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  • MIL-OSI Europe: REPORT on the proposal for a decision of the European Parliament and of the Council on providing macro-financial assistance to the Arab Republic of Egypt – A10-0037/2025

    Source: European Parliament

    DRAFT EUROPEAN PARLIAMENT LEGISLATIVE RESOLUTION

    on the proposal for a decision of the European Parliament and of the Council on providing macro-financial assistance to the Arab Republic of Egypt

    (COM(2024)0461 – C10‑0009/2024 – 2024/0071(COD))

    (Ordinary legislative procedure: first reading)

    The European Parliament,

     having regard to the Commission proposal to Parliament and the Council (COM(2024)0461),

     having regard to Article 294(2) and Article 212 of the Treaty on the Functioning of the European Union, pursuant to which the Commission submitted the proposal to Parliament (C10‑0009/2024),

     having regard to Article 294(3) of the Treaty on the Functioning of the European Union,

     having regard to the budgetary assessment by the Committee on Budgets,

     having regard to Rule 60 of its Rules of Procedure,

     having regard to the opinion of the Committee on Foreign Affairs,

     having regard to the report of the Committee on International Trade (A10-0037/2025),

    1. Adopts its position at first reading hereinafter set out;

    2. Calls on the Commission to refer the matter to Parliament again if it replaces, substantially amends or intends to substantially amend its proposal;

    3. Instructs its President to forward its position to the Council, the Commission and the national parliaments.

     

     

    Amendment  1

    Proposal for a decision

    Recital 1 a (new)

     

    Text proposed by the Commission

    Amendment

     

    (1a) This Decision has implications for the Union budget. Accordingly, the European Parliament’s Committee on Budgets adopted a budgetary assessment, which forms an integral part of Parliament’s mandate for negotiations.

    Amendment  2

    Proposal for a decision

    Recital 2 a (new)

     

    Text proposed by the Commission

    Amendment

     

    (2a) On 17 March 2024, Egypt and the European Union jointly decided to upgrade their relations to a strategic and comprehensive partnership, based on the values of equity and mutual respect and trust in order to strengthen their common stability, peace and prosperity.

    Amendment  3

     

    Proposal for a decision

    Recital 3

     

    Text proposed by the Commission

    Amendment

    (3) In line with the Partnership Priorities, the EU and Egypt are committed to ensuring accountability, the rule of law, the full respect of human rights, fundamental freedoms, promoting democracy, gender equality and equal opportunities as constitutional rights of all their citizens. These commitments contribute to the advancement of the partnership and to Egypt’s sustainable development and stability. The increased and constructive engagement between the EU and Egypt in the last period has opened the path to more meaningful dialogue on human rights related issues. The subcommittee on Political Matters, Human Rights and Democracy, International and Regional issues of December 2022 and the Association Committee of May 2023 provided the institutional platforms to exchange on an array of human rights issues, which the EU would like to continue and build on. The improvement of the human rights situation in Egypt will have a positive impact on EU-Egypt relations.

    (3) In line with the Partnership Priorities, the EU and Egypt are committed to ensuring accountability, the rule of law, the full respect of human rights, fundamental freedoms, promoting democracy, gender equality and equal opportunities as constitutional rights of all their citizens. These commitments contribute to the advancement of the partnership and to Egypt’s sustainable development, good governance and socio-economic stability. The increased and constructive engagement between the EU and Egypt in the last period has opened the path to more meaningful dialogue on human rights related issues. The subcommittee on Political Matters, Human Rights and Democracy, International and Regional issues of December 2022 and the Association Committee of May 2023 provided the institutional platforms to exchange on an array of human rights issues, which the EU would like to continue and build on. The steady improvement of the human rights situation and women’s rights and fundamental freedoms due to an active, coherent and proactive policy in that area in Egypt will have a positive impact on EU-Egypt relations.

    Amendment  4

    Proposal for a decision

    Recital 3 a (new)

     

    Text proposed by the Commission

    Amendment

     

    (3a) Egypt’s economic and financial situation has been marked by several macroeconomic adjustment programmes implemented under the aegis of the IMF in exchange for credit facilities (USD 12 billion from 2016 to 2019 and USD 3 billion in 2022, rising to USD 8 billion in March 2024);

    Amendment  5

     

    Proposal for a decision

    Recital 5

     

    Text proposed by the Commission

    Amendment

    (5) The EU recognises Egypt’s key role for regional security and stability. Terrorism, organised crime and conflicts are common threats against our security and the social fabric of nations across both sides of the Mediterranean. Therefore, the EU and Egypt have a common interest in strengthening cooperation highlighted in the Partnership Priorities, in full compliance with international law, including human rights and international humanitarian law.

    (5) The EU recognises Egypt’s key role for regional security and stability. Terrorism, organised crime, such as human trafficking, irregular migration, and conflicts, are common threats against our security and the social fabric of nations across both sides of the Mediterranean. Similarly, energy is also one of the most pressing challenges facing countries on both sides of the Mediterranean. The Energy Cooperation between the Union and Egypt in the Eastern Mediterranean could not only offer a source of economic prosperity for the region but also strengthen energy security for the Union by diversifying energy supplies and encouraging regional collaboration. In that respect, the East Mediterranean Gas Forum serves as a platform of positive regional cooperation. Therefore, the EU and Egypt have a common interest in strengthening cooperation highlighted in the Partnership Priorities, in full compliance with international law, including the International Law of the Sea, human rights and international humanitarian law.

    Amendment  6

     

    Proposal for a decision

    Recital 6

     

    Text proposed by the Commission

    Amendment

    (6) Recalling the geo-political challenges, such as the consequences of Hamas terrorist attacks across Israel on 7 October 2023 as well as the conflict in Sudan, and the strategic importance of Egypt as the largest country in the region and a pillar of stability for the whole Middle East, the Union is embarking on concluding a Strategic and Comprehensive partnership with Egypt as outlined in the Joint Declaration.

    (6) Recalling the global and regional geo-political challenges, such as the humanitarian crisis in Gaza, resulting from the aftermath of the Hamas terrorist attacks across Israel on 7 October 2023, the escalating tensions in the Horn of Africa and the safety of navigation in the Red Sea and the Suez Canal, as well as migratory pressure from the conflict in Sudan, uncertainties in Syria, the instability in Libya, Egypt’s responsibilities as a host to large numbers of refugees and migrants and the strategic importance of Egypt as the largest country in the region and a pillar of stability for the whole Middle East, the Union has embarked on a Strategic and Comprehensive partnership with Egypt as outlined in the Joint Declaration.

    Amendment  7

     

    Proposal for a decision

    Recital 7

     

    Text proposed by the Commission

    Amendment

    (7) The objective of the Strategic and Comprehensive Partnership with Egypt is to elevate the EU-Egypt political relations to a strategic partnership and enable Egypt to fulfil its key role of providing stability in the region. The partnership aims to contribute to support Egypt’s macroeconomic resilience and enable the implementation of ambitious socio-economic reforms in a manner that complements and reinforces the reform process foreseen under the IMF programme for Egypt. As outlined in the Joint Declaration, the partnership will address a wide set of policy measures clustered across six pillars of intervention, namely: political relations; economic stability; investment and trade; migration; security and law enforcement cooperation; demography and human capital.

    (7) The objective of the Strategic and Comprehensive Partnership with Egypt is to elevate the EU-Egypt political relations to a strategic partnership and enable Egypt to fulfil its key role of providing stability in the region, the Middle East and North Africa. The partnership aims to contribute to support Egypt’s macroeconomic resilience and enable the implementation of ambitious socio-economic reforms in a manner that complements and reinforces the reform process foreseen under the IMF programme for Egypt. As outlined in the Joint Declaration, the partnership will address a wide set of policy measures clustered across six pillars of intervention, namely: political relations; economic stability; investment and trade; irregular migration and mobility in respect of human rights; security and law enforcement cooperation; demography and human capital. Such Strategic and Comprehensive Partnership should be developed in line with initiatives at Union and Member State level such as the Global Gateway and the Mattei Plan for Africa.

    Amendment  8

     

    Proposal for a decision

    Recital 8

     

    Text proposed by the Commission

    Amendment

    (8) Underpinning the partnership will be a financial package of EUR 7.4 billion consisting of short- and longer-term support for the necessary macro-fiscal and socio-economic reform agenda, as well as increased amounts available to support investments in Egypt and targeted support for the implementation of the different strategic priorities. Part of the support package is the EU MFA package of up to EUR 5 billion in loans, composed of two MFA operations, one short-term for up to EUR 1 billion and a regular, more medium-term one for up to EUR 4 billion, financial instruments, such as guarantees and blending instruments, aimed at mobilising public and private investments with the objective of generating substantial new investments. This will be complemented by programmes to support specific priorities under the Strategic and Comprehensive Partnership through individual projects and technical assistance implemented under the Neighbourhood, Development and International Cooperation Instrument2 .

    (8) Underpinning the partnership is a financial package of EUR 7.4 billion consisting of short- and longer-term support for the necessary macro-fiscal and socio-economic reform agenda, as well as increased amounts available to support investments in Egypt and targeted support for the implementation of the different strategic priorities, particularly in terms of irregular migration and renewable energy. Part of the support package is the EU MFA package of up to EUR 5 billion in concessional loans, composed of two MFA operations, one short-term for up to EUR 1 billion and a regular, more medium-term one for up to EUR 4 billion, financial instruments, such as guarantees and blending instruments, aimed at mobilising public and private investments that benefit the majority of Egyptians with the objective of generating substantial new investments. This will be complemented by programmes to support specific priorities under the Strategic and Comprehensive Partnership through individual projects and technical assistance implemented under the Neighbourhood, Development and International Cooperation Instrument2.

    __________________

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    2 Established by Regulation (EU) 2021/947 of the European Parliament and of the Council of 9 June 2021 establishing the Neighbourhood, Development and International Cooperation Instrument – Global Europe, amending and repealing Decision No 466/2014/EU and repealing Regulation (EU) 2017/1601 and Council Regulation (EC, Euratom) No 480/2009 (OJ L 209, 14.6.2021, p. 1)

    2 Established by Regulation (EU) 2021/947 of the European Parliament and of the Council of 9 June 2021 establishing the Neighbourhood, Development and International Cooperation Instrument – Global Europe, amending and repealing Decision No 466/2014/EU and repealing Regulation (EU) 2017/1601 and Council Regulation (EC, Euratom) No 480/2009 (OJ L 209, 14.6.2021, p. 1)

    Amendment  9

     

    Proposal for a decision

    Recital 9

     

    Text proposed by the Commission

    Amendment

    (9) Egypt’s macro-fiscal situation has faced significant challenges and deteriorated substantially over recent months, as external pressures have intensified and public debt has increased further, with substantial downside risks to the economic outlook persisting. The repercussions of Russia’s war on Ukraine and of Hamas terrorist attacks against Israel have led to protracted capital outflows and lower foreign currency receipts, notably due to sharply falling income from tourism and Suez Canal proceeds. This is particularly challenging amid Egypt’s difficult fiscal situation, which is characterised by constant fiscal deficits and high and growing debt to GDP ratios.

    (9) Egypt’s macro-fiscal situation has faced significant challenges and deteriorated substantially over recent months, as external pressures have intensified and public debt has increased further, with substantial downside risks to the economic outlook persisting. The repercussions of Russia’s war on Ukraine and the geopolitical tensions and conflicts in the Middle East have led to protracted capital outflows and lower foreign currency receipts, notably due to sharply falling income from tourism, Suez Canal proceeds and gas production and loss of confidence among foreign investors. This is particularly challenging amid Egypt’s difficult fiscal situation, which is characterised by constant fiscal deficits and high and growing debt to GDP ratios. Despite that difficult external context, in 2024 Egypt was able to implement reforms, such as the unification of exchange rates and making progress in tightening monetary policy, to help preserve macroeconomic stability.

    Amendment  10

    Proposal for a decision

    Recital 12

     

    Text proposed by the Commission

    Amendment

    (12) Egypt re-engaged with the IMF in early 2024 and reached a staff-level agreement on 6 March 2024 on a revamped Extended Fund Facility programme scaled up to USD 8 billion. The new programme is expected to be adopted by IMF Executive Board decision in March 2024 and aims to address the areas of 1) credible exchange rate flexibility, 2) sustainable tightening of monetary policy, 3) fiscal consolidation to preserve debt sustainability, 4) a new framework to rein in infrastructure spending, 5) providing adequate levels of social spending to protect vulnerable groups, and 6) implementation of the State Ownership Policy and reforms to level the playing field. Together with the staff level agreement’s signature, Egypt also enacted a flexibilisation of the exchange rate, and raised the central bank’s key policy rate by a sizeable 600 basis points, in line with the IMF programme’s priorities.

    (12) Egypt re-engaged with the IMF in early 2024 and reached a staff-level agreement on 6 March 2024 on a revamped Extended Fund Facility programme scaled up to USD 8 billion. Negotiations at expert level on the fourth revision of Egypt’s economic reform programme were concluded in December 2024. The new programme aims to address the areas of 1) credible exchange rate flexibility, 2) sustainable tightening of monetary policy, 3) fiscal consolidation to preserve debt sustainability, 4) a new framework to rein in infrastructure spending, 5) providing adequate levels of social spending to protect vulnerable groups from the cost of living and energy price rises, and 6) implementation of the State Ownership Policy and reforms to level the playing field by promoting the development of the private sector in the economy. Together with the staff level agreement’s signature, Egypt also enacted a flexibilisation of the exchange rate, and raised the central bank’s key policy rate by a sizeable 600 basis points, in line with the IMF programme’s priorities.

    Amendment  11

    Proposal for a decision

    Recital 16

     

    Text proposed by the Commission

    Amendment

    (16) Given that there is still a significant residual external financing gap in Egypt’s balance of payments over and above the resources provided by the IMF and other multilateral institutions, the Union macro-financial assistance to be provided to Egypt is, under the current exceptional circumstances, considered to be an appropriate response to Egypt’s request for support to the economic stabilisation, in conjunction with the IMF programme. The Union’s macro-financial assistance package, including the MFA of up to EUR 4 billion under this proposal, would support the economic stabilisation and the structural reform agenda of Egypt, supplementing resources made available under the IMF’s financial arrangement.

    (16) Given that there is still a significant residual external financing gap in Egypt’s balance of payments over and above the resources provided by the IMF and other multilateral institutions and regional partners, the Union macro-financial assistance to be provided to Egypt is, under the current exceptional circumstances, considered to be an appropriate response to Egypt’s request for support to the economic stabilisation, in conjunction with the IMF programme. The Union’s macro-financial assistance package, including the MFA of up to EUR 4 billion under this proposal, would support the economic stabilisation and the structural reform agenda of Egypt, supplementing resources made available under the IMF’s financial arrangement.

    Amendment  12

     

    Proposal for a decision

    Recital 19

     

    Text proposed by the Commission

    Amendment

    (19) The Commission should ensure that the Union’s macro-financial assistance is legally and substantially in line with the key principles, objectives and measures taken within the different areas of external action and with other relevant Union policies.

    (19) The Commission should ensure that the Union’s macro-financial assistance is legally and substantially in line with the key principles, objectives and measures taken within the different areas of external action and with other relevant Union policies, including those relating to democracy, human rights and rule of law, in line with Article 2 of the EU-Egypt Association Agreement.

