Category: Economy

  • MIL-OSI USA News: Enforcing Commonsense Rules of the Road for America’s Truck Drivers

    Source: The White House

    class=”has-text-align-left”>By the authority vested in me as President by the Constitution and the laws of the United States of America, it is hereby ordered:

    Section 1.  Purpose.  America’s truck drivers are essential to the strength of our economy, the security of our Nation, and the livelihoods of the American people.  Every day, truckers perform the demanding and dangerous work of transporting the Nation’s goods to businesses, customers, and communities safely, reliably, and efficiently.

    Proficiency in English, which I designated as our official national language in Executive Order 14224 of March 1, 2025 (Designating English as the Official Language of the United States), should be a non-negotiable safety requirement for professional drivers.  They should be able to read and understand traffic signs, communicate with traffic safety, border patrol, agricultural checkpoints, and cargo weight-limit station officers.  Drivers need to provide feedback to their employers and customers and receive related directions in English.  This is common sense.

    That is why Federal law requires that, to operate a commercial vehicle, a driver must “read and speak the English language sufficiently to converse with the general public, to understand highway traffic signs and signals in the English language, to respond to official inquiries, and to make entries on reports and records.”  Yet this requirement has not been enforced in years, and America’s roadways have become less safe.

    My Administration will enforce the law to protect the safety of American truckers, drivers, passengers, and others, including by upholding the safety enforcement regulations that ensure that anyone behind the wheel of a commercial vehicle is properly qualified and proficient in our national language, English.

    Sec. 2.  Policy.  It is the policy of my Administration to support America’s truckers and safeguard our roadways by enforcing the commonsense English-language requirement for commercial motor vehicle drivers and removing needless regulatory burdens that undermine the working conditions of America’s truck drivers.  This order will help ensure a safe, secure, and efficient motor carrier industry.

    Sec. 3.  Upholding English Proficiency Requirements for Commercial Motor Vehicle Operators.  (a)  The Secretary of Transportation, acting through the Administrator of the Federal Motor Carrier Safety Administration (FMCSA), shall, within 60 days of the date of this order, rescind the guidance document titled, “English Language Proficiency Testing and Enforcement Policy MC-ECE-2016-006,” issued on June 15, 2016, and issue new guidance to FMCSA and enforcement personnel outlining revised inspection procedures necessary to ensure compliance with the requirements of 49 C.F.R. 391.11(b)(2).

         (b)  In carrying out subsection (a) of this section, the Secretary of Transportation, through the Administrator of the FMCSA, shall take all necessary and appropriate actions, consistent with applicable law, to ensure that the out-of-service criteria are revised such that a violation of the English language proficiency requirement results in the driver being placed out-of-service, including by working with the relevant entities responsible for establishing the out-of-service criteria.

    Sec. 4.  Strengthening Commercial Driver’s License Security for Safer Commercial Motor Vehicle Operations.  The Secretary of Transportation, through the Administrator of the FMCSA, shall:

    (a)  review non-domiciled commercial driver’s licenses (CDLs) issued by relevant State agencies to identify any unusual patterns or numbers or other irregularities with respect to non-domiciled CDL issuance; and

    (b)  evaluate and take appropriate actions to improve the effectiveness of current protocols for verifying the authenticity and validity of both domestic and international commercial driving credentials.

    Sec. 5.  Supporting America’s Truck Drivers.  Within 60 days of the date of this order, the Secretary of Transportation shall identify and begin carrying out additional administrative, regulatory, or enforcement actions to improve the working conditions of America’s truck drivers.

    Sec. 6.  General Provisions.  (a)  Nothing in this order shall be construed to impair or otherwise affect:

    (i)   the authority granted by law to an executive department or agency, or the head thereof; or

    (ii)  the functions of the Director of the Office of Management and Budget relating to budgetary, administrative, or legislative proposals.  

    (b)  This order shall be implemented consistent with applicable law and subject to the availability of appropriations.

    (c)  This order is not intended to, and does not, create any right or benefit, substantive or procedural, enforceable at law or in equity by any party against the United States, its departments, agencies, or entities, its officers, employees, or agents, or any other person.

    (d)  The Department of Transportation shall provide funding for this order’s publication in the Federal Register.

                                  DONALD J. TRUMP

    THE WHITE HOUSE,

        April 28, 2025.

    MIL OSI USA News

  • MIL-OSI New Zealand: Govt’s austerity Budget to cause real harm in communities

    Source: Green Party

    The Government’s Budget looks set to usher in a new age of austerity. This morning, Minister of Finance Nicola Willis said new spending would be limited to $1.4 billion, cut back from the original intended $2.4 billion, which itself was already $100 million below what Treasury said was needed to keep the lights on.

    “New Zealanders looking around at the state of global politics and asking how things got so bad have their answer in the kind of slash and burn economics Nicola Willis has promised the country today,” says Green Party co-leader and spokesperson for Finance Chlöe Swarbrick. 

    “The Government has decided its job isn’t done growing poverty, climate changing emissions and homelessness. They’ve announced they’re going to go harder shredding the services we all rely on, meaning life is set to get harder and more expensive for regular people.

    “This is the austerity play book: defund public services to failure, watch them fail, then privatise; take the so-called ‘cost’ off the Government’s books and watch those costs rise for regular people.

    “It doesn’t have to be this way. We can reduce the cost of living and climate changing emissions while increasing our quality of life – if we have a Government that cares to actually do these things.

    “It’s not inevitable that people’s lives get worse, as the Government seems intent on telling everyone. In a few weeks’ time, the Greens will release our plan for the future entirely within our reach: a Government budget that supports the wellbeing of people and planet, instead of exploiting and exhausting both,” says Chlöe Swarbrick. 

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: Mark Cameron drafts bill to stop banking wokery and protect rural borrowers

    Source: ACT Party

    ACT Rural Communities spokesperson Mark Cameron has drafted a bill to scrap the red tape forcing banks and financial institutions to make climate-related disclosures, by repealing Part 7A of the Financial Markets Conduct Act 2013.

    “Rural and regional New Zealanders are being hammered by banking wokery that judges businesses on political fashion rather than commercial sense,” says Mr Cameron.

    “Farmers are already seeing discrimination creeping into interest rates based on perceived emissions. They fear they’ll be the next to be ‘debanked’, not because of financial risk, but because they don’t fit the agenda of the suit-and-tie bigwigs. We’ve already seen it happening to essential industries like mining and service stations.

    “These rules are the ultimate virtue signal that only ACT opposed back in 2021. They reduce banking competition and force significant costs on lenders – and therefore borrowers – for absolutely no environmental gain.

    “This week I wrote to the Minister for Commerce and Consumer Affairs, raising concerns about the harmful impact these regulations have on borrowers, banking competition, and economic growth, and encouraging him to adopt my proposal as a Government Bill.

    “The Bill I’ve drafted sends two clear messages to the banks. First, they will no longer win political favour by making ideological lending decisions, and they can be confident that they won’t be punished for sticking to their core role of serving customers. Second, for those banks that have fallen under ideological capture, it’s a signal to get back to basics – or risk losing customers to competitors who understand what banking is really about.

    “For government and the regulators of banks, it’s about getting back to basics too. The role of financial regulation is to ensure the sound functioning of financial markets in a way that promotes trust, efficiency, and stability. The climate-disclosure requirements are a departure from this limited function into social engineering.

    “It’s also unnecessary. We already have an Emissions Trading Scheme that makes these woke rules completely redundant – emissions are capped and the cost of carbon is already factored into investment and production decisions.

    “So while the disclosure requirements haven’t reduced a single gram of global emissions, they do put pressure on the banks by waving a stick at the banks, tacitly saying ‘if we don’t like who you’re lending to we’ll hit you’. That is part of what’s driving this madness and why ACT believes markets, not ministers should decide where investment is directed.

    “The answer to woke lending practices is not more red tape, it’s getting rid of the existing stuff that’s causing it in the first place.

    “We’ll win the war on banking wokery by letting better ideas and businesses compete against out-of-touch lenders. Piling on additional heavy-handed regulations risks scaring off new entrants to the market, further entrenching the power of the big players. If we want to force their hand, the market is best placed to do it.”

    Mark Cameron’s letter to the Minister can be read here.

    A copy of the Financial Markets Conduct (Repeal of Climate-related Disclosure Requirements) Amendment Bill can be read here.

    The climate-related disclosure requirements were introduced by Labour in 2021 through the Financial Sector (Climate-related Disclosures and Other Matters) Amendment Act 2021.

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: Events – REPORTERS FACING MULTIPLE CHALLENGES COVERING THE CLIMATE EMERGENCY – AUT

    Source: Auckland University of Technology (AUT)
    The challenges faced by journalists covering the climate emergency will be at the heart of a public symposium at Auckland University of Technology (AUT) next month.  
    The symposium, titled Framing the Emergency: Climate Journalism in Aotearoa New Zealand, will explore how journalists report on the climate crisis, what more they can do, and how more climate stories might be told.  
    Speakers will include leading journalists Eloise Gibson (RNZ), Marc Daalder (Newsroom), and Miriama Kamo (TVNZ).  
    Experts and activists in the line-up include Russel Norman (Greenpeace), Jessica Palairet (Lawyers for Climate Action), and Joe Nagera (Pacific Climate Warriors).
    The symposium convenor, Professor Geoffrey Craig, said New Zealand climate journalists had a challenging job relating how the planetary crisis was impacting the nation.  
    They needed to “traverse the complexities of governmental policies and emission trading schemes, the power of corporations and the technicality of scientific research”, he said.  
    “They must cover the politics of land and water management, the advocacy of activists, and the struggles of citizens responding to disasters and building greater sustainability in their communities and everyday lives.”
    Journalists also face the challenge of reporting independently on the “actions and discourses of stakeholders” who frame climate issues in different ways, based on their interests. 
    The climate emergency could be said to transforming our understanding of the relationships between economy, environment and society.  
    “Yet some might argue there is little sense of an ’emergency’ in our public responses to the climate crisis,” he said.  
    “Do we need other climate stories in our media where the mahi and hope of communities point the way forward?”  
    Auckland University of Technology (AUT) is one of the world’s best modern universities. Home to 28,000 students across three campuses, AUT has more than 60 research centres and institutes delivering leading research – from artificial intelligence to robotics,
    and ecology to public health. As a contemporary university, AUT is connected to an extraordinary range of organisations sharing expertise and resources, collaborating on ground-breaking research, and connecting students with industry leaders and employers. 

    MIL OSI New Zealand News

  • MIL-OSI United Kingdom: UK researchers access more quantum and space Horizon funding

    Source: United Kingdom – Executive Government & Departments 2

    Press release

    UK researchers access more quantum and space Horizon funding

    EU Commissioner visits London as UK researchers and businesses get access to more Horizon Europe funding calls for quantum and space research

    • Minister for EU Relations today welcomes EU Commissioner Maroš Šefčovič ahead of his first official visit to the United Kingdom.
    • Visit comes as UK researchers and businesses benefit from wider access to Horizon Europe funding calls for quantum and space research, which will help drive sector and economic growth and deliver our Plan for Change.
    • New backing from the world’s largest programme of research collaboration, worth c.£80 billion, builds on high-potential tech areas like AI, telecoms and high-performance computing

    Minister for EU Relations, Nick Thomas-Symonds, today welcomes EU Commissioner for Trade and Economic Security, Interinstitutional Relations and Transparency, Maroš Šefčovič, ahead of his first official visit to the United Kingdom under this government (Tuesday, 29 April 2025).

    Commissioner Šefčovič’s visit follows the recent engagement with European Commission President Ursula Von Der Leyen last week, providing a significant opportunity to review the progress of ongoing discussions between the UK and the European Union. This engagement is a key step in the lead-up to the UK-EU Summit scheduled for next month.

    This visit comes as UK scientists, researchers and businesses working on the latest innovations in quantum and space technologies have now been given access to more Horizon Europe funding, under the new 2025 Horizon Europe Work Programme published last week (Friday 25 April).

    Access to Horizon Europe funding, and the opportunities for international collaboration that Horizon presents, will be an important boost to these two sectors which are at the cutting edge of new opportunities for economic growth, helping to drive the Government’s Plan for Change.

    These are technologies that will be instrumental to the future of the economy: quantum computing alone is projected to deliver $5-10 billion of benefits globally over the next 3-5 years, while since 2015 the UK has attracted more private investment in space than any other country outside of the United States.

    During his visit in the UK, the European Commissioner for Trade and Economic Security, alongside the Minister for the Cabinet Office, Nick Thomas-Symonds, will meet professors at Imperial College London who have benefited from Horizon funding for their projects.

    Minister Nick Thomas-Symonds will co-chair the Withdrawal Agreement Joint Committee with Commissioner Šefčovič, who is also scheduled to meet with the Secretaries of State for the Foreign, Commonwealth and Development Office, the Department for Business and Trade, and the Northern Ireland Office. 

    Paymaster General and Minister for the Cabinet Office (Minister for the Constitution and European Union Relations), Rt Hon Nick Thomas-Symonds MP, said:

    In just under a month, the United Kingdom will host the UK-EU Summit here in London. Today provides an opportunity to take stock of negotiations and the progress made. We are fully aligned in our ambitions to build a safer, more secure, and prosperous future for people across the UK and Europe.

    We will always act in the national interest as we work towards a strong and durable strategic partnership with our European partners, unlocking new opportunities for British citizens and businesses.

    UK Science Minister Lord Vallance said:

    Thanks to this welcome news, the opportunities for British researchers and businesses working in quantum, space, and beyond are only set to grow.

    They now have greater access to one of the world’s foremost vehicles for R&D funding, and an even bigger chance to build the international ties which we know are critical to advancing knowledge, tackling the world’s biggest challenges, and delivering the economic growth that is at the heart of this Government’s Plan for Change.

    I want innovators up and down the UK to seize the moment that stands before them. Horizon’s doors are open to you, and we have support available to help you. Now is the time to bid for funding, build consortia, and take your work to the next level.

    The UK gained access to the vast majority (95%+) of Horizon funding calls, when we associated to the programme in 2024, with some very limited exceptions on some emerging technologies.

    Today’s breakthrough comes after a period of constructive collaboration between UK and EU teams and means that more British experts working on space and quantum can now confidently bid for a share of the c.£80 billion that is available through Horizon overall.

    They can also build consortia with research partners across Europe, and beyond in Canada, Switzerland, and more. This includes complete access to all Horizon Europe quantum funding calls.

    Horizon also offers a huge opportunity to businesses and researchers focusing on other cutting-edge technologies, like AI, telecoms, and high-performance computing, including through access to cutting-edge computing resources through EuroHPC. Recent UK-EU engagement has ensured that the UK retains open access to all calls in these areas.

    The Horizon Europe programme is an innovation powerhouse –spending over €380 billion on R&D in 20231 – and fostering deep and high-quality links between the continent’s brightest minds, and the UK’s, will be critical if we are to seize the promise for science and tech innovations to support the Government’s Missions to grow the economy, fix the NHS and improve health outcomes and deliver clean energy under the Plan for Change. Innovative and high-potential sectors like space and quantum will be instrumental to rebuilding the foundations of the economy, and kickstarting growth.

    Greater access to Horizon is a win for the UK, given the growing importance of space and quantum to the economy and society. The UK space sector already employs 52,000 people and generates an of £18.9 billion each year.

    Meanwhile new innovations in quantum – harnessing the unique properties of subatomic particles to process information and solve problems – are already unlocking breakthroughs in healthcare, logistics, financial services and more. On top of this, experts working in fields like AI, high performance computing, and future telecoms continue to enjoy valuable Horizon access, as well as a vast number of other sectors including food and agritech, digital, industry and more.

    British researchers having access to more Horizon science funding calls also further emphasises the value of the UK’s participation in the EU’s Copernicus Earth Observation programme.

    Furthermore, the UK and EU have a strong shared commitment to developing assured and independent European access to space: work which forms a key part of the UK’s own ambitions for space launch. With plans for the first launches from SaxaVord in the Shetland Islands later this year, the UK is a leading international partner and cooperator in Europe’s space ambitions and it is encouraging that British researchers will be able to access calls that help to further Europe’s ambition.

    There is no time to lose for businesses, researchers, and scientists working in quantum, space and beyond to take advantage of this news, because new Horizon funding calls open in the coming weeks. New space and industry calls open from Thursday 22 May, and digital calls open from Tuesday 10 June.

    Notes to editors

    Since 2024, the government has provided extensive assistance to our R&D communities to maximise their chances of applying and succeeding in Horizon Europe. In addition to concrete funding initiatives, such as Pump Priming,  we recently piloted brokerage visits to Italy, Germany and Spain for UK innovators and researchers looking to build Horizon consortia. Last month, more than 500 of the UK’s leading researchers, businesspeople and scientists gathered at London’s Oval for a Showcase event sharing insight on opportunities available through Horizon. Further information, including practical support on how to apply, is available on the Horizon Hub website. UK Research and Innovation (UKRI) also host regular events that help guide businesses and researchers through the opportunities on offer and the application process. We will continue to review the needs of the UK R&D community in order to offer support and facilitate access to Horizon Europe opportunities.

    Potential applicants can find Horizon Europe calls (funding opportunities) open to UK-based applicants using the European Commission’s funding and tender opportunities portal.

    More information on how to submit applications are available on the European Commission’s website. The pre-publication of the Horizon Europe 2025 Work Programme can be found here.

    DSIT media enquiries

    Email press@dsit.gov.uk

    Monday to Friday, 8:30am to 6pm 020 7215 3000

    Updates to this page

    Published 29 April 2025

    MIL OSI United Kingdom

  • MIL-OSI New Zealand: Statement by Minister Todd McClay following the March 2025 Pastoral Sector Group meeting

    Source: New Zealand Government

    The Pastoral Sector Group (PSG) has held its first meeting, discussing farm emissions.
    The group consists of Agriculture, Trade and Investment Minister Todd McClay, Climate Change Minister Simon Watts, and Chairs and CEOs from: Beef + Lamb New Zealand, Dairy Companies Association of New Zealand, Dairy NZ, Deer Industry New Zealand, Federated Farmers, and the Meat Industry Association.
    Pasture Sector
    Sector representatives contributed perspectives on the current state of the industry and a desire to work constructively toward a positive outcome for the rural sector.
    They underlined the significant effort made by farmers to date. 
    They stressed the need for any consideration of emissions reduction to be based upon science and to be solutions driven. 
    They stressed the need to revise the domestic methane target based on the principle of no additional warming. 
    They stressed the need for any solutions to be affordable for farmers; and for the need to avoid imposing costs upon industry and government. 
    They voiced concerns about the effects afforestation was having on the pastoral sector and welcomed the Government’s recent announcement to restrict farm to forest conversions. 
    They raised concerns about the negative impact that a price on agricultural emissions would have on production. 
    They stressed the need for certainty and time for the primary sector.
    Government
    Ministers reiterated that this group was to allow the sector to provide their views to government directly and to engage in a respectful dialogue.
    Ministers thanked the primary sector for their significant contribution to New Zealand, and in particular, the importance of a strong primary sector to the New Zealand economy.
    They stressed that the PSG was an opportunity to talk openly and that it was not a decision-making body.
    The members of the group agreed that New Zealand farmers are among the world’s most carbon-efficient food producers and were willing to do their part for New Zealand’s overall commitment to reduce emissions.
    Ministers confirmed the following:

    That the Government has removed agriculture from the Emissions Trading Scheme.
    That the Government has disbanded He Waka Eka Noa.
    That the Government is committed to a split gas approach.
    That the Government commissioned an independent scientific review on the role of biogenic methane against additional warming.
    That the Government will pass legislation this year to implement its decision of 4 December 2024 to restrict full farm to forest conversions.
    That the Government is committed to meeting New Zealand’s climate obligations without closing down farms or sending jobs and production overseas.
    That all decisions in respect to farm emissions will be informed by accepted science.
    That the Government is mindful of the impact of costs related to emissions reduction on farmers; and the implications that cost could have for production.
    That a revised 2050 biogenic methane target will be set this year.
    That the Government is committed to the use of science and innovation to reduce emissions, not reducing on farm production.
    That it is for New Zealand to decide how to reduce emissions.
    That New Zealand has climate change obligations under some trade agreements and that the Government will be guided by domestic considerations and interests including those of New Zealand producers and the economy.
    The Government currently has a plan that shows New Zealand can meet its obligations while growing the economy and without closing down farms or sending production or jobs overseas.
    That the Government will continue to build confidence in the primary sector.

    The PSG will meet again next month.

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: Budget 2025: The Growth Budget

    Source: New Zealand Government

    Tēna koutou kātoa.  Greetings everyone. Can I thank you Malcolm for that kind introduction and thank everyone who has taken the time to be here today. My special thanks go to our hosts Metco Engineering and the Hutt Valley Chamber of Commerce.
    Let me also acknowledge my colleagues who join us today – your local MP and my Associate Minister of Finance the Hon Chris Bishop, together with the Minister of Education the Hon Erica Stanford. 
    This factory is a bit of a different setting than the conference centre or ballroom Ministers typically use for a pre-Budget speech. Why?
    Because places like this are the engine room of the New Zealand economy.
    Our Government knows that to speed up the economic recovery New Zealanders need we have to get this growth engine cranking.
    I appreciate that economic growth can be a bit of an abstract concept: the work that happens on this factory floor is what it’s all about.
    The workers at Metco solve problems, coming up with new products and manufacturing processes for a range of industries. They design and create clever components for customers around the world – producing everything from window stays through to bus stops.
    Metco has grown successfully by making investments in its own machinery and technology and by hiring and up-skilling great people who come up with innovative ideas and then make them happen.
    The growth of businesses like MetCo, and indeed of all the businesses represented in this room today, has created good jobs and livelihoods for the people of the Hutt Valley community. 
    It’s also allowed your businesses to make healthy tax contributions, which helps fund the Government’s investment in health services, schools, vital infrastructure and other important public spending. 
    Thank you for that contribution, we don’t take it for granted.
    New Zealand needs more success stories like MetCo: Your growth is what’s needed to deliver the kind of country we all want: with better living standards, better job opportunities and more financially secure families.
    That’s why our Government is going for growth.
    Earlier this year we released a snapshot of the work we have underway to support this growth agenda. Going for Growth sets out 87 specific actions we are taking under five key themes: 

    Developing talent
    Competitive business settings
    Innovation, technology and science
    Overseas investment and trade
    Infrastructure for growth

    I encourage you to check out the plan and the work underway. There’s more to come.  
    For today though, I’m going to switch out of my Economic Growth hat and into my Minister of Finance hat and focus my remarks on this year’s Budget. 
    The Context for Budget 2025
    The Government’s growth ambition has been front and centre as we’ve put the Budget together.  
    We know that global uncertainty is challenging for many of you and we’re determined our Budget will play a role in giving you confidence for the future.  
    But let me be blunt: it’s not the easiest time to be putting together a Budget.
    New Zealand is still recovering from the economic damage inflicted during the Covid period and we’re now facing the headwinds of further global instability.
    There is a pressing need for greater investments in our health system, our education system, our defence force and other areas, and very little money to pay for those investments.   
    Our Government is also acutely conscious of the challenging economic circumstances many New Zealanders have experienced in the past few years as we’ve emerged from a period of very high inflation and rapidly rising interest rates. 
    The pain is still rippling through our communities. Kiwis feel it in the higher prices they still pay for almost everything, in higher levels of unemployment and in struggling local businesses. The cost of living remains a top-of-mind concern.  
    The good news is that, despite significant global challenges, a steady economic recovery is now taking place here, with export-led growth gathering strength, business confidence coming off its lows and the primary sector benefiting from higher commodity prices and mostly favourable growing conditions. 
    Having considered everything happening around the world, the Treasury is continuing to forecast accelerating growth in the New Zealand economy over the coming year, with falling unemployment forecast to follow in the second half of the year. 
    There’s no magic wand to wish away the price rises baked in over recent years, but getting inflation and interest rates under control has been essential to achieving this economic recovery.  
    That’s why I always take pause to celebrate that since our Government came to office inflation has returned to normal levels, resulting in a 200 basis point reduction in interest rates. 
    We must not take this progress for granted. 
    While some pretend we can fix all the post-Covid damage with yet more extravagant government spending, the economic truth is that they are wrong. 
    The only way to sustainably overcome cost of living pressures is through successive years of stable inflation, careful investment and sustained economic growth. 
    Our Government is committed to the responsible fiscal management and growth supporting policies needed to make that happen. 
    Debt, deficit and the path out
    An important part of that effort is getting our own books in order. That’s a big task.
    The previous Government’s spending decisions during and after Covid have left New Zealand with a sea of debt and red-ink in the government finances.
    Government debt leapt up by almost $120 billion between 2019 and 2024, soaring from under $58 billion to $175 billion. 
    Those are big numbers, almost too big to comprehend, so let me explain it this way: That amounts to $22,000 more in debt for every New Zealander.
    You may well ask: what do we have to show for all that debt? 
    To give you some further historical context, New Zealand’s net core Crown debt, which once hovered between five and 25 per cent of GDP, rose to around 42 per cent last year. That’s the highest level of government debt New Zealand has shouldered since the mid-1990s.    
    Servicing that debt is expensive.  
    The interest bill on government debt has soared from $3.6 billion in 2014 to $8.9 billion last year.  That sum is more than annual core Crown expenses for the Police, Corrections, the Ministry of Justice, Customs and the Defence Force combined.
    Our Government’s goal is to put net core Crown debt on a downward trajectory towards 40 per cent of GDP and in the longer term keep it below that percentage. 
    Why?  Because allowing debt to keep spiralling would threaten the livelihood of every New Zealander.  
    We must ensure our country is financially strong and resilient enough to effectively respond to whatever the future may throw: be it earthquakes, extreme climatic events, biosecurity incursions or whatever. We need the world to keep seeing us as a good country to invest in and lend to. Manageable debt levels are an essential foundation for a strong economy and for your financial future.
    Achieving lower debt levels isn’t easy: especially because the government books remain out of balance.
    The post-Covid ‘structural deficit’ has left a big gap between what the country needs to fund to deliver on the spending commitments previous Budgets have made and what we need to earn to pay for that spending.  
    The Government is currently borrowing billions to bridge the gap.
    Every Thursday afternoon, New Zealand Debt Management issues around $500 million of Government bonds. Some of this is to that roll over existing bonds that have expired, but large chunks of it are for new borrowing. 
    That level of borrowing obviously can’t go on forever, or else our kids and grandkids will be left with unsustainable debt and considerable economic uncertainty. 
    Most of you can probably relate to this if you think about your own household budget: sure, sensible borrowing has its place, but no overdraft can be extended forever, and while you can keep giving the credit card a hammering, left unpaid, it does, eventually, get declined.  
    It’s worth bearing this in mind next time somebody tries to suggest to you that the New Zealand Government needs to spend more on something.  
    The second question always needs to be: but how will we pay for it?  
    Our Government’s strategy is to reduce the deficit over time, through a gradual programme of consolidation and careful spending choices.  
    We are committed to maintaining stability for New Zealanders, by continuing to invest in essential frontline services, infrastructure for growth and social supports like superannuation. 
    But delivering those things requires us to make careful choices about what we spend elsewhere. 
    That’s why we’ve committed ourselves to ongoing reprioritisation and fiscal restraint. It isn’t easy, but it is essential. 
    Believe me, I’d rather we were in clover, with money to spend on all the good ideas we hear. But the reality is that we are governing in tighter times.  
    Economic growth is essential to our fiscal repair job.  It’s simply the most effective way to raise government revenue, and to give us better choices for the future.
    Some have suggested a different approach. They say New Zealand should seek to close the deficit by simply adding more and higher rates of taxes to Kiwis’ wages, savings, wealth or capital.  
    We reject that approach.
    Punishing Kiwis with higher taxes right now would undermine our recovery, strangle growth and threaten the economic stability New Zealand needs. 
    It would pull the rug out from all those businesses and industries who are already just hanging on. And it would send an exodus of Kiwi talent and wealth to Australia and beyond.  
    It would be exactly the wrong recipe for a country whose future prospects depend on investment and growth.  
    Changes in the economic and fiscal outlook since HYEFU
    The Treasury’s last set of economic forecasts was presented at the Half Year Update in December.
    As you know, the global economic outlook has worsened considerably since that update.
    Tarriff announcements by the US government, countervailing tariffs being imposed by China and an uncertain path for future tariffs and exemptions have created volatile global economic conditions with forecasters around the world agreeing that global growth will be lower this year and next year than they were previously predicting.  
    New Zealand can’t escape the fallout. 
    Accordingly, Treasury has adjusted the forecasts it presented in December, reducing their assumptions of real GDP growth in New Zealand in 2025 and 2026.  
    New Zealand’s economy will still be growing, but not as fast as forecast a few months ago.
    That lower growth trajectory has an inevitable impact on the government books, reducing revenue and threatening our already difficult return to surplus and debt reduction.  
    At the same time, it’s clear that the country’s need for investment has not lessened: whether it be in the infrastructure we need for a more productive future, the funding needed to meet pressures in our health service and education system; or the need to rebuild our defence capability to meet the challenges of a less stable world.
    On top of all of that, it’s also the case that New Zealand’s long-term productivity and savings challenges haven’t gone away. 
    So there’s a huge amount to juggle in this year’s Budget.
    How has the Government managed these challenges?
    We started with that question that I suggested to you earlier:  How do we pay for the things we need now without putting our future economic stability at risk?  
    Our approach has been threefold.  
    First, there has been a very high bar for new initiatives in the Budget.  I can confirm today that there will be no lolly scramble in Budget 2025.  New spending initiatives are strictly limited to the most important priorities: our focus has been on health, education, law and order, defence, and a small number of critical social investments. We have also found room for modest measures to support business growth and to provide some carefully targeted cost of living relief.
    Second, beyond a small number of exceptions, government departments are not receiving additional funding in the Budget. We expect government agencies to adjust themselves to New Zealand’s limited fiscal means. This will require restraint in public sector wage increases and an ongoing commitment to getting more impact out of every dollar spent.  
    Third, we have undertaken a significant savings drive.  
    That effort has involved Ministers identifying areas of previously committed spending that can no longer be justified in light of the challenging circumstances New Zealand now faces.   
    We’ve analysed spending decisions made by previous governments and re-evaluated them in the context of today’s constraints. This has involved a line-by-line review of previous funding commitments, including money put aside in contingency.
    This reprioritisation exercise has required careful consideration and some tough, but necessary, choices. 
    At every step, we’ve asked ourselves two questions:

    Can these dollars be justified when we are borrowing to pay for them?
    Can we be sure these dollars will do more good in this area than if invested in our most pressing priorities – like funding essential health services, better educating our kids, defending New Zealand’s security or ensuring our future growth?

    Taken together, the Government’s savings drive has freed-up billions of dollars. Those savings will now be re-deployed to fund New Zealand’s most pressing priorities.
    Sticking to the fiscal strategy
    In this year’s Budget we’ve also had to carefully consider whether, in light of major global economic events, our fiscal strategy still remains achievable.
    The strategy is focused on two key goals: putting net debt on a downward trajectory and returning the books to an OBEGALx surplus by 2028.  
    This strategy matters, it matters for getting the books back in order and that’s about more than a set of numbers. It’s about keeping interest rates lower and providing a solid platform for future growth. It’s about ensuring New Zealand continues to be seen as a stable, reliable place to invest in and lend to. It’s about making sure we don’t leave our kids and grandkids with debts they just can’t repay. 
    At our last update in December – well before President Trump’s “Liberation Day” – we were expecting a small surplus in 2029, and it remained our intention to returning it a year earlier if possible.  
    I can confirm that our Government remains committed to those goals. 
    Sticking to them has required some careful adjustments in this year’s Budget.
    The key change we have made is to the size of this year’s “operating allowance” – that is the amount of money put aside for new spending.   
    At the Half Year Update, the Treasury forecast that the “allowance” in Budget 2025 would be $2.4 billion. 
    That was always a small envelope. However, as I outlined earlier, our approach has been to supplement our new spending by reprioritising funds from elsewhere.
    I am confirming today that the Government has reduced the size of our Budget 2025 operating allowance to $1.3 billion.
    This means we will be spending billions less over the forecast period than would have otherwise been the case. This will reduce the amount of extra borrowing our country needs to do over the next few years and it will keep us on track towards balanced books and debt reduction.
    The fiscal forecasts will not be finalised until later this week, but according to the latest numbers I have seen, this smaller operating allowance means we will continue to forecast a surplus in 2029. 
    The reality of global economic events is that if we’d pushed on with a larger operating allowance then we would be staring down the barrel of even bigger deficits and debt.  
    Let me emphasise once again: our Budget will still deliver increased investment in the things that really matter to Kiwis: like health, education, law and order, the defence force, business growth and targeted cost of living relief. Those things are important to you and they’re important to our Government. 
    Our careful reprioritisation approach means we can continue to make progress on today’s priorities while ensuring we are better positioned to face the challenges tomorrow will bring.
    Yes, those challenges loom large. 
    But let’s get real: global instability may not be a passing trend. New Zealand can’t expect to keep borrowing as much as we are now. The world doesn’t owe us any favours.
    This is not the time to kick the can down the road.  
    We must act now to secure our financial future.  
     
    Conclusion
    In conclusion, Budget 2025 takes place against a difficult global backdrop. 
    We can’t wish that away. What we can do is focus on the things in our control.
    Our Government is doing just that, by providing a predictable, steady approach to economic and fiscal management. 
    In an unstable world we are staying the course with responsible policies that provide stability, support investment and make New Zealand an attractive place for the world to trade and do business with.  
    These sensible policy approaches are the base from which we will deliver better choices and investments in the years ahead.
    With those basics in place, there is much for Kiwi businesses to feel optimistic about.  
    New Zealand has enormous economic growth potential. 
    We are a safe, secure country with a growing constellation of free trade agreements and a global reputation as a good place to do business.
    We are blessed with abundant natural resources – everything from ocean to freshwater, fertile land and temperate weather to abundant minerals.
    In a world worried about food security, we feed more than 40 million people with levels of efficiency and sustainability that are the envy of many.
    We have a long history of stable democracy, strong institutions and rule of law.
    We’ve delivered scientific breakthroughs and global success stories and we will continue to do so.  As I stand here today, we are world leaders in sending rocket to space – rockets that include components made right here in this factory. 
    Fundamentally, I’m optimistic about New Zealand’s economic future because I have faith in you: the New Zealanders who get out of bed each morning and go and make things happen.  
    I’m optimistic because I see how hard Kiwis work. I see how much effort Kiwi parents go to for their kids. I see how much employers and workers care about their communities. We are a smart, innovative, resilient people.  
    The next decade can be our decade. That requires good and steady government and careful spending choices. This year’s Budget will not be a lolly scramble.  What this Budget will be is a responsible Budget that secures New Zealand’s future.
     

    MIL OSI New Zealand News

  • MIL-OSI: Five Star Bancorp Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    RANCHO CORDOVA, Calif., April 28, 2025 (GLOBE NEWSWIRE) — Five Star Bancorp (Nasdaq: FSBC) (“Five Star” or the “Company”), a holding company that operates through its wholly owned banking subsidiary, Five Star Bank (the “Bank”), today reported net income of $13.1 million for the three months ended March 31, 2025, as compared to $13.3 million for the three months ended December 31, 2024 and $10.6 million for the three months ended March 31, 2024.

    First Quarter Highlights

    Performance and operating highlights for the Company for the periods noted below included the following:

      Three months ended
    (in thousands, except per share and share data) March 31,
    2025
      December 31,
    2024
      March 31,
    2024
    Return on average assets (“ROAA”)   1.30 %     1.31 %     1.22 %
    Return on average equity (“ROAE”)   13.28 %     13.48 %     14.84 %
    Pre-tax income $ 18,391     $ 19,367     $ 14,961  
    Pre-tax, pre-provision income(1) $ 20,291     $ 20,667     $ 15,861  
    Net income $ 13,111     $ 13,317     $ 10,631  
    Basic earnings per common share $ 0.62     $ 0.63     $ 0.62  
    Diluted earnings per common share $ 0.62     $ 0.63     $ 0.62  
    Weighted average basic common shares outstanding   21,209,881       21,182,143       17,190,867  
    Weighted average diluted common shares outstanding   21,253,588       21,235,318       17,272,994  
    Shares outstanding at end of period   21,329,235       21,319,083       17,353,251  
                           
    (1) See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.
                           

    James E. Beckwith, President and Chief Executive Officer, commented:

    “The strength of Five Star Bank’s first quarter 2025 financial results is emblematic of a reputation built on an unwavering commitment to customers and community partners who rely on our speed to serve and certainty of execution for their own successes. This differentiated customer experience has created great demand for our services and seized market opportunities in San Francisco. As we continue to grow our presence, we now have 31 San Francisco Bay Area employees. As of March 31, 2025 our San Francisco Bay Area operations had $379.8 million in total deposits.

    At the Company level, total loans held for investment increased by $89.1 million, or 2.52% (10.09% when annualized). Total deposits increased by $178.4 million, or 5.01% (20.05% when annualized), with wholesale deposits increasing by $130.0 million, or 23.21%, and non-wholesale deposits increasing by $48.4 million, or 1.61%. Short-term borrowings remained at zero as of March 31, 2025 and December 31, 2024. Net interest margin increased by nine basis points to 3.45% and our efficiency ratio increased to 42.58%, as compared to 41.21% for the fourth quarter of 2024, while cost of funds decreased nine basis points to 2.56%.

    In the first quarter of 2025, we were pleased to declare another cash dividend of $0.20 per share. We were also pleased to have been ranked third among best-performing banks in the nation by S&P Global Market Intelligence (among banks with assets between $3 billion and $10 billion).

