sites in Canada and elsewhere.
    Phil Walter/Getty Images

    Opportunities in US trade war

    Rocket Lab’s decision to engage in substantial foreign investment and diversify its operations across the US, New Zealand, Canada and Europe gives it flexibility in responding to the US-initiated trade war.

    The current and possible future US tariffs have created uncertainty for investors. Along with retaliatory measures by China and other nations, these developments have significant consequences for space firms.

    Companies in this field rely on globally sourced components (for example, semiconductors and electronic components) and materials such as steel and specialised fuel for their operations.

    Firms based in just one location can suffer from tariffs or retaliatory restrictions. But those with operations in several countries — especially in more neutral countries such as New Zealand and some Southeast Asian nations — may benefit from geopolitical tensions. Geostrategic diversification gives them more options, including less risky locations for operations, trade and investments in the space sector.

    A recent Deloitte report noted that companies in the space ecosystem may prefer to look for launch sites and satellite providers on neutral ground.

    Initiatives are already emerging in Indonesia and Malaysia to construct commercial spaceports and attract investment in satellite manufacturing.

    The benefits of being neutral

    The rising geopolitical tensions mean new space firms from relatively neutral countries such as New Zealand are increasingly aligning with national defence priorities. The emerging hybrid space economy is, in some ways, a response to this global power realignment.

    New Zealand has historically sought to balance strong trade ties with China, its largest trading partner, with security cooperation with the US as part of the Five Eyes intelligence alliance. But recent developments have prompted a reassessment.

    Notably, the presence of Chinese warships in the Tasman Sea and upheavals in the global security climate after Russia’s invasion of Ukraine has led to a review of New Zealand’s defence posture.

    The government is now aiming to double defence spending to 2% of GDP. The US military has held talks with New Zealand about launching more satellites from this country.

    Earlier this year, Rocket Lab also declared it was “ready to serve the Pentagon”. For example, it secured contracts worth about US$500 million to launch a satellite from New Zealand for BlackSky, a US-based space-based intelligence provider.

    Rocket Lab also became one of five launch companies invited to compete for missions under the US National Security Space Launch program. This program puts the most valuable military and spy satellites into orbit, worth up to US$6 billion of Pentagon contracts in the next few years.

    Tapping into foreign investment

    Nations’ increased needs for domestic space defence capabilities also create foreign investment opportunities. For example, Airbus will design and build a new military satellite system costing about US$170 million in the United Kingdom to improve real-time military imagery.

    Ongoing economic strife and possible military conflicts have important implications for the strategies of new space firms and the policies of nations seeking space investment.

    New space firms may redirect their investment to countries where their main customers are located (for example, the US or European Union) or to neutral countries less affected by geopolitical tensions (for example, New Zealand). This allows them to diversify and reduce exposure to tariffs and other restrictions.

    In New Zealand, this may mean more government investment not only by Rocket Lab, but also involvement by other industry players from the US, Japan or Europe.

    Commercial opportunities in the new space sector will remain. But the shape of the sector may move towards a more hybrid space, recognising both commercial and national security interests in times of economic war.

    The authors do not work for, consult, own shares in or receive funding from any company or organisation that would benefit from this article, and have disclosed no relevant affiliations beyond their academic appointment.

    ref. The space race is being reshaped by geopolitics, offering opportunities for countries such as New Zealand – https://theconversation.com/the-space-race-is-being-reshaped-by-geopolitics-offering-opportunities-for-countries-such-as-new-zealand-256773

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI China: More tax refund stores set to open

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

    China plans to accelerate the availability of tax refund stores for eligible overseas visitors to about 10,000 shops nationwide this year, almost tripling the current number, as the country continues to boost inbound tourism and consumption, a senior official said.

    By the end of last year, China had more than 3,700 stores nationwide available for tax refunds for overseas visitors, adding more than 600 stores over the previous year, the Ministry of Commerce said.

    Promoting inbound consumption serves as an important lever to help vigorously boost consumption, and it holds great growth potential. It will also help offset the impact of additional tariffs to a certain extent, said Sheng Qiuping, vice-minister of commerce, during a conference on Thursday in Beijing.

    China will continue to optimize the layout of tax refund stores, and encourage various regions to set up such stores in major commercial complexes, shopping streets, tourist attractions, resorts, cultural and museum venues, airports, passenger ports, hotels and other places where overseas tourists gather, according to a guideline issued by the Ministry of Commerce and five other departments in late April.

    The country has lowered the starting point for tax refunds from 500 yuan ($69.3) to 200 yuan and doubled the limit for cash refunds from 10,000 yuan to 20,000 yuan.

    In addition, the country will relax the registration requirements for retailers to become tax refund stores, allowing newly opened shops that have been established for less than a year to apply to become tax refund shops, and the filing time has been shortened to within five working days, the guideline said.

    “Tax refund stores are also encouraged to broaden product offerings to include time-honored brands, renowned Chinese consumer goods, smart devices, intangible cultural heritage items, crafts and specialty products,” Sheng said.

    Globally, Japan has more than 60,000 stores that are available for tax refunds for overseas visitors, and South Korea has some 20,000 such stores. France, Germany and Italy each have over 10,000 such stores. The number of such stores in China is far from enough, the Ministry of Commerce said.

    Last year, the total expenditure of inbound tourists in China reached $94.2 billion, accounting for 0.5 percent of China’s GDP, which is lower than the proportions of 1 percent to 3 percent for major countries in the world, said the commerce ministry.

    “Accelerating the promotion of the tax refund policy will help reduce shopping costs for overseas travelers and inject new impetus to boost consumption. This is an important measure for China to cope with external uncertainties,” Sheng said.

    China has been opening its doors wider to international travelers. In 2024, the country expanded its unilateral visa-free policy to include 38 countries, allowing visits of up to 30 days, according to the National Immigration Administration.

    Multiple favorable policies have helped significantly boost inbound consumption. During the recent five-day May Day holiday, the country saw the number of inbound and outbound passenger trips of foreign visitors exceed 1.1 million, up 43.1 percent year-on-year, said the National Immigration Administration.

    Shanghai, one of the cities with the highest concentration of foreign tourists, said inbound consumption has become an important lever for it to actively respond to the trade frictions between China and the United States, and promoting inbound consumption will help the city to build itself into an international consumption center.

    MIL OSI China News

  • MIL-OSI: Mount Logan Capital Inc. Announces First Quarter 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    Declared quarterly distribution of C$0.02 per common share in the second quarter of 2025, the twenty-third consecutive quarter of a shareholder distribution

    Asset management segment generated $8.1 million in Fee Related Earnings (“FRE”) for the trailing twelve months ended March 31, 2025, a 25% increase over the prior year period

    Generated $7.8 million of Spread Related Earnings (“SRE”) for the trailing twelve months ended March 31, 2025, which reflects 1.3% of spread earnings on Ability’s assets

    During January 2025, the Company announced it entered into a definitive agreement to combine with 180 Degree Capital Corp. (Nasdaq: TURN) in an all-stock transaction. The surviving entity is expected to operate as Mount Logan Capital Inc. (“New Mount Logan”) and to be listed on Nasdaq under the symbol MLCI

    In January 2025, Mount Logan completed its previously announced investment in Runway Growth Capital LLC, a $1.3 billion private credit asset manager, alongside BC Partners Credit

    All amounts are stated in United States dollars, unless otherwise indicated

    TORONTO, May 15, 2025 (GLOBE NEWSWIRE) — Mount Logan Capital Inc. (Cboe Canada: MLC) (“Mount Logan” or the “Company”) announced today its financial results for the three months ended March 31, 2025.

    First Quarter 2025 Highlights

    • FRE for the asset management segment was $2.2 million for the quarter, an increase of 37% compared to the first quarter of 2024, due to improved economics on the Company’s service agreement with Sierra Crest Investment Management over an interval fund, and the decrease in general, administrative and other expenses from the expiry of transition services agreements and other one-time expenses incurred in the first quarter of 2024. FRE for the trailing twelve months was $8.1 million, an increase of 25% from the comparative trailing twelve-month period, primarily attributable to increases in management fees.
    • Total revenue for the asset management segment of the Company was $3.2 million, a decrease of $0.8 million, or 21%, as compared to the first quarter of 2024. The decrease was driven by a reduction in and normalization of incentive fees associated with a single managed fund in winddown, and an increase in net loss from investment activities, both of which we view as transitory elements. First quarter asset management revenues also exclude $1.2 million of management fees associated with Mount Logan’s management of the assets of Ability Insurance Company (“Ability”), a wholly-owned subsidiary of the Company. Normalized Ability management fees for the first quarter of 2025 were $1.6 million, excluding one-time expenses, which are not expected to continue throughout the remainder of the year.
    • Total net investment income for the insurance segment was $19.0 million for the three months ended March 31, 2025, a decrease of $2.8 million, or 13%, as compared to the first quarter of 2024, owing to interest expense related to the interest rate swap, decrease in bond yields and decrease in the long term investments portfolio. Excluding the funds withheld assets under reinsurance contracts and Modco, the insurance segment’s net investment income was $14.5 million, an increase of $0.4 million, or 3%, as compared to the first quarter of 2024.
    • Achieved 6.9%1yield on the insurance investment portfolio for the quarter ended March 31, 2025. This was impacted by higher investment expense on funds withheld assets under the Modco arrangement. Excluding the funds withheld under reinsurance contracts and Modco, the yield was 8.8%.
    • Ability’s total assets managed by Mount Logan increased to $645.7 million as of March 31, 2025, an increase of $28.9 million from first quarter 2024 of $616.8 million. As of March 31, 2025, the insurance segment included $1.02 billion in total investment assets, down $23.0 million, or 2%, from the first quarter of 2024 investment assets of $1.04 billion. During the quarter, Mount Logan began managing a portion of Ability’s modified coinsurance assets with Vista.
    • Book value of the insurance segment as of March 31, 2025 was $85.9 million, an increase of $3.3 million as compared to $82.6 million for the first quarter of 2024.
    • SRE for the insurance segment was $7.8 million for the trailing twelve months ended March 31, 2025, down $1.7 million from the trailing twelve months ended March 31, 2024 of $9.5 million, primarily driven by an increase in cost of funds, partially offset by increased net investment income and lower operating expenses. The increase in cost of funds was primarily driven by unfavorable in-force update to the Long Term Care business (Guardian block) of $1.8 million for the trailing twelve months ended March 31, 2025, while there was a favorable in-force update to the LTC business (Medico block) observed of $4.8 million for the twelve months ended March 31, 2024.

    Subsequent Events

    • Declared a shareholder distribution in the amount of C$0.02 per common share for the quarter ended March 31, 2025, payable on June 2, 2025 to shareholders of record at the close of business on May 27, 2025. This cash dividend marks the twenty-third consecutive quarter of the Company issuing a C$0.02 distribution to its shareholders. This dividend is designated by the Company as an eligible dividend for the purpose of the Income Tax Act (Canada) and any similar provincial or territorial legislation. An enhanced dividend tax credit applies to eligible dividends paid to Canadian residents.
    • A preliminary joint proxy statement/prospectus was filed with the United States Securities and Exchange Commission (the “SEC”) for the previously announced merger of Mount Logan with 180 Degree Capital Corp. (Nasdaq: TURN) (“180 Degree Capital”), in an all-stock transaction (the “Business Combination”). The surviving entity is expected to be a Delaware corporation operating as New Mount Logan listed on Nasdaq under the symbol “MLCI”. As required under U.S. federal securities laws and related rules and regulations, the joint proxy statement/prospectus included Mount Logan’s audited financial statements for the years ended December 31, 2024 and 2023 prepared in accordance with U.S. Generally Accepted Accounting Principles. In connection with the Business Combination, shareholders of Mount Logan will receive proportionate ownership of New Mount Logan determined by reference to Mount Logan’s transaction equity value at signing, subject to certain pre-closing adjustments, relative to 180 Degree Capital’s Net Asset Value (“NAV”) at closing. Shareholders holding approximately 26% of the outstanding shares of Mount Logan and approximately 20% of the outstanding shares of 180 Degree Capital signed voting agreements supporting the Business Combination, and an additional 8% of Mount Logan and 7% of 180 Degree Capital shareholders, respectively, have provided written non-binding indications of support for the Business Combination.
    • Portman Ridge Finance Corporation (Nasdaq: PTMN) and Logan Ridge Finance Corporation (Nasdaq: LRFC) merger remains subject to the receipt of certain shareholder approvals and the satisfaction of other closing conditions. Mount Logan currently earns management fees from LRFC and has a minority stake in PTMN’s manager, Sierra Crest Investment Management.

    Management Commentary

    • Ted Goldthorpe, Chief Executive Officer and Chairman of Mount Logan stated, “We are pleased to report our first quarter 2025 results, reflecting the continued earnings power of our asset management and insurance platforms. While AUM growth slowed in Q1 2025, consistent with broader macro challenges, we demonstrated our ability to generate strong, positive Fee Related Earnings on the asset management segment, and Spread Related Earnings in the insurance platform, providing a solid foundation for momentum in 2025. Our managed funds demonstrated performance resilience and low volatility as compared to the public credit and equity markets, which we view as a testament to our focus on private credit assets. Looking ahead, we see ample opportunities to drive AUM growth across our core managed vehicles, enact operational improvements and efficiencies, while also advancing strategic priorities to scale the business through reinvestment across our segments and accretive acquisition opportunities, which includes our recently announced transactions with 180 Degree Capital and Runway, which we believe will be significant catalysts for long-term growth and investment into our business.”

    Selected Financial Highlights

    • Total Capital of the Company was $144.9 million as at March 31, 2025, a decrease of $5.4 million as compared to December 31, 2024. Total capital consists of debt obligations and total shareholders’ equity.
    • Consolidated net income (loss) before taxes was $(13.7) million for the first quarter of 2025, a decrease of $26.8 million from $13.1 million in the first quarter of 2024. The decrease was primarily attributable to the increase in net insurance finance expenses, decrease in net investment income and increase in general, administrative and other expenses under the insurance segment, as well as an increase in corporate transaction costs under the asset management segment related to the Business Combination when compared to the first quarter of 2024.
    • Basic Earnings (loss) per share (“EPS”) was ($0.48) for the first quarter of 2025, a decrease of $0.99 from $0.51 for the first quarter of 2024.
    • Adjusted basic EPS was ($0.29) for the first quarter of 2025, a decrease of $0.83 from $0.54 for the first quarter of 2024.

    Results of Operations by Segment

    ($ in Thousands) Three Months Ended  
      March 31, 2025     December 31, 2024     March 31, 2024  
    Reported Results                
    Asset management                
    Revenue $ 3,192     $ 4,442     $ 4,030  
    Expenses   12,578       13,440       7,615  
    Net income (loss) – asset management   (9,386 )     (8,998 )     (3,585 )
    Insurance                
    Revenue (1)   18,982       (622 )     17,555  
    Expenses   23,280       (16,142 )     822  
    Net income (loss) – insurance   (4,298 )     15,520       16,733  
    Income before income taxes   (13,684 )     6,522       13,148  
    Provision for income taxes   361       37       (56 )
    Net income (loss) $ (13,323 )   $ 6,559     $ 13,092  
    Basic EPS $ (0.48 )   $ 0.25     $ 0.51  
    Diluted EPS $ (0.48 )   $ 0.23     $ 0.50  
    Adjusting Items                
    Asset management                
    Transaction costs (2)   (4,545 )     (1,921 )     (251 )
    Acquisition integration costs (3)               (250 )
    Non-cash items (4)   (737 )     (2,940 )     (346 )
    Impact of adjusting items on expenses   (5,282 )     (4,861 )     (847 )
    Adjusted Results                
    Asset management                
    Revenue $ 3,192     $ 4,442     $ 4,030  
    Expenses   7,296       8,579       6,768  
    Net income (loss) – asset management   (4,104 )     (4,137 )     (2,738 )
    Income before income taxes   (8,402 )     11,383       13,995  
    Provision for income taxes   361       37       (56 )
    Net income (loss) $ (8,041 )   $ 11,420     $ 13,939  
    Basic EPS $ (0.29 )   $ 0.44     $ 0.54  
    Diluted EPS $ (0.29 )   $ 0.40     $ 0.54  

    (1)    Insurance Revenue line item is presented net of insurance service expenses and net expenses from reinsurance contracts held.
    (2)    Transaction costs are related to business acquisitions and strategic initiatives transacted by the Company.
    (3)    Acquisition integration costs are consulting and administration services fees related to integrating a business into the Company. Acquisition integration costs are recorded in general, administrative and other expenses.
    (4)    Non-cash items include amortization and impairment of acquisition-related intangible assets and impairment of goodwill, if any.


    Asset Management

    Total Revenue – Asset Management

    ($ in Thousands)

        Three Months Ended  
        March 31, 2025     March 31, 2024  
    Management and incentive fee   $ 2,928     $ 3,494  
    Equity investment earning     282       224  
    Interest income     268       271  
    Dividend income     38       112  
    Other Income     299        
    Net gains (losses) from investment activities     (623 )     (71 )
    Total revenue — asset management   $ 3,192     $ 4,030  

    Fee Related Earnings (“FRE”)

    FRE is a non-IFRS financial measure used to assess the asset management segment’s generation of profits from revenues that are measured and received on a recurring basis and are not dependent on future realization events. The Company calculates FRE, and reconciles FRE to net income from its asset management activities, as follows:

    ($ in Thousands)

      Three Months Ended  
      March 31, 2025     March 31, 2024  
    Net income (loss) and comprehensive income (loss) $ (13,323 )   $ 13,092  
               
    Adjustment to net income (loss) and comprehensive income (loss):          
    Total revenue – insurance (1)   (18,982 )     (17,555 )
    Total expenses – insurance   23,280       822  
    Net income – asset management (2)   (9,025 )     (3,641 )
    Adjustments to non-fee generating asset management business and other recurring revenue stream:          
    Management fee from Ability   1,566       1,429  
    Interest income          
    Dividend income   (39 )     (112 )
    Net gains (losses) from investment activities(3)   623       71  
    Administration and servicing fees   504       366  
    Transaction costs   4,545       251  
    Amortization and impairment of intangible assets   737       346  
    Interest and other credit facility expenses   1,857       1,702  
    General, administrative and other   1,479       1,233  
    Fee Related Earnings $ 2,247     $ 1,645  

    (1)    Includes add-back of management fees paid to ML Management.

    (2)    Represents net income for asset management, as presented in the interim Consolidated Statement of Comprehensive Income (Loss).

    (3)    Includes unrealized gains or losses on the debt warrants.

    ($ in Thousands) Trailing Twelve Months Ended  
      March 31, 2025     March 31, 2024  
    Net income (loss) and comprehensive income (loss) $ (20,826 )   $ 26,088  
               
    Adjustment to net income (loss) and comprehensive income (loss):          
    Total revenue – insurance (1)   (65,582 )     (76,512 )
    Total expenses – insurance   60,979       35,450  
    Net income – asset management (2)   (25,429 )     (14,974 )
    Adjustments to non-fee generating asset management business and other recurring revenue stream:          
    Management fee from Ability   6,162       4,853  
    Interest income   (1 )      
    Dividend income   (425 )     (640 )
    Net gains (losses) from investment activities(3)   1,995       157  
    Administration and servicing fees   1,743       1,228  
    Transaction costs   6,468       3,814  
    Amortization and impairment of intangible assets   4,369       1,178  
    Interest and other credit facility expenses   8,090       6,425  
    General, administrative and other   5,177       4,481  
    Fee Related Earnings $ 8,149     $ 6,522  

    (1)    Includes add-back of management fees paid to ML Management.

    (2)    Represents net income for asset management, as presented across the interim Consolidated Statements of Comprehensive Income (Loss).

    (3)    Includes unrealized gains or losses on the debt warrants.

    Insurance

    Total Revenue – Insurance

    ($ in Thousands)

        Three Months Ended  
        March 31, 2025     March 31, 2024  
    Insurance service result   $ (2,197 )   $ (3,092 )
    Net investment income     19,004       21,804  
    Net gains (losses) from investment activities     6,958       2,666  
    Realized and unrealized gains (losses) on embedded derivative — funds withheld     (4,783 )     (3,829 )
    Other income           6  
    Total revenue — net of insurance services expenses and net expenses from reinsurance   $ 18,982     $ 17,555  

    Spread Related Earnings (“SRE”)

    The Company uses SRE to assess the performance of the insurance segment, excluding the impact of certain market volatility and other one-time, non-core components of insurance segment income (loss). Excluded items under SRE are investment gains (losses), effects of discount rates and other financial variables on the value of insurance obligations (which is a component of “net insurance finance income/(expense)”), other income and certain general, administrative & other expenses. The Company believes this measure is useful to securityholders as it provides additional insight into the underlying economics of the insurance segment, as further discussed below.

    For the insurance segment, SRE equals the sum of (i) the net investment income on the insurance segment’s net invested assets (excluding investment income earned on funds held under reinsurance contracts) less (ii) cost of funds (as described below) and (iii) certain operating expenses.

    Cost of funds includes the impact of interest accretion on insurance and investment contract liabilities and amortization of losses recognized for new insurance contracts that are deemed onerous at initial recognition. It also includes experience adjustments which represents the difference between actual and expected cashflows and includes the impact of certain changes to non-financial assumptions.

    The Company reconciles SRE to net income (loss) before tax from its insurance segment activities, as follows:

      Three Months Ended  
      Q1-2025     Q4-2024     Q3-2024     Q2-2024     Q1-2024     Q4-2023     Q3-2023     Q2-2023  
    Net income (loss) and comprehensive income (loss) before tax $ (13,639 )   $ 6,522     $ (17,378 )   $ 3,847     $ 13,148     $ (1,946 )   $ 16,243     $ (903 )
                                                   
    Adjustment to net income (loss) and comprehensive income (loss):                                              
    Total revenue – asset management (1)   (3,192 )     (4,442 )     (3,826 )     (3,394 )     (4,030 )     (3,723 )     (3,186 )     (2,996 )
    Total expenses – asset management   12,533       13,440       7,481       6,651       7,615       7,839       6,868       6,133  
    Net income – insurance (2)   (4,298 )     15,520       (13,723 )     7,104       16,733       2,170       19,925       2,234  
    Adjustments to Insurance segment business:                                              
    Management fees to ML Management   (1,167 )     (1,167 )     (1,501 )     (1,529 )     (1,429 )     (1,345 )     (1,110 )     (969 )
    Net (gains) losses from investment activities(3)   (5,718 )     17,681       (13,267 )     887       (2,995 )     (10,116 )     (2,113 )     (1,454 )
    Other Income(4)                                 (7,353 )            
    Net insurance finance (income)/expense(5)   12,506       (28,702 )     30,940       (5,442 )     (11,769 )     14,399       (17,684 )     (5,275 )
    Loss on onerous contracts(6)   (1,548 )     (545 )     (822 )     945       6,884       286       2,451       4,214  
    General, administrative and other(7)   600       338       239       464       447       502       1,289       1,546  
    Spread Related Earnings $ 375     $ 3,125     $ 1,866     $ 2,429     $ 7,871     $ (1,457 )   $ 2,758     $ 296  

    (1)    Includes add-back of management fees paid by Ability to ML Management.

    (2)    Represents net income before tax for the insurance segment, as presented in the annual Consolidated Statement of Comprehensive Income (Loss).

    (3)    Excludes net (gains) losses from investment activities on assets retained by the Company under funds withheld arrangement with Front Street Re and Vista.

    (4)    Represents non-operating income.

    (5)    Includes the impact of changes in interest rates and other financials assumptions and excludes interest accretion on insurance contract liabilities and reinsurance contract assets.

    (6)    Represents the unamortized portion of future interest accretion and ceded commissions paid at the time of issue of new MYGA insurance contracts. Future interest accretion and ceded commissions are amortized over the average duration of MYGA contracts reinsured which aligns with the recognition of insurance service revenue. Loss on onerous contracts are part of Insurance service expense.

    (7)    Represents certain costs incurred by the insurance segment for purposes of IFRS reporting but not the day to day operations of the insurance company.

    The following table presents SRE, the performance measure of the insurance segment:

    ($ in Thousands)

      Trailing Twelve Months Ended  
      March 31, 2025     March 31, 2024  
    Fixed Income and other investment income, net(1) $ 54,342     $ 50,502  
    Cost of funds   (38,352 )     (32,318 )
    Net Investment spread   15,990       18,184  
    Other operating expenses   (8,195 )     (8,716 )
    Spread Related Earnings $ 7,795     $ 9,468  
    SRE % of Average Net Investments   1.3 %     1.7 %

    (1)    Excludes net investment income from investment activities on assets retained by the Company under funds withheld arrangement with Front Street Re and Vista Life and Casualty Reinsurance Company (“Vista”).

    Spread related earnings (“SRE”) was $7.8 million for the trailing twelve months ended March 31, 2025 compared with $9.5 million for the trailing twelve months ended March 31, 2024, a decrease of $1.7 million. SRE decreased year over year due to higher cost of funds, partially offset by increased investment income and lower other operating expenses. Cost of funds increased primarily due to unfavorable impact of $1.8 million as a result of in-force update to LTC business (Guardian block) whereas the trailing twelve months ended March 31, 2024 had a favorable in-force impact of $4.8 million to LTC business (Medico block). Investment income increased primarily due to an increase in total insurance investment assets as a result of new multi-year guaranteed annuity (“MYGA”) business and improvement in yield across the investment portfolio. Other operating expenses decreased as a result of efforts to reduce overall operating cost.

    SRE as a percentage of average net invested assets was 1.3% for the trailing twelve months ended March 31, 2025 compared with 1.7% for the trailing twelve months ended March 31, 2024.

    Liquidity and Capital Resources

    As of March 31, 2025, the asset management segment had $77.8 million (par value) of borrowings outstanding, of which $33.8 million had a fixed rate and $44.0 million had a floating rate. As of March 31, 2025, the insurance segment had $17.3 million (par value) of borrowings outstanding, of which $14.3 million had a fixed rate and $3.0 million had a floating rate. Liquid assets, including high-quality assets that are marketable, can be pledged as security for borrowings, and can be converted to cash in a time frame that meets liquidity and funding requirements. As of March 31, 2025 and December 31, 2024, the total liquid assets of the Company were as follows:

    ($ in Thousands)

    As at   March 31, 2025     December 31, 2024
    Cash and cash equivalents   $ 125,808     $ 85,988
    Restricted cash posted as collateral     12,526       15,716
    Investments     609,514       639,932
    Management fee receivable     2,927       3,268
    Receivable for investments sold     23       17,045
    Accrued interest and dividend receivable     20,959       20,489
    Total liquid assets   $ 771,757     $ 782,438

    The Company defines working capital as the sum of cash, restricted cash, investments that mature within one year of the reporting date, management fees receivable, receivables for investments sold, accrued interest and dividend receivables, and premium receivables, less the sum of debt obligations, payables for investments purchased, amounts due to affiliates, reinsurance liabilities, and other liabilities that are payable within one year of the reporting date.