    Amendment  13

     

    Proposal for a decision

    Recital 22

     

    Text proposed by the Commission

    Amendment

    (22) A pre-condition for granting the Union’s macro-financial assistance to Egypt should be that the country continues to make concrete and credible steps towards respecting effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and guarantees respect for human rights. In addition, the specific objectives of the Union’s macro-financial assistance should strengthen the efficiency, transparency and accountability of the public finance management systems, the governance and supervision of the financial sector in Egypt and promote structural reforms aimed at supporting sustainable and inclusive growth, decent employment creation and fiscal consolidation. The fulfillment of the pre-condition and the achievement of the specific objectives should be regularly monitored by the Commission services and the European External Action Service.

    (22) Macro-financial assistance should remain an economic instrument. However, a pre-condition for granting the Union’s macro-financial assistance to Egypt should be that the country continues to make concrete, credible and tangible steps towards respecting and strengthening effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and guaranteeing respect for human rights. In addition, the specific objectives of the Union’s macro-financial assistance should strengthen the efficiency, transparency and accountability of the public finance management systems, the governance and supervision of the financial sector in Egypt and promote structural reforms aimed at supporting sustainable and inclusive growth, decent employment creation and fiscal consolidation. The fulfillment of the pre-condition and the achievement of the specific objectives should be regularly monitored by the Commission services and the European External Action Service.

    Amendment  14

    Proposal for a decision

    Recital 23

     

    Text proposed by the Commission

    Amendment

    (23) In order to ensure that the Union’s financial interests linked to the Union’s macro-financial assistance are protected efficiently, Egypt should take appropriate measures relating to the prevention of, and fight against, fraud, corruption and any other irregularities linked to the assistance. In addition, a loan agreement to be concluded between the Commission and the Egyptian authorities should contain provisions authorising European Anti-Fraud Office (OLAF) to carry out investigations, including on-the-spot checks and inspections, in accordance with the provisions and procedures laid down in Regulation (EU, Euratom) No 883/2013 of the European Parliament and of the Council3 and Council Regulation (Euratom, EC) No 2185/964 , the Commission and the Court of Auditors to carry out audits and the European Public Prosecutor’s Office to exercise its competences with regard to the provision of the Union’s macro-financial assistance during and after its availability period.

    (23) It is essential to underline that Egypt has to meet the necessary economic pre-condition for eligibility. Egypt has demonstrated its solvency and financial stability, which have been verified by the Commission. However, in order to ensure that the Union’s financial interests linked to the Union’s macro-financial assistance are protected efficiently. Egypt should take appropriate measures relating to the prevention of, and fight against, fraud, corruption and any other irregularities linked to the assistance. In addition, a loan agreement to be concluded between the Commission and the Egyptian authorities should contain provisions authorising European Anti-Fraud Office (OLAF) to carry out investigations, including on-the-spot checks and inspections, in accordance with the provisions and procedures laid down in Regulation (EU, Euratom) No 883/2013 of the European Parliament and of the Council3 and Council Regulation (Euratom, EC) No 2185/964 , the Commission and the Court of Auditors to carry out audits and the European Public Prosecutor’s Office to exercise its competences with regard to the provision of the Union’s macro-financial assistance during and after its availability period.

    __________________

    __________________

    3 Regulation (EU, Euratom) No 883/2013 of the European Parliament and of the Council of 11 September 2013 concerning investigations conducted by the European Anti-Fraud Office (OLAF) and repealing Regulation (EC) No 1073/1999 of the European Parliament and of the Council and Council Regulation (Euratom) No 1074/1999 (OJ L 248, 18.9.2013, p. 1).

    3 Regulation (EU, Euratom) No 883/2013 of the European Parliament and of the Council of 11 September 2013 concerning investigations conducted by the European Anti-Fraud Office (OLAF) and repealing Regulation (EC) No 1073/1999 of the European Parliament and of the Council and Council Regulation (Euratom) No 1074/1999 (OJ L 248, 18.9.2013, p. 1).

    4 Council Regulation (Euratom, EC) No 2185/96 of 11 November 1996 concerning on-the-spot checks and inspections carried out by the Commission in order to protect the European Communities’ financial interests against fraud and other irregularities (OJ L 292, 15.11.1996, p. 2).

    4 Council Regulation (Euratom, EC) No 2185/96 of 11 November 1996 concerning on-the-spot checks and inspections carried out by the Commission in order to protect the European Communities’ financial interests against fraud and other irregularities (OJ L 292, 15.11.1996, p. 2).

    Amendment  15

     

    Proposal for a decision

    Recital 26

     

    Text proposed by the Commission

    Amendment

    (26) The Union’s macro-financial assistance should be managed by the Commission. In order to ensure that the European Parliament and the Council are able to follow the implementation of this Decision, the Commission should regularly inform them of developments relating to the assistance and provide them with relevant documents.

    (26) The Union’s macro-financial assistance should be managed by the Commission. In order to ensure that the European Parliament and the Council are able to follow the implementation of this Decision, the Commission should regularly inform them with an annual report of developments relating to the assistance and on respect for effective democratic mechanisms, as per the pre-conditions referred to in this Decision, and provide them with relevant documents.

    Amendment  16

     

    Proposal for a decision

    Recital 28

     

    Text proposed by the Commission

    Amendment

    (28) The Union’s macro-financial assistance should be subject to economic policy conditions, to be laid down in a Memorandum of Understanding. In order to ensure uniform conditions of implementation and for reasons of efficiency, the Commission should be empowered to negotiate such conditions with the Egyptian authorities under the supervision of the committee of representatives of the Member States in accordance with Regulation (EU) No 182/2011. Under that Regulation, the advisory procedure should, as a general rule, apply in all cases other than as provided for in that Regulation. Considering the potentially important impact of assistance of more than EUR 90 million, it is appropriate that the examination procedure be used for operations above that threshold. Considering the amount of the Union’s macro-financial assistance to Egypt, the examination procedure should apply to the adoption of the Memorandum of Understanding, and to any reduction, suspension or cancellation of the assistance.

    (28) The Union’s macro-financial assistance should be subject to sustainable economic policy reforms, to be laid down in a Memorandum of Understanding. In order to ensure uniform conditions of implementation and for reasons of efficiency, the Commission should be empowered to negotiate such conditions with the Egyptian authorities under the supervision of the committee of representatives of the Member States in accordance with Regulation (EU) No 182/2011. Under that Regulation, the advisory procedure should, as a general rule, apply in all cases other than as provided for in that Regulation. Considering the potentially important impact of assistance of more than EUR 90 million, it is appropriate that the examination procedure be used for operations above that threshold. Considering the amount of the Union’s macro-financial assistance to Egypt, the examination procedure should apply to the adoption of the Memorandum of Understanding, and to any reduction, suspension or cancellation of the assistance.

    Amendment  17

     

    Proposal for a decision

    Article 1 – paragraph 1

     

    Text proposed by the Commission

    Amendment

    1. The Union shall make macro-financial assistance of a maximum amount of up to EUR 4 billion available to Egypt (“the Union’s macro-financial assistance”), with a view to supporting Egypt’s economic stabilisation and a substantive reform agenda. The release of the Union’s macro-financial assistance is subject to the approval of the Union budget for the relevant year by the European Parliament and the Council. The assistance shall contribute to covering Egypt’s balance of payments needs as identified in the IMF programme.

    1. The Union shall make macro-financial assistance in the form of concessional loans of a maximum amount of up to EUR 4 billion available to Egypt (“the Union’s macro-financial assistance”), with a view to supporting Egypt’s socio-economic stabilisation and a substantive structural reform agenda, as well as its responsibility to mitigate the effects of irregular migration and managing migratory flows. The release of the Union’s macro-financial assistance is subject to the approval of the Union budget for the relevant year by the European Parliament and the Council. The assistance shall contribute to covering Egypt’s balance of payments needs as identified in the IMF programme.

    Amendment  18

    Proposal for a decision

    Article 1 – paragraph 3 a (new)

     

    Text proposed by the Commission

    Amendment

     

    3a. Macro-financial assistance may, as far as possible, contribute to the Union’s growth and economic resilience.

    Amendment  19

     

    Proposal for a decision

    Article 2 – paragraph 1

     

    Text proposed by the Commission

    Amendment

    1. A pre-condition for granting the Union’s macro-financial assistance shall be that Egypt continues to make concrete and credible steps towards respecting effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and guarantees respect for human rights.

    1. A pre-condition for granting the Union’s macro-financial assistance shall be that Egypt continues to make concrete and credible steps towards respecting and strengthening effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and continues to make efforts in order to guarantee respect for human rights.

    Amendment  20

     

    Proposal for a decision

    Article 2 – paragraph 2

     

    Text proposed by the Commission

    Amendment

    2. The Commission services and the European External Action Service shall monitor the fulfilment of this pre-condition throughout the life-cycle of the Union’s macro-financial assistance.

    2. The Commission services and the European External Action Service shall monitor the fulfilment of this pre-condition throughout the life-cycle of the Union’s macro-financial assistance and report, regularly and in writing, to the European Parliament and the Council on the fulfilment of the economic policy and financial conditions set out in the Memorandum of Understanding.

    Amendment  21

    Proposal for a decision

    Article 3 – paragraph 1

     

    Text proposed by the Commission

    Amendment

    1. The Commission, in accordance with the examination procedure referred to in Article 7(2), shall agree with the Egyptian authorities on clearly defined economic policy and financial conditions, focusing on structural reforms and sound public finances, to which the Union’s macro-financial assistance is to be subject, to be laid down in a Memorandum of Understanding (“the Memorandum of Understanding”) which shall include a timeframe for the achievement of those reforms. The economic policy and financial conditions set out in the Memorandum of Understanding shall be consistent with the agreements or understandings referred to in Article 1(3), including the macroeconomic adjustment and structural reform programmes implemented by Egypt with the support of the IMF.

    1. The Commission, in accordance with the examination procedure referred to in Article 7(2), shall agree with the Egyptian authorities on clearly defined economic policy and financial conditions, focusing on structural reforms, such as the new criminal procedure reform, and sound public finances, to which the Union’s macro-financial assistance is to be subject, to be laid down in a Memorandum of Understanding (“the Memorandum of Understanding”) which shall include a timeframe for the achievement of those reforms. The economic policy and financial conditions set out in the Memorandum of Understanding shall be consistent with the agreements or understandings referred to in Article 1(3), including the macroeconomic adjustment and structural reform programmes implemented by Egypt with the support of the IMF.

    Amendment  22

     

    Proposal for a decision

    Article 3 – paragraph 2

     

    Text proposed by the Commission

    Amendment

    2. The conditions referred to in paragraph 1 shall aim, in particular, at enhancing the efficiency, transparency and accountability of the public finance management systems in Egypt, including for the use of the Union’s macro-financial assistance. Progress in mutual market opening, the development of rules-based and fair trade, and other priorities in the context of the Union’s external policy shall also be duly taken into account when designing the policy measures. Progress in attaining those objectives shall be regularly monitored by the Commission.

    2. The economic policy and financial conditions referred to in paragraph 1 shall aim, in particular, at enhancing the efficiency, transparency and accountability of the public finance management systems in Egypt, including for the use of the Union’s macro-financial assistance. Progress in mutual market opening, including for SMEs, the development of rules-based and fair trade, sustainable development, good governance and other priorities in the context of the Union’s external policy shall also be duly taken into account when designing the policy measures. Progress in attaining those objectives shall be regularly monitored by the Commission.

    Amendment  23

    Proposal for a decision

    Article 4 – paragraph 4

     

    Text proposed by the Commission

    Amendment

    4. Where the conditions in paragraph 3 are not met, the Commission shall temporarily suspend or cancel the disbursement of the Union’s macro-financial assistance. In such cases, it shall inform the European Parliament and the Council of the reasons for that suspension or cancellation.

    4. Where the conditions in paragraph 3 are not met, the Commission shall temporarily suspend or cancel the disbursement of the Union’s macro-financial assistance. In such cases, it shall inform the European Parliament and the Council without delay of the reasons for that suspension or cancellation.

    Amendment  24

    Proposal for a decision

    Article 5 – paragraph 1

     

    Text proposed by the Commission

    Amendment

    (1) In order to finance the support under the macro-financial assistance in the form of loans, the Commission shall be empowered, on behalf of the Union, to borrow the necessary funds on the capital markets or from financial institutions in accordance with Article 220a of Regulation (EU, Euratom) 2018/1046.

    1. In order to finance the support under the macro-financial assistance in the form of loans, the Commission shall be empowered, on behalf of the Union, to borrow the necessary funds on the capital markets or from financial institutions in accordance with Article 223 of Regulation (EU, Euratom) 2024/2509.

     

    Amendment  25

    Proposal for a decision

    Article 5 – paragraph 2

     

    Text proposed by the Commission

    Amendment

    (2) The Commission shall enter into a loan agreement with Egypt in respect of the amount referred to in Article 1. The detailed terms of the support under the MFA in the form of loans shall be laid down in a loan agreement in accordance with Article 220 of the Financial Regulation, to be concluded between the Commission and the Egyptian authorities. The loan agreement shall lay down the availability period and the detailed terms of the support under the macro-financial assistance in the form of loans, including in relation to the internal control systems. The loans shall be granted at terms that allow Egypt to repay the loan over a long period, including a possible grace period. The maximum duration of the loans shall be 35 years. The Commission shall inform the European Parliament and the Council of developments in the operations referred to in paragraph 3.

    2. The Commission shall enter into a loan agreement with Egypt in respect of the amount referred to in Article 1. The detailed terms of the support under the MFA in the form of loans shall be laid down in a loan agreement in accordance with Article 223 of the Financial Regulation, to be concluded between the Commission and the Egyptian authorities. The loan agreement shall lay down the availability period and the detailed terms of the support under the macro-financial assistance in the form of loans, including in relation to the internal control systems. Egypt shall reimburse the loan, which shall be granted at terms that allow its repayment over a long period, including, after a formal notification to the European Parliament and the Council, a possible grace period. The maximum duration of the loans shall be 35 years. The Commission shall inform the European Parliament and the Council of developments in the operations referred to in paragraph 3.

    Amendment  26

    Proposal for a decision

    Article 6 – paragraph 1

     

    Text proposed by the Commission

    Amendment

    1. The Union’s macro-financial assistance shall be implemented in accordance with Regulation (EU, Euratom) No 2018/1046 of the European Parliament and of the Council7.

    1. The Union’s macro-financial assistance shall be implemented in accordance with Regulation (EU, Euratom) No 2024/2509 of the European Parliament and of the Council7.

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    7 Regulation (EU, Euratom) No 2018/1046 of the European Parliament and of the Council of 18 July 2018 on the financial rules applicable to the general budget of the Union and repealing Regulation (EC, Euratom) No 966/2012 (OJ L 193, 30.07.2018, p. 1).

    7 Regulation (EU, Euratom) 2024/2509 of the European Parliament and of the Council of 23 September 2024 on the financial rules applicable to the general budget of the Union (OJ L, 2024/2509, 26.9.2024, ELI: http://data.europa.eu/eli/reg/2024/2509/oj).