    As we execute on the expansion of industry verticals and our presence in new geographies to meet customer demand, we expect the ongoing acceleration of our growth to benefit our customers, employees, and shareholders. We also expect our demonstrated ability to adapt to changing economic conditions to serve us well into the future as we remain vigilant and focused on disciplined business practices. We thank our employees for their outstanding commitment to ensuring Five Star Bank remains a safe, trusted, and steadfast banking partner.”

    Financial highlights during the quarter included the following:

    • The San Francisco Bay Area team increased from 27 to 31 employees who generated deposit balances totaling $379.8 million at March 31, 2025, an increase of $87.4 million from December 31, 2024.
    • Cash and cash equivalents were $452.6 million, representing 12.11% of total deposits at March 31, 2025, as compared to 9.90% at December 31, 2024.
    • Total deposits increased by $178.4 million, or 5.01%, during the three months ended March 31, 2025, due to increases in both non-wholesale and wholesale deposits, which the Company defines as brokered deposits and California Time Deposit Program deposits. During the three months ended March 31, 2025, non-wholesale deposits increased by $48.4 million, or 1.61%, and wholesale deposits increased by $130.0 million, or 23.21%.
    • The Company had no short-term borrowings at March 31, 2025 or December 31, 2024.
    • Consistent, disciplined management of expenses contributed to our efficiency ratio of 42.58% for the three months ended March 31, 2025, as compared to 41.21% for the three months ended December 31, 2024.
    • For the three months ended March 31, 2025, net interest margin was 3.45%, as compared to 3.36% for the three months ended December 31, 2024 and 3.14% for the three months ended March 31, 2024. The effective Federal Funds rate was 4.33% as of March 31, 2025, remaining constant from December 31, 2024 and decreasing from 5.33% at March 31, 2024.
    • Other comprehensive income was $0.7 million during the three months ended March 31, 2025. Unrealized losses, net of tax effect, on available-for-sale securities were $11.6 million as of March 31, 2025. Total carrying value of held-to-maturity and available-for-sale securities represented 0.06% and 2.35% of total interest-earning assets, respectively, as of March 31, 2025.
    • The Company’s common equity Tier 1 capital ratio was 11.00% and 11.02% as of March 31, 2025 and December 31, 2024, respectively. The Bank continues to meet all requirements to be considered “well-capitalized” under applicable regulatory guidelines.
    • Loan and deposit growth in the three and twelve months ended March 31, 2025 was as follows:
      (in thousands) March 31,
    2025
      December 31,
    2024
      $ Change   % Change
      Loans held for investment $ 3,621,819   $ 3,532,686   $ 89,133   2.52 %
      Non-interest-bearing deposits   933,652     922,629     11,023   1.19 %
      Interest-bearing deposits   2,802,702     2,635,365     167,337   6.35 %
                     
      (in thousands) March 31,
    2025
      March 31,
    2024
      $ Change   % Change
      Loans held for investment $ 3,621,819   $ 3,104,130   $ 517,689   16.68 %
      Non-interest-bearing deposits   933,652     817,388     116,264   14.22 %
      Interest-bearing deposits   2,802,702     2,138,384     664,318   31.07 %
                             
    • The ratio of nonperforming loans to loans held for investment at period end remained at 0.05% from December 31, 2024 to March 31, 2025.
    • The Company’s Board of Directors declared on January 16, 2025, and the Company subsequently paid, a cash dividend of $0.20 per share during the three months ended March 31, 2025. The Company’s Board of Directors subsequently declared another cash dividend of $0.20 per share on April 17, 2025, which the Company expects to pay on May 12, 2025 to shareholders of record as of May 5, 2025.

    Summary Results

    Three months ended March 31, 2025, as compared to three months ended December 31, 2024

    The Company’s net income was $13.1 million for the three months ended March 31, 2025, as compared to $13.3 million for the three months ended December 31, 2024. Net interest income increased by $0.5 million, primarily due to a decrease in interest expense due to lower average rates on deposits, partially offset by a decrease in interest income driven by lower balances and yields on interest-earning deposits in banks, as compared to the three months ended December 31, 2024. The provision for credit losses increased by $0.6 million, reflecting adjustments to expectations for credit losses based on economic trends and forecasts in the three months ended March 31, 2025 compared to the three months ended December 31, 2024. Non-interest income decreased by $0.3 million, primarily due to a reduction in income received on equity investments in venture-backed funds during the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. Non-interest expense increased by $0.6 million, primarily related to an increase in salaries and employee benefits, partially offset by decreases in advertising, promotional, and other operating expenses during the three months ended March 31, 2025, as compared to the three months ended December 31, 2024.

    Three months ended March 31, 2025, as compared to three months ended March 31, 2024

    The Company’s net income was $13.1 million for the three months ended March 31, 2025, as compared to $10.6 million for the three months ended March 31, 2024. Net interest income increased by $7.2 million, primarily due to an increase in interest income driven by a higher balance of loans with higher yields, partially offset by an increase in interest expense due to larger average deposit balances, as compared to the three months ended March 31, 2024. The provision for credit losses increased by $1.0 million, relating to loan growth and adjustments to expectations for credit losses based on economic trends and forecasts during the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. Non-interest income decreased by $0.5 million, primarily due to a reduction in income received on equity investments in venture-backed funds during the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. Non-interest expense increased by $2.3 million during the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, with an increase in salaries and employee benefits related to increased headcount as the leading driver.

    The following is a summary of the components of the Company’s operating results and performance ratios for the periods indicated:

        Three months ended        
    (in thousands, except per share data)   March 31,
    2025
      December 31,
    2024
      $ Change   % Change
    Selected operating data:                
    Net interest income   $ 33,977     $ 33,489     $ 488     1.46 %
    Provision for credit losses     1,900       1,300       600     46.15 %
    Non-interest income     1,359       1,666       (307 )   (18.43 )%
    Non-interest expense     15,045       14,488       557     3.84 %
    Pre-tax income     18,391       19,367       (976 )   (5.04 )%
    Provision for income taxes     5,280       6,050       (770 )   (12.73 )%
    Net income   $ 13,111     $ 13,317     $ (206 )   (1.55 )%
    Earnings per common share:                
    Basic   $ 0.62     $ 0.63     $ (0.01 )   (1.59 )%
    Diluted   $ 0.62     $ 0.63     $ (0.01 )   (1.59 )%
    Performance and other financial ratios:                
    ROAA     1.30 %     1.31 %        
    ROAE     13.28 %     13.48 %        
    Net interest margin     3.45 %     3.36 %        
    Cost of funds     2.56 %     2.65 %        
    Efficiency ratio     42.58 %     41.21 %        
                     
        Three months ended        
    (in thousands, except per share data)   March 31,
    2025
      March 31,
    2024
      $ Change   % Change
    Selected operating data:                
    Net interest income   $ 33,977     $ 26,744     $ 7,233     27.05 %
    Provision for credit losses     1,900       900       1,000     111.11 %
    Non-interest income     1,359       1,833       (474 )   (25.86 )%
    Non-interest expense     15,045       12,716       2,329     18.32 %
    Pre-tax income     18,391       14,961       3,430     22.93 %
    Provision for income taxes     5,280       4,330       950     21.94 %
    Net income   $ 13,111     $ 10,631     $ 2,480     23.33 %
    Earnings per common share:                
    Basic   $ 0.62     $ 0.62     $     %
    Diluted   $ 0.62     $ 0.62     $     %
    Performance and other financial ratios:                
    ROAA     1.30 %     1.22 %        
    ROAE     13.28 %     14.84 %        
    Net interest margin     3.45 %     3.14 %        
    Cost of funds     2.56 %     2.62 %        
    Efficiency ratio     42.58 %     44.50 %        
                             

    Balance Sheet Summary

    (in thousands)   March 31,
    2025
      December 31,
    2024
      $ Change   % Change
    Selected financial condition data:                
    Total assets   $ 4,245,057   $ 4,053,278   $ 191,779     4.73 %
    Cash and cash equivalents     452,571     352,343     100,228     28.45 %
    Total loans held for investment     3,621,819     3,532,686     89,133     2.52 %
    Total investments     99,696     100,914     (1,218 )   (1.21 )%
    Total liabilities     3,838,606     3,656,654     181,952     4.98 %
    Total deposits     3,736,354     3,557,994     178,360     5.01 %
    Subordinated notes, net     73,932     73,895     37     0.05 %
    Total shareholders’ equity     406,451     396,624     9,827     2.48 %
                               
    • Insured and collateralized deposits were approximately $2.5 billion, representing 67.55% of total deposits as of March 31, 2025, as compared to 66.92% as of December 31, 2024. Net uninsured and uncollateralized deposits were approximately $1.2 billion as of March 31, 2025, remaining constant from December 31, 2024.
    • Non-wholesale deposit accounts constituted 81.53% of total deposits as of March 31, 2025, as compared to 84.26% at December 31, 2024. Deposit relationships of greater than $5 million represented 60.87% of total deposits, as compared to 61.13% as of December 31, 2024, and had an average age of approximately 8.80 years as of March 31, 2025, as compared to 9.28 years as of December 31, 2024.
    • Cash and cash equivalents as of March 31, 2025 were $452.6 million, representing 12.11% of total deposits at March 31, 2025, as compared to 9.90% as of December 31, 2024.
    • Total liquidity (consisting of cash and cash equivalents and unused and immediately available borrowing capacity as set forth below) was approximately $2.0 billion as of March 31, 2025, as compared to $1.9 billion at December 31, 2024.
          March 31, 2025
      (in thousands)   Line of Credit   Letters of Credit Issued   Borrowings   Available
      Federal Home Loan Bank of San Francisco (“FHLB”) advances   $ 1,276,072   $ 731,500   $   $ 544,572
      Federal Reserve Discount Window     856,366             856,366
      Correspondent bank lines of credit     175,000             175,000
      Cash and cash equivalents                 452,571
      Total   $ 2,307,438   $ 731,500   $   $ 2,028,509
                               

    The increase in total assets from December 31, 2024 to March 31, 2025 was primarily due to a $100.2 million increase in cash and cash equivalents and an $89.1 million increase in total loans held for investment. The $100.2 million increase in cash and cash equivalents primarily resulted from net cash inflows related to financing and operating activities of $174.1 million and $15.5 million, respectively, partially offset by net cash outflows related to investing activities of $89.3 million. The $89.1 million increase in total loans held for investment between December 31, 2024 and March 31, 2025 was a result of $259.3 million in loan originations and advances, partially offset by $65.6 million and $104.6 million in loan payoffs and paydowns, respectively. The $89.1 million increase in total loans held for investment included $19.8 million in purchases of loans within the consumer concentration of the loan portfolio.

    The increase in total liabilities from December 31, 2024 to March 31, 2025 was primarily due to an increase in interest-bearing deposits of $167.3 million. The increase in interest-bearing deposits was largely due to increases in time and money market deposits of $131.2 million and $52.2 million, respectively.

    The increase in total shareholders’ equity from December 31, 2024 to March 31, 2025 was primarily a result of net income recognized of $13.1 million and a $0.7 million increase in accumulated other comprehensive income, partially offset by $4.3 million in cash dividends paid during the period.

    Net Interest Income and Net Interest Margin

    The following is a summary of the components of net interest income for the periods indicated:

        Three months ended        
    (in thousands)   March 31,
    2025
      December 31,
    2024
      $ Change   % Change
    Interest and fee income   $ 57,087     $ 57,745     $ (658 )   (1.14 )%
    Interest expense     23,110       24,256       (1,146 )   (4.72 )%
    Net interest income   $ 33,977     $ 33,489     $ 488     1.46 %
    Net interest margin     3.45 %     3.36 %        
                     
        Three months ended        
    (in thousands)   March 31,
    2025
      March 31,
    2024
      $ Change   % Change
    Interest and fee income   $ 57,087     $ 47,541     $ 9,546     20.08 %
    Interest expense     23,110       20,797       2,313     11.12 %
    Net interest income   $ 33,977     $ 26,744     $ 7,233     27.05 %
    Net interest margin     3.45 %     3.14 %        

    The following table shows the components of net interest income and net interest margin for the quarterly periods indicated:

        Three months ended
        March 31, 2025   December 31, 2024   March 31, 2024
    (in thousands)   Average
    Balance
      Interest
    Income/
    Expense
      Yield/
    Rate
      Average
    Balance
      Interest
    Income/
    Expense
      Yield/
    Rate
      Average
    Balance
      Interest
    Income/
    Expense
      Yield/
    Rate
    Assets                                    
    Interest-earning deposits in banks   $ 328,571   $ 3,575   4.41 %   $ 363,828   $ 4,335   4.74 %   $ 233,002   $ 3,102   5.35 %
    Investment securities     100,474     581   2.34 %     103,930     607   2.33 %     109,177     653   2.41 %
    Loans held for investment and sale     3,567,992     52,931   6.02 %     3,498,109     52,803   6.01 %     3,082,290     43,786   5.71 %
    Total interest-earning assets     3,997,037     57,087   5.79 %     3,965,867     57,745   5.79 %     3,424,469     47,541   5.58 %
    Interest receivable and other assets, net     93,543             91,736             93,983        
    Total assets   $ 4,090,580           $ 4,057,603           $ 3,518,452        
                                         
    Liabilities and shareholders’ equity                                    
    Interest-bearing transaction accounts   $ 303,822   $ 1,112   1.48 %   $ 298,518   $ 1,249   1.66 %   $ 300,325   $ 1,126   1.51 %
    Savings accounts     123,599     772   2.53 %     127,298     887   2.77 %     124,561     861   2.78 %
    Money market accounts     1,540,879     12,435   3.27 %     1,596,116     13,520   3.37 %     1,410,264     12,155   3.47 %
    Time accounts     706,528     7,629   4.38 %     617,596     7,438   4.79 %     429,586     5,369   5.03 %
    Subordinated notes and other borrowings     73,908     1,162   6.37 %     73,872     1,162   6.25 %     82,775     1,286   6.25 %
    Total interest-bearing liabilities     2,748,736     23,110   3.41 %     2,713,400     24,256   3.56 %     2,347,511     20,797   3.56 %
    Demand accounts     910,954             921,881             842,105        
    Interest payable and other liabilities     30,389             29,234             40,730        
    Shareholders’ equity     400,501             393,088             288,106        
    Total liabilities & shareholders’ equity   $ 4,090,580           $ 4,057,603           $ 3,518,452        
                                         
    Net interest spread           2.38 %           2.23 %           2.02 %
    Net interest income/margin       $ 33,977   3.45 %       $ 33,489   3.36 %       $ 26,744   3.14 %

    Net interest income during the three months ended March 31, 2025 increased $0.5 million, or 1.46%, to $34.0 million compared to $33.5 million during the three months ended December 31, 2024. Net interest margin totaled 3.45% for the three months ended March 31, 2025, an increase of nine basis points compared to the prior quarter. The increase in net interest income is primarily attributable to a $1.1 million decrease in interest expense, driven by a 15 basis point decrease in the average rate on interest-bearing deposits compared to the prior quarter. The decrease in interest expense was partially offset by a $0.7 million decrease in interest income, primarily due to a $35.3 million, or 9.69%, decrease in the average balance of interest-earning deposits in banks, combined with a 33 basis point decrease in the average yield on interest-earning deposits in banks.

    As compared to the three months ended March 31, 2024, net interest income increased $7.2 million, or 27.05%, to $34.0 million from $26.7 million. Net interest margin totaled 3.45% for the three months ended March 31, 2025, an increase of 31 basis points compared to the same quarter of the prior year. The increase in net interest income is primarily attributable to an additional $9.1 million in loan interest income due to a $485.7 million, or 15.76%, increase in the average balance of loans and a 31 basis point improvement in the average yield on loans during the three months ended March 31, 2025 compared to the same quarter of the prior year. The increase in interest income was partially offset by a $2.4 million increase in deposit interest expense compared to the same quarter of the prior year. The increase in deposit interest expense is primarily attributable to a $478.9 million, or 15.42%, increase in the average balance of deposits and a five basis point increase in the average cost of deposits during the three months ended March 31, 2025 compared to the same quarter of the prior year.

    Loans by Type

    The following table provides loan balances, excluding deferred loan fees, by type as of March 31, 2025:

    (in thousands)    
    Real estate:    
    Commercial   $ 2,941,201  
    Commercial land and development     3,556  
    Commercial construction     113,002  
    Residential construction     5,747  
    Residential     34,053  
    Farmland     43,643  
    Commercial:    
    Secured     170,525  
    Unsecured     34,970  
    Consumer and other     277,093  
    Net deferred loan fees     (1,971 )
    Total loans held for investment   $ 3,621,819  


    Interest-bearing Deposits

    The following table provides interest-bearing deposit balances by type as of March 31, 2025:

    (in thousands)    
    Interest-bearing transaction accounts   $ 295,633  
    Money market accounts     1,577,473  
    Savings accounts     128,210  
    Time accounts     801,386  
    Total interest-bearing deposits   $ 2,802,702  


    Asset Quality

    Allowance for Credit Losses

    At March 31, 2025, the Company’s allowance for credit losses was $39.2 million, as compared to $37.8 million at December 31, 2024. The $1.4 million increase in the allowance is due to a $2.2 million provision for credit losses recorded during the three months ended March 31, 2025, partially offset by net charge-offs mainly attributable to commercial and industrial loans of $0.7 million, during the same period.

    The Company’s ratio of nonperforming loans to loans held for investment remained at 0.05% from December 31, 2024 to March 31, 2025. Loans designated as watch decreased from $123.4 million to $112.0 million between December 31, 2024 and March 31, 2025. Loans designated as substandard increased from $2.6 million to $3.7 million between December 31, 2024 and March 31, 2025. There were no loans with doubtful risk grades at March 31, 2025 or December 31, 2024.

    A summary of the allowance for credit losses by loan class is as follows:

        March 31, 2025   December 31, 2024
    (in thousands)   Amount   % of Total   Amount   % of Total
    Real estate:                
    Commercial   $ 27,027   68.91 %   $ 25,864   68.44 %
    Commercial land and development     70   0.18 %     78   0.21 %
    Commercial construction     2,227   5.68 %     2,268   6.00 %
    Residential construction     78   0.20 %     64   0.17 %
    Residential     279   0.71 %     270   0.71 %
    Farmland     598   1.52 %     607   1.61 %
          30,279   77.20 %     29,151   77.14 %
    Commercial:                
    Secured     5,905   15.05 %     5,866   15.52 %
    Unsecured     403   1.03 %     278   0.74 %
          6,308   16.08 %     6,144   16.26 %
    Consumer and other     2,637   6.72 %     2,496   6.60 %
    Total allowance for credit losses   $ 39,224   100.00 %   $ 37,791   100.00 %

    The ratio of allowance for credit losses to loans held for investment was 1.08% at March 31, 2025, as compared to 1.07% at December 31, 2024.

    Non-interest Income

    The following table presents the key components of non-interest income for the periods indicated:

        Three months ended        
    (in thousands)   March 31,
    2025
      December 31,
    2024
      $ Change   % Change
    Service charges on deposit accounts   $ 215   $ 179   $ 36     20.11 %
    Gain on sale of loans     125     150     (25 )   (16.67 )%
    Loan-related fees     448     400     48     12.00 %
    FHLB stock dividends     331     332     (1 )   (0.30 )%
    Earnings on bank-owned life insurance     161     182     (21 )   (11.54 )%
    Other income     79     423     (344 )   (81.32 )%
    Total non-interest income   $ 1,359   $ 1,666   $ (307 )   (18.43 )%


    Service charges on deposit accounts.
    The increase resulted primarily from individually immaterial increases in fees earned for services and products to support deposit accounts including, but not limited to, service charges, check order fees, and debit card income.

    Gain on sale of loans. The decrease resulted from a decline in the volume and effective yield of loans sold. During the three months ended March 31, 2025, approximately $1.7 million of loans were sold with an effective yield of 7.24%, as compared to approximately $2.0 million of loans sold with an effective yield of 7.60% during the three months ended December 31, 2024.

    Other income. The decrease resulted primarily from $0.3 million of income received on equity investments in venture-backed funds during the three months ended December 31, 2024 which did not reoccur during the three months ended March 31, 2025.

    The following table presents the key components of non-interest income for the periods indicated:

        Three months ended      
    (in thousands)   March 31,
    2025
      March 31,
    2024
      $ Change   % Change
    Service charges on deposit accounts   $ 215   $ 188   $ 27     14.36 %
    Gain on sale of loans     125     369     (244 )   (66.12 )%
    Loan-related fees     448     429     19     4.43 %
    FHLB stock dividends     331     332     (1 )   (0.30 )%
    Earnings on bank-owned life insurance     161     142     19     13.38 %
    Other income     79     373     (294 )   (78.82 )%
    Total non-interest income   $ 1,359   $ 1,833   $ (474 )   (25.86 )%


    Gain on sale of loans.
    The decrease related primarily to an overall decline in the volume of loans sold, partially offset by an improvement in the effective yield of loans sold. During the three months ended March 31, 2025, approximately $1.7 million of loans were sold with an effective yield of 7.24%, as compared to approximately $5.2 million of loans sold with an effective yield of 7.08% during the three months ended March 31, 2024.

    Other income. The decrease related primarily to $0.3 million of income received on equity investments in venture-backed funds during the three months ended March 31, 2024, which did not reoccur during the three months ended March 31, 2025.

    Non-interest Expense

    The following table presents the key components of non-interest expense for the periods indicated:

        Three months ended        
    (in thousands)   March 31,
    2025
      December 31,
    2024
      $ Change   % Change
    Salaries and employee benefits   $ 9,134   $ 8,360   $ 774     9.26 %
    Occupancy and equipment     637     649     (12 )   (1.85 )%
    Data processing and software     1,457     1,369     88     6.43 %
    Federal Deposit Insurance Corporation (“FDIC”) insurance     455     440     15     3.41 %
    Professional services     913     774     139     17.96 %
    Advertising and promotional     522     752     (230 )   (30.59 )%
    Loan-related expenses     319     321     (2 )   (0.62 )%
    Other operating expenses     1,608     1,823     (215 )   (11.79 )%
    Total non-interest expense   $ 15,045   $ 14,488   $ 557     3.84 %


    Salaries and employee benefits.
    The increase related primarily to: (i) a $0.9 million increase in salaries, benefits, and bonus expense; and (ii) a $0.3 million decrease in loan origination costs due to fewer loan originations, net of purchased consumer loans. The increase was partially offset by a $0.5 million decrease in commissions expense due to fewer loan originations, net of purchased consumer loans, period-over-period.

    Professional services. The increase was primarily due to $0.1 million in fees paid for compensation consulting services, which did not occur in the three months ended December 31, 2024.

    Advertising and promotional. The decrease related primarily to a $0.1 million decrease in expenses related to sponsored events and partnerships and $0.1 million decrease related to business development expenses.

    Other operating expenses. The decrease was primarily due to a $0.1 million decrease in director expenses, such as conferences and meetings, combined with individually immaterial decreases in expenses related to operations, including administrative and operational expenses.

    The following table presents the key components of non-interest expense for the periods indicated:

        Three months ended        
    (in thousands)   March 31,
    2025
      March 31,
    2024
      $ Change   % Change
    Salaries and employee benefits   $ 9,134   $ 7,577   $ 1,557   20.55 %
    Occupancy and equipment     637     626     11   1.76 %
    Data processing and software     1,457     1,157     300   25.93 %
    FDIC insurance     455     400     55   13.75 %
    Professional services     913     707     206   29.14 %
    Advertising and promotional     522     460     62   13.48 %
    Loan-related expenses     319     297     22   7.41 %
    Other operating expenses     1,608     1,492     116   7.77 %
    Total non-interest expense   $ 15,045   $ 12,716   $ 2,329   18.32 %


    Salaries and employee benefits.
    The increase related primarily to: (i) a $1.6 million increase in salaries, benefits, and bonus expense, mainly related to a 13.19% increase in headcount between March 31, 2024 and March 31, 2025; and (ii) a $0.1 million increase in commissions paid. This increase was partially offset by a $0.2 million increase in loan origination costs due to a greater number of loan originations, net of purchased consumer loans, period-over-period.

    Data processing and software. The increase was primarily due to: (i) increased usage of our digital banking platform; (ii) higher transaction volumes related to the increased number of loan and deposit accounts; and (iii) an increased number of licenses required for new users on our loan origination and documentation system.

    Professional services. The increase was primarily due to $0.1 million in fees paid for compensation consulting services and $0.1 million in consulting services relating to operations in San Francisco, neither of which occurred in the three months ended March 31, 2024.

    Other operating expenses. The increase was primarily due to individually immaterial increases in expenses related to operations, including administrative and operational expenses such as travel, subscriptions, and professional association memberships.

    Provision for Income Taxes

    Three months ended March 31, 2025, as compared to three months ended December 31, 2024

    Provision for income taxes decreased to $5.3 million for the three months ended March 31, 2025 from $6.1 million for the three months ended December 31, 2024, which was primarily due to: (i) a slight decline in taxable income recognized during the three months ended March 31, 2025; and (ii) a $0.6 million provision to return true-up recorded during the three months ended December 31, 2024 related primarily to the timing of recognition of low income housing tax credits, which did not reoccur during the three months ended March 31, 2025. The effective tax rates were 28.71% and 31.24% for the three months ended March 31, 2025 and December 31, 2024, respectively.

    Three months ended March 31, 2025, as compared to three months ended March 31, 2024

    Provision for income taxes increased by $1.0 million, or 21.94%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This increase was primarily driven by an increase in taxable income. The effective tax rates were 28.71% and 28.94% for the three months ended March 31, 2025 and March 31, 2024, respectively.

    Webcast Details

    Five Star Bancorp will host a live webcast for analysts and investors on Tuesday, April 29, 2025 at 1:00 PM ET (10:00 AM PT) to discuss its first quarter financial results. To view the live webcast, visit the “News & Events” section of the Company’s website under “Events” at https://investors.fivestarbank.com/news-events/events. The webcast will be archived on the Company’s website for a period of 90 days.

    About Five Star Bancorp

    Five Star is a bank holding company headquartered in Rancho Cordova, California. Five Star operates through its wholly owned banking subsidiary, Five Star Bank. The Bank has eight branches in Northern California.

    Forward-Looking Statements

    This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of the Company’s beliefs concerning future events, business plans, objectives, expected operating results, and the assumptions upon which those statements are based. Forward-looking statements include without limitation, any statement that may predict, forecast, indicate, or imply future results, performance, or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words or phases of similar meaning. The Company cautions that the forward-looking statements are based largely on the Company’s expectations and are subject to a number of known and unknown risks and uncertainties that are subject to change based on factors which are, in many instances, beyond the Company’s control. Such forward-looking statements are based on various assumptions (some of which may be beyond the Company’s control) and are subject to risks and uncertainties, which change over time, and other factors, which could cause actual results to differ materially from those currently anticipated. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence or how they will affect the Company. If one or more of the factors affecting the Company’s forward-looking information and statements proves incorrect, then the Company’s actual results, performance, or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements contained in this press release. Therefore, the Company cautions you not to place undue reliance on the Company’s forward-looking information and statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 under the section entitled “Risk Factors,” and other documents filed by the Company with the Securities and Exchange Commission from time to time.

    The Company disclaims any duty to revise or update the forward-looking statements, whether written or oral, to reflect actual results or changes in the factors affecting the forward-looking statements, except as specifically required by law.

    Condensed Financial Data (Unaudited)

        Three months ended
    (in thousands, except per share and share data)   March 31,
    2025
      December 31,
    2024
      March 31,
    2024
    Revenue and Expense Data            
    Interest and fee income   $ 57,087     $ 57,745     $ 47,541  
    Interest expense     23,110       24,256       20,797  
    Net interest income     33,977       33,489       26,744  
    Provision for credit losses     1,900       1,300       900  
    Net interest income after provision     32,077       32,189       25,844  
    Non-interest income:            
    Service charges on deposit accounts     215       179       188  
    Gain on sale of loans     125       150       369  
    Loan-related fees     448       400       429  
    FHLB stock dividends     331       332       332  
    Earnings on bank-owned life insurance     161       182       142  
    Other income     79       423       373  
    Total non-interest income     1,359       1,666       1,833  
    Non-interest expense:            
    Salaries and employee benefits     9,134       8,360       7,577  
    Occupancy and equipment     637       649       626  
    Data processing and software     1,457       1,369       1,157  
    FDIC insurance     455       440       400  
    Professional services     913       774       707  
    Advertising and promotional     522       752       460  
    Loan-related expenses     319       321       297  
    Other operating expenses     1,608       1,823       1,492  
    Total non-interest expense     15,045       14,488       12,716  
    Income before provision for income taxes     18,391       19,367       14,961  
    Provision for income taxes     5,280       6,050       4,330  
    Net income   $ 13,111     $ 13,317     $ 10,631  
                 
    Comprehensive Income            
    Net income   $ 13,111     $ 13,317     $ 10,631  
    Net unrealized holding gain (loss) on securities available-for-sale during the period     1,030       (3,747 )     (955 )
    Less: Income tax expense (benefit) related to other comprehensive income (loss)     305       (1,108 )     (282 )
    Other comprehensive income (loss)     725       (2,639 )     (673 )
    Total comprehensive income   $ 13,836     $ 10,678     $ 9,958  
                 
    Share and Per Share Data            
    Earnings per common share:            
    Basic   $ 0.62     $ 0.63     $ 0.62  
    Diluted     0.62       0.63       0.62  
    Book value per share     19.06       18.60       16.86  
    Tangible book value per share(1)     19.06       18.60       16.86  
    Weighted average basic common shares outstanding     21,209,881       21,182,143       17,190,867  
    Weighted average diluted common shares outstanding     21,253,588       21,235,318       17,272,994  
    Shares outstanding at end of period     21,329,235       21,319,083       17,353,251  
                 
    Selected Financial Ratios            
    ROAA     1.30 %     1.31 %     1.22 %
    ROAE     13.28 %     13.48 %     14.84 %
    Net interest margin     3.45 %     3.36 %     3.14 %
    Loan to deposit(2)     97.01 %     99.38 %     105.37 %

    (1) See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.
    (2) Loan balance in loan to deposit ratio is total loans held for investment and sale at period end. Deposit balance in loan to deposit ratio is total deposits at period end.

    (in thousands)   March 31,
    2025
      December 31,
    2024
      March 31,
    2024
    Balance Sheet Data            
    Cash and due from financial institutions   $ 42,473     $ 33,882     $ 29,750  
    Interest-bearing deposits in banks     410,098       318,461       155,575  
    Time deposits in banks     4,024       4,121       5,878  
    Securities – available-for-sale, at fair value     97,111       98,194       105,006  
    Securities – held-to-maturity, at amortized cost     2,585       2,720       3,000  
    Loans held for sale     2,669       3,247       10,243  
    Loans held for investment     3,621,819       3,532,686       3,104,130  
    Allowance for credit losses     (39,224 )     (37,791 )     (34,653 )
    Loans held for investment, net of allowance for credit losses     3,582,595       3,494,895       3,069,477  
    FHLB stock     15,000       15,000       15,000  
    Operating leases, right-of-use asset     5,944       6,245       6,932  
    Premises and equipment, net     1,524       1,584       1,569  
    Bank-owned life insurance     23,246       19,375       18,872  
    Interest receivable and other assets     57,788       55,554       55,058  
    Total assets   $ 4,245,057     $ 4,053,278     $ 3,476,360  
                 
    Non-interest-bearing deposits   $ 933,652     $ 922,629     $ 817,388  
    Interest-bearing deposits     2,802,702       2,635,365       2,138,384  
    Total deposits     3,736,354       3,557,994       2,955,772  
    Subordinated notes, net     73,932       73,895       73,786  
    Other borrowings                 120,000  
    Operating lease liability     6,591       6,857       7,320  
    Interest payable and other liabilities     21,729       17,908       26,902  
    Total liabilities     3,838,606       3,656,654       3,183,780  
                 
    Common stock     302,788       302,531       220,804  
    Retained earnings     115,309       106,464       84,216  
    Accumulated other comprehensive loss, net of taxes     (11,646 )     (12,371 )     (12,440 )
    Total shareholders’ equity     406,451       396,624       292,580  
    Total liabilities and shareholders’ equity   $ 4,245,057     $ 4,053,278     $ 3,476,360  
                 
    Quarterly Average Balance Data            
    Average loans held for investment and sale   $ 3,567,992     $ 3,498,109     $ 3,082,290  
    Average interest-earning assets     3,997,037       3,965,867       3,424,469  
    Average total assets     4,090,580       4,057,603       3,518,452  
    Average deposits     3,585,782       3,561,409       3,106,841  
    Average total equity     400,501       393,088       288,106  
                 
    Credit Quality            
    Allowance for credit losses to nonperforming loans     2,222.32 %     2,101.78 %     1,806.73 %
    Nonperforming loans to loans held for investment     0.05 %     0.05 %     0.06 %
    Nonperforming assets to total assets     0.04 %     0.05 %     0.06 %
    Nonperforming loans plus performing loan modifications to loans held for investment     0.05 %     0.05 %     0.06 %
                 
    Capital Ratios            
    Total shareholders’ equity to total assets     9.57 %     9.79 %     8.42 %
    Tangible shareholders’ equity to tangible assets(1)     9.57 %     9.79 %     8.42 %
    Total capital (to risk-weighted assets)     13.97 %     13.99 %     12.34 %
    Tier 1 capital (to risk-weighted assets)     11.00 %     11.02 %     9.13 %
    Common equity Tier 1 capital (to risk-weighted assets)     11.00 %     11.02 %     9.13 %
    Tier 1 leverage ratio     10.17 %     10.05 %     8.63 %

    (1) See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.

    Non-GAAP Reconciliation (Unaudited)

    The Company uses financial information in its analysis of the Company’s performance that is not in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Company believes that these non-GAAP financial measures provide useful information to management and investors that is supplementary to the Company’s financial condition, results of operations, and cash flows computed in accordance with GAAP. However, the Company acknowledges that its non-GAAP financial measures have a number of limitations. As such, investors should not view these disclosures as a substitute for results determined in accordance with GAAP. Additionally, these non-GAAP measures are not necessarily comparable to non-GAAP financial measures that other banking companies use. Other banking companies may use names similar to those the Company uses for the non-GAAP financial measures the Company discloses, but may calculate them differently. Investors should understand how the Company and other companies each calculate their non-GAAP financial measures when making comparisons.

    Tangible shareholders’ equity to tangible assets is defined as total equity less goodwill and other intangible assets, divided by total assets less goodwill and other intangible assets. The most directly comparable GAAP financial measure is total shareholders’ equity to total assets. Management believes that tangible shareholders’ equity to tangible assets is a useful financial measure because it enables management, investors, and others to assess the Company’s financial health based on tangible capital. We had no goodwill or other intangible assets at the end of any period indicated. As a result, tangible shareholders’ equity to tangible assets is the same as total shareholders’ equity to total assets at the end of each of the periods indicated.

    Tangible book value per share is defined as total shareholders’ equity less goodwill and other intangible assets, divided by the outstanding number of common shares at the end of the period. The most directly comparable GAAP financial measure is book value per share. Management believes that tangible book value per share is a useful financial measure because it enables management, investors, and others to assess the Company’s value and use of equity. We had no goodwill or other intangible assets at the end of any period indicated. As a result, tangible book value per share is the same as book value per share at the end of each of the periods indicated.

    Pre-tax, pre-provision income is defined as pre-tax income plus provision for credit losses. The most directly comparable GAAP financial measure is pre-tax income. Management believes that pre-tax, pre-provision income is a useful financial measure because it enables management, investors, and others to assess the Company’s ability to generate operating profit and capital.

    The following reconciliation table provides a more detailed analysis of this non-GAAP financial measure:

        Three months ended
    (in thousands)   March 31,
    2025
      December 31,
    2024
      March 31,
    2024
    Pre-tax, pre-provision income            
    Pre-tax income   $ 18,391   $ 19,367   $ 14,961
    Add: provision for credit losses     1,900     1,300     900
    Pre-tax, pre-provision income   $ 20,291   $ 20,667   $ 15,861

    Investor Contact:
    Heather C. Luck, Chief Financial Officer
    Five Star Bancorp
    (916) 626-5008
    hluck@fivestarbank.com

    Media Contact:
    Shelley R. Wetton, Chief Marketing Officer
    Five Star Bancorp
    (916) 284-7827
    swetton@fivestarbank.com

    The MIL Network

  • MIL-OSI: Skyline Bankshares, Inc. Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    FLOYD, Va. and INDEPENDENCE, Va., April 28, 2025 (GLOBE NEWSWIRE) — Skyline Bankshares, Inc. (the “Company”) (OTC QX: SLBK) – the holding company for Skyline National Bank (the “Bank”) – announced its results of operations for the first quarter of 2025.  

    As previously announced, the Company acquired Johnson County Bank (“JCB”) on September 1, 2024, with the Company as the surviving corporation. For accounting purposes, the Company is considered the acquiror and JCB is considered the acquiree in the transaction. As such, all information contained herein as of and for periods prior to September 1, 2024 reflects the operations of the Company prior to the merger.

    The Company recorded net income of $3.6 million, or $0.64 per share, for the quarter ended March 31, 2025, compared to net income of $2.1 million, or $0.37 per share, for the same period in 2024.   First quarter 2025 earnings represented an annualized return on average assets (“ROAA”) of 1.17% and an annualized return on average equity (“ROAE”) of 15.85%, compared to 0.79% and 9.94%, respectively, for the same period last year. Net interest margin (“NIM”) was 4.15% for the first quarter of 2025, compared to 3.64% for the first quarter of 2024.