    As at March 31, 2025, the Company had working capital of $218.8 million, reflecting current assets of $241.7 million, offset by current liabilities of $22.9 million, as compared with working capital of $231.2 million as at December 31, 2024, reflecting current assets of $245.3 million, offset by current liabilities of $14.1 million. The decrease in working capital was primarily attributable to the decrease in cash within the asset management business combined with the increase in accrued expenses across asset management and insurance.

    Interest Rate Risk

    The Company has obligations to policyholders and other debt obligations that expose it to interest rate risk. The Company also owns debt assets and interest rate swaps that are exposed to interest rate risk. The fair value of these obligations and assets may change if base rate changes in interest rates occur.

    The following table summarizes the potential impact on net assets of hypothetical base rate changes in interest rates assuming a parallel shift in the yield curve, with all other variables remaining constant.

    As at   March 31, 2025     December 31, 2024  
    50 basis point increase (1)   $ (8,836 )   $ 7,559  
    50 basis point decrease (1)     5,913       (18,939 )

    (1)    Losses are presented in brackets and gains are presented as positive numbers.

    Actual results may differ significantly from this sensitivity analysis. As such, the sensitivities should only be viewed as directional estimates of the underlying sensitivities for the respective factors based on the assumptions outlined above.

    Conference Call

    The Company will hold a conference call on Friday, May 16, 2025 at 11:00 a.m. Eastern Time to discuss the first quarter financial results. Shareholders, prospective shareholders, and analysts are welcome to listen to the call. To join the call, please use the dial-in information below. A recording of the conference call will be available on our Company’s website www.mountlogancapital.ca in the ‘Investor Relations’ section under “Events”.

    Canada Dial-in Toll Free: 1-833-950-0062
    US Dial-in Toll Free: 1-833-470-1428
    International Dial-ins
    Access Code: 813165

    About Mount Logan Capital Inc.

    Mount Logan Capital Inc. is an alternative asset management and insurance solutions company that is focused on public and private debt securities in the North American market and the reinsurance of annuity products, primarily through its wholly owned subsidiaries Mount Logan Management LLC (“ML Management”) and Ability Insurance Company (“Ability”), respectively. Mount Logan also actively sources, evaluates, underwrites, manages, monitors and primarily invests in loans, debt securities, and other credit-oriented instruments that present attractive risk-adjusted returns and present low risk of principal impairment through the credit cycle.

    ML Management was organized in 2020 as a Delaware limited liability company and is registered with the SEC as an investment adviser under the Investment Advisers Act of 1940, as amended. The primary business of ML Management is to provide investment management services to (i) privately offered investment funds exempt from registration under the Investment Company Act of 1940, as amended (the “1940 Act”) advised by ML Management, (ii) a non-diversified closed end management investment company that has elected to be regulated as a business development company, (iii) Ability, and (iv) non-diversified closed-end management investment companies registered under the 1940 Act that operate as interval funds. ML Management also acts as the collateral manager to collateralized loan obligations backed by debt obligations and similar assets.

    Ability is a Nebraska domiciled insurer and reinsurer of long-term care policies and annuity products acquired by Mount Logan in the fourth quarter of fiscal year 2021. Ability is also no longer insuring or re-insuring new long-term care risk.

    Non-IFRS Financial Measures

    This press release makes reference to certain non-IFRS financial measures. These measures are not recognized measures under IFRS, do not have a standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement IFRS financial measures by providing further understanding of the Company’s results of operations from management’s perspective. The Company’s definitions of non-IFRS measures used in this press release may not be the same as the definitions for such measures used by other companies in their reporting. Non-IFRS measures have limitations as analytical tools and should not be considered in isolation nor as a substitute for analysis of the Company’s financial information reported under IFRS. The Company believes that securities analysts, investors and other interested parties frequently use non-IFRS financial measures in the evaluation of issuers. The Company’s management also uses non-IFRS financial measures in order to facilitate operating performance comparisons from period to period.

    Cautionary Statement Regarding Forward-Looking Statements

    This press release contains forward-looking statements and information within the meaning of applicable securities legislation. Forward-looking statements can be identified by the expressions “seeks”, “expects”, “believes”, “estimates”, “will”, “target” and similar expressions. The forward-looking statements are not historical facts but reflect the current expectations of the Company regarding future results or events and are based on information currently available to it. Certain material factors and assumptions were applied in providing these forward-looking statements. The forward-looking statements discussed in this release include, but are not limited to, statements about the benefits of the closing of the acquisition of a minority interest in Runway as well as the proposed transaction involving the Company and 180 Degree Capital, including future financial and operating results, the Company’s and 180 Degree Capital’s plans, objectives, expectations and intentions, the expected timing and likelihood of completion of the proposed transaction, the regulatory environment in which the Company operates, and the results of, or outlook for, the Company’s operations or for the Canadian and U.S. economies, statements relating to the Company’s continued transition to an asset management and insurance platform business and the entering into of further strategic transactions to diversify the Company’s business and further grow recurring management fee and other income and increasing Ability’s assets; the Company’s plans to focus Ability’s business on the reinsurance of annuity products; the potential benefits of combining Mount Logan’s and Ovation’s platform including an increase in fee-related earnings as a result of the acquisition; the decrease in expenses in the asset management segment; the historical growth in the asset management segment and insurance segment being an indicator for future growth; the growth and scalability of the Company’s business the Company’s business strategy, model, approach and future activities; portfolio composition and size, asset management activities and related income, capital raising activities, future credit opportunities of the Company, portfolio realizations, the protection of stakeholder value; the expansion of the Company’s loan portfolio; synergies to be achieved by both the Company and Runway through the Company’s strategic minority investment in Runway; and the expansion of Mount Logan’s capabilities. All forward-looking statements in this press release are qualified by these cautionary statements. The Company believes that the expectations reflected in forward-looking statements are based upon reasonable assumptions; however, the Company can give no assurance that the actual results or developments will be realized by certain specified dates or at all. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including that the Company has a limited operating history with respect to an asset management oriented business model; Ability may not generate recurring asset management fees, increase its assets or strategically benefit the Company as expected; the expected synergies by combining the business of Mount Logan with the business of Ability may not be realized as expected; the risk that Ability may require a significant investment of capital and other resources in order to expand and grow the business; the Company does not have a record of operating an insurance solutions business and is subject to all the risks and uncertainties associated with a broadening of the Company’s business; ability to obtain the requisite Company and 180 Degree Capital shareholder approvals, as well as governmental and regulatory approvals required for the proposed transaction with 180 Degree Capital, the risk that an event, change or other circumstance could give rise to the termination of the proposed transaction with 180 Degree Capital, the risk that a condition to closing of the proposed transaction with 180 Degree Capital may not be satisfied, the risk of delays in completing the proposed transaction with 180 Degree Capital, the risk that the businesses of the Company and with 180 Degree Capital will not be integrated successfully, the risk that the expected synergies of the acquisition of Ovation may not be realized as expected and the matters discussed under “Risks Factors” in the most recently filed annual information form and management discussion and analysis for the Company. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, a forward-looking statement speaks only as of the date on which such statement is made. The Company undertakes no obligation to publicly update any such statement or to reflect new information or the occurrence of future events or circumstances except as required by securities laws. These forward-looking statements are made as of the date of this press release.

    This press release is not, and under no circumstances is it to be construed as, a prospectus or an advertisement and the communication of this release is not, and under no circumstances is it to be construed as, an offer to sell or an offer to purchase any securities in the Company or in any fund or other investment vehicle. This press release is not intended for U.S. persons. The Company’s shares are not and will not be registered under the U.S. Securities Act of 1933, as amended, and the Company is not and will not be registered under the U.S. Investment Company Act of 1940 (the “1940 Act”). U.S. persons are not permitted to purchase the Company’s shares absent an applicable exemption from registration under each of these Acts. In addition, the number of investors in the United States, or which are U.S. persons or purchasing for the account or benefit of U.S. persons, will be limited to such number as is required to comply with an available exemption from the registration requirements of the 1940 Act.

    Contacts:
    Mount Logan Capital Inc.

    365 Bay Street, Suite 800
    Toronto, ON M5H 2V1
    info@mountlogancapital.ca

    Nikita Klassen
    Chief Financial Officer
    Nikita.Klassen@mountlogancapital.ca

    Scott Chan
    Investor Relations
    Scott.Chan@mountlogan.com

     
    MOUNT LOGAN CAPITAL INC.
    CONSOLIDATED STATEMENT OF FINANCIAL POSITION
    (in thousands of United States dollars, except share and per share amounts)
     
    As at   Notes   March 31, 2025     December 31, 2024  
    ASSETS                
    Asset Management:                
    Cash       $ 2,563     $ 8,933  
    Investments   6     25,605       21,668  
    Intangible assets   9     24,064       24,801  
    Other assets         8,622       8,187  
    Total assets — asset management         60,854       63,589  
    Insurance:                
    Cash and cash equivalents         123,245       77,055  
    Restricted cash posted as collateral   18     12,526       15,716  
    Investments   6     1,019,969       1,045,436  
    Reinsurance contract assets   13     408,492       392,092  
    Intangible assets   9     2,444       2,444  
    Goodwill   9     55,015       55,015  
    Other assets         21,298       38,183  
    Total assets — insurance         1,642,989       1,625,941  
    Total assets       $ 1,703,843     $ 1,689,530  
    LIABILITIES                
    Asset Management                
    Due to affiliates   10   $ 8,994     $ 10,470  
    Debt obligations   12     78,401       78,427  
    Derivatives – debt warrants   12     737       504  
    Accrued expenses and other liabilities         9,770       5,097  
    Total liabilities — asset management         97,902       94,498  
    Insurance                
    Debt obligations   12     17,250       14,250  
    Insurance contract liabilities   13     1,069,625       1,048,413  
    Investment contract liabilities   14     222,074       227,041  
    Derivatives   18     1,864       5,192  
    Funds held under reinsurance contracts         238,371       239,918  
    Accrued expenses and other liabilities         7,856       2,995  
    Total liabilities — insurance         1,557,040       1,537,809  
    Total liabilities         1,654,942       1,632,307  
    EQUITY                
    Common shares   11     121,372       116,118  
    Warrants   11     1,129       1,129  
    Contributed surplus         8,063       7,917  
    Surplus (Deficit)         (59,805 )     (46,083 )
    Cumulative translation adjustment         (21,858 )     (21,858 )
    Total equity         48,901       57,223  
    Total liabilities and equity       $ 1,703,843     $ 1,689,530  
     
    MOUNT LOGAN CAPITAL INC.
    CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
    (in thousands of United States dollars, except share and per share amounts)
     
          Three months ended  
        Notes March 31, 2025     March 31, 2024  
                   
    REVENUE              
    Asset management              
    Management and incentive fee   7 $ 2,928     $ 3,494  
    Equity investment earning       282       224  
    Interest income       268       271  
    Dividend income       38       112  
    other Income       299        
    Net gains (losses) from investment activities   4   (623 )     (71 )
    Total revenue — asset management       3,192       4,030  
    Insurance              
    Insurance revenue   8   23,389       22,741  
    Insurance service expenses   8   (25,534 )     (25,184 )
    Net expenses from reinsurance contracts held   8   (52 )     (649 )
    Insurance service result       (2,197 )     (3,092 )
    Net investment income   5   19,004       21,804  
    Net gains (losses) from investment activities   4   6,958       2,666  
    Realized and unrealized gains (losses) on embedded derivative — funds withheld       (4,783 )     (3,829 )
    Other income             6  
    Total revenue, net of insurance service expenses and net expenses from reinsurance contracts held — insurance       18,982       17,555  
    Total revenue       22,174       21,585  
    EXPENSES              
    Asset management              
    Administration and servicing fees   10   1,237       1,423  
    Transaction costs       4,545       251  
    Amortization and impairment of intangible assets   9   737       346  
    Interest and other credit facility expenses   12   1,857       1,702  
    General, administrative and other       4,202       3,893  
    Total expenses — asset management       12,578       7,615  
    Insurance              
    Net insurance finance (income) expenses   5   17,808       (7,252 )
    Increase (decrease) in investment contract liabilities   14   1,957       2,279  
    (Increase) decrease in reinsurance contract assets       966       3,556  
    General, administrative and other       2,549       2,239  
    Total expenses — insurance       23,280       822  
    Total expenses       35,813       8,437  
    Income (loss) before taxes       (13,684 )     13,148  
    Income tax (expense) benefit — asset management   15   361       (56 )
    Net income (loss) and comprehensive income (loss)     $ (13,323 )   $ 13,092  
    Earnings per share              
    Basic     $ (0.48 )   $ 0.51  
    Diluted     $ (0.48 )   $ 0.50  
    Dividends per common share — USD     $ 0.01     $ 0.02  
    Dividends per common share — CAD     $ 0.02     $ 0.02  
                       

    1The yield is calculated based on the net investment income less management fees paid to Mount Logan divided by the average of investments in financial assets for the current year and prior year.

    The MIL Network

  • MIL-OSI Economics: Business Opportunities Seminar (BOS)

    Source: African Development Bank Group
    The African Development Bank Group is pleased to announce its upcoming Business Opportunities Seminar (BOS), taking place on 29 May 2025 from 8:00 am to 4:00 pm in Abidjan, Côte d’Ivoire on the sidelines of its Annual Meetings. The event will be livestreamed on the Bank’s YouTube and LinkedIn channels.

    MIL OSI Economics

  • MIL-OSI USA: Read More (Rep. Steube and Sen. Moody Introduce Tax Relief for Victims of Crimes, Scams, and Disasters Act)

    Source: United States House of Representatives – Congressman Greg Steube (FL-17)

    May 15, 2025 | Press ReleasesWASHINGTON —  U.S. Representative Greg Steube (R-Fla.) and Senator Ashley Moody (R-Fla.) today introduced the Tax Relief for Victims of Crimes, Scams, and Disasters Act to restore the casualty and theft loss tax deduction for Americans who have suffered devastating losses from fraud, cybercrime, structural home failures, or natural disasters.Under current law, taxpayers can only deduct casualty and theft losses if the loss occurred in a federally declared disaster area. This recent restriction, which has been a burden on so many Florida seniors and families, is on a previously allowed deduction dating back to before the start of the federal income tax which allowed many victims to deduct losses on assets they no longer possess. The Tax Relief for Victims of Crimes, Scams, and Disasters Act restores this deduction and retroactively applies it for tax years 2018 through 2024, providing much-needed relief to victims of theft.This bill addresses the recent policy recommendations by National Taxpayer Advocate Erin M. Collins, who was appointed by Treasury Secretary Steven Mnuchin during the Trump Administration.“Hardworking Americans, especially seniors, who fall victim to scams, cybercrime, or disasters should not be forced to pay taxes on income they no longer have,” said Rep. Steube. “Victims of crime, calamity, and fraud deserve peace of mind as they work to regain their footing. This bill protects Americans who have lost everything by restoring fairness and common sense to the tax code.”“As hurricane season is around the corner, I will continue supporting policies that protect Floridians from scammers and fraudsters,” said Senator Moody. “My Tax Relief for Victims of Crimes, Scams and Disasters Act will provide commonsense tax relief for victims, often seniors, who have been financially devastated by scams, crimes, or destruction from disasters. This legislation will help folks get back on their feet when they experience hardship. When I was Attorney General of Florida, I made sure to fight for Floridians who fell victim to scams, and I will continue bringing this fight to D.C. so that folks have the protections they need.”The Tax Relief for Victims of Crimes, Scams, and Disasters Act is supported by the AARP, AICPA-CIMA, AMAC Action, American Land Title Association, CFP Board, The Elder Justice Coalition, Family Business Coalition, Financial Services Institute, Investment Advisers Association, the National Association of Consumer Advocates, National Association of Enrolled Agents, National Association of Realtors, Operation Shamrock, and National Association of Government Defined Contribution Administrators (NAGDCA). 
    “Family-owned businesses are built over generations, and when they fall victim to scams, disasters, or structural failures, the impact is devastating. Congressman Steube’s Tax Relief for Victims of Crimes, Scams, and Disasters Act restores a vital protection in the tax code that ensures these families aren’t taxed on income they’ve lost through no fault of their own. This is a common-sense targeted fix that reflects the realities family businesses face today.” —Palmer Schoening, Chairman of Family Business Coalition Background:Along with their work on the Tax Relief for Victims of Crimes, Scams, and Disasters Act, Representative Steube and Senator Moody have championed the needs of victims of natural disasters and scams. In the last Congress, Representative Steube’s bipartisan Federal Disaster Tax Relief Act was passed and signed into law. This casualty loss legislation delivered much-needed tax relief for victims of disasters across 48 states between 2021 and 2025. While serving as Florida Attorney General, Moody helped lead the fight to prevent cybercriminals from targeting senior citizens, including shutting down six cyber schemes in less than three months in 2024. 
    Read the full bill here.

    MIL OSI USA News

  • MIL-OSI USA: Duckworth Presses FAA Officials on What the Agency is Doing Right Now to Prevent Even More Failures Like Recent Newark ATC Blackouts

    US Senate News:

    Source: United States Senator for Illinois Tammy Duckworth
    May 14, 2025
    [WASHINGTON, D.C.] – Former Blackhawk helicopter pilot and U.S. Senator Tammy Duckworth (D-IL)—a member of the U.S. Senate Committee on Commerce, Science and Transportation (CST) and Ranking Member of the Aviation Subcommittee—today pressed top FAA officials on what the agency is doing right now to prevent further failures like the ongoing situation at Newark Airport from happening at other airports across the country, in addition to addressing the urgent need to update our air traffic control systems over the long term. The Senator’s opening statement and questioning can be found on her YouTube.
    “The deadly DCA crash, spike in near misses and recent air traffic control equipment outages impacting Newark have been terrifying, but they are not surprising,” said Duckworth. “I’ve been sounding the alarm about close calls and aging equipment for years—because the urgent need to overhaul our air traffic control systems, which will take years, has been so clear for so long. But in addition to that long-term overhaul, right now FAA must ramp up their efforts to proactively mitigate foreseeable risks—like what’s happening at Newark Airport or the recent near-misses at DCA.”
    Additionally, Duckworth slammed the Trump Administration’s drastic cuts to FAA staff—with 700 employees reportedly having accepted FAA’s first deferred resignation offer and more than 2,000 projected to accept it in a second round—for being detrimental to the agency’s mission of protecting the flying public. Duckworth stressed, “Acting FAA Administrator Rocheleau said he expects a further reduction in force. We’ve been told the administration isn’t terminating air traffic controllers or others who are critical for safety—but FAA’s mission is literally safety. How do they think firing thousands of dedicated employees is going to help FAA meet this safety-critical moment?”
    For years—long before the deadly DCA crash—Duckworth has been sounding the alarm that we must make these critical aviation safety investments immediately to prevent all-too-often near-misses from becoming catastrophic tragedies. Last Congress, Duckworth chaired two CST Aviation Subcommittee hearings—one last December and the other a year prior—to address our aviation industry’s chilling surge in near-deadly close calls and underscore the urgent need to improve air traffic control systems to protect the flying public.
    As our nation continues to experience an air traffic controller shortage amid multiple near-misses, midair collisions and communication outages, Duckworth has underscored how critical it is that the FAA does not sacrifice effectiveness in favor of efficiency by lowering its longstanding high standards that new controllers must meet. Two weeks after the horrific DCA aircraft collision that killed 67 passengers and crew, the Trump Administration began firing hundreds of FAA employees. Last month, Duckworth sent a letter to FAA Acting Administrator Rocheleau on the reasoning behind these cuts to the workforce.
    -30-

    MIL OSI USA News

  • MIL-OSI USA: Governor Stein Shares Recommendations on Proposed FEMA Reforms

    Source: US State of North Carolina

    Headline: Governor Stein Shares Recommendations on Proposed FEMA Reforms

    Governor Stein Shares Recommendations on Proposed FEMA Reforms
    lsaito

    Raleigh, NC

    Governor Josh Stein this week shared his recommendations on key reforms at the Federal Emergency Management Agency (FEMA) to improve federal disaster response. Governor Stein provided his input to the President’s FEMA Review Council in a letter in response to the Department of Homeland Security’s request for public input.  

    “Nobody wants disaster to strike their state, but we know that simply hoping for the best is not a viable strategy. We must take steps to make disasters less deadly and less costly while also being ready to support survivors when storms hit,” said Governor Stein. “North Carolina remains committed to working in good faith with the federal government and this Council on ways to improve federal disaster support, and we encourage the Council to keep the needs of our people at the forefront. Let’s improve FEMA, not abolish it.”

    Governor Stein proposed the following four specific reforms: 

    1. Offer fast, flexible funding. “The federal funds that arrive in communities after a disaster are a lifeline for people and governments, but it is no secret that these funds often move too slowly and with too much red tape,” said Governor Stein. Stein proposed that FEMA disburse block grants, with states submitting pre-approved action plans to FEMA before disaster strikes so that they remain accountable.  
    2. Make permanent repairs immediately eligible for FEMA Funding. Governor Stein pointed out that currently, FEMA funds can only be used to rebuild structures to temporary or pre-storm condition. Directing those funds toward permanent repairs would save taxpayer dollars and make structures stronger and more resilient.  
    3. Move away from reimbursement programs to better support local governments. Current reimbursable programs require cash-strapped local governments to put up funding or seek funding from the state to complete a project that is then subject to FEMA reimbursement. FEMA should shift to monitoring and compliance rather than gradually approving projects one-by-one in order to get money to local governments faster.  
    4. Streamline the process for survivors. Disaster survivors currently have to fill out a variety of convoluted forms in order to apply for help. A common application that is sent to all relevant federal agencies would reduce the burden on survivors and help agencies coordinate with each other. 

    Governor Stein also urged the FEMA Review Council to maintain federal involvement in disaster preparedness and recovery, particularly through supporting resilience efforts in communities that are vulnerable to disasters. FEMA recently cancelled the Building Resilient Infrastructure and Communities (BRIC) program that was funding disaster preparedness construction in North Carolina, and Governor Stein suggested that while the program can be improved, it should not be permanently cancelled. 

    Resilience efforts save lives and money. A recent U.S. Chamber of Commerce report found that every $1 spent on resilience and disaster preparedness saves $13 in economic impact, damage, and clean-up costs. 

    Click here to read Governor Stein’s full letter. 

    May 15, 2025

    MIL OSI USA News

  • MIL-OSI USA: McClellan Joins SEEC Energy and Commerce Members to Slam Republicans’ Attack on American Health and Affordability

    Source: United States House of Representatives – Congresswoman Jennifer McClellan (Virginia 4th District)

    This week, Congresswoman Jennifer McClellan (VA) joined House Sustainable Energy and Environment Coalition (SEEC) members on the House Energy and Commerce Committee, slamming House Republicans’ obscene budget reconciliation plan to gut life-saving pollution reduction programs, raise Americans’ electricity bills, cut off critical support for high-tech American manufacturing, and legalize corruption for oil and gas companies. These members included SEEC Co-Chairs Reps. Doris Matsui (CA) and Paul Tonko (NY) and were joined by their fellow SEEC colleagues Reps. Nanette Barragán (CA), Kathy Castor (FL), Yvette Clarke (NY), Debbie Dingell (MI), Kevin Mullin (CA), Alexandria Ocasio-Cortez (NY), Scott Peters (CA), Kim Schrier (WA), and Darren Soto (FL)

    “I know the Trump Administration and some of my colleagues on the other side of the aisle don’t like the word environmental justice, but what environmental justice is designed to do is recognize that there are communities in this country — white, black, low-income, urban and rural — where energy projects were put in place with no input from the community, where the people didn’t have the resources to fight back or even knew what was happening,” said Congresswoman McClellan. “These are the same communities that have some of the poorest health outcomes in the country. We should want to help address centuries of injustice and invest in those communities, but this bill guts those programs altogether – that’s not justice.”

    “Republicans’ reconciliation bill is a shameless sell-out to corporations at the expense of hard-working Americans’ health and prosperity,” said Congresswoman Matsui. “This bill eliminates and defunds pollution protections and pollution reduction programs that my constituents rely on, illegally and insidiously clawing back funding that is already supporting projects in communities across this country. In my district, La Familia Counseling Center was poised to do transformative work with their Community Change Grant—but Republicans are gutting that progress to pay for tax breaks for their billionaire friends. As if that weren’t enough, Republicans’ bill contains a shocking and outrageous attempt to legalize corruption for oil and gas companies, allowing polluting corporations to simply buy all the permits they need to build a pipeline through American communities, no questions asked. This kind of bribery is how dictatorships operate. This is not how America works. We cannot allow this egregious corruption to become law.”

    “My Republican colleagues claim they are going after the clean energy programs that are, in their words ‘reckless’ and favor ‘wokeness over sensible policy,’” said Congressman Tonko. “Which programs are those? Is it the $12 million in unobligated funds to reduce air pollution in schools? How about DOE money to train contractors to retrofit people’s homes? What about money to upgrade our ports with the latest and greatest technologies? These are just a few examples of commonsense investments that are being targeted today that are creating American jobs and deploying new technologies that will indeed reduce pollution. And when you start to list them out, you can see how ridiculous this proposal is. But why on Earth would Republicans be doing this? Well, we know these funds will be used to partially offset yet another round of tax cuts, the benefits of which will overwhelmingly go to the wealthiest.”

    “Republican cuts to environmental justice grants will directly harm the health of our communities,” said Congresswoman Barragán. “Medicaid helps many access and afford health care in vulnerable communities with clean air and water challenges. Yet, Republicans have proposed the largest Medicaid cut in history. It’s all connected and Republicans want to go backward on the environment and health care access.”

     “You should hold on to your wallets, because House Republicans are coming after your electric bills to pay for a massive tax giveaway to billionaires like Elon Musk,” said Congresswoman Castor. “Because let’s face it, American families are being financially squeezed right now – especially my neighbors in Florida still struggling to rebuild from Hurricanes Helene and Milton. Utility companies in at least 19 states have hiked rates as much as $40 per month since the Trump administration began. Republicans have not brought forth a single bill to lower energy costs for hardworking American families. Instead, what they’re offering today is a handout to big oil companies and polluters and the impact will be to raise your electric bill.” 

    “There’s nothing and no one House Republicans won’t betray just to fund obscene tax breaks for their wealthy donors,” said Congresswoman Clarke. “By taking an axe to the critical programs Americans rely on to protect them from the climate crisis, reduce pollution, and keep energy affordable, our colleagues across the aisle have once again proven they are incapable of putting the needs of their communities above the demands of their billionaire puppet masters.”

    “What this bill does is create total chaos for the auto industry in repealing EPA’s emission standards for light and medium-duty vehicles and NHTSA’s corporate average fuel economy standards. What the domestic auto industry needs now more than anything is certainty. My priority is to protect American jobs, maintain our competitive edge in automotive manufacturing, ensure the United States leads in technology and innovation, and that we cede our leadership to nobody,” said Congresswoman Dingell. “Our policies must reflect the priorities on the ground, prioritize consumer choice and offer a practical, ambitious path forward. To remain competitive, the US must align with the global shift towards hybrids, electric vehicles, and down the road, who else knows what other technology. Here’s a fact. The global marketplace wants electric vehicles and I will be damned if I let China beat us in that market.”