    Amendment  27

    Proposal for a decision

    Article 8 – paragraph 1 – point b

     

    Text proposed by the Commission

    Amendment

    (b) assess the economic situation and prospects of Egypt, as well as progress made in implementing the policy measures referred to in Article 3(1);

    (b) assess the economic situation and prospects of Egypt, as well as progress made in implementing the policy measures referred to in Article 2 and Article 3(1);

    Amendment  28

    Proposal for a decision

    Article 8 – paragraph 1 – point c

     

    Text proposed by the Commission

    Amendment

    (c) indicate the connection between the economic policy reform measures laid down in the Memorandum of Understanding, Egypt’s on-going economic and fiscal performance and the Commission’s decisions to release the instalments of the Union’s macro-financial assistance.

    (c) indicate the connection between Egypt’s economic policy reforms under the Memorandum of Understanding, its fiscal performance, and the release of Union macro-financial assistance, while outlining steps taken towards democratic mechanisms, the rule of law and human rights.

     

     

    EXPLANATORY STATEMENT

    Political dialogue between Egypt and the EU was suspended after the revolution in 2011, and remained frozen through 2015. However, following Sisi’s election as president in May 2014, a rapprochement between Europe and Egypt gradually began to take place. The stability of the country became defining characteristics of European policy towards the Egypt. In 2024 the European Union (‘EU’) and Egypt have agreed to deepen their relationship and develop a strategic and comprehensive partnership for shared prosperity, stability and security, based on joint interest and mutual trust and building on the already existing positive agenda in EU-Egypt relations. The Strategic and Comprehensive Partnership covers specific areas of cooperation outlined in the Joint Declaration, clustered across six pillars of intervention, namely: political relations; economic stability; investment and trade; migration; security and law enforcement cooperation; demography and human capital.

    The partnership is based on a financial package consisting of short- and longer-term support for the necessary macro-fiscal and socio-economic reform agenda, as well as increased amounts available to support investments in Egypt and targeted support for the implementation of the different strategic priorities.

    Given Egypt’s critical economic and financial situation and Egypt’s role as an important stabilising factor amid geopolitical tensions in an increasingly volatile region, the Commission proposed on 15 March 2024 to support Egypt with macro-financial assistance (‘MFA’) of up to EUR 5 billion in loans as part of the EUR 7.4 billion financial package, divided into a short-term MFA operation of up to EUR 1 billion to be disbursed in one instalment, and a regular MFA operation of up to EUR 4 billion to be disbursed in three instalments.

    The short-term MFA was agreed without involvement of the European Parliament for urgency reasons. The rapporteur highlights that this can only be an exception and European Parliament should not be bypassed in the future.

    The amount of the proposed two new MFA operations corresponds to 56.7% of the estimated residual financing gap for the period FY24/25-FY26/27. This is consistent with standard practices on burden-sharing for MFA operations (for a country with an Association Agreement, the upper limit would be 60% according to the Council conclusions of 8 October 2002), taking into account the assistance pledged to Egypt by other bilateral and multilateral donors.

    The rapporteur would like to point out that the EU’s cooperation with Egypt does not begin with this MFA which is just a piece of the puzzle and in fact consequence of a longstanding cooperation with Egypt on human rights and security highlighted by the Association Agreement/Euro-Mediterranean Agreement (2004), the EU’s new Agenda for the Mediterranean (2021), the Partnership Priorities (2022) and the Joint Declaration launching a new Strategic and Comprehensive partnership (2024). Moreover, Egypt is a strategic, economic, military and geopolitical partner of the EU and the EU is the leading investor in Egypt.

    Given the instability in the region, Egypt remains a stable partner that engages in constructive dialogue with its partners. The EU need allies like that in the Middle East, and we need to emphasise their importance.

    But Egypt is also hit by a series of external shocks.

    A migratory shock first and foremost, with almost 10 million migrants and 800 000 registered refugees. Egypt is also committed to providing access to education for children, access to health services, help in finding housing and help in finding employment, with the support of NGOs. These commitments, if they are to be carried out properly, come at a cost.

    A geopolitical shock with the uncertainty of developments in Israel / Palestine and Syria.

    An economic shock, because Egypt, like many other countries, is seeing the cost of debt repayment and civil service salaries rise, thus limiting investment capacity.

    This MFA is based on strict pre-conditions requiring Egypt to continue to make concrete and credible steps towards democratic mechanism, rule of law and human rights. The rapporteur believes that those pre-conditions embedded in the long-term cooperation with Egypt will lead to reforms and long-term improvements in the country.

    Moreover, it is important to underline that Egypt already made big improvements in several areas.

    Firstly, on human rights, with a major plan launched in 2021 underlining the country’s commitment to this path. Some may feel that things are not moving fast enough, but it is hard to deny that the country is on the right track.

    Then there is the question of the place of women in society, which is very often a thermometer of democracy in a country. Wearing the veil is not compulsory. Women have access to public jobs and elected office (27% of women elected to the House, 13% to the Senate). Although Egyptian society is seen as patriarchal, the position of women has changed considerably in recent years.

    This is a financial instrument designed to support our partner in the face of the challenges it faces, but also to help it pursue change. The European Parliament will be closely monitoring progress and the rapporteur is asking the Commission to keep the European Parliament duly informed at all stages of the process. After all, the MFA is a loan and the grants are subject to reimbursement.

    To conclude the rapporteur would like to highlight that the MFA is an emergency instrument that has to be granted as soon as possible. The rapporteur is convinced that the MFA will be an effective incentive for – political and financial reforms in the country that will ensure a sustainable partnership between the EU and Egypt.

     

     

    ANNEX: ENTITIES OR PERSONS FROM WHOM THE RAPPORTEUR HAS RECEIVED INPUT

    Pursuant to Article 8 of Annex I to the Rules of Procedure, the rapporteur declares that she received input from the following entities or persons in the preparation of the report, prior to the adoption thereof in committee:

    Entity and/or person

    European Commission – DG ECFIN

    European Commission – DG NEAR

    EEAS

    Embassy of Egypt

    Members of the Egyptian Parliament

    Amnesty International

    Human Rights Watch

    The list above is drawn up under the exclusive responsibility of the rapporteur.

    Where natural persons are identified in the list by their name, by their function or by both, the rapporteur declares that she has submitted to the concerned natural persons the European Parliament’s Data Protection Notice No 484 (https://www.europarl.europa.eu/data-protect/index.do), which sets out the conditions applicable to the processing of their personal data and the rights linked to that processing.

     

     

    MINORITY POSITION

    Pursuant to Rule 56(4) of the Rules of Procedure

    Vicent Marzà Ibáñez (Greens/EFA)

    On behalf of the Greens/EFA group, I would like to express our opposition to the fact that the European Commission has treated Egypt differently from other countries that receive Macro-Financial Assistance (MFA) from the EU.

    Following an agreement between the Council and Parliament, all MFAs should, as a pre-condition, respect human rights, democracy, and the rule of law. However, the Commission chose not to adhere to this policy when EC President Ursula von der Leyen announced a package of €7.4 billion in support for Egypt in March 2024, including €5 billion in Macro-Financial Assistance in the form of loans.

    We support providing Egypt with macro-financial assistance as a means to improve the living conditions of the Egyptian people, to reduce poverty and inequalities as well as to promote human rights. Our group has previously supported providing macro-financial assistance to alleviate financial burdens for countries in difficulty, while also promoting democratic values and human rights worldwide. However, the Commission must respect the agreements made by Parliament and the Council and act in line with the principles enshrined in the EU Treaties regarding external action.

     

     

    BUDGETARY ASSESSMENT OF THE COMMITTEE ON BUDGETS (29.1.2025)

    for the Committee on International Trade

    on the proposal for a decision of the European Parliament and of the Council on providing macro-financial assistance to the Arab Republic of Egypt

    (COM(2024)0461 – C10‑0009/2024 – 2024/0071(COD))

    Rapporteur for budgetary assessment: Matjaž Nemec

     

    The Committee on Budgets has carried out a budgetary assessment of the proposal under Rule 58 of the Rules of Procedure and has reached the following conclusions:

     having regard to Regulation (EU, Euratom) 2024/2509 of the European Parliament and of the Council of 23 September 2024 on the financial rules applicable to the general budget of the Union[1] (Financial Regulation),

     having regard to Council Regulation (EU, Euratom) 2020/2093 of 17 December 2020 laying down the multiannual financial framework for the years 2021 to 2027[2],

     having regard to the Interinstitutional Agreement of 16 December 2020 between the European Parliament, the Council of the European Union and the European Commission (IIA) on budgetary discipline, on cooperation in budgetary matters and on sound financial management, as well as on new own resources, including a roadmap towards the introduction of new own resources[3],

    A. whereas Egypt continues to face sizeable and unmet financing needs, with an external financing gap estimated by the International Monetary Fund (IMF) programme at around USD 17.7 billion for 2024-2027, requiring substantial international support to maintain economic stability and implement crucial reforms;

    B. whereas recently, Egypt’s macro-fiscal situation has deteriorated noticeably, with intensified external pressures and increased debt, reflecting both domestic challenges and external shocks, including the repercussions of Russia’s war against Ukraine and regional instability;

    C. whereas the destructive and ongoing conflict in Gaza and the attacks in the Red Sea have severely impacted Egypt’s key sources of foreign currency earnings, particularly tourism revenues and Suez Canal proceeds, while persistent capital outflows and lower services exports have further strained the country’s external position; whereas Egypt’s socio-economic situation, including poverty rates and the Human Development Index, are also expected to be negatively impacted[4];

    D. whereas the severe deterioration of external accounts and the strategic importance of regional stability conditionally justify this comprehensive support package, while stressing the need for the EU to work towards a lasting long-term peace solution in the Middle East, which will help alleviate the reasons behind Egypt’s financial struggles;

    E. whereas Egypt’s public debt burden had increased substantially to 95.9 % of GDP at the end of the 2022/2023 fiscal year, up from 88.5 % the previous fiscal year, reaching its highest level since 2017 and raising concerns about long-term debt sustainability;

    F. whereas Egypt’s real GDP growth declined to 2.4 % in the 2023/2024 fiscal year due to inflation and external pressures, with food price inflation remaining a strain, especially on vulnerable households;

    G. whereas all major rating agencies have downgraded Egypt’s sovereign credit ratings to below-investment grade following the outbreak of the conflict in Gaza, reflecting increased regional risks and deteriorating humanitarian and economic conditions; whereas this has further complicated the country’s access to international financial markets;

    H. whereas the proposed macro-financial assistance (MFA) of up to EUR 4 billion would help Egypt address its external financing needs while supporting the implementation of structural reforms aimed at improving the macroeconomic situation, strengthening economic governance and transparency, and enhancing conditions for sustainable and inclusive growth;

    I. whereas on 12 April 2024, the Council adopted Decision (EU) 2024/1144 providing EUR 1 billion in short-term macro-financial assistance to the Arab Republic of Egypt[5], pursuant to the urgency procedure provided under Article 213 of the Treaty on the Functioning of the European Union (TFEU), bypassing Parliament entirely; whereas the Commission adopted a decision on 20 December 2024 to release this single instalment to Egypt;

    J. whereas the IMF has confirmed Egypt’s implementation of key reforms that have contributed to preserving macroeconomic stability despite the challenging environment;

    K. whereas the short-term macro-financial assistance was subject to conditions set out in the Memorandum of Understanding (MoU) agreed on and signed by the Commission and the Egyptian authorities on 29 June 2024, including the implementation of economic reforms, concrete and credible steps towards respecting democratic principles, and an on-track IMF programme; whereas the Commission and the European External Action Service undertook a review mission to Cairo in October 2024 and subsequently evaluated the Egyptian authorities’ written compliance reporting, with an overall positive assessment of Egypt’s progress in fulfilling these conditions;

    L. whereas Parliament, as one arm of the EU’s budgetary authority, was not involved in the negotiation and drafting of the MoU, which sets out the structural reform measures associated with the proposed MFA operation, including aspects of timing and sequencing for the disbursement of the initial assistance of EUR 1 billion;

    M. whereas the MoU to be concluded with the Egyptian authorities for the remainder of the MFA is an essential part of the assistance itself; whereas Parliament’s lack of involvement in this process severely hinders its budgetary scrutiny; whereas it is necessary to find an appropriate way to involve Parliament when such memorandums with non-EU countries are negotiated by the Commission;

    N. whereas the MoU should crucially provide the Commission with a mechanism to monitor progress as regards the implementation of structural reforms, notably the specific conditions for disbursement of the assistance;

    1. Recalls that while MFA is meant to be an exceptional crisis response instrument and should not serve as a substitute for structural development aid, its increasing use to address structural economic challenges in partner countries risks diluting its emergency nature;

    2. Highlights the importance of MFA in urgently addressing the situation in Egypt, taking into account Egypt’s critical economic and financial situation and its role as an important stabilising actor in an increasingly volatile region;

    3. Regrets the fact that the first proposal of this package bypassed the co-decision rights of Parliament and undermined its democratic oversight role by using Article 213 TFEU instead of Article 212 TFEU; insists that this should not set a precedent and that Parliament’s rights and role should be respected in future proposals; emphasises that MFA is an instrument requiring proper parliamentary and budgetary scrutiny;

    4. Notes that the Commission proposal of EUR 4 billion in MFA requires EUR 360 million in provisioning under the External Action Guarantee from the Neighbourhood, Development and International Cooperation Instrument – Global Europe, which represents a significant allocation of limited resources;

    5. Recalls its previous concerns about the effectiveness of MFA in driving sustainable reforms; acknowledges, however, that linking this assistance to the broader strategic partnership framework can, when properly implemented, provide stronger leverage for implementing the agreed reform agenda; recalls that the partnership priorities cover three broad areas, namely sustainable modern economy and social development, partnering in foreign policy, and enhancing stability;

    6. Takes note of Egypt’s overall compliance with reform implementation under the previous MFA; reiterates its calls for transparent and timely reporting of assistance implementation; calls for adequate monitoring mechanisms with clear benchmarks and outcomes to be established in the MoU, and for regular reporting to the budgetary authority on developments related to the assistance, given the unprecedented size of this MFA package;

    7. Notes that while the MFA loan structure spreads repayments over a longer period, this creates extended contingent liabilities for the EU budget that require careful monitoring over multiple financial frameworks;

    8. Emphasises that the MFA constitutes a general budgetary support instrument for the benefit of Egypt and that the EU has no control over how the funds are actually spent; nevertheless encourages the Egyptian authorities and counterparties to disclose information on spending at the Commission’s request;

    9. Recalls that Article 6 of the Financial Regulation establishes the obligation for the Commission to ensure compliance with the Charter of Fundamental Rights of the EU and to respect the values enshrined in Article 2 of the Treaty on European Union when implementing the EU budget; stresses that such a budgetary principle constitutes a core legal requirement for any form of EU financial assistance; underscores, therefore, the fact that the proposal lacks sufficient safeguards and clear benchmarks to measure progress towards compliance, particularly regarding respect for human dignity, freedom, democracy, equality, the rule of law and human rights, including the rights of persons belonging to minorities and freedom of belief, in order to protect the EU’s financial interests and ensure the MFA’s implementation in accordance with the Regulation;

    10. Recalls that a pre-condition for granting MFA involves respecting effective democratic mechanisms, including a multiparty parliamentary system and the rule of law, and guaranteeing respect for human rights; highlights that, in this case, Egypt should continue to make concrete and credible steps towards respecting these criteria; emphasises the need to ensure their robust implementation;

    11. Emphasises that strict adherence to democratic principles, the rule of law and fundamental freedoms should remain non-negotiable prerequisites for accessing EU financial support; calls on the Commission to withhold disbursements in the absence of credible progress on these fronts; notes that the Commission’s decision to disburse the short-term macro-financial assistance reflects Egypt’s progress in implementing reforms and the EU’s commitment to supporting Egypt’s economic stabilisation and reform agenda under the strategic and comprehensive partnership, while noting that human rights challenges in Egypt remain significant; stresses, in this respect, the importance of Egypt’s stability and its crucial role in the region, particularly in the current geopolitical context;

    12. Regrets Parliament’s lack of involvement in and scrutiny of the MoU concluded between the Commission and the Egyptian authorities, which, among other things, includes important budgetary provisions that fall within the remit of Parliament, will determine clearly defined economic policy and financial conditions, focusing on structural reforms and sound public finances, and will include a time frame for achieving those reforms, which are linked to loan disbursement;

    13. Concludes that the proposal for a decision of the European Parliament and of the Council on providing macro-financial assistance to the Arab Republic of Egypt is compatible with the elements referred to in Rule 58(3) of the Rules of Procedure.