    President and CEO Blake Edwards stated, “We are very pleased with our results for the first quarter of 2025. Our entire Skyline team has worked tirelessly in recent years to deliver on our long-term strategy of growing the Skyline franchise and creating shareholder value through branching activity, organic growth in our legacy markets, and through acquisitions such as last year’s partnership with Johnson County Bank. Our strong first quarter earnings, as noted above, reflect the success of these ongoing efforts. I’m extremely proud of this team and know they will continue to deliver on our brand promise of being “Always our Best” for years to come.”

    Highlights

    • In connection with the acquisition of JCB, effective September 1, 2024, the Company acquired $154.1 million in assets at fair value, including $87.2 million in loans. The Company also assumed $133.8 million of liabilities at fair value, including $125.3 million of total deposits with a core deposit intangible asset recorded of $3.4 million, and goodwill of $4.6 million.
    • Net income was $3.6 million, or $0.64 per share, for the first quarter of 2025, compared to $2.1 million, or $0.37 per share, for the first quarter of 2024.
    • Net interest margin (“NIM”) was 4.15% for the first quarter of 2025, compared to 4.10% in the fourth quarter of 2024, and 3.64% in the first quarter of 2024.
    • Total assets increased in the first quarter of 2025 by $33.9 million, or 2.78%, and increased by $201.4 million, or 19.18%, when compared to $1.05 billion at March 31, 2024.
    • Net loans were $992.2 million at March 31, 2025, an increase of $15.8 million, or 1.61%, when compared to $976.4 million at December 31, 2024, and increased $172.3 million when compared to $819.9 million at March 31, 2024.
    • Total deposits were $1.11 billion at March 31, 2025, an increase of $22.2 million, or 2.03%, from $1.09 billion at December 31, 2024, and an increase of $183.9 million from $930.4 million at March 31, 2024.

    First Quarter 2025 Income Statement Review

    Net interest income after provision for credit losses in the first quarter of 2025 was $11.5 million, compared to $8.8 million in the first quarter of 2024, reflecting an increase in the provision for credit losses of $85 thousand in the quarterly comparison. Total interest income was $15.5 million in the first quarter of 2025, representing an increase of $3.5 million in comparison to the $12.0 million in the first quarter of 2024. Interest income on loans increased in the quarterly comparison by $3.6 million, primarily due to organic loan growth, and the addition of loan balances from the JCB acquisition. Management anticipates that this loan growth will continue to have a positive impact on both earning assets and loan yields.   Interest expense on deposits increased by $653 thousand in the quarterly comparison, as a result of rate increases on deposit offerings, and the additional interest-bearing deposits from the JCB acquisition. Management anticipates that interest expense on deposits could increase in the near term as competitive pressures for deposits may result in continued increases in rates on deposit offerings, especially on time deposits. Interest on borrowings decreased by $11 thousand.  
      
    First quarter 2025 noninterest income was $1.8 million compared with $1.7 million in the first quarter of 2024. Included in noninterest income for the first quarter of 2025 was $60 thousand from life insurance contracts.   Included in noninterest income for the first quarter of 2024 was $218 thousand from life insurance contracts and a net realized security loss of $141 thousand. The net security loss resulted from the recognition of unamortized premiums on a called bond.   Excluding these items, noninterest income increased by $104 thousand in the quarter over quarter comparison, primarily as a result of an increase in service charges of $100 thousand.

    Noninterest expense in the first quarter of 2025 was $8.9 million compared with $8.0 million in the first quarter of 2024, an increase of $887 thousand, or 11.12%. Salary and benefits increased by $179 thousand in the quarterly comparison due to personnel additions and routine salary adjustments, as well as increased benefit costs. Occupancy and equipment expenses increased by $68 thousand, and data processing increased by $199 thousand in the quarterly comparisons primarily due the JCB acquisition. FDIC assessments increased by $102 thousand due to increased deposit levels from the JCB acquisition and organic deposit growth. Core deposit intangible amortization increased by $132 thousand in the quarterly comparison as a result of the JCB acquisition.

    Income tax expense increased by $449 thousand in the quarter-to-quarter comparison, primarily due to an increase in net income before taxes of $2.0 million in the quarterly comparison.

    Balance Sheet Review

    Total assets increased in the first quarter of 2025 by $33.9 million, or 2.78%, to $1.25 billion at March 31, 2025, from $1.22 billion at December 31, 2024, and increased by $201.4 million, or 19.18%, from $1.05 billion at March 31, 2024. The increase in total assets during the quarter can be primarily attributed to the loan growth of $15.9 million and deposit growth of $22.2 million during the quarter.

    Total loans increased during the first quarter by $15.9 million, or 1.61%, to $1.0 billion at March 31, 2025 from $984.5 million at December 31, 2024, and increased by $173.6 million, or 21.01%, compared to $826.7 million at March 31, 2024. Core loan growth during the first quarter was at an annualized rate of 6.60%.

    Asset quality has remained strong, with a ratio of nonperforming loans to total loans of 0.22% at March 31, 2025 compared to 0.26% at December 31, 2024. The allowance for credit losses remained comparable at approximately 0.82% of total loans as of March 31, 2025 and December 31, 2024, respectively.  

    Investment securities increased by $196 thousand during the first quarter to $118.5 million at March 31, 2025 from $118.3 million at December 31, 2024, and decreased by $3.9 million from $122.4 million at March 31, 2024.   The increase in the first quarter of 2025 was the result of a $2.6 million decrease in unrealized losses on investment securities and paydowns $2.4 million.

    Total deposits increased in the first quarter of 2025 by $22.2 million, or 2.03%, to $1.11 billion at March 31, 2025 from $1.09 billion at December 31, 2024, and increased $183.9 million, or 19.77%, compared to $930.4 million at March 31, 2024. Noninterest-bearing deposits increased by $12.5 million and interest-bearing deposits increased by $9.7 million during the quarter. Lower cost interest-bearing deposits increased by $8.3 million during the quarter, and time deposits increased by $1.4 million.

    Stockholders’ equity increased by $4.2 million, or 4.80%, to $92.9 million at March 31, 2025, from $88.7 million at December 31, 2024, and increased $10.0 million, or 12.12%, from $82.9 million at March 31, 2024.   The change during the quarter was due to earnings of $3.6 million, less dividends paid of $1.4 million, and $2.0 million in other comprehensive income.   Book value increased from $15.69 per share at December 31, 2024 to $16.44 per share at March 31, 2025.     

    Forward-looking statements

    This release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934 as amended. These include statements as to expectations regarding future financial performance and any other statements regarding future results or expectations. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and are including this statement for purposes of these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe future plans, strategies, and expectations of the Company, are generally identified by the use of words such as “believe,” “expect,” “intend,” “anticipate,” “estimate,” or “project” or similar expressions. Our ability to predict results, or the actual effect of future plans or strategies, is inherently uncertain. Factors which could have a material adverse effect on the operations and future prospects of the Company and its subsidiaries include, but are not limited to: changes in interest rates; general economic and financial market conditions; the effect of changes in banking, tax and other laws and regulations and interpretations or guidance thereunder; monetary and fiscal policies of the U.S. government, including policies of the U.S. Treasury and the Federal Reserve Board; the economic impact of duties, tariffs or other barriers or restrictions on trade, and any retaliatory counter measures, and the volatility and uncertainty arising therefrom; the quality and composition of the loan and securities portfolios; demand for loan products; deposit flows; competition; demand for financial services in the Company’s market area; the implementation of new technologies; the ability to develop and maintain secure and reliable electronic systems; accounting principles, policies, and guidelines; disruptions to customer and employee relationships and business operations caused by the Johnson County Bank acquisition; the ability to achieve the cost savings and synergies contemplated by the acquisition within the expected timeframe, or at all; and other factors identified in Item 1A, “Risk Factors,” in the Company’s Annual Report on 10-K for the year ended December 31, 2024. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or clarify these forward‐looking statements, whether as a result of new information, future events or otherwise.

    (See Attached Financial Statements for quarter ending March 31, 2025)

    Skyline Bankshares, Inc.
    Condensed Consolidated Balance Sheets
    March 31, 2025; December 31, 2024; March 31, 2024
     
          March 31,   December 31,   March 31,
    (dollars in thousands except share amounts)       2025       2024       2024  
          (Unaudited)   (Audited)   (Unaudited)
    Assets              
    Cash and due from banks     $ 21,298     $ 17,889     $ 13,115  
    Interest-bearing deposits with banks       16,130       1,562       8,233  
    Federal funds sold       456             384  
    Investment securities available for sale       118,483       118,287       122,368  
    Restricted equity securities       4,993       4,034       3,609  
    Loans       1,000,332       984,459       826,684  
    Allowance for credit losses       (8,160 )     (8,027 )     (6,765 )
    Net loans       992,172       976,432       819,919  
    Cash value of life insurance       26,649       26,743       23,055  
    Other real estate owned       140       140        
    Properties and equipment, net       35,342       34,663       31,394  
    Accrued interest receivable       4,009       4,013       3,450  
    Core deposit intangible       3,603       3,815       837  
    Goodwill       7,900       7,900       3,257  
    Deferred tax assets, net       5,060       5,593       5,252  
    Other assets       15,263       16,528       15,207  
    Total assets     $ 1,251,498     $ 1,217,599     $ 1,050,080  
                               
    Liabilities                          
    Deposits                          
    Noninterest-bearing     $ 350,451     $ 337,918     $ 293,912  
    Interest-bearing       763,936       754,285       636,529  
    Total deposits       1,114,387       1,092,203       930,441  
                               
    Borrowings       37,026       29,254       30,000  
    Accrued interest payable       699       950       683  
    Other liabilities       6,465       6,524       6,081  
    Total liabilities       1,158,577       1,128,931       967,205  
                               
    Stockholders’ Equity                          
    Common stock and surplus       33,556       33,507       33,145  
    Retained earnings       75,874       73,714       69,638  
    Accumulated other comprehensive loss       (16,509 )     (18,553 )     (19,908 )
    Total stockholders’ equity       92,921       88,668       82,875  
    Total liabilities and stockholders’ equity     $ 1,251,498     $ 1,217,599     $ 1,050,080  
    Book value per share     $ 16.44     $ 15.69     $ 14.72  
    Tangible book value per share     $ 14.41     $ 13.62     $ 14.00  
                               
                               
    Asset Quality Indicators                          
    Nonperforming assets to total assets       0.19 %     0.22 %     0.17 %
    Nonperforming loans to total loans       0.22 %     0.26 %     0.22 %
    Allowance for credit losses to total loans       0.82 %     0.82 %     0.82 %
    Allowance for credit losses to nonperforming loans       367.90 %     313.19 %     378.14 %
                               

    Skyline Bankshares, Inc.
    Condensed Consolidated Statement of Operations

              Three Months Ended
              March 31,
    (dollars in thousands except share amounts)          2025    2024  
              (Unaudited)   (Unaudited)
    Interest income                    
    Loans and fees on loans         $ 14,721   $ 11,147  
    Interest-bearing deposits in banks           47     64  
    Federal funds sold           2     4  
    Interest on securities           682     734  
    Dividends           32     37  
                15,484     11,986  
    Interest expense                    
    Deposits           3,335     2,682  
    Interest on borrowings           426     437  
                3,761     3,119  
    Net interest income           11,723     8,867  
                         
    Provision for credit losses           178     93  
    Net interest income after                    
    provision for credit losses           11,545     8,774  
                         
    Noninterest income                    
    Service charges on deposit accounts           584     551  
    Other service charges and fees           916     849  
    Net realized losses on securities               (141 )
    Mortgage origination fees           35     55  
    Increase in cash value of life insurance           174     146  
    Life insurance income           60     218  
    Other income           17     21  
                1,786     1,699  
    Noninterest expenses                    
    Salaries and employee benefits           4,500     4,321  
    Occupancy and equipment           1,479     1,411  
    Data processing expense           848     649  
    FDIC Assessments           246     144  
    Advertising           244     217  
    Bank franchise tax           132     99  
    Director fees           93     58  
    Professional fees           302     221  
    Telephone expense           124     107  
    Core deposit intangible amortization           212     80  
    Other expense           683     669  
                8,863     7,976  
    Net income before income taxes           4,468     2,497  
                         
                         
    Income tax expense           895     446  
    Net income         $ 3,573   $ 2,051  
                         
    Net income per share         $ 0.64   $ 0.37  
    Weighted average shares outstanding           5,584,704     5,564,568  
    Dividends declared per share         $ 0.25   $ 0.23  
                         

    Skyline Bankshares, Inc.
    Reconciliation of Non-GAAP Financial Measures

    In addition to financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures that provide useful information for financial and operational decision making, evaluating trends, and understanding the Company’s financial condition, capital position and financial results. Non-GAAP financial measures are supplemental and not a substitute for, or more important than, financial measures prepared in accordance with GAAP and may not be comparable to those reported by other financial institutions. The non-GAAP financial measure presented in this document includes tangible book value per share. The following tables present calculations underlying non-GAAP financial measures.
                   
          March 31,   December 31,   March 31,
    (dollars in thousands except share amounts)       2025       2024       2024  
          (Unaudited)   (Unaudited)   (Unaudited)
    Tangible Common Equity              
    Total stockholders’ equity (GAAP)     $ 92,921     $ 88,668     $ 82,875  
    Less: Goodwill       (7,900 )     (7,900 )     (3,257 )
    Less: Core deposit intangible       (3,603 )     (3,815 )     (837 )
    Tangible common equity (non-GAAP)     $ 81,418     $ 76,953     $ 78,781  
    Common stock shares outstanding       5,651,704       5,651,704       5,629,204  
    Tangible book value per share     $ 14.41     $ 13.62     $ 14.00  
                               

    For more information contact:
    Blake Edwards, President & CEO – 276-773-2811
    Lori Vaught, EVP & CFO – 276-773-2811

    The MIL Network

  • MIL-OSI USA News: Fact Sheet: President Donald J. Trump Enforces Commonsense Rules of the Road for America’s Truck Drivers

    Source: The White House

    ENFORCING ENGLISH PROFICIENCY FOR SAFETY: Today, President Donald J. Trump signed an Executive Order to keep American families safe on the road by ensuring anyone behind the wheel of a commercial vehicle is properly qualified and proficient in English.

    • The Order directs the Secretary of Transportation to rescind guidance that watered down the law requiring English proficiency for commercial drivers.
    • It mandates revising out-of-service criteria to ensure drivers violating English proficiency rules are placed out-of-service, enhancing roadway safety.
    • It instructs the Secretary of Transportation to review state issuance of non-domiciled commercial driver’s licenses to identify any irregularities and ensure American drivers are validly licensed and qualified.
    • The Order directs the Secretary of Transportation to carry out additional administrative, regulatory, or enforcement actions to improve the working conditions of America’s truck drivers.

    SUPPORTING AMERICA’S TRUCK DRIVERS: President Trump recognizes that America’s truck drivers are essential to the strength of our economy, the security of our Nation, and the livelihoods of the American people.

    • President Trump believes that English is a non-negotiable safety requirement for professional drivers, as they should be able to read and understand traffic signs; communicate with traffic safety officers, border patrol, agricultural checkpoints, and cargo weight-limit station personnel; and provide and receive feedback and directions in English.
    • Federal law mandates that commercial vehicle drivers read and speak English sufficiently, yet this requirement has not been enforced pursuant to Obama Administration guidance, compromising roadway safety as trucking fatalities have increased since this guidance was issued.
      • Motor vehicle crashes are a leading cause of death in the United States, killing over 120 people every day.
    • The Trump Administration is committed to enforcing this law to protect the safety of American truckers, drivers, passengers, and others by ensuring that anyone operating a commercial vehicle is properly qualified and proficient in English, the national language.

    UPHOLDING NATIONAL LANGUAGE STANDARDS: President Trump has long championed the idea that English should be the official language of the United States.

    • President Trump previously signed an Executive Order designating English as the official language of the United States. 
    • With this Executive Order, President Trump is ensuring commercial drivers meet established English-proficiency standards to safely navigate roads, comply with regulations, and communicate effectively with authorities and employers.

    MIL OSI USA News

  • MIL-OSI USA: House Passes Miller-Meeks Bill to Boost Domestic Manufacturing

    Source: United States House of Representatives – Representative Mariannette Miller-Meeks’ (IA-02)

    Washington, D.C. – The House of Representatives tonight passed the Critical Infrastructure Manufacturing Feasibility Act, introduced by Reps. Mariannette Miller-Meeks (R-IA) and Kim Schrier (D-WA). The bipartisan legislation directs the Secretary of Commerce to conduct a study on the feasibility of manufacturing more critical infrastructure goods in the United States, with a focus on identifying rural communities best suited to support domestic production.

    The legislation now heads to the Senate for consideration.

    “With House passage of my bill HR 1721, we are now one step closer to getting this critical bill to President Trump’s desk and advancing his America First priorities,” said Rep. Miller-Meeks. “We can no longer allow adversarial nations, like China, to control the flow of goods and disrupt our economy. This bill takes a proactive step to assess how we can expand American manufacturing, particularly in rural areas, to protect our supply chains and strengthen our economy. I urge the Senate to swiftly pass this legislation that would greatly benefit the Hawkeye State.”

    “The Critical Infrastructure Manufacturing Feasibility Act is an important step toward revitalizing rural economies and strengthening America’s supply chains,” said Emily Benjamin, President & CEO of Lee County Economic Development Group. “While urban areas have continued to grow, many rural communities have faced population decline, compounding challenges such as workforce shortages, underutilized infrastructure, and disinvestment. This legislation recognizes the untapped potential of rural America to drive economic growth, create quality jobs, and bolster the nation’s critical infrastructure manufacturing capacity. We appreciate Congresswoman Miller-Meeks’ leadership in championing policies that create real opportunities for communities like Lee County.”

    “A data driven approach to the reshoring manufacturing into the United States, particularly in communities like the Quad Cities, is critical to the long-term success of the U.S. economy,” said Ryan Sempf, Executive Director of Government Affairs at the Quad Cities Chamber. “We appreciate Congresswoman Miller-Meeks proactively fighting to ensure America and the Quad Cities have the information necessary to compete for investment in critical supply chain industries”

    “We need a clear understanding of what products can and should be manufactured in the United States. We cannot remain dependent on just a handful of other countries for critical parts and products,” said Congresswoman Schrier. “That’s why I was proud to introduce this commonsense, bipartisan bill with Congresswoman Miller Meeks that will allow us to make evidence-based, thoughtful decisions about the role domestic manufacturing will play in the years ahead, and I am thrilled to see it pass the House.”

    Background:

    First introduced in the 118th Congress, The Critical Infrastructure Manufacturing Feasibility Act directs the Secretary of Commerce to study which high-demand critical infrastructure products are currently imported, assess the costs of domestic production, and evaluate the feasibility of manufacturing these goods in rural communities and industrial parks. The findings must be reported to Congress within 18 months of enactment.

    Click HERE to read the bill text for H.R. 1721, the Critical Infrastructure Manufacturing Feasibility Act

    MIL OSI USA News

  • MIL-OSI USA: Heinrich, Luján Introduce Legislation to Build More Homes for New Mexicans, Reduce Homelessness

    US Senate News:

    Source: United States Senator Ben Ray Luján (D-New Mexico)

    WASHINGTON — U.S. Senators Martin Heinrich (D-N.M.) and Ben Ray Luján (D-N.M.) introduced the Housing for All Act, legislation to address the housing shortage and homelessness crises in New Mexico. If passed, the bill will invest in proven solutions to address housing shortages and provide a historic level of federal funding for programs to bolster innovative, locally developed solutions to increase the housing stock in the state and help New Mexicans experiencing homelessness.

    As the Trump Administration undermines and defunds critical housing services across the country — including illegal staff cuts at the Department of Housing and Urban Development (HUD) and potential closures of nearly two-thirds of HUD field offices nationwide — investments to boost the affordable housing stock and reduce homelessness are essential.

    “Housing costs in New Mexico and across the country are out of control. The solution is simple: we need to build and renovate more homes. And we need to provide our community leaders with the financial support necessary to carry out this important work,” said Heinrich. “While Donald Trump and Elon Musk’s “DOGE” boys gut housing services that help New Mexicans keep a roof over their head, I’m focused on boosting essential programs that increase the housing stock, lower costs, and help hardworking families get ahead.”

    “In New Mexico and across the country, far too many Americans lack access to affordable housing options and are experiencing homelessness,” said Luján. “As housing programs and services face ongoing attacks and funding cuts, the need to expand affordable housing options has never been greater. That’s why I’m proud to introduce this legislation to address housing shortages and help end homelessness in New Mexico.”

    Across New Mexico, there is a shortage of rental homes affordable and available to households whose incomes are at or below the poverty line or 30% of their area median income. And, according to a January 2024 survey conducted by the New Mexico Coalition to End Homelessness, 4,649 people experienced homelessness in New Mexico on a night in January. Furthermore, half of New Mexico’s lower-income renters spend more than 30% of their income on housing costs, including utilities.

    Heinrich and Luján’s Housing for All Act takes an all-hands-on-deck approach to combat these crises, including historic investments from the federal government in housing solutions.

    Addressing the Affordable Housing Shortage

    The Housing for All Act addresses the affordable housing shortage by investing in federal housing programs, including:

    • The National Housing Trust Fund
      • This program increases and preserves the supply of affordable housing.
    • The HOME Investment Partnerships Program
      • The HOME program provides grants to state and local governments to build affordable housing for low-income households.
    • The Section 202 Supportive Housing for the Elderly Program
      • The Section 202 program helps expand the supply of affordable housing by supporting nonprofit entities that build housing for low-income seniors.
    • The Section 811 Supportive Housing for People with Disabilities Program
      • The Section 811 program helps build and subsidize rental housing with supportive services for low-income adults with disabilities.

    Addressing the Homelessness Crisis

    The Housing for All Act addresses the homelessness crisis by investing in:

    • Housing Choice Vouchers
      • These vouchers help low-income families, elderly persons, veterans and disabled individuals afford housing in the private market.
    • Project-Based Rental Assistance
      • This type of rental assistance allows tenants to live in an affordable unit and pay rent based upon their income.
    • The Emergency Solutions Grant Program
      • This program connects families and individuals to rapid re-housing assistance, emergency shelter, and homelessness prevention.
    • Continuum of Care Program
      • This program provides funding for efforts to end homelessness and promotes access to programs that can help homeless individuals and families.

    Supporting Innovative and Locally Developed Approaches

    The Housing for All Act supports innovative and locally developed approaches by investing in:

    • Hotel and motel conversions to permanent supportive housing with supportive services.
    • The Eviction Protection Grant Program to support experienced legal service providers in providing legal assistance to low-income tenants at risk of or subject to eviction.
    • Mobile crisis intervention teams to help those with medical or psychological needs get the care that they need.
    • Programs that offer a safe place to park overnight and facilitate access to rehousing and essential services.
    • Library programs that support people experiencing homelessness.
    • Inclusive transit-oriented housing development.
    • Improved coordination of culturally competent, trauma-informed behavioral health and homelessness services.

    A one-page summary of the bill is here.

    A section-by-section summary of the bill is here.

    The text of the bill is here.

    For a list of Heinrich’s actions to lower housing costs and tackle the housing shortage in New Mexico, click here.

    For a list of Luján’s actions to lower housing costs and tackle the housing shortage in New Mexico, click here.

    MIL OSI USA News

  • MIL-OSI: Oxbridge / SurancePlus to Speak during TOKEN2049 Dubai at Tokenized Capital Summit 2025 and at THE GREAT GATHER – Day 2

    Source: GlobeNewswire (MIL-OSI)

    GRAND CAYMAN, Cayman Islands, April 28, 2025 (GLOBE NEWSWIRE) — Oxbridge Re Holdings Limited (Nasdaq: OXBR) (“Oxbridge Re”), together with its subsidiary SurancePlus, is engaged in the tokenization of Real-World Assets (“RWAs”), initially with tokenized reinsurance securities and in providing reinsurance solutions to property and casualty insurers in the Gulf Coast region of the United States. The company today announced that its CEO and Chairman, Jay Madhu, will participate as both a panelist and keynote speaker at the Tokenized Capital Summit 2025 on April 29, 2025 and will also speak later in the week at THE GREAT GATHER – DAY 2 on May 1, 2025.

    Tokenized Capital Summit 2025: Hosted by GammaPrime

    An event showcasing Real-World Asset tokenization, featuring 1,500+ high-net-worth attendees, 150+ funds and 350+ companies.

    Panel: Yielding Funds

    Speakers: Jay Madhu (Oxbridge / SurancePlus), Jaime Baeza (ANB Investments), Drake Breeding (Figment Fund), Christopher Keshian (Triton Liquid Fund) and moderated by Keeyan Ravanshid (HODL Markets Inc)
    Date: Tuesday, April 29, 2025
    Time: 11:55 AM (GST)
    Location: Sofitel Dubai Jumeirah Beach, Dubai

    Keynote: Tokenized Reinsurance – How SurancePlus is democratizing access to high-yield reinsurance contracts through tokenized securities.

    Date: Tuesday, April 29, 2025
    Time: 3:45 PM (GST)
    Location: Sofitel Dubai Jumeirah Beach, Dubai, UAE

    THE GREAT GATHER – Day 2: Hosted by DNA Fund & IBC Ventures

    An event bringing together Web3 leaders, finance executives, top-tier projects and investors to shape the future of finance, Web3, AI and technology.

    Panel: A Deep Dive into How Traditional Finance Players are Navigating and Embracing Tokenization

    Confirmed Panelists: Jay Madhu (Oxbridge / SurancePlus), Fahmi Syed (Input Output / Midnight) and Jake (BitGo)
    Date: Thursday, May 1st, 2025
    Time: 4:00PM – 4:30PM (GST)
    Location: Gigi Rigolatto Dubai, J1 Beach – Jumeirah 1, Dubai, UAE

    Jay Madhu, CEO of Oxbridge, commented, “TOKEN2049 and our speaking engagements provide a powerful platform to showcase Oxbridge / SurancePlus’ offering. Through our panels and keynote address, we look forward to demonstrating how tokenized reinsurance is opening access to high-yield, uncorrelated investment opportunities backed by blockchain technology and regulatory compliance.

    Investors can participate directly in SurancePlus offerings:

    Learn more and invest at SurancePlus.com/invest

    Meet Oxbridge / SurancePlus at Tokenized Capital Summit 2025 Dubai

    Investors and potential partners interested in Oxbridge and SurancePlus’ tokenized reinsurance offerings are encouraged to connect with the team during the event. Contact details are provided below.

    Disclaimer: This press release does not constitute an offer to sell nor a solicitation of an offer to buy the EtaCat Re or ZetaCat Re tokenized reinsurance securities (the “Securities”). The Securities are not required to be, and have not been, registered under the United States Securities Act of 1933, as amended, in reliance on the exemptions provided by Regulation S and SEC Rule 506(c) thereunder. Offers and sales of the Securities are made only by, and pursuant to, the terms set forth in the Confidential Private Placement Memorandum relating to the Securities. The offering of the Securities is not being made to persons in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky, or other laws of such jurisdiction.

    About Oxbridge Re Holdings Limited 

    Oxbridge Re Holdings Limited (NASDAQ: OXBR, OXBRW) (“Oxbridge”) is headquartered in the Cayman Islands. The company offers tokenized Real-World Assets (“RWAs”) as tokenized reinsurance securities and reinsurance business solutions to property and casualty insurers, through its wholly owned subsidiaries SurancePlus Inc., Oxbridge Re NS, and Oxbridge Reinsurance Limited.

    Insurance businesses in the Gulf Coast region of the United States purchase property and casualty reinsurance through our licensed reinsurers Oxbridge Reinsurance Limited and Oxbridge Re NS.

    Our Web3-focused subsidiary, SurancePlus Inc. (“SurancePlus”), has developed the first “on-chain” reinsurance RWA of its kind to be sponsored by a subsidiary of a publicly traded company. By digitizing interests in reinsurance contracts as on-chain RWAs, SurancePlus has democratized the availability of reinsurance as an alternative investment to both U.S. and non-U.S. investors. 

    Company Contact:
    Oxbridge Re Holdings Limited
    Jay Madhu, CEO
    +1 345-749-7570
    jmadhu@oxbridgere.com

    Forward-Looking Statements

    This press release may contain forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “estimate,” “expect,” “intend,” “plan,” “project” and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. A detailed discussion of risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included in the section entitled “Risk Factors” contained in our Form 10-K filed with the Securities and Exchange Commission (“SEC”) on 26th March 2024. The occurrence of any of these risks and uncertainties could have a material adverse effect on the Company’s business, financial condition and results of operations. Any forward-looking statements made in this press release speak only as of the date of this press release and, except as required by law, the Company undertakes no obligation to update any forward-looking statement contained in this press release, even if the Company’s expectations or any related events, conditions or circumstances change.

    The MIL Network

  • MIL-OSI: Granite Credit Union Foundation and the Granite School District Surprise 20 Educators with Classroom Grants

    Source: GlobeNewswire (MIL-OSI)

    SALT LAKE CITY, April 28, 2025 (GLOBE NEWSWIRE) — Earlier today, Granite Credit Union, its Foundation, and the Granite Education Foundation surprised 20 educators across the Granite School District with $350 classroom grants. These grants are designed to enhance students’ overall learning experience by funding innovative projects, music, SPED, STEM, STEAM, and other educational resources.

    More than 320 applications were submitted by teachers throughout the district, demonstrating a remarkable commitment to creativity and student success. After a thorough review, 20 educators were selected and surprised to receive their checks during in-class presentations.

    “At Granite Credit Union, we believe in the power of education to transform lives,” said Mary Woodard, President of the Granite Credit Union Foundation. “We are honored to support these outstanding teachers who go above and beyond every day to create engaging, dynamic learning environments for their students.”

    Superintendent Ben Horsley of Granite School District praised the partnership and its impact. “We are incredibly grateful for the support from Granite Credit Union and the Granite Education Foundation,” said Horsley. “These grants provide our educators with meaningful resources to spark creativity, innovation, and excellence in the classroom.”

    Granite Credit Union, the Granite Credit Union Foundation, and the Granite Education Foundation remain committed to supporting education and empowering teachers who inspire the next generation.

    To learn more, please visit Granite Credit Union and Granite Education Foundation.

    About Granite Credit Union
    Founded in 1935, Granite Credit Union serves over 35,000 members and has over $800 million in assets. Committed to helping members achieve their financial goals, Granite Credit Union offers a variety of financial products and services, including competitive rates, flexible lending options, and personalized financial guidance. With a vision of “always there… so you can make life happen,” the credit union strives to empower members with the tools and support they need to succeed financially. Members enjoy access to secure mobile banking services, online tools, and personalized in-branch assistance at locations across Utah. Granite Credit Union is dedicated to positively impacting its communities through financial education, trusted relationships, and exceptional service. Granite Credit Union is always there… so you can make life happen. Learn more at granite.org.

    Media Contact:
    marketing@granite.org 

    The MIL Network

  • MIL-OSI: Farmers & Merchants Bancorp, Inc. Reports 2025 First-Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    ARCHBOLD, Ohio, April 28, 2025 (GLOBE NEWSWIRE) — Farmers & Merchants Bancorp, Inc. (Nasdaq: FMAO) today reported financial results for the 2025 first quarter ended March 31, 2025.

    2025 First Quarter Financial and Operating Highlights
    (at March 31, 2025 and on a year-over-year basis unless noted)

    • 88 consecutive quarters of profitability
    • Total interest income increased 6.1% to $41.0 million, driven by a 19-basis point improvement in the yield on earning assets and a higher average loan balance
    • Total loans increased by $40.5 million, or 1.6% to $2.58 billion
    • Total assets increased by $101.2 million, or 3.1% to $3.39 billion
    • Total deposits increased by $78.9 million, or 3.0% to $2.70 billion
    • Efficiency ratio improved to 66.79%, compared to 74.08%
    • Pre-tax, pre-provision income increased 49.6% to $9.3 million, from $6.2 million
    • Net income increased 29.7% to $7.0 million, or $0.51 per basic and diluted share
    • Asset quality remains at historically strong levels with nonperforming loans of only $4.5 million and net charge-offs to average loans of 0.01%
    • Tier 1 leverage ratio was 8.44%

    Lars B. Eller, President and Chief Executive Officer, stated, “2025 is off to a solid start, reflecting the positive impacts our strategic priorities are having on our financial performance. Throughout the first quarter we made progress enhancing profitability, controlling growth, driving innovation, and achieving greater operational efficiency. Most importantly, our strong first-quarter results underscore the excellent execution by our team and F&M’s ongoing commitment to delivering local, personalized financial services to our communities in Ohio, Indiana, and Michigan.”

    Mr. Eller continued, “For the first quarter of 2025 our net interest margin grew 43-basis points year-over year to 3.03% and increased 19-basis points from the fourth quarter of 2024. This growth demonstrates the benefits of continued loan repricing, as well as our disciplined approach to new loan originations and strategic efforts underway to improve our cost of funds. Total revenue – defined by net interest income plus noninterest income – increased 16.7% year-over-year, while noninterest expense rose 5.2%. This favorable spread strengthened our efficiency ratio and drove a 49.6% increase in pre-tax, pre-provision income. As we continue to successfully execute against our 2025 strategic priorities, we expect continued year-over-year growth in net income.”

    Income Statement
    Net income for the 2025 first quarter ended March 31, 2025, was $7.0 million, compared to $5.4 million for the same period last year. Net income per basic and diluted share for the 2025 first quarter was $0.51, compared to $0.39 for the same period last year.

    Deposits
    At March 31, 2025, total deposits were $2.70 billion, an increase of 3.0% from March 31, 2024. The Company’s cost of interest-bearing liabilities was 2.76% for the quarter ended March 31, 2025, compared to 3.06% for the quarter ended March 31, 2024.

    Mr. Eller commented, “We continue to pursue opportunities that optimize our deposit base and grow low-cost checking deposits. As a result, more expensive time-account balances have declined year-over-year by $19.5 million, while total deposits have increased by $78.9 million reflecting growth in lower cost core deposits. These trends have reduced our cost of funds, while improving our loan-to-deposit ratio.”

    Loan Portfolio and Asset Quality
    “Offices opened in 2023 continue to add new loans and new deposits at a faster pace than our legacy locations, which we believe demonstrates the need for the local community banking services F&M provides. Overall, we are experiencing stable demand across all of our markets, as a result of the addition of proven bankers to our team, our regional structure, new financial products, and growing commercial relationships. Positive demand trends allow us to control growth, expand our yield on loans, and maintain excellent asset quality. Our credit quality remains strong with nonperforming loans to total loans of just 0.17% at March 31, 2025 – the fourth quarter in a row this metric has remained below 0.20%,” continued Mr. Eller.

    Total loans, net at March 31, 2025, increased 1.6%, or by $40.5 million to $2.58 billion, compared to $2.54 billion at March 31, 2024. The year-over-year increase was driven primarily by higher agricultural, commercial and industrial, and commercial real estate loans, partially offset primarily by lower consumer, agricultural real estate, and consumer real estate loans. Compared to the quarter ended December 31, 2024, total loans, net at March 31, 2025, increased by 0.8% or $20.0 million.

    F&M continues to closely monitor its loan portfolio with a particular emphasis on higher risk sectors. Nonperforming loans were $4.5 million, or 0.17% of total loans at March 31, 2025, compared to $19.4 million, or 0.76% of total loans at March 31, 2024, and $3.1 million, or 0.12% at December 31, 2024.

    F&M maintains a well-balanced, diverse and high performing CRE portfolio. CRE loans represented 51.3% of the Company’s total loan portfolio at March 31, 2025. In addition, F&M’s commercial real estate office credit exposure represented 5.4% of the Company’s total loan portfolio at March 31, 2025, with a weighted average loan-to-value of approximately 63% and an average loan of approximately $965,366.

    F&M’s CRE portfolio included the following categories at March 31, 2025:

    CRE Category

     

    Dollar
    Balance

      Percent of
    CRE
    Portfolio
    (*)
      Percent of
    Total Loan
    Portfolio
    (*)
                 
    Industrial   $ 281,484   21.2%   10.9%
    Multi-family     217,903   16.4%   8.4%
    Retail     213,281   16.1%   8.3%
    Hotels     157,139   11.8%   6.1%
    Office     139,069   10.5%   5.4%
    Gas Stations     70,983   5.3%   2.7%
    Food Service     52,827   4.0%   2.0%
    Senior Living     31,400   2.4%   1.2%
    Development     29,907   2.3%   1.2%
    Auto Dealers     27,294   2.1%   1.1%
    Other     104,411   7.9%   4.0%
    Total CRE   $ 1,325,698   100.0%   51.3%
                   

    * Numbers have been rounded

    At March 31, 2025, the Company’s allowance for credit losses to nonperforming loans was 586.38%, compared to 127.28% at March 31, 2024. The allowance to total loans was 1.07% at March 31, 2025, compared to 1.05% at March 31, 2024. Including accretable yield adjustments, associated with the Company’s prior acquisitions, F&M’s allowance for credit losses to total loans was 1.08% at March 31, 2025, compared to 1.11% at March 31, 2024.

    Mr. Eller concluded, “While the near-term economic environment has become more fluid, we believe F&M is in a strong position because of the platform we have built and the strategies we are pursuing to transform our business in 2025. As a result, we continue to believe 2025 will be another good year for F&M.”

    Stockholders’ Equity and Dividends
    Total stockholders’ equity increased 8.5% to $344.6 million, or $25.12 per share at March 31, 2025, from $317.7 million, or $23.22 per share at March 31, 2024. The Company had a Tier 1 leverage ratio of 8.44%, compared to 8.40% at March 31, 2024.