    “Republicans are ramming through a disastrous, ugly budget bill that is going to cause widespread harm to Americans and our environment. Why? So they can give massive tax cuts to billionaires, corporations, and oil companies. Republicans want to strip health care away from over 13.7 million Americans who rely on Medicaid, which will raise prices for the privately insured too,” said Congressman Mullin. “The bill also cuts funding for clean energy innovation while allowing oil and gas companies to buy their way out of having to follow environmental laws. This will stagnate American progress in developing affordable, sustainable solutions to meet our energy needs. This isn’t efficiency, it’s cruelty and Republicans are making it clear that they don’t care about raising costs for working families.”

    “In my time here in Congress, I have participated in investigations of large corporations that have poisoned communities across the country. A lot of times, these communities were poisoned due to large corporations that were exploiting corrupt loopholes in the law in order to poison the most vulnerable communities in America,” said Congresswoman Ocasio-Cortez. “And I deeply fear that there is a loophole and similar provision in this bill. This bill allows gas companies to pay $1 million in order for their project to bypass the traditional permitting process. In fact, this bill allows natural gas pipeline projects to pay a fee of $10 million to cut the line and bypass the normal permitting process. Allowing massive corporations to simply cut a check to bypass the very real reasons why permitting exists in the first place, poses a deep and grave danger to people across the country.”

    “Last Congress, my Republican colleagues were insistent that we should have an all-of-the-above energy strategy, one that leveraged our natural resources, unleashed American innovation, and cut through bureaucratic red tape,” said Congressman Peters. “Which is why I am confused that we are considering a reconciliation bill that picks winners and losers, and elevates expensive, outdated, and inefficient sources like coal over cheap American-made energy like solar, wind, and storage. Why does this bill provide government-backed insurance to coal plants, as the President of the United States single-handedly kills hundreds, if not thousands, of clean energy jobs across the country by illegally targeting projects and weaponizing the permitting process?” 

    “This bill completely bypasses communities and landowners, and these ‘pay-to-play’ provisions put not just a thumb but an entire arm, maybe a body on the scale favoring oil and gas,” said Congresswoman Schrier. “It’s giant corporations like Shell, BP, Chevron. They’re the ones that have the wherewithal to pay to bypass all permitting requirements. This bill is more of the ‘drill baby drill’ agenda that we hear every week from our Republican colleagues. I’m all for streamlining permitting to address energy demand and infrastructure that has real impacts on our communities. But there’s ways to streamline permitting and get new energy resources online without sidelining solar, wind, nuclear, hydropower, or hydrogen projects. Streamlining permitting is key if we’re going to meet energy demand. Clean power should have the same opportunity as oil and gas and we shouldn’t be disregarding important environmental protections.”

    “This is a bad deal for the South, whether it’s consumers in Florida or whether it’s all these high-paying jobs going to all these Southern states. This is a job killer,” said Congressman Soto. “In addition, adding in defunding of interstate transmission lines. I’ve heard from both sides of the aisle how often this is critical. So why in the world would you defund the interstate transmission lines? That makes no sense. That will raise energy prices. It will prevent efficiencies in the market. And it will prevent different states from specializing in new types of energy, whether it’s modular nuclear or renewable energy that’s being formulated here in Florida.”

    Background

    House Republicans are gutting critical pollution protections and pollution reduction programs, raising American household energy costs, pulling the rug out from under America’s manufacturing sector, and creating a brazen new “pay-to-play” bribery scheme for polluting corporations. Here’s what the bill does:   

    • Repeals and rescinds funding from Environmental Protection Agency programs that protect Americans from pollution and help American households save money on energy costs and medical bills. Some of these programs include:
      • Greenhouse Gas Reduction Fund that is dedicated to lowering energy bills and cutting pollution.
      • Environmental and Climate Justice Block Grants that support disadvantaged communities to reduce pollution and pollution-related health impacts in their communities.
      • Methane Emissions and Waste Reduction Incentive Program to reduce pollution and waste from the oil and gas sector, improving the health and economic well-being of overburdened communities, while also saving energy.
      • Clean Heavy Duty Vehicle Program that helps communities replace old polluting diesel engines and vehicles—some of the dirtiest vehicles on the road—with new, clean vehicles.
      • Clean Ports Program that helps improve air quality around U.S. ports and address the public health and environmental impacts to surrounding communities.
    • Repeals life-saving Clean Air Act standards for vehicle pollution and fuel efficiency that help Americans save money at the pump and improve health outcomes in our communities.
    • Eliminates funding for the Department of Energy Loan Programs and the Advanced Industrial Facilities Deployment Program that help commercialize next-generation American-made technology, bringing manufacturing back to America and creating good-paying jobs, while also developing cutting-edge technologies that save Americans money and reduce pollution in American communities.
    • Creates a pay-to-play bribery scheme for polluters that allows oil and gas companies to pay a fee and bypass standard permitting, environmental reviews, and judicial review processes. Whether it’s a natural gas pipeline or a natural gas export terminal, companies can simply buy all the permits they need to build their pipeline through your community. This is blatant and unconscionable corruption. 

    Republicans had multiple opportunities to improve the bill and ensure that Americans’ pocketbooks, health, and livelihoods are protected, but Republicans repeatedly rejected Democratic amendments, including Democratic-led efforts to: 

    • Ensure that this bill does not raise energy costs for American households. Representative Castor’s amendment would have required the U.S. Energy Information Administration to publish the impacts of the Energy Subtitle of the bill on monthly energy costs for American households.
    • Protect the health and safety of our families and communities. Representative Dingell’s amendment would have prevented the repeal of the Greenhouse Gas Reduction Fund.
    • Hold polluters accountable and prevent the legalization of corruption under this bill. Representative Ocasio-Cortez’s amendment would have required the Inspector General of the Department of Energy to certify that this bill will not increase risks of corruption or ‘pay-to-play’ politics.
    • Protect American energy independence and deliver cheap energy to Americans. Representative Auchincloss’ amendment would have prevented the energy provisions from going into effect until the Secretary of Energy certifies that tariffs on energy imports are no greater than they were on January 19, 2025.  

    ###

    MIL OSI USA News

  • MIL-OSI Russia: Dmitry Chernyshenko: The creation of fundamental models makes Russia a leader in the field of artificial intelligence

    Translation. Region: Russian Federal

    Source: Government of the Russian Federation – An important disclaimer is at the bottom of this article.

    Previous news Next news

    Dmitry Chernyshenko opened the plenary session of the VII International Scientific Forum

    The Plekhanov Russian University of Economics is hosting the 7th International Scientific Forum “Step into the Future: Global Foresight, Artificial Intelligence, and Strategic Leadership.” It is dedicated to the development of artificial intelligence (AI) technologies and achieving Russia’s strategic leadership in the context of globalization and geopolitical challenges.

    Deputy Prime Minister Dmitry Chernyshenko opened the plenary session on the topic of international foresight – a joint study to update priority areas of fundamental and exploratory research in the field of AI within the framework of strategic objectives defined by the President and the Government.

    The Deputy Prime Minister called the words of President Vladimir Putin a strategic guideline: “Our direct responsibility is to participate equally in the global race to create strong AI.” He emphasized that it is necessary to agree at the Plekhanov Russian University of Economics, as well as at regional and international sessions: what goals should be “hit” so that Russia remains a leader among other countries in strong AI. The Ministry of Economic Development and the Ministry of Education and Science are preparing a unified research program in the field of AI, within the framework of which funds will be allocated for research that falls within the foresight areas. Universities must definitely get involved in the work.

    According to Dmitry Chernyshenko, AI is already changing our professional landscape, especially in those areas in which flagship AI research centers (RCs) operate: transport and logistics, construction and smart city, medicine, industry, etc.

    “We need to look ahead and foresee which niches are most in demand by our economy. There are areas where we can help with developments in the field of artificial intelligence that meet our Russian specifics, including cultural, social, and technological ones. To do this, we need to create domestic datasets. The groundwork is already in place, we need to popularize our “data lakes”. Collaboration between universities and students is an ideal support for creating domestic datasets as part of an educational program and research projects. Not only is the technology itself changing, there is a shift in the paradigm of thinking,” the Deputy Prime Minister noted.

    He also added that the world is constantly looking for improvements. The pace requires not just watching, but getting involved: “We are proud that Russia is one of the few countries that has its own fundamental AI models. This is a great achievement.”

    The top 15 models of the MERA benchmark, which was created and is being run by the Russian Alliance in the field of AI, include models from several members of the AI Alliance. According to the Deputy Prime Minister, there is healthy competition for leadership within the Russian AI community – this is the path to development, as is world-class collaboration, which does not stop in science.

    The state already supports 12 research centers in the field of AI. Now the selection of flagship RCs of the third wave is underway, and an assessment by experts is underway.

    Dmitry Chernyshenko emphasized the role of science in advancing frontiers in various fields, such as the study of matter, vaccines, and cancer drugs.

    “On the instructions of the President, the International AI Alliance together with SAPFIR are currently working on preparing an international foresight. We are targeting two tracks: foresight in Russia and abroad. We are conducting a foreign foresight to synchronize our watches with the international community and set up cooperation. Third-wave AI centers are focused specifically on foresight areas. After holding individual foresight sessions, a pool of proposals will be formed to update the composition of sub-areas and research tasks,” the Deputy Prime Minister said.

    In conclusion, Dmitry Chernyshenko noted the need to include universities in the organization of the international scientific foresight and instructed them to organize such discussions by inviting foreign experts, scientists and researchers from the field of AI. Each of the invited universities will have time to hold its own foresight session from May to September 2025. The results of the discussions will be consolidated by SAPFIR under the leadership of the Ministry of Economic Development of Russia. The results are planned to be presented to Russian President Vladimir Putin.

    Rector of the Plekhanov Russian University of Economics Ivan Lobanov thanked the Government and Dmitry Chernyshenko personally for their trust and emphasized that the university pays special attention to the development of AI. According to him, Plekhanov University is always in the vector of fulfilling the tasks set by the President and the Government, so the university plans to actively implement the announced approaches and solutions.

    “Today, Plekhanov Russian University of Economics is one of the flagships of the development of the artificial intelligence industry in Russia, we are actively integrating AI into the educational process. The Center for Advanced Research in Artificial Intelligence was created at Plekhanov University, which is engaged in scientific research in the field of explainable and generative AI, implements AI in the field of medicine, develops security solutions based on neural networks, and applied research is also conducted in the Educational and Scientific Laboratory of Artificial Intelligence, Neurotechnology and Business Analytics. Plekhanov Russian University of Economics trains highly qualified specialists in the field of AI, big data and machine learning, and our students test the use of AI in the educational process, learn to work with data and train neural network models,” the rector said.

    The forum brought together leading experts from Russia and abroad, including representatives of the Ministry of Economic Development of Russia, specialized scientific institutes, large companies and international organizations. The event was also attended by First Deputy Minister of Economic Development Maxim Kolesnikov, Deputy Head of the Presidential Administration for the Development of Information and Communication Technologies and Communications Infrastructure Oleg Khorokhordin, Director of the Strategic Agency for Support and Formation of AI Developments Tatyana Soyuznova, representatives of Sberbank PJSC, the Alliance in the Sphere of Artificial Intelligence Association, and the Union of Chinese Entrepreneurs in the Russian Federation.

    The key organizers of foresight in Russia are the International AI Alliance, which includes 17 industry associations from 14 countries, including the Russian AI Alliance, and the Strategic Agency for Support and Formation of AI Developments (SAPFIR), created on the basis of the Skolkovo Foundation in early 2025.

    It is planned that the results of the foresight will be summed up at the annual conference “Journey into the World of Artificial Intelligence” at the end of 2025.

    Please note: This information is raw content directly from the source of the information. It is exactly what the source states and does not reflect the position of MIL-OSI or its clients.

    MIL OSI Russia News

  • MIL-OSI: Binah Capital Group Reports First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    – Grew Total Revenue 18% Year-over-Year to $49 Million –

    – Assets Under Management (“AuM”) Increased 3% Year-over-Year to $26 Billion –

    – Net Income of $1 Million –

    – Increased EBITDA1to $2.2 Million from $(0.0) Million in the Prior Year –

    NEW YORK, May 15, 2025 (GLOBE NEWSWIRE) — Binah Capital Group, Inc. (“Binah”, “Binah Capital” or the “Company”) (NASDAQ: BCG; BCGWW), a leading financial services enterprise that owns and operates a network of industry-leading firms empowering independent financial advisors, today announced results for the quarter ended March 31, 2025.

    “We once again delivered strong results, which is a continued testament to our differentiated RIA platform,” stated Craig Gould, Chief Executive Officer of Binah Capital Group. “Highlighting our business model’s sustained momentum and the effective execution of our growth initiatives, we achieved double-digit year-over-year growth in both revenue and EBITDA while delivering GAAP profitability in the first quarter. Subsequent to quarter-end, we were pleased to welcome Bleakley Financial Group to the Binah family, underscoring the strength of our open-architecture platform and the confidence that leading entrepreneurial firms place in Binah. Additionally, we further expanded and strengthened our executive leadership with the appointment of Ryan Marcus as our Chief Business Development and Engagement Officer. Looking ahead, we believe our resilient and differentiated platform leaves us well-positioned to navigate the dynamic macro environment and drive long-term shareholder value.”

    First Quarter 2025 Key Highlights

    • Total advisory and brokerage assets in the first quarter grew 3% year-over-year to $26 billion.
    • Total revenue increased 18% year-over-year to $49 million.
    • Gross profit of $8.6 million, compared to $7.8 million in the prior-year period.
    • Total operating expenses were $7 million, compared to $10 million in the prior-year period. The change in operating expenses was primarily due to costs incurred in the prior-year period related to the consummation of the business combination but did not occur in the first quarter of 2025.
    • GAAP net income of $1 million, compared to GAAP net loss of $(1.6) million in the prior-year period.
    • EBITDA* increased to $2.2 million, compared to an EBITDA of $(0.0) in the prior year period. The increase was primarily attributable to higher revenue growth and lower expenses, as the first quarter 2025 did not include the business combination related costs that occurred in the prior-year period.

    Liquidity and Capital

    The Company had cash and cash equivalents of $9 million and outstanding long-term debt of $25 million as of March 31, 2025.

    _______________

    * See “Non-GAAP Financial Measures” below for additional information and a reconciliation to GAAP for all Non-GAAP metrics.

    About Binah Capital Group

    Binah Capital Group (“Binah Capital”, “Binah” or the “Company,” is a financial services enterprise that owns and operates a network of industry-leading firms that empower independent financial advisors. As a national broker-dealer aggregator, Binah specializes in delivering value through its innovative hybrid-friendly model, making it an optimal platform for RIAs navigating today’s complex financial landscape. Binah’s portfolio companies are built to help advisors run, manage, and execute commission-based business seamlessly while providing best in class resources to support their advisory practice. We don’t just offer tools—we cultivate partnerships. Binah Capital Group stands alongside RIAs as a trusted ally, delivering the structure, flexibility, and cutting-edge solutions they need to succeed in an increasingly competitive marketplace.

    For more, please visit: www.binahcap.com

    Contact:

    Binah Capital Investor Relations
    ir@binahcap.com

    Binah Capital Public Relations
    media@binahcap.com

    Non-GAAP Financial Measure

    EBITDA is a non-GAAP financial measure, defined as net income (loss) adjusted for depreciation expense, amortization, interest expense and income tax. The Company presents EBITDA because management believes that it can be a useful financial metric in understanding the Company’s earnings from operations. EBITDA is not a measure of the Company’s financial performance under GAAP or liquidity and should not be considered as an alternative to net income or any other performance measure derived in accordance with GAAP. The principal limitations of EBITDA are that it excludes certain expenses that are required by U.S. GAAP to be recorded in our consolidated financial statements. In addition, EBITDA is subject to inherent limitations as these metrics reflect the exercise of judgment by management about which expenses are excluded or included in determining EBITDA. A reconciliation of EBITDA to Net income, the most directly comparable GAAP measure, appears below.

    Forward-Looking Statements

    This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended that are intended to be subject to the “safe harbor” created by those sections and other applicable laws. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors that could cause actual results to differ materially from such statements, many of which are outside the control of Binah. Forward-looking statements include, but are not limited to statements regarding: Binah’s financial and operational outlook; Binah’s operational and financial strategies, including planned growth initiatives and the benefits thereof, Binah’s ability to successfully effect those strategies, and the expected results therefrom. These forward-looking statements generally are identified by the words “believe,” “project,” “estimate,” “expect,” ‎‎”intend,” “anticipate,” “goals,” “prospects,” “will,” “would,” “will continue,” “will likely result,” and similar expressions (including the negative versions of such words or expressions).

    While Binah believes that the assumptions concerning future events are reasonable, it cautions that there are inherent difficulties in predicting certain important factors that could impact the future performance or results of its business. The factors that could cause results to differ materially from those indicated by such forward-looking statements include, but are not limited to: our ability to comply with supervisory and regulatory compliance obligations, the risk we may be held liable for misconduct by our advisors; poor performance of our investment products and services; our ability to effectively maintain and enhance our brand and reputation; our ability to expand and retain our customer base; our future capital requirements and sources and uses of cash; the risk that an increase in government regulation of the industries and markets in which we operate could negatively impact our business; the impact of worldwide and regional political, military or economic conditions, including declines in foreign currencies in relation to the value of the U.S. dollar, hyperinflation, devaluation and significant political or civil disturbances in international markets; and the effectiveness of Binah’s control environment, including the identification of control deficiencies.

    These forward-looking statements are also affected by the risk factors, forward-looking statements and challenges and uncertainties set forth in documents filed by Binah with ‎the U.S. Securities and Exchange Commission from time to time, including the Annual ‎Report on Form 10-K and Quarterly Reports on Form 10-Q and subsequent ‎periodic reports. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Binah cautions you not to place undue reliance on the ‎forward-looking statements contained in this press release. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Binah assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Binah does not give any assurance that it will achieve its expectations.

    Binah Capital Group Consolidated Balance Sheet

    BINAH CAPITAL GROUP, INC.
    CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
    MARCH 31, 2025 AND DECEMBER 31, 2024
    (in thousands, except per share amounts)
                 
        Unaudited        
        March 31, 2025     December 31, 2024  
    ASSETS                
    Assets:                
    Cash, cash equivalents and restricted cash   $ 8,821     $ 8,486  
    Receivables, net:                
    Commission receivable     9,603       9,198  
    Due from clearing broker     565       873  
    Other     1,672       938  
    Property and equipment, net     511       599  
    Right of use assets     3,574       3,730  
    Intangible assets, net     933       1,021  
    Goodwill     39,839       39,839  
    Other assets     2,359       1,993  
                     
    Total Assets   $ 67,877     $ 66,677  
                     
    LIABILITIES AND STOCKHOLDERS’ EQUITY                
                     
    Liabilities:                
    Accounts payable, accrued expenses and other liabilities   $ 11,332     $ 10,208  
    Commissions payable     11,460       11,468  
    Operating lease liabilities     3,675       3,820  
    Notes payable, net of unamortized debt issuance costs of $702 and $739 as of March 31, 2025 and December 31, 2024, respectively     19,091       19,561  
    Promissory notes-affiliates     5,313       5,442  
                     
    Total Liabilities     50,870       50,499  
                     
    Mezzanine Equity:                
    Redeemable Series A Convertible Preferred Stock, par value $0.0001, 2,000,000 shares authorized, 1,572,000 and 1,555,000 shares outstanding at March 31, 2025 and December 31, 2024     15,121       14,947  
    Stockholders’ Equity:                
    Series B Convertible Preferred Stock, par value $0.0001, 500,000 shares authorized, 150,000 shares outstanding at March 31, 2025 and December 31, 2024     1,500       1,500  
    Common stock, $0.0001 par value, 55,000,000 authorized, 16,602,460 issued and outstanding at March 31, 2025 December 31, 2024            
    Additional paid-in-capital     22,606       22,984  
    Accumulated deficit     (22,220 )     (23,253 )
    Total Stockholders’ Equity and Mezzanine Equity     17,007       16,178  
                     
    TOTAL LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY   $ 67,877     $ 66,677  


    Binah Capital Group Consolidated Statement of Operations

    BINAH CAPITAL GROUP, INC.
    CONSOLIDATED STATEMENTS OF OPERATIONS
    FOR THE PERIODS ENDED MARCH 31, 2025 AND 2024
    (in thousands, except per share amounts)
           
        Three months ended March 31,  
        2025     2024  
    Revenues:            
    Revenue from Contracts with Customers:                
    Commissions   $ 41,141     $ 34,395  
    Advisory fees     6,916       5,685  
    Total Revenue from Contracts with Customers     48,057       40,080  
    Interest and other income     879       1,369  
                     
    Total revenues     48,936       41,449  
                     
    Expenses:                
    Commissions and fees     40,298       33,655  
    Employee compensation and benefits     4,351       3,457  
    Rent and occupancy     285       295  
    Professional fees     536       4,337  
    Technology fees     753       362  
    Interest     566       1,062  
    Depreciation and amortization     187       301  
    Other     503       (578 )
                     
    Total expenses     47,479       42,891  
                     
    Income (loss) before provision for income taxes     1,456       (1,442 )
                     
    Provision for income taxes     423       139  
                     
    Net income (loss)   $ 1,033     $ (1,581 )
                     
    Net income attributable to Legacy Wentworth Management Services LLC members           730  
                     
    Net income (loss) attributable to Binah Capital Group, Inc.   $ 1,033     $ (2,311 )
                     
    Net income (loss) per share basic and diluted   $ 0.06     $ (0.14 )
                     
    Weighted average shares: basic and diluted     16,602       16,566  


    Binah Capital Group Reconciliation of GAAP Net Income to EBITDA

    EBITDA is a non-GAAP financial measure. EBITDA is defined as net income plus interest expense, provision for income taxes, and depreciation and amortization. The Company presents EBITDA because management believes that it can be a useful financial metric in understanding the Company’s earnings from operations. EBITDA is not a measure of the Company’s financial performance under GAAP or liquidity and should not be considered as an alternative to net income or any other performance measure derived in accordance with GAAP.

    Below is a reconciliation of net income to EBITDA for the periods presented (in millions):

                 
        For the Three Months Ended March 31,  
    EBITDA Reconciliation   2025     2024  
    Net income (loss)   $ 1.0       (1.5 )
    Interest expense     0.6       1.1  
    Provision for income taxes     0.4       0.1  
    Depreciation and amortization     0.2       0.3  
    EBITDA   $ 2.2       (0.0 )

    _____________________________

    1Non-GAAP Financial Measures. EBITDA is a non-GAAP financial measure defined as net income (loss) adjusted for depreciation expense, amortization expense, interest expense, and income tax. See the section captioned “Non-GAAP Financial Measures” below for a detailed description and reconciliation of such Non-GAAP financial measures to their most directly comparable GAAP financial measures, as required by Regulation G.

    The MIL Network

  • MIL-OSI: Veeco Announces Private Exchanges and Cancellation of Remaining 3.75% Convertible Notes due 2027

    Source: GlobeNewswire (MIL-OSI)

    PLAINVIEW, N.Y., May 15, 2025 (GLOBE NEWSWIRE) — Veeco Instruments Inc. (NASDAQ: VECO) (the “Company” or “Veeco”) today announced that the Company completed separate exchange transactions (the “Exchanges”) pursuant to privately negotiated exchange agreements with the holders of all of its outstanding 3.75% Convertible Senior Notes due 2027 (the “2027 Notes”). 

    “Veeco has strengthened our balance sheet by proactively addressing our 2027 Notes following the settlement of our 2025 Notes at maturity in January,” said John Kiernan, Chief Financial Officer of Veeco. “These transactions provide greater financial flexibility, in addition to reducing our ongoing interest expense and outstanding debt.”

    Prior to the Exchanges, the 2027 Notes had an aggregate principal amount of $25.0 million, representing approximately 1.8 million underlying shares of the Company’s common stock based on the conversion ratio of 71.5372 shares per $1,000 principal amount of the 2027 Notes. In accordance with the terms of the Exchanges, the Company exchanged the 2027 Notes for an aggregate of approximately 1.6 million newly issued shares of its common stock and approximately $5.4 million in cash, inclusive of accrued and unpaid interest.

    The Exchanges were made pursuant to an exemption from registration provided in Section 4(a)(2) of the Securities Act of 1933, as amended.

    ICR Capital LLC acted as the Company’s financial advisor.

    About Veeco
    Veeco (NASDAQ: VECO) is an innovative manufacturer of semiconductor process equipment. Our laser annealing, ion beam, single wafer etch & clean, lithography, and metal organic chemical vapor deposition (MOCVD) technologies play an integral role in the fabrication and packaging of advanced semiconductor devices. With equipment designed to optimize performance, yield and cost of ownership, Veeco holds leading technology positions in the markets we serve. To learn more about Veeco’s systems and service offerings, visit www.veeco.com.

    To the extent that this news release discusses expectations or otherwise makes statements about the future, such statements are forward-looking and are subject to a number of risks and uncertainties that could cause actual results to differ materially from the statements made. These factors include the risks discussed in the Business Description and Management’s Discussion and Analysis sections of Veeco’s Annual Report on Form 10-K for the year ended December 31, 2024 and in our subsequent quarterly reports on Form 10-Q, current reports on Form 8-K and press releases. Veeco does not undertake any obligation to update any forward-looking statements to reflect future events or circumstances after the date of such statements.

    Veeco Contacts:
    Investors: Anthony Pappone | (516) 500-8798 | apappone@veeco.com
    Media: Javier Banos | (516) 673-7328 | jbanos@veeco.com

    The MIL Network

  • MIL-OSI: XBP Europe Holdings, Inc. Reports First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    First Quarter 2025 Highlights

    • Revenue of $37.7 million, a decrease of 1.2% year-over-year and increase of 5.7% sequentially
    • Gross margin of 30.1%, a 380 bps increase year-over-year and 190 bps increase sequentially
    • Adjusted EBITDA of $3.7 million, an increase of 25.6% year-over-year and decrease of 16.1% sequentially

    LONDON and Santa Monica, Calif., May 15, 2025 (GLOBE NEWSWIRE) — XBP Europe Holdings, Inc. (“XBP Europe” or “the Company”) (NASDAQ: XBP), a pan-European integrator of bills, payments, and related solutions and services seeking to enable the digital transformation of its clients, announced today its financial results for the quarter ended March 31, 2025.

    “Our strong momentum continued into 2025, reflected by growing revenue, gross margin, and Adjusted EBITDA. We saw revenue growth for the third straight quarter, along with gross margin expansion on a year-over-year and sequential basis, driven by expanded use of AI technology and improved operational leverage,” said Andrej Jonovic, Chief Executive Officer of XBP Europe.