     

    As part of its budgetary assessment, the Committee on Budgets also submits the following amendments to the proposal:

     

    Amendment  1

    Proposal for a decision

    Recital 1 a (new)

     

    Text proposed by the Commission

    Amendment

     

    (1a) This Decision has implications for the Union budget. Accordingly, the European Parliament’s Committee on Budgets adopted a budgetary assessment, which forms an integral part of Parliament’s mandate for negotiations.

     

    Amendment  38

    Proposal for a decision

    Article 5 – paragraph 1

     

    Text proposed by the Commission

    Amendment

    (1) In order to finance the support under the macro-financial assistance in the form of loans, the Commission shall be empowered, on behalf of the Union, to borrow the necessary funds on the capital markets or from financial institutions in accordance with Article 220a of Regulation (EU, Euratom) 2018/1046.

    (1) In order to finance the support under the macro-financial assistance in the form of loans, the Commission shall be empowered, on behalf of the Union, to borrow the necessary funds on the capital markets or from financial institutions in accordance with Article 223 of Regulation (EU, Euratom) 2024/2509.

     

    Amendment  39

    Proposal for a decision

    Article 5 – paragraph 2

     

    Text proposed by the Commission

    Amendment

    (2) The Commission shall enter into a loan agreement with Egypt in respect of the amount referred to in Article 1. The detailed terms of the support under the MFA in the form of loans shall be laid down in a loan agreement in accordance with Article 220 of the Financial Regulation, to be concluded between the Commission and the Egyptian authorities. The loan agreement shall lay down the availability period and the detailed terms of the support under the macro-financial assistance in the form of loans, including in relation to the internal control systems. The loans shall be granted at terms that allow Egypt to repay the loan over a long period, including a possible grace period. The maximum duration of the loans shall be 35 years. The Commission shall inform the European Parliament and the Council of developments in the operations referred to in paragraph 3.

    (2) The Commission shall enter into a loan agreement with Egypt in respect of the amount referred to in Article 1. The detailed terms of the support under the MFA in the form of loans shall be laid down in a loan agreement in accordance with Article 223 of the Financial Regulation, to be concluded between the Commission and the Egyptian authorities. The loan agreement shall lay down the availability period and the detailed terms of the support under the macro-financial assistance in the form of loans, including in relation to the internal control systems. The loans shall be granted at terms that allow Egypt to repay the loan over a long period, including a possible grace period. The maximum duration of the loans shall be 35 years. The Commission shall inform the European Parliament and the Council of developments in the operations referred to in paragraph 3.

     

    Amendment  40

    Proposal for a decision

    Article 6 – paragraph 1

     

    Text proposed by the Commission

    Amendment

    (1) The Union’s macro-financial assistance shall be implemented in accordance with Regulation (EU, Euratom) No 2018/1046 of the European Parliament and of the Council7.

    (1) The Union’s macro-financial assistance shall be implemented in accordance with Regulation (EU, Euratom) No 2024/2509 of the European Parliament and of the Council7.

    _________________

    _________________

    7 Regulation (EU, Euratom) No 2018/1046 of the European Parliament and of the Council of 18 July 2018 on the financial rules applicable to the general budget of the Union and repealing Regulation (EC, Euratom) No 966/2012 (OJ L 193, 30.07.2018, p. 1).

    7 Regulation (EU, Euratom) 2024/2509 of the European Parliament and of the Council of 23 September 2024 on the financial rules applicable to the general budget of the Union (recast) (OJ L, 2024/2509, 26.9.2024, ELI: http://data.europa.eu/eli/reg/2024/2509/oj).

    Amendment  41

    Proposal for a decision

    Article 8 – paragraph 1 – point b

     

    Text proposed by the Commission

    Amendment

    (b) assess the economic situation and prospects of Egypt, as well as progress made in implementing the policy measures referred to in Article 3(1);

    (b) assess the economic situation and prospects of Egypt, as well as progress made in implementing the policy measures referred to in Articles 2 and 3(1);

    ANNEX: ENTITIES OR PERSONS
    FROM WHOM THE RAPPORTEUR FOR BUDGETARY ASSESSMENT HAS RECEIVED INPUT

    Pursuant to Article 8 of Annex I to the Rules of Procedure, the rapporteur for budgetary assessment declares that he received input from the following entities or persons in the preparation of the budgetary assessment, prior to the adoption thereof in committee:

    Entity and/or person

    European Commission

    Ambassador of Egypt to the EU

    Head of delegation of the European Union to Egypt

    The Minister of Foreign Affairs of the Arab Republic of Egypt

    The list is drawn up under the exclusive responsibility of the rapporteur for budgetary assessment.

    Where natural persons are identified in the list by their name, by their function or by both, the rapporteur for budgetary assessment declares that he has submitted to the natural persons concerned the European Parliament’s Data Protection Notice No 484 (https://www.europarl.europa.eu/data-protect/index.do), which sets out the conditions applicable to the processing of their personal data and the rights linked to that processing.

     

    PROCEDURE – COMMITTEE ASKED FOR BUDGETARY ASSESSMENT

    Title

    Macro-financial assistance to the Arab Republic of Egypt

    References

    COM(2024)0461 – C10-0009/2024 – 2024/0071(COD)

    Committee(s) responsible

    INTA

     

     

     

     Date announced in plenary

    BUDG

    13.11.2024

    Rapporteur for budgetary assessment

     Date appointed

    Matjaž Nemec

    24.10.2024

    Discussed in committee

    16.1.2025

     

     

     

    Date adopted

    29.1.2025

     

     

     

    Result of final vote

    +:

    –:

    0:

    32

    5

    1

    Members present for the final vote

    Georgios Aftias, Rasmus Andresen, Isabel Benjumea Benjumea, Tobiasz Bocheński, Olivier Chastel, Tamás Deutsch, Angéline Furet, Jens Geier, Thomas Geisel, Jean-Marc Germain, Sandra Gómez López, Monika Hohlmeier, Alexander Jungbluth, Janusz Lewandowski, Giuseppe Lupo, Siegfried Mureşan, Matjaž Nemec, Danuše Nerudová, João Oliveira, Ruggero Razza, Karlo Ressler, Julien Sanchez, Hélder Sousa Silva, Joachim Streit, Carla Tavares, Nils Ušakovs, Lucia Yar, Auke Zijlstra

    Substitutes present for the final vote

    Damian Boeselager, Michalis Hadjipantela, Moritz Körner, Tiago Moreira de Sá, Rasmus Nordqvist, Michele Picaro, Jacek Protas, Beata Szydło

    Members under Rule 216(7) present for the final vote

    Thierry Mariani, Aodhán Ó Ríordáin

     

    FINAL VOTE BY ROLL CALL
    IN COMMITTEE ASKED FOR BUDGETARY ASSESSMENT

    32

    +

    ECR

    Tobiasz Bocheński, Michele Picaro, Ruggero Razza, Beata Szydło

    NI

    Thomas Geisel

    PPE

    Georgios Aftias, Isabel Benjumea Benjumea, Michalis Hadjipantela, Monika Hohlmeier, Janusz Lewandowski, Siegfried Mureşan, Danuše Nerudová, Jacek Protas, Karlo Ressler, Hélder Sousa Silva

    PfE

    Tamás Deutsch, Angéline Furet, Thierry Mariani, Tiago Moreira de Sá, Julien Sanchez

    Renew

    Olivier Chastel, Moritz Körner, Joachim Streit, Lucia Yar

    S&D

    Jens Geier, Jean-Marc Germain, Sandra Gómez López, Giuseppe Lupo, Matjaž Nemec, Aodhán Ó Ríordáin, Carla Tavares, Nils Ušakovs

     

    5

    PfE

    Auke Zijlstra

    The Left

    João Oliveira

    Verts/ALE

    Rasmus Andresen, Damian Boeselager, Rasmus Nordqvist

     

    1

    0

    ESN

    Alexander Jungbluth

     

    Key to symbols:

    + : in favour

     : against

    0 : abstention

     

     

     

     

    OPINION OF THE COMMITTEE ON FOREIGN AFFAIRS (30.1.2025)

    for the Committee on International Trade

    on the proposal for a decision of the European Parliament and of the Council on providing macro-financial assistance to the Arab Republic of Egypt

    (COM(2024)0461 – C10‑0009/2024 – 2024/0071(COD))

    Rapporteur for opinion: Tineke Strik

     

    SHORT JUSTIFICATION

    As enshrined in the Treaties, the EU is required to uphold and promote the principles of human rights, democracy and the rule of law in its external action. While acknowledging the importance of the EU-Egypt strategic partnership and the need for MFA-support to Egypt in light of the economic impact of, among others, the current geopolitical situation, this opinion aims to integrate human rights, democracy and the rule of law as core parts of the MFA and to strengthen provisions related to parliamentary scrutiny and transparency. The Rapporteur is pleased that the Foreign Affairs Committee (AFET) confirmed that these founding principles of the EU should form the basis of EU-Egypt relations, and concrete improvement from Egypt in this regard is a precondition for the disbursement of the MFA. Moreover, the vote confirmed that the AFET Committee is convinced that Commission services and the European External Action Service have the responsibility to integrate this approach into the Memorandum of Understanding to be negotiated with Egypt, and report on progress on the specific conditions to the European Parliament and Council. Payment of each instalment should be subject to concrete improvements on human rights, democracy and the rule of law. The Rapporteur has full trust that the competences of the AFET Committee will be integrated into the report of the Committee on International Trade, and will engage with the respective Rapporteur to that end.

    AMENDMENTS

    The Committee on Foreign Affairs submits the following to the Committee on International Trade, as the committee responsible:

    Amendment  1

     

    Proposal for a decision

    Recital 3

     

    Text proposed by the Commission

    Amendment

    (3) In line with the Partnership Priorities, the EU and Egypt are committed to ensuring accountability, the rule of law, the full respect of human rights, fundamental freedoms, promoting democracy, gender equality and equal opportunities as constitutional rights of all their citizens. These commitments contribute to the advancement of the partnership and to Egypt’s sustainable development and stability. The increased and constructive engagement between the EU and Egypt in the last period has opened the path to more meaningful dialogue on human rights related issues. The subcommittee on Political Matters, Human Rights and Democracy, International and Regional issues of December 2022 and the Association Committee of May 2023 provided the institutional platforms to exchange on an array of human rights issues, which the EU would like to continue and build on. The improvement of the human rights situation in Egypt will have a positive impact on EU-Egypt relations.

    (3) In line with the Partnership Priorities, the EU and Egypt are committed to ensuring accountability, the rule of law, the full respect of human rights, fundamental freedoms, promoting democracy, gender equality and equal opportunities as constitutional rights of all their citizens. These commitments contribute to the advancement of the partnership and to Egypt’s sustainable social and economic development and stability. The increased and constructive engagement between the EU and Egypt in the last period has opened the path to more meaningful dialogue on human rights related issues. The subcommittee on Political Matters, Human Rights and Democracy, International and Regional issues of December 2022 and the Association Committee of May 2023 provided the institutional platforms to exchange on an array of human rights issues, which the EU would like to continue and build on. A future improvement of the human rights situation in Egypt, such as improving the rights to freedom of expression, association and peaceful assembly, introducing a moratorium on death penalty, combating torture and enforced disappearances, and improving the conditions of prisons, will have a positive impact on EU-Egypt relations.

    Amendment  2

     

    Proposal for a decision

    Recital 5

     

    Text proposed by the Commission

    Amendment

    (5) The EU recognises Egypt’s key role for regional security and stability. Terrorism, organised crime and conflicts are common threats against our security and the social fabric of nations across both sides of the Mediterranean. Therefore, the EU and Egypt have a common interest in strengthening cooperation highlighted in the Partnership Priorities, in full compliance with international law, including human rights and international humanitarian law.

    (5) The EU recognises Egypt’s key role for regional security and stability, and has a strong interest in preventing short-term economic instability in that country that could have broader consequences as well as benefit geopolitical rivals. Terrorism, organised crime, disinformation, conflicts and persecution of religious and ethnic minorities are common threats against our security and the social fabric of nations across both sides of the Mediterranean. Therefore, the EU and Egypt have a common interest in strengthening cooperation highlighted in the Partnership Priorities, in full compliance with international law, including human rights and international humanitarian law, as well as in promoting joint interests and addressing common challenges.

    Amendment  3

     

    Proposal for a decision

    Recital 6

     

    Text proposed by the Commission

    Amendment

    (6) Recalling the geo-political challenges, such as the consequences of Hamas terrorist attacks across Israel on 7 October 2023 as well as the conflict in Sudan, and the strategic importance of Egypt as the largest country in the region and a pillar of stability for the whole Middle East, the Union is embarking on concluding a Strategic and Comprehensive partnership with Egypt as outlined in the Joint Declaration.

    (6) Recalling the geo-political challenges, such as the broader consequences of the situation in the Middle East following the Hamas terrorist attacks of 7 October 2023, as well as the armed conflict in Sudan and instability in Syria, and the strategic importance of Egypt as the largest country in the region and a pillar of stability and security for the whole Middle East, the Union is embarking on concluding a Strategic and Comprehensive partnership with Egypt as outlined in the Joint Declaration.

    Amendment  4

     

    Proposal for a decision

    Recital 9

     

    Text proposed by the Commission

    Amendment

    (9) Egypt’s macro-fiscal situation has faced significant challenges and deteriorated substantially over recent months, as external pressures have intensified and public debt has increased further, with substantial downside risks to the economic outlook persisting. The repercussions of Russia’s war on Ukraine and of Hamas terrorist attacks against Israel have led to protracted capital outflows and lower foreign currency receipts, notably due to sharply falling income from tourism and Suez Canal proceeds. This is particularly challenging amid Egypt’s difficult fiscal situation, which is characterised by constant fiscal deficits and high and growing debt to GDP ratios.

    (9) Egypt’s macro-fiscal situation has faced significant challenges and deteriorated substantially over recent months, as external pressures have intensified and public debt has increased further, with substantial downside risks to the economic outlook persisting. The repercussions of Russia’s war on Ukraine and of the situation in the Middle East have led to protracted capital outflows and lower foreign currency receipts, notably due to sharply falling income from tourism and Suez Canal proceeds. This is particularly challenging amid Egypt’s difficult fiscal situation, which is characterised by constant fiscal deficits and high and growing debt to GDP ratios. Moreover, instability and uncertainty in Syria would further exacerbate the already existing macro-financial issues for Egypt.