    Tangible stockholders’ equity increased to $263.0 million at March 31, 2025, compared to $256.5 million at March 31, 2024. On a per share basis, tangible stockholders’ equity at March 31, 2025, was $19.17 per share, compared to $18.75 per share at March 31, 2024.

    For the three months ended March 31, 2025, the Company declared cash dividends of $0.22125 per share, representing a 0.6% increase over the same period last year. F&M is committed to returning capital to shareholders and has increased the annual cash dividend for 30 consecutive years. For the three months ended March 31, 2025, the dividend payout ratio was 43.10% compared to 55.52% for the same period last year.

    About Farmers & Merchants State Bank:
    F&M Bank is a local independent community bank that has been serving its communities since 1897. F&M Bank provides commercial banking, retail banking and other financial services. Our locations are in Butler, Champaign, Fulton, Defiance, Hancock, Henry, Lucas, Shelby, Williams, and Wood counties in Ohio. In Northeast Indiana, we have offices located in Adams, Allen, DeKalb, Jay, Steuben and Wells counties. The Michigan footprint includes Oakland County, and we have Loan Production Offices in Troy, Michigan; Muncie, Indiana; and Perrysburg and Bryan, Ohio.

    Safe Harbor Statement
    Farmers & Merchants Bancorp, Inc. (“F&M”) wishes to take advantage of the Safe Harbor provisions included in the Private Securities Litigation Reform Act of 1995. Statements by F&M, including management’s expectations and comments, may not be based on historical facts and are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21B of the Securities Exchange Act of 1934, as amended. Actual results could vary materially depending on risks and uncertainties inherent in general and local banking conditions, competitive factors specific to markets in which F&M and its subsidiaries operate, future interest rate levels, legislative and regulatory decisions, capital market conditions, or the effects of the COVID-19 pandemic, and its impacts on our credit quality and business operations, as well as its impact on general economic and financial market conditions. F&M assumes no responsibility to update this information. For more details, please refer to F&M’s SEC filing, including its most recent Annual Report on Form 10-K and quarterly reports on Form 10-Q. Such filings can be viewed at the SEC’s website, www.sec.gov or through F&M’s website www.fm.bank.

    Non-GAAP Financial Measures
    This press release includes disclosure of financial measures not prepared in accordance with generally accepted accounting principles in the United States (GAAP). A non-GAAP financial measure is a numerical measure of historical or future financial performance, financial position or cash flows that excludes or includes amounts that are required to be disclosed by GAAP. Farmers & Merchants Bancorp, Inc. believes that these non-GAAP financial measures provide both management and investors a more complete understanding of the underlying operational results and trends and Farmers & Merchants Bancorp, Inc.’s marketplace performance. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the numbers prepared in accordance with GAAP. A reconciliation of GAAP to non-GAAP financial measures is included within this press release.

    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF INCOME & COMPREHENSIVE INCOME
    (Unaudited) (in thousands of dollars, except per share data)
     
      Three Months Ended
      March 31, 2025   December 31, 2024   September 30, 2024   June 30, 2024   March 31, 2024
    Interest Income                  
    Loans, including fees $ 37,072     $ 36,663     $ 36,873     $ 36,593     $ 35,200  
    Debt securities:                  
    U.S. Treasury and government agencies   2,097       1,882       1,467       1,148       1,045  
    Municipalities   382       384       387       389       394  
    Dividends   338       367       334       327       333  
    Federal funds sold         24       7       7       7  
    Other   1,113       2,531       2,833       2,702       1,675  
    Total interest income   41,002       41,851       41,901       41,166       38,654  
    Interest Expense                  
    Deposits   13,988       15,749       16,947       16,488       15,279  
    Federal funds purchased and securities sold under agreements to repurchase   271       274       277       276       284  
    Borrowed funds   2,550       2,713       2,804       2,742       2,689  
    Subordinated notes   284       285       284       285       284  
    Total interest expense   17,093       19,021       20,312       19,791       18,536  
    Net Interest Income – Before Provision for Credit Losses   23,909       22,830       21,589       21,375       20,118  
    Provision for (Recovery of) Credit Losses – Loans   811       346       282       605       (289 )
    Recovery of Credit Losses – Off Balance Sheet Exposures   (260 )     (120 )     (267 )     (18 )     (266 )
    Net Interest Income After Provision for Credit Losses   23,358       22,604       21,574       20,788       20,673  
    Noninterest Income                  
    Customer service fees   381       237       300       189       598  
    Other service charges and fees   1,124       1,176       1,155       1,085       1,057  
    Interchange income   1,421       1,322       1,315       1,330       1,429  
    Loan servicing income   762       771       710       513       539  
    Net gain on sale of loans   284       223       215       314       107  
    Increase in cash surrender value of bank owned life insurance   244       248       265       236       216  
    Net gain (loss) on sale of other assets owned   (54 )     22             49        
    Total noninterest income   4,162       3,999       3,960       3,716       3,946  
    Noninterest Expense                  
    Salaries and wages   7,878       7,020       7,713       7,589       7,846  
    Employee benefits   2,404       2,148       2,112       2,112       2,171  
    Net occupancy expense   1,199       1,072       1,054       999       1,027  
    Furniture and equipment   1,278       1,032       1,472       1,407       1,353  
    Data processing   557       160       339       448       500  
    Franchise taxes   397       312       410       265       555  
    ATM expense   491       328       472       397       473  
    Advertising   503       498       597       519       530  
    FDIC assessment   465       505       516       507       580  
    Servicing rights amortization – net   127       244       219       187       168  
    Loan expense   228       236       244       251       229  
    Consulting fees   745       242       251       198       186  
    Professional fees   559       368       453       527       445  
    Intangible asset amortization   445       446       445       444       445  
    Other general and administrative   1,484       1,465       1,128       1,495       1,333  
    Total noninterest expense   18,760       16,076       17,425       17,345       17,841  
    Income Before Income Taxes   8,760       10,527       8,109       7,159       6,778  
    Income Taxes   1,808       2,146       1,593       1,477       1,419  
    Net Income   6,952       8,381       6,516       5,682       5,359  
    Other Comprehensive Income (Loss) (Net of Tax):                  
    Net unrealized gain (loss) on available-for-sale securities   6,464       (7,403 )     11,664       2,531       (1,995 )
    Reclassification adjustment for realized loss on sale of available-for-sale securities                            
    Net unrealized gain (loss) on available-for-sale securities   6,464       (7,403 )     11,664       2,531       (1,995 )
    Tax expense (benefit)   1,358       (1,554 )     2,449       531       (418 )
    Other comprehensive income (loss)   5,106       (5,849 )     9,215       2,000       (1,577 )
    Comprehensive Income $ 12,058     $ 2,532     $ 15,731     $ 7,682     $ 3,782  
    Basic Earnings Per Share $ 0.51     $ 0.61     $ 0.48     $ 0.42     $ 0.39  
    Diluted Earnings Per Share $ 0.51     $ 0.61     $ 0.48     $ 0.42     $ 0.39  
    Dividends Declared $ 0.22125     $ 0.22125     $ 0.22125     $ 0.22     $ 0.22  
                       
    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (Unaudited) (in thousands of dollars, except share data)
     
      March 31, 2025   December 31, 2024   September 30, 2024   June 30, 2024   March 31, 2024
      (Unaudited)       (Unaudited)   (Unaudited)   (Unaudited)
    Assets                  
    Cash and due from banks $ 172,612     $ 174,855     $ 244,572     $ 191,785     $ 186,541  
    Federal funds sold   425       1,496       932       1,283       1,241  
    Total cash and cash equivalents   173,037       176,351       245,504       193,068       187,782  
                       
    Interest-bearing time deposits   1,992       2,482       2,727       3,221       2,735  
    Securities – available-for-sale   438,568       426,556       404,881       365,209       347,516  
    Other securities, at cost   14,062       14,400       15,028       14,721       14,744  
    Loans held for sale   2,331       2,996       1,706       1,628       2,410  
    Loans, net of allowance for credit losses   2,555,552       2,536,043       2,512,852       2,534,468       2,516,687  
    Premises and equipment   33,163       33,828       33,779       34,507       35,007  
    Construction in progress               35       38       9  
    Goodwill   86,358       86,358       86,358       86,358       86,358  
    Loan servicing rights   5,805       5,656       5,644       5,504       5,555  
    Bank owned life insurance   35,116       34,872       34,624       34,359       34,123  
    Other assets   42,802       45,181       46,047       49,552       54,628  
                       
    Total Assets $ 3,388,786     $ 3,364,723     $ 3,389,185     $ 3,322,633     $ 3,287,554  
                       
    Liabilities and Stockholders’ Equity                  
    Liabilities                  
    Deposits                  
    Noninterest-bearing $ 502,318     $ 516,904     $ 481,444     $ 479,069     $ 510,731  
    Interest-bearing                  
    NOW accounts   874,881       850,462       865,617       821,145       829,236  
    Savings   696,635       671,818       661,565       673,284       635,430  
    Time   626,450       647,581       676,187       667,592       645,985  
    Total deposits   2,700,284       2,686,765       2,684,813       2,641,090       2,621,382  
                       
    Federal funds purchased and securities                  
    sold under agreements to repurchase   27,258       27,218       27,292       27,218       28,218  
    Federal Home Loan Bank (FHLB) advances   245,474       246,056       263,081       266,102       256,628  
    Subordinated notes, net of unamortized issuance costs   34,846       34,818       34,789       34,759       34,731  
    Dividend payable   2,997       2,996       2,998       2,975       2,975  
    Accrued expenses and other liabilities   33,326       31,659       40,832       27,825       25,930  
    Total liabilities   3,044,185       3,029,512       3,053,805       2,999,969       2,969,864  
                       
    Commitments and Contingencies                  
                       
    Stockholders’ Equity                  
    Common stock – No par value 20,000,000 shares authorized; issued                  
    14,564,425 shares 3/31/25 and 12/31/24; outstanding 13,718,336 shares 3/31/25 and 13,699,536 shares 12/31/24   135,407       135,565       135,193       135,829       135,482  
    Treasury stock – 846,089 shares 3/31/25 and 864,889 shares 12/31/24   (10,768 )     (10,985 )     (10,904 )     (11,006 )     (10,851 )
    Retained earnings   240,079       235,854       230,465       226,430       223,648  
    Accumulated other comprehensive loss   (20,117 )     (25,223 )     (19,374 )     (28,589 )     (30,589 )
    Total stockholders’ equity   344,601       335,211       335,380       322,664       317,690  
                       
    Total Liabilities and Stockholders’ Equity $ 3,388,786     $ 3,364,723     $ 3,389,185     $ 3,322,633     $ 3,287,554  
                       
    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    SELECT FINANCIAL DATA
                                   
        For the Three Months Ended
    Selected financial data   March 31, 2025   December 31, 2024   September 30, 2024   June 30, 2024   March 31, 2024
    Return on average assets     0.85 %     0.99 %     0.78 %     0.69 %     0.66 %
    Return on average equity     8.31 %     10.00 %     7.93 %     7.13 %     6.76 %
    Yield on earning assets     5.19 %     5.20 %     5.27 %     5.22 %     5.00 %
    Cost of interest bearing liabilities     2.76 %     3.01 %     3.21 %     3.18 %     3.06 %
    Net interest spread     2.43 %     2.19 %     2.06 %     2.04 %     1.94 %
    Net interest margin     3.03 %     2.84 %     2.71 %     2.71 %     2.60 %
    Efficiency ratio     66.79 %     59.82 %     67.98 %     69.03 %     74.08 %
    Dividend payout ratio     43.10 %     35.75 %     45.99 %     52.35 %     55.52 %
    Tangible book value per share   $ 17.71     $ 17.74     $ 17.72     $ 16.79     $ 16.51  
    Tier 1 leverage ratio     8.44 %     8.12 %     8.04 %     8.02 %     8.40 %
    Average shares outstanding     13,706,003       13,699,869       13,687,119       13,681,501       13,671,166  
                                   
    Loans   March 31, 2025   December 31, 2024   September 30, 2024   June 30, 2024   March 31, 2024
    (Dollar amounts in thousands)                              
    Commercial real estate   $ 1,325,698     $ 1,310,811     $ 1,301,160     $ 1,303,598     $ 1,304,400  
    Agricultural real estate     215,898       216,401       220,328       222,558       227,455  
    Consumer real estate     523,383       520,114       524,055       525,902       525,178  
    Commercial and industrial     278,254       275,152       260,732       268,426       256,051  
    Agricultural     153,607       152,080       137,252       142,909       127,670  
    Consumer     60,115       63,009       67,394       70,918       74,819  
    Other     24,985       24,978       25,916       26,449       26,776  
    Less: Net deferred loan fees, costs and other (1)     (36 )     (676 )     1,499       (1,022 )     (982 )
    Total loans, net   $ 2,581,904     $ 2,561,869     $ 2,538,336     $ 2,559,738     $ 2,541,367  
                                   
                                   
    Asset quality data   March 31, 2025   December 31, 2024   September 30, 2024   June 30, 2024   March 31, 2024
    (Dollar amounts in thousands)                              
    Nonaccrual loans   $ 4,494     $ 3,124     $ 2,898     $ 2,487     $ 19,391  
    90 day past due and accruing   $     $     $     $     $  
    Nonperforming loans   $ 4,494     $ 3,124     $ 2,898     $ 2,487     $ 19,391  
    Other real estate owned   $     $     $     $     $  
    Nonperforming assets   $ 4,494     $ 3,124     $ 2,898     $ 2,487     $ 19,391  
                                   
                                   
    Allowance for credit losses – loans   $ 26,352     $ 25,826     $ 25,484     $ 25,270     $ 24,680  
    Allowance for credit losses – off balance sheet credit exposures     1,281       1,541       1,661       1,928       1,946  
    Total allowance for credit losses   $ 27,633     $ 27,367     $ 27,145     $ 27,198     $ 26,626  
    Total allowance for credit losses/total loans     1.07 %     1.07 %     1.07 %     1.06 %     1.05 %
    Adjusted credit losses with accretable yield/total loans     1.08 %     1.08 %     1.10 %     1.10 %     1.11 %
    Net charge-offs:                              
    Quarter-to-date   $ 285     $ 4     $ 68     $ 15     $ 55  
    Year-to-date   $ 285     $ 142     $ 138     $ 70     $ 55  
    Net charge-offs to average loans                              
    Quarter-to-date     0.01 %     0.00 %     0.00 %     0.00 %     0.00 %
    Year-to-date     0.01 %     0.01 %     0.01 %     0.00 %     0.00 %
    Nonperforming loans/total loans     0.17 %     0.12 %     0.11 %     0.10 %     0.76 %
    Allowance for credit losses/nonperforming loans     586.38 %     826.70 %     879.37 %     1016.08 %     127.28 %
    NPA coverage ratio     586.38 %     826.70 %     879.37 %     1016.08 %     127.28 %
                                   
    (1) Includes carrying value adjustments of $1.7 million as of March 31, 2025, $1.1 million as of December 31, 2024, $3.0 million as of September 30, 2024, $612 thousand as of June 30, 2024, and $969 thousand as of March 31, 2024 related to interest rate swaps associated with fixed rate loans
                                   
    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    AVERAGE BALANCE SHEETS AND RELATED YIELDS AND RATES
    (in thousands of dollars, except percentages)
                       
                           
      For the Three Months Ended   For the Three Months Ended
      March 31, 2025   March 31, 2024
    Interest Earning Assets: Average Balance   Interest/Dividends   Annualized
    Yield/Rate
      Average Balance   Interest/Dividends   Annualized
    Yield/Rate
    Loans $ 2,578,531   $ 37,072   5.75%   $ 2,577,114   $ 35,200   5.46%
    Taxable investment securities   458,519     2,739   2.39%     384,928     1,686   1.75%
    Tax-exempt investment securities   18,310     78   2.16%     21,109     86   2.06%
    Fed funds sold & other   105,770     1,113   4.21%     110,388     1,682   6.09%
    Total Interest Earning Assets   3,161,130   $ 41,002   5.19%     3,093,539   $ 38,654   5.00%
                           
    Nonearning Assets   166,630             159,240        
                           
    Total Assets $ 3,327,760           $ 3,252,779        
                           
    Interest Bearing Liabilities:                      
    Savings deposits $ 1,543,665   $ 8,564   2.22%   $ 1,443,530   $ 9,407   2.61%
    Other time deposits   627,498     5,424   3.46%     650,580     5,872   3.61%
    Other borrowed money   245,734     2,550   4.15%     263,280     2,689   4.09%
    Fed funds purchased & securities                      
    sold under agreement to repurchase   27,480     271   3.94%     28,458     284   3.99%
    Subordinated notes   34,828     284   3.26%     34,712     284   3.27%
    Total Interest Bearing Liabilities $ 2,479,205   $ 17,093   2.76%   $ 2,420,560   $ 18,536   3.06%
                           
    Noninterest Bearing Liabilities   509,190             514,986        
                           
    Stockholders’ Equity $ 339,365           $ 317,233        
                           
    Net Interest Income and Interest Rate Spread     $ 23,909   2.43%       $ 20,118   1.94%
                           
    Net Interest Margin         3.03%           2.60%
                           
    Yields on Tax exempt securities and the portion of the tax-exempt IDB loans included in loans have been tax adjusted based on a 21% tax rate in the charts    
                           
    FARMERS & MERCHANTS BANCORP, INC. AND SUBSIDIARIES
    AVERAGE BALANCE SHEETS AND RELATED YIELDS AND RATES
    (in thousands of dollars, except percentages)
                                       
      For the Three Months Ended March 31, 2025   For the Three Months Ended March 31, 2024
      As Reported   Excluding Acc/Amort Difference   As Reported   Excluding Acc/Amort Difference
      $ Yield   $ Yield   $ Yield   $ Yield   $ Yield   $ Yield
    Interest Earning Assets:                                  
    Loans $ 37,072 5.75 %   $ 36,468 5.66 %   $ 604 0.09 %   $ 35,200 5.46 %   $ 34,525 5.36 %   $ 675   0.10 %
    Taxable investment securities   2,739 2.39 %     2,739 2.39 %     0.00 %     1,686 1.75 %     1,686 1.75 %       0.00 %
    Tax-exempt investment securities   78 2.16 %     78 2.16 %     0.00 %     86 2.06 %     86 2.06 %       0.00 %
    Fed funds sold & other   1,113 4.21 %     1,113 4.21 %     0.00 %     1,682 6.09 %     1,682 6.09 %       0.00 %
    Total Interest Earning Assets   41,002 5.19 %     40,398 5.11 %     604 0.08 %     38,654 5.00 %     37,979 4.92 %     675   0.08 %
                                       
    Interest Bearing Liabilities:                                  
    Savings deposits $ 8,564 2.22 %   $ 8,564 2.22 %   $ 0.00 %   $ 9,407 2.61 %   $ 9,407 2.61 %   $   0.00 %
    Other time deposits   5,424 3.46 %     5,424 3.46 %     0.00 %     5,872 3.61 %     5,872 3.61 %       0.00 %
    Other borrowed money   2,550 4.15 %     2,547 4.15 %     3 0.00 %     2,689 4.09 %     2,707 4.11 %     (18 ) -0.02 %
    Federal funds purchased and                                  
    securities sold under agreement to                                  
    repurchase   271 3.94 %     271 3.94 %     0.00 %     284 3.99 %     284 3.99 %       0.00 %
    Subordinated notes   284 3.26 %     284 3.26 %     0.00 %     284 3.27 %     284 3.27 %       0.00 %
    Total Interest Bearing Liabilities   17,093 2.76 %     17,090 2.76 %     3 -0.00 %     18,536 3.06 %     18,554 3.07 %     (18 ) -0.01 %
                                       
    Interest/Dividend income/yield   41,002 5.19 %     40,398 5.11 %     604 0.08 %     38,654 5.00 %     37,979 4.92 %     675   0.08 %
    Interest Expense / yield   17,093 2.76 %     17,090 2.76 %     3 -0.00 %     18,536 3.06 %     18,554 3.07 %     (18 ) -0.01 %
    Net Interest Spread   23,909 2.43 %     23,308 2.35 %     601 0.08 %     20,118 1.94 %     19,425 1.85 %     693   0.09 %
    Net Interest Margin   3.03 %     2.95 %     0.08 %     2.60 %     2.52 %     0.08 %
                                       
    Company Contact: Investor and Media Contact:
    Lars B. Eller
    President and Chief Executive Officer
    Farmers & Merchants Bancorp, Inc.
    (419) 446-2501
    leller@fm.bank
    Andrew M. Berger
    Managing Director
    SM Berger & Company, Inc.
    (216) 464-6400
    andrew@smberger.com

    The MIL Network

  • MIL-OSI: Amplify Energy Schedules First Quarter 2025 Earnings Release and Conference Call

    Source: GlobeNewswire (MIL-OSI)

    HOUSTON, April 28, 2025 (GLOBE NEWSWIRE) — Amplify Energy Corp. (“Amplify” or the “Company”) (NYSE: AMPY) announced today that it will report first quarter 2025 financial and operating results after the U.S. financial markets close on May 12, 2025. Management will host a conference call at 10:00 a.m. CT on May 13, 2025, to discuss the Company’s results. Interested parties are invited to participate in the conference call by dialing (888) 999-3182 (Conference ID: AEC1Q25) at least 15 minutes prior to the start of the call. A telephonic replay will be available for fourteen days following the call by dialing (800) 654-1563 and providing the Access Code: 52458798. A transcript and a recorded replay of the call will also be available on our website after the call.

    About Amplify Energy

    Amplify Energy Corp. is an independent oil and natural gas company engaged in the acquisition, development, exploitation and production of oil and natural gas properties. Amplify’s operations are focused in Oklahoma, the Rockies (Bairoil), federal waters offshore Southern California (Beta), East Texas / North Louisiana, and the Eagle Ford (Non-op). For more information, visit www.amplifyenergy.com.

    Investor Relations Contacts

    Jim Frew — SVP & Chief Financial Officer
    (832) 219-9044
    jim.frew@amplifyenergy.com

    Michael Jordan — Director, Finance and Treasurer
    (832) 219-9051
    michael.jordan@amplifyenergy.com

    The MIL Network

  • MIL-OSI: WTT Press Conference Introduces New Concept for Competitive Trading’s Future

    Source: GlobeNewswire (MIL-OSI)

    KUALA LUMPUR, Malaysia, April 28, 2025 (GLOBE NEWSWIRE) — The World Trading Tournament (WTT) officially launched with a press conference and networking event at Sol 40 @ The Met, introducing an innovative concept that gamifies financial trading through an esports-inspired tournament structure.

    WTT’s Vision for a Connected Trading Ecosystem

    The evening began with an engaging welcome speech by Mr. Arthur, CEO of WTT, who shared the vision behind WTT: a platform designed to democratize access to trading and reimagine it as a community-driven sport. “We believe trading is more than numbers and screens. It’s strategy, discipline, and skill. Now, it’s a tournament anyone can join,” said Mr. Arthur.

    A panel discussion followed, featuring industry leaders from the financial and fintech sectors:

    • Mr. Ariff Bunaya, Head of Official Channel (SEA Region), WikiFX
    • Mr. Wags Ng, CEO, The Firm Capital
    • Mr. Zamrim Bin Arifin, Regional Partner, AIMS Group

    Business Background with WTT

    The panel explored trends in financial gamification, the evolving mindset of traders, and the need for innovation in empowering both retail and professional traders. Their support further emphasized the potential of WTT to shape the future of competitive trading.

    WTT’s mission is to become the world’s most influential trading ecosystem, offering transparent challenges, real rewards, and opportunities for continuous development. The platform aims to inspire and support a global trading community through fair competition and educational resources.

    The event also highlighted strategic collaborations with WikiFX, The Firm Capital, and AIMS Group, which will help scale WTT’s visibility across Asia and beyond.

    Following the press conference, a networking event provided attendees with an opportunity to connect over refreshments, music, and lively discussions. Three lucky draw winners received exclusive entries to the WTT main tournament.

    Supported by key partners WikiFX, The Firm Capital, and AIMS Group, the World Trading Tournament is poised to reshape the competitive trading landscape. As witnessed at the event, this marks just the beginning of a new era in trading. Further announcements will follow.

    Media Contact:
    Clement Metz
    admin@worldtradingtournament.com
    World Trading Tournament

    Photos accompanying this announcement are available at:

    https://www.globenewswire.com/NewsRoom/AttachmentNg/f3c74e6b-6d5a-4fd8-b502-35eabb848549

    https://www.globenewswire.com/NewsRoom/AttachmentNg/85be50ce-1cb5-400c-8419-d201b6223ab2

    The MIL Network

  • MIL-OSI Global: What Canada can learn from China on effectively engaging with Africa

    Source: The Conversation – Canada – By Isaac Odoom, Assistant Professor, Political Science, Carleton University

    Canada’s recent launch of a new Africa Strategy comes at a moment of profound geopolitical change and growing shifts in global development co-operation.

    As the western-led order and development model faces increasing scrutiny, countries like China are expanding their reach in Africa by linking development co-operation with commercial and strategic interests.

    These approaches resonate with many African governments, while others raise concerns, prompting an important question: How well does Canada’s new strategy respond to these concerns?




    Read more:
    Canada’s Africa strategy is a landmark moment for Canada-Africa relations, but still needs work


    Urgent need to diversify

    Canada’s pivot toward deeper engagement with Africa is timely. With ongoing tariff threats from the United States and a tense relationship with China, the need to diversify economic partnerships has become urgent.

    Africa’s fast-growing population, expanding middle class and continent-wide integration through the African Continental Free Trade Area (AfCFTA) offer real opportunities for commercial engagement.

    While historic, Canada’s new Africa Strategy would benefit from a clearer alignment between Africa’s economic prospects and Canada’s domestic economic challenges, such as labour shortages and trade diversification. Without a stronger economic dimension, Canada risks being perceived as all talk and little commitment.

    That said, Canada’s emphasis on “mutually beneficial partnerships” — echoing China’s language on Africa — is notable, especially as western donors pull back. However, without a coherent development focus, this principle may be viewed as transactional rather than strategic.

    The strategy provides a foundation to build from, but it enters a competitive arena. To build meaningful partnerships in Africa, Canada will need a more focused approach grounded in robust market research, sharper priorities and an informed understanding of Africa’s political and economic realities as well as its geopolitical context.

    As a researcher focused on Africa-China relations, I see important lessons Canada can draw from China’s engagement in Africa.

    Cautious Canada vs. confident China

    Over the past two decades, China has become Africa’s largest trading partner, with trade volumes reaching US$295 billion in 2024.

    Backed by state financing, Chinese firms have built roads, ports, railways, dams and telecom infrastructure across the continent. This presence is no accident: for the past 30 years, every Chinese foreign minister’s first trip abroad has been to Africa.

    Canada’s footprint, by contrast, remains modest. Canada’s merchandise trade with Africa was about $15 billion in 2024. Canada aspires to become a serious economic partner, but its commercial presence in Africa has been limited.

    Notably, while China is often criticized in western media, its image in Africa is more positive. Many African leaders and citizens see China as a pragmatic partner that delivers visible infrastructure and investment.

    China’s positioning as a fellow developing country also contrasts sharply with western models that often carry patronizing overtones. China’s readiness to finance large-scale projects in Africa with limited political strings attached has earned good will, even as concerns rightly persist about transparency, debt and governance.

    Emphasizing Canada’s differences

    Canada should take these dynamics seriously. The narrative of “countering China” in Africa, often promoted by western governments, is ineffective. It overlooks African agency, reduces the continent to a site of great power rivalry and fails to acknowledge that African governments are actively pursuing their choice of partners, instead of a single partner of choice.

    Rather than compete with China, Canada can be different. While Chinese infrastructure projects often align with African priorities, my own work on Chinese engagement in Ghana’s energy projects shows that these projects are often negotiated behind closed doors, with few accountability mechanisms and scant transparency in financing. These gaps create space for Canada to offer a distinct and credible alternative.

    Canada’s approach can be different, but it should be no less strategic. It may not match China in scale, but it can offer commercial partnerships rooted in transparency, accountability and collaboration with partners, including those from China.

    Many African governments and civil society entities are calling for exactly this kind of engagement, particularly as citizens demand greater scrutiny over foreign investment. By focusing on responsible business practices, labour standards, environmental safeguards and good governance, Canada can develop a values-based model of economic engagement.

    Despite this potential, Canada’s new Africa Strategy lacks financial commitment. Canada’s 2022 Indo-Pacific Strategy was backed by a $2.3 billion envelope. The Africa Strategy’s success will ultimately depend on its ability to mobilize concrete resources and sustained engagement.

    The strategy rightly points to Africa’s economic potential, but stronger links to Canada’s domestic priorities, such as a workforce strategy, a trade road map and implementation tools, would enhance its impact.

    References to the AfCFTA are promising, but Canadian businesses need clearer guidance and support. Realizing the strategy’s goals will require measurable targets, dedicated programming and sustained investment.

    A different kind of engagement

    Canada’s past engagement in Africa has been rooted in diplomacy, development co-operation and peacekeeping. These remain valuable, but today’s African leaders are also seeking trade, investment and private-sector partnerships.

    To become a trusted economic partner, Canada should engage with purpose by introducing targeted financing tools — such as credit lines or investment guarantees — to help Canadian businesses manage risk and seize opportunities aligned with AfCFTA.




    Read more:
    African countries could unlock billions in local and global trade – what’s working and what’s not


    It should also focus on strategic sectors where it already has strengths, like clean energy, health innovation, fintech, agri-business and infrastructure.

    By investing in robust research and in dialogue with the African diaspora, business leaders and governance institutions, Canada strengthens commercial ties while prioritizing transparency, accountability and collaboration. Co-operation in innovation (for example, joint research on climate-smart agriculture or vaccines) could also yield benefits for both sides.

    In an increasing multipolar environment, Africa is not waiting for Canada. It’s assessing and comparing competing external partners. Canada’s ability to position itself as a viable alternative depends not on replicating China’s scale, but on seeing Africa as a true partner and offering mutual partnerships that appeal to Africans and Canadian alike.

    The new Africa Strategy sets an important tone for renewed engagement, but its success will depend on real investment and implementation, which so far lacks dedicated funding. Filling these gaps should be the next step, regardless of who wins Monday’s election.

    Isaac Odoom 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. What Canada can learn from China on effectively engaging with Africa – https://theconversation.com/what-canada-can-learn-from-china-on-effectively-engaging-with-africa-252894

    MIL OSI – Global Reports

  • MIL-OSI: Flexi-View Lending Closes $13.2 Million Acquisition Loan for Multi-Family Property in Milwaukee, WI

    Source: GlobeNewswire (MIL-OSI)

    LOS ANGELES, April 28, 2025 (GLOBE NEWSWIRE) — Flexi-View Lending is proud to announce the successful closing of a $13.2 million acquisition loan for a premier multi-family property located in Milwaukee, Wisconsin. The deal was closed in an impressive 14-day timeframe, showcasing Flexi-View’s commitment to speed, flexibility, and client-focused lending solutions.

    The 36-month loan features an attractive 10% interest rate with interest-only amortization, providing the borrower with maximum cash flow during the initial term. The loan is secured by a 1st Trust Deed with a loan-to-cost (LTC) ratio of 70%. Reflecting Flexi-View’s borrower-friendly terms, the financing was structured with no prepayment penalty and no recourse, offering the borrower enhanced financial flexibility.

    “We’re thrilled to support our client’s strategic acquisition with a tailored financing package that meets their needs,” said Jesse Low, CEO & Owner at Flexi-View Lending. “Our ability to close quickly and structure favorable terms demonstrates why Flexi-View is the trusted partner for real estate investors across the country.”

    Flexi-View Lending continues to deliver agile, innovative capital solutions for multi-family and commercial real estate transactions nationwide.

    About Flexi-View Lending
    Flexi-View Lending specializes in customized financing solutions for commercial real estate investors. With a focus on speed, flexibility, and client service, Flexi-View empowers borrowers to seize opportunities with confidence and efficiency.

    Media Contact:
    Jesse Low
    Flexi-View Lending
    (209) 782-8062
    jesselow@flexi-viewlending.com
    www.flexi-viewlending.com

    The MIL Network

  • MIL-OSI: Capital Bancorp, Inc. Announces Strong First Quarter Results and Successful IFH Conversion; Continued Strong Organic Loan and Deposit Growth; NIM and Fee Income Drives Robust Returns

    Source: GlobeNewswire (MIL-OSI)

    First Quarter 2025 Highlights

    • Net Income of $13.9 million, or $0.82 per share, and return on average assets (“ROA”) of 1.75%
      • Core net income(1) of $14.9 million, or $0.88 per share, and core ROA(1) of 1.87%
    • Book value per common share of $22.19 at March 31, 2025, increased $0.87 compared to 4Q 2024, and increased $3.51 when compared to 1Q 2024.
      • Tangible Book Value Per Share(1) of $19.81, increased 3.7% (not annualized), or $0.71(2) as compared to 4Q 2024, and increased 6.0%, or $1.13 compared to 1Q 2024
    • Return on average equity (“ROE”) of 15.56%, and return on average tangible common equity (“ROTCE”)(1) of 17.57%
      • Core ROE(1) of 16.64%, and core ROTCE(1) of 18.77%
    • Gross Loans grew $48.2 million, or 7.4% (annualized), during 1Q 2025, and growth of $713.9 million year-over-year including $340.4 million from organic growth and $373.5 million from the IFH acquisition
    • Total Deposits grew $129.4 million, or 19.0% (annualized), from 4Q 2024. Year-over-year growth of $885.6 million includes $426.7 million from organic growth, and $459.0 million from the acquisition of IFH, or 44.2% from 1Q 2024
      • Customer Deposit growth of $154.6 million, or 25.8% (annualized) from 4Q 2024, and $738.5 million year-over-year, or 40.0% from 1Q 2024, including $445.0 million of organic growth, and $293.5 million from the acquisition of IFH
    • Net Interest Income increased $1.7 million, or 3.9% (not annualized), from 4Q 2024 due to balance sheet growth and purchase accounting accretion, and increased $11.0 million, or 31.5%, year-over-year, primarily driven by strong organic growth and the acquisition of IFH.
    • Net Interest Margin (“NIM”) of 6.05% increased 18 bps compared to 4Q 2024 and decreased 19 bps compared to 1Q 2024 due to the acquisition of commercial loans from IFH, diluting the impact from OpenSky
      • Commercial Bank NIM(1) of 4.32% increased by 33 bps and 55 bps, compared to 4Q 2024 and 1Q 2024, respectively
      • Net purchase accounting accretion of $1.5 million for 1Q 2025, increased $0.8 million compared to 4Q 2024, accounting for 20 bps of both reported NIM and Commercial Bank NIM(1)
    • Fee Revenue (noninterest income) totaled $12.5 million, or 21.4% of total revenue for 1Q 2025, an increase of $0.6 million, from 4Q 2024 and $6.6 million, from 1Q 2024
    • The allowance for credit losses to total loans (“ACL Coverage Ratio”) equaled 1.81% at March 31, 2025 down 4 bps from 4Q 2024 and up 32 bps from 1Q 2024, primarily due to of the acquisition of IFH loans. The Commercial Bank ACL Coverage Ratio(1) equaled 1.67% at March 31, 2025, compared to 1.70% at December 31, 2024.
    • Cash Dividend of $0.10 per share declared by the Board of Directors

    ________________________
    (1) As used in this press release, core net income, core ROA, core ROE, ROTCE, core ROTCE, Commercial Bank NIM, Commercial Bank ACL Coverage Ratio, and Tangible Book Value are non–U.S. generally accepted accounting principles (“GAAP”) financial measures. These non-GAAP financial metrics exclude merger-related and other certain one-time non-reoccurring pre-tax adjustments and tax impacts of such adjustments. Reconciliations of these and other non–GAAP measures to their comparable GAAP measures are set forth in the Appendix at the end of this press release.
    (2) 4Q 2024 Tangible Book Value restated to $19.10 from previously reported amount of $18.77 due to exclusion of Loan Servicing Assets.

    ROCKVILLE, Md., April 28, 2025 (GLOBE NEWSWIRE) — Capital Bancorp, Inc. (the “Company”) (NASDAQ: CBNK), the holding company for Capital Bank, N.A. (the “Bank”), today reported net income of $13.9 million, or $0.82 per diluted share, for 1Q 2025, compared to net income of $7.5 million, or $0.45 per diluted share, for 4Q 2024, and $6.6 million, or $0.47 per diluted share, for 1Q 2024. Core net income(3) for 1Q 2025 of $14.9 million, or $0.88 per diluted share, compared to $15.5 million, or $0.92 per diluted share in 4Q 2024.

    The Company also declared a cash dividend on its common stock of $0.10 per share. The dividend is payable on May 28, 2025 to shareholders of record on May 12, 2025.

    “The first quarter continues the momentum from 2024 and further demonstrates the value of the larger and more diversified franchise resulting from the acquisition of IFH,” said Ed Barry, CEO of the Company and the Bank. “I would like to thank Management and the teams across the organization for a successful integration of IFH in the first quarter. Our continued focused execution of our initiatives and growth objectives will build on a great start to 2025.”

    “Our record GAAP earnings per share for the quarter, increased net interest margin, solid loan and deposit growth, and superior return on tangible equity all confirm that we are on the right course for continued growth. We continue to benefit from our diversified earnings platform, both in terms of overall performance and risk mitigation,” said Steven J. Schwartz, Chairman of the Company. “That said, we intend to continue to monitor closely the possible impact on our businesses from emergent governmental policies, with a view towards insulating ourselves, to the extent we can, from the effects of such policies, including interest rate and price volatility and heightened economic uncertainty.”