    First Quarter Highlights

    • Revenue: Total Revenue was $37.7 million, a decrease of 1.2% year-over-year and an increase of 5.7% sequentially.
      • Bills & Payments segment revenue was $26.3 million, a decline of 1.2% year-over-year and an increase of 1.8% sequentially.
      • Technology segment revenue was $11.4 million, a decrease of 1.0% year-over-year and an increase of 16% sequentially.
    • Operating Loss: Operating Loss was $1.8 million compared to Operating Profit of $1.3 million a year ago and $1.0 million in the 4Q 2024. The decline was primarily driven by the recognition of $3.8 million of non-cash stock-based compensation due to accelerated vesting of RSUs and Options. When adjusted for this item, our Operating Profit was $2.0 million in the quarter, an improvement of $0.7 million year-over-year and $1.0 million sequentially, driven primarily by higher gross profit.
    • Net Loss: Net loss from continuing operations was $3.9 million. Adjusting for the previously mentioned non-cash stock-based compensation expense, our net loss from continuing operations was $0 million, compared with a net loss from continuing operations of $0.9 million a year ago and $0.2 million in the fourth quarter 2024.
    • Adjusted EBITDA(1): Adjusted EBITDA from Continuing Operations was $3.7 million, an increase of $0.8 million or 25.5% year-over-year. Adjusted EBITDA margin was 9.8%, an increase of 210 basis points year-over-year.
    • Adequate Liquidity: The Company’s cash and cash equivalents totaled $9.7 million as of March 31, 2025.

    Pending Acquisition: As announced on March 4, 2025, XBP Europe has entered into an exclusive, non-binding letter of intent with Exela Technologies, Inc. to acquire Exela Technologies BPA, LLC (“BPA”), a leading provider of business process automation solutions. The closing of the acquisition will be subject to BPA completing a corporate reorganization which is expected to create a sustainable capital structure with a substantially deleveraged balance sheet. If completed, the acquisition will expand XBP Europe’s revenue to approximately $1 billion from $143 million on a pro forma basis for the year ending December 31, 2024. The parties have agreed to act in good faith to negotiate definitive agreements, complete due diligence, undertake necessary regulatory approvals, and seek any necessary approvals, including from XBP Europe’s shareholders. Accordingly, there can be no assurance that a definitive agreement will be entered into or that the proposed transaction will be consummated. Readers are cautioned that those portions of the LOI that describe the proposed transaction are non-binding. XBP Europe only intends to announce additional details regarding the proposed transaction if and when a definitive agreement is executed.

    Below is the note referenced above:

    (1) Adjusted EBITDA is a non-GAAP measure. A reconciliation of Adjusted EBITDA is attached to this release.

    Supplemental Investor Presentation
    An investor presentation relating to our first quarter 2025 performance is available at investors.xbpeurope.com. This information has also been furnished to the SEC in a current report on Form 8-K.     
      
    About Non-GAAP Financial Measures
    This press release includes constant currency, EBITDA, and Adjusted EBITDA, each of which is a financial measure that is not prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The Company believes these non-GAAP financial measures provide investors with useful insights into the Company’s financial performance, results of operations, and liquidity, helping them understand the Company’s business trends and compare its results.

    The Company’s board of directors and management use these measures to evaluate the Company’s performance on a consistent basis across periods by excluding effects of the Company’s capital structure (such as varying debt levels, interest expense, and transaction costs from the November 2023 business combination). Adjusted EBITDA also seeks to remove the effects of integration and related restructuring expenses and other similar non-routine items, some of which are outside management’s control. Restructuring expenses are primarily related to the implementation of strategic actions and initiatives related to the rightsizing of the business. All of these costs are variable and dependent upon the nature of the actions being implemented and can vary significantly driven by business needs. Accordingly, due to that significant variability, we exclude these charges since we do not believe they truly reflect our past, current or future operating performance.

    The constant currency presentation excludes the impact of fluctuations in foreign currency exchange rates. We calculate constant currency revenue and Adjusted EBITDA on a constant currency basis by converting our current-period local currency financial results using the exchange rates from the corresponding prior-period and compare these adjusted amounts to our corresponding prior period reported results.

    The Company does not consider these non-GAAP measures in isolation or as an alternative to liquidity or financial measures determined in accordance with GAAP. A limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in the Company’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expenses and income are excluded or included in determining these non-GAAP financial measures and therefore the basis of presentation for these measures may not be comparable to similarly-titled measures used by other companies. These non-GAAP financial measures are not required to be uniformly applied, are not audited and should not be considered in isolation or as substitutes for results prepared in accordance with GAAP, and their presentation may not be comparable to similar measures used by other companies. Net loss is the GAAP measure most directly comparable to the non-GAAP measures presented here. For a reconciliation of the comparable GAAP measures to these non-GAAP financial measures, see the schedules attached to this release.

    Forward-Looking Statements
    Certain statements included in this press release are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “may”, “should”, “would”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “potential”, “seem”, “seek”, “continue”, “future”, “will”, “expect”, “outlook” or other similar words, phrases or expressions. These forward-looking statements include statements regarding future events, estimated or anticipated future results and benefits, future opportunities for XBP Europe Holdings, Inc. (together with its subsidiaries, the “Company”) and its industry, and other statements that are not historical facts. These statements reflect the current expectations of Company management and are not guarantees of actual performance. Actual results may differ materially due to a number of risks and uncertainties, including without limitation: (1) legal proceedings against the Company or others; (2) the Company’s inability to meet the continued listing standards of Nasdaq or another securities exchange; (3) disruptions from the proposed acquisition of Exela Technologies BPA, LLC (“BPA”) and related bankruptcy proceedings of BPA and certain of its subsidiaries’; (4) failure to realize benefits from the November 2023 business combination with CF Acquisition Corp. VIII; (5) acquisition-related costs; (6) changes in laws or regulations; (7) adverse effects from economic, business, or competitive factors; (8) market volatility due to geopolitical and economic factors; (9) challenges in achieving profitability, retaining clients, managing growth, or recruiting and retaining personnel; and (10) other risks and uncertainties set forth in the sections entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in the Annual Report on Form 10-K filed on March 19, 2025, as amended, and subsequent filings with the Securities and Exchange Commission (the “SEC”). In addition, forward-looking statements represent the Company’s expectations, plans or forecasts as of the date of this communication. Subsequent events may alter these assessments, and they should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this release.
         
    About XBP Europe
    XBP Europe is a pan-European integrator of bills, payments and related solutions and services seeking to enable digital transformation of its more than 2,000 clients. The Company’s name – ‘XBP’ stands for ‘exchange for bills and payments’ and reflects the Company’s strategy to connect buyers and suppliers, across industries, including banking, healthcare, insurance, utilities and the public sector, to optimize clients’ bills and payments and related digitization processes. The Company provides business process management solutions with proprietary software suites and deep domain expertise, serving as a technology and services partner for its clients. Its cloud-based structure enables it to deploy its solutions across the European market, along with the Middle East and Africa. The physical footprint of XBP Europe spans 15 countries and approximately 30 locations and a team of approximately 1,500 individuals. XBP Europe believes its business ultimately advances digital transformation, improves market wide liquidity by expediting payments, and encourages sustainable business practices. For more information, please visit: www.xbpeurope.com.

    For more XBP Europe news, commentary, and industry perspectives, visit: https://www.xbpeurope.com/
    And please follow us on social:
    X: https://X.com/XBPEurope
    Facebook: https://www.facebook.com/XBPEurope/
    Instagram: https://www.instagram.com/xbp_europe/
    LinkedIn: https://www.linkedin.com/company/xbp-europe/

    The information posted on XBP Europe’s website and/or via its social media accounts may be deemed material to investors. Accordingly, investors, media and others interested in XBP Europe should monitor XBP Europe’s website and its social media accounts in addition to XBP Europe’s press releases, SEC filings and public conference calls and webcasts.

    XBP Europe Holdings, Inc.
    Condensed Consolidated Balance Sheets
    As of March 31, 2025 and December 31, 2024
    (in thousands of United States dollars except share and per share amounts)
    (Unaudited)
     
        March 31,    December 31,   
        2025   2024  
    ASSETS                
    Current assets                
    Cash and cash equivalents   $ 9,681   $ 12,099  
    Accounts receivable, net of allowance for credit losses of $929 and $1,198, respectively     26,928     19,810  
    Inventories, net     3,650     3,823  
    Prepaid expenses and other current assets     5,756     4,228  
    Current assets held for sale     1,526     1,378  
    Total current assets     47,541     41,338  
    Property, plant and equipment, net of accumulated depreciation of $42,655 and $40,325, respectively     12,223     11,272  
    Operating lease right-of-use assets, net     4,861     4,805  
    Goodwill     22,656     21,666  
    Intangible assets, net     1,173     1,121  
    Deferred income tax assets     7,101     7,026  
    Long term notes receivable     2,280      
    Other noncurrent assets     1,142     817  
    Total assets   $ 98,977   $ 88,045  
                   
    LIABILITIES AND STOCKHOLDERS’ DEFICIT                
    LIABILITIES                
    Current liabilities                
    Accounts payable   $ 13,507   $ 12,553  
    Related party payables     4,544     5,443  
    Accrued liabilities     25,015     17,993  
    Accrued compensation and benefits     17,951     16,482  
    Customer deposits     328     277  
    Deferred revenue     7,419     6,870  
    Current portion of finance lease liabilities     4     12  
    Current portion of operating lease liabilities     1,826     1,734  
    Current portion of long-term debts     5,443     4,958  
    Current liabilities held for sale     1,761     2,443  
    Total current liabilities     77,798     68,765  
    Related party notes payable     1,512     1,451  
    Long-term debt, net of current maturities     24,289     23,966  
    Pension liabilities     10,862     10,339  
    Operating lease liabilities, net of current portion     3,227     3,271  
    Other long-term liabilities     1,677     1,599  
    Total liabilities   $ 119,365   $ 109,391  
    Commitments and Contingencies (Note 13)                
                   
    STOCKHOLDERS’ DEFICIT                
    Preferred stock, par value of $0.0001 per share; 10,000,000 shares authorized; none issued and outstanding as of March 31, 2025 and December 31, 2024, respectively          
    Common Stock, par value of $0.0001 per share; 200,000,000 shares authorized; 35,711,498 shares issued and outstanding as of March 31, 2025 and 30,166,102 shares issued and outstanding as of December 31, 2024, respectively     36     30  
    Additional paid in capital     7,494     1,611  
    Accumulated deficit     (28,055)     (23,705)  
    Accumulated other comprehensive loss:                
    Foreign currency translation adjustment     (102)     474  
    Unrealized pension actuarial gains, net of tax     239     244  
    Total accumulated other comprehensive loss     137     718  
    Total stockholders’ deficit     (20,388)     (21,346)  
    Total liabilities and stockholders’ deficit   $ 98,977   $ 88,045  
    XBP Europe Holdings, Inc.
    Condensed Consolidated Statements of Operations
    For the three months ended March 31, 2025 and 2024
    (in thousands of United States dollars except share and per share amounts)
    (Unaudited)
           
        Three months ended March 31, 
     
           2025      2024
     
    Revenue, net   $ 37,531   $ 38,047  
    Related party revenue, net     142     66  
    Cost of revenue (exclusive of depreciation and amortization)     26,309     28,062  
    Related party cost of revenue     9     18  
    Selling, general and administrative expenses (exclusive of depreciation and amortization)     10,953     6,968  
    Related party expense     1,562     926  
    Depreciation and amortization     627     808  
    Operating profit (loss)   $ (1,787)     1,331  
    Other expense (income), net                
    Interest expense, net     1,721     1,417  
    Related party interest expense, net     23     19  
    Foreign exchange losses, net     (71)     753  
    Changes in fair value of warrant liability     2     (37)  
    Pension income, net     (369)     (423)  
    Net loss before income taxes   $ (3,093)     (398)  
    Income tax expense     762     460  
    Net loss from continuing operations   $ (3,855)     (858)  
    Net loss from discontinued operations, net of income taxes     (495)     (1,350)  
    Net loss   $ (4,350)   $ (2,208)  
    Loss per share:               
    Basic and diluted – continuing operations   $ (0.12)   $ (0.03)  
    Basic and diluted – discontinued operations     (0.02)     (0.04)  
    Basic and diluted   $ (0.14)   $ (0.07)  
    XBP Europe Holdings, Inc.
    Condensed Consolidated Statements of Cash Flows
    For the three months ended March 31, 2025 and 2024
    (in thousands of United States dollars)
    (Unaudited)
            
        Three months ended March 31,   
           2025      2024     
    Cash flows from operating activities              
    Net loss   $ (4,350)   $ (2,208)  
    Adjustments to reconcile net loss to net cash used in operating activities:               
    Depreciation     542     776  
    Amortization of intangible assets     117     181  
    Debt issuance cost amortization     105      
    Credit loss expense     (274)     217  
    Changes in fair value of warrant liability     2     (37)  
    Stock-based compensation expense     3,587      
    Unrealized foreign currency losses (gains)     (546)     759  
    Change in deferred income taxes     156     44  
                   
    Change in operating assets and liabilities               
    Accounts receivable     (5,816)     (1,160)  
    Inventories     285     (102)  
    Prepaid expense and other assets     (1,547)     (1,342)  
    Accounts payable     377     1,463  
    Related party payables     (267)     (1,711)  
    Accrued expenses and other liabilities     6,151     (791)  
    Deferred revenue     288     492  
    Customer deposits     261     (191)  
    Net cash used in operating activities     (929)     (3,610)  
                   
    Cash flows from investing activities               
    Purchase of property, plant and equipment     (968)     (385)  
    Additions to internally developed software     (123)      
    Net cash used in investing activities     (1,091)     (385)  
                   
    Cash flows from financing activities               
    Borrowings under secured borrowing facility         37  
    Principal payments on 2024 Term Loan A Facility     (189)      
    Principal payments on 2024 Term Loan B Facility     (552)      
    Principal payments on long-term obligations         (235)  
    Proceeds from secured credit facility     1,655     976  
    Principal payments on secured credit facility     (1,356)        
    Principal payments on finance leases     (8)     (100)  
    Net cash provided by (used in) financing activities     (450)     678  
    Effect of exchange rates on cash and cash equivalents     90     (87)  
    Net increase (decrease) in cash and cash equivalents     (2,380)     (3,404)  
                   
    Cash and equivalents, beginning of period, including cash from discontinued operations     12,106     6,905  
    Cash and equivalents, end of period, including cash from discontinued operations   $ 9,726   $ 3,501  
                   
    Supplemental cash flow data:                
    Income tax payments, net of refunds received     271     (16)  
    Interest paid     928     534  
    XBP Europe Holdings, Inc.
    Schedule 1: Reconciliation of Adjusted EBITDA and constant currency revenues
     
    Reconciliation of Non-GAAP Financial Measures to GAAP Measures  
             
    Non-GAAP constant currency revenue reconciliation      
      Three Months ended March 31,  
    ($ in thousands) 2025
        2024  
    Revenues, as reported (GAAP) 37,673
        38,113  
    Foreign currency exchange impact(1) 766      
    Revenues, at constant currency (Non-GAAP) 38,438
        38,113  
             
    Reconciliation of Adjusted EBITDA from Continuing Operations  
                   
        Three Months Ended March 31,     
    (dollars in thousands)     2025
        2024
        
    Net loss from continuing operations   $ (3,855)   $ (858)  
    Income tax expense     762     460  
    Interest expense including related party interest expense, net     1,744     1,436  
    Depreciation and amortization     627     807  
    EBITDA from continuing operations     (722)     1,846  
    Restructuring and related expenses(2)     667     332  
    Foreign exchange losses, net     (71)     752  
    Stock-based compensation expense(3)     3,818      
    Changes in fair value of warrant liability     2     (37)  
    Transaction Fees(4)         49  
    Adjusted EBITDA from continuing operations   $ 3,694   $ 2,942  

    (1)  Constant currency excludes the impact of foreign currency fluctuations and is computed by applying the average exchange rates for the quarter ended March 31, 2024, to the revenues during the corresponding period in 2025.
    (2)  Adjustment represents costs associated with restructuring, including employee severance and vendor and lease termination costs.
    (3)  Related to accelerated vesting of RSU and stock awards.
    (4)  Represents transaction costs incurred as part of the Business Combination.

    Reconciliation of Adjusted EBITDA from Discontinued Operations              
                 
      Three Months Ended March 31, 
     
    (dollars in thousands) 2025      2024
     
    Net loss from discontinued operations, net of income taxes $ (495)   $ (1,350)  
    Income tax expense        
    Interest expense, net   14     10  
    Depreciation and amortization   32     150  
    EBITDA from discontinued operations   (449)     (1,190)  
    Foreign exchange losses (gains), net   (359)     80  
    Adjusted EBITDA from discontinued operations $ (808)   $ (1,110)  

    Source: XBP Europe Holdings, Inc.

    The MIL Network

  • MIL-OSI USA: Reps. Castor, Soto Urge Federal Investigation into Unlawful Diversion of Medicaid Funds to Hope Florida

    Source: United States House of Representatives – Reprepsentative Kathy Castor (FL14)

    WASHINGTON, D.C. – U.S. Reps. Kathy Castor (FL-14) and Darren Soto (FL-09) are urging the U.S. Department of Health and Human Services Inspector General and the Centers for Medicare & Medicaid Services to investigate the potentially unlawful diversion of $10 million in Medicaid funds by the Florida Agency for Health Care Administration, the Hope Florida Foundation and Centene in a letter released today.

    Reps. Castor and Soto’s call for a Medicaid fraud investigation comes on the heels of the debate in the U.S. House Energy and Commerce Committee over the future of Medicaid and House Republicans’ cruel proposal to kick millions of Americans off Medicaid to pay for tax breaks for the wealthiest Americans. Republicans repeatedly claimed during the marathon Energy and Commerce debate that they were concerned about waste, fraud and abuse in Medicaid. Castor and Soto now point to a concrete example of potential fraud and abuse, while urging an immediate investigation into this inappropriate diversion of taxpayer funds to an unrelated political action committee. 

    “As members of the U.S. House Committee that provides oversight of Medicaid, I can assure you that Congress is very focused on waste, fraud and abuse of Medicaid dollars. Any unlawful diversion of Medicaid dollars in Florida means that the state is less able to provide services to our neighbors who rely on Medicaid and the providers who serve them,” the lawmakers wrote.

    The lawmakers continued, “The diversion of Medicaid dollars requires immediate investigation. These are proceeds that rightfully belong to state taxpayers to serve the citizens who rely on Medicaid, including children, pregnant women, neighbors with disabilities and those served by long-term care.”

    Castor and Soto serve on the House Energy and Commerce Committee, which has jurisdiction over Medicaid, and advocated for families and providers during the 26-hour Energy and Commerce Committee markup of the House Republicans’ cruel proposal to slash Medicaid to pay for tax breaks for the wealthiest Americans, which concluded yesterday.

    Read the full letter here and below:

    RE: Urge Investigation into Unlawful Diversion of Medicaid Funds in Florida 

    Dear Acting Inspector General Hodgkins and Administrator Oz:

    A recent bipartisan investigation by the Florida Legislature and press reports have uncovered that proceeds from a legal settlement between the State of Florida and Florida’s largest Medicaid managed care operator, Centene, were inappropriately diverted to unrelated political committees. Federal law requires that Medicaid proceeds be used solely for health services authorized by law and for the benefit of those served by Medicaid. Therefore, we respectfully request that you investigate the potential unlawful diversion of Medicaid funds by the Florida Agency for Health Care Administration (AHCA), Hope Florida Foundation and Centene. Medicaid is a federal/state partnership, and the federal government may be entitled to recoup funds from the legal settlement and improperly diverted funds as well.

    Hope Florida was established in 2021 as a referral program, operated by state employees, to direct Floridians to businesses, faith-based organizations and nonprofits for housing and social services instead of to government agencies. The Hope Florida Foundation is Hope Florida’s nonprofit arm and is subject to spending limits on lobbying and campaigns. According to its website, Hope Florida “firmly believe(s) that more government is not always the best solution to the problem. Instead, government is utilized as a meaningful connection point and then gets out of the way.” Many Florida state agencies prominently display links on their homepage to Hope Florida, directing individuals to a Hope Navigator instead of contacting a state agency, including the websites of Florida Department of Children and Families, Florida Department of Juvenile Justice, Florida Department of Veterans Affairs and Florida Department of Elder Affairs. AHCA administers Florida’s Medicaid program.

    On September 27, 2024, the State of Florida reached a settlement agreement with Centene relating to the overbilling of taxpayers by over $67 million. The agreement directed Centene to pay $10 million to the Hope Florida Foundation through a wire transfer and pay the remaining $57 million to AHCA. The settlement also stated that “AHCA desires an expanded role for Hope Florida in the Florida Medicaid program.”  

    On October 16, two days after receiving the $10 million wire transfer, the Hope Florida Foundation wired $5 million to Secure Florida’s Future, a 501(c)4 nonprofit that proposed spending the ‘grant’ on a “long-term, targeted business partner recruitment strategy and public awareness campaign.” 

    On October 17, Secure Florida’s Future donated $2 million to Keep Florida Clean Inc., a Political Action Committee (PAC) controlled by Governor DeSantis’s then-chief of staff James Uthmeier that was created to campaign against Amendment 3, a ballot initiative to legalize recreational marijuana in Florida. Governor DeSantis strongly opposed Amendment 3. Days later, Secure Florida’s Future sent Keep Florida Clean Inc. an additional $1.75 million. 

    On October 22, the Hope Florida Foundation wired $5 million to the 501(c)4 nonprofit Save Our Society from Drugs that proposed spending the ‘grant’ on “developing and implementing strategies that directly address the substance use crisis facing our communities.” 

    On October 23, the next day, Save Our Society from Drugs donated $1.6 million to Keep Florida Clean Inc. Over the coming days, Save Our Society from Drugs donated an additional $3.15 million to Keep Florida Clean Inc. 

    While there are limited financial disclosure requirements associated with 501(c)4 organizations, records appear to show that a total of $8.5 million from the Centene settlement with AHCA went from the Hope Florida Foundation to the Amendment 3-focused Keep Florida Clean, Inc. PAC, the same PAC that also donated funding to the Republican Party of Florida and the Florida Freedom Fund. 

    The transfer of Medicaid dollars to a charitable committee and then political committees appears to run afoul of federal law, including 18 U.S.C. 1347 (to knowingly execute or attempt a scheme to defraud a health care benefit program or obtain money from it) and 18 U.S.C. 371 (for two or more people to agree to defraud the United States.), and may implicate other relevant statutes and regulations. As members of the U.S. House Energy and Commerce Committee that provides oversight of Medicaid, we can assure you that Congress is very focused on waste, fraud and abuse of Medicaid dollars. Any unlawful diversion of Medicaid dollars in Florida means that the state is less able to provide services to our neighbors who rely on Medicaid and support the providers who serve them.

    Hope Florida had raised only about $2 million during its three years of existence, but in one fell swoop, received $10 million from a Medicaid settlement, which was immediately funneled through other nonprofits to a PAC directed by the Governor’s Chief of Staff. The Florida House of Representatives initiated an investigation into what State Representative Alex Andrade called a potential “conspiracy to commit money laundering and wire fraud,” but ultimately determined that “the best avenue is probably a federal investigation because…these were Medicaid dollars.”  The diversion of Medicaid dollars requires immediate investigation. These are proceeds that rightfully belong to serve the citizens who rely on Medicaid, including children, pregnant women, neighbors with disabilities and those served by long-term care.

    Therefore, we respectfully urge you to investigate whether or not the $10 million settlement scheme violates federal law and complies with Centers for Medicare and Medicaid Services (CMS) legal and regulatory framework and any other applicable federal laws and regulations.  

    Sincerely,

    MIL OSI USA News

  • MIL-OSI: Welsbach Technology Metals Acquisition Corp. (“WTMA”) and Evolution Metals LLC (“EM”) Announce Effectiveness of SEC Registration Statement Ahead of Strategic Business Combination

    Source: GlobeNewswire (MIL-OSI)

    Chicago, IL and St. Louis, MO , May 15, 2025 (GLOBE NEWSWIRE) — Welsbach Technology Metals Acquisition Corp. (OTC: WTMA), a publicly traded special purpose acquisition company, and Evolution Metals LLC, which is dedicated to developing a secure, reliable global supply chain for critical minerals and materials (CMM), today announced that the U.S. Securities and Exchange Commission (“SEC”) has declared effective their registration statement on Form S-4, paving the way for the consummation of this previously- announced business combination.

    In connection with the business combination WTMA and EM plan to acquire 100% interest of five operating companies: (1) KCM Industry Co., Ltd., (2) NS World Co., Ltd., (3) KMMI INC., (4) Handa Lab Co., Ltd., and (5) Critical Mineral Recovery, Inc. Upon closing, the combined company will be renamed Evolution Metals & Technologies Corp. (“EM&T” or referred to in the Form S-4 as “New EM”), and expects to trade on Nasdaq under the symbol EMAT.

    EM&T’s business is to leverage advanced technologies such as robotics and artificial intelligence (AI) to provide integrated midstream and downstream CMM recycling and processing of oxides, metals, magnet alloys, battery materials, and rare earth magnets for key industries including, but not limited to, the automotive, aerospace, defense, healthcare, high tech, consumer electronics and appliances, and renewable energy industries, while driving a sustainable future.

    “This is an important step in our mission to build a Western critical materials champion,” said Daniel Mamadou, CEO of Welsbach Technology Metals Acquisition Corp. “It perfectly aligns with our original vision to bring together proven technologies, experienced operators, and strategic capital to solve one of the most urgent supply chain vulnerabilities in the Western world. EM&T is not just another company – we believe it is the platform that will deliver on what others have only promised.”

    David Wilcox, Managing Member of Evolution Metals LLC, added, “Today marks a transformative step toward American resilience in critical materials. This merger represents a direct response to the policy imperatives outlined by the U.S. government from reshoring strategic industries to securing CMM supply chains. The future of EM&T is built to execute on those priorities with speed and scale. “The immediate need for critical minerals and materials is mid-stream processing. Without the combined expertise of separation, salts for batteries, metals, alloys, metallics, sintered and bonded magnet-making capabilities under one Western roof, Chinese companies will continue to monopolize key steps in this supply chain, leaving all other nations and industries vulnerable. By integrating CMM recycling, processing, and advanced materials production, EM&T expects to be positioned to reduce dependence on China-controlled supply chains and strengthen America’s industrial and national security. EM&T plans to deliver real impact – environmentally, strategically, and economically.”

    About Welsbach Technology Metals Acquisition Corp.

    Welsbach Technology Metals Acquisition Corp. (OTC: WTMA) is a blank check company focused on identifying high-impact technology metals businesses aligned with global sustainability and security trends. One of WTMA’s co-sponsors, Welsbach Holdings Pte Ltd, is an independent platform focused on the support and development of projects related to technology metals and materials.