    Amendment  5

     

    Proposal for a decision

    Recital 19

     

    Text proposed by the Commission

    Amendment

    (19) The Commission should ensure that the Union’s macro-financial assistance is legally and substantially in line with the key principles, objectives and measures taken within the different areas of external action and with other relevant Union policies.

    (19) As enshrined in Article 212 TFEU, the Commission should ensure that the Union’s macro-financial assistance is legally and substantially in line with the key principles, objectives and measures taken within the different areas of external action, and in particular with Article 2 of the EU-Egypt Association Agreement of 2004 concerning the respect of democratic principles and fundamental human rights and with other relevant Union policies.

    Amendment  6

     

    Proposal for a decision

    Recital 22

     

    Text proposed by the Commission

    Amendment

    (22) A pre-condition for granting the Union’s macro-financial assistance to Egypt should be that the country continues to make concrete and credible steps towards respecting effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and guarantees respect for human rights. In addition, the specific objectives of the Union’s macro-financial assistance should strengthen the efficiency, transparency and accountability of the public finance management systems, the governance and supervision of the financial sector in Egypt and promote structural reforms aimed at supporting sustainable and inclusive growth, decent employment creation and fiscal consolidation. The fulfillment of the pre-condition and the achievement of the specific objectives should be regularly monitored by the Commission services and the European External Action Service.

    (22) A pre-condition for granting the Union’s macro-financial assistance to Egypt should be that the country takes concrete and credible steps towards respecting and enhancing effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and guarantees respect for human rights, In addition, the specific objectives of the Union’s macro-financial assistance should strengthen the efficiency, transparency and accountability of the public finance management systems, the governance and supervision of the financial sector in Egypt and promote structural reforms aimed at supporting sustainable and inclusive growth, decent employment creation and fiscal consolidation. The fulfillment of the pre-condition and the achievement of the specific objectives should be regularly monitored by the Commission services and the European External Action Service.

    Amendment  7

     

    Proposal for a decision

    Recital 26

     

    Text proposed by the Commission

    Amendment

    (26) The Union’s macro-financial assistance should be managed by the Commission. In order to ensure that the European Parliament and the Council are able to follow the implementation of this Decision, the Commission should regularly inform them of developments relating to the assistance and provide them with relevant documents.

    (26) The Union’s macro-financial assistance should be managed by the Commission. In order to ensure that the European Parliament and the Council are able to follow the implementation of this Decision, the Commission should regularly inform them with an annual report of developments relating to the assistance and on the respect of effective democratic mechanisms, as per the pre-conditions referred to in this Decision and, provide them with relevant documents.

    Amendment  8

     

    Proposal for a decision

    Recital 28

     

    Text proposed by the Commission

    Amendment

    (28) The Union’s macro-financial assistance should be subject to economic policy conditions, to be laid down in a Memorandum of Understanding. In order to ensure uniform conditions of implementation and for reasons of efficiency, the Commission should be empowered to negotiate such conditions with the Egyptian authorities under the supervision of the committee of representatives of the Member States in accordance with Regulation (EU) No 182/2011. Under that Regulation, the advisory procedure should, as a general rule, apply in all cases other than as provided for in that Regulation. Considering the potentially important impact of assistance of more than EUR 90 million, it is appropriate that the examination procedure be used for operations above that threshold. Considering the amount of the Union’s macro-financial assistance to Egypt, the examination procedure should apply to the adoption of the Memorandum of Understanding, and to any reduction, suspension or cancellation of the assistance.

    (28) The Union’s macro-financial assistance should be subject to economic policy and democracy, rule of law and human rights conditions, to be laid down in a Memorandum of Understanding. In order to ensure uniform conditions of implementation and for reasons of efficiency, the Commission should be empowered to negotiate such conditions with the Egyptian authorities under the supervision of the committee of representatives of the Member States in accordance with Regulation (EU) No 182/2011. Under that Regulation, the advisory procedure should, as a general rule, apply in all cases other than as provided for in that Regulation. Considering the potentially important impact of assistance of more than EUR 90 million, it is appropriate that the examination procedure be used for operations above that threshold. Considering the amount of the Union’s macro-financial assistance to Egypt, the examination procedure should apply to the adoption of the Memorandum of Understanding, and to any reduction, suspension or cancellation of the assistance.

    Amendment  9

     

    Proposal for a decision

    Article 1 – paragraph 3 – subparagraph 1

     

    Text proposed by the Commission

    Amendment

    The release of the Union’s macro-financial assistance shall be managed by the Commission in a manner consistent with the agreements or understandings reached between the IMF and Egypt, and with the key principles and objectives of economic reforms set out in the EU-Egypt Association Agreement.

    The release of the Union’s macro-financial assistance shall be managed by the Commission in a manner consistent with the agreements or understandings reached between the IMF and Egypt, and with the key principles and objectives set out in the EU-Egypt Association Agreement.

    Amendment  10

     

    Proposal for a decision

    Article 1 – paragraph 3 – subparagraph 2

     

    Text proposed by the Commission

    Amendment

    The Commission shall regularly inform the European Parliament and the Council of developments regarding the Union’s macro-financial assistance, including disbursements thereof, and shall provide those institutions with the relevant documents in due time.

    The Commission shall regularly inform the European Parliament and the Council of developments regarding the Union’s macro-financial assistance, including disbursements thereof, as well as on the progress made relating to economic and democratic reforms in Egypt, and shall provide those institutions with the relevant documents, including third-party independent assessments, in due time.

    Amendment  11

     

    Proposal for a decision

    Article 1 – paragraph 3 – subparagraph 2 a (new)

     

    Text proposed by the Commission

    Amendment

     

    The transparent management of funds allocated under this macro-financial assistance is essential in order to ensure that resources are used wisely, in accordance with the set objectives. The Union shall ensure that effective and independent control and audit mechanisms are put in place to prevent any misappropriation.

    Amendment  12

     

    Proposal for a decision

    Article 2 – paragraph 1

     

    Text proposed by the Commission

    Amendment

    1. A pre-condition for granting the Union’s macro-financial assistance shall be that Egypt continues to make concrete and credible steps towards respecting effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and guarantees respect for human rights.

    1. A pre-condition for granting the Union’s macro-financial assistance shall be that Egypt takes concrete and credible steps towards respecting effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and made a quantitative and substantial improvement in the respect for human rights, since the signing in June 2024 of the Memorandum of Understanding linked to the EUR 1 billion macro-financial assistance package, and that it continues to make concrete and credible improvements in those areas throughout the period covered by this Decision.

    Amendment  13

     

    Proposal for a decision

    Article 2 – paragraph 2

     

    Text proposed by the Commission

    Amendment

    2. The Commission services and the European External Action Service shall monitor the fulfilment of this pre-condition throughout the life-cycle of the Union’s macro-financial assistance.

    2. The Commission services and the European External Action Service shall monitor the fulfilment of this pre-condition throughout the life-cycle of the Union’s macro-financial assistance in a transparent process in which civil society and international entities such as UN organisations are able to contribute, and report, regularly and in writing, to the European Parliament on the conditions referred to in Article 2 (1).

    Amendment  14

     

    Proposal for a decision

    Article 3 – paragraph 1

     

    Text proposed by the Commission

    Amendment

    1. The Commission, in accordance with the examination procedure referred to in Article 7(2), shall agree with the Egyptian authorities on clearly defined economic policy and financial conditions, focusing on structural reforms and sound public finances, to which the Union’s macro-financial assistance is to be subject, to be laid down in a Memorandum of Understanding (“the Memorandum of Understanding”) which shall include a timeframe for the achievement of those reforms. The economic policy and financial conditions set out in the Memorandum of Understanding shall be consistent with the agreements or understandings referred to in Article 1(3), including the macroeconomic adjustment and structural reform programmes implemented by Egypt with the support of the IMF.

    1. The Commission, in accordance with the examination procedure referred to in Article 7(2), shall agree with the Egyptian authorities on clearly defined economic policy and financial conditions, focusing on structural reforms and sound public finances, as well as on democracy, rule of law and human rights conditions, to which the Union’s macro-financial assistance and the release of each separate instalment is to be subject, to be laid down in a Memorandum of Understanding (“the Memorandum of Understanding”) which shall include a timeframe for the achievement of those reforms. The economic policy and financial conditions set out in the Memorandum of Understanding shall be consistent with the agreements or understandings referred to in Article 1(3), including the macroeconomic adjustment and structural reform programmes implemented by Egypt with the support of the IMF.

    Amendment  15

     

    Proposal for a decision

    Article 3 – paragraph 2

     

    Text proposed by the Commission

    Amendment

    2. The conditions referred to in paragraph 1 shall aim, in particular, at enhancing the efficiency, transparency and accountability of the public finance management systems in Egypt, including for the use of the Union’s macro-financial assistance. Progress in mutual market opening, the development of rules-based and fair trade, and other priorities in the context of the Union’s external policy shall also be duly taken into account when designing the policy measures. Progress in attaining those objectives shall be regularly monitored by the Commission.

    2. The conditions referred to in paragraph 1 shall aim, in particular, at introducing reforms towards respecting effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and ensuring respect for human rights, enhancing the efficiency, transparency and accountability of the public finance management systems in Egypt, including for the use of the Union’s macro-financial assistance. Progress in mutual market opening, poverty reduction, good governance, the fight against corruption, the development of rules-based and fair trade, and other priorities in the context of the Union’s external policy, including those relating to democracy, rule of law and human rights, shall also be duly taken into account when designing the policy measures. Progress in attaining those objectives shall be regularly monitored by the Commission.

    Amendment  16

     

    Proposal for a decision

    Article 4 – paragraph 3 – subparagraph 1 – point c

     

    Text proposed by the Commission

    Amendment

    (c) the satisfactory implementation of the economic policy conditions and financial conditions agreed in the Memorandum of Understanding.

    (c) the satisfactory implementation of the economic policy conditions, financial conditions, and democracy, rule of law and human rights conditions, agreed in the Memorandum of Understanding.

    Amendment  17

     

    Proposal for a decision

    Article 8 – paragraph 1 – point c a (new)

     

    Text proposed by the Commission

    Amendment

     

    (ca) outline the concrete and credible steps Egypt has taken towards respecting effective democratic mechanisms, including a multi-party parliamentary system, and the rule of law, and towards ensuring respect for human rights.

    ANNEX: ENTITIES OR PERSONS
    FROM WHOM THE RAPPORTEUR HAS RECEIVED INPUT

    Pursuant to Article 8 of Annex I to the Rules of Procedure, the rapporteur for the opinion received input from the following entities or persons in the preparation of the opinion:

    Entity and/or person

     

    European Commission – DG ECFIN

    EEAS

    Various Egyptian authorities on multiple occassion

    Amnesty International

    Euromed Rights

    CIHRS

    Egyptian Front for Human Rights

    Committee to Protect Journalists

    Various Members of the Egyptian Parliament

    UNHCR

    Save the Children

    Frontex

    Various diplomats of EU Member States in Caïro

    Various local civil society organisations in Egypt

    Third country diplomat in Egypt

    The list above is drawn up under the exclusive responsibility of the rapporteur for the opinion.

    Where natural persons are identified in the list by their name, by their function or by both, the rapporteur for the opinion declares that she has submitted to the concerned natural persons the European Parliament’s Data Protection Notice No 484 (https://www.europarl.europa.eu/data-protect/index.do), which sets out the conditions applicable to the processing of their personal data and the rights linked to that processing.

    PROCEDURE – COMMITTEE ASKED FOR OPINION

    Title

    Macro-financial assistance to the Arab Republic of Egypt

    References

    COM(2024)0461 – C10-0009/2024 – 2024/0071(COD)

    Committee(s) responsible

    INTA

     

     

     

    Opinion by

     Date announced in plenary

    AFET

    13.11.2024

    Rapporteur for the opinion

     Date appointed

    Tineke Strik

    14.10.2024

    Discussed in committee

    3.12.2024

     

     

     

    Date adopted

    30.1.2025

     

     

     

    Result of final vote

    +:

    –:

    0:

    59

    6

    7

    Members present for the final vote

    Mika Aaltola, Lucia Annunziata, Petras Auštrevičius, Jordan Bardella, Dan Barna, Wouter Beke, Robert Biedroń, Ioan-Rareş Bogdan, Marc Botenga, Grzegorz Braun, Sebastião Bugalho, Danilo Della Valle, Özlem Demirel, Elio Di Rupo, Michael Gahler, Geadis Geadi, Giorgos Georgiou, Raphaël Glucksmann, Bernard Guetta, Rima Hassan, Rasa Juknevičienė, Sandra Kalniete, Łukasz Kohut, Rihards Kols, Andrey Kovatchev, Vilis Krištopans, Nathalie Loiseau, Claudiu Manda, David McAllister, Sven Mikser, Francisco José Millán Mon, Arkadiusz Mularczyk, Leoluca Orlando, Kostas Papadakis, Tonino Picula, Thijs Reuten, Nacho Sánchez Amor, Andreas Schieder, Alexander Sell, Villy Søvndal, Davor Ivo Stier, Sebastiaan Stöteler, Stanislav Stoyanov, Marie-Agnes Strack-Zimmermann, Michał Szczerba, António Tânger Corrêa, Marta Temido, Cristian Terheş, Riho Terras, Hermann Tertsch, Pierre-Romain Thionnet, Sebastian Tynkkynen, Reinier Van Lanschot, Roberto Vannacci, Hilde Vautmans, Harald Vilimsky, Željana Zovko

    Substitutes present for the final vote

    Jaume Asens Llodrà, Malik Azmani, Engin Eroglu, Sandra Gómez López, Evin Incir, András László, Ana Catarina Mendes, Hans Neuhoff, Nicolás Pascual de la Parte, Chloé Ridel, Tineke Strik, Şerban Dimitrie Sturdza, Ingeborg Ter Laak, Matej Tonin, Ivaylo Valchev, Isabel Wiseler-Lima

    Members under Rule 216(7) present for the final vote

    Catarina Vieira

     

     

    FINAL VOTE BY ROLL CALL IN COMMITTEE ASKED FOR OPINION

    59

    +

    ECR

    Geadis Geadi, Rihards Kols, Arkadiusz Mularczyk, Şerban Dimitrie Sturdza, Cristian Terheş, Ivaylo Valchev

    PPE

    Mika Aaltola, Wouter Beke, Ioan-Rareş Bogdan, Sebastião Bugalho, Michael Gahler, Rasa Juknevičienė, Sandra Kalniete, Łukasz Kohut, Andrey Kovatchev, David McAllister, Francisco José Millán Mon, Nicolás Pascual de la Parte, Davor Ivo Stier, Michał Szczerba, Ingeborg Ter Laak, Riho Terras, Matej Tonin, Isabel Wiseler-Lima, Željana Zovko

    PfE

    András László, António Tânger Corrêa, Hermann Tertsch, Roberto Vannacci

    Renew

    Petras Auštrevičius, Malik Azmani, Dan Barna, Engin Eroglu, Bernard Guetta, Nathalie Loiseau, Marie-Agnes Strack-Zimmermann, Hilde Vautmans