    Reconciliation of GAAP Net Income to Core (Non-GAAP) Net Income
    The following table provides a reconciliation of the Company’s net income under GAAP to Core net income (non-GAAP) results excluding merger-related expenses and other one-time non-recurring transactions.

      First Quarter 2025   Fourth Quarter 2024
    (in thousands, except per share data) Income
    Before
    Income
    Taxes
      Income
    Tax
    Expense
      Net
    Income
      Diluted
    Earnings
    per
    Share
      Income
    Before
    Income
    Taxes
      Income
    Tax
    Expense
      Net
    Income
      Diluted
    Earnings
    per
    Share
    GAAP Net Income $ 18,297   $ 4,365   $ 13,932   $ 0.82   $ 10,776   $ 3,243   $ 7,533   $ 0.45
    Add: Merger-Related Expenses   1,266     302     964         2,615     464     2,151    
    Add: Non-recurring Equity and Debt Investment Write-Down                   2,620         2,620    
    Add: Initial IFH ACL Provision                   4,194     1,025     3,169    
    Core Net Income(1) $ 19,563   $ 4,667   $ 14,896   $ 0.88   $ 20,205   $ 4,732   $ 15,473   $ 0.92

    Note: The income tax expense reflects the non-deductibility of certain merger-related expenses.

    ________________________
    1 As used in this press release, core net income is a non-GAAP financial measure. This non-GAAP financial metric excludes merger-related and other certain one-time non-recurring pre-tax adjustments and tax impacts of such adjustments. Reconciliations of this and other non–GAAP measures to their comparable GAAP measures are set forth in the Appendix at the end of this press release.


    First Quarter 2025 Results

    Earnings Summary
    Net income of $13.9 million, or $0.82 per diluted share, compared to net income of $7.5 million, or $0.45 per diluted share, for 4Q 2024, and $6.6 million or $0.47 per diluted share, for 1Q 2024. 1Q 2025 core net income(4) of $14.9 million, or $0.88 per diluted share, compared to 4Q 2024 of $15.5 million, or $0.92 per diluted share.

    • Net interest income of $46.0 million increased $1.7 million, or 3.9% (not annualized), compared to 4Q 2024, and increased $11.0 million, or 31.5% year-over-year.
      • Interest income of $62.8 million increased $1.1 million, or 1.7% (not annualized), over 4Q 2024, and increased $14.4 million, or 29.8%, year-over-year. The increase quarter-over-quarter was driven by increases of $1.1 million from net purchase accounting accretion, $0.7 million from interest-bearing deposits held at other financial institutions, and $0.3 million from investments held for sale, partially offset by a decrease in loan interest income of $1.1 million due to rate and portfolio mix, while the increase year-over year was primarily driven by organic growth and the acquisition of IFH.
        • Interest income included $0.4 million from net purchase accounting accretion in 1Q 2025 compared to $0.7 million from net purchase accounting amortization in 4Q 2024. There was no related purchase accounting accretion or amortization during 1Q 2024.
      • Interest expense of $16.7 million decreased $0.7 million, or 3.8% (not annualized) compared to 4Q 2024, and increased $3.4 million, or 25.1%, year-over-year. The decrease quarter-over-quarter was primarily due to a decrease in borrowed funds partially offset by lower net purchase accounting accretion, and the increase year-over-year was driven by organic growth and the acquisition of IFH.
        • Interest expense included $1.1 million from net purchase accounting accretion in 1Q 2025 compared to $1.4 million from net purchase accounting accretion in 4Q 2024. There was no related purchase accounting accretion or amortization during 1Q 2024.
    • The provision for credit losses was $2.2 million, a decrease of $5.6 million from 4Q 2024. The decrease over the prior quarter was primarily driven by the recognition of the Initial IFH ACL Provision of $4.2 million in 4Q 2024, and a $2.0 million lower provision from the commercial loan portfolio partially offset by an additional $0.6 million from OpenSky provision in the current quarter. Net charge-offs totaled $2.4 million, or 0.38% of portfolio loans (annualized), including $2.3 million from OpenSky loans. By comparison net charge-offs for 4Q 2024 totaled $2.4 million, or 0.37% of portfolio loans (annualized), including $2.1 million from OpenSky loans. At March 31, 2025, the ACL Coverage Ratio was 1.81%, down 4 bps from the ratio of 1.85% at December 31, 2024, due to the payoff of certain purchase credit deteriorated (“PCD”) loans acquired from IFH, during the quarter. The provision for credit losses decreased $0.5 million, year-over-year (1Q 2024) primarily from lower commercial loan portfolio provision of $0.7 million, offset by slightly higher provision for OpenSky of $0.2 million, while the ACL Coverage Ratio increased 32 bps year-over-year driven by the acquisition of IFH.

    ________________________
    1 As used in this press release, core net income is a non-GAAP financial measure. This non-GAAP financial metric excludes merger-related and other certain one-time non-recurring pre-tax adjustments and tax impacts of such adjustments. Reconciliations of this and other non–GAAP measures to their comparable GAAP measures are set forth in the Appendix at the end of this press release.


    Earnings Summary (Continued)

    • Noninterest income of $12.5 million increased $0.6 million compared to 4Q 2024 and increased $6.6 million year-over-year primarily due to the contributions made by the businesses IFH brought to the merged entity. Core fee revenue(5) of $12.5 million decreased $2.0 million, as a result of $1.2 million lower government lending revenue, $0.8 million lower SBIC investment income, $0.5 million lower loan servicing, $0.4 million lower government loan servicing revenue (Windsor), offset by a loan termination fee of $0.7 million during 1Q 2025.
    • Noninterest expense of $38.1 million increased $0.5 million compared to 4Q 2024 and $8.6 million compared to 1Q 2024. Core noninterest expense(1) of $36.8 million increased $1.9 million compared to 4Q 2024 and $8.0 million compared to 1Q 2024. Core comparisons include:
      • Salaries and employee benefits expenses increased $1.6 million from 4Q 2024, primarily the result of $0.7 million lower deferred expenses related to loan production, $0.6 million from the seasonality of payroll related taxes, and $0.2 million in employee benefits.
      • Marketing expenses increased $0.7 million from 4Q 2024, primarily due to additional OpenSky advertising-related expenses due to seasonality.
      • Regulatory assessment expenses increased $0.4 million from 4Q 2024, primarily due to additional assessments from the acquisition of IFH.
      • Expense reduction of $0.8 million from 4Q 2024, includes $0.3 million from loan processing, $0.2 million from other operating, and $0.3 million from other areas.
      • Year-over-year expense growth of $8.6 million was primarily due to the acquisition of IFH.
      • Estimated total cost synergies resulting from the acquisition of IFH totaled $1.75 million in 1Q 2025, achieving the targeted savings earlier than anticipated.
    • Income tax expense of $4.4 million, or 23.9% of pre-tax income for 1Q 2025, increased $1.1 million from $3.2 million, or 30.1% of pre-tax income for 4Q 2024. The core effective income tax rate(1) for 1Q 2025 and 4Q 2024 would have been 23.7% and 22.6%, respectively.

    ________________________
    1 As used in this press release, core fee revenue, core noninterest expense, and core effective income tax rate are non-GAAP financial measures. These non-GAAP financial metrics exclude merger-related and other certain one-time non-recurring pre-tax adjustments and tax impacts of such adjustments. Reconciliations of these and other non–GAAP measures to their comparable GAAP measures are set forth in the Appendix at the end of this press release.


    Balance Sheet
    Total assets of $3.3 billion at March 31, 2025 increased $142.9 million, or 18.1% (annualized), from December 31, 2024. Total assets growth year-over-year of $1.0 billion, or 44.1%, included $559.4 million acquired with the IFH acquisition, net of purchase accounting, and $465.6 million of organic growth.

    • Cash and cash equivalents of $294.0 million at March 31, 2025 increased $88.7 million from December 31, 2024 due to portfolio growth, and increased $208.8 million year-over-year including $130.9 million from organic growth and $77.8 million from the acquisition of IFH.
    • Total portfolio loans of $2.68 billion at March 31, 2025 increased $48.2 million, or 7.4% (annualized), from December 31, 2024 and increased $713.9 million year-over-year including $373.5 million from the acquisition of IFH and $340.4 million of organic growth.
      • Compared to December 31, 2024, commercial and industrial loans increased $39.8 million and construction real estate loans increased $22.0 million, offset by a $9.1 million decrease in OpenSky loans and a $6.3 million decrease in commercial real estate loans.
      • Commercial and industrial loans, and owner-occupied commercial real estate loans totaled 37.9% of total portfolio loans at March 31, 2025, compared to 37.8% at December 31, 2024, and 29.6% at March 31, 2024.
    • Total deposits of $2.89 billion at March 31, 2025 increased $129.4 million, or 19.0% (annualized), from December 31, 2024, and increased $885.6 million, or 44.2% (annualized) from March 31, 2024. The increase quarter-over-quarter includes $95.7 million of growth in customer money market deposits, $57.6 million of growth in interest-bearing demand accounts, $1.3 million of noninterest-bearing deposits, and $0.7 million of customer time deposits, partially offset by a decrease in brokered time deposits of $25.2 million. The increase year-over-year is driven by $459.0 million from the acquisition of IFH and $426.7 million from organic growth.
      • Insured and protected deposits were approximately $2.0 billion as of March 31, 2025 representing 70.4% of the Company’s deposit portfolio.
      • Low-and-no interest bearing deposits of $1.1 billion, or 38.8% of deposits, increased $58.2 million, or 22.2% (annualized) from December 31, 2024, and increased $257.2 million, or 29.8% year-over-year, including $157.4 million of organic growth, and $91.5 million from the acquisition of IFH.
    • The average portfolio loans-to-deposit ratio was 95.15% for the three months ended March 31, 2025, compared to 99.27% from 4Q 2024, and 98.46% from 1Q 2024.
    • The investment securities portfolio continues to be classified as available-for-sale and had a fair market value of $213.5 million, or 6.4% of total assets, an effective duration of 3.0 years, with U.S. Treasury Securities representing 56% of the overall investment portfolio at March 31, 2025. The accumulated other comprehensive income (loss) on the investment securities portfolio decreased $2.3 million during the quarter to negative $9.2 million after-tax as of March 31, 2025, which represents 2.5% of total stockholders’ equity. The Company does not have a held-to-maturity investment securities portfolio.
    • Liquidity The Company maintains stable and reliable sources of available borrowings, generally consistent with prior quarter. Sources of available borrowings at March 31, 2025 totaled $820.9 million, compared to $803.0 from 4Q 2024. During 1Q 2025 available collateralized lines of credit of $625.4 million, unsecured lines of credit with other banks of $76.0 million and unpledged investment securities available as collateral for potential additional borrowings of $119.5 million.
    • Capital Positions As of March 31, 2025, the Company reported a Common Equity Tier-1 capital ratio of 13.33%, compared to 13.74% at December 31, 2024. At March 31, 2025, the Company and the Bank maintain regulatory capital ratios that exceed all capital adequacy requirements.

    Financial Metrics
    Net Interest Margin – Net interest margin of 6.05% for the three months ended March 31, 2025, increased 18 bps compared to the prior quarter, and decreased 19 bps year-over-year. Commercial Bank net interest margin(1), of 4.32% increased 33 bps compared to the prior quarter, and increased 55 bps year-over-year. Net purchase accounting accretion for 1Q 2025 was 20 bps for NIM and Commercial Bank NIM(1).

    • The average yield on interest earning assets of 8.24% increased 7 bps compared to the prior quarter, due to portfolio mix, and decreased 39 bps year-over-year primarily due to the acquisition of commercial loans diluting the impact from OpenSky. The Commercial Bank Loan Yield(1) of 7.14% for 1Q 2025, increased 16 bps 4Q 2024, and increased 18 bps year-over-year.
    • The total cost of deposits of 2.42% for 1Q 2025 decreased 8 bps compared to the prior quarter due to rate and mix shift and decreased 22 bps year-over-year. The total cost of interest-bearing deposits decreased 9 bps quarter-over-quarter, and 54 bps year-over-year, to 3.37% for 1Q 2025 due to rate environment and product mix.
    • Net purchase accounting accretion of $1.5 million during 1Q 2025, increased $0.8 million from 4Q 2024. There was no related purchase accounting accretion or amortization during 1Q 2024.

    Efficiency Ratios – The efficiency ratio was 64.9% for the three months ended March 31, 2025, compared to 66.7% for the three months ended December 31, 2024 and 72.0% for the three months ended March 31, 2024. The core efficiency ratio(6) was 62.8%, for the three months ended March 31, 2025. The core efficiency ratio(1) was 59.3% for the three months ended December 31, 2024, and 70.2% for the three months ended March 31, 2024.

    Credit Metrics and Asset Quality – The ACL Coverage Ratio equaled 1.81% at March 31, 2025, a decrease of 4 bps from December 31, 2024, and an increase of 32 bps year-over-year driven by the acquisition of IFH.

    Nonperforming assets increased 27 bps to 1.21% of total assets at March 31, 2025 compared to December 31, 2024, and increased 59 bps year-over-year. Total nonaccrual loans at March 31, 2025 increased $10.2 million to $40.5 million compared to December 31, 2024, and increased $26.1 million year-over-year, mainly due to the acquisition of IFH. At March 31, 2025, special mention loans totaled $63.0 million, or 2.4% of total portfolio loans, compared to $60.0 million, or 2.3% of total portfolio loans, at December 31, 2024, and $27.5 million, or 1.4% of total portfolio loans, at March 31, 2024. At March 31, 2025, substandard loans totaled $45.7 million, or 1.7% of total portfolio loans, compared to $48.4 million, or 1.8% of total portfolio loans, at December 31, 2024 and $14.1 million, or 0.7% of total portfolio loans, at March 31, 2024.

    ________________________
    1 As used in this press release, Commercial Bank NIM, Commercial Bank Loan Yield, and core efficiency ratio are non-GAAP financial measures. These non-GAAP financial metrics exclude merger-related and other certain one-time non-recurring pre-tax adjustments and tax impacts of such adjustments. Reconciliations of these and other non–GAAP measures to their comparable GAAP measures are set forth in the Appendix at the end of this press release.

    Financial Metrics (Continued)
    Performance Ratios – ROA, ROE, ROTCE were 1.75%, 15.56%, and 17.57% respectively, for the three months ended March 31, 2025, compared to 0.96%, 8.50%, and 9.33%(1) respectively, for the three months ended December 31, 2024. For the three months ended March 31, 2024, ROA, ROE, and ROTCE were 1.15%, 10.19%, and 10.19%, respectively. As of March 31, 2024, the Company did not have goodwill or other intangible assets.

    • Core ROA(2), core ROE(2), and core ROTCE(2) for the three months ended March 31, 2025 were 1.87%, 16.64%, and 18.77% respectively. Core ROA(2), core ROE(2), and core ROTCE(2) for the three months ended December 31, 2024, were 1.97%, 17.46%, and 18.91%(1), respectively. Core ROA(2), core ROE(2), and core ROTCE(2) for the three months ended March 31, 2024 were 1.24%, 11.03%, and 11.03%, respectively.

    Book Value and Tangible Book Value – Book value per common share of $22.19 at March 31, 2025, increased $0.87 when compared to December 31, 2024, and increased $3.51 when compared to March 31, 2024. Tangible book value per common share(2) increased $0.71(3), or 3.7%, to $19.81 at March 31, 2025 when compared to December 31, 2024, and increased $1.13, or 6.0%, when compared to March 31, 2024. Tangible book value was impacted by the purchase accounting adjustments required as part of the IFH acquisition. Therefore, tangible book value per share(1) was equal to book value per share for periods prior to 4Q 2024.

    ____________
    1 Core ROTCE and core ROTCE for the three months ended December 31, 2024 were restated to 9.33% and 18.91%, respectively, from 9.47% and 19.19%, due to exclusion of Loan Servicing Assets.
    2 As used in this press release, core ROA, core ROE, ROTCE, core ROTCE, and Tangible Book Value are non-GAAP financial measures. These non-GAAP financial metrics exclude merger-related and other certain one-time non-recurring pre-tax adjustments and tax impacts of such adjustments. Reconciliations of these and other non–GAAP measures to their comparable GAAP measures are set forth in the Appendix at the end of this press release.
    3 4Q 2024 Tangible Book Value restated to $19.10 from previously reported amount of $18.77 due to exclusion of Loan Servicing Assets.


    Commercial Bank
    Continued Portfolio Loan Growth – Gross portfolio loans increased $55.6 million at March 31, 2025 compared to December 31, 2024, including $39.8 million of commercial and industrial loans, and $22.0 million of construction real estate loans. Historical gross portfolio loan balances are disclosed in the Composition of Loans table within the Historical Financial Highlights.

    Net Interest Income – Interest income of $48.2 million increased $2.1 million from the prior quarter, driven by loan growth and higher loan yields. Interest expense of $16.6 million decreased $0.6 million, resulting from a decrease in the average balance of borrowings in 1Q 2025.

    Credit Metrics – Nonperforming assets, comprised solely of nonaccrual loans, increased 27 bps to 1.21% of total assets at March 31, 2025 compared to December 31, 2024. Total nonaccrual loans at March 31, 2025 increased to $40.5 million compared to $30.2 million at December 31, 2024.

    Classified and Criticized Loans At March 31, 2025, special mention loans totaled $63.0 million, or 2.4% of total portfolio loans, compared to $60.0 million, or 2.3% of total portfolio loans, at December 31, 2024. At March 31, 2025, substandard loans totaled $45.7 million, or 1.7% of total portfolio loans, compared to $48.4 million, or 1.8% of total portfolio loans, at December 31, 2024.

    OpenSky
    Accounts – During 1Q 2025, the number of credit card accounts of 563.7 thousand increased by 11.2 thousand, or 2.0% (not annualized) from December 31, 2024, and increased 36.8 thousand, or 7.0% year-over-year.

    Loan and Deposit Balances – Loan balances, net of reserves, of $118.7 million at March 31, 2025 decreased by $9.1 million, or 28.7% (annualized), compared to December 31, 2024. Corresponding deposit balances of $168.8 million at March 31, 2025 increased $2.4 million, or 6.0% (annualized), compared to December 31, 2024. Gross unsecured loan balances of $39.0 million at March 31, 2025 decreased $3.4 million, or 32.9% (annualized), compared to $42.4 million at December 31, 2024, and increased $10.5 million year-over-year.

    Revenues Total revenue of $18.2 million decreased $1.0 million from the prior quarter. Interest income of $14.4 million decreased $1.0 million from the prior quarter. Average OpenSky credit card loan balances, net of reserves and deferred fees of $118.7 million for 1Q 2025, decreased $2.3 million, or 1.9% (not annualized), compared to the prior quarter. Noninterest income of $3.7 million remained generally consistent compared to the prior quarter.

    Noninterest Expense – Total noninterest expense of $13.3 million decreased $0.7 million, primarily related to advertising related expenses due to seasonality.

    OpenSkyCredit – Portfolio credit metrics continue to be generally consistent with modeled expectations during 1Q 2025. The provision for credit losses of $1.8 million increased $0.6 million when compared to the prior quarter. OpenSky’s unsecured loan product continues to be offered exclusively to current and former secured card customers in order to retain customer who have successfully improved their credit profiles. Unsecured loans have been offered by OpenSky since the fourth quarter of 2021 and have performed according to management expectations over that time period.

    Capital Bank Home Loans
    Originations of loans held for sale totaled $65.8 million during 1Q 2025, with $54.1 million of mortgage loans sold resulting in a gain on sale of loans of $1.7 million, representing a 3.07% of gain on sale as a percentage of total loans sold. Originations of loans held for sale totaled $90.0 million during 4Q 2024, with $77.4 million of mortgage loans sold resulting in a gain on sale of loans of $1.9 million, representing a 2.45% of gain on sale as a percentage of total loans sold.

    Windsor Advantage
    Gross government loan servicing revenue totaled $4.6 million, including $1.0 million of Capital Bank related servicing fees, during 1Q 2025. Gross government loan servicing revenue totaled $4.6 million, including $0.9 million of Capital Bank related servicing fees, during 4Q 2024. Windsor’s total servicing portfolio was $2.6 billion at March 31, 2025, and $2.5 billion at December 31, 2024.

    COMPARATIVE FINANCIAL HIGHLIGHTS – Unaudited
                               
      Quarter Ended   1Q25 vs 4Q24   1Q25 vs 1Q24
    (in thousands, except per share data) March 31,
    2025
      December 31,
    2024
      March 31,
    2024
      $
    Change
      %
    Change
      $
    Change
      %
    Change
    Earnings Summary                          
    Interest income $ 62,760     $ 61,707     $ 48,369     $ 1,053     1.7 %   $ 14,391     29.8 %
    Interest expense   16,713       17,380       13,361       (667 )   (3.8 )%     3,352     25.1 %
    Net interest income   46,047       44,327       35,008       1,720     3.9 %     11,039     31.5 %
    Provision for credit losses   2,246       7,828       2,727       (5,582 )   (71.3 )%     (481 )   (17.6 )%
    Provision for credit losses on unfunded commitments         122       142       (122 )   (100.0 )%     (142 )   (100.0 )%
    Noninterest income   12,549       11,913       5,972       636     5.3 %     6,577     110.1 %
    Noninterest expense   38,053       37,514       29,487       539     1.4 %     8,566     29.1 %
    Income before income taxes   18,297       10,776       8,624       7,521     69.8 %     9,673     112.2 %
    Income tax expense   4,365       3,243       2,062       1,122     34.6 %     2,303     111.7 %
    Net income $ 13,932     $ 7,533     $ 6,562     $ 6,399     84.9 %   $ 7,370     112.3 %
                               
    Pre-tax pre-provision net revenue (“PPNR”) (1) $ 20,543     $ 18,726     $ 11,493     $ 1,817     9.7 %   $ 9,050     78.7 %
    Core PPNR(1) $ 21,809     $ 23,961     $ 12,205     $ (2,152 )   (9.0 )%   $ 9,604     78.7 %
                               
    Common Share Data                          
    Earnings per share – Basic $ 0.84     $ 0.45     $ 0.47     $ 0.39     86.7 %   $ 0.37     78.7 %
    Earnings per share – Diluted $ 0.82     $ 0.45     $ 0.47     $ 0.37     82.2 %   $ 0.35     74.5 %
    Core earnings per share – Diluted(1) $ 0.88     $ 0.92     $ 0.51     $ (0.04 )   (4.3 )%   $ 0.37     72.5 %
    Weighted average common shares – Basic   16,666       16,595       13,919                  
    Weighted average common shares – Diluted   16,925       16,729       13,919                  
                               
    Return Ratios                          
    Return on average assets (annualized)   1.75 %     0.96 %     1.15 %                
    Core return on average assets (annualized)(1)   1.87 %     1.97 %     1.24 %                
    Return on average equity (annualized)   15.56 %     8.50 %     10.19 %                
    Core return on average equity (annualized)(1)   16.64 %     17.46 %     11.03 %                
    Return on average tangible common equity (annualized)(1)   17.57 %     9.33 %     10.19 %                
    Core return on average tangible common equity (annualized)(1)   18.77 %     18.91 %     11.03 %                

    ______________
    (1) Refer to Appendix for reconciliation of non-GAAP measures.

    COMPARATIVE FINANCIAL HIGHLIGHTS – Unaudited (Continued)
                           
      Quarter Ended       Quarter Ended
      March 31,     December 31,   September 30,   June 30,
    (in thousands, except per share data)   2025     2024   % Change     2024     2024     2024
    Balance Sheet Highlights                      
    Assets $ 3,349,805   $ 2,324,238   44.1 %   $ 3,206,911   $ 2,560,788   $ 2,438,583
    Investment securities available-for-sale   213,452     202,254   5.5 %     223,630     208,700     207,917
    Mortgage loans held for sale   34,656     10,303   236.4 %     21,270     19,554     19,219
    Portfolio loans receivable (2)   2,678,406     1,964,525   36.3 %     2,630,163     2,107,522     2,021,588
    Allowance for credit losses   48,454     29,350   65.1 %     48,652     31,925     30,832
    Deposits   2,891,333     2,005,695   44.2 %     2,761,939     2,186,224     2,100,428
    FHLB borrowings   22,000     22,000   %     22,000     52,000     32,000
    Other borrowed funds   12,062     12,062   %     12,062     12,062     12,062
    Total stockholders’ equity   369,577     259,465   42.4 %     355,139     280,111     267,854
    Tangible common equity (1)   329,936     259,465   27.2 %     318,196     280,111     267,854
                           
    Common shares outstanding   16,657     13,890   19.9 %     16,663     13,918     13,910
    Book value per share $ 22.19   $ 18.68   18.8 %   $ 21.31   $ 20.13   $ 19.26
    Tangible book value per share (1) $ 19.81   $ 18.68   6.0 %   $ 19.10   $ 20.13   $ 19.26
    Dividends per share $ 0.10   $ 0.08   25.0 %   $ 0.10   $ 0.10   $ 0.08

    ______________
    (1) Refer to Appendix for reconciliation of non-GAAP measures.
    (2) Loans are reflected net of deferred fees and costs.

    Consolidated Statements of Income (Unaudited)
      Three Months Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
    Interest income                  
    Loans, including fees $ 58,691   $ 58,602     $ 50,047   $ 48,275   $ 45,991
    Investment securities available-for-sale   1,861     1,539       1,343     1,308     1,251
    Federal funds sold and other   2,208     1,566       1,220     1,032     1,127
    Total interest income   62,760     61,707       52,610     50,615     48,369
                       
    Interest expense                  
    Deposits   16,512     16,385       13,902     13,050     12,833
    Borrowed funds   201     995       354     508     528
    Total interest expense   16,713     17,380       14,256     13,558     13,361
                       
    Net interest income   46,047     44,327       38,354     37,057     35,008
    Provision for credit losses   2,246     7,828       3,748     3,417     2,727
    Provision for credit losses on unfunded commitments       122       17     104     142
    Net interest income after provision for credit losses   43,801     36,377       34,589     33,536     32,139
    Noninterest income                  
    Service charges on deposits   258     241       235     200     207
    Credit card fees   3,722     3,733       4,055     4,330     3,881
    Mortgage banking revenue   1,831     1,821       1,882     1,990     1,453
    Government lending revenue   1,096     2,301              
    Government loan servicing revenue   3,568     3,993              
    Loan servicing rights (government guaranteed)   472     1,013              
    Non-recurring equity and debt investment write-down       (2,620 )            
    Other income   1,602     1,431       463     370     431
    Total noninterest income   12,549     11,913       6,635     6,890     5,972
    Noninterest expenses                  
    Salaries and employee benefits   18,067     16,513       13,345     13,272     12,907
    Occupancy and equipment   2,910     2,976       1,791     1,864     1,613
    Professional fees   2,112     2,150       1,980     1,769     1,947
    Data processing   7,112     7,210       6,930     6,788     6,761
    Advertising   1,779     1,032       1,223     2,072     2,032
    Loan processing   743     969       615     476     371
    Foreclosed real estate expenses, net   1           1         1
    Merger-related expenses   1,266     2,615       520     83     712
    Operational losses   903     993       1,008     782     931
    Regulatory assessment expenses   889     484       427     553     473
    Other operating   2,271     2,572       1,885     1,834     1,739
    Total noninterest expenses   38,053     37,514       29,725     29,493     29,487
    Income before income taxes   18,297     10,776       11,499     10,933     8,624
    Income tax expense   4,365     3,243       2,827     2,728     2,062
    Net income $ 13,932   $ 7,533     $ 8,672   $ 8,205   $ 6,562
     
    Consolidated Balance Sheets
      (unaudited)   (audited)   (unaudited)   (unaudited)   (unaudited)
    (in thousands, except share data) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
    Assets                  
    Cash and due from banks $ 27,836     $ 25,433     $ 23,462     $ 19,294     $ 12,361  
    Interest-bearing deposits at other financial institutions   266,092       179,841       133,180       117,160       72,787  
    Federal funds sold   59       58       58       57       56  
    Total cash and cash equivalents   293,987       205,332       156,700       136,511       85,204  
    Investment securities available-for-sale   213,452       223,630       208,700       207,917       202,254  
    Restricted investments   7,031       4,479       5,895       4,930       4,441  
    Loans held for sale   34,656       21,270       19,554       19,219       10,303  
    Portfolio loans receivable, net of deferred fees and costs   2,678,406       2,630,163       2,107,522       2,021,588       1,964,525  
    Less allowance for credit losses   (48,454 )     (48,652 )     (31,925 )     (30,832 )     (29,350 )
    Total portfolio loans held for investment, net   2,629,952       2,581,511       2,075,597       1,990,756       1,935,175  
    Premises and equipment, net   15,085       15,525       5,959       5,551       4,500  
    Accrued interest receivable   19,458       16,664       12,468       12,162       12,258  
    Goodwill   24,085       21,126                    
    Intangible assets   13,861       14,072                    
    Core deposit intangibles   1,695       1,745                    
    Loan servicing assets   2,244       5,511                    
    Deferred tax asset   15,902       16,670       10,748       12,150       12,311  
    Bank owned life insurance   44,335       43,956       38,779       38,414       38,062  
    Other assets   34,062       35,420       26,388       10,973       19,730  
    Total assets $ 3,349,805     $ 3,206,911     $ 2,560,788     $ 2,438,583     $ 2,324,238  
                       
    Liabilities                  
    Deposits                  
    Noninterest-bearing $ 812,224     $ 810,928     $ 718,120     $ 684,574     $ 665,812  
    Interest-bearing   2,079,109       1,951,011       1,468,104       1,415,854       1,339,883  
    Total deposits   2,891,333       2,761,939       2,186,224       2,100,428       2,005,695  
    Federal Home Loan Bank advances   22,000       22,000       52,000       32,000       22,000  
    Other borrowed funds   12,062       12,062       12,062       12,062       12,062  
    Accrued interest payable   9,995       9,393       8,503       6,573       6,009  
    Other liabilities   44,838       46,378       21,888       19,666       19,007  
    Total liabilities   2,980,228       2,851,772       2,280,677       2,170,729       2,064,773  
                       
    Stockholders’ equity                  
    Common stock   167       167       139       139       139  
    Additional paid-in capital   128,692       128,598       55,585       55,005       54,229  
    Retained earnings   249,925       237,843       232,995       225,824       218,731  
    Accumulated other comprehensive loss   (9,207 )     (11,469 )     (8,608 )     (13,114 )     (13,634 )
    Total stockholders’ equity   369,577       355,139       280,111       267,854       259,465  
    Total liabilities and stockholders’ equity $ 3,349,805     $ 3,206,911     $ 2,560,788     $ 2,438,583     $ 2,324,238  

    The following tables show the average outstanding balance of each principal category of our assets, liabilities and stockholders’ equity, together with the average yields on our assets and the average costs of our liabilities for the periods indicated. Such yields and costs are calculated by dividing the annualized income or expense by the average daily balances of the corresponding assets or liabilities for the same period.

      Three Months Ended
    March 31, 2025
      Three Months Ended
    December 31, 2024
      Three Months Ended
    March 31, 2024
      Average
    Outstanding
    Balance
      Interest
    Income/
    Expense
      Average
    Yield/
    Rate(1)
      Average
    Outstanding
    Balance
      Interest
    Income/
    Expense
      Average
    Yield/
    Rate(1)
      Average
    Outstanding
    Balance
      Interest
    Income/
    Expense
      Average
    Yield/
    Rate(1)
      (in thousands)
    Assets                                  
    Interest earning assets:                                  
    Interest-bearing deposits $ 203,053   $ 2,138   4.27 %   $ 140,206   $ 1,446   4.10 %   $ 84,531   $ 1,049   4.99 %
    Federal funds sold   58     1   6.99       58             56     1   7.18  
    Investment securities available-for-sale   235,605     1,861   3.20       236,951     1,539   2.58       233,231     1,251   2.16  
    Restricted investments   5,761     69   4.86       7,292     120   6.55       4,601     77   6.73  
    Loans held for sale   9,356     238   10.32       25,614     193   3.00       4,872     83   6.85  
    Portfolio loans receivable(2)(3)   2,634,110     58,453   9.00       2,592,960     58,409   8.96       1,927,372     45,908   9.58  
    Total interest earning assets   3,087,943     62,760   8.24       3,003,081     61,707   8.17       2,254,663     48,369   8.63  
    Noninterest earning assets   134,021             117,026             44,571        
    Total assets $ 3,221,964           $ 3,120,107           $ 2,299,234        
                                       
    Liabilities and Stockholders’ Equity                                  
    Interest-bearing liabilities:                                  
    Interest-bearing demand accounts $ 242,355     368   0.62     $ 257,446     424   0.66     $ 183,217     110   0.24  
    Savings   13,204     18   0.55       13,497     20   0.59       4,841     1   0.08  
    Money market accounts   869,978     7,399   3.45       763,526     7,131   3.72       682,414     7,136   4.21  
    Time deposits   859,729     8,727   4.12       847,618     8,810   4.13       449,963     5,586   4.99  
    Borrowed funds   34,062     201   2.39       97,116     995   4.08       58,963     528   3.60  
    Total interest-bearing liabilities   2,019,328     16,713   3.36       1,979,203     17,380   3.49       1,379,398     13,361   3.90  
    Noninterest-bearing liabilities:                                  
    Noninterest-bearing liabilities   56,503             58,460             23,820        
    Noninterest-bearing deposits   783,018             729,907             637,124        
    Stockholders’ equity   363,115             352,537             258,892        
    Total liabilities and stockholders’ equity $ 3,221,964           $ 3,120,107           $ 2,299,234        
                                       
    Net interest spread         4.88 %           4.68 %           4.73 %
    Net interest income     $ 46,047           $ 44,327           $ 35,008    
    Net interest margin(4)         6.05 %           5.87 %           6.24 %

    _______________
    (1)   Annualized.
    (2)   Includes nonaccrual loans.
    (3)   For the three months ended March 31, 2025, December 31, 2024, and March 31, 2024, collectively, Commercial Bank Loan Yield was 7.14%, 6.98% and 6.96%, respectively.
    (4)   For the three months ended March 31, 2025, December 31, 2024, and March 31, 2024, collectively, Commercial Bank Net Interest Margin was 4.32%, 3.99% and 3.77%, respectively.

    The Company’s reportable segments represent business units with discrete financial information whose results are regularly reviewed by management. The four segments include Commercial Banking, Capital Bank Home Loans (the Company’s mortgage loan division), OpenSky (the Company’s credit card division) and Windsor Advantage.

    Effective January 1, 2024, the Company allocated certain expenses previously recorded directly to the Commercial Bank segment to the other segments. These expenses are for shared services also consumed by OpenSky, CBHL, and Windsor. The Company performs an allocation process based on several metrics the Company believes more accurately ascribe shared service overhead to each segment. The Company believes this reflects the cost of support for each segment that should be considered in assessing segment performance. Historical information has been recast to reflect financial information consistently with the 2024 presentation.

    The following schedule presents financial information for the periods indicated. Total assets are presented as of March 31, 2025, December 31, 2024, and March 31, 2024.

    Segments                    
    For the three months ended March 31, 2025        
    (in thousands)   Commercial
    Bank
      CBHL   OpenSky   Windsor
    Advantage
      Consolidated
    Interest income   $ 48,164   $ 152     $ 14,444   $   $ 62,760
    Interest expense     16,649     64               16,713
    Net interest income     31,515     88       14,444         46,047
    Provision for credit losses     446           1,800         2,246
    Net interest income after provision     31,069     88       12,644         43,801
    Noninterest income     2,474     1,736       3,733     4,606     12,549
    Noninterest expense(1)     18,560     2,531       13,302     3,660     38,053
    Net income (loss) before taxes   $ 14,983   $ (707 )   $ 3,075   $ 946   $ 18,297
                         
    Total assets   $ 3,192,327   $ 14,092     $ 119,636   $ 23,750   $ 3,349,805
                         
    For the three months ended December 31, 2024        
    (in thousands)   Commercial
    Bank
      CBHL   OpenSky   Windsor
    Advantage
      Consolidated
    Interest income   $ 46,061   $ 192     $ 15,454   $   $ 61,707
    Interest expense     17,249     131               17,380
    Net interest income     28,812     61       15,454         44,327
    Provision for credit losses     6,651           1,177         7,828
    Provision for credit losses on unfunded commitments     122                   122
    Net interest income after provision     22,039     61       14,277         36,377
    Noninterest income     1,928     1,676       3,743     4,566     11,913
    Noninterest expense(1)     19,872     2,377       12,595     2,670     37,514
    Net income (loss) before taxes   $ 4,095   $ (640 )   $ 5,425   $ 1,896   $ 10,776
                         
    Total assets   $ 3,033,792   $ 21,691     $ 125,913   $ 25,515   $ 3,206,911
                         
    For the three months ended March 31, 2024        
    (in thousands)   Commercial
    Bank
      CBHL   OpenSky   Windsor
    Advantage
      Consolidated
    Interest income   $ 33,365   $ 83     $ 14,921   $   $ 48,369
    Interest expense     13,320     41               13,361
    Net interest income     20,045     42       14,921         35,008
    Provision for credit losses     1,168           1,559         2,727
    Provision for credit losses on unfunded commitments     142                   142
    Net interest income after provision     18,735     42       13,362         32,139
    Noninterest income     705     1,352       3,915         5,972
    Noninterest expense(1)     13,783     2,105       13,599         29,487
    Net income (loss) before taxes   $ 5,657   $ (711 )   $ 3,678   $   $ 8,624
                         
    Total assets   $ 2,208,135   $ 10,785     $ 105,318   $   $ 2,324,238

    ________________________
    (1)  Noninterest expense includes $6.4 million, $6.3 million, and $6.1 million in data processing expense in OpenSky’s segment for the three months ended March 31, 2025, December 31, 2024, and March 31, 2024, respectively.