    About Evolution Metals LLC

    Evolution Metals LLC is committed to establishing a secure, robust and reliable supply chain for critical minerals & materials (CMM) that is 100% independent of China for sourcing or supplying feedstocks. EM’s strategy is to acquire and develop manufacturing, recycling and processing facilities to produce essential products (including magnets, battery feedstocks and related materials) for industrial uses such as, but not limited to, electric vehicles, electronics, environmental technologies and aerospace and defense applications. EM aims to support the creation of jobs, industry and manufacturing to promote a greener future by providing bespoke solutions to support its clients globally.

    Cautionary Statement Regarding Forward-Looking Statements

    Certain statements made in this press release are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words “anticipate,” “believe,” “can,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “forecast,” “intend,” “may,” “might,” “outlook,” “plan,” “possible,” “potential,” “predict,” “project,” “seek,” “should,” “strive,” “target,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking . The forward-looking statements are based on the current expectations and beliefs of the management of WTMA and EM, as applicable, and are inherently subject to uncertainties and changes in circumstances and their potential effects and speak only as of the date of such statement. There can be no assurance that future developments will be those that have been anticipated. These forward-looking statements involve a number of risks, uncertainties or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those discussed and identified in public filings made with the SEC by WTMA and the following: WTMA’s ability to complete the proposed Business Combination or, if WTMA does not consummate such proposed Business Combination, any other initial business combination; the risk that the consummation of the proposed Business Combination is significantly delayed; the ability to recognize the anticipated benefits of the proposed Business Combination; the risk that the announcement and consummation of the proposed Business Combination disrupts EM’s current plans; New EM’s ability to successfully integrate the business and operations of the target companies (the “Target Companies”) into its ongoing business operations and realize the intended benefits of New EM’s acquisition of the Target Companies; New EM’s ability to secure sufficient funding to successfully rebuild Critical Mineral Recovery Inc.’s recycling facility with significant expansion on management’s expected timeline and budget, or at all; unexpected costs related to the proposed Business Combination; expectations regarding New EM’s strategies and future financial performance, including future business plans, expansion and acquisition plans or objectives, prospective performance and opportunities and competitors, revenues, products and services, pricing, operating expenses, product and service acceptance, market trends, liquidity, cash flows and uses of cash, capital expenditures, and New EM’s ability to invest in growth initiatives; satisfaction or waiver (if applicable) of the conditions to the proposed Business Combination, including, among other things: (i) approval of the proposed Business Combination and related agreements and transactions by the WTMA stockholders, the holder of the EM member units and the holders of the equity interests of the other Target Companies, (ii) receipt of approval for listing on Nasdaq Stock Market LLC (“Nasdaq”) the shares of WTMA common stock to be issued in connection with the Business Combination, and (iii) the absence of any injunctions; that the amount of cash available in the trust account and from certain other investments is at least equal to the minimum available cash condition amount, after giving effect to redemptions by WTMA stockholders and certain transaction expenses; the occurrence of any other event, change or other circumstances that could give rise to the termination of the Merger Agreement; the implementation, market acceptance and success of New EM’s business model and growth strategy; the ability to obtain or maintain the listing of New EM’s common stock on Nasdaq following the proposed Business Combination; limited liquidity and trading of WTMA’s public securities; the amount of any redemptions by existing holders of WTMA common stock being greater than expected; WTMA’s ability to raise financing in the future; WTMA’s success in retaining or recruiting, or changes required in, New EM’s officers, key employees or directors following the completion of the proposed Business Combination; WTMA officers and directors allocating their time to other businesses and potentially having conflicts of interest with WTMA’s business or in approving the proposed Business Combination; the use of proceeds not held in the trust account or available to WTMA from interest income on the trust account balance; the impact of the regulatory environment and complexities with compliance related to such environment, including New EM’s ability to meet, and continue to meet, applicable regulatory requirements; New EM’s ability to execute its business plan, including with respect to its technical development and commercialization of products, and its growth and go-to-market strategies; New EM’s ability to achieve sustained, long-term profitability and commercial success; operational risks, including with respect to New EM’s use of agents or resellers in certain jurisdictions, New EM’s ability to scale up its manufacturing quantities of its products, New EM’s outsourcing of manufacturing and such manufacturers’ ability to satisfy New EM’s manufacturing needs on a timely basis, the availability of components or raw materials used to manufacture New EM’s products and New EM’s ability to process customer order backlog; New EM’s revenue deriving from a limited number of customers; geopolitical risk and changes in applicable laws or regulations, including with respect to New EM’s planned operations outside of the U.S. and Korea; New EM’s ability to attract and retain talented personnel; New EM’s ability to compete with companies that have significantly more resources; New EM’s ability to meet certain certification and compliance standards; New EM’s ability to protect its intellectual property rights and ability to protect itself against potential intellectual property infringement claims; the outcome of any known and unknown litigation and regulatory proceedings, including any proceedings that may be instituted against WTMA or EM following announcement of the proposed Business Combination; the potential characterization of New EM as an investment company subject to the Investment Company Act of 1940, as amended; and other factors detailed under the section entitled “Risk Factors” in the Registration Statement on Form S 4, initially filed with the SEC on November 12, 2024, as amended (the “Registration Statement”). Should one or more of these risks or uncertainties materialize or should any of the assumptions made by the management of WTMA, EM and the other Target Companies prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Except to the extent required by applicable law or regulation, WTMA, EM and the other Target Companies undertake no obligation to update these forward-looking statements to reflect events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events.

    Additional Information and Where to Find It

    WTMA has filed the Registration Statement with the SEC, which was declared effective by the SEC on May 14, 2025. The Registration Statement includes a document that serves as a proxy statement and prospectus of WTMA, referred to as a “proxy statement/prospectus,” containing information about the proposed Business Combination and the respective businesses of WTMA, EM and the Target Companies. WTMA will mail a definitive proxy statement/prospectus and other relevant documents to WTMA stockholders. WTMA stockholders are urged to read the preliminary proxy statement/prospectus and any amendments thereto and, when available, the definitive proxy statement/prospectus in connection with the solicitation of proxies for the special meeting to be held to approve the proposed Business Combination, because these documents will contain important information about WTMA, EM, the other Target Companies and the proposed Business Combination. The definitive proxy statement/prospectus will be mailed to stockholders of WTMA as of a record date established for voting on the proposed Business Combination. Stockholders of WTMA will also be able to obtain a free copy of the proxy statement/prospectus, as well as other filings containing information about WTMA without charge, at the SEC’s website (www.sec.gov). Copies of the proxy statement/prospectus and WTMA’s other filings with the SEC can also be obtained, without charge, by directing a request to: chris@welsbach.sg. The information contained in, or that can be accessed through, WTMA’s website is not incorporated by reference in, and is not part of, this press release.

    No Offer or Solicitation

    This press release does not constitute (i) a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the proposed Business Combination, or (ii) an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a definitive offering document.

    Participants in the Solicitation

    WTMA and EM and their respective directors and officers or managers and other members of management and employees may be deemed participants in the solicitation of proxies in connection with the proposed Business Combination. WTMA stockholders and other interested persons may obtain, without charge, more detailed information regarding directors and officers of WTMA in WTMA’s proxy statement/prospectus. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies from WTMA’s stockholders in connection with the proposed Business Combination will be included in the proxy statement/prospectus that WTMA intends to file with the SEC.

    Investor & Media Contacts

    Judith McGarry
    Evolution Metals LLC
    Tel: +1 (415) 971-2900
    Email: judith.mcgarry@evolution-metals.com

    Daniel Mamadou
    Chief Executive Officer
    Welsbach Technology Metals Acquisition Corp.
    Tel: +1 (251) 280-1980
    Email: daniel@welsbach.sg

    Private Investment in Public Equity (“PIPE”)
    Email: PIPE@Evolution-Metals.com

    The MIL Network

  • MIL-OSI: Beam Global Announces First Quarter 2025 Operating Results

    Source: GlobeNewswire (MIL-OSI)

    SAN DIEGO, May 15, 2025 (GLOBE NEWSWIRE) — Beam Global, (Nasdaq: BEEM), (the “Company”), a leading provider of innovative and sustainable infrastructure solutions for the electrification of transportation and energy security, today announced its first quarter results for the period ended March 31, 2025.

    Q1 2025 Financial Highlights

    • Revenue CAGR 60% for trailing 60 months
    • Commercial Revenues increased 41% over Q1 2024
    • Positive GAAP Gross Margin 8%
    • Adjusted non-GAAP Gross Margin, net of non-cash costs 21%
    • Net cash used in Operations for Q1 2025 $1.8 million vs. Q1 2024 $3.0 million
    • Backlog of $6.3 million
    • Debt free and $100 million line of credit available and unused

    Q1 2025 and Recent Operational Highlights

    • In Q1 2025 we shipped EV ARC™ units, ARC Mobility™ trailers, energy storage systems (ESS), lighting poles and smart city infrastructure solutions to locations across California, Arizona, Colorado, Florida, Michigan, Oregon, and internationally to Croatia, Serbia, Spain and Romania
    • Achieved CE (Conformité Européenne) certification on EV ARC™
    • Granted U.S. Patent for High-Volume Battery Assembly and Safety Technology
    • Expanded our European sales network with three new distribution partners
      • Seltis Glass Design S.R.L. for the Romanian market
      • Evrosimovski Consulting Ltd. for the North Macedonian market
      • BBA International for the Albanian market
    • Entered Middle Eastern market through partnership with Solvana
    • Launched BeamPatrol™ partnership with Zero Motorcycles with two BeamPatrol™ units at MotoGP in Austin to charge electric motorcycle demonstrations
    • Expanded into Romania with First EV ARC™ Sales through our Romanian reselling agent, Seltis Glass Design SRL
    • Won the Award for Innovation in Sustainable Infrastructure at the 2025 Congress of Mayors and Local Administration of Romania
    • Won the 2024 Award for Business Success by Serbian Chamber of Commerce

    “Though we are navigating through a series of uncertainties in the U.S. market, our other expansion efforts lead us to believe that we have the pieces in place to return to growth in this and future quarters,” said Desmond Wheatley, CEO of Beam Global. “Sales of our flagship product EV ARC™ increased in the first quarter. Our battery business is doing some of the most interesting and promising work it has ever done. Our international expansion strategy is gaining momentum and bearing fruit. We have sufficient cash and working capital to continue to operate the business into the future. We have no debt and no going concern. We’re generating gross profits which, net of non-cash items, are still north of 20%. We have proposals out and items in our pipeline, which would simply not have been possible this time last year before we introduced our fantastic new product lineup and expanded beyond the US market. Losing the immediate benefits of U.S. federal government sales has been tough on us, but we are managing through that and have created a foundation for growth which is resistant to those sorts of upheavals, and which I believe, will create opportunities for growth which far out strip anything that we’ve ever done before.”

    Revenues
    For the first quarter of 2025, Beam Global’s revenues were $6.3 million. The Company has a Revenue CAGR of 60% for the trailing 60 months, as of the three months ending March 31, 2025. Revenues were diverse across commercial entities and state and local governments with a significant rebalancing towards enterprise customers. For the first quarter of 2025, 53% of revenues were derived from commercial customers compared to 16% in the same period in 2024. International customers comprised 25% of all revenue as of March 31, 2025 compared to 11% for the three months ended March 31, 2024. We believe that the decrease in revenue is mainly a result of uncertainty in the U.S. government’s zero emission vehicle strategy related to the presidential election.

    Gross Profit

    Gross profit for the quarter ended March 31, 2025, was $0.5 million, or 8% gross margin, compared to gross profit of $1.5 million, or 10% gross margin in the first quarter of the prior year. The gross profit includes a non-cash negative impact of $1.0 million for depreciation and amortization of intangible assets resulting from the AllCell acquisition. Our gross margin, net of non-cash items, was 21% for the quarter ended March 31, 2025 compared to 12% for the quarter ended March 31, 2024. Our engineering team has continued to implement design changes which have reduced the bill of materials for the EV ARCTM, improving the product margins throughout 2024 and leading into 2025. Additionally, we have continued to recognize synergies and positive gross margin contributions from our acquisitions. We expect the Company’s revenue to grow in the future and our fixed overhead absorption to continue to improve resulting in improved gross margins.

    Operating Expenses and Impairment of Goodwill

    The first quarter 2025 total operating expenses of $16.0 million included $10.8 million of goodwill impairment, for the single reporting unit, because our market capitalization no longer exceeded our net assets at March 31, 2025 due to the decrease in our stock price since December 31, 2024. Our operating expenses, net of non-cash items for the three months ended March 31, 2025 are $4.1 million compared to 2024 of $3.8 million, a variance of $0.2 million or 6%. The Company believes the goodwill impairment reported during the three months ended March 31, 2025 is not a negative indicator of historic or current operating results and not a negative indicator of future performance as the Company has taken significant steps to diversify its geographical reach and product offerings while focusing on strategic growth. The Company believes that the resulting non-cash charge has no impact on the Company’s compliance with its cash flows or available liquidity and that its acquired entities are contributing positively to its operations and growth potential.

    Net Loss

    The first quarter net loss of $15.5 million included $12.5 million of non-cash expense items such as goodwill impairment, depreciation and amortization, stock-based compensation and provisions for credit losses in 2025, compared to a net loss of $3.0 million with non-cash expenses of $1.1 million in 2024. The first quarter 2025 net loss excluding non-cash items was $2.8 million compared to $2.1 million for the same period in 2024.

    Cash

    On March 31, 2025, we had cash of $2.5 million, compared to cash of $4.6 million at December 31, 2024.

    Net cash used for operating activities was $1.8 million for the three months ended March 31, 2025 compared to $3.0 million for the same period in 2024.

    We have historically met our cash needs through a combination of debt and equity financing and more recently through increasing gross profit contributions. Our cash requirements are generally for operating activities and acquisitions.

    Non-GAAP Financial Measures

    To supplement our condensed consolidated financial statements, which are prepared in accordance with GAAP, we present Non-GAAP financial measures, in this press release. We use Non-GAAP in conjunction with GAAP measures as part of our overall assessment of our performance to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our financial performance. We believe Non-GAAP is also helpful to investors, analysts and other interested parties because it can assist in providing a more consistent and comparable overview of our operations across our historical financial periods. Non-GAAP has limitations as an analytical tool. Therefore, you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Because of these limitations, you should consider Non-GAAP measurements alongside other financial performance measures, including attributable to other GAAP measures. In evaluating Non-GAAP measures you should be aware that in the future, we may incur expenses that are the same as, or similar to, some of the adjustments reflected in this press release. Our presentation of Non-GAAP should not be construed to imply that our future results will be unaffected by the types of items excluded from the calculations of Non-GAAP measures. Non-GAAP is not presented in accordance with GAAP and the use of these terms vary from others in our industry.

    Conference Call May 15, 2025 at 4:30 p.m. ET 

    Management will host a conference call on Thursday May 15, 2025 at 4:30 p.m. ET to review financial results and provide an update on corporate developments. Following management’s formal remarks, there will be a question-and-answer session.

    Participants can register for the conference through the following link: https://dpregister.com/sreg/10200046/ff2f9aecc8

    Please note that registered participants will receive their call-in number upon registration.

    Those without internet access or unable to pre-register may call in by calling:

    PARTICIPANT CALL IN (TOLL FREE): 1-844-739-3880

    PARTICIPANT INTERNATIONAL CALL IN: 1-412-317-5716

    Please ask to join the Beam Global call.

    About Beam Global
    Beam Global is a clean technology innovator which develops and manufactures sustainable infrastructure products and technologies. We operate at the nexus of clean energy and transportation with a focus on sustainable energy infrastructure, rapidly deployed and scalable EV charging solutions, safe energy storage and vital energy security. With operations in the U.S. and Europe, Beam Global develops, patents, designs, engineers and manufactures unique and advanced clean technology solutions that power transportation, provide secure sources of electricity, save time and money and protect the environment. Beam Global is headquartered in San Diego, CA with facilities in Broadview, IL and Belgrade and Kraljevo, Serbia. Beam Global is listed on Nasdaq under the symbol BEEM. For more information visit BeamForAll.comLinkedInYouTube, Instagram and X (formerly Twitter).

    Forward-Looking Statements
    This Beam Global Press Release may contain forward-looking statements. All statements in this Press Release other than statements of historical facts are forward-looking statements. Forward-looking statements are generally accompanied by terms or phrases such as “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “target,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” “may,” or other words and similar expressions that convey the uncertainty of future events or results. These statements relate to future events or future results of operations. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, which may cause Beam Global’s actual results to be materially different from these forward-looking statements. Except to the extent required by law, Beam Global expressly disclaims any obligation to update any forward-looking statements.

    Investor Relations
    Luke Higgins
    +1-858-799-4583
    IR@BeamForAll.com

    Media Contact
    Andy Lovsted
    +1-858-335-8465
    Press@BeamForAll.com

     
    Beam Global
    Condensed Consolidated Balance Sheets
    (In thousands, except share and per share data)
           
      Three Months Ended
      March 31,   December 31,
      2025   2024
      (Unaudited)    
    Assets      
    Current assets      
    Cash $ 2,504   $ 4,572
    Accounts receivable, net of allowance for credit losses of $498 and $259 7,145   8,027
    Prepaid expenses and other current assets 2,150   2,243
    Inventory, net 11,845   12,284
    Total current assets 23,644   27,126
           
    Property and equipment, net 13,531   13,704
    Operating lease right of use assets 1,650   1,893
    Goodwill   10,580
    Intangible assets, net 7,810   8,037
    Deposits 120   119
    Total assets $ 46,755   $ 61,459
           
    Liabilities and Stockholders’ Equity      
    Current liabilities      
    Accounts payable $ 8,316   $ 8,959
    Accrued expenses 2,393   2,462
    Sales tax payable 435   195
    Deferred revenue, current 1,042   847
    Note payable, current 64   63
    Contingent consideration, current 93   93
    Operating lease liabilities, current 539   696
    Total current liabilities 12,882   13,315
           
    Deferred revenue, noncurrent 857   800
    Note payable, noncurrent 182   199
    Contingent consideration, noncurrent 216   216
    Other liabilities, noncurrent 3,432   3,380
    Deferred tax liabilities, noncurrent 1,609   1,290
    Operating lease liabilities, noncurrent 905   971
    Total liabilities 20,083   20,171
           
    Commitments and contingencies (Note 10)      
           
    Stockholders’ equity      
    Preferred stock, $0.001 par value, 10,000,000 authorized, none outstanding as of March 31, 2025 and December 31, 2024.  
    Common stock, $0.001 par value, 350,000,000 shares authorized, 15,043,045 and 14,835,630 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively. 15   15
    Additional paid-in-capital 147,518   147,072
    Accumulated deficit (120,166)   (104,643)
    Accumulated Other Comprehensive Income (AOCI) (695)   (1,156)
           
    Total stockholders’ equity 26,672   41,288
           
    Total liabilities and stockholders’ equity $ 46,755   $ 61,459
           
    Beam Global
    Condensed Consolidated Statements of Operations and Comprehensive Loss
    (Unaudited, In thousands except per share data)
           
      Three Months Ended
      March 31,
      2025   2024
           
    Revenues $ 6,324   $ 14,561
           
    Cost of revenues 5,823   13,082
           
    Gross profit 501   1,479
           
           
    Operating expenses 5,265   4,527
           
    Impairment of goodwill 10,780  
           
    Loss from operations (15,544)   (3,048)
           
    Other income (expense)      
    Interest income 23   71
    Other income (expense) 4   (56)
    Interest expense (6)   (4)
    Other income 21   11
           
    Loss before income tax expense (15,523)   (3,037)
           
    Net Loss $ (15,523)   $ (3,037)
           
    Net foreign currency translation benefit (expense) 461   (329)
    Total Comprehensive Loss $ (15,062)   $ (3,366)
           
    Net Loss per share – basic/diluted $ (1.04)   $ (0.21)
           
    Weighted average shares outstanding – basic/diluted 14,990   14,422
           

    The MIL Network

  • MIL-Evening Report: Banning young people from social media sounds like a silver bullet. Global evidence suggests otherwise

    Source: The Conversation (Au and NZ) – By Jasleen Chhabra, Research Fellow, Centre for Youth Mental Health, The University of Melbourne

    Monkey Business / Shutterstock

    Around 98% of Australian 15-year-olds use social media. Platforms such as TikTok, Snapchat and Instagram are where young people connect with friends and online communities, explore and express their identities, seek information, and find support for mental health struggles.

    However, the federal government, seeking to address concerns about young people’s mental health, has committed to ban under-16s from these platforms from later this year.

    There is no doubt social media presents risks to young people. These include cyberbullying, posts related to disordered eating or self-harm, hate speech, and the basic risk of spending long hours scrolling or “doomscrolling”.

    But is banning young people really the answer? We reviewed 70 reports from experts in Australia, the United Kingdom, the United States and Canada to understand what they recommend – and found broad agreement that a ban may not address the real problems.

    Humans preventing harm

    The overall verdict is that we need a much more thoughtful response than just a ban: only a coordinated approach between governments, regulators, tech companies and young people themselves will address youth mental health and online safety.

    We should be asking what we can do to make online spaces safer for young people, not jumping straight to removing them entirely.

    Content moderation is one area in need of urgent attention. Young people regularly report being exposed to harmful and age-inappropriate content on social media, while platforms replace moderation staff with cheaper AI systems.

    Automated processes have their place, but many recommendations in our review emphasised the importance of human moderators to keep up.

    Data and endless advertising

    A second issue exists around the collection and use of user data. Tech platforms have built their business model around user engagement and ad revenue.

    To keep users scrolling (and watching ads), companies collect large amounts of user data to deliver highly personalised feeds.

    Many experts advocate against the widespread collection and use of young people’s data, particularly for delivering advertising materials that promote dieting, unregulated supplements and cosmetic procedures. Posts like these often appear in an endless stream, interspersed between non-harmful and entertaining content.

    Starting with safety

    Alongside greater regulation of advertising material, many experts emphasised the need to consider “safety by design”.

    In other words, social media should be designed from the outset to prevent harming users. It may mean the end of “addictive” features such as infinite scrolling, frequent push notifications, and auto-play videos.

    Regulators also need the tools and power to hold platforms to account.

    That includes financial penalties, more transparent reporting from big tech companies, and taking proactive steps to keep harmful material off these platforms – not just taking down content after the fact.

    Age-checking tech troubles

    Our review did find a small number of reports that recommend barring young people from social media. However, experts questioned the feasibility of age verification technology and raised privacy concerns.

    The federal government has passed the buck to social media companies for actually implementing age verification of users.

    Platforms must take “reasonable steps” to restrict access by under-16s. It is unclear what these steps will be, but the prospect of facial recognition or digital ID checks raises serious privacy concerns.

    Others argue that banning under-16s from social media will drive them to less regulated online spaces, including online forums such as the notorious 4Chan, where some pages have an explicit “no rules” policy.

    It is also important to acknowledge that many young people find important support and communities on social media. Taking away social media may present risks to mental health in these circumstances.

    Listening to young people

    An age ban sounds decisive but comes with its own set of questions.

    In the absence of social media, where do young people questioning their sexual or gender identity go to find information and support? What would a ban mean for young people who engage with news on social media?

    There is little evidence about what impact a ban will have on young people, particularly those from diverse backgrounds.

    What’s more, young people have had minimal input into the policy. They have the insight to offer practical, real-world insights into what works and what does not.

    A blanket ban does nothing to make social media platforms safer for users. It might just delay problems and expose young people to an avalanche of harm when they log on at the age of 16.

    A ban brings its own risks

    The push to ban social media for under-16s is driven by genuine concerns. But unless it is a part of a broader, more thoughtful approach to online safety, it risks doing more harm than good.

    If we want a healthier digital environment, we can’t just lock out young people and hope for the best.

    Vita Pilkington receives funding from the Melbourne Research Scholarship and the Margaret Cohan Research Scholarship, both awarded by the University of Melbourne.

    Zac Seidler has been awarded an NHMRC Investigator Grant. He is also the Global Director of Research with the Movember Institute of Men’s Health. He advises government on men’s health, masculinities, violence prevention and social media policy.

    Jasleen Chhabra 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. Banning young people from social media sounds like a silver bullet. Global evidence suggests otherwise – https://theconversation.com/banning-young-people-from-social-media-sounds-like-a-silver-bullet-global-evidence-suggests-otherwise-256587

    MIL OSI AnalysisEveningReport.nz

  • MIL-Evening Report: A trial is testing ways to enforce Australia’s under-16s social media ban. But the tech is flawed

    Source: The Conversation (Au and NZ) – By Alexia Maddox, Senior Lecturer in Pedagogy and Education Futures, La Trobe University

    De Visu/Shutterstock

    Australia’s move to ban under-16s from social media is receiving widespread praise. Other countries, including the United Kingdom, Ireland, Singapore and Japan, are also now reportedly considering similar moves.

    The ban was legislated in November 2024 and is due to take effect in December 2025. The law says social media platforms can’t use official IDs such as passports to check Australian users’ ages, and shouldn’t track Australians. But it doesn’t specify the alternative.

    To test alternative methods, the federal government commissioned a trial of currently available technologies designed to “assure” people’s age online. Run by the Age Check Certification Scheme, a UK-based company specialising in testing and certifying identity verification systems, the trial is in its final stages. Results are expected at the end of June.

    So what are the technologies being trialled? Are they likely to work? And how might they – and the social media ban itself – alter the relationship all of us have with our dominant forms of digital communication?

    Dead ends for age verification

    Age verification confirms a person’s exact age using verified sources such as government-issued IDs. Age assurance is a broader term. It can include estimation techniques such as analysing faces or metadata to determine if users meet age requirements.

    In 2023 the federal government rejected mandating verification technologies for age-gating pornography sites. It found them “immature” with significant limitations. For example, database checks were costly and credit card verification could be easily worked around by minors.

    Nonprofit organisation Digital Rights Watch also pointed out that such systems were easily bypassed using virtual private networks – or VPNs. These are simple tools that hide a user’s location to make it seem like they are from a different country.

    Age assurance technologies bring different problems.

    For example, the latest US National Academies of Sciences report shows that facial recognition systems frequently misidentify children because their facial features are still developing.

    Improving these systems would require massive collections of children’s facial images. But international human rights law protects children’s privacy, making such data collection both legally and ethically problematic.

    Flawed testing of innovative tech?

    The age assurance technology trial currently includes 53 vendors hoping to win a contract for new innovative solutions.

    A range of technology is being trialled. It includes facial recognition offering “selfie-based age checks” and hand movement recognition technologies that claim to calculate age ranges. It also includes bespoke block chains to store sensitive data on.

    There are internal tensions about the trial’s design choices. These tensions centre on a lack of focus on ways to circumvent the technology, privacy implications, and verification of vendors’ efficacy claims.

    While testing innovation is good, the majority of companies and startups such as IDVerse, AgeCheck, and Yoti in the trial, will likely not hold clout over the major tech platforms in focus (Meta, Google and Snap).