    S&D

    Lucia Annunziata, Robert Biedroń, Elio Di Rupo, Raphaël Glucksmann, Sandra Gómez López, Evin Incir, Claudiu Manda, Ana Catarina Mendes, Sven Mikser, Tonino Picula, Thijs Reuten, Nacho Sánchez Amor, Andreas Schieder, Marta Temido

    The Left

    Özlem Demirel, Rima Hassan

    Verts/ALE

    Jaume Asens Llodrà, Leoluca Orlando, Villy Søvndal, Tineke Strik, Reinier Van Lanschot, Catarina Vieira

     

    6

    NI

    Grzegorz Braun, Kostas Papadakis

    PfE

    Jordan Bardella, Sebastiaan Stöteler, Pierre-Romain Thionnet, Harald Vilimsky

     

    7

    0

    ECR

    Sebastian Tynkkynen

    ESN

    Hans Neuhoff, Alexander Sell, Stanislav Stoyanov

    The Left

    Marc Botenga, Danilo Della Valle, Giorgos Georgiou

     

    Key to symbols:

    + : in favour

     : against

    0 : abstention

     

     

     

     

     

    PROCEDURE – COMMITTEE RESPONSIBLE

    Title

    Macro-financial assistance to the Arab Republic of Egypt

    References

    COM(2024)0461 – C10-0009/2024 – 2024/0071(COD)

    Date submitted to Parliament

    15.3.2024

     

     

     

    Committee(s) responsible

    INTA

     

     

     

    Committees asked for opinions

     Date announced in plenary

    AFET

    13.11.2024

     

     

     

    Rapporteurs

     Date appointed

    Céline Imart

    30.9.2024

     

     

     

    Discussed in committee

    14.10.2024

    30.1.2025

     

     

    Date adopted

    20.3.2025

     

     

     

     

    BUDG

    29.1.2025

     

     

     

    Result of final vote

    +:

    –:

    0:

    28

    7

    5

    Members present for the final vote

    Christophe Bay, Brando Benifei, Anna Bryłka, Udo Bullmann, Benoit Cassart, Markéta Gregorová, Bart Groothuis, Céline Imart, Karin Karlsbro, Bernd Lange, Ilia Lazarov, Thierry Mariani, Javier Moreno Sánchez, Ştefan Muşoiu, Daniele Polato, Majdouline Sbai, Lukas Sieper, Dominik Tarczyński, Francesco Torselli, Kathleen Van Brempt, Jörgen Warborn, Iuliu Winkler, Bogdan Andrzej Zdrojewski, Juan Ignacio Zoido Álvarez

    Substitutes present for the final vote

    Mika Aaltola, Nicolas Bay, Markus Buchheit, João Cotrim De Figueiredo, Danilo Della Valle, Borja Giménez Larraz, Vicent Marzà Ibáñez, Marina Mesure, Martin Schirdewan, Kris Van Dijck

    Members under Rule 216(7) present for the final vote

    Hildegard Bentele, Mélanie Disdier, Niels Geuking, Chloé Ridel, Romana Tomc, Matthieu Valet

    Date tabled

    24.3.2025

     

    FINAL VOTE BY ROLL CALL BY THE COMMITTEE RESPONSIBLE

    28

    +

    ECR

    Nicolas Bay, Daniele Polato, Dominik Tarczyński, Francesco Torselli, Kris Van Dijck

    ESN

    Markus Buchheit

    NI

    Lukas Sieper

    PPE

    Mika Aaltola, Hildegard Bentele, Niels Geuking, Borja Giménez Larraz, Céline Imart, Ilia Lazarov, Romana Tomc, Jörgen Warborn, Iuliu Winkler, Bogdan Andrzej Zdrojewski, Juan Ignacio Zoido Álvarez

    PfE

    Christophe Bay, Anna Bryłka, Mélanie Disdier, Thierry Mariani, Matthieu Valet

    Renew

    Benoit Cassart, João Cotrim De Figueiredo, Bart Groothuis, Karin Karlsbro

    S&D

    Javier Moreno Sánchez

     

    7

    S&D

    Udo Bullmann

    The Left

    Danilo Della Valle, Marina Mesure, Martin Schirdewan

    Verts/ALE

    Markéta Gregorová, Vicent Marzà Ibáñez, Majdouline Sbai

     

    5

    0

    S&D

    Brando Benifei, Bernd Lange, Ştefan Muşoiu, Chloé Ridel, Kathleen Van Brempt

     

    Key to symbols:

    + : in favour

     : against

    0 : abstention

     

     

    MIL OSI Europe News

  • MIL-OSI Europe: REPORT on the proposal for a decision of the European Parliament and of the Council on providing macro-financial assistance to the Hashemite Kingdom of Jordan – A10-0038/2025

    Source: European Parliament

    DRAFT EUROPEAN PARLIAMENT LEGISLATIVE RESOLUTION

    on the proposal for a decision of the European Parliament and of the Council on providing macro-financial assistance to the Hashemite Kingdom of Jordan

    (COM(2024)0159 – C9‑0146/2024 – 2024/0086(COD))

    (Ordinary legislative procedure: first reading)

    The European Parliament,

     having regard to the Commission proposal to Parliament and the Council (COM(2024)0159),

     having regard to Article 294(2) and Article 212 of the Treaty on the Functioning of the European Union, pursuant to which the Commission submitted the proposal to Parliament (C9‑0146/2024),

     having regard to Article 294(3) of the Treaty on the Functioning of the European Union,

     having regard to Rule 60 of its Rules of Procedure,

     having regard to the budgetary assessment by the Committee on Budgets,

     having regard to the opinion of the Committee on Foreign Affairs,

     having regard to the report of the Committee on International Trade (A10-0038/2025),

    1. Adopts its position at first reading, taking over the Commission proposal;

    2. Calls on the Commission to refer the matter to Parliament again if it replaces, substantially amends or intends to substantially amend its proposal;

    3. Instructs its President to forward its position to the Council, the Commission and the national parliaments.

     

     

    EXPLANATORY STATEMENT

    In an increasingly challenging global economic context, Jordan faces persistent structural challenges compounded by significant external shocks. While the country has maintained moderate growth of around 2% in recent years, this level remains insufficient to address fundamental economic needs: reducing high unemployment (22.9% in 2022) and alleviating a substantial public debt burden (88.7% of GDP in 2023).

    These domestic challenges are further exacerbated by heightened regional tensions, including the war between Israel and Gaza and ongoing instability in Syria, which are disrupting trade, straining public resources and jeopardizing key sectors such as tourism. Therefore, Jordan is facing a series of unfavorable factors with economic, political, social and demographic consequences, and must receive appropriate and rapid support as a reliable and stable partner of the EU. Moreover, the migratory pressure is very high in the Kingdom with 1.3 million refugees from Syria out of total of 3.8 million of refugees. It means 1/3 of the Kingdom population are refugees.

    To support Jordan’s economic stability and cover the country’s residual financing needs over the operation’s availability period, the Commission proposes a macro-financial assistance (MFA) operation of up to €500 million in loans, despite the Jordan’s request for €700 million.

    This assistance is designed to address pressing economic challenges, including high public debt, a structurally elevated budget deficit (5.1% of GDP in 2023), and a persistent external deficits (average of around 6.5% of GDP over the last five years). It also aims to mitigate the fiscal constraints exacerbated by recent crises, such as the COVID-19 pandemic and regional instability.

    The political and economic conditions necessary for granting the proposed MFA are fulfilled, as confirmed by the Commission’s evaluation of Jordan’s current situation. The loan will be provided under the External Action Guarantee with a provisioning at a rate of 9%, which will be programmed under the NDICI-GE, for a total amount of EUR 45 million. To ensure risk coverage, the EU will provision 9% of the total amount, or €45 million, under the External Action Guarantee.

    The MFA will have a validity period of two and a half years following the entry into force of the Memorandum of Understanding (MoU). The disbursement of funds will occur in three tranches, contingent upon the full and timely implementation of the agreed-upon economic policies outlined in the MoU. These policies include ambitious reforms in key areas such as public governance, fiscal management, and anti-corruption efforts, ensuring that the assistance supports Jordan’s long-term economic resilience.

    This assistance complements the ongoing IMF program approved in January 2024, which provides $1.2 billion over four years, and aligns with support from other international partners, including substantial U.S. grants. It also builds on Jordan’s track record with macro-financial assistance, being the fourth MFA operation since 2014, totaling €1.08 billion to date. These successive programs underscore the EU’s ongoing commitment to strengthening Jordan’s institutional capacity and promoting economic stability.

    By addressing Jordan’s immediate financing needs and supporting reforms in key areas, the MFA reinforces the country’s economic resilience while contributing to regional stability. Subordinated to clear economic policy conditions, this assistance ensures accountability and progress. The full and timely implementation of these policies will remain a prerequisite for the disbursement of each tranche, ensuring that Jordan continues to meet its reform commitments.

    Jordan is a key partner in the region, able to engage in dialogue with the various geopolitical players in the Middle East. It is important to give Jordan due consideration and not to take its support for granted. It is therefore important to build a global and strategic partnership with Jordan, alongside and in addition to this MFA, in order to quickly lay the foundations for tomorrow’s collaboration.

     

     

    ANNEX: ENTITIES OR PERSONS FROM WHOM THE RAPPORTEUR HAS RECEIVED INPUT

    Pursuant to Article 8 of Annex I to the Rules of Procedure, the rapporteur declares that she received input from the following entities or persons in the preparation of the report, prior to the adoption thereof in committee:

    Entity and/or person

    European Commission – DG ECFIN

    European Commission – DG NEAR

    EEAS

    Embassy of the Hashemite Kingdom of Jordan

    The list above is drawn up under the exclusive responsibility of the rapporteur.

    Where natural persons are identified in the list by their name, by their function or by both, the rapporteur declares that she has submitted to the concerned natural persons the European Parliament’s Data Protection Notice No 484 (https://www.europarl.europa.eu/data-protect/index.do), which sets out the conditions applicable to the processing of their personal data and the rights linked to that processing.

     

    BUDGETARY ASSESSMENT OF THE COMMITTEE ON BUDGETS (4.2.2025)

    for the Committee on International Trade

    on the proposal for a decision of the European Parliament and of the Council on providing macro-financial assistance to the Hashemite Kingdom of Jordan

    (COM(2024)0159 – C9‑0146/2024 – 2024/0086(COD))

    Rapporteur for budgetary assessment: Johan Van Overtveldt 

    The Committee on Budgets has carried out a budgetary assessment of the proposal under Rule 58 of the Rules of Procedure and has reached the following conclusions:

    A. whereas Jordan continues to face significant external financing needs and economic challenges, with a current account deficit of 7.1 % of gross domestic product (GDP) in the first half of 2023, driven by persistent deficits in trade in goods; whereas Jordan’s public debt burden remains high at 88.7 % of GDP in 2023, raising concerns about long-term fiscal sustainability;

    B. whereas Jordan’s narrow revenue base, with domestic tax revenue at only 16 % of GDP, raises concerns about long-term fiscal sustainability and capacity to service external debts;

    C. whereas the policy measures associated with macro-financial assistance (MFA) cover selected provisions related to the Association Agreement and the EU-Jordan Partnership Priorities 2021-2027;

    D. whereas significant structural challenges hinder economic growth, with deficiencies in the business environment, access to finance, labour market flexibility and public administration; whereas unemployment remains high, especially among women, youth and university graduates, with women’s labour force participation at just 14 % in 2023, among the lowest globally; whereas the EU-Jordan Partnership Priorities 2021-2027 aim to address these issues by fostering decent work, innovation, skills development and comprehensive social protection systems;

    E. whereas the EU-Jordan Partnership Priorities 2021-2027 highlight cooperation in inter-religious and intercultural dialogue and the protection of cultural heritage as drivers of peace and sustainable development; whereas these efforts can include safeguarding historical manuscripts and archives, contributing to inclusive dialogue and mutual understanding;

    F. whereas Jordan’s economy has suffered significantly from protracted conflicts and crises in the region, notably in neighbouring Syria, and most recently in Israel/Gaza and the Red Sea; whereas these pose further risks to Jordan’s economic outlook, particularly affecting tourism and trade, with disruptions to exports and vessel traffic;

    G. whereas the severe deterioration of external accounts and Jordan’s strategic importance for regional stability justify this support package;

    H. whereas the conflicts in Gaza and the wider region have been exacerbating socioeconomic challenges in Jordan given its geographical position;

    1. Notes that the Commission proposal of EUR 500 million in MFA requires EUR 45 million in provisioning under the External Action Guarantee from the Neighbourhood, Development and International Cooperation Instrument – Global Europe; points out that the evolving financial and economic realities in Jordan might require a revision of the proposed amount of MFA, consequently having an effect on provisioning;

    2. Notes that the assistance will be disbursed in three instalments between 2024 and 2027, with release strictly linked to the progress of the implementation of both the International Monetary Fund programme and additional policy measures;

    3. Recalls that this represents the fourth MFA operation for Jordan since 2014, bringing total MFA support to EUR 1.58 billion, demonstrating the EU’s sustained commitment to supporting Jordan’s economic stability;

    4. Acknowledges that the loan structure includes a grace period and spreads repayments over a long period, creating extended contingent liabilities for the EU budget that require monitoring over multiple financial frameworks;

    5. Acknowledges that the International Monetary Fund assessed Jordan’s public debt level as sustainable in its report of January 2024, while noting that debt sustainability risks remain significant;

    6. Recalls that previous MFA operations for Jordan have demonstrated positive track records in terms of repayment;

    7. Emphasises that the MFA underpins Jordan’s continued commitment to values shared with the Union, including democracy, rule of law, good governance and respect for human rights; highlights that these commitments are key to ensuring effective reforms and long-term stability; stresses that a precondition for granting the Union’s macro-financial assistance is that Jordan respects effective democratic mechanisms – including a multi-party parliamentary system – and guarantees respect for human rights;

    8. Stresses the importance of the regular verification of Jordan’s compliance with the preconditions, ongoing conditionality and objectives to protect the EU’s financial interests and ensure the implementation of the MFA in accordance with the regulation;

    9. Calls for proper monitoring and regular reporting to Parliament and the Council on developments relating to the assistance as well as the continuous monitoring of conditions and objectives;

    10. Recalls that while MFA is meant to be an exceptional crisis response instrument, its increasing use to address structural economic challenges in partner countries risks diluting its emergency nature;

    11. Concludes that the proposal for a decision on providing macro-financial assistance to Jordan is compatible with the EU’s budgetary framework and financial rules.

     

     

    ANNEX: ENTITIES OR PERSONS
    FROM WHOM THE RAPPORTEUR FOR BUDGETARY ASSESSMENT HAS RECEIVED INPUT

    The Chair in his capacity as rapporteur for budgetary assessment declares under his exclusive responsibility that he did not receive input from any entity or person to be mentioned in this Annex pursuant to Article 8 of Annex I to the Rules of Procedure.