    HISTORICAL FINANCIAL HIGHLIGHTS – Unaudited
        Quarter Ended
    (in thousands, except per share data)   March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
    Earnings:                    
    Net income   $ 13,932     $ 7,533     $ 8,672     $ 8,205     $ 6,562  
    Earnings per common share, diluted     0.82       0.45       0.62       0.59       0.47  
    Net interest margin     6.05 %     5.87 %     6.41 %     6.46 %     6.24 %
    Commercial Bank net interest margin(2)     4.32 %     3.99 %     4.01 %     3.90 %     3.77 %
    Return on average assets(1)     1.75 %     0.96 %     1.42 %     1.40 %     1.15 %
    Return on average equity(1)     15.56 %     8.50 %     12.59 %     12.53 %     10.19 %
    Efficiency ratio     64.94 %     66.70 %     66.07 %     67.11 %     71.95 %
                         
    Balance Sheet:                    
    Total portfolio loans receivable, net deferred fees   $ 2,678,406     $ 2,630,163     $ 2,107,522     $ 2,021,588     $ 1,964,525  
    Total deposits     2,891,333       2,761,939       2,186,224       2,100,428       2,005,695  
    Total assets     3,349,805       3,206,911       2,560,788       2,438,583       2,324,238  
    Total stockholders’ equity     369,577       355,139       280,111       267,854       259,465  
    Total average portfolio loans receivable, net deferred fees     2,634,110       2,592,960       2,053,619       1,992,630       1,927,372  
    Total average deposits     2,768,284       2,611,994       2,091,294       2,010,736       1,957,559  
    Portfolio loans-to-deposit ratio (period-end balances)     92.64 %     95.23 %     96.40 %     96.25 %     97.95 %
    Portfolio loans-to-deposit ratio (average balances)     95.15 %     99.27 %     98.20 %     99.10 %     98.46 %
                         
    Asset Quality Ratios:                    
    Nonperforming assets to total assets     1.21 %     0.94 %     0.60 %     0.58 %     0.62 %
    Nonperforming loans to total loans     1.51 %     1.15 %     0.73 %     0.70 %     0.73 %
    Net charge-offs to average portfolio loans (1)     0.38 %     0.37 %     0.51 %     0.39 %     0.41 %
    Allowance for credit losses to total loans     1.81 %     1.85 %     1.51 %     1.53 %     1.49 %
    Allowance for credit losses to non-performing loans     119.73 %     160.88 %     206.50 %     219.40 %     204.37 %
                         
    Bank Capital Ratios:                    
    Total risk based capital ratio     13.00 %     12.79 %     13.76 %     14.51 %     14.36 %
    Tier-1 risk based capital ratio     11.75 %     11.54 %     12.50 %     13.25 %     13.10 %
    Leverage ratio     9.27 %     9.17 %     9.84 %     10.36 %     10.29 %
    Common Equity Tier-1 capital ratio     11.75 %     11.54 %     12.50 %     13.25 %     13.10 %
    Tangible common equity     8.66 %     9.31 %     9.12 %     9.53 %     9.66 %
    Holding Company Capital Ratios:                    
    Total risk based capital ratio     15.05 %     15.48 %     16.65 %     16.98 %     16.83 %
    Tier-1 risk based capital ratio     13.41 %     13.83 %     14.88 %     15.19 %     15.03 %
    Leverage ratio     10.68 %     11.07 %     11.85 %     11.93 %     11.87 %
    Common Equity Tier-1 capital ratio     13.33 %     13.74 %     14.78 %     15.08 %     14.92 %
    Tangible common equity     9.94 %     11.07 %     10.94 %     10.98 %     11.16 %

    _______________
    (1)   Annualized.
    (2)   Refer to Appendix for reconciliation of non-GAAP measures.

    HISTORICAL FINANCIAL HIGHLIGHTS – Unaudited (Continued)
        Quarter Ended
    (in thousands, except per share data)   March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
    Composition of Loans:                    
    Commercial real estate, non owner-occupied   $ 484,399     $ 471,329     $ 403,487     $ 397,080     $ 377,224  
    Commercial real estate, owner-occupied     420,643       440,026       351,462       319,370       330,840  
    Residential real estate     693,597       688,552       623,684       601,312       577,112  
    Construction real estate     343,280       321,252       301,909       294,489       290,016  
    Commercial and industrial     594,331       554,550       271,811       255,686       254,577  
    Lender finance     23,165       28,574       29,546       33,294       13,484  
    Business equity lines of credit     3,468       3,090       2,663       2,989       14,768  
    Credit card, net of reserve(2)     118,709       127,766       127,098       122,217       111,898  
    Other consumer loans     2,200       2,089       2,045       1,930       738  
    Portfolio loans receivable   $ 2,683,792     $ 2,637,228     $ 2,113,705     $ 2,028,367     $ 1,970,657  
    Deferred origination fees, net     (5,386 )     (7,065 )     (6,183 )     (6,779 )     (6,132 )
    Portfolio loans receivable, net   $ 2,678,406     $ 2,630,163     $ 2,107,522     $ 2,021,588     $ 1,964,525  
                         
    Composition of Deposits:                    
    Noninterest-bearing   $ 812,224     $ 810,928     $ 718,120     $ 684,574     $ 665,812  
    Interest-bearing demand     296,455       238,881       266,493       266,070       193,963  
    Savings     12,819       13,488       3,763       4,270       4,525  
    Money markets     912,418       816,708       686,526       672,455       678,435  
    Customer time deposits     549,630       548,901       358,300       317,911       302,319  
    Brokered time deposits     307,787       333,033       153,022       155,148       160,641  
    Total deposits   $ 2,891,333     $ 2,761,939     $ 2,186,224     $ 2,100,428     $ 2,005,695  
                         
    Capital Bank Home Loan Metrics:                    
    Origination of loans held for sale   $ 65,815     $ 89,998     $ 74,690     $ 82,363     $ 52,080  
    Mortgage loans sold     54,144       77,399       67,296       66,417       40,377  
    Gain on sale of loans     1,664       1,897       1,644       1,732       1,238  
    Purchase volume as a % of originations     90.73 %     90.42 %     90.98 %     96.48 %     97.83 %
    Gain on sale as a % of loans sold(3)     3.07 %     2.45 %     2.44 %     2.61 %     3.07 %
    Mortgage commissions   $ 545     $ 620     $ 598     $ 582     $ 490  
                         
    OpenSkyPortfolio Metrics:                    
    Open customer accounts     563,718       552,566       548,952       537,734       526,950  
    Secured credit card loans, gross   $ 81,252     $ 87,226     $ 89,641     $ 90,961     $ 85,663  
    Unsecured credit card loans, gross     38,987       42,430       39,730       33,560       28,508  
    Noninterest secured credit card deposits     168,796       166,355       170,750       173,499       171,771  

    _______________
    (3)   Credit card loans are presented net of reserve for interest and fees.
    (4)   Gain on sale percentage is calculated as gain on sale of loans divided by mortgage loans sold.

    Appendix

    Reconciliation of Non-GAAP Measures

    The Company has presented the following non-GAAP (U.S. Generally Accepted Accounting Principles) financial measures because it believes that these measures provide useful and comparative information to assess trends in the Company’s results of operations and financial condition. Presentation of these non-GAAP financial measures is consistent with how the Company evaluates its performance internally and these non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Company’s industry. Investors should recognize that the Company’s presentation of these non-GAAP financial measures might not be comparable to similarly-titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures and the Company strongly encourages a review of its condensed consolidated financial statements in their entirety.

    Core Earnings Metrics Quarter Ended
    (in thousands, except per share data) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Net Income $ 13,932     $ 7,533     $ 8,672     $ 8,205     $ 6,562  
    Add: Merger-Related Expenses, net of tax   964       2,151       557       62       538  
    Add: Non-recurring equity and debt investment write-down         2,620                    
    Add: IFH ACL Provision, net of tax         3,169                    
    Core Net Income $ 14,896     $ 15,473     $ 9,229     $ 8,267     $ 7,100  
                       
    Weighted Average Common Shares – Diluted   16,925       16,729       13,951       13,895       13,919  
    Earnings per Share – Diluted $ 0.82     $ 0.45     $ 0.62     $ 0.59     $ 0.47  
    Core Earnings per Share – Diluted $ 0.88     $ 0.92     $ 0.66     $ 0.59     $ 0.51  
                       
    Average Assets $ 3,221,964     $ 3,120,107     $ 2,437,870     $ 2,353,868     $ 2,299,234  
    Return on Average Assets(1)   1.75 %     0.96 %     1.42 %     1.40 %     1.15 %
    Core Return on Average Assets(1)   1.87 %     1.97 %     1.51 %     1.41 %     1.24 %
                       
    Average Equity $ 363,115     $ 352,537     $ 274,087     $ 263,425     $ 258,892  
    Return on Average Equity(1)   15.56 %     8.50 %     12.59 %     12.53 %     10.19 %
    Core Return on Average Equity(1)   16.64 %     17.46 %     13.40 %     12.62 %     11.03 %
                       
    Net Interest Income (a) $ 46,047     $ 44,327     $ 38,354     $ 37,057     $ 35,008  
    Noninterest Income   12,549       11,913       6,635       6,890       5,972  
    Total Revenue $ 58,596     $ 56,240     $ 44,989     $ 43,947     $ 40,980  
    Noninterest Expense $ 38,053     $ 37,514     $ 29,725     $ 29,493     $ 29,487  
    Efficiency Ratio(2)   64.9 %     66.7 %     66.1 %     67.1 %     72.0 %
                       
    Noninterest Income $ 12,549     $ 11,913     $ 6,635     $ 6,890     $ 5,972  
    Add: Non-recurring equity and debt investment write-down         2,620                    
    Core Fee Revenue (b) $ 12,549     $ 14,533     $ 6,635     $ 6,890     $ 5,972  
    Core Revenue (a) + (b) $ 58,596     $ 58,860     $ 44,989     $ 43,947     $ 40,980  
                       
    Noninterest Expense $ 38,053     $ 37,514     $ 29,725     $ 29,493     $ 29,487  
    Less: Merger-Related Expenses   1,266       2,615       520       83       712  
    Core Noninterest Expense $ 36,787     $ 34,899     $ 29,205     $ 29,410     $ 28,775  
    Core Efficiency Ratio(2)   62.8 %     59.3 %     64.9 %     66.9 %     70.2 %

    _______________
    (1)   Annualized.
    (2)   The efficiency ratio is calculated by dividing noninterest expense by total revenue (net interest income plus noninterest income).

    Commercial Bank Net Interest Margin Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Commercial Bank Net Interest Income $ 31,515     $ 28,812     $ 22,676     $ 21,223     $ 20,045  
    Average Interest Earning Assets   3,087,943       3,003,081       2,380,946       2,307,070       2,254,663  
    Less: Average Non-Commercial Bank Interest Earning Assets   128,278       133,401       129,906       119,801       116,197  
    Average Commercial Bank Interest Earning Assets $ 2,959,665     $ 2,869,680     $ 2,251,040     $ 2,187,269     $ 2,138,466  
    Commercial Bank Net Interest Margin   4.32 %     3.99 %     4.01 %     3.90 %     3.77 %
    Commercial Bank Portfolio Loans Receivable Yield Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Portfolio Loans Receivable Interest Income $ 58,453     $ 58,409     $ 49,886     $ 48,143     $ 45,908  
    Less: Credit Card Loan Income   14,148       15,022       15,137       15,205       14,457  
    Commercial Bank Portfolio Loans Receivable Interest Income $ 44,305     $ 43,387     $ 34,749     $ 32,938     $ 31,451  
    Average Portfolio Loans Receivable   2,634,110       2,592,960       2,053,619       1,992,630       1,927,372  
    Less: Average Credit Card Loans   118,723       120,993       119,458       111,288       110,483  
    Total Commercial Bank Average Portfolio Loans Receivable $ 2,515,387     $ 2,471,967     $ 1,934,161     $ 1,881,342     $ 1,816,889  
    Commercial Bank Portfolio Loans Receivable Yield   7.14 %     6.98 %     7.15 %     7.04 %     6.96 %
    Pre-tax, Pre-Provision Net Revenue (“PPNR”) Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Net Income $ 13,932   $ 7,533   $ 8,672   $ 8,205   $ 6,562
    Add: Income Tax Expense   4,365     3,243     2,827     2,728     2,062
    Add: Provision for Credit Losses   2,246     7,828     3,748     3,417     2,727
    Add: Provision for Credit Losses on Unfunded Commitments       122     17     104     142
    Pre-tax, Pre-Provision Net Revenue (“PPNR”) $ 20,543   $ 18,726   $ 15,264   $ 14,454   $ 11,493
    Core PPNR Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Net Income $ 13,932   $ 7,533   $ 8,672   $ 8,205   $ 6,562
    Add: Income Tax Expense   4,365     3,243     2,827     2,728     2,062
    Add: Provision for Credit Losses   2,246     7,828     3,748     3,417     2,727
    Add: Provision for Credit Losses on Unfunded Commitments       122     17     104     142
    Add: Merger-Related Expenses   1,266     2,615     520     83     712
    Add: Non-recurring equity and debt investment write-down       2,620            
    Core PPNR $ 21,809   $ 23,961   $ 15,784   $ 14,537   $ 12,205
    Allowance for Credit Losses to Total Portfolio Loans Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Allowance for Credit Losses $ 48,454     $ 48,652     $ 31,925     $ 30,832     $ 29,350  
    Total Portfolio Loans   2,678,406       2,630,163       2,107,522       2,021,588       1,964,525  
    Allowance for Credit Losses to Total Portfolio Loans   1.81 %     1.85 %     1.51 %     1.53 %     1.49 %
    Commercial Bank Allowance for Credit Losses to Commercial Bank Portfolio Loans Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Allowance for Credit Losses $ 48,454     $ 48,652     $ 31,925     $ 30,832     $ 29,350  
    Less: Credit Card Allowance for Credit Losses   5,905       6,402       7,339       6,768       5,991  
    Commercial Bank Allowance for Credit Losses   42,549       42,250       24,586       24,064       23,359  
    Total Portfolio Loans   2,678,406       2,630,163       2,107,522       2,021,588       1,964,525  
    Less: Gross Credit Card Loans   115,991       122,928       121,718       116,180       106,572  
    Commercial Bank Portfolio Loans   2,562,415       2,507,235       1,985,804       1,905,408       1,857,953  
    Commercial Bank Allowance for Credit Losses to Total Portfolio Loans   1.67 %     1.70 %     1.24 %     1.26 %     1.26 %
    Nonperforming Assets to Total Assets Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Total Nonperforming Assets $ 40,471     $ 30,241     $ 15,460     $ 14,053     $ 14,361  
    Total Assets   3,349,805       3,206,911       2,560,788       2,438,583       2,324,238  
    Nonperforming Assets to Total Assets   1.21 %     0.94 %     0.60 %     0.58 %     0.62 %
    Nonperforming Loans to Total Portfolio Loans Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Total Nonperforming Loans $ 40,471     $ 30,241     $ 15,460     $ 14,053     $ 14,361  
    Total Portfolio Loans   2,678,406       2,630,163       2,107,522       2,021,588       1,964,525  
    Nonperforming Loans to Total Portfolio Loans   1.51 %     1.15 %     0.73 %     0.70 %     0.73 %
    Net Charge-Offs to Average Portfolio Loans Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Total Net Charge-Offs $ 2,444     $ 2,427     $ 2,655     $ 1,935     $ 1,987  
    Total Average Portfolio Loans   2,634,110       2,592,960       2,053,619       1,992,630       1,927,372  
    Net Charge-Offs to Average Portfolio Loans, Annualized   0.38 %     0.37 %     0.51 %     0.39 %     0.41 %
    Tangible Book Value per Share Quarter Ended
    (in thousands, except share and per share data) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Total Stockholders’ Equity $ 369,577   $ 355,139   $ 280,111   $ 267,854   $ 259,465
    Less: Preferred Equity                  
    Less: Intangible Assets   39,641     36,943            
    Tangible Common Equity $ 329,936   $ 318,196   $ 280,111   $ 267,854   $ 259,465
    Period End Shares Outstanding   16,657,168     16,662,626     13,917,891     13,910,467     13,889,563
    Tangible Book Value per Share $ 19.81   $ 19.10   $ 20.13   $ 19.26   $ 18.68
    Return on Average Tangible Common Equity Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Net Income $ 13,932     $ 7,533     $ 8,672     $ 8,205     $ 6,562  
    Add: Intangible Amortization, Net of Tax   199       198                    
    Net Tangible Income $ 14,131     $ 7,731     $ 8,672     $ 8,205     $ 6,562  
    Average Equity   363,115       352,537       274,087       263,425       258,892  
    Less: Average Intangible Assets   36,896       22,890                    
    Net Average Tangible Common Equity $ 326,219     $ 329,647     $ 274,087     $ 263,425     $ 258,892  
    Return on Average Equity   15.56 %     8.50 %     12.59 %     12.53 %     10.19 %
    Return on Average Tangible Common Equity   17.57 %     9.33 %     12.59 %     12.53 %     10.19 %
    Core Return on Average Tangible Common Equity Quarter Ended
    (in thousands) March 31,
    2025
      December 31,
    2024
      September 30,
    2024
      June 30,
    2024
      March 31,
    2024
                       
    Net Income, as Adjusted $ 14,896     $ 15,473     $ 9,229     $ 8,267     $ 7,100  
    Add: Intangible Amortization, Net of Tax   199       198                    
    Core Net Tangible Income $ 15,095     $ 15,671     $ 9,229     $ 8,267     $ 7,100  
    Core Return on Average Tangible Common Equity   18.77 %     18.91 %     13.40 %     12.62 %     11.03 %

    ABOUT CAPITAL BANCORP, INC.
    Capital Bancorp, Inc., Rockville, Maryland is a registered bank holding company incorporated under the laws of Maryland. Capital Bancorp has been providing financial services since 1999 and now operates bank branches in four locations in the Washington, D.C., Baltimore, other Maryland markets, one bank branch in Fort Lauderdale, Florida, one bank branch in Chicago, Illinois and one bank branch in Raleigh, North Carolina. Capital Bancorp had assets of approximately $3.3 billion at March 31, 2025 and its common stock is traded in the NASDAQ Global Market under the symbol “CBNK.” More information can be found at the Company’s website www.CapitalBankMD.com under its investor relations page.

    FORWARD-LOOKING STATEMENTS
    This earnings release contains forward-looking statements. These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. Any statements about our management’s expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as “anticipate,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “optimistic,” “intends” and similar words or phrases. Any or all of the forward-looking statements in this earnings release may turn out to be inaccurate. The inclusion of forward-looking information in this earnings release should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Our actual results could differ materially from those anticipated in such forward-looking statements.  Accordingly, we caution you that any such forward-looking statements are not a guarantee of future performance and that actual results may prove to be materially different from the results expressed or implied by the forward-looking statements due to a number of factors. For details on some of the factors that could affect these expectations, see risk factors and other cautionary language included in the Company’s Annual Report on Form 10-K and other periodic and current reports filed with the Securities and Exchange Commission.

    While there is no assurance that any list of risks and uncertainties or risk factors is complete, below are certain factors which could cause actual results to differ materially from those contained or implied in the forward-looking statements: changes in general economic, political, or industry conditions; geopolitical concerns, including the ongoing wars in Ukraine and in the Middle East; uncertainty in U.S. fiscal and monetary policy, including the interest rate policies of the Board of Governors of the Federal Reserve System; inflation/deflation, interest rate, market, and monetary fluctuations; volatility and disruptions in global capital and credit markets; competitive pressures on product pricing and services; success, impact, and timing of our business strategies, including market acceptance of any new products or services; the impact of changes in financial services policies, laws, and regulations, including those concerning taxes, banking, securities, and insurance, and the application thereof by regulatory bodies; cybersecurity threats and the cost of defending against them, including the costs of compliance with potential legislation to combat cybersecurity at a state, national, or global level; climate change, including any enhanced regulatory, compliance, credit and reputational risks and costs; the expected cost savings, synergies and other financial benefits from the acquisition of IFH or any other acquisition the Company has made or may make might not be realized within the expected time frames or at all; the effect of acquisitions we have made or may make, including, without limitation, the failure to achieve the expected revenue growth and/or expense savings from such acquisitions, and/or the failure to effectively integrate an acquisition target into our operations; and other factors that may affect our future results.

    These forward-looking statements are made as of the date of this communication, and the Company does not intend, and assumes no obligation, to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by law.

    FINANCIAL CONTACT: Dominic Canuso (301) 468-8848 x1403

    MEDIA CONTACT: Ed Barry (240) 283-1912

    WEB SITE: www.CapitalBankMD.com

    The MIL Network

  • MIL-OSI: Vesicor Therapeutics, Inc. and Black Hawk Acquisition Corporation Enter into a Business Combination Agreement to Create a Biotechnology Company Advancing p53-based Cancer Therapeutics Delivered Via Microvesicles

    Source: GlobeNewswire (MIL-OSI)

    • Transaction Values Vesicor at a Pre-money Equity Value of $70 million
    • Business Combination is Expected to be Completed in the Fourth Quarter of 2025

    DANVILLE, Calif., April 28, 2025 (GLOBE NEWSWIRE) — Black Hawk Acquisition Corp. (Nasdaq: BKHAU, BKHA, BKHAR), a special purpose acquisition company, (“Black Hawk”) announced the signing of a Business Combination Agreement (“BCA”) on April 26, 2025, with Vesicor Therapeutics, Inc. (“Vesicor”, “Vesicor Therapeutics” or “the Company”), a California-based early development stage biotechnology corporation focused on the development of p53-based cancer therapeutics delivered via precision-engineered microvesicles.

    Vesicor Overview

    Vesicor was founded in 2008 in San Gabriel, California by Luo Feng, Ph.D. The Company is an early development stage biotechnology company focused on the development of p53-based cancer therapeutics delivered via precision-engineered microvesicles.

    The Company’s first product candidate is ecm-RV/p53. This is a genetically engineered cellular microvesicle (“ecm”) non-viral nanoparticle RNA vesicle (“RV”) that is loaded with in vitro transcribed p53 mRNA. Although Vesicor’s ecm-RV/p53 drug candidate is unapproved for use in Japan and the United States, it has been administered to multiple patients in Tokyo, Japan since 2018 under the Japan Medical Practitioner’s Act, also known as Advanced Medical Care B. This mechanism allows unapproved drugs to be used under a physician’s discretion. The Company’s drug candidate has been used in multiple patients with advanced breast, pancreatic, prostate, lung and colorectal cancer. Vesicor believes that its ecm-RV/p53 drug candidate has broad therapeutic potential across a range of solid tumors. The Company intends to begin preclinical testing in the U.S., submit an investigational new drug (“IND”) application to the FDA and then to begin clinical trials, which efforts are expected to commence in 2026.

    Mr. Kent Kaufman, Chief Executive Officer of Black Hawk, stated: “Our aim is to identify a company with solid potential to disrupt an entire industry, a talented and credentialed executive team with a proven track record, and good prospects for future growth. We believe that we have found these qualities in Vesicor. We look forward to completing this transaction and working with Vesicor’s management team to help them thrive as a public company while they continue to grow.”

    “Our mission is to transform the lives of cancer patients and their families. We are focused on completing preclinical testing in the United States, submitting our IND to the FDA and beginning Phase 1 clinical trials,” stated Luo Feng, Ph.D., Founder and Chief Executive Officer of Vesicor Therapeutics.

    “We are excited to partner with Kent and the rest of the Black Hawk team to bring Vesicor to the public markets. We believe that this transaction, if completed, will help facilitate access to the capital markets and will accelerate the validation and deployment of our ecm-RV/p53 drug candidate,” stated Oded Levy, Board Director of Vesicor Therapeutics.

    Key Transaction Terms

    Under the terms of the BCA, Black Hawk’s wholly-owned subsidiary, BH Merger Sub, Inc., will merge with Vesicor, resulting in Vesicor being the wholly owned subsidiary of Black Hawk, who will continue to be the listed company on the Nasdaq Stock Market and change its name to Vesicor Therapeutics (the “Business Combination” and the transactions in connection with the Business Combination collectively, the “Transaction”). At the effective time of the Transaction, Vesicor’s shareholders and management will receive the right to receive a number of shares of Black Hawk’s common stock equal to the consideration ratio as further specified in the BCA. The shares held by certain Vesicor’s shareholders will be subject to lock-up agreements for a period of six (6) months following the closing of the Transaction, subject to certain exceptions.

    The Transaction values Vesicor at a pre-money equity value of $70 million. Existing Vesicor shareholders and management will not receive any cash proceeds as part of the transaction and will roll over 100% of their equity into the combined company.

    The Transaction, which has been approved unanimously by the boards of directors of both Black Hawk and Vesicor, is subject to regulatory approvals, the approvals by the shareholders of Black Hawk and Vesicor, respectively, and the satisfaction of certain other customary closing conditions, including, among others, a Form S-4 registration statement under the Securities Act of 1933, of which the proxy statement/prospectus forms a part, being declared effective by the U.S. Securities and Exchange Commission (the “SEC”), and the approval by Nasdaq of the listing application of the combined company. The Business Combination is expected to be completed by the fourth quarter of 2025.

    The description of the Business Combination contained herein is only a summary and is qualified in its entirety by reference to the Business Combination Agreement relating to the Business Combination and attachments thereto. A more detailed description of the Transaction and a copy of the Business Combination Agreement will be included in a Current Report on Form 8-K to be filed by Black Hawk with the SEC and will be available on the SEC’s website at www.sec.gov.

    Advisors

    Celine & Partners, P.L.L.C. and Ogier Global (Cayman) Limited are serving as legal advisors to Black Hawk. PW Richter PLC is serving as a legal advisor to Vesicor.

    About Black Hawk Acquisition Corporation

    Black Hawk Acquisition Corporation is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses.

    Participants in the Solicitation

    Black Hawk Acquisition Corporation, and its respective directors, executive officers, employees and other persons may be deemed to be participants in the solicitation of proxies from the holders of Black Hawk’s common stock in respect of the proposed Transaction. Information about Black Hawk’s directors, executive officers and their ownership of Black Hawk’s common stock is currently set forth in Black Hawk’s prospectus related to its initial public offering dated March 22, 2024, as modified or supplemented by any Form 10-K, Form 3 or Form 4 filed with the SEC since the date of such filing. Other information regarding the interests of the participants in the proxy solicitation will be included in a registration statement on Form S-4 (as may be amended from time to time) that will include a proxy statement and a registration statement/preliminary prospectus (the “Registration Statement”) pertaining to the proposed Transaction when it becomes available. These documents can be obtained free of charge from the sources indicated below.

    No Offer or Solicitation

    This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Transaction and does not constitute an offer to sell or the solicitation of an offer to buy any securities of Black Hawk 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 offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.

    Important Information about the Proposed Business Combination and Where to Find It

    In connection with the Transaction, Black Hawk will file relevant materials with the SEC, including the Registration Statement. Promptly after the Registration Statement is declared effective, the proxy statement/prospectus will be sent to all Black Hawk shareholders entitled to vote at the special meeting relating to the Transaction. Before making any voting decision, securities holders of Black Hawk are urged to read the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC in connection with the Transaction as they become available because they will contain important information about the Transaction and the parties to the Transaction.

    Contacts/Information. Stockholders will also be able to obtain copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, and other documents filed or that will be filed with the SEC through Black Hawk through the website maintained by the SEC at www.sec.gov, or by directing a request to the contacts mentioned below.

    Black Hawk Acquisition Corporation
    Kent Louis Kaufman
    Chief Executive Officer and Chairman
    kent@bhspac.com
    Tel: +1(915) 217-4482

    Vesicor Therapeutics, Inc.
    Luo Feng, Ph.D.
    Chief Executive Officer and Founder
    lfeng@vesicor.com

    Forward-Looking Statements.

    This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The Black Hawk’s and Vesicor’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “might” and “continues,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Black Hawk’s and Vesicor’s expectations with respect to future performance and anticipated financial impacts of the Business Combination, the satisfaction of the closing conditions to the Business Combination and the timing of the completion of the Business Combination. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from expected results. Most of these factors are outside the control of the Black Hawk, Vesicor and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Business Combination Agreement relating to the proposed Business Combination; (2) the outcome of any legal proceedings that may be instituted against the Black Hawk or Vesicor following the announcement of the Business Combination Agreement and the transactions contemplated therein; (3) the inability to complete the Business Combination, including due to failure to obtain approval of the shareholders of the Black Hawk or other conditions to closing in the Business Combination Agreement; (4) delays in obtaining or the inability to obtain necessary regulatory approvals required to complete the transactions contemplated by the Business Combination Agreement; (5) the occurrence of any event, change or other circumstance that could give rise to the termination of the Business Combination Agreement or could otherwise cause the transaction to fail to close; (6) the inability to obtain or maintain the listing of the post-acquisition company’s ordinary shares on Nasdaq following the Business Combination; (7) the risk that the Business Combination disrupts current plans and operations as a result of the announcement and consummation of the Business Combination; (8) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably and retain its key employees; (9) costs related to the Business Combination; (10) changes in applicable laws or regulations; (11) the possibility that Vesicor or the combined company, i.e., PubCo, may be adversely affected by other economic, business, and/or competitive factors; and (12) other risks and uncertainties to be identified in the Registration Statement filed by PubCo (when available) relating to the Business Combination, including those under “Risk Factors” therein, and in other filings with the SEC made by the Black Hawk and Vesicor. Black Hawk and Vesicor caution that the foregoing list of factors is not exclusive. Black Hawk and Vesicor caution readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Neither Black Hawk nor Vesicor undertakes or accepts any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based, subject to applicable law. The information contained in any website referenced herein is not, and shall not be deemed to be, part of or incorporated into this press release.

    The MIL Network

  • MIL-OSI USA: Nevada Printer and Mailer Pleads Guilty to Participating in Elder Fraud Scheme

    Source: US State of North Dakota

    A Nevada woman pleaded guilty today for engaging in a prize notice fraud scheme that defrauded thousands of consumers, many of whom were elderly, across the United States and abroad. Barbara Trickle, 80, of Las Vegas, pleaded guilty to conspiracy to commit mail and wire fraud.

    According to the indictment, Trickle and her co-conspirators prepared and mailed millions of fraudulent prize notices that led their victims to believe that they had been individually selected to receive a large cash prize and would receive their prize if they paid a $20 to $50 fee. In reality, no victim ever received a large cash prize from Trickle or her co-conspirators. Instead, victims received a “report” describing sweepstakes opportunities or a trinket of minimal value. After victims responded to one fraudulent prize notice mailing, Trickle and her co-conspirators inundated them with additional fraudulent mailings. Trickle and her co-conspirators used the scheme to steal more than $15 million from victims.

    The fraud scheme operated from 2012 to February 2018, when the U.S. Postal Inspection Service (USPIS) executed multiple search warrants and the Justice Department obtained a court order shutting down the fraudulent mail operation. Trickle was the owner and operator of a printing and mailing business that produced the fraudulent prize notice mailings for the scheme. Trickle supervised the lasering, printing, and mailing of the fraudulent mailings.

    “The Department of Justice’s Consumer Protection Branch is committed to protecting elderly consumers from fraudulent mass-mailing schemes,” said Acting Assistant Attorney General Yaakov Roth of the Justice Department’s Civil Division. “We are grateful to the Postal Inspection Service for their thorough investigation in this matter.”

    “The defendant and her co-conspirators used the promise of sweepstakes winnings to defraud the most vulnerable members in our communities,” said Inspector in Charge Eric Shen of the  U.S. Postal Inspection Service Criminal Investigations Group. “The U.S. Postal Inspection Service will continue to aggressively investigate mass-mailing schemes and other types of fraud to protect older Americans from financial exploitation and bring criminals to justice.”

    The USPIS conducted the investigation.

    Trial Attorneys Carolyn Rice and Charles Dunn of the Civil Division’s Consumer Protection Branch prosecuted the case, with substantial assistance from the U.S. Attorney’s Office for the District of Nevada.

    The department urges individuals to be on the lookout for fraudulent lottery, prize notification, sweepstakes, and psychic scams. If you receive a phone call, letter or email promising a large prize in exchange for a fee, do not respond. Fraudsters often will use official-sounding names or the names of real lotteries or sweepstakes or pretend to be a government agent purportedly helping to secure a prize.

    If you or someone you know is age 60 or older and has been a victim of financial fraud, help is standing by at the National Elder Fraud Hotline: 1-833-FRAUD-11 (1-833-372-8311). This U.S. Department of Justice hotline, managed by the Office for Victims of Crime, is staffed by experienced professionals who provide personalized support to callers by assessing the needs of the victim and identifying relevant next steps. Case managers will identify appropriate reporting agencies, provide information to callers to assist them in reporting, connect callers directly with appropriate agencies, and provide resources and referrals, on a case-by-case basis. Reporting is the first step. Reporting can help authorities identify those who commit fraud and reporting certain financial losses due to fraud as soon as possible can increase the likelihood of recovering losses. The hotline is open Monday through Friday from 10:00 a.m. to 6:00 p.m. ET. English, Spanish, and other languages are available.

    More information about the department’s efforts to help American seniors is available at its Elder Justice Initiative webpage. For more information about the Consumer Protection Branch and its enforcement efforts, visit its website at www.justice.gov/civil/consumer-protection-branch. Elder fraud complaints may be filed with the FTC at https://reportfraud.ftc.gov/  or at 877-FTC-HELP. The Department of Justice provides a variety of resources relating to elder fraud victimization through its Office for Victims of Crime, which can be reached at www.ovc.gov.

    MIL OSI USA News

  • MIL-OSI Security: Nevada Printer and Mailer Pleads Guilty to Participating in Elder Fraud Scheme

    Source: United States Attorneys General

    A Nevada woman pleaded guilty today for engaging in a prize notice fraud scheme that defrauded thousands of consumers, many of whom were elderly, across the United States and abroad. Barbara Trickle, 80, of Las Vegas, pleaded guilty to conspiracy to commit mail and wire fraud.

    According to the indictment, Trickle and her co-conspirators prepared and mailed millions of fraudulent prize notices that led their victims to believe that they had been individually selected to receive a large cash prize and would receive their prize if they paid a $20 to $50 fee. In reality, no victim ever received a large cash prize from Trickle or her co-conspirators. Instead, victims received a “report” describing sweepstakes opportunities or a trinket of minimal value. After victims responded to one fraudulent prize notice mailing, Trickle and her co-conspirators inundated them with additional fraudulent mailings. Trickle and her co-conspirators used the scheme to steal more than $15 million from victims.

    The fraud scheme operated from 2012 to February 2018, when the U.S. Postal Inspection Service (USPIS) executed multiple search warrants and the Justice Department obtained a court order shutting down the fraudulent mail operation. Trickle was the owner and operator of a printing and mailing business that produced the fraudulent prize notice mailings for the scheme. Trickle supervised the lasering, printing, and mailing of the fraudulent mailings.

    “The Department of Justice’s Consumer Protection Branch is committed to protecting elderly consumers from fraudulent mass-mailing schemes,” said Acting Assistant Attorney General Yaakov Roth of the Justice Department’s Civil Division. “We are grateful to the Postal Inspection Service for their thorough investigation in this matter.”

    “The defendant and her co-conspirators used the promise of sweepstakes winnings to defraud the most vulnerable members in our communities,” said Inspector in Charge Eric Shen of the  U.S. Postal Inspection Service Criminal Investigations Group. “The U.S. Postal Inspection Service will continue to aggressively investigate mass-mailing schemes and other types of fraud to protect older Americans from financial exploitation and bring criminals to justice.”

    The USPIS conducted the investigation.

    Trial Attorneys Carolyn Rice and Charles Dunn of the Civil Division’s Consumer Protection Branch prosecuted the case, with substantial assistance from the U.S. Attorney’s Office for the District of Nevada.

    The department urges individuals to be on the lookout for fraudulent lottery, prize notification, sweepstakes, and psychic scams. If you receive a phone call, letter or email promising a large prize in exchange for a fee, do not respond. Fraudsters often will use official-sounding names or the names of real lotteries or sweepstakes or pretend to be a government agent purportedly helping to secure a prize.

    If you or someone you know is age 60 or older and has been a victim of financial fraud, help is standing by at the National Elder Fraud Hotline: 1-833-FRAUD-11 (1-833-372-8311). This U.S. Department of Justice hotline, managed by the Office for Victims of Crime, is staffed by experienced professionals who provide personalized support to callers by assessing the needs of the victim and identifying relevant next steps. Case managers will identify appropriate reporting agencies, provide information to callers to assist them in reporting, connect callers directly with appropriate agencies, and provide resources and referrals, on a case-by-case basis. Reporting is the first step. Reporting can help authorities identify those who commit fraud and reporting certain financial losses due to fraud as soon as possible can increase the likelihood of recovering losses. The hotline is open Monday through Friday from 10:00 a.m. to 6:00 p.m. ET. English, Spanish, and other languages are available.

    More information about the department’s efforts to help American seniors is available at its Elder Justice Initiative webpage. For more information about the Consumer Protection Branch and its enforcement efforts, visit its website at www.justice.gov/civil/consumer-protection-branch. Elder fraud complaints may be filed with the FTC at https://reportfraud.ftc.gov/  or at 877-FTC-HELP. The Department of Justice provides a variety of resources relating to elder fraud victimization through its Office for Victims of Crime, which can be reached at www.ovc.gov.