    This divide reveals a fundamental problem: the companies building the checking tools aren’t the ones who must use them in the platforms targeted by the law. When tech giants don’t actively participate in developing solutions, they’re more likely to resist implementing them later.

    Google recently proposed storing ID documents in Google Wallet for age verification.
    nitpicker/Shutterstock

    Unresponsive tech companies

    Some major tech companies have shown little interest in engaging with the trial. For example, minutes from the trial’s March advisory board meeting reveal Apple “has been unresponsive, despite multiple outreach attempts”.

    Apple has recently outlined a tool to transmit a declared age range to developers on request. Apple suggests iOS will default the age assurance on Apple devices to under 13 for kids’ accounts. This makes it the responsibility of parents to modify age, the responsibility of developers to recognise age, and the responsibility of governments to legislate when and what to do with an assured age per market.

    Google’s recent Google Wallet proposal for age assurance also misses the mark on privacy concerns and usefulness.

    The proposal would require people over 16 to upload government-issued IDs and link them to a Google account. It would also require people trust Google not track where they go across the internet, via a privacy-preserving technology that remains a promise.

    Crucially, Meta’s social media platforms such as Facebook and Instagram also do not let you login with Google credentials. After all, they are competitors. This raises questions about the usefulness of Google’s proposal to assure age across social media platforms as part of the government’s under-16s ban.

    Meanwhile, Google is also suggesting AI chatbots should be directly targeted and available to children under 13, creating something akin to a “social network of one”, which are out of scope of the ban.

    Rather than engage with Australian age verification systems, companies such as Apple and Google are promoting their own solutions which seem to prioritise keeping or adding users to their services, or passing responsibility elsewhere.

    For the targeted platforms that enable online social interactions, delay in engagement fits a broader pattern. For example, in January 2025, Mark Zuckerberg indicated Meta would push back more aggressively against international regulations that threaten its business model.

    A shift in internet regulation

    Australia’s approach to banning under-16s from using social media marks a significant shift in internet regulation. Rather than age-gating specific content such as porn or gambling, Australia is now targeting basic communication infrastructure – which is what social media have become.

    It centres the problem on children being children, rather than on social media business models.

    The result is limiting childrens’ digital rights with experimental technologies while doing little to address the source of perceived harm for all of us. It prioritises protection without considering children’s rights to access information and express themselves. This risks leaving the most vulnerable children being cut off from digital spaces essential to their success.

    Australia’s approach puts paternal politics ahead of technical and social reality. As we get closer to the ban taking effect, we’ll see how this approach to regulate social communication platforms offers young people respite from the platforms their parents fear – yet continue to use everyday for their own basic communication needs.

    The authors do not work for, consult, own shares in or receive funding from any company or organisation that would benefit from this article, and have disclosed no relevant affiliations beyond their academic appointment.

    ref. A trial is testing ways to enforce Australia’s under-16s social media ban. But the tech is flawed – https://theconversation.com/a-trial-is-testing-ways-to-enforce-australias-under-16s-social-media-ban-but-the-tech-is-flawed-256332

    MIL OSI AnalysisEveningReport.nz

  • MIL-Evening Report: So your primary school child has a ‘boyfriend’ or ‘girlfriend’. Should you be worried?

    Source: The Conversation (Au and NZ) – By Cher McGillivray, Assistant Professor in Psychology, Bond University

    Karhut/Shutterstock

    If you have a child in primary school you may not be expecting to help them manage romantic relationships. Surely this is an issue for the high school years?

    While young children do not experience romantic love in an adult sense, they can still express interest in having a “boyfriend” or “girlfriend”. Some children may talk about a “crush” or even say they are “dating” another child.

    Is this normal? Why do kids do this? And what are some healthy boundaries to talk about?

    Why do kids do this?

    It is quite normal for children in primary school to engage in playful relationships or express interest in having crushes or a “boyfriend” or “girlfriend”.

    This is a way for children to explore their world.

    At this stage of their development, different types of social interactions help children work out emotions and social norms in a safe and imaginative way. It also helps them practice social bonding (how we form close attachments to others) and understanding interpersonal dynamics.

    So, just as children might play games such as “mums and dads” or “sisters and brothers”, they might also play at having a boyfriend or girlfriend, or even stage a mock wedding ceremony.

    Are there other reasons?

    Children are of course also influenced by the movies, fairy tales, books and the TV they consume and by watching older siblings or students at school.

    Seeing Ariel and Prince Eric fall in love in The Little Mermaid may prompt children to act this out. Similarly they might act “spinjistu” moves in the playground after watching Ninjago.

    Psychologist Erik Erikson has also suggested children aged 5–12 are at a stage where they seek approval from adults and peers (approval from friends becomes even more important in high school). Having a “boyfriend” or “girlfriend” may be a way for children to feel socially competent and accepted.

    There could also be peer pressure involved. For example, “all the other Year 4 kids have a boyfriend at the moment, so I will have one too”.

    Children can be influenced by movies or stories they consume. And then act them out in play.
    Altrendo Images/ Shutterstock

    So what are some healthy boundaries to encourage?

    While playing at having boyfriends or girlfriends is quite normal during pre-puberty, it’s important to make sure children are staying within healthy boundaries.

    If they are expressing physical affection – such as hugging or holding hands – it’s important this is appropriate and everyone is consenting. The old playground game of “catch and kiss” is no longer OK, given kisses are effectively being forced on the player who is caught.

    Once children start puberty, childlike feelings of attachment can give way to romantic feelings and more intense relationships. This is when you might start to see children having “proper” relationships.

    At any stage of development, keep talking about what consent looks like, feels like and sounds like. This will vary depending on their age, but the basic principles remain the same.

    Throughout these conversations, emphasise no one ever has to do anything or be in a situation that makes them uncomfortable.

    Keep talking to your child about the importance of only touching friends or other people if they indicate it is OK.
    Monkey Business Images/ Shutterstock

    How can you talk to your child?

    When you are talking to your child, do not to make fun of their feelings or be angry with them.

    If they are exploring their feelings or being curious about relationships, it’s important they feel safe to do so without judgement. They should be able to talk about big or complex things without shame, embarrassment or fear of getting in trouble. Remember, a certain behaviour may not be appropriate, but the child themselves is not “weird” or “bad”.

    If a child feels as though they can’t talk about these feelings or issues, they may feel as thought they are the problem or they are “wrong”. This can lead to poor self-esteem.

    You could ask “what do you like about that friend?” to try and remove the label of boyfriend or girlfriend. It could help to talk about your own experiences, for example, “I had a few close friends in primary school and we did everything together rather than having a ‘boyfriend’ or ‘girlfriend’”.

    If you are worried something inappropriate is happening, you can talk to the parent of the other child or the school to get them to help encourage new boundaries for all the children involved.

    Cher McGillivray 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. So your primary school child has a ‘boyfriend’ or ‘girlfriend’. Should you be worried? – https://theconversation.com/so-your-primary-school-child-has-a-boyfriend-or-girlfriend-should-you-be-worried-256111

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI Global: The rebrand that went full circle: HBO Max to New HBO Max

    Source: The Conversation – Canada – By Omar H. Fares, Lecturer of Marketing in the Lazaridis School of Business and Economics, Wilfrid Laurier University

    The HBO Max rebrand saga highlights how quickly brand equity can be undermined when recognition cues are disrupted. (Shutterstock)

    Warner Bros. Discovery (WBD) recently announced the streaming app Max will revert to the name HBO Max this summer. The move comes only two years after HBO was dropped from the brand name.

    The announcement has sparked a wave of commentary of social media, including self-aware humour. HBO’s social media team posted memes from shows like Friends and Euphoria, joking that the company had finally “come home.”

    HBO Max launched in 2020, promising big-budget series alongside the Warner film catalogue. In May 2023, the service’s name was shortened to “Max” after the US$43 billion merger that created Warner Bros. Discovery.

    Many viewers and analysts questioned the loss of a label long associated with award-winning television. When WBD CEO David Zaslav announced the return to HBO Max on May 14, he argued the original three letters still carry unique weight with audiences worldwide.

    The major U-turn offers a clear lesson for marketers: when a rename threatens familiarity, consistency and clear messaging, customers will push back.

    Brand familiarity: A memory shortcut

    The HBO Max rebrand saga highlights how quickly brand equity can be undermined when recognition cues are disrupted. Although the 2023 name change aimed to reflect a broader content mix, it unintentionally distanced the platform from its most recognizable asset.

    HBO, as both a name and a legacy, had become shorthand for a specific kind of quality — one that audiences weren’t ready to see stripped away.

    Brand familiarity may be described as the ease with which consumers recognize, recall and understand a name based on prior experience. In marketing, brand familiarity is a key factor in driving consumer confidence and supporting stronger emotional ties.

    In other words, when the existing memory structures are already in place, it reduces the cognitive effort that typically results in a more favourable action. Dropping “HBO,” a label linked to award-winning dramas for decades, removed a trusted shortcut and left viewers asking whether the service had changed its focus.

    Consistency as a pillar of trust

    One of the key drivers of brand engagement is brand consistency, which is the uniform application of brand elements such as colours, logo and tone. This consistency is typically associated with trust and loyalty.

    The shift from HBO Max to Max disrupted this consistency, leading to confusion about the platform’s identity and offerings. Consumers who associated HBO with certain types of content were unsure what to expect from Max.

    To make matters even more challenging, Max not only changed its name but shifted from the purple-and-black palette of HBO Max to blue, then to silver-on-black before finally circling back. Each redesign forced viewers to get used to a new look and tone, eroding the sense of continuity that subscription services rely on.

    Keeping the audience informed

    Missteps in messaging can sink even well-researched rebrands. Communications firm Edelman’s 2023 Trust Barometer points out that silence during change amplifies speculation and negative assumptions.

    The quick collapse of Gap’s 2010 logo makeover offers a classic example. The retailer unveiled a new mark without preparation, then reverted within a week after a backlash.

    A direct parallel can be drawn between that episode and the confusion that followed the Max launch, where any reasoned arguments for the shorter name never reached much of the audience.

    By contrast, the 2025 reversal was accompanied by plain statements from Warner Bros. Discovery, intensive press outreach and humour that admitted the misstep which is a communication style more likely to rebuild trust.

    Lessons for marketers

    Customer research should always precede radical changes to familiar signals, because the goodwill embedded in a long-running name is not easily replicated.

    Any shift in title or visual identity must be matched by consistent deployment across every touch point, from app icons to ad copy, otherwise confusion undercuts the strategy.

    Finally, customer perceptions cannot be an afterthought. Clear, timely messages that are supported by a tone that suits the brand’s personality will help audiences understand what is changing and why it benefits them, turning potential backlash into renewed engagement.

    Omar H. Fares 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. The rebrand that went full circle: HBO Max to New HBO Max – https://theconversation.com/the-rebrand-that-went-full-circle-hbo-max-to-new-hbo-max-256777

    MIL OSI – Global Reports

  • MIL-OSI USA: Hickenlooper, Colleagues Call on Trump Admin to Reverse Illegal Firings of Consumer Product Safety Commissioners

    US Senate News:

    Source: United States Senator John Hickenlooper – Colorado
    The administration fired three of the five commissioners who help protect consumers from harmful products
    WASHINGTON – U.S. Senator John Hickenlooper, along with four of his Senate colleagues, called on the Trump administration to reverse the illegal firings of Consumer Product Safety Commission (CPSC) officials who help protect Americans from potentially harmful products.
    “This move compromises the ability of the federal government to apply data-driven product safety rules to protect Americans nationwide, away from political influence,” wrote the senators. “We urge you to immediately reverse this order and allow the three Democratic CPSC Commissioners to continue their work to protect consumers, especially children and families, from hazardous products.”
    Congress created the CPSC to help regulate the manufacture and sale of products, ranging from children’s toys to fireworks, to protect the public from dangerous products that could lead to injury or death. Last year, the CPSC helped recall 153 million consumer products to protect kids and families from defective and harmful products.
    On May 8th, the Trump administration announced its intention to fire the CPSC’s three Democratic Commissioners, Commissioner Hoehn-Saric, Commissioner Trumka, and Commissioner Boyle, without cause. The commission is made up of five commissioners appointed by the President and confirmed by the Senate.
    Hickenlooper currently serves the Ranking Member of the Senate Commerce Committee’s Subcommittee on Consumer Protection, Product Safety and Data Security.
    Full text of the letter is available HERE and below.
    Dear President Trump:
    We write to express serious concern regarding your intention to fire the three Democratic Commissioners from the Consumer Product Safety Commission (CPSC). This move compromises the ability of the federal government to apply data-driven product safety rules to protect Americans nationwide, away from political influence. We urge you to immediately reverse this order and allow the three Democratic CPSC Commissioners to continue their work to protect consumers, especially children and families, from hazardous products.
    Congress established the CPSC in the Consumer Product Safety Act as an independent regulatory commission composed of five bipartisan Commissioners, appointed by the President and confirmed by the Senate. Since 1972, the CPSC has regulated the manufacture and sale of products ranging from children’s toys to fireworks, working to protect the public from unreasonable risks of injury or death. In fiscal year 2024 alone, the CPSC negotiated and implemented the recall of 153 million consumer product units and conducted more than 4,100 in-depth investigations to remove defective and potentially harmful products from shelves. For over 50 years, the CPSC’s bipartisan commissioners have carried out this critical work to ensure that Americans can feel confident about the safety and reliability of the products they use every day.
    As at other independent agencies, CPSC Commissioners are appointed by the President and confirmed by the Senate to staggered, seven-year terms. The Consumer Product Safety Act establishes that the President may remove Commissioners only “for neglect of duty or malfeasance in office but for no other cause.” Further, the Act is explicit about the legal requirement for bipartisanship on the CPSC, mandating that “not more than three of the Commissioners shall be affiliated with the same political party.” These provisions exist to limit the Commissioners’ exposure to political influence, allowing them to focus entirely on their job of protecting American consumers.
    Despite these clear, congressionally-mandated protections, late on Thursday May 8, you announced your intention to fire the CPSC’s three Democratic Commissioners, Commissioner Hoehn-Saric, Commissioner Trumka, and Commissioner Boyle, without cause. This action degrades the ability of CPSC to establish robust product safety protections and casts doubt on its capacity to pursue recalls and investigations without being influenced by the politics of the day.
    More than ninety years ago, the Supreme Court ruled that Congress has the authority to create bipartisan, multi-member commissions to serve the public without undue political influence. More recently, in 2020, the Court refused to rule that the President has the power to remove members of bipartisan commissions at-will. As you know, the President can lawfully exercise influence over the Commission by nominating new members and appointing the Chair. This illegal order to terminate three CPSC Commissioners without cause stands in opposition to clear legislative guidelines and nearly a century of Supreme Court precedent. It must be reversed.
    Commissioners Hoehn-Saric, Trumka, and Boyle must be allowed to continue their work at the CPSC and carry out its vital mission to protect American consumers.

    MIL OSI USA News

  • MIL-OSI: Eric Branderiz Joins Symbotic’s Board of Directors

    Source: GlobeNewswire (MIL-OSI)

    WILMINGTON, Mass., May 15, 2025 (GLOBE NEWSWIRE) — Symbotic Inc. (Nasdaq: SYM), a leader in A.I.-enabled robotics technology for the supply chain, today announced the election of Eric Branderiz to its Board of Directors, effective May 14, 2025.

    Mr. Branderiz joins Symbotic’s Board following a nearly 30-year career in public and private company finance and accounting, including in high-growth environments in industrial technology. Most recently, he served as Executive Vice President and Chief Financial Officer at Enphase Energy. Prior to Enphase Energy, Mr. Branderiz was Vice President, Corporate Controller and Chief Accounting Officer at Tesla. He has held senior finance and accounting roles at SunPower Corporation, Knowledge Universe Corporation, Spansion and Advanced Micro Devices, after beginning his career at Ernst & Young.

    “On behalf of the Board, I am thrilled to welcome Eric to Symbotic,” said Rick Cohen, Chairman and CEO of Symbotic. “Eric brings deep financial expertise and a track record of success, guiding companies through critical stages of growth and playing a pivotal role in helping newly public organizations to achieve significantly greater scale. I look forward to working with him as we continue bringing our cutting-edge robotics and A.I.-powered automation technology to diverse customers and settings globally.”

    “I’m honored to join Symbotic’s Board at such an exciting point in the company’s trajectory,” said Mr. Branderiz. “Symbotic is a leader in its field with one-of-a-kind automation technology, and I look forward to leveraging my experience at growth-oriented technology companies to support Symbotic’s continued innovation and its rapid momentum.”

    Mr. Branderiz currently serves on the Board of Directors of Cognizant Technology Solutions Corporation and Fortive Corporation. He is a Certified Public Accountant in California, and received his bachelor’s degree in Business Commerce with an emphasis on Accounting from The University of Alberta.

    About Symbotic

    Symbotic is an automation technology leader reimagining the supply chain with its end-to-end, A.I.-powered robotic and software platform. Symbotic reinvents the warehouse as a strategic asset for the world’s largest retail, wholesale, and food & beverage companies. Applying next-generation technology, high-density storage and machine learning to solve today’s complex distribution challenges, Symbotic enables companies to move goods with unmatched speed, agility, accuracy and efficiency. As the backbone of commerce, Symbotic transforms the flow of goods and the economics of the supply chain for its customers. For more information, visit www.symbotic.com.

    Media Contact
    mediainquiry@symbotic.com

    Investor Contact
    Charlie Anderson
    Vice President, Investor Relations & Corporate Development
    ir@symbotic.com

    The MIL Network

  • MIL-OSI: CORRECTING AND REPLACING – Katapult Delivers 15.4% Gross Originations and 10.6% Revenue Growth in the First Quarter, Above Outlook

    Source: GlobeNewswire (MIL-OSI)

    Expects Growth to Accelerate In Second Quarter
    Reiterates 2025 Guidance

    PLANO, Texas, May 15, 2025 (GLOBE NEWSWIRE) — In the press release issued by Katapult Holdings, Inc. on May 15, 2025, in the gross originations by quarter table, Q4 in FY 2024 should be $75.2 million instead of $64.2 million.

    The updated release reads:

    Katapult Holdings, Inc. (“Katapult” or the “Company”) (NASDAQ: KPLT), an e-commerce-focused financial technology company, today reported its financial results for the first quarter ended March 31, 2025.

    “2025 is off to a strong start and we are well positioned to achieve our full year targets,” said Orlando Zayas, CEO of Katapult. “We achieved double-digit gross originations and revenue growth, driven by increasing engagement with the Katapult app marketplace, including 57% growth in KPay originations. Our marketplace is thriving – from application growth to repeat purchase rates, to high Net Promoter scores and beyond, we believe we have all the hallmarks of a healthy ecosystem and we intend to lean into opportunities to accelerate our growth. We are excited about the future and as we continue to execute on our consumer and merchant initiatives, we feel confident that we can create value for all of our stakeholders.”

    Operating Progress: Recent Highlights

    • Increased activity within the Katapult app marketplace
      • ~59% of first quarter gross originations started in the Katapult app marketplace, making it the single largest customer referral source. Total app originations grew 42% year-over-year.
      • Applications grew ~59% year-over-year in the first quarter
      • Customer satisfaction remained high and Katapult had a Net Promoter Score of 66 as of March 31, 2025
      • 57.4% of gross originations for the first quarter of 2025 came from repeat customers1
    • Grew consumer engagement by adding app functionality and features and executing targeted marketing campaigns
      • KPay conversion rate increased during the first quarter leading to unique customer count growth of more than 65% year-over-year
      • KPay gross originations grew approximately 57% year-over-year in the first quarter; 35% of total gross originations were transacted using KPay
      • Launched Ashley and Bed Bath & Beyond in the Katapult app marketplace, bringing the total number of merchants in our KPay ecosystem to 35
    • Made strong progress against merchant engagement initiatives
      • Direct and waterfall gross originations, which represented 65% of total first quarter originations, grew approximately 40%, excluding the home furnishings and mattress category
      • Continued to expand our waterfall partnerships by kicking off a new partnership with Finti, a modern waterfall financing platform that connects consumers with a curated network of lenders and financing providers
      • Together with several merchant-partners, we launched targeted co-branded, co-promoted marketing campaigns that delivered year-over-year gross originations growth ranging from 7% to more than 75% depending on the campaign

    First Quarter 2025 Financial Highlights

    (All comparisons are year-over-year unless stated otherwise.)

    • Gross originations were $64.2 million, an increase of 15.4%. Excluding the home furnishings and mattress category, gross originations grew 51% year-over-year.
    • Total revenue was $71.9 million, an increase of 10.6%
    • Total operating expenses in the first quarter increased 17.3%. Our fixed cash operating expenses2, which exclude litigation settlement and other non-cash and variable expenses, increased approximately 10.8%.
    • Net loss was $5.7 million for the first quarter of 2025 compared with net loss of $0.6 million reported for the first quarter of 2024. The higher net loss was mainly due to higher cost of sales and higher operating expenses.
    • Adjusted net loss2 was $3.4 million for the first quarter of 2025 compared to adjusted net income of $1.0 million reported for the first quarter of 2024
    • Adjusted EBITDA2 was $2.2 million for the first quarter of 2025 compared to Adjusted EBITDA2 of $5.6 million in the first quarter of 2024. The year-over-year performance was impacted by higher cost of sales related to rapid, faster-than-expected gross originations growth during the first quarter of 2025 and the end of the fourth quarter of 2024.
    • Katapult ended the quarter with total cash and cash equivalents of $14.3 million, which includes $8.3 million of restricted cash. The Company ended the quarter with $77.8 million of outstanding debt on its credit facility.
    • Write-offs as a percentage of revenue were 9.0% in the first quarter of 2025 and are within the Company’s 8% to 10% long-term target range. This compares with 8.4% in the first quarter of 2024.

    [1] Repeat customer rate is defined as the percentage of in-quarter originations from existing customers.
    [2] Please refer to the “Reconciliation of Non-GAAP Measure and Certain Other Data” section and the GAAP to non-GAAP reconciliation tables below for more information.

    Second Quarter and Full Year 2025 Business Outlook

    The Company is continuing to navigate a challenging macro environment particularly within the home furnishings category. Given the current breadth of our merchant selection as well as our plans to introduce new merchants to the Katapult App Marketplace during 2025, our strategic marketing and our strong consumer offering, we believe we are well positioned to deliver continued growth in 2025. We continue to believe that we have a large addressable market of underserved, non-prime consumers, and it’s important to note that lease-to-own solutions have historically benefited when prime credit options become less available.

    Given our quarter-to-date progress, Katapult expects the following results for the second quarter of 2025:

    • 25% to 30% year-over-year increase in gross originations
    • 17% to 20% year-over-year increase in revenue
    • Approximately breakeven Adjusted EBITDA

    Based on the macroeconomic assumptions above and the operating plan in place for the full year 2025, Katapult is reiterating its expectations for full year 2025:

    • We expect gross originations to grow at least 20%

    This outlook does not include any material impact from prime creditors tightening or loosening above us and assumes that there are no significant changes to the macro environment.

    Both our second quarter and full year outlooks assume that the gross originations for the home furnishings and mattress category do not improve materially from our 2024 performance.

    • We also expect to maintain strong credit quality in our portfolio. This will be driven by ongoing enhancements to our risk modeling, onboarding high quality new merchants through integrations, and repeat customers engaging with Katapult Pay
    • Revenue growth is expected to be at least 20%
    • Finally, with the continued execution of our disciplined expense management strategy combined with our growing top-line, we expect to deliver at least $10 million in positive Adjusted EBITDA

    “The first quarter came in stronger than our outlook, and we are continuing to successfully grow our top-line without meaningfully increasing our expense base,” said Nancy Walsh, CFO of Katapult. “The second quarter is off to a great start and we believe we can continue to scale our business by offering a transparent and fair LTO product to consumers and a growth engine to our partners. Our team’s hard work and agile execution is fueling our growth and we are looking forward to a great 2025.”

    Conference Call and Webcast

    The Company will host a conference call and webcast at 8:00 AM ET on Thursday, May 15, 2025, to discuss the Company’s financial results. Related presentation materials will be available before the call on the Company’s Investor Relations page at https://ir.katapultholdings.com. The conference call will be broadcast live in listen-only mode and an archive of the webcast will be available for one year.

    About Katapult

    Katapult is a technology driven lease-to-own platform that integrates with omnichannel retailers and e-commerce platforms to power the purchasing of everyday durable goods for underserved U.S. non-prime consumers. Through our point-of-sale (POS) integrations and innovative mobile app featuring Katapult Pay(R), consumers who may be unable to access traditional financing can shop a growing network of merchant partners. Our process is simple, fast, and transparent. We believe that seeing the good in people is good for business, humanizing the way underserved consumers get the things they need with payment solutions based on fairness and dignity.

    Contact

    Jennifer Kull
    VP of Investor Relations
    ir@katapult.com

    Forward-Looking Statements

    Certain statements included in this Press Release and on our quarterly earnings call that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements may be identified by words such as “anticipate,” “assume,” “believe,” “continue,” “could,” “design,” “estimate,” “expect,” “intend,” “may,” “plan,” “potentially,” “predict,” “should,” “will,” “would,” or the negative of these terms or other similar expressions. These forward-looking statements include, but are not limited to: in this Press Release and on our associated earnings call, statements regarding our second quarter of 2025 and full year 2025 business outlook and underlying expectations and assumptions and statements regarding our ability to obtain a comprehensive maturity extension amendment to our credit facility. These statements are based on various assumptions, whether or not identified in this Press Release, and on the current expectations of our management and are not predictions of actual performance.