     

    PROCEDURE – COMMITTEE ASKED FOR BUDGETARY ASSESSMENT

    Title

    Macro-financial assistance to the Hashemite Kingdom of Jordan

    References

    COM(2024)0159 – C9-0146/2024 – 2024/0086(COD)

    Committee(s) responsible

    INTA

     

     

     

     Date announced in plenary

    BUDG

    25.4.2024

    Rapporteur for budgetary assessment

     Date appointed

    Johan Van Overtveldt

    5.12.2024

    Discussed in committee

    16.1.2025

     

     

     

    Date adopted

    29.1.2025

     

     

     

    Result of final vote

    +:

    –:

    0:

    35

    2

    1

    Members present for the final vote

    Georgios Aftias, Rasmus Andresen, Isabel Benjumea Benjumea, Tobiasz Bocheński, Olivier Chastel, Tamás Deutsch, Angéline Furet, Jens Geier, Thomas Geisel, Jean-Marc Germain, Sandra Gómez López, Monika Hohlmeier, Alexander Jungbluth, Janusz Lewandowski, Giuseppe Lupo, Siegfried Mureşan, Matjaž Nemec, Danuše Nerudová, João Oliveira, Ruggero Razza, Karlo Ressler, Julien Sanchez, Hélder Sousa Silva, Joachim Streit, Carla Tavares, Nils Ušakovs, Lucia Yar, Auke Zijlstra

    Substitutes present for the final vote

    Damian Boeselager, Michalis Hadjipantela, Moritz Körner, Tiago Moreira de Sá, Rasmus Nordqvist, Michele Picaro, Jacek Protas, Beata Szydło

    Members under Rule 216(7) present for the final vote

    Thierry Mariani, Aodhán Ó Ríordáin

     

     

     

    FINAL VOTE BY ROLL CALL
    IN COMMITTEE ASKED FOR BUDGETARY ASSESSMENT

    35

    +

    ECR

    Tobiasz Bocheński, Michele Picaro, Ruggero Razza, Beata Szydło

    NI

    Thomas Geisel

    PPE

    Georgios Aftias, Isabel Benjumea Benjumea, Michalis Hadjipantela, Monika Hohlmeier, Janusz Lewandowski, Siegfried Mureşan, Danuše Nerudová, Jacek Protas, Karlo Ressler, Hélder Sousa Silva

    PfE

    Tamás Deutsch, Angéline Furet, Thierry Mariani, Tiago Moreira de Sá, Julien Sanchez

    Renew

    Olivier Chastel, Moritz Körner, Joachim Streit, Lucia Yar

    S&D

    Jens Geier, Jean-Marc Germain, Sandra Gómez López, Giuseppe Lupo, Matjaž Nemec, Aodhán Ó Ríordáin, Carla Tavares, Nils Ušakovs

    Verts/ALE

    Rasmus Andresen, Damian Boeselager, Rasmus Nordqvist

     

    2

    PfE

    Auke Zijlstra

    The Left

    João Oliveira

     

    1

    0

    ESN

    Alexander Jungbluth

     

    Key to symbols:

    + : in favour

     : against

    0 : abstention

    OPINION OF THE COMMITTEE ON FOREIGN AFFAIRS (31.1.2025)

    for the Committee on International Trade

    on the proposal for a decision of the European Parliament and of the Council on providing macro-financial assistance to the Hashemite Kingdom of Jordan

    (COM(2024)0159 – C9‑0146/2024 – 2024/0086(COD))

    Rapporteur for opinion: Malik Azmani

     

     

    AMENDMENTS

    The Committee on Foreign Affairs submits the following to the Committee on International Trade, as the committee responsible:

    Amendment  1

    Proposal for a decision

    Recital 2

     

    Text proposed by the Commission

    Amendment

    (2) Since 2011, Jordan has embarked on a number of political reforms to strengthen parliamentary democracy and the rule of law. A Constitutional Court and an Independent Electoral Commission have been set up and a number of major laws, including the Electoral Act and the Political Parties Act as well as laws on decentralisation and municipalities, have been passed by the Jordanian Parliament. Legislative improvements as regards the independence of the judiciary and women’s rights have been adopted.

    (2) Since 2021, Jordan has embarked on a number of political reforms to strengthen parliamentary democracy and the rule of law. A Constitutional Court and an Independent Electoral Commission have been set up and a number of major laws, including the Electoral Act and the Political Parties Act as well as laws on decentralisation and municipalities, have been passed by the Jordanian Parliament. Legislative improvements as regards the independence of the judiciary and women’s rights have been adopted. The European Election Observation Mission in Jordan took note of the inclusive and well-organised parliamentary elections that took place on 10 September 2024 in the context of the political modernisation initiated by the King in 2021. It is crucial that the Union continues to support peace in Jordan and does everything within its power to preserve the unique Jordanian model of ethnic and religious representation in order to ensure legitimate representation of those groups.

    Amendment  2

     

    Proposal for a decision

    Recital 3

     

    Text proposed by the Commission

    Amendment

    (3) The Jordanian economy has suffered significantly from protracted conflicts in the region, notably in neighbouring Syria, and most recently in Israel/Gaza and the Red Sea. Since the start of the war in Syria, the Jordanian economy has been impacted by a large inflow of Syrian refugees, which has increased pressure on its fiscal position, public services and infrastructure. In addition to regional instability, the macroeconomic and fiscal challenges related to the COVID-19 pandemic in 2020/2021, commodity price developments following Russia’s invasion of Ukraine in 2022, high exposure to trade fluctuations and the increase of borrowing costs for emerging markets globally continued to weigh on the Jordanian economy. As a result, Jordan experienced an economic contraction in 2020, followed by a slow economic recovery, as unemployment increased significantly in 2020 and remained high, and new fiscal and external financing needs emerged.

    (3) The Jordanian economy has suffered significantly from protracted conflicts in the region, notably in neighbouring Syria, and most recently in Israel/Gaza and the Red Sea. Since the start of the war in Syria, the Jordanian economy has been impacted by a large inflow of Syrian refugees, which has increased pressure on its fiscal position, public services and infrastructure. The current uncertainty in Syria further exacerbates the already highly detrimental instability for Jordan. Jordan hosts around 1,3 million refugees, making it one of the countries with the highest number of refugee populations per capita. In addition to regional instability, the macroeconomic and fiscal challenges related to the COVID-19 pandemic in 2020/2021, commodity price developments following Russia’s invasion of Ukraine in 2022, high exposure to trade fluctuations and the increase of borrowing costs for emerging markets globally continued to weigh on the Jordanian economy. As a result, Jordan experienced an economic contraction in 2020, followed by a slow economic recovery, as unemployment increased significantly in 2020 and remained high, and new fiscal and external financing needs emerged. Moreover, significant structural issues hinder economic growth, particularly in the area of private sector development. Challenges such as an unfavourable business environment and inflexibility in the labour market remain unresolved.

    Amendment  3

     

    Proposal for a decision

    Recital 4 a (new)

     

    Text proposed by the Commission

    Amendment

     

    (4a) The Union recognises Jordan’s pivotal role in promoting regional stability and mediating conflicts, particularly amidst heightened tensions. The proposed macro-financial assistance aims to support Jordan in maintaining its positive role in the region. In that context, and in recognition of Jordan being one of the Union’s strongest regional partners, it is imperative for the Commission and the European External Action Service (EEAS) to further deepen and strengthen the EU-Jordan partnership, thereby advancing cooperation.

    Amendment  4

     

    Proposal for a decision

    Recital 21

     

    Text proposed by the Commission

    Amendment

    (21) A pre-condition for granting the Union’s macro-financial assistance should be that Jordan respects effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and guarantees respect for human rights. In addition, the specific objectives of the Union’s macro-financial assistance should strengthen the efficiency, transparency and accountability of the public finance management systems in Jordan and promote structural reforms aimed at supporting sustainable and inclusive growth, employment creation and fiscal consolidation. Both the fulfilment of the pre-conditions and the achievement of those objectives should be regularly monitored by the Commission and the EEAS.

    (21) A pre-condition for granting the Union’s macro-financial assistance should be that Jordan respects effective democratic mechanisms – including a multi-party parliamentary system – and the rule of law, and guarantees respect for human rights. In addition, the specific objectives of the Union’s macro-financial assistance should strengthen the efficiency, transparency and accountability of the public finance management systems in Jordan and promote structural reforms aimed at supporting sustainable and inclusive growth, employment creation, and fiscal consolidation and policies. Both the fulfilment of the pre-conditions and the achievement of those objectives should be regularly monitored by the Commission and the EEAS, which should subsequently be reported to the European Parliament. The Union should encourage Jordan’s efforts toward economic diversification and sustainability, particularly in sectors such as renewable energy, technology  and digital services, in order to reduce its reliance on tourism and chemical exports and to enhance long-term resilience.

    Amendment  5

     

    Proposal for a decision

    Recital 27

     

    Text proposed by the Commission

    Amendment

    (27) The Union’s macro-financial assistance should be subject to economic policy conditions, to be laid down in a Memorandum of Understanding. In order to ensure uniform conditions of implementation and for reasons of efficiency, the Commission should be empowered to negotiate such conditions with the Jordanian authorities under the supervision of the committee of representatives of the Member States in accordance with Regulation (EU) No 182/2011. Under that Regulation, the advisory procedure should, as a general rule, apply in all cases other than as provided for in that Regulation. Considering the potentially important impact of assistance of more than EUR 90 million, it is appropriate that the examination procedure be used for operations above that threshold. Considering the amount of the Union’s macro-financial assistance to Jordan, the examination procedure should apply to the adoption of the Memorandum of Understanding, and to any reduction, suspension or cancellation of the assistance.

    (27) The Union’s macro-financial assistance should be subject to clear and measurable economic, as well as democracy, rule of law and human rights policy conditions, to be laid down in a Memorandum of Understanding. In order to ensure uniform conditions of implementation and for reasons of efficiency, the Commission should be empowered to negotiate such conditions with the Jordanian authorities under the supervision of the committee of representatives of the Member States in accordance with Regulation (EU) No 182/2011. Under that Regulation, the advisory procedure should, as a general rule, apply in all cases other than as provided for in that Regulation. Considering the potentially important impact of assistance of more than EUR 90 million, it is appropriate that the examination procedure be used for operations above that threshold. Considering the amount of the Union’s macro-financial assistance to Jordan, the examination procedure should apply to the adoption of the Memorandum of Understanding, including clear and measurable benchmarks to evaluate the implementation of each instalment, and to any reduction, suspension or cancellation of the assistance.

    Amendment  6

     

    Proposal for a decision

    Article 2 – paragraph 2

     

    Text proposed by the Commission

    Amendment

    2. The Commission and the European External Action Service shall monitor the fulfilment of this pre-condition throughout the life cycle of the Union’s macro-financial assistance..

    2. The Commission and the European External Action Service shall monitor the fulfilment of this pre-condition throughout the life cycle of the Union’s macro-financial assistance in a transparent process in which independent third parties are able to contribute meaningfully. The Commission and the EEAS shall also report, both regularly and in writing, to the European Parliament and to the Council on the fulfilment of the pre-condition referred to in paragraph 1.

    Amendment  7

     

    Proposal for a decision

    Article 3 – paragraph 2

     

    Text proposed by the Commission

    Amendment

    2. The conditions referred to in paragraph 1 shall aim, in particular, at enhancing the efficiency, transparency and accountability of the public finance management systems in Jordan, including for the use of the Union’s macro-financial assistance. Progress in mutual market opening, the development of rules-based and fair trade, and other priorities in the context of the Union’s external policy shall also be duly taken into account when designing the policy measures. Progress in attaining those objectives shall be regularly monitored by the Commission.

    2. The conditions referred to in paragraph 1 shall aim, in particular, at enhancing the efficiency, transparency and accountability of the public finance management systems in Jordan, including for the use of the Union’s macro-financial assistance. This shall include the publication of regular and detailed reports by the Jordanian government on the use of funds, specifying allocations for key sectors such as healthcare, education, and infrastructure, ensuring public access to such information. Progress in public services, mutual market opening, the development of rules-based and fair trade, and other priorities in the context of the Union’s external policy, including those related to democracy, rule of law and human rights, shall also be duly taken into account when designing the policy measures. Progress in attaining those objectives shall be regularly monitored by the Commission and the EEAS, and shall be communicated to the European Parliament.

    Amendment  8

    Proposal for a decision

    Article 4 – paragraph 4

     

    Text proposed by the Commission

    Amendment

    4. Where the conditions referred to in the first subparagraph of paragraph 3 are not met, the Commission shall temporarily suspend or cancel the disbursement of the Union’s macro-financial assistance. In such cases, it shall inform the European Parliament and the Council of the reasons for the suspension or cancellation.

    4. Where the conditions referred to in the first subparagraph of paragraph 3 are not met, the Commission shall temporarily suspend or cancel the disbursement of the Union’s macro-financial assistance. In such cases, it shall inform the European Parliament and the Council of the reasons for the suspension or cancellation and of the subsequent steps.

     

     

    ANNEX: ENTITIES OR PERSONS
    FROM WHOM THE RAPPORTEUR FOR THE OPINION HAS RECEIVED INPUT

    Pursuant to Article 8 of Annex I to the Rules of Procedure, the rapporteur for the opinion received input from the following entities or persons in the preparation of the opinion:

    Entity and/or person

     

    European Commission – DG ECFIN

    The Court of Auditors

    The Ambassador of Jordan to the EU

    Member of the Royal committee to Modernize the Political System in Jordan

    The list above is drawn up under the exclusive responsibility of the rapporteur for the opinion.

    Where natural persons are identified in the list by their name, by their function or by both, the rapporteur for the opinion declares that he has submitted to the concerned natural persons the European Parliament’s Data Protection Notice No 484 (https://www.europarl.europa.eu/data-protect/index.do), which sets out the conditions applicable to the processing of their personal data and the rights linked to that processing.