    MIL Security OSI

  • MIL-OSI USA: Senator Mullin Speaks to Edmond Chamber of Commerce, Holds Q&A

    US Senate News:

    Source: United States Senator MarkWayne Mullin (R-Oklahoma)
    Washington, D.C. – Last week, U.S. Senator Markwayne Mullin (R-OK) spoke with the Edmond Chamber of Commerce on a range of topics including the importance of business owners being involved in their communities and President Trump standing up to the rest of the world in defense of the American worker. Highlights of the Senator’s remarks to the Chamber are below.

    On the importance of business owners being involved in the community:
    “It’s important because nothing affects your business more than state and federal government. Nothing. Dealing with mandates and regulations absolutely destroys your company. And no one is going to know it’s actually hurting you if you’re not in a position to tell the story. No one is going to know to fight for you, for that particular issue, unless you’re in that position to actually be able to say what is going on.”
    On President Trump standing up for the American worker: 
    “When the President was campaigning, he made this a focal point. We knew what was going to happen. The President was very very clear. He’s not as concerned about today’s workforce as he is about tomorrow’s. He says this is a generational issue that at some point if we don’t resolve it, it’s going to destroy our economy. And the trillions of dollars that have been sucked out of the United States and has built these other countries, they’re going to become the wealthy countries and we’re going to have to be taking money from them to help us out of our recession that’s going to last permanently until we learn to remanufacture, and at that point they won’t need us, and so they won’t be wanting to do trade deals with us. And so, the President was looking way down the road, like most business owners.”
    “Someone at some point had to take the bullet. At some point this was coming to a head. And thank goodness President Trump was willing to do it.

    MIL OSI USA News

  • MIL-OSI USA: Congressman Deluzio Helps Unfreeze $400,000 Federal Grant for Local Energy Efficiency Projects

    Source: US Congressman Chris Deluzio (PA)

    Unfrozen Funds From the U.S. Department of Energy Will Help Lower Utility Costs for Low-Income Western Pennsylvanians

    CARNEGIE, PA — Today, Congressman Chris Deluzio (PA-17) celebrated that with his office’s assistance, the U.S. Department of Energy has unfrozen $400,000 in funding to Energy Efficiency Empowerment (E3)— a fiscally-sponsored project of local nonprofit New Sun Rising. E3 helps to retrofit existing buildings in low-income communities to make them more energy efficient.

    The organization had received the first round of funding from the Building Upgrade Prize grant in October of 2023, and was able to complete nine neighborhood improvement projects in partnership with local nonprofit developers. In January of 2025, as they were expecting to receive the second round of funding, E3 lost all communication from the Department of Energy’s Building Technologies Office—the program had been paused without justification. Following outreach from Congressman Deluzio’s office, the money is now unfrozen and is available to the nonprofit to continue implementation of the 25 home energy efficiency projects for which the grant was intended.

    “The high cost of living is making the American Dream seem more and more unrealistic for folks, and utility costs are a big part of that. This funding is estimated to help lower utility costs by $500 per year for many Western Pennsylvanians—that’s real money back to help make life better,” said Congressman Deluzio. “I’m proud that our work to unfreeze this grant was a success, but this funding never should have been frozen in the first place. I’m concerned that the Department of Energy has removed some key pages about this grant program from their website, making it hard for organizations to plan. I’m urging the Administration to fully restore this program and keep these resources flowing to help lower utility costs for people feeling squeezed by rising costs.”

    “We sincerely thank Congressman Deluzio and his office for their steadfast advocacy in helping to secure the release of frozen federal funds,” said Lucy de Barbaro, E3 Director. “We are also deeply grateful to the many lawyers and organizations who swiftly mobilized and worked tirelessly to challenge the funding freezes in courts. In particular, we are thankful for the invaluable insight and groundwork provided by Lawyers for Good Government and the Environmental Protection Network. Fair Shake Environmental Legal Services, with financial backing from the Heinz Endowments, started legal action on our behalf, and we are proud to acknowledge their role in this victory. While the future of the full Buildings Upgrade Prize program—originally planned to run from 2023 to 2028—remains uncertain, we are thrilled to continue our mission of advancing energy efficiency and long-term housing affordability for another year.” 

    The Department of Energy’s “Buildings Up Prize,” administered by the National Renewable Energy Laboratory (NREL), is designed to support innovative approaches to retrofitting buildings, to include high performance technologies.  

    The Trump Administration’s efforts to freeze funding and pause federal grants has created significant uncertainty for grantees, varying by agency and program. As of now, the courts have paused many of these freezes. However, Congressman Deluzio’s office will continue to monitor these developments and fight to make sure this congressionally-authorized funding will keep flowing to projects that make life better for Western Pennsylvanians. If you are the recipient of a federal grant and have been notified that this funding is no longer available to you or are experiencing other issues accessing your lawfully appropriated funds, please share your concerns with Congressman Deluzio’s office at PA17Grants@mail.house.gov.   

    ###

    MIL OSI USA News

  • MIL-OSI United Kingdom: Sex offenders to be stripped of refugee protections

    Source: United Kingdom – Executive Government & Departments

    News story

    Sex offenders to be stripped of refugee protections

    Foreign nationals who commit sex offences will be excluded from asylum protections in the UK as part of the Border Security, Asylum and Immigration Bill.

    Tougher border security measures will keep British streets safer, with foreign sex offenders to be excluded from refugee protections as the government announces new measures to slash the asylum backlog and strengthen border security through the Plan for Change. 

    At present, the Refugee Convention entitles countries to refuse asylum to terrorists, war criminals and individuals convicted of a ‘particularly serious crime’ who present a danger to the community – defined in the UK as an offence carrying a sentence of 12 months or more.

    For the first time, any conviction of a crime that qualifies a foreign national for the sex offenders register will lead to them being denied refugee status, toughening our approach to border security through stricter enforcement of the rules.

    The law change, which will be introduced through a new amendment to the Border Security, Asylum and Immigration Bill, also marks a further step in the government’s landmark mission to halve violence against women and girls in a decade, making Britain’s streets safer and sending a clear message that sexual offences will be treated with the seriousness they deserve. 

    The new law comes alongside stronger measures to cut the asylum backlog and save taxpayer money, by giving the tribunals a new target to reduce the time they take to consider appeals from asylum seekers in accommodation, as well as rolling out artificial intelligence (AI) across asylum processing to speed up decision making.

    Under the new measures, the first-tier Tribunal Immigration and Asylum Chamber will have a new 24-week target to decide appeals brought by those receiving accommodation support, or who are foreign offenders. This will help stop lengthy legal battles, moving failed asylum seekers out of hotels faster and removing those with no right to be in the country. 

    The bill will also introduce tougher measures to weed out people who pose as immigration lawyers or advisers, by offering ‘advice’ to migrants on how to claim asylum in the UK and lodge fraudulent claims. The Immigration Advice Authority (IAA) will get expanded powers to hit these crooks with fines of up to £15,000.

    Major progress has already been made in fixing the foundations of the asylum system under the new government, with the return of more than 24,000 people with no right to be in the UK in the first 9 months after the election, including a 16% increase in removals of foreign criminals, and asylum decision-making up 52% in the last 3 months of 2024.

    Home Secretary Yvette Cooper said: 

    We are restoring order to a broken asylum system that has been mired in delay and dysfunction for far too long, and we are strengthening our system to make sure that the rules are respected and enforced.

    Sex offenders who pose a risk to the community should not be allowed to benefit from refugee protections in the UK. We are strengthening the law to ensure these appalling crimes are taken seriously.

    Nor should asylum seekers be stuck in hotels at the taxpayers’ expense during lengthy legal battles. That is why we are changing the law to help clear the backlog, end the use of asylum hotels and save billions of pounds for the taxpayer. 

    This is part of our Plan for Change to strengthen our borders, make our streets safer and restore order to the broken system the last government left behind.

    Safeguarding and Violence Against Women and Girls Minister Jess Philips said:

    We are determined to achieve our mission of halving violence against women and girls in a decade.

    That’s exactly why we are taking action to ensure there are robust safeguards across the system, including by clamping down on foreign criminals who commit heinous crimes like sex offences.

    It is right we ensure that convicted, registered sex offenders are not entitled to refugee status, as part of our work to see these awful crimes treated with the seriousness they deserve and perpetrators held to account.

    Alongside these measures, AI will be deployed to support caseworkers to make swifter decisions on asylum claims – preventing asylum seekers from being stuck in limbo at the taxpayers’ expense, delivering quicker answers to those in need and removal of those with no right to be here. 

    Caseworkers will use AI to speed up access to the relevant country advice, and summarise lengthy interview transcripts, streamlining asylum processing without compromising on the quality of human decisions. The tech could save decision makers up to an hour per case.  

    As announced last month, alongside these critical measures to reform the asylum system, the government will also table an amendment to the bill which requires companies hiring people in the gig economy to carry out checks confirming that anyone working in their name is eligible to work in the UK, bringing them in line with other employers.

    These vital checks confirm someone’s immigration status and allow them to legally work in the UK, meaning that for the very first time, employment checks will be extended to cover businesses hiring gig economy and zero-hours workers in sectors like construction, food delivery, beauty salons and courier services. 

    In addition to these measures, the landmark Border Security, Asylum and Immigration Bill will empower law enforcement to intervene faster and more effectively, using counterterror-style powers to disrupt the people-smuggling gangs and placing restrictions on foreign offenders living in the community, including mandatory electronic tags, strict night-time curfews and enforced exclusion zones while awaiting removal. 

    Further background

    The measures are to be tabled ahead of report stage of the landmark Border Security, Asylum and Immigration Bill in the House of Commons. 

    Foreign sex offenders

    Under the UK Borders Act 2007, a deportation order must be made where a foreign national has been convicted of an offence and received a custodial sentence of at least 12 months. This is subject to several exceptions, including where it would breach UK’s obligations under the Refugee Convention.

    However, the Refugee Convention allows protection to be denied to those who, having been convicted of a ‘particularly serious crime’, constitute a danger to the community in the UK. The proposed amendment will create a presumption that individuals convicted of sexual offences making them subject to notification requirements will be denied this protection. This does not alter the long-standing principle that all claims must be considered on a case-by-case basis, to ensure they meet the criteria regarding the seriousness of the crime, and the danger posed to the community

    Supported accommodation and foreign national offender appeals

    Under the new proposals, the first-tier Tribunal of the Immigration and Asylum Chamber will be required to determine an asylum appeal lodged by a person receiving accommodation support, or from a non-detained foreign national offender within 24 weeks where it is reasonably practicable to do so. The latest published statistics show appeals to the tribunal take on average nearly 50 weeks to process.

    Currently, there is no set timeframe for the courts to consider these cases. Speeding up these appeals will help keep people moving through the asylum system rather than get stuck in accommodation at a cost to the taxpayer and speed up foreign offender deportations. This will assist with ending the use of hotels as asylum accommodation and facilitate swifter deportations.

    Just last month (March 2025), the government also announced more funding to boost the number of days the first-tier and upper-tier tribunals (of the Immigration and Asylum Chamber) can sit at near maximum capacity, helping to speed up decision-making and keep the system moving. 

    Immigration advice

    Providing immigration advice without being registered with the IAA or a recognised legal regulatory body is a criminal offence which can lead to jail time, and the new amendments to the Border Security, Asylum and Immigration Bill will give the IAA stronger powers to pursue those who breach those rules.

    The IAA is the only regulatory watchdog that can investigate and prosecute those pretending to be immigration lawyers or qualified advisers without any authority to do so. These sham lawyers could be acting as middlemen for those trying to abuse the immigration system in a bid to stay in the UK or trying to cash in on people’s desperation providing poor quality or outright fraudulent immigration advice. 

    Illegal working

    The government previously announced it will strengthen illegal working checks in a new amendment as set out on GOV.UK.

    On wider government AI work

    This new tool follows the Prime Minister setting out that he will ‘push forward with the digitisation of government services’ to find £45 billion worth of productivity savings, as the Department for Science, Innovation and Technology sets out how it will put AI and technology to work across public services.

    Updates to this page

    Published 28 April 2025

    MIL OSI United Kingdom

  • MIL-OSI Security: Security News: Nevada Printer and Mailer Pleads Guilty to Participating in Elder Fraud Scheme

    Source: United States Department of Justice 2

    A Nevada woman pleaded guilty today for engaging in a prize notice fraud scheme that defrauded thousands of consumers, many of whom were elderly, across the United States and abroad. Barbara Trickle, 80, of Las Vegas, pleaded guilty to conspiracy to commit mail and wire fraud.

    According to the indictment, Trickle and her co-conspirators prepared and mailed millions of fraudulent prize notices that led their victims to believe that they had been individually selected to receive a large cash prize and would receive their prize if they paid a $20 to $50 fee. In reality, no victim ever received a large cash prize from Trickle or her co-conspirators. Instead, victims received a “report” describing sweepstakes opportunities or a trinket of minimal value. After victims responded to one fraudulent prize notice mailing, Trickle and her co-conspirators inundated them with additional fraudulent mailings. Trickle and her co-conspirators used the scheme to steal more than $15 million from victims.

    The fraud scheme operated from 2012 to February 2018, when the U.S. Postal Inspection Service (USPIS) executed multiple search warrants and the Justice Department obtained a court order shutting down the fraudulent mail operation. Trickle was the owner and operator of a printing and mailing business that produced the fraudulent prize notice mailings for the scheme. Trickle supervised the lasering, printing, and mailing of the fraudulent mailings.

    “The Department of Justice’s Consumer Protection Branch is committed to protecting elderly consumers from fraudulent mass-mailing schemes,” said Acting Assistant Attorney General Yaakov Roth of the Justice Department’s Civil Division. “We are grateful to the Postal Inspection Service for their thorough investigation in this matter.”

    “The defendant and her co-conspirators used the promise of sweepstakes winnings to defraud the most vulnerable members in our communities,” said Inspector in Charge Eric Shen of the  U.S. Postal Inspection Service Criminal Investigations Group. “The U.S. Postal Inspection Service will continue to aggressively investigate mass-mailing schemes and other types of fraud to protect older Americans from financial exploitation and bring criminals to justice.”

    The USPIS conducted the investigation.

    Trial Attorneys Carolyn Rice and Charles Dunn of the Civil Division’s Consumer Protection Branch prosecuted the case, with substantial assistance from the U.S. Attorney’s Office for the District of Nevada.

    The department urges individuals to be on the lookout for fraudulent lottery, prize notification, sweepstakes, and psychic scams. If you receive a phone call, letter or email promising a large prize in exchange for a fee, do not respond. Fraudsters often will use official-sounding names or the names of real lotteries or sweepstakes or pretend to be a government agent purportedly helping to secure a prize.

    If you or someone you know is age 60 or older and has been a victim of financial fraud, help is standing by at the National Elder Fraud Hotline: 1-833-FRAUD-11 (1-833-372-8311). This U.S. Department of Justice hotline, managed by the Office for Victims of Crime, is staffed by experienced professionals who provide personalized support to callers by assessing the needs of the victim and identifying relevant next steps. Case managers will identify appropriate reporting agencies, provide information to callers to assist them in reporting, connect callers directly with appropriate agencies, and provide resources and referrals, on a case-by-case basis. Reporting is the first step. Reporting can help authorities identify those who commit fraud and reporting certain financial losses due to fraud as soon as possible can increase the likelihood of recovering losses. The hotline is open Monday through Friday from 10:00 a.m. to 6:00 p.m. ET. English, Spanish, and other languages are available.

    More information about the department’s efforts to help American seniors is available at its Elder Justice Initiative webpage. For more information about the Consumer Protection Branch and its enforcement efforts, visit its website at www.justice.gov/civil/consumer-protection-branch. Elder fraud complaints may be filed with the FTC at https://reportfraud.ftc.gov/  or at 877-FTC-HELP. The Department of Justice provides a variety of resources relating to elder fraud victimization through its Office for Victims of Crime, which can be reached at www.ovc.gov.

    MIL Security OSI

  • MIL-OSI: Brown & Brown, Inc. announces first quarter 2025 results, including total revenues of $1.4 billion, an increase of 11.6%; Organic Revenue growth of 6.5%; diluted net income per share of $1.15; Diluted Net Income Per Share – Adjusted of $1.29; and a quarterly dividend of $0.15 per share

    Source: GlobeNewswire (MIL-OSI)

    DAYTONA BEACH, Fla., April 28, 2025 (GLOBE NEWSWIRE) — Brown & Brown, Inc. (NYSE:BRO) (the “Company”) announced its unaudited financial results for the first quarter 2025.

    Revenues for the first quarter of 2025 under U.S. generally accepted accounting principles (“GAAP”) were $1.4 billion, increasing $146 million, or 11.6%, compared to the first quarter of the prior year, with commissions and fees increasing by 12.0% and Organic Revenue increasing by 6.5%. Income before income taxes was $427 million, increasing 17.3% from the first quarter of the prior year with Income Before Income Taxes Margin increasing to 30.4% from 28.9%. EBITDAC – Adjusted was $535 million, increasing 14.8% from the first quarter of the prior year with EBITDAC Margin – Adjusted increasing to 38.1% from 37.0%. Net income attributable to the Company was $331 million, increasing $38 million, or 13.0%, and diluted net income per share increased to $1.15, or 12.7%, with Diluted Net Income Per Share – Adjusted increasing to $1.29, or 13.2%, each as compared to the first quarter of the prior year.

    J. Powell Brown, president and chief executive officer of the Company, noted, “We continue to execute our plan and are pleased with our performance for the quarter.”

    In addition, the Company today announced that the Board of Directors has declared a regular quarterly cash dividend of $0.15 per share. The dividend is payable on May 21, 2025, to shareholders of record on May 12, 2025.

    Reconciliation of Commissions and Fees
    to Organic Revenue
    (in millions, unaudited)
         
      Three Months Ended March 31,  
      2025     2024  
    Commissions and fees $ 1,385     $ 1,237  
    Profit-sharing contingent commissions   (43 )     (46 )
    Core commissions and fees $ 1,342     $ 1,191  
    Acquisitions   (79 )      
    Dispositions         (3 )
    Foreign Currency Translation         (2 )
    Organic Revenue $ 1,263     $ 1,186  
    Organic Revenue growth $ 77        
    Organic Revenue growth %   6.5 %      
                 

    See information regarding non-GAAP measures presented later in this press release.

    Reconciliation of Diluted Net Income Per Share to
    Diluted Net Income Per Share – Adjusted
    (unaudited)
     
      Three Months Ended March 31,   Change
      2025   2024   $   %
    Diluted net income per share $ 1.15     $ 1.02     $ 0.13       12.7 %
    Change in estimated acquisition earn-out payables   (0.01 )     (0.01 )            
    (Gain)/loss on disposal         0.01       (0.01 )      
    Amortization   0.15       0.12       0.03        
    Diluted Net Income Per Share – Adjusted $ 1.29     $ 1.14     $ 0.15       13.2 %
                                   

    See information regarding non-GAAP measures presented later in this press release.

    Reconciliation of Income Before Income Taxes to EBITDAC and
    EBITDAC – Adjusted and Income Before Income Taxes Margin(1)to
    EBITDAC Margin and EBITDAC Margin – Adjusted
    (in millions, unaudited)
     
      Three Months Ended March 31,  
      2025   2024
    Total revenues $ 1,404     $ 1,258  
    Income before income taxes $ 427     $ 364  
    Income Before Income Taxes Margin(1)   30.4 %     28.9 %
    Amortization   53       43  
    Depreciation   11       11  
    Interest   46       48  
    Change in estimated acquisition earn-out payables   (4 )     (2 )
    EBITDAC $ 533     $ 464  
    EBITDAC Margin   38.0 %     36.9 %
    (Gain)/loss on disposal   2       2  
    EBITDAC – Adjusted $ 535     $ 466  
    EBITDAC Margin – Adjusted   38.1 %     37.0 %
                   

    (1)  “Income Before Income Taxes Margin” is defined as income before income taxes divided by total revenues.

    See information regarding non-GAAP measures presented later in this press release.

    Brown & Brown, Inc.
    Consolidated Statements of Income
    (in millions, except per share data; unaudited)
     
      Three Months Ended March 31,  
      2025     2024  
    REVENUES          
    Commissions and fees $ 1,385     $ 1,237  
    Investment and other income   19       21  
    Total revenues   1,404       1,258  
    EXPENSES          
    Employee compensation and benefits   683       631  
    Other operating expenses   186       161  
    Loss on disposal   2       2  
    Amortization   53       43  
    Depreciation   11       11  
    Interest   46       48  
    Change in estimated acquisition earn-out payables   (4 )     (2 )
    Total expenses   977       894  
    Income before income taxes   427       364  
    Income taxes   93       71  
    Net income before non-controlling interests   334       293  
    Less: Net income attributable to non-controlling interests   3        
    Net income attributable to the Company $ 331     $ 293  
    Net income per share:          
    Basic $ 1.16     $ 1.03  
    Diluted $ 1.15     $ 1.02  
    Weighted average number of shares outstanding:          
    Basic   283       281  
    Diluted   285       283  
                   
    Brown & Brown, Inc.
    Consolidated Balance Sheets
    (in millions, except per share data, unaudited)
     
      March 31,
    2025
        December 31,
    2024
     
    ASSETS          
    Current assets:          
    Cash and cash equivalents $ 669     $ 675  
    Fiduciary cash   1,771       1,827  
    Commission, fees, and other receivables   1,083       895  
    Fiduciary receivables   1,136       1,116  
    Reinsurance recoverable   447       1,527  
    Prepaid reinsurance premiums   480       520  
    Other current assets   331       364  
    Total current assets   5,917       6,924  
    Fixed assets, net   327       319  
    Operating lease assets   197       200  
    Goodwill   8,111       7,970  
    Amortizable intangible assets, net   1,821       1,814  
    Other assets   387       385  
    Total assets $ 16,760     $ 17,612  
    LIABILITIES AND EQUITY          
    Current liabilities:          
    Fiduciary liabilities $ 2,907     $ 2,943  
    Losses and loss adjustment reserve   462       1,543  
    Unearned premiums   542       577  
    Accounts payable   481       373  
    Accrued expenses and other liabilities   463       653  
    Current portion of long-term debt   75       225  
    Total current liabilities   4,930       6,314  
    Long-term debt less unamortized discount and debt issuance costs   3,731       3,599  
    Operating lease liabilities   186       189  
    Deferred income taxes, net   701       711  
    Other liabilities   371       362  
    Equity:          
    Common stock, par value $0.10 per share; authorized 560 shares; issued 306 shares and outstanding 287 shares at 2025, issued 306 shares and outstanding 286 shares at 2024, respectively   31       31  
    Additional paid-in capital   1,107       1,118  
    Treasury stock, at cost 20 shares at 2025 and 2024   (748 )     (748 )
    Accumulated other comprehensive loss   15       (109 )
    Non-controlling interests   20       17  
    Retained earnings   6,416       6,128  
    Total equity   6,841       6,437  
    Total liabilities and equity $ 16,760     $ 17,612  
                   
    Brown & Brown, Inc.
    Consolidated Statements of Cash Flows
    (in millions, unaudited)
         
      Three Months Ended March 31,  
      2025   2024
    Cash flows from operating activities:          
    Net income before non-controlling interests $ 334     $ 293  
    Adjustments to reconcile net income before non-controlling interests to net cash provided by operating activities:          
    Amortization   53       43  
    Depreciation   11       11  
    Non-cash stock-based compensation   29       29  
    Change in estimated acquisition earn-out payables   (4 )     (2 )
    Deferred income taxes   (10 )     (1 )
    Net loss on sales/disposals of investments, businesses, fixed assets and customer accounts   2       2  
    Payments on acquisition earn-outs in excess of original estimated payables         (13 )
    Other   2        
    Changes in operating assets and liabilities, net of effect from acquisitions and divestitures:          
    Commissions, fees and other receivables (increase)/decrease   (180 )     (142 )
    Reinsurance recoverable (increase)/decrease   1,080       60  
    Prepaid reinsurance premiums (increase)/decrease   40       33  
    Other assets (increase)/decrease   35        
    Losses and loss adjustment reserve increase/(decrease)   (1,081 )     (59 )
    Unearned premiums increase/(decrease)   (35 )     25  
    Accounts payable increase/(decrease)   126       (86 )
    Accrued expenses and other liabilities increase/(decrease)   (195 )     (186 )
    Other liabilities increase/(decrease)   6       6  
    Net cash provided by operating activities   213       13  
    Cash flows from investing activities:          
    Additions to fixed assets   (17 )     (13 )
    Payments for businesses acquired, net of cash acquired   (67 )     (76 )
    Proceeds from sales of businesses, fixed assets and customer accounts   9        
    Other investing activities   (4 )     1  
    Net cash used in investing activities   (79 )     (88 )
    Cash flows from financing activities:          
    Fiduciary receivables and liabilities, net   (90 )     (26 )
    Payments on acquisition earn-outs   (26 )     (39 )
    Payments on long-term debt   (169 )     (13 )
    Borrowings on revolving credit facility   150       150  
    Payments on revolving credit facility         (50 )
    Repurchase shares to fund tax withholdings for non-cash stock-based compensation   (40 )     (54 )
    Cash dividends paid   (43 )     (38 )
    Other financing activities         3  
    Net cash used in financing activities   (218 )     (67 )
    Effect of foreign exchange rate changes in cash and cash equivalents inclusive of fiduciary cash   22       (11 )
    Net decrease in cash and cash equivalents inclusive of fiduciary cash   (62 )     (153 )
    Cash and cash equivalents inclusive of fiduciary cash at beginning of period   2,502       2,303  
    Cash and cash equivalents inclusive of fiduciary cash at end of period $ 2,440     $ 2,150  
                   

    Conference call, webcast and slide presentation

    A conference call to discuss the results of the first quarter of 2025 will be held on Tuesday, April 29, 2025, at 8:00 AM (EDT). The Company may refer to a slide presentation during its conference call. You can access the webcast and the slides from the “Investor Relations” section of the Company’s website at bbrown.com.

    About Brown & Brown

    Brown & Brown, Inc. (NYSE: BRO) is a leading insurance brokerage firm providing enhanced customer-centric risk management solutions since 1939. With a global presence spanning 500+ locations and a team of more than 17,000 professionals, we are dedicated to delivering scalable, innovative strategies for our customers at every step of their growth journey. Learn more at bbrown.com.

    Forward-looking statements

    This press release may contain certain statements relating to future results which are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which are intended to be covered by the safe harbors created by those laws. You can identify these statements by forward-looking words such as “may,” “will,” “should,” “expect,” “anticipate,” “believe,” “intend,” “estimate,” “plan” and “continue” or similar words. We have based these statements on our current expectations about potential future events. Although we believe the expectations expressed in the forward-looking statements included in this press release are based upon reasonable assumptions within the bounds of our knowledge of our business, a number of factors could cause actual results to differ materially from those expressed in any forward-looking statements, whether oral or written, made by us or on our behalf. Many of these factors have previously been identified in filings or statements made by us or on our behalf. Important factors which could cause our actual results to differ, possibly materially from the forward-looking statements in this press release include but are not limited to the following items: the Company’s determination as it finalizes its financial results for the first quarter of 2025 that its financial results differ from the current preliminary unaudited numbers set forth herein; the inability to hire, retain and develop qualified employees, as well as the loss of any of our executive officers or other key employees; a cybersecurity attack or any other interruption in information technology and/or data security that may impact our operations or the operations of third parties that support us; acquisition-related risks that could negatively affect the success of our growth strategy, including the possibility that we may not be able to successfully identify suitable acquisition candidates, complete acquisitions, successfully integrate acquired businesses into our operations and expand into new markets; risks related to our international operations, which may result in additional risks or require more management time and expense than our domestic operations to achieve or maintain profitability; the requirement for additional resources and time to adequately respond to dynamics resulting from rapid technological change; the loss of or significant change to any of our insurance company or intermediary relationships, which could result in loss of capacity to write business, additional expense, loss of market share or material decrease in our commissions; the effect of natural disasters on our profit-sharing contingent commissions, insurer capacity or claims expenses within our captive insurance facilities; adverse economic conditions, political conditions, outbreaks of war, disasters, or regulatory changes in states or countries where we have a concentration of our business; the inability to maintain our culture or a significant change in management, management philosophy or our business strategy; fluctuations in our commission revenue as a result of factors outside of our control; the effects of significant or sustained inflation or higher interest rates; claims expense resulting from the limited underwriting risk associated with our participation in capitalized captive insurance facilities; risks associated with our automobile and recreational vehicle dealer services (“F&I”) businesses; changes in, or the termination of, certain programs administered by the U.S. federal government from which we derive revenues; the limitations of our system of disclosure and internal controls and procedures in preventing errors or fraud, or in informing management of all material information in a timely manner; our reliance on vendors and other third parties to perform key functions of our business operations and provide services to our customers; the significant control certain shareholders have; changes in data privacy and protection laws and regulations or any failure to comply with such laws and regulations; improper disclosure of confidential information; our ability to comply with non-U.S. laws, regulations and policies; the potential adverse effect of certain actual or potential claims, regulatory actions or proceedings on our businesses, results of operations, financial condition or liquidity; uncertainty in our business practices and compensation arrangements with insurance carriers due to potential changes in regulations; regulatory changes that could reduce our profitability or growth by increasing compliance costs, technology compliance, restricting the products or services we may sell, the markets we may enter, the methods by which we may sell our products and services, or the prices we may charge for our services and the form of compensation we may accept from our customers, carriers and third-parties; increasing scrutiny and changing laws and expectations from regulators, investors and customers with respect to our environmental, social and governance practices and disclosure; a decrease in demand for liability insurance as a result of tort reform legislation; our failure to comply with any covenants contained in our debt agreements; the possibility that covenants in our debt agreements could prevent us from engaging in certain potentially beneficial activities; fluctuations in foreign currency exchange rates; a downgrade to our corporate credit rating, the credit ratings of our outstanding debt or other market speculation; changes in the U.S.-based credit markets that might adversely affect our business, results of operations and financial condition; changes in current U.S. or global economic conditions, including an extended slowdown in the markets in which we operate; disintermediation within the insurance industry, including increased competition from insurance companies, technology companies and the financial services industry, as well as the shift away from traditional insurance markets; conditions that result in reduced insurer capacity; quarterly and annual variations in our commissions that result from the timing of policy renewals and the net effect of new and lost business production; intangible asset risk, including the possibility that our goodwill may become impaired in the future; changes in our accounting estimates and assumptions; future pandemics, epidemics or outbreaks of infectious diseases, and the resulting governmental and societal responses; other risks and uncertainties as may be detailed from time to time in our public announcements and Securities and Exchange Commission (“SEC”) filings; and other factors that the Company may not have currently identified or quantified. Assumptions as to any of the foregoing, and all statements, are not based upon historical fact, but rather reflect our current expectations concerning future results and events. Forward-looking statements that we make or that are made by others on our behalf are based upon a knowledge of our business and the environment in which we operate, but because of the factors listed above, among others, actual results may differ from those in the forward-looking statements. Consequently, these cautionary statements qualify all of the forward-looking statements we make herein. We cannot assure you that the results or developments anticipated by us will be realized, or even if substantially realized, that those results or developments will result in the expected consequences for us or affect us, our business or our operations in the way we expect. We caution readers not to place undue reliance on these forward-looking statements. All forward-looking statements made herein are made only as of the date of this press release, and the Company does not undertake any obligation to publicly update or correct any forward-looking statements to reflect events or circumstances that subsequently occur or of which the Company hereafter becomes aware.

    Non-GAAP supplemental financial information
    This press release contains references to “non-GAAP financial measures” as defined in SEC Regulation G, consisting of Organic Revenue, EBITDAC, EBITDAC Margin, EBITDAC – Adjusted, EBITDAC Margin – Adjusted and Diluted Net Income Per Share – Adjusted. We present these measures because we believe such information is of interest to the investment community and because we believe it provides additional meaningful methods to evaluate the Company’s operating performance from period to period on a basis that may not be otherwise apparent on a GAAP basis due to the impact of certain items that have a high degree of variability, that we believe are not indicative of ongoing performance and that are not easily comparable from period to period. This non-GAAP financial information should be considered in addition to, not in lieu of, the Company’s consolidated income statements and balance sheets as of the relevant date. Consistent with Regulation G, a description of such information is provided below and a reconciliation of such items to GAAP information can be found within this press release as well as in our periodic filings with the SEC.

    We view Organic Revenue and Organic Revenue growth as important indicators when assessing and evaluating our performance on a consolidated basis and for each of our three segments, because it allows us to determine a comparable, but non-GAAP, measurement of revenue growth that is associated with the revenue sources that were a part of our business in both the current and prior year and that are expected to continue in the future. In addition, we believe Diluted Net Income Per Share – Adjusted provides a meaningful representation of our operating performance and improves the comparability of our results between periods by excluding the impact of the change in estimated acquisition earn-out payables, the impact of amortization of intangible assets and certain other non-recurring or infrequently occurring items. We also view EBITDAC, EBITDAC – Adjusted, EBITDAC Margin and EBITDAC Margin – Adjusted as important indicators when assessing and evaluating our performance, as they present more comparable measurements of our operating margins in a meaningful and consistent manner. As disclosed in our most recent proxy statement, we use Organic Revenue growth, Diluted Net Income Per Share – Adjusted and EBITDAC Margin – Adjusted as key performance metrics for our short-term and long-term incentive compensation plans for executive officers and other key employees.

    Non-GAAP Revenue Measures

    • Organic Revenue is our core commissions and fees less: (i) the core commissions and fees earned for the first 12 months by newly acquired operations; (ii) divested business (core commissions and fees generated from offices, books of business or niches sold or terminated during the comparable period); and (iii) Foreign Currency Translation (as defined below). The term “core commissions and fees” excludes profit-sharing contingent commissions and therefore represents the revenues earned directly from specific insurance policies sold and specific fee-based services rendered. Organic Revenue can be expressed as a dollar amount or a percentage rate when describing Organic Revenue growth.

    Non-GAAP Earnings Measures

    • EBITDAC is defined as income before interest, income taxes, depreciation, amortization and the change in estimated acquisition earn-out payables.
    • EBITDAC Margin is defined as EBITDAC divided by total revenues.
    • EBITDAC – Adjusted is defined as EBITDAC, excluding (gain)/loss on disposal (as defined below).
    • EBITDAC Margin – Adjusted is defined as EBITDAC – Adjusted divided by total revenues.
    • Diluted Net Income Per Share – Adjusted is defined as diluted net income per share, excluding the after-tax impact of (i) the change in estimated acquisition earn-out payables, (ii) (gain)/loss on disposal, (as defined below) and (iii) amortization.

    Definitions Related to Certain Components of Non-GAAP Measures

    • “Foreign Currency Translation” means the period-over-period impact of foreign currency translation, which is calculated by applying current-year foreign exchange rates to the various functional currencies in our business to our reporting currency of US dollars for the same period in the prior year.
    • (Gain)/loss on disposal,” a caption on our consolidated statements of income which reflects net proceeds received as compared to net book value related to sales of books of business and other divestiture transactions, such as the disposal of a business through sale or closure.

    Our industry peers may provide similar supplemental non-GAAP information with respect to one or more of these measures, although they may not use the same or comparable terminology and may not make identical adjustments and, therefore comparability may be limited.  This supplemental non-GAAP financial information should be considered in addition to, and not in lieu of, the Company’s condensed consolidated financial statements.

    For more information:

    R. Andrew Watts
    Chief Financial Officer
    (386) 239-5770

    The MIL Network

  • MIL-OSI: AGF Investments Extends Termination Date of AGF Emerging Markets Bond Fund

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, April 28, 2025 (GLOBE NEWSWIRE) — AGF Investments is extending the termination date of AGF Emerging Markets Bond Fund (the “Fund”) to on or about May 26, 2025 (the “Fund Termination Date”) in order to facilitate an orderly wind down of the Fund.

    AGF Investments previously announced the Fund Termination Date as on or about April 29, 2025.

    Effective as of the close of business on February 28, 2025, units of the Fund were no longer available for purchase and AGF Investments stopped accepting purchases and switches into the Fund, including systematic purchase and switch plans.

    AGF Investments is waiving the management fee that is normally applicable to the Fund from the close of business on February 28, 2025 until the Fund Termination Date. Note that there may be distributions paid by the Fund prior to the termination.

    Unitholders can transfer their investments into another AGF Fund or redeem their units prior to the Fund Termination Date.

    Investors who remain holding units of the Fund in client-name registered plans will have their units transferred to the same series and purchase option of AGF Canadian Money Market Fund, effective on or about May 26, 2025. Investors who remain holding units of the Fund in client-name non-registered plans and/or any nominee/intermediary-held accounts (both registered and non-registered) will have their units redeemed on or about May 26, 2025, without any redemption fees or sales charges applied.

    AGF Investments strongly encourages unitholders to consult with their financial advisor to discuss their individual circumstances, including possible tax consequences, and determine the solution that best meets their investment needs.

    About AGF Management Limited

    Founded in 1957, AGF Management Limited (AGF) is an independent and globally diverse asset management firm. Our companies deliver excellence in investing in the public and private markets through three business lines: AGF Investments, AGF Capital Partners and AGF Private Wealth.

    AGF brings a disciplined approach, focused on incorporating sound, responsible and sustainable corporate practices. The firm’s collective investment expertise, driven by its fundamental, quantitative and private investing capabilities, extends globally to a wide range of clients, from financial advisors and their clients to high-net worth and institutional investors including pension plans, corporate plans, sovereign wealth funds, endowments and foundations.

    Headquartered in Toronto, Canada, AGF has investment operations and client servicing teams on the ground in North America and Europe. With over $52 billion in total assets under management and fee-earning assets, AGF serves more than 815,000 investors. AGF trades on the Toronto Stock Exchange under the symbol AGF.B.