    These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond our control. These forward-looking statements are subject to a number of risks and uncertainties, including, among others, our ability to refinance our indebtedness and continue as a going concern, the execution of our business strategy and expanding information and technology capabilities; our market opportunity and our ability to acquire new customers and retain existing customers; adoption and success of our mobile application featuring Katapult Pay; the timing and impact of our growth initiatives on our future financial performance; anticipated occurrence and timing of prime lending tightening and impact on our results of operations; general economic conditions in the markets where we operate, the cyclical nature of customer spending, and seasonal sales and spending patterns of customers; risks relating to factors affecting consumer spending that are not under our control, including, among others, levels of employment, disposable consumer income, inflation, prevailing interest rates, consumer debt and availability of credit, consumer confidence in future economic conditions, political conditions, and consumer perceptions of personal well-being and security and willingness and ability of customers to pay for the goods they lease through us when due; risks relating to uncertainty of our estimates of market opportunity and forecasts of market growth; risks related to the concentration of a significant portion of our transaction volume with a single merchant partner, or type of merchant or industry; the effects of competition on our future business; meet future liquidity requirements and complying with restrictive covenants related to our long-term indebtedness; the impact of unstable market and economic conditions such as rising inflation and interest rates; reliability of our platform and effectiveness of our risk model; data security breaches or other information technology incidents or disruptions, including cyber-attacks, and the protection of confidential, proprietary, personal and other information, including personal data of customers; ability to attract and retain employees, executive officers or directors; effectively respond to general economic and business conditions; obtain additional capital, including equity or debt financing and servicing our indebtedness; enhance future operating and financial results; anticipate rapid technological changes, including generative artificial intelligence and other new technologies; comply with laws and regulations applicable to our business, including laws and regulations related to rental purchase transactions; stay abreast of modified or new laws and regulations applying to our business, including with respect to rental purchase transactions and privacy regulations; maintain and grow relationships with merchants and partners; respond to uncertainties associated with product and service developments and market acceptance; the impacts of new U.S. federal income tax laws; material weaknesses in our internal control over financial reporting which, if not identified and remediated, could affect the reliability of our financial statements; successfully defend litigation; litigation, regulatory matters, complaints, adverse publicity and/or misconduct by employees, vendors and/or service providers; and other events or factors, including those resulting from civil unrest, war, foreign invasions (including the conflict involving Russia and Ukraine and the Israel-Hamas conflict), terrorism, public health crises and pandemics (such as COVID-19), trade wars, or responses to such events; our ability to meet the minimum requirements for continued listing on the Nasdaq Global Market; and those factors discussed in greater detail in the section entitled “Risk Factors” in our periodic reports filed with the Securities and Exchange Commission (“SEC”), including the Annual Report on Form 10-K for the year ended December 31, 2024 that we filed with the SEC.

    If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that we do not presently know or that we currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Undue reliance should not be placed on the forward-looking statements in this Press Release or on our quarterly earnings call. All forward-looking statements contained herein or expressed on our quarterly earnings call are based on information available to us as of the date hereof, and we do not assume any obligation to update these statements as a result of new information or future events, except as required by law. If we do update one or more forward-looking statements, no inference should be made that we will make additional updates with respect to those or other forward-looking statements.

    Key Performance Metrics

    Katapult regularly reviews several metrics, including the following key metrics, to evaluate its business, measure its performance, identify trends affecting our business, formulate financial projections and make strategic decisions, which may also be useful to an investor: gross originations, total revenue, gross profit, adjusted gross profit and adjusted EBITDA.

    Gross originations are defined as the retail price of the merchandise associated with lease-purchase agreements entered into during the period through the Katapult platform. Gross originations do not represent revenue earned. However, we believe this is a useful operating metric for both Katapult’s management and investors to use in assessing the volume of transactions that take place on Katapult’s platform.

    Total revenue represents the summation of rental revenue and other revenue. Katapult measures this metric to assess the total view of pay through performance of its customers. Management believes looking at these components is useful to an investor as it helps to understand the total payment performance of customers.

    Gross profit represents total revenue less cost of revenue, and is a measure presented in accordance with generally accepted accounting principles in the United States (“GAAP”). See the “Non-GAAP Financial Measures” section below for a description and presentation of adjusted gross profit and adjusted EBITDA, which are non-GAAP measures utilized by management.

    Non-GAAP Financial Measures

    To supplement the financial measures presented in this press release and related conference call or webcast in accordance with GAAP, the Company also presents the following non-GAAP and other measures of financial performance: adjusted gross profit, adjusted EBITDA, adjusted net income/(loss) and fixed cash operating expenses. The Company believes that for management and investors to more effectively compare core performance from period to period, the non-GAAP measures should exclude items that are not indicative of our results from ongoing business operations.The Company urges investors to consider non-GAAP measures only in conjunction with its GAAP financials and to review the reconciliation of the Company’s non-GAAP financial measures to its comparable GAAP financial measures, which are included in this press release.

    Adjusted gross profit represents gross profit less variable operating expenses, which are servicing costs, and underwriting fees. Management believes that adjusted gross profit provides a meaningful understanding of one aspect of its performance specifically attributable to total revenue and the variable costs associated with total revenue.

    Adjusted EBITDA is a non-GAAP measure that is defined as net loss before interest expense and other fees, interest income, change in fair value of warrants and loss on issuance of shares, provision for income taxes, depreciation and amortization on property and equipment and capitalized software, provision of impairment of leased assets, loss on partial extinguishment of debt, stock-based compensation expense, litigation settlement and other related expenses, and debt refinancing costs.

    Adjusted net income (loss) is a non-GAAP measure that is defined as net loss before change in fair value of warrants and loss on issuance of shares, stock-based compensation expense and litigation settlement and other related expenses and debt refinancing costs.

    Fixed cash operating expenses is a non-GAAP measure that is defined as operating expenses less depreciation and amortization on property and equipment and capitalized software, stock-based compensation expense, litigation settlement and other related expenses, debt refinancing costs, and variable lease costs such as servicing costs and underwriting fees. Management believes that fixed cash operating expenses provides a meaningful understanding of non-variable ongoing expenses.

    Adjusted gross profit, adjusted EBITDA and adjusted net loss are useful to an investor in evaluating the Company’s performance because these measures:

    • Are widely used to measure a company’s operating performance;
    • Are financial measurements that are used by rating agencies, lenders and other parties to evaluate the Company’s credit worthiness; and
    • Are used by the Company’s management for various purposes, including as measures of performance and as a basis for strategic planning and forecasting.

    Management believes that the use of non-GAAP financial measures, as a supplement to GAAP measures, is useful to investors in that they eliminate items that are not part of our core operations, highly variable or do not require a cash outlay, such as stock-based compensation expense. Management uses these non-GAAP financial measures when evaluating operating performance and for internal planning and forecasting purposes. Management believes that these non-GAAP financial measures help indicate underlying trends in the business, are important in comparing current results with prior period results and are useful to investors and financial analysts in assessing operating performance. However, these non-GAAP measures exclude items that are significant in understanding and assessing Katapult’s financial results. Therefore, these measures should not be considered in isolation or as alternatives to revenue, net loss, gross profit, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that Katapult’s presentation of these measures may not be comparable to similarly titled measures used by other companies.

     
    KATAPULT HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
    (amounts in thousands, except per share data)
      Three Months Ended March 31,
        2025       2024  
           
    Revenue      
    Rental revenue $ 71,078     $ 64,142  
    Other revenue   868       919  
    Total revenue   71,946       65,061  
    Cost of revenue   57,597       48,573  
    Gross profit   14,349       16,488  
    Operating expenses   14,885       12,688  
    Income (loss) from operations   (536 )     3,800  
    Interest expense and other fees   (5,144 )     (4,527 )
    Interest income   57       324  
    Change in fair value of warrant liability   (36 )     (162 )
    Loss before income taxes   (5,659 )     (565 )
    Provision for income taxes   (29 )     (5 )
    Net loss $ (5,688 )   $ (570 )
           
    Weighted average common shares outstanding – basic and diluted   4,618       4,242  
           
    Net loss per common share – basic and diluted $ (1.23 )   $ (0.13 )
     
    KATAPULT HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (dollars in thousands, except per share data)
      March 31,   December 31,
        2025       2024  
      (unaudited)    
    ASSETS      
    Current assets:      
    Cash and cash equivalents $ 5,965     $ 3,465  
    Restricted cash   8,346       13,087  
    Property held for lease, net of accumulated depreciation and impairment   66,913       67,085  
    Prepaid expenses and other current assets   4,445       6,731  
    Total current assets   85,669       90,368  
    Property and equipment, net   244       253  
    Capitalized software and intangible assets, net   2,155       2,076  
    Right-of-use assets, non-current   376       383  
    Security deposits   91       91  
    Total assets $ 88,535     $ 93,171  
    LIABILITIES AND STOCKHOLDERS’ DEFICIT      
    Current liabilities:      
    Accounts payable $ 3,040     $ 1,491  
    Accrued liabilities   18,945       17,372  
    Accrued litigation settlement   2,199       2,199  
    Unearned revenue   5,711       4,823  
    Revolving line of credit, net   77,663       82,582  
    Term loan, net, current   31,490       30,047  
    Lease liabilities   129       179  
    Total current liabilities   139,177       138,693  
    Lease liabilities, non-current   431       444  
    Other liabilities   614       828  
    Total liabilities   140,222       139,965  
    STOCKHOLDERS’ DEFICIT      
    Common stock, $.0001 par value– 250,000,000 shares authorized; 4,483,544 and 4,446,540 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively          
    Additional paid-in capital   102,452       101,657  
    Accumulated deficit   (154,139 )     (148,451 )
    Total stockholders’ deficit   (51,687 )     (46,794 )
    Total liabilities and stockholders’ deficit $ 88,535     $ 93,171  
     
    KATAPULT HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
    (dollars in thousands)
      Three Months Ended March 31,
        2025       2024  
    Cash flows from operating activities:      
    Net loss $ (5,688 )   $ (570 )
    Adjustments to reconcile net loss to net cash provided by operating activities:      
    Depreciation and amortization   39,392       34,026  
    Depreciation for early lease purchase options (buyouts)   9,664       7,613  
    Depreciation for impaired leases   6,632       5,636  
    Change in fair value of warrants and other non-cash items   36       162  
    Stock-based compensation   1,066       1,391  
    Amortization of debt discount   963       669  
    Amortization of debt issuance costs, net   88       66  
    Accrued PIK interest expense   480       347  
    Amortization of right-of-use assets   76       76  
    Changes in operating assets and liabilities:      
    Property held for lease   (55,185 )     (45,249 )
    Prepaid expenses and other current assets   2,217       1,029  
    Accounts payable   1,549       754  
    Accrued liabilities   1,573       (4,123 )
    Accrued litigation   (250 )      
    Lease liabilities   (63 )     (55 )
    Unearned revenues   888       208  
    Net cash provided by operating activities   3,438       1,980  
    Cash flows from investing activities:      
    Purchases of property and equipment   (24 )      
    Additions to capitalized software   (377 )     (126 )
    Net cash used in investing activities   (401 )     (126 )
    Cash flows from financing activities:      
    Proceeds from revolving line of credit   5,128       10,058  
    Principal repayments on revolving line of credit   (10,135 )     (2,840 )
    Repurchases of restricted stock   (271 )     (312 )
    Net cash (used in) provided by financing activities   (5,278 )     6,906  
    Net (decrease) increase in cash, cash equivalents and restricted cash   (2,241 )     8,760  
    Cash and cash equivalents and restricted cash at beginning of period   16,552       28,811  
    Cash and cash equivalents and restricted cash at end of period $ 14,311     $ 37,571  
    Supplemental disclosure of cash flow information:      
    Cash paid for interest $ 3,661     $ 3,382  
    Cash paid for income taxes $     $ 112  
    Cash paid for operating leases $ 111     $ 82  
     
    KATAPULT HOLDINGS, INC.
    RECONCILIATION OF NON-GAAP MEASURES AND CERTAIN OTHER DATA (UNAUDITED)
    (amounts in thousands)
      Three Months Ended March 31,
        2025       2024  
           
    Net loss $ (5,688 )   $ (570 )
    Add back:      
    Interest expense and other fees   5,144       4,527  
    Interest income   (57 )     (324 )
    Change in fair value of warrants   36       162  
    Provision for income taxes   29       5  
    Depreciation and amortization on property and equipment and capitalized software   330       266  
    Provision for impairment of leased assets   150       173  
    Stock-based compensation expense   1,066       1,391  
    Litigation settlement and other related expenses   259     $  
    Debt refinancing costs $ 971        
    Adjusted EBITDA $ 2,240     $ 5,630  
     
      Three Months Ended March 31,
        2025       2024  
           
    Net loss $ (5,688 )   $ (570 )
    Add back:      
    Change in fair value of warrants   36       162  
    Stock-based compensation expense   1,066       1,391  
    Litigation settlement and other related expenses   259        
    Debt refinancing costs   971        
    Adjusted net income (loss) $ (3,356 )   $ 983  
     
      Three Months Ended March 31,
        2025       2024  
           
    Operating expenses $ 14,885     $ 12,688  
    Less:      
    Depreciation and amortization on property and equipment and capitalized software   330       266  
    Stock-based compensation expense   1,066       1,391  
    Servicing costs   1,085       1,132  
    Underwriting fees   772       509  
    Litigation settlement and other related expenses   259        
    Debt refinancing costs   971     $  
    Fixed cash operating expenses $ 10,402     $ 9,390  
    (in thousands) Three Months Ended March 31,  
        2025       2024  
             
    Total revenue $ 71,946     $ 65,061  
    Cost of revenue   57,597       48,573  
    Gross profit   14,349       16,488  
    Less:        
    Servicing costs   1,085       1,132  
    Underwriting fees   772       509  
    Adjusted gross profit $ 12,492     $ 14,847  
     
    CERTAIN KEY PERFORMANCE METRICS
     
    (in thousands) Three Months Ended March 31,  
        2025       2024  
    Total revenue $ 71,946     $ 65,061  
     
    KATAPULT HOLDINGS, INC.
    GROSS ORIGINATIONS BY QUARTER
        Gross Originations by Quarter
    ($ millions)   Q1   Q2   Q3   Q4
    FY 2025   $ 64.2     $     $     $  
    FY 2024   $ 55.6     $ 55.3     $ 51.2     $ 75.2  
    FY 2023   $ 54.7     $ 54.7     $ 49.6     $ 67.5  
    FY 2022   $ 46.7     $ 46.4     $ 44.1     $ 59.8  
    FY 2021   $ 63.8     $ 64.4     $ 61.0     $ 58.9  

    The MIL Network

  • MIL-OSI: Applied Materials Announces Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    • Revenue $7.10 billion, up 7 percent year over year
    • GAAP gross margin 49.1 percent and non-GAAP gross margin 49.2 percent
    • GAAP operating margin 30.5 percent and non-GAAP operating margin 30.7 percent
    • Record GAAP EPS $2.63 and record non-GAAP EPS $2.39, up 28 percent and 14 percent year over year, respectively
    • Generated $1.57 billion in cash from operations and distributed $2.00 billion to shareholders including $1.67 billion in share repurchases and $325 million in dividends

    SANTA CLARA, Calif., May 15, 2025 (GLOBE NEWSWIRE) — Applied Materials, Inc. (NASDAQ: AMAT) today reported results for its second quarter ended Apr. 27, 2025.

    “Applied Materials’ broad capabilities and connected product portfolio are driving strong results in 2025 amidst a highly dynamic macro environment,” said Gary Dickerson, President and CEO. “High-performance, energy-efficient AI computing remains the dominant driver of semiconductor innovation, and Applied is working closely with our customers and partners to accelerate the industry’s roadmap. We are very well positioned at major technology inflections in fast-growing areas of the market, which supports our multi-year growth trajectory.”

    “We delivered strong performance in our second fiscal quarter with seven percent year-over-year revenue growth, record earnings per share and shareholder distributions of nearly $2 billion,” said Brice Hill, Senior Vice President and CFO. “Despite the dynamic economic and trade environment, we have not seen significant changes to customer demand and are well-equipped to navigate evolving conditions with our robust global supply chain and diversified manufacturing footprint.”

    Results Summary

      Q2 FY2025   Q2 FY2024   Change
      (In millions, except per share amounts and percentages)
    Net revenue $ 7,100     $ 6,646     7%
    Gross margin   49.1 %     47.4 %   1.7 points
    Operating margin   30.5 %     28.8 %   1.7 points
    Net income $ 2,137     $ 1,722     24%
    Diluted earnings per share $ 2.63     $ 2.06     28%
    Non-GAAP Results          
    Non-GAAP gross margin   49.2 %     47.5 %   1.7 points
    Non-GAAP operating margin   30.7 %     29.0 %   1.7 points
    Non-GAAP net income $ 1,940     $ 1,744     11%
    Non-GAAP diluted EPS $ 2.39     $ 2.09     14%
    Non-GAAP free cash flow $ 1,061     $ 1,135     (7)%
                       

    A reconciliation of the GAAP and non-GAAP results is provided in the financial tables included in this release. See also “Use of Non-GAAP Financial Measures” section.

    Business Outlook

    Applied’s total net revenue, non-GAAP gross margin and non-GAAP diluted EPS for the third quarter of fiscal 2025 are expected to be approximately as follows:

             
      Q3 FY2025
    (In millions, except percentage and per share amounts)  
    Total net revenue $ 7,200   +/-   $ 500  
    Non-GAAP gross margin   48.3 %      
    Non-GAAP diluted EPS $ 2.35   +/-   $ 0.20  
                     

    This outlook for non-GAAP diluted EPS excludes known charges related to completed acquisitions of $0.01 per share, and includes a net income tax benefit related to intra-entity intangible asset transfers of $0.04 per share, but does not reflect any items that are unknown at this time, such as any additional charges related to acquisitions or other non-operational or unusual items, as well as other tax-related items, which we are not able to predict without unreasonable efforts due to their inherent uncertainty.

    Second Quarter Reportable Segment Information

    Semiconductor Systems Q2 FY2025   Q2 FY2024
    (in millions, except percentages)  
    Net revenue $ 5,255     $ 4,901  
    Foundry, logic and other   65 %     65 %
    DRAM   27 %     32 %
    Flash memory   8 %     3 %
    Operating income $ 1,900     $ 1,701  
    Operating margin   36.2 %     34.7 %
    Non-GAAP Results    
    Non-GAAP operating income $ 1,911     $ 1,711  
    Non-GAAP operating margin   36.4 %     34.9 %
    Applied Global Services Q2 FY2025   Q2 FY2024
    (in millions, except percentages)  
    Net revenue $ 1,566     $ 1,530  
    Operating income $ 446     $ 436  
    Operating margin   28.5 %     28.5 %
    Non-GAAP Results    
    Non-GAAP operating income $ 446     $ 436  
    Non-GAAP operating margin   28.5 %     28.5 %
    Display Q2 FY2025   Q2 FY2024
    (in millions, except percentages)  
    Net revenue $ 259     $ 179  
    Operating income $ 68     $ 5  
    Operating margin   26.3 %     2.8 %
    Non-GAAP Results    
    Non-GAAP operating income $ 68     $ 5  
    Non-GAAP operating margin   26.3 %     2.8 %
    Corporate and Other Q2 FY2025   Q2 FY2024
    (in millions)  
    Unallocated net revenue $ 20     $ 36  
    Unallocated cost of products sold and expenses   (265 )     (266 )
    Total $ (245 )   $ (230 )
                   

    Use of Non-GAAP Financial Measures

    Applied provides investors with certain non-GAAP financial measures, which are adjusted for the impact of certain costs, expenses, gains and losses, including certain items related to mergers and acquisitions; restructuring and severance charges and any associated adjustments; impairments of assets; gain or loss, dividends and impairments on strategic investments; certain income tax items and other discrete adjustments. On a non-GAAP basis, the tax effect related to share-based compensation is recognized ratably over the fiscal year. Reconciliations of these non-GAAP measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are provided in the financial tables included in this release.

    Management uses these non-GAAP financial measures to evaluate the company’s operating and financial performance and for planning purposes, and as performance measures in its executive compensation program. Applied believes these measures enhance an overall understanding of its performance and investors’ ability to review the company’s business from the same perspective as the company’s management, and facilitate comparisons of this period’s results with prior periods on a consistent basis by excluding items that management does not believe are indicative of Applied’s ongoing operating performance. There are limitations in using non-GAAP financial measures because the non-GAAP financial measures are not prepared in accordance with generally accepted accounting principles, may be different from non-GAAP financial measures used by other companies, and may exclude certain items that may have a material impact upon our reported financial results. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the directly comparable financial measures prepared in accordance with GAAP.

    Webcast Information

    Applied Materials will discuss these results during an earnings call that begins at 1:30 p.m. Pacific Time today. A live webcast and related slide presentation will be available at https://ir.appliedmaterials.com . A replay will be available on the website beginning at 5:00 p.m. Pacific Time today.

    Forward-Looking Statements
    This press release contains forward-looking statements, including those regarding anticipated growth and trends in our businesses and markets, industry outlooks and demand drivers, technology transitions, our business and financial performance and market share positions, our capital allocation and cash deployment strategies, our investment and growth strategies, our development of new products and technologies, our business outlook for the third quarter of fiscal 2025 and beyond, and other statements that are not historical facts. These statements and their underlying assumptions are subject to risks and uncertainties and are not guarantees of future performance. Factors that could cause actual results to differ materially from those expressed or implied by such statements include, without limitation: the level of demand for our products; global economic, political and industry conditions, including changes in interest rates and prices for goods and services; the implementation of additional export regulations and license requirements and their interpretation, and their impact on our ability to export products and provide services to customers and on our results of operations; global trade issues and changes in trade and export license policies and our ability to obtain licenses or authorizations on a timely basis, if at all; imposition of new or increases in tariffs and any retaliatory measures, including their impact on demand for our products and services; our ability to effectively mitigate the impact of tariffs; the effects of geopolitical turmoil or conflicts; demand for semiconductor chips and electronic devices; customers’ technology and capacity requirements; the introduction of new and innovative technologies, and the timing of technology transitions; our ability to develop, deliver and support new products and technologies; our ability to meet customer demand, and our suppliers’ ability to meet our demand requirements; the concentrated nature of our customer base; our ability to expand our current markets, increase market share and develop new markets; market acceptance of existing and newly developed products; our ability to obtain and protect intellectual property rights in key technologies; cybersecurity incidents affecting our information systems or information contained in them, or affecting our operations, suppliers, customers or vendors; our ability to achieve the objectives of operational and strategic initiatives, align our resources and cost structure with business conditions, and attract, motivate and retain key employees; the effects of regional or global health epidemics; acquisitions, investments and divestitures; changes in income tax laws; the variability of operating expenses and results among products and segments, and our ability to accurately forecast future results, market conditions, customer requirements and business needs; our ability to ensure compliance with applicable law, rules and regulations and other risks and uncertainties described in our SEC filings, including our recent Forms 10-Q and 8-K. All forward-looking statements are based on management’s current estimates, projections and assumptions, and we assume no obligation to update them.

    About Applied Materials

    Applied Materials, Inc. (Nasdaq: AMAT) is the leader in materials engineering solutions used to produce virtually every new chip and advanced display in the world. Our expertise in modifying materials at atomic levels and on an industrial scale enables customers to transform possibilities into reality. At Applied Materials, our innovations make possible a better future. Learn more at www.appliedmaterials.com.

    Investor Relations Contact:
    Liz Morali (408) 986-7977
    liz_morali@amat.com

    Media Contact:
    Ricky Gradwohl (408) 235-4676
    ricky_gradwohl@amat.com

     
    APPLIED MATERIALS, INC.
    UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
           
      Three Months Ended   Six Months Ended
    (In millions, except per share amounts) April 27,
    2025
      April 28,
    2024
      April 27,
    2025
      April 28,
    2024
    Net revenue $ 7,100     $ 6,646     $ 14,266     $ 13,353  
    Cost of products sold   3,615       3,493       7,285       6,996  
    Gross profit   3,485       3,153       6,981       6,357  
    Operating expenses:              
    Research, development and engineering   893       785       1,752       1,539  
    Marketing and selling   216       209       422       416  
    General and administrative   207       247       463       523  
    Total operating expenses   1,316       1,241       2,637       2,478  
    Income from operations   2,169       1,912       4,344       3,879  
    Interest expense   68       59       132       118  
    Interest and other income (expense), net   221       141       229       536  
    Income before income taxes   2,322       1,994       4,441       4,297  
    Provision for income taxes   185       272       1,119       556  
    Net income $ 2,137     $ 1,722     $ 3,322     $ 3,741  
    Earnings per share:              
    Basic $ 2.64     $ 2.08     $ 4.10     $ 4.50  
    Diluted $ 2.63     $ 2.06     $ 4.08     $ 4.47  
    Weighted average number of shares:              
    Basic   809       830       811       831  
    Diluted   812       836       815       837  
                                   
     
    APPLIED MATERIALS, INC.
    UNAUDITED CONSOLIDATED CONDENSED BALANCE SHEETS
           
    (In millions) April 27,
    2025
      October 27,
    2024
    ASSETS      
    Current assets:      
    Cash and cash equivalents $ 6,169     $ 8,022  
    Short-term investments   578       1,449  
    Accounts receivable, net   6,187       5,234  
    Inventories   5,656       5,421  
    Other current assets   1,118       1,094  
    Total current assets   19,708       21,220  
    Long-term investments   3,638       2,787  
    Property, plant and equipment, net   3,832       3,339  
    Goodwill   3,748       3,732  
    Purchased technology and other intangible assets, net   249       249  
    Deferred income taxes and other assets   2,457       3,082  
    Total assets $ 33,632     $ 34,409  
    LIABILITIES AND STOCKHOLDERS’ EQUITY      
    Current liabilities:      
    Short-term debt $ 799     $ 799  
    Accounts payable and accrued expenses   4,706       4,820  
    Contract liabilities   2,491       2,849  
    Total current liabilities   7,996       8,468  
    Long-term debt   5,462       5,460  
    Income taxes payable   321       670  
    Other liabilities   892       810  
    Total liabilities   14,671       15,408  
    Total stockholders’ equity   18,961       19,001  
    Total liabilities and stockholders’ equity $ 33,632     $ 34,409  
                   
     
    APPLIED MATERIALS, INC.
    UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
           
      Three Months Ended   Six Months Ended
    (In millions) April 27,
    2025
      April 28,
    2024
    April 27,
    2025
      April 28,
    2024
    Cash flows from operating activities:              
    Net income $ 2,137     $ 1,722     $ 3,322     $ 3,741  
    Adjustments required to reconcile net income to cash provided by operating activities:              
    Depreciation and amortization   103       96       208       187  
    Share-based compensation   159       134       354       304  
    Deferred income taxes   4       (134 )     672       (206 )
    Other   (109 )     (12 )     (14 )     (247 )
    Net change in operating assets and liabilities   (723 )     (414 )     (2,046 )     (62 )
    Cash provided by operating activities   1,571       1,392       2,496       3,717  
    Cash flows from investing activities:              
    Capital expenditures   (510 )     (257 )     (891 )     (486 )
    Cash paid for acquisitions, net of cash acquired   (1 )           (29 )      
    Proceeds from asset sale   33             33        
    Proceeds from sales and maturities of investments   1,921       582       3,144       1,113  
    Purchases of investments   (1,222 )     (474 )     (2,933 )     (1,223 )
    Cash provided by (used in) investing activities   221       (149 )     (676 )     (596 )
    Cash flows from financing activities:              
    Proceeds from issuance of commercial paper   100       100       300       200  
    Repayments of commercial paper   (100 )     (100 )     (300 )     (200 )
    Proceeds from common stock issuances   129       119       129       119  
    Common stock repurchases   (1,670 )     (820 )     (2,988 )     (1,520 )
    Tax withholding payments for vested equity awards   (35 )     (41 )     (177 )     (233 )
    Payments of dividends to stockholders   (325 )     (266 )     (651 )     (532 )
    Payments of debt issuance costs   (2 )           (2 )      
    Repayments of principal on finance leases         (14 )           (13 )
    Cash used in financing activities   (1,903 )     (1,022 )     (3,689 )     (2,179 )
    Increase (decrease) in cash, cash equivalents and restricted cash equivalents   (111 )     221       (1,869 )     942  
    Cash, cash equivalents and restricted cash equivalents—beginning of period   6,355       6,954       8,113       6,233  
    Cash, cash equivalents and restricted cash equivalents — end of period $ 6,244     $ 7,175     $ 6,244     $ 7,175  
                   
    Reconciliation of cash, cash equivalents, and restricted cash equivalents              
    Cash and cash equivalents $ 6,169     $ 7,085     $ 6,169     $ 7,085  
    Restricted cash equivalents included in deferred income taxes and other assets   75       90       75       90  
    Total cash, cash equivalents, and restricted cash equivalents $ 6,244     $ 7,175     $ 6,244     $ 7,175  
                   
    Supplemental cash flow information:              
    Cash payments for income taxes $ 763     $ 467     $ 833     $ 606  
    Cash refunds from income taxes $ 5     $ 3     $ 75     $ 5  
    Cash payments for interest $ 68     $ 68     $ 120     $ 102  
                                   

    Additional Information

      Q2 FY2025   Q2 FY2024
    Net Revenue by Geography (In millions)  
    United States $ 808     $ 853  
    % of Total   11 %     13 %
    Europe $ 252     $ 289  
    % of Total   4 %     4 %
    Japan $ 572     $ 453  
    % of Total   8 %     7 %
    Korea $ 1,562     $ 988  
    % of Total   22 %     15 %
    Taiwan $ 1,997     $ 1,019  
    % of Total   28 %     15 %
    Southeast Asia $ 135     $ 213  
    % of Total   2 %     3 %
    China $ 1,774     $ 2,831  
    % of Total   25 %     43 %
           
    Employees(In thousands)      
    Regular Full Time   36.0       34.8  
                   
     
    APPLIED MATERIALS, INC.
    UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP RESULTS
           
      Three Months Ended   Six Months Ended
    (In millions, except percentages) April 27,
    2025
      April 28,
    2024
      April 27,
    2025
      April 28,
    2024
    Non-GAAP Gross Profit              
    GAAP reported gross profit $ 3,485     $ 3,153     $ 6,981     $ 6,357  
    Certain items associated with acquisitions1   6       7       13       14  
    Non-GAAP gross profit $ 3,491     $ 3,160     $ 6,994     $ 6,371  
    Non-GAAP gross margin   49.2 %     47.5 %     49.0 %     47.7 %
    Non-GAAP Operating Income              
    GAAP reported operating income $ 2,169     $ 1,912     $ 4,344     $ 3,879  
    Certain items associated with acquisitions1   11       10       23       21  
    Acquisition integration and deal costs         5       3       8  
    Non-GAAP operating income $ 2,180     $ 1,927     $ 4,370     $ 3,908  
    Non-GAAP operating margin   30.7 %     29.0 %     30.6 %     29.3 %
    Non-GAAP Net Income              
    GAAP reported net income $ 2,137     $ 1,722     $ 3,322     $ 3,741  
    Certain items associated with acquisitions1   11       10       23       21  
    Acquisition integration and deal costs         5       3       8  
    Realized loss (gain), dividends and impairments on strategic investments, net   (18 )     (3 )     (27 )     (4 )
    Unrealized loss (gain) on strategic investments, net   (80 )     (20 )     26       (300 )
    Foreign exchange loss (gain) related to purchase of strategic investment   23             23        
    Loss (gain) on asset sale   (44 )           (44 )      
    Income tax effect of share-based compensation2   4       11       (6 )     (15 )
    Income tax effects related to intra-entity intangible asset transfers3   32       18       706       40  
    Resolution of prior years’ income tax filings and other tax items   (124 )           (140 )     33  
    Income tax effect of non-GAAP adjustments4   (1 )     1             2  
    Non-GAAP net income $ 1,940     $ 1,744     $ 3,886     $ 3,526  
    1   These items are incremental charges attributable to completed acquisitions, consisting of amortization of purchased intangible assets.
         