    About AGF Investments

    AGF Investments is a group of wholly owned subsidiaries of AGF Management Limited, a Canadian reporting issuer. The subsidiaries included in AGF Investments are AGF Investments Inc. (AGFI), AGF Investments America Inc. (AGFA), AGF Investments LLC (AGFUS) and AGF International Advisors Company Limited (AGFIA). The term AGF Investments may refer to one or more of these subsidiaries or to all of them jointly. This term is used for convenience and does not precisely describe any of the separate companies, each of which manages its own affairs.

    AGF Investments entities only provide investment advisory services or offers investment funds in the jurisdiction where such firm and/or product is registered or authorized to provide such services.

    AGF Investments Inc. is a wholly-owned subsidiary of AGF Management Limited and conducts the management and advisory of mutual funds in Canada.

    Disclaimer

    This information is not intended to provide legal, accounting, tax, investment, financial, or other advice, and should not be relied upon for providing such advice. Commissions, trailing commissions, management fees and expenses all may be associated with investment fund investments. Please read the prospectus before investing. Investment funds are not guaranteed, their values change frequently, and past performance may not be repeated.

    Media Contact

    Amanda Marchment
    Director, Corporate Communications
    416-865-4160
    amanda.marchment@agf.com

    The MIL Network

  • MIL-OSI: CVR Energy Reports First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    • First quarter net loss attributable to CVR Energy stockholders of $123 million; EBITDA loss of $61 million; adjusted EBITDA of $24 million
    • First quarter loss per diluted share of $1.22 and adjusted loss per diluted share of 58 cents
    • CVR Energy will not pay a cash dividend for the first quarter of 2025
    • CVR Partners announced a cash distribution of $2.26 per common unit

    SUGAR LAND, Texas, April 28, 2025 (GLOBE NEWSWIRE) — CVR Energy, Inc. (NYSE: CVI, “CVR Energy” or the “Company”) today announced first quarter 2025 net loss attributable to CVR Energy stockholders of $123 million, or $1.22 per diluted share, compared to first quarter 2024 net income attributable to CVR Energy stockholders of $82 million, or 81 cents per diluted share. Adjusted loss for the first quarter of 2025 was 58 cents per diluted share, compared to adjusted earnings per diluted share of 4 cents in the first quarter of 2024. Net loss for the first quarter of 2025 was $105 million, compared to net income of $90 million in the first quarter of 2024. First quarter 2025 EBITDA loss was $61 million, compared to first quarter 2024 EBITDA of $203 million. Adjusted EBITDA for the first quarter of 2025 was $24 million, compared to adjusted EBITDA of $99 million in the first quarter of 2024.

    “CVR Energy’s 2025 first quarter earnings results for its refining business were impacted by planned and unplanned downtime at the Coffeyville refinery,” said Dave Lamp, CVR Energy’s Chief Executive Officer. “With the turnaround at Coffeyville now completed, we are well-positioned for the upcoming driving season, and we currently have no planned turnarounds at either refinery until 2027.

    “CVR Partners achieved solid operating results for the first quarter of 2025, with a combined ammonia production rate of 101 percent,” Lamp said. “CVR Partners was pleased to declare a first quarter 2025 cash distribution of $2.26 per common unit.”

    Petroleum Segment

    The Petroleum Segment reported a first quarter 2025 net loss of $160 million and EBITDA loss of $119 million, compared to net income of $127 million and EBITDA of $171 million for the first quarter of 2024. Adjusted EBITDA loss for the Petroleum Segment was $30 million for the first quarter of 2025, compared to adjusted EBITDA of $67 million for the first quarter of 2024.

    Combined total throughput for the first quarter of 2025 was approximately 120,000 barrels per day (“bpd”) compared to approximately 196,000 bpd of combined total throughput for the first quarter of 2024. The decrease in throughput was primarily due to the turnaround at the Coffeyville, Kansas, refinery during the first quarter of 2025.

    Refining margin for the first quarter of 2025 was $(5) million, or (42) cents per total throughput barrel, compared to $290 million, or $16.29 per total throughput barrel, during the same period in 2024. Included in our first quarter 2025 refining margin were unfavorable mark-to-market impacts on our outstanding Renewable Fuel Standard (“RFS”) obligation of $112 million, favorable unrealized derivative impacts of $3 million primarily related to Canadian crude oil positions, and favorable inventory valuation impacts of $20 million. Excluding these items, adjusted refining margin for the first quarter of 2025 was $7.72 per barrel, compared to an adjusted refining margin per barrel of $10.46 for the first quarter of 2024. The decrease in adjusted refining margin per barrel was primarily due to a decrease in the Group 3 2-1-1 crack spread.

    Renewables Segment

    Effective beginning with the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, and due to the prominence of the renewables business relative to the Company’s overall 2024 performance, we revised our reportable segments to reflect a new reportable segment: Renewables. The Renewables Segment includes the operations of the renewable diesel unit and renewable feedstock pretreater at the refinery in Wynnewood, Oklahoma.

    The Renewables Segment reported first quarter 2025 net income of less than $1 million and EBITDA of $6 million, compared to net loss of $10 million and EBITDA loss of $4 million for the first quarter of 2024. Adjusted EBITDA for the Renewables Segment was $3 million for the first quarter of 2025, compared to adjusted EBITDA loss of $5 million for the first quarter of 2024.

    Total vegetable oil throughput for the first quarter of 2025 was approximately 156,000 gallons per day (“gpd”), compared to approximately 76,000 gpd for the first quarter of 2024.

    Renewables margin was $16 million, or $1.13 per vegetable oil throughput gallon, for the first quarter of 2025 compared to $4 million, or 65 cents per vegetable oil throughput gallon, for the first quarter of 2024. Factors contributing to our first quarter 2025 renewables margin were higher net sales of $33 million resulting from increased production and sales volumes in the current period coupled with increased D4 RIN and LCFS credit prices, partially offset by a decrease in average CARB ULSD prices of 26 cents per gallon. Higher net sales were partially offset by higher cost of sales of $22 million due to an increase in throughput and production volumes.

    Nitrogen Fertilizer Segment

    The Nitrogen Fertilizer Segment reported net income of $27 million and EBITDA of $53 million on net sales of $143 million for the first quarter of 2025, compared to net income of $13 million and EBITDA of $40 million on net sales of $128 million for the first quarter of 2024.

    Production at CVR Partners, LP’s (“CVR Partners”) fertilizer facilities increased compared to the first quarter of 2024, producing a combined 216,000 tons of ammonia during the first quarter of 2025, of which 64,000 net tons were available for sale while the rest was upgraded to other fertilizer products, including 348,000 tons of urea ammonia nitrate (“UAN”). During the first quarter of 2024, the fertilizer facilities produced a combined 193,000 tons of ammonia, of which 60,000 net tons were available for sale while the remainder was upgraded to other fertilizer products, including 305,000 tons of UAN.

    For the first quarter 2025, average realized gate prices for ammonia showed an increase compared to the prior year, up 5 percent to $554 per ton, and UAN was down 4 percent over the prior year to $256 per ton. Average realized gate prices for ammonia and UAN were $528 and $267 per ton, respectively, for the first quarter of 2024.

    Corporate and Other

    The Company reported an income tax benefit of $49 million, or 31.8 percent of loss before income taxes, for the three months ended March 31, 2025, compared to an income tax expense of $17 million, or 15.9 percent of income before income taxes, for the three months ended March 31, 2024. The decrease in income tax expense was primarily due to a decrease in overall pretax earnings while the change in the effective tax rate was primarily due to changes in pretax earnings attributable to noncontrolling interest and the impact of federal and state tax credits and incentives in relation to overall pretax earnings.

    Cash, Debt and Dividend

    Consolidated cash and cash equivalents were $695 million at March 31, 2025, a decrease of $292 million from December 31, 2024. Consolidated total debt and finance lease obligations were $1.9 billion at March 31, 2025, including $570 million held by the Nitrogen Fertilizer Segment.

    CVR Energy will not pay a cash dividend for the first quarter of 2025.

    Today, CVR Partners announced that the Board of Directors of its general partner declared a first quarter 2025 cash distribution of $2.26 per common unit, which will be paid on May 19, 2025, to common unitholders of record as of May 12, 2025.

    First Quarter 2025 Earnings Conference Call

    CVR Energy previously announced that it will host its first quarter 2025 Earnings Conference Call on Tuesday, April 29, at 1 p.m. Eastern. The Earnings Conference Call may also include discussion of Company developments, forward-looking information and other material information about business and financial matters.

    The first quarter 2025 Earnings Conference Call will be webcast live and can be accessed on the Investor Relations section of CVR Energy’s website at www.CVREnergy.com. For investors or analysts who want to participate during the call, the dial-in number is (877) 407-8291. The webcast will be archived and available for 14 days at https://edge.media-server.com/mmc/p/uxpz7jf5. A repeat of the call also can be accessed for 14 days by dialing (877) 660-6853, conference ID 13752979.

    Forward-Looking Statements
    This news release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements concerning current estimates, expectations and projections about future results, performance, prospects, opportunities, plans, actions and events and other statements, concerns, or matters that are not historical facts are “forward-looking statements,” as that term is defined under the federal securities laws. These forward-looking statements include, but are not limited to, statements regarding future: continued safe and reliable operations; drivers of our results; EBITDA and Adjusted EBITDA; impacts of planned and unplanned downtime; our position for the upcoming driving season; timing of turnarounds and impacts thereof on our results; asset utilization, capture, production volume, throughput, product yield and crude oil gathering rates, including the factors impacting same; cash flow generation; operating income and net sales, including the factors impacting same; refining margin; crack spreads, including the drivers thereof; impact of costs to comply with the RFS and revaluation of our RFS liability; inventory levels and valuation impacts; derivative gains and losses and the drivers thereof; renewable feedstocks; production rates and operations capabilities of our renewable diesel unit, including the ability to return to hydrocarbon service; demand trends; RIN generation levels; benefits of our corporate transformation to segregate our renewables business; access to capital and new partnerships; RIN pricing, including its impact on performance and the Company’s ability to offset the impact thereof; LCFS credit and CARB ULSD pricing; carbon capture and decarbonization initiatives; demand for refined products; ammonia and UAN pricing; global fertilizer industry conditions; grain prices; crop inventory levels; crop and planting levels; production levels and utilization at our nitrogen fertilizer facilities; nitrogen fertilizer sales volumes; ability to and levels to which we upgrade ammonia to other fertilizer products, including UAN; income tax expense and benefits, including the drivers thereof; pretax earnings and our effective tax rate; the availability and impact of tax credits and incentives; use of proceeds under our debt instruments; debt levels; cash and cash equivalent levels; dividends and distributions, including the timing, payment and amount (if any) thereof; direct operating expenses, capital expenditures, depreciation and amortization; turnaround expense; cash reserves; labor supply shortages, difficulties, disputes or strikes, including the impact thereof; and other matters. You can generally identify forward-looking statements by our use of forward-looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “explore,” “evaluate,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “seek,” “should,” or “will,” or the negative thereof or other variations thereon or comparable terminology. These forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control. Investors are cautioned that various factors may affect these forward-looking statements, including (among others) the health and economic effects of any pandemic, demand for fossil fuels and price volatility of crude oil, other feedstocks and refined products; the ability of Company to pay cash dividends and of CVR Partners to make cash distributions; potential operating hazards; costs of compliance with existing or new laws and regulations and potential liabilities arising therefrom; impacts of the planting season on CVR Partners; our controlling shareholder’s intention regarding ownership of our common stock or CVR Partners’ common units; general economic and business conditions; political disturbances, geopolitical instability and tensions; existing and future laws, rulings, policies and regulations, including the reinterpretation or amplification thereof by regulators, and including but not limited to those relating to the environment, climate change, and/or the production, transportation, or storage of hazardous chemicals, materials, or substances, like ammonia; political uncertainty and impacts to the oil and gas industry and the United States economy generally as a result of actions taken by a new administration, including the imposition of tariffs or changes in climate or other energy laws, rules, regulations, or policies; impacts of plant outages; potential operating hazards from accidents, fires, severe weather, tornadoes, floods, wildfires, or other natural disasters; and other risks. For additional discussion of risk factors which may affect our results, please see the risk factors and other disclosures included in our most recent Annual Report on Form 10-K, any subsequently filed Quarterly Reports on Form 10-Q and our other Securities and Exchange Commission (“SEC”) filings. These and other risks may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. Given these risks and uncertainties, you are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in this news release are made only as of the date hereof. CVR Energy disclaims any intention or obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by law.

    About CVR Energy, Inc.
    Headquartered in Sugar Land, Texas, CVR Energy is a diversified holding company primarily engaged in the renewable fuels and petroleum refining and marketing business, as well as in the nitrogen fertilizer manufacturing business through its interest in CVR Partners. CVR Energy subsidiaries serve as the general partner and own 37 percent of the common units of CVR Partners.

    Investors and others should note that CVR Energy may announce material information using SEC filings, press releases, public conference calls, webcasts and the Investor Relations page of its website. CVR Energy may use these channels to distribute material information about the Company and to communicate important information about the Company, corporate initiatives and other matters. Information that CVR Energy posts on its website could be deemed material; therefore, CVR Energy encourages investors, the media, its customers, business partners and others interested in the Company to review the information posted on its website.

    Contact Information:

    Investor Relations
    Richard Roberts
    (281) 207-3205
    InvestorRelations@CVREnergy.com

    Media Relations
    Brandee Stephens
    (281) 207-3516
    MediaRelations@CVREnergy.com

    Non-GAAP Measures

    Our management uses certain non-GAAP performance measures, and reconciliations to those measures, to evaluate current and past performance and prospects for the future to supplement our financial information presented in accordance with accounting principles generally accepted in the United States (“GAAP”). These non-GAAP financial measures are important factors in assessing our operating results and profitability and include the performance and liquidity measures defined below.

    As a result of continuing volatile market conditions and the impacts certain non-cash items may have on the evaluation of our operations and results, the Company began disclosing the Adjusted Refining Margin non-GAAP measure, as defined below, in the second quarter of 2024. We believe the presentation of this non-GAAP measure is meaningful to compare our operating results between periods and better aligns with our peer companies. All prior periods presented have been conformed to the definition below.

    The following are non-GAAP measures we present for the periods ended March 31, 2025 and 2024:

    EBITDA – Consolidated net income (loss) before (i) interest expense, net, (ii) income tax expense (benefit) and (iii) depreciation and amortization expense.

    Petroleum EBITDA, Renewables EBITDA, and Nitrogen Fertilizer EBITDA – Segment net income (loss) before segment (i) interest expense, net, (ii) income tax expense (benefit), and (iii) depreciation and amortization.

    Refining Margin – The difference between our Petroleum Segment net sales and cost of materials and other.

    Adjusted Refining Margin – Refining Margin adjusted for certain significant noncash items and items that management believes are not attributable to or indicative of our underlying operational results of the period or that may obscure results and trends we deem useful.

    Refining Margin and Adjusted Refining Margin, per Throughput Barrel – Refining Margin and Adjusted Refining Margin divided by the total throughput barrels during the period, which is calculated as total throughput barrels per day times the number of days in the period.

    Direct Operating Expenses per Throughput Barrel – Direct operating expenses for our Petroleum Segment divided by total throughput barrels for the period, which is calculated as total throughput barrels per day times the number of days in the period.

    Renewables Margin – The difference between our Renewables Segment net sales and cost of materials and other.

    Adjusted Renewables Margin – Renewables Margin adjusted for certain significant noncash items and items that management believes are not attributable to or indicative of our underlying operational results of the period or that may obscure results and trends we deem useful.

    Renewables Margin and Adjusted Renewables Margin, per Vegetable Oil Throughput Gallon – Renewables Margin and Adjusted Renewables Margin divided by the total vegetable oil throughput gallons for the period, which is calculated as total vegetable oil throughput gallons per day times the number of days in the period.

    Direct Operating Expenses per Vegetable Oil Throughput Gallon – Direct operating expenses for our Renewables Segment divided by total vegetable oil throughput gallons for the period, which is calculated as total vegetable oil throughput gallons per day times the number of days in the period.

    Adjusted EBITDA, Petroleum Adjusted EBITDA, Renewables Adjusted EBITDA, and Nitrogen Fertilizer Adjusted EBITDA – EBITDA, Petroleum EBITDA, Renewables EBITDA, and Nitrogen Fertilizer EBITDA adjusted for certain significant non-cash items and items that management believes are not attributable to or indicative of our underlying operational results of the period or that may obscure results and trends we deem useful.

    Adjusted Earnings (Loss) per Share – Earnings (loss) per share adjusted for certain significant non-cash items and items that management believes are not attributable to or indicative of our on-going operations or that may obscure our underlying results and trends.

    Free Cash Flow – Net cash provided by (used in) operating activities less capital expenditures and capitalized turnaround expenditures.

    We present these measures because we believe they may help investors, analysts, lenders and ratings agencies analyze our results of operations and liquidity in conjunction with our U.S. GAAP results, including but not limited to our operating performance as compared to other publicly traded companies in the refining and fertilizer industries, without regard to historical cost basis or financing methods and our ability to incur and service debt and fund capital expenditures. Non-GAAP measures have important limitations as analytical tools, because they exclude some, but not all, items that affect net earnings and operating income. These measures should not be considered substitutes for their most directly comparable U.S. GAAP financial measures. See “Non-GAAP Reconciliations” included herein for reconciliation of these amounts. Due to rounding, numbers presented within this section may not add or equal to numbers or totals presented elsewhere within this document.

    Factors Affecting Comparability of Our Financial Results

    Petroleum Segment

    Our results of operations for the periods presented may not be comparable with prior periods or to our results of operations in the future due to capitalized expenditures as part of planned turnarounds. Total capitalized expenditures were $166 million and $39 million during the three months ended March 31, 2025 and 2024, respectively.

    CVR Energy, Inc.
    (all information in this release is unaudited)

    Consolidated Statement of Operations Data

      Three Months Ended
    March 31,
    (in millions, except per share data)   2025       2024  
    Net sales $ 1,646     $ 1,863  
    Operating costs and expenses:      
    Cost of materials and other   1,517       1,463  
    Direct operating expenses (exclusive of depreciation and amortization)   154       164  
    Depreciation and amortization   66       75  
    Cost of sales   1,737       1,702  
    Selling, general and administrative expenses (exclusive of depreciation and amortization)   37       36  
    Depreciation and amortization   2       1  
    Loss on asset disposal   1       1  
    Operating (loss) income   (131 )     123  
    Other (expense) income:      
    Interest expense, net   (25 )     (20 )
    Other income, net   2       4  
    (Loss) income before income tax benefit   (154 )     107  
    Income tax (benefit) expense   (49 )     17  
    Net (loss) income   (105 )     90  
    Less: Net income attributable to noncontrolling interest   18       8  
    Net (loss) income attributable to CVR Energy stockholders $ (123 )   $ 82  
           
    Basic and diluted (loss) earnings per share $ (1.22 )   $ 0.81  
    Dividends declared per share $     $ 0.50  
           
    Adjusted (loss) earnings per share * $ (0.58 )   $ 0.04  
    EBITDA * $ (61 )   $ 203  
    Adjusted EBITDA * $ 24     $ 99  
           
    Weighted-average common shares outstanding – basic and diluted   100.5       100.5  

    _______________
    * See “Non-GAAP Reconciliations” section below.

    Selected Consolidated Balance Sheet Data

    (in millions) March 31, 2025   December 31, 2024
    Cash and cash equivalents $ 695     $ 987  
    Working capital (inclusive of cash and cash equivalents)   395       726  
    Total assets   4,251       4,263  
    Total debt and finance lease obligations, including current portion   1,918       1,919  
    Total liabilities   3,480       3,375  
    Total CVR stockholders’ equity   580       703  
                   

    Selected Consolidated Cash Flow Data

      Three Months Ended
    March 31,
    (in millions)   2025       2024  
    Net cash used in:      
    Operating activities $ (195 )   $ 177  
    Investing activities   (82 )     (55 )
    Financing activities   (15 )     (664 )
    Net decrease in cash, cash equivalents, and restricted cash $ (292 )   $ (542 )
           
    Free cash flow * $ (285 )   $ 121  

    _______________
    * See “Non-GAAP Reconciliations” section below.

    Selected Segment Data

      Three Months Ended March 31,
        2025       2024
    (in millions) Petroleum   Renewables   Nitrogen Fertilizer   Consolidated   Petroleum   Renewables   Nitrogen Fertilizer   Consolidated
    Net sales $ 1,477     $ 66   $ 143   $ 1,646     $ 1,722   $ 33     $ 128   $ 1,863
    Operating (loss) income   (161 )         35     (131 )     118     (10 )     20     123
    Net (loss) income   (160 )         27     (105 )     127     (10 )     13     90
    EBITDA *   (119 )     6     53     (61 )     171     (4 )     40     203
                                   
    Capital expenditures (1)                              
    Maintenance $ 41     $   $ 4   $ 45     $ 22   $ 1     $ 5   $ 30
    Growth   8           2     10       14     7           21
    Total capital expenditures $ 49     $   $ 6   $ 55     $ 36   $ 8     $ 5   $ 51

    _______________
    * See “Non-GAAP Reconciliations” section below.
    (1) Capital expenditures are shown exclusive of capitalized turnaround expenditures.

    Selected Balance Sheet Data

      March 31, 2025   December 31, 2024
    (in millions) Petroleum   Renewables   Nitrogen Fertilizer   Consolidated   Petroleum   Renewables   Nitrogen Fertilizer   Consolidated
    Cash and cash equivalents (1) $ 434   $ 20   $ 122   $ 695   $ 735   $ 13   $ 91   $ 987
    Total assets   3,297     422     1,014     4,251     3,288     420     1,019     4,263
    Total debt and finance lease obligations, including current portion (2)   352         570     1,918     354         569     1,919

    _______________
    (1) Corporate cash and cash equivalents consisted of $119 million and $148 million at March 31, 2025 and December 31, 2024, respectively.
    (2) Corporate total debt and finance lease obligations, including current portion consisted of $996 million and $996 million at March 31, 2025 and December 31, 2024, respectively.

    Petroleum Segment

    Key Operating Metrics per Total Throughput Barrel

      Three Months Ended
    March 31,
    (in millions)   2025       2024  
    Refining margin * $ (0.42 )   $ 16.29  
    Adjusted refining margin *   7.72       10.46  
    Direct operating expenses *   8.58       5.78  

    _______________
    * See “Non-GAAP Reconciliations” section below.

    Refining Throughput and Production Data by Refinery

    Throughput Data Three Months Ended
    March 31,
    (in bpd)   2025       2024  
    Coffeyville              
    Gathered crude   26,728       62,405  
    Other domestic   12,348       45,925  
    Canadian   640       9,532  
    Condensate         7,700  
    Other feedstocks and blendstocks   6,330       12,569  
    Wynnewood              
    Gathered crude   58,420       43,059  
    Other domestic   573        
    Condensate   10,152       10,262  
    Other feedstocks and blendstocks   5,186       4,340  
    Total throughput   120,377       195,792  
                   
    Production Data Three Months Ended
    March 31,
    (in bpd)   2025       2024  
    Coffeyville      
    Gasoline   18,940       72,723  
    Distillate   20,233       56,007  
    Other liquid products   6,324       4,554  
    Solids   1,321       4,980  
    Wynnewood      
    Gasoline   39,740       31,984  
    Distillate   24,948       19,166  
    Other liquid products   5,058       5,563  
    Solids   11       6  
    Total production   116,575       194,983  
           
    Crude utilization (1)   52.7 %     86.6 %
    Light product yield (as % of crude throughput) (2)   95.4 %     100.6 %
    Liquid volume yield (as % of total throughput) (3)   95.7 %     97.0 %
    Distillate yield (as % of crude throughput) (4)   41.5 %     42.0 %

    _______________
    (1) Total Gathered crude, Other domestic, Canadian, and Condensate throughput (collectively, “Total Crude Throughput”) divided by consolidated crude oil throughput capacity of 206,500 bpd.
    (2) Total Gasoline and Distillate divided by Total Crude Throughput.
    (3) Total Gasoline, Distillate, and Other liquid products divided by total throughput.
    (4) Total Distillate divided by Total Crude Throughput.

    Key Market Indicators

      Three Months Ended
    March 31,
        2025       2024  
    West Texas Intermediate (WTI) NYMEX $ 71.42     $ 76.91  
    Crude Oil Differentials to WTI:      
    Brent   3.56       4.85  
    WCS (heavy sour)   (12.45 )     (16.91 )
    Condensate   (0.64 )     (0.83 )
    Midland Cushing   1.10       1.59  
    NYMEX Crack Spreads:      
    Gasoline   16.83       22.55  
    Heating Oil   28.46       36.87  
    NYMEX 2-1-1 Crack Spread   22.64       29.71  
    PADD II Group 3 Product Basis:      
    Gasoline   (2.81 )     (9.97 )
    Ultra-Low Sulfur Diesel   (7.19 )     (10.35 )
    PADD II Group 3 Product Crack Spread:      
    Gasoline   14.02       12.58  
    Ultra-Low Sulfur Diesel   21.27       26.51  
    PADD II Group 3 2-1-1   17.65       19.55  
                   

    Renewables Segment

    Key Operating Metrics per Vegetable Oil Throughput Gallon

      Three Months Ended
    March 31,
        2025       2024  
    Renewables margin * $ 1.13     $ 0.65  
    Adjusted renewables margin *   0.94       0.47  
    Direct operating expenses *   0.48       0.84  

    _______________
    * See “Non-GAAP Reconciliations” section below.

    Renewables Throughput and Production Data

      Three Months Ended March 31,
    (in gallons per day)   2025       2024  
    Throughput Data      
    Corn Oil   19,503       31,295  
    Soybean Oil   136,440       44,362  
           
    Production Data      
    Renewable diesel   144,189       62,594  
           
    Renewable utilization (1)   61.9 %     30.0 %
    Renewable diesel yield (as % of corn and soybean oil throughput)   92.5 %     82.7 %

    _______________
    (1) Total corn and soybean oil throughput divided by total renewable throughput capacity of 252,000 gallons per day.

    Key Market Indicators

      Three Months Ended
    March 31,
        2025       2024  
    Chicago Board of Trade (CBOT) soybean oil (dollars per pound) $ 0.44     $ 0.47  
    Midwest crude corn oil (dollars per pound)   0.47       0.55  
    CARB ULSD (dollars per gallon)   2.41       2.66  
    NYMEX ULSD (dollars per gallon)   2.38       2.71  
    California LCFS (dollars per metric ton)   66.12       63.53  
    Biodiesel RINs (dollars per RIN)   0.79       0.58  
                   

    Nitrogen Fertilizer Segment

      Three Months Ended
    March 31,
    (percent of capacity utilization)   2025       2024  
    Ammonia utilization rate (1)   101 %     90 %

    _______________
    (1) Reflects our ammonia utilization rate on a consolidated basis. Utilization is an important measure used by management to assess operational output at each of CVR Partners’ facilities. Utilization is calculated as actual tons produced divided by capacity. We present our utilization for the three months ended March 31, 2025 and 2024 and take into account the impact of our current turnaround cycles on any specific period. Additionally, we present utilization solely on ammonia production rather than each nitrogen product as it provides a comparative baseline against industry peers and eliminates the disparity of plant configurations for upgrade of ammonia into other nitrogen products. With our efforts being primarily focused on ammonia upgrade capabilities, this measure provides a meaningful view of how well we operate.

    Sales and Production Data

      Three Months Ended
    March 31,
        2025       2024  
    Consolidated sales volumes (thousands of tons):      
    Ammonia   60       70  
    UAN   336       284  
           
    Consolidated product pricing at gate (dollars per ton): (1)      
    Ammonia $ 554     $ 528  
    UAN   256       267  
           
    Consolidated production volume (thousands of tons):      
    Ammonia (gross produced) (2)   216       193  
    Ammonia (net available for sale) (2)   64       60  
    UAN   348       305  
           
    Feedstock:      
    Petroleum coke used in production (thousands of tons)   131       128  
    Petroleum coke used in production (dollars per ton) $ 42.43     $ 75.71  
    Natural gas used in production (thousands of MMBtus) (3)   2,159       2,148  
    Natural gas used in production (dollars per MMBtu) (3) $ 4.62     $ 3.10  
    Natural gas in cost of materials and other (thousands of MMBtus) (3)   1,605       1,765  
    Natural gas in cost of materials and other (dollars per MMBtu) (3) $ 4.63     $ 3.49  

    _______________
    (1) Product pricing at gate represents sales less freight revenue divided by product sales volume in tons and is shown in order to provide a pricing measure that is comparable across the fertilizer industry.
    (2) Gross tons produced for ammonia represent total ammonia produced, including ammonia produced that was upgraded into other fertilizer products. Net tons available for sale represent ammonia available for sale that was not upgraded into other fertilizer products.
    (3) The feedstock natural gas shown above does not include natural gas used for fuel. The cost of fuel natural gas is included in direct operating expense.

    Key Market Indicators

      Three Months Ended
    March 31,
        2025       2024  
    Ammonia — Southern plains (dollars per ton) $ 562     $ 567  
    Ammonia — Corn belt (dollars per ton)   618       598  
    UAN — Corn belt (dollars per ton)   324       292  
           
    Natural gas NYMEX (dollars per MMBtu) $ 3.87     $ 2.10  
                   

    Q2 2025 Outlook

    The table below summarizes our outlook for certain operational statistics and financial information for the second quarter of 2025. See “Forward-Looking Statements” above.

      Q2 2025
      Low   High
    Petroleum      
    Total throughput (bpd)   160,000       180,000  
    Crude utilization (1)   82 %     90 %
    Direct operating expenses (in millions) (2) $ 105     $ 115  
    Turnaround (in millions) (3)   15       20  
           
    Renewables      
    Total throughput (in millions of gallons)   16       20  
    Renewable utilization (4)   70 %     87 %
    Direct operating expenses (in millions) (2) $ 8     $ 10  
           
    Nitrogen Fertilizer      
    Ammonia utilization rate   93 %     97 %
    Direct operating expenses (in millions) (2) $ 57     $ 62  
           
    Capital Expenditures (in millions) (3)      
    Petroleum $ 35     $ 40  
    Renewables   2       4  
    Nitrogen Fertilizer   18       22  
    Other   1       3  
    Total capital expenditures $ 56     $ 69  

    _______________
    (1) Represents crude oil throughput divided by consolidated crude oil throughput capacity of 206,500 bpd.
    (2) Direct operating expenses are shown exclusive of depreciation and amortization, turnaround expenses, and inventory valuation impacts.
    (3) Turnaround and capital expenditures are disclosed on an accrual basis.
    (4) Represents renewable feedstock throughput divided by total renewable throughput capacity of 252,000 gallons per day.

    Non-GAAP Reconciliations

    Reconciliation of Net (Loss) Income to EBITDA and Adjusted EBITDA

      Three Months Ended
    March 31,
    (in millions)   2025       2024  
    Net (loss) income $ (105 )   $ 90  
    Interest expense, net   25       20  
    Income tax (benefit) expense   (49 )     17  
    Depreciation and amortization   68       76  
    EBITDA   (61 )     203  
    Adjustments:      
    Revaluation of RFS liability, unfavorable (favorable)   112       (91 )
    Unrealized (gain) loss on derivatives, net   (3 )     24  
    Inventory valuation impacts, favorable   (24 )     (37 )
    Adjusted EBITDA $ 24     $ 99  
                   

    Reconciliation of Basic and Diluted (Loss) Earnings per Share to Adjusted (Loss) Earnings per Share

      Three Months Ended
    March 31,
        2025       2024  
    Basic and diluted (loss) earnings per share $ (1.22 )   $ 0.81  
    Adjustments: (1)      
    Revaluation of RFS liability, unfavorable (favorable)   0.84       (0.67 )
    Unrealized (gain) loss on derivatives, net   (0.03 )     0.18  
    Inventory valuation impacts, favorable   (0.17 )     (0.28 )
    Adjusted (loss) earnings per share $ (0.58 )   $ 0.04  

    _______________
    (1) Amounts are shown after-tax, using the Company’s marginal tax rate, and are presented on a per share basis using the weighted average shares outstanding for each period.

    Reconciliation of Net Cash (Used In) Provided By Operating Activities to Free Cash Flow

      Three Months Ended
    March 31,
    (in millions)   2025       2024  
    Net cash (used in) provided by operating activities $ (195 )   $ 177  
    Less:      
    Capital expenditures   (51 )     (47 )
    Capitalized turnaround expenditures   (43 )     (12 )
    Return of equity method investment   4       3  
    Free cash flow $ (285 )   $ 121  
                   

    Reconciliation of Petroleum Segment Net (Loss) Income to EBITDA and Adjusted EBITDA

      Three Months Ended
    March 31,
    (in millions)   2025       2024  
    Petroleum net (loss) income $ (160 )   $ 127  
    Interest (income) expense, net         (4 )
    Depreciation and amortization   41       48  
    Petroleum EBITDA   (119 )     171  
    Adjustments:      
    Revaluation of RFS liability, unfavorable (favorable)   112       (91 )
    Unrealized (gain) loss on derivatives, net   (3 )     24  
    Inventory valuation impacts, favorable (1)   (20 )     (37 )
    Petroleum Adjusted EBITDA $ (30 )   $ 67  
                   

    Reconciliation of Petroleum Segment Gross (Loss) Profit to Refining Margin and Adjusted Refining Margin

      Three Months Ended
    March 31,
    (in millions)   2025       2024  
    Net sales $ 1,477     $ 1,722  
    Less:      
    Cost of materials and other   (1,482 )     (1,432 )
    Direct operating expenses (exclusive of depreciation and amortization)   (93 )     (103 )
    Depreciation and amortization   (41 )     (48 )
    Gross (loss) profit   (139 )     139  
    Add:      
    Direct operating expenses (exclusive of depreciation and amortization)   93       103  
    Depreciation and amortization   41       48  
    Refining margin   (5 )     290  
    Adjustments:      
    Revaluation of RFS liability, unfavorable (favorable)   112       (91 )
    Unrealized (gain) loss on derivatives, net   (3 )     24  
    Inventory valuation impacts, favorable (1)   (20 )     (37 )
    Adjusted refining margin $ 84     $ 186  
           
    Total throughput barrels per day   120,377       195,792  
    Days in the period   90       91  
    Total throughput barrels   10,833,969       17,817,099  
           
    Refining margin per total throughput barrel $ (0.42 )   $ 16.29  
    Adjusted refining margin per total throughput barrel   7.72       10.46  
    Direct operating expenses per total throughput barrel   8.58       5.78  

    _______________
    (1) The Petroleum Segment’s basis for determining inventory value under GAAP is First-In, First-Out (“FIFO”). Changes in crude oil prices can cause fluctuations in the inventory valuation of crude oil, work in process and finished goods, thereby resulting in a favorable inventory valuation impact when crude oil prices increase and an unfavorable inventory valuation impact when crude oil prices decrease. The inventory valuation impact is calculated based upon inventory values at the beginning of the accounting period and at the end of the accounting period.

    Reconciliation of Renewables Segment Net Income (Loss) to EBITDA and Adjusted EBITDA

      Three Months Ended March 31,
    (in millions)   2025       2024  
    Renewables net income (loss) $     $ (10 )
    Depreciation and amortization   6       6  
    Renewables EBITDA   6       (4 )
    Adjustments:      
    Inventory valuation impacts, favorable (1)   (3 )     (1 )
    Renewables Adjusted EBITDA $ 3     $ (5 )
                   

    Reconciliation of Renewables Segment Gross Profit (Loss) to Renewables Margin and Adjusted Renewables Margin

      Three Months Ended March 31,
    (in millions, except throughput data)   2025       2024  
    Net sales $ 66     $ 33  
    Less:      
    Cost of materials and other   50       29  
    Direct operating expenses (exclusive of depreciation and amortization)   6       5  
    Depreciation and amortization   6       6  
    Gross profit (loss)   4       (7 )
    Add:      
    Direct operating expenses (exclusive of depreciation and amortization)   6       5  
    Depreciation and amortization   6       6  
    Renewables margin   16       4  
    Inventory valuation impacts, favorable (1)   (3 )     (1 )
    Adjusted renewables margin $ 13     $ 3  
           
    Total vegetable oil throughput gallons per day   155,943       75,657  
    Days in the period   90       91  
    Total vegetable oil throughput gallons   14,034,826       6,884,761  
           
    Renewables margin per vegetable oil throughput gallon $ 1.13     $ 0.65  
    Adjusted renewables margin per vegetable oil throughput gallon   0.94       0.47  
    Direct operating expenses per vegetable oil throughput gallon   0.48       0.84  

    _______________
    (1) The Renewables Segment’s basis for determining inventory value under GAAP is FIFO. Changes in renewable diesel and renewable feedstock prices can cause fluctuations in the inventory valuation of renewable diesel, work in process and finished goods, thereby resulting in a favorable inventory valuation impact when renewable diesel prices increase and an unfavorable inventory valuation impact when renewable diesel prices decrease. The inventory valuation impact is calculated based upon inventory values at the beginning of the accounting period and at the end of the accounting period.

    Reconciliation of Nitrogen Fertilizer Segment Net Income to EBITDA and Adjusted EBITDA

      Three Months Ended
    March 31,
    (in millions)   2025       2024  
    Nitrogen Fertilizer net income $ 27     $ 13  
    Interest expense, net   8       8  
    Depreciation and amortization   18       19  
    Nitrogen Fertilizer EBITDA and Adjusted EBITDA $ 53     $ 40  
                   

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