    2   GAAP basis tax benefit related to share-based compensation is recognized ratably over the fiscal year on a non-GAAP basis.
         
    3   Amount for the six months ended April 27, 2025, included changes to income tax provision of $62 million from amortization of intangibles and a $644 million remeasurement of deferred tax assets resulting from new tax incentive agreements in Singapore in the first quarter of fiscal 2025.
         
    4   Adjustment to provision for income taxes related to non-GAAP adjustments reflected in income before income taxes.
         
     
    APPLIED MATERIALS, INC.
    UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP RESULTS
           
      Three Months Ended   Six Months Ended
    (In millions, except per share amounts) April 27,
    2025
      April 28,
    2024
      April 27,
    2025
      April 28,
    2024
    Non-GAAP Earnings Per Diluted Share              
    GAAP reported earnings per diluted share $ 2.63     $ 2.06     $ 4.08     $ 4.47  
    Certain items associated with acquisitions   0.01       0.01       0.02       0.02  
    Acquisition integration and deal costs         0.01             0.01  
    Realized loss (gain), dividends and impairments on strategic investments, net   (0.02 )           (0.03 )      
    Unrealized loss (gain) on strategic investments, net   (0.10 )     (0.02 )     0.03       (0.36 )
    Foreign exchange loss (gain) related to purchase of strategic investment   0.03             0.03        
    Loss (gain) on asset sale   (0.05 )           (0.05 )      
    Income tax effect of share-based compensation         0.01       (0.01 )     (0.02 )
    Income tax effects related to intra-entity intangible asset transfers1   0.04       0.02       0.87       0.05  
    Resolution of prior years’ income tax filings and other tax items   (0.15 )           (0.17 )     0.04  
    Non-GAAP earnings per diluted share $ 2.39     $ 2.09     $ 4.77     $ 4.21  
    Weighted average number of diluted shares   812       836       815       837  
    1   Amount for the six months ended April 27, 2025, included changes to income tax provision of $0.08 per diluted share from amortization of intangibles and $0.79 per diluted share from a remeasurement of deferred tax assets resulting from new tax incentive agreements in Singapore in the first quarter of fiscal 2025.
         
     
    APPLIED MATERIALS, INC.
    UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP RESULTS
           
      Three Months Ended   Six Months Ended
    (In millions, except percentages) April 27,
    2025
      April 28,
    2024
      April 27,
    2025
      April 28,
    2024
    Semiconductor Systems Non-GAAP Operating Income              
    GAAP reported operating income $ 1,900     $ 1,701     $ 3,886     $ 3,445  
    Certain items associated with acquisitions1   11       10       23       20  
    Non-GAAP operating income $ 1,911     $ 1,711     $ 3,909     $ 3,465  
    Non-GAAP operating margin   36.4 %     34.9 %     36.8 %     35.3 %
    Applied Global Services Non-GAAP Operating Income              
    GAAP reported operating income $ 446     $ 436     $ 893     $ 853  
    Non-GAAP operating income $ 446     $ 436     $ 893     $ 853  
    Non-GAAP operating margin   28.5 %     28.5 %     28.3 %     28.4 %
    Display Non-GAAP Operating Income              
    GAAP reported operating income $ 68     $ 5     $ 82     $ 30  
    Non-GAAP operating income $ 68     $ 5     $ 82     $ 30  
    Non-GAAP operating margin   26.3 %     2.8 %     18.6 %     7.1 %
      These items are incremental charges attributable to completed acquisitions, consisting of amortization of purchased intangible assets.
         

    Note: The reconciliation of GAAP and non-GAAP segment results above does not include certain revenues, costs of products sold and operating expenses that are reported within corporate and other and included in consolidated operating income.

     
    APPLIED MATERIALS, INC.
    UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP EFFECTIVE INCOME TAX RATE
       
      Three Months Ended
    (In millions, except percentages) April 27, 2025
       
    GAAP provision for income taxes (a) $ 185  
    Income tax effect of share-based compensation   (4 )
    Income tax effects related to intra-entity intangible asset transfers   (32 )
    Resolutions of prior years’ income tax filings and other tax items   124  
    Income tax effect of non-GAAP adjustments   1  
    Non-GAAP provision for income taxes (b) $ 274  
       
    GAAP income before income taxes (c) $ 2,322  
    Certain items associated with acquisitions   11  
    Realized loss (gain), dividends and impairments on strategic investments, net   (18 )
    Unrealized loss (gain) on strategic investments, net   (80 )
    Foreign exchange loss (gain) related to purchase of strategic investment   23  
    Loss (gain) on asset sale   (44 )
    Non-GAAP income before income taxes (d) $ 2,214  
       
    GAAP effective income tax rate (a/c)   8.0 %
       
    Non-GAAP effective income tax rate (b/d)   12.4 %
           
     
    UNAUDITED RECONCILIATION OF NON-GAAP FREE CASH FLOW
           
      Three Months Ended   Six Months Ended
    (In millions) April 27,
    2025
      April 28,
    2024
      April 27,
    2025
      April 28,
    2024
    Cash provided by operating activities $ 1,571     $ 1,392     $ 2,496     $ 3,717  
    Capital expenditures   (510 )     (257 )     (891 )     (486 )
    Non-GAAP free cash flow $ 1,061     $ 1,135     $ 1,605     $ 3,231  
                                   

    The MIL Network

  • MIL-OSI: AvePoint to Participate in June Investor Conferences

    Source: GlobeNewswire (MIL-OSI)

    JERSEY CITY, N.J., May 15, 2025 (GLOBE NEWSWIRE) — AvePoint (Nasdaq: AVPT), the global leader in data security, governance and resilience, today announced that members of the Company’s executive management team will present at the William Blair 45th Annual Growth Stock Conference in Chicago, Illinois. The presentation is scheduled for Wednesday, 6/4, at 8:00am CT.

    In addition, AvePoint will attend the following investor conferences:

    • Baird 2025 Global Consumer, Technology & Services Conference (New York, NY): Tuesday, 6/3
    • D.A. Davidson 2025 Consumer & Technology Conference (Nashville, TN): Tuesday, 6/10
    • Northland Growth Conference (Virtual): Wednesday, 6/25

    A live and archived audio webcast of the William Blair presentation will be available on the AvePoint Investor Relations website.

    About AvePoint:

    Beyond Secure. AvePoint is the global leader in data security, governance, and resilience, going beyond traditional solutions to ensure a robust data foundation and enable organizations everywhere to collaborate with confidence. Over 25,000 customers worldwide rely on the AvePoint Confidence Platform to prepare, secure, and optimize their critical data across Microsoft, Google, Salesforce, and other collaboration environments. AvePoint’s global channel partner program includes approximately 5,000 managed service providers, value-added resellers, and systems integrators, with our solutions available in more than 100 cloud marketplaces. To learn more, visit www.avepoint.com.

    Forward-Looking Statements:

    This press release contains certain forward-looking statements within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and other federal securities laws including statements regarding the future performance of and market opportunities for AvePoint. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: changes in the competitive and regulated industries in which AvePoint operates, variations in operating performance across competitors, changes in laws and regulations affecting AvePoint’s business and changes in AvePoint’s ability to implement business plans, forecasts, and ability to identify and realize additional opportunities, and the risk of downturns in the market and the technology industry. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of AvePoint’s most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q. Copies of these and other documents filed by AvePoint from time to time are available on the SEC’s website, www.sec.gov . These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and AvePoint does not assume any obligation and does not intend to update or revise these forward-looking statements after the date of this release, whether as a result of new information, future events, or otherwise, except as required by law. AvePoint does not give any assurance that it will achieve its expectations. Unless the context otherwise indicates, references in this press release to the terms “AvePoint,” “the Company,” “we,” “our” and “us” refer to AvePoint, Inc. and its subsidiaries.

    Disclosure Information:

    AvePoint uses the https://www.avepoint.com/ir website as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

    Investor Contact
    AvePoint
    Jamie Arestia
    ir@avepoint.com
    (551) 220-5654

    Media Contact
    AvePoint
    Nicole Caci
    pr@avepoint.com
    (201) 201-8143

    The MIL Network

  • MIL-OSI: Fold Holdings Inc. (NASDAQ: FLD) Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    Revenue: $7.1 million, 44% YoY increase
    Bitcoin Treasury Holdings: 1,490 BTC, ~50% increase from Q4 2024
    Launched Bitcoin Gift Card with access to network of thousands of retailers
    New accounts up over 300% YoY and platform volumes up 67% YoY

    PHOENIX, May 15, 2025 (GLOBE NEWSWIRE) — Fold Holdings, Inc. (NASDAQ: FLD) (“Fold”), the first publicly traded bitcoin financial services company, today announced financial results for the first quarter ended March 31, 2025.

    Financial Highlights

    • Revenue: $7.1 million; 44% YoY increase
    • GAAP Net Loss: ($48.9) million
    • Adjusted EBITDA (Loss) (non-GAAP): ($4.2) million
    • GAAP Loss Per Share: ($1.92) per share
    • Adjusted EBITDA (Loss) Per Share (non-GAAP): ($0.17) per share
    • Bitcoin Treasury Holdings: 1,490 bitcoin; +$150 million value as of 5/13/2025

    Key Operating Metrics

    • Total Transaction Volume: +$250 million; 67% YoY increase
    • Total Active Accounts: +600,000, added +17,000 new accounts in the quarter
    • Total Verified Accounts: +76,000, added +5,000 new verified accounts in the quarter

    CEO Commentary

    “We are pleased to report a strong first quarter, with revenues for the period increasing by 44% versus a year ago, while core KPIs such as Active Accounts and Transaction Volumes were also up”, said Fold Chairman and CEO, Will Reeves. “From Fold’s public listing in February to our recent new product announcements, we have already made meaningful progress in 2025.”

    Mr. Reeves continued, “In particular, we made significant progress on new initiatives that we believe improve the growth prospects for Fold. First, in February, we announced the launch of the Fold Bitcoin Rewards Credit Card, which currently has a waitlist of 75,000 people. We are working towards launching the card later this year and believe it can be an important growth driver of Fold’s business. Second, we are prioritizing the expansion of our Custody and Trading business by adding enhanced functionality to the platform. Our initiatives include increasing access to the platform beyond Fold cardholders to all users, supporting larger bitcoin orders through acceptance of wire deposits, and expanding the geographic reach of Fold’s suite of services. We believe these developments will allow us to open our platform to a meaningfully larger market. Our most recent announcement, the Fold Bitcoin Gift Card, is designed to allow consumers to acquire bitcoin by purchasing the Fold Bitcoin Gift Card online and at participating retail locations throughout the United States. Americans spend billions of dollars annually on gift cards and we believe the Fold Bitcoin Gift Card will allow us to capitalize on this large and meaningful market.”

    Reeves concluded, “Finally, our bitcoin treasury holdings increased by 50% during the first quarter and currently stands at 1,490 bitcoin, which represents more than $150 million of value based on recent bitcoin prices. At Fold, we remain committed believers in Bitcoin and see it as central to everything we do. Building on our first quarter of 2025, we will continue to seek opportunities to add to our bitcoin holdings and believe in the long-term value proposition of a robust bitcoin treasury strategy.”

    Strategic & Business Updates:

    • Fold Credit Card (announced in February 2025)
      • Over 75,000 applicants on the waitlist
      • 215 million credit cards users in the US
      • Expected to launch later this year
    • Fold Bitcoin Gift Card (announced May 15, 2025)
      • Partnered with Totus for a target nationwide launch later this year
      • Rollout will be in phases with initial accessibility through Fold’s website
      • Full rollout expected to include deployment to thousands of online and physical locations throughout the US
    • Custody and Trading Expansion
      • Expanding accessibility to our bitcoin exchange platform to a larger user base
      • Expanding features and making the platform accessible in additional states
    • Bitcoin Treasury
      • Expanded our bitcoin investment treasury by approximately 50% in Q1 2025
      • Currently hold 1,490 Bitcoin with a value of over $150 million

    2025 Full Year Outlook:

    • Revenue: Prior guidance of $61.6 million in 2025 remains unchanged
    • Marketing Expenses: $3 million, an approximately 10x increase from 2024

    Earnings Call and Webcast Information:

    Fold Inc. will host a conference call at 5:00 p.m. Eastern Time today, which will include a brief discussion of results followed by a question and answer period. To participate in this event, please log on or dial in approximately 5 minutes before the beginning of the call.

    Date: May 15, 2025
    Time: 5:00 p.m. ET
    Participant Call Links:

    • Live Webcast: Link
    • Dial-in Registration Link: Link

    A replay of the call will be archived at https://investor.foldapp.com

    About Fold Inc.:

    Fold (NASDAQ: FLD) is the first publicly traded Bitcoin financial services company, making it easy for individuals and businesses to earn, save, and use Bitcoin. With 1,490 BTC in its treasury, Fold is at the forefront of integrating Bitcoin into everyday financial experiences. Through innovative products like the Fold App, Fold Card, Fold Credit Card, and Fold Bitcoin Gift Card, the company is building the bridge between traditional finance and the Bitcoin-powered future.

    Forward-Looking Statements:

    The information in this press release includes “forward-looking statements” within the meaning of the federal securities laws with respect to the anticipated benefits of the business combination. Forward-looking statements may be identified by the use of words such as “may,” “could,” “would,” “should,” “predict,” “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include the potential benefits of the new convertible note, Fold’s treasury strategy and the potential success of Fold’s market and growth strategies. These statements are based on assumptions and on the current expectations of Fold’s management and are not predictions of actual performance. Many actual events and circumstances are beyond the control of Fold. These forward-looking statements are subject to a number of risks and uncertainties, including: (i) changes in domestic and foreign business, market, financial, political and legal conditions; (ii) the failure to realize the anticipated benefits of the business combination; (iii) the effect of the consummation of the business combination on Fold’s business relationships, performance, and business generally; (iv) the ability to implement business plans and other expectations after the completion of the business combination, and identify and realize additional opportunities; (v) the risk of downturns, new entrants and a changing regulatory landscape in the highly competitive industry in which Fold operates; and (vi) those factors discussed in Fold’s filings with the Securities and Exchange Commission. If any of these risks materialize or Fold’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. While Fold may elect to update these forward-looking statements at some point in the future, each specifically disclaims any obligation to do so, except as required by law.

    Fold Holdings, Inc. Condensed Balance Sheets (Unaudited)
     
        March 31,     December 31,  
        2025     2024  
    Assets            
    Current assets            
    Cash and cash equivalents   $ 11,699,552     $ 18,330,359  
    Accounts receivable, net     942,888       451,455  
    Inventories     403,595       262,813  
    Digital assets – rewards treasury     7,365,544       8,569,651  
    Prepaid expenses and other current assets     4,003,918       687,100  
    Total current assets     24,415,497       28,301,378  
    Digital assets – investment treasury     122,957,753       93,568,700  
    Capitalized software development costs, net     1,175,215       1,000,065  
    Deferred transaction costs           2,784,893  
    Total assets   $ 148,548,465     $ 125,655,036  
                 
    Liabilities and stockholders’ equity (deficit)            
    Current liabilities            
    Accounts payable   $ 1,486,978     $ 1,113,552  
    Accrued expenses and other current liabilities     1,898,812       71,858  
    December 2024 convertible note, net           11,752,905  
    Customer rewards liability     7,365,544       8,569,651  
    Deferred revenue     358,716       387,776  
    Total current liabilities     11,110,050       21,895,742  
    Deferred revenue, long-term     470,176       487,690  
    December 2024 convertible note, net     12,278,826        
    March 2025 convertible note – related party     52,813,643        
    Simple Agreements for Future Equity (“SAFEs”)           171,080,533  
    Total liabilities     76,672,695       193,463,965  
    Commitments and contingencies (Note 13)            
    Stockholders’ equity (deficit)            
    Preferred stock, $0.0001 par value; 20,000,000 shares authorized, 0 shares issued and outstanding at March 31, 2025 and 10,204,880 shares issued and outstanding at December 31, 2024           1,020  
    Common stock, $0.0001 par value; 600,000,000 shares authorized, 46,888,876 shares issued and 46,250,665 shares outstanding at March 31, 2025 and 5,836,882 shares issued and outstanding at December 31, 2024     4,625       584  
    Additional paid-in-capital     222,098,867       33,537,989  
    Accumulated deficit     (150,227,722 )     (101,348,522 )
    Total stockholders’ equity (deficit)     71,875,770       (67,808,929 )
    Total liabilities and stockholders’ equity   $ 148,548,465     $ 125,655,036  
     
    Fold Holdings, Inc. Condensed Statements of Operations (Unaudited)
     
        Three Months Ended March 31,  
        2025     2024  
    Revenues, net   $ 7,087,837     $ 4,931,211  
                 
    Operating expenses            
    Banking and payment costs     6,758,924       4,626,748  
    Custody and trading costs     45,785       21,288  
    Compensation and benefits     6,457,940       757,365  
    Marketing expenses     399,798       42,467  
    Professional fees     1,788,505       36,668  
    Amortization expense     91,071       57,353  
    (Gain) loss on customer rewards liability     (1,100,857 )     3,423,045  
    Loss (gain) on digital assets – rewards treasury     1,010,586       (3,491,889 )
    Other selling, general and administrative expenses     1,136,455       312,894  
    Total operating expenses     16,588,207       5,785,939  
    Operating loss     (9,500,370 )     (854,728 )
                 
    Other income (expense)            
    Loss on digital assets – investment treasury     (15,617,152 )      
    Change in fair value of SAFEs     (6,503,113 )     (95,064 )
    Change in fair value of convertible note     (6,534,143 )      
    Convertible note issuance costs and fees     (9,569,109 )      
    Interest expense     (1,271,638 )      
    Other income     120,303       12,855  
    Other income (expense), net     (39,374,852 )     (82,209 )
                 
    Net loss before income taxes     (48,875,222 )     (936,937 )
    Income tax expense     3,978       8,109  
    Net loss   $ (48,879,200 )   $ (945,046 )
                 
    Net loss per share attributable to common stockholders:            
    Basic and diluted   $ (1.92 )   $ (0.16 )
    Weighted average common shares outstanding:            
    Basic and diluted     25,436,398       5,836,882  
     
    Fold Holdings, Inc. Condensed Statements of Cash Flows (Unaudited)
     
        Three Months Ended March 31,  
        2025     2024  
    Cash flows from operating activities            
    Net loss   $ (48,879,200 )   $ (945,046 )
    Adjustments to reconcile net loss to net cash used in operating activities:            
    Amortization expense     91,071       57,353  
    Loss (gain) on digital assets – rewards treasury     1,010,586       (3,491,889 )
    Loss on digital assets – investment treasury     15,617,152        
    (Gain) loss on customer rewards liability     (1,100,857 )     3,423,045  
    Change in fair value of convertible note     6,534,143        
    Convertible note issuance costs and fees     9,569,109        
    Amortization of debt discount     525,921        
    Change in fair value of SAFEs     6,503,113       95,064  
    Share-based compensation expense     5,170,275        
    Increase (decrease) in cash resulting from changes in:            
    Accounts receivable, net     (491,433 )     (38,400 )
    Inventories     (140,782 )     (11,860 )
    Prepaid expenses and other current assets     (962,423 )     9,756  
    Accounts payable     373,426       168,239  
    Accrued expenses and other current liabilities     660,721       10,908  
    Customer reward liability     611,552       487,032  
    Deferred revenue     (46,574 )     (118,433 )
    Net cash used in operating activities     (4,954,200 )     (354,231 )
                 
    Cash flows from investing activities            
    Purchases of digital assets     (1,562,973 )     (441,467 )
    Proceeds from sales of digital assets            
    Payments for capitalized software development costs     (266,221 )     (171,134 )
    Net cash used in investing activities     (1,829,194 )     (612,601 )
                 
    Cash flows from financing activities            
    Proceeds from recapitalization     804,600        
    Payments of deferred IPO costs     (652,013 )      
    Proceeds received from SAFE financings           500,000  
    Net cash provided by financing activities     152,587       500,000  
                 
    Net decrease in cash and cash equivalents     (6,630,807 )     (466,832 )
    Cash and cash equivalents, beginning of period     18,330,359       1,491,544  
    Cash and cash equivalents, end of period   $ 11,699,552     $ 1,024,712  
                 
    Non-cash investing and financing activities            
    Distributions of digital assets to fulfill customer reward redemptions     714,802       1,317,262  
    Distributions of digital assets to satisfy other current liabilities     1,012       8,940  
    Recapitalization     173,019,904        
    Proceeds from convertible debt received in digital assets – related party     43,965,525        
    Distributions of digital assets for prepaid interest – related party     2,313,975        
     

    Non-GAAP Financial Measures

    Adjusted EBITDA

    In addition to net loss and other results under GAAP, we utilize non-GAAP calculations of adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) to monitor the financial health of our business. Adjusted EBITDA is defined as net loss, excluding (i) interest expense, (ii) provision for (benefit from) income taxes, (iii) depreciation and amortization, (iv) share-based compensation, (v) remeasurement gains and losses such as fair value remeasurements on our digital assets, convertible notes, and SAFE notes, and (vi) impairments, restructuring charges, and business acquisition- or disposition-related expenses that we believe are not indicative of our core operating results. This non-GAAP financial information is presented for supplemental informational purposes only, should not be considered in isolation or as a substitute for, or superior to, financial information presented in accordance with GAAP, and may be different from similarly titled non-GAAP measures used by other companies.

    The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, or because the amount and timing of these items are unpredictable, are not driven by core results of operations, and/or render comparisons with prior periods and competitors less meaningful. We believe Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our results of core operations, as well as providing a useful measure for period-to-period comparisons of our business performance. Moreover, Adjusted EBITDA is a key measurement used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting.

    The following table presents a reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure, net loss:

        Three Months Ended March 31,  
        2025     2024  
    Net loss   $ (48,879,200 )   $ (945,046 )
    Add:            
    Interest expense     1,271,638        
    Income tax expense     3,978       8,109  
    Amortization expense     91,071       57,353  
    Share-based compensation expense     5,170,275        
    (Gain) loss on customer rewards liability     (1,100,857 )     3,423,045  
    Loss (gain) on digital assets – rewards treasury     1,010,586       (3,491,889 )
    Loss on digital assets – investment treasury     15,617,152        
    Change in fair value of SAFEs     6,503,113       95,064  
    Change in fair value of convertible note     6,534,143        
    Convertible note issuance costs and fees     9,569,109        
    Adjusted EBITDA (non-GAAP)   $ (4,208,992 )   $ (853,364 )
     
        Three Months Ended March 31,  
        2025     2024  
    Adjusted EBITDA (Loss)   $ (4,208,992 )   $ (853,364 )
    Weighted-average shares used to compute basic and diluted net loss per share     25,436,398       5,836,882  
                 
    Adjusted EBITDA (Loss) per share attributable to common stockholders:            
    Basic and diluted   $ (0.17 )   $ (0.15 )
     

    For investor and media inquiries, please contact:

    Investor Relations:
    Orange Group
    Samir Jain, CFA
    FoldIR@orangegroupadvisors.com

    Media:
    Elev8 New Media
    Jessica Starman, MBA
    Media@foldapp.com

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