     

    PROCEDURE – COMMITTEE ASKED FOR OPINION

    Title

    Macro-financial assistance to the Hashemite Kingdom of Jordan

    References

    COM(2024)0159 – C9-0146/2024 – 2024/0086(COD)

    Committee(s) responsible

    INTA

     

     

     

    Opinion by

     Date announced in plenary

    AFET

    25.4.2024

    Rapporteur for the opinion

     Date appointed

    Malik Azmani

    14.10.2024

    Date adopted

    30.1.2025

     

     

     

    Result of final vote

    +:

    –:

    0:

    54

    11

    6

    Members present for the final vote

    Mika Aaltola, Lucia Annunziata, Petras Auštrevičius, Jordan Bardella, Dan Barna, Wouter Beke, Robert Biedroń, Ioan-Rareş Bogdan, Marc Botenga, Grzegorz Braun, Sebastião Bugalho, Danilo Della Valle, Özlem Demirel, Elio Di Rupo, Michael Gahler, Geadis Geadi, Giorgos Georgiou, Raphaël Glucksmann, Bernard Guetta, Rima Hassan, Rasa Juknevičienė, Sandra Kalniete, Łukasz Kohut, Rihards Kols, Andrey Kovatchev, Vilis Krištopans, Nathalie Loiseau, Claudiu Manda, David McAllister, Sven Mikser, Francisco José Millán Mon, Arkadiusz Mularczyk, Leoluca Orlando, Kostas Papadakis, Tonino Picula, Nacho Sánchez Amor, Andreas Schieder, Alexander Sell, Villy Søvndal, Davor Ivo Stier, Sebastiaan Stöteler, Stanislav Stoyanov, Marie-Agnes Strack-Zimmermann, Michał Szczerba, António Tânger Corrêa, Marta Temido, Cristian Terheş, Riho Terras, Hermann Tertsch, Pierre-Romain Thionnet, Sebastian Tynkkynen, Reinier Van Lanschot, Roberto Vannacci, Hilde Vautmans, Harald Vilimsky, Željana Zovko

    Substitutes present for the final vote

    Malik Azmani, Engin Eroglu, Sandra Gómez López, Evin Incir, András László, Ana Catarina Mendes, Hans Neuhoff, Nicolás Pascual de la Parte, Tineke Strik, Ingeborg Ter Laak, Matej Tonin, Ivaylo Valchev, Isabel Wiseler-Lima, Milan Zver

    Members under Rule 216(7) present for the final vote

    Catarina Vieira

     

    FINAL VOTE BY ROLL CALL IN COMMITTEE ASKED FOR OPINION

    54

    +

    ECR

    Geadis Geadi, Rihards Kols, Arkadiusz Mularczyk, Cristian Terheş, Ivaylo Valchev

    PPE

    Mika Aaltola, Wouter Beke, Ioan-Rareş Bogdan, Sebastião Bugalho, Michael Gahler, Rasa Juknevičienė, Sandra Kalniete, Łukasz Kohut, Andrey Kovatchev, David McAllister, Francisco José Millán Mon, Nicolás Pascual de la Parte, Davor Ivo Stier, Michał Szczerba, Ingeborg Ter Laak, Riho Terras, Matej Tonin, Isabel Wiseler-Lima, Željana Zovko, Milan Zver

    PfE

    András László

    Renew

    Petras Auštrevičius, Malik Azmani, Dan Barna, Engin Eroglu, Bernard Guetta, Nathalie Loiseau, Marie-Agnes Strack-Zimmermann, Hilde Vautmans

    S&D

    Lucia Annunziata, Robert Biedroń, Elio Di Rupo, Raphaël Glucksmann, Sandra Gómez López, Evin Incir, Claudiu Manda, Ana Catarina Mendes, Sven Mikser, Tonino Picula, Nacho Sánchez Amor, Andreas Schieder, Marta Temido

    The Left

    Özlem Demirel, Rima Hassan

    Verts/ALE

    Leoluca Orlando, Villy Søvndal, Tineke Strik, Reinier Van Lanschot, Catarina Vieira

     

    11

    ECR

    Sebastian Tynkkynen

    NI

    Grzegorz Braun, Kostas Papadakis

    PfE

    Jordan Bardella, Vilis Krištopans, Sebastiaan Stöteler, António Tânger Corrêa, Hermann Tertsch, Pierre-Romain Thionnet, Roberto Vannacci, Harald Vilimsky

     

    6

    0

    ESN

    Hans Neuhoff, Alexander Sell, Stanislav Stoyanov

    The Left

    Marc Botenga, Danilo Della Valle, Giorgos Georgiou

     

    Key to symbols:

    + : in favour

     : against

    0 : abstention

     

     

     

     

    PROCEDURE – COMMITTEE RESPONSIBLE

    Title

    Macro-financial assistance to the Hashemite Kingdom of Jordan

    References

    COM(2024)0159 – C9-0146/2024 – 2024/0086(COD)

    Date submitted to Parliament

    8.4.2024

     

     

     

    Committee(s) responsible

    INTA

     

     

     

    Committees asked for opinions

     Date announced in plenary

    AFET

    25.4.2024

     

     

     

    Rapporteurs

     Date appointed

    Céline Imart

    30.9.2024

     

     

     

    Discussed in committee

    14.10.2024

    30.1.2025

     

     

    Date adopted

    20.3.2025

     

     

     

     

    BUDG

    29.1.2025

     

     

     

    Result of final vote

    +:

    –:

    0:

    35

    2

    3

    Members present for the final vote

    Christophe Bay, Brando Benifei, Anna Bryłka, Udo Bullmann, Benoit Cassart, Markéta Gregorová, Bart Groothuis, Céline Imart, Karin Karlsbro, Bernd Lange, Ilia Lazarov, Thierry Mariani, Javier Moreno Sánchez, Ştefan Muşoiu, Daniele Polato, Majdouline Sbai, Lukas Sieper, Dominik Tarczyński, Francesco Torselli, Kathleen Van Brempt, Jörgen Warborn, Iuliu Winkler, Bogdan Andrzej Zdrojewski, Juan Ignacio Zoido Álvarez

    Substitutes present for the final vote

    Mika Aaltola, Nicolas Bay, Markus Buchheit, João Cotrim De Figueiredo, Danilo Della Valle, Borja Giménez Larraz, Vicent Marzà Ibáñez, Marina Mesure, Martin Schirdewan, Kris Van Dijck

    Members under Rule 216(7) present for the final vote

    Hildegard Bentele, Mélanie Disdier, Niels Geuking, Chloé Ridel, Romana Tomc, Matthieu Valet

    Date tabled

    24.3.2025

     

    FINAL VOTE BY ROLL CALL BY THE COMMITTEE RESPONSIBLE

    35

    +

    ECR

    Daniele Polato, Dominik Tarczyński, Francesco Torselli, Kris Van Dijck

    NI

    Lukas Sieper

    PPE

    Mika Aaltola, Hildegard Bentele, Niels Geuking, Borja Giménez Larraz, Céline Imart, Ilia Lazarov, Romana Tomc, Jörgen Warborn, Iuliu Winkler, Bogdan Andrzej Zdrojewski, Juan Ignacio Zoido Álvarez

    PfE

    Christophe Bay, Anna Bryłka, Mélanie Disdier, Thierry Mariani, Matthieu Valet

    Renew

    Benoit Cassart, João Cotrim De Figueiredo, Bart Groothuis, Karin Karlsbro

    S&D

    Brando Benifei, Udo Bullmann, Bernd Lange, Javier Moreno Sánchez, Ştefan Muşoiu, Chloé Ridel, Kathleen Van Brempt

    Verts/ALE

    Markéta Gregorová, Vicent Marzà Ibáñez, Majdouline Sbai

     

    2

    ECR

    Nicolas Bay

    ESN

    Markus Buchheit

     

    3

    0

    The Left

    Danilo Della Valle, Marina Mesure, Martin Schirdewan

     

    Key to symbols:

    + : in favour

     : against

    0 : abstention

     

     

    MIL OSI Europe News

  • MIL-OSI USA: Crapo, Risch, Blumenthal Reintroduce Bipartisan Legislation to Deliver Combat-Injured Veterans Full Military Benefits

    US Senate News:

    Source: United States Senator for Idaho Mike Crapo

    Washington, D.C.–U.S. Senator Mike Crapo (R-Idaho) and Senate Veterans’ Affairs Committee Ranking Member Richard Blumenthal (D-Connecticut) led reintroduction, along with Senator Jim Risch (R-Idaho), of S. 1032, the Major Richard Star Act.  This bipartisan legislation would provide combat-injured veteran retirees their full benefits.

    “The Major Richard Star Act corrects a severe injustice for combat-wounded veterans,” said Crapo.  “The support for this correction is clear.  Though the namesake of our legislation is no longer with us, I continue to press for its passage on behalf of the more than 50,000 veterans, including hundreds in Idaho, who stand to benefit.” 

    “Our veterans made significant sacrifices for our freedoms. Penalizing their retirement benefits due to injuries they incurred during their honorable service to our country is unacceptable,” said Risch.  “The Major Richard Star Act protects the entirety of veterans’ earned benefits and give our nation’s heroes the respect they deserve.”

    “This measure corrects one of the deepest injustices in our present veterans’ disability system,” said Blumenthal.  “It is unacceptable that tens of thousands of combat-injured veterans are denied the full military benefits they earned.  Our bipartisan bill will right this longstanding injustice and finally provide these military retirees who have already sacrificed so much their full VA disability and Defense Department retirement payments.”

    Currently, only veterans with disability ratings above 50 percent and more than 20 years of service are eligible to receive the full amount of their U.S. Department of Defense (DOD) retirement and U.S. Department of Veterans Affairs (VA) disability payments, leaving behind more than 50,000 combat-injured military retirees, including hundreds in Idaho.  The Major Richard Star Act would fix this unjust policy for retired combat veteransproviding them full VA disability and DOD retirement payments earned by their service.

    The bipartisan legislation is named in honor of Major Richard A. Star, a decorated war veteran who was forced to medically retire due to his combat-related injuries.  Major Star sadly lost his battle with cancer on February 13, 2021. S. 1032 has 43 bipartisan co-sponsors.

    Representatives Gus Bilirakis (R-Florida) and Raul Ruiz (D-California) introduced companion legislation, with 185 bipartisan co-sponsors, in the U.S. House of Representatives.

    The bipartisan effort to provide combat-injured veterans their due benefits is supported by the Air Force Sergeants Association (AFSA), Air & Space Forces Association (AFA), American GI Forum, The American Legion, American Military Society, American Veterans (AMVETS), Armed Forces Retiree Association, Army Aviation Association of America (AAAA), Association of Military Surgeons of the United States  (AMSUS), Association of the United States Army (AUSA), Association of the United States Navy (AUSN), Blinded Veterans Association (BVA), Burn Pits 360, Chief Warrant Officers Association of the US Coast Guard (CWOA), Commissioned Officers Association of the U.S. Public Health Service, Inc. (COA), Disabled American Veterans (DAV), Enlisted Association of the National Guard of the United States, Fleet Reserve Association (FRA), Heroes Athletic Association, Gold Star Wives of America (GSW), Iraq and Afghanistan Veterans of America (IAVA), Jewish War Veterans of the United States of America (JWV), K9s for Warriors, Marine Corps League (MCL), Marine Corps Reserve Association (MCRA), Military Chaplains Association of the United States of America (MCA), Military Officers Association of America (MOAA), Military Order of the Purple Heart (MOPH), Mission Roll Call, National Defense Committee, National Military Family Association (NMFA), Naval Enlisted Reserve Association (NERA), Non-Commissioned Officers Association (NCOA), Operation First Response, Paralyzed Veterans of America (PVA), Quality of Life Foundation, Reserve Organization of America (ROA), Stronghold Freedom Foundation, Tragedy Assistance Program for Survivors (TAPS), The Retired Enlisted Association (TREA), The Independence Fund (TIF), United States Army Warrant Officers Association (USAWOA), USCG Chief Petty Officers Association (CPOA), VetsFirst/United Spinal Association, Vietnam Veterans of America (VVA), Wounded Paw Project and Wounded Warrior Project (WWP).

    MIL OSI USA News

  • MIL-OSI Asia-Pac: Import and Export (Amendment) Bill 2025 gazetted

    Source: Hong Kong Government special administrative region

    Import and Export (Amendment) Bill 2025 gazetted 
         A spokesman for the Commerce and Economic Development Bureau said, “The Government is implementing the TSW in three phases to provide a one-stop electronic platform for the trade to lodge business-to-government trade documents for trade declaration and cargo clearance. The Bill aims to provide the legal basis for Phase 3 of the TSW, such that the trade can make use of the system to submit Import and Export Declaration (TDEC), Cargo Manifest as well as applications for Certificate of Origin (CO) and Permit for Dutiable Commodities (DCP).”
     
         At present, the Government Electronic Trading Services (GETS) is the only electronic platform for the submission of TDEC, Cargo Manifest and applications for CO and DCP, which are governed by different pieces of legislation. To implement Phase 3 of the TSW, the Government proposes to make technical amendments to relevant existing legal provisions to replace GETS by the TSW for the submission of those trade documents, and to remove GETS-related provisions from the legislation.
     
         In addition, the Bill makes necessary legislative amendments for some of the Phase 3 services, including the introduction of value-added service provider and its regulatory framework, allowing the trade to submit pre-shipment TDEC and Cargo Manifest on a voluntary basis, the introduction of electronic road Cargo Manifest and the digitalisation of return of licences service. The Bill also includes provisions on transitional arrangements to allow parallel run of TSW Phase 3 and GETS for a certain period of time to provide sufficient time for the trade to migrate to the new system.
     
         “The implementation of the TSW is a major business and operational process reengineering exercise. It overhauls and enhances the document submission workflows between participating government agencies and the trade. At the same time, it enhances the efficiency of cargo clearance in Hong Kong and helps maintain Hong Kong’s status as an international trade centre and a logistics hub. The Government is developing the information system of Phase 3, with the target of rolling out the services by batches from 2026 onwards,” the spokesman added.
     
         The Bill will be introduced into the Legislative Council for first and second readings on April 2.
    Issued at HKT 11:00

    NNNN

    MIL OSI Asia Pacific News

  • MIL-OSI Australia: Second crocodile captured near turf farm in Bohle River in weeks

    Source: Tasmania Police

    Issued: 20 Mar 2025

    Open larger image

    The large crocodile was sighted near residential areas in Townsville.

    A large estuarine crocodile has been captured in the upper reaches of the Bohle River in Townsville following reports from the community – the second large croc removed from the area in weeks.

    Wildlife Rangers from the Department of the Environment, Tourism, Science and Innovation (DETSI) recently conducted a site assessment following reports of a large crocodile in a flooded section of the Bohle River near residential areas and an unfenced turf farm.

    Given the size of the animal and its location, it was declared for removal.

    Senior Wildlife Ranger Tony Frisby is urging locals to be extra vigilant.

    “We have now successfully captured two large crocodiles in the same location within three weeks of each other.” Mr Frisby said.

    “It is essential that people in the surrounding area are aware of the potential presence of crocodiles and to prioritise their safety.”

    Crocodile sightings can be reported by using the QWildlife app, completing a crocodile sighting report on the DETSI website, or by calling 1300 130 372. The department investigates every crocodile sighting report received.

    Media contact:                  DETSI Media Unit on (07) 3339 5831 or media@des.qld.gov.au

    MIL OSI News

  • MIL-OSI USA: Senator Marshall Joins Colleagues in Reintroducing Bipartisan Legislation to Ensure Combat Veterans Receive Full Benefits

    US Senate News:

    Source: United States Senator for Kansas Roger Marshall
    Washington – U.S. Senator Roger Marshall, M.D. (R-Kansas) joined Senate Veterans’ Affairs Committee Ranking Member Richard Blumenthal (D-Connecticut) and 41 other Senate cosponsors in reintroducing the bipartisan Major Richard Star Act, which would ensure combat-injured veteran retirees can receive their full benefits.
    Under the present rules, more than 50,000 combat-injured military retirees cannot receive the full amount of their Department of Defense (DOD) retirement and Department of Veterans Affairs (VA) disability payments if they do not have disability ratings above 50 percent and more than 20 years of service.
    “Despite making unparalleled sacrifices for our nation, some of America’s wounded or disabled veterans have been prevented from receiving the full benefits they earned,” said Senator Marshall. “I urge my colleagues to support the Major Richard Star Act to ensure combat-injured veteran retirees receive what they deserve — full Defense Department retirement and VA disability payments. It’s past time to do right by those who have given so much for our country.”
    “This measure corrects one of the deepest injustices in our present veterans’ disability system,” said Senator Blumenthal. “It is unacceptable that tens of thousands of combat-injured veterans are denied the full military benefits they earned. Our bipartisan bill will right this longstanding injustice and finally provide these military retirees who have already sacrificed so much their full VA disability and Defense Department retirement payments.”
    “The Major Richard Star Act corrects a severe injustice for combat-wounded veterans,” said Senator Mike Crapo. “The support for this correction is clear.  Though the namesake of our legislation is no longer with us, I continue to press for its passage on behalf of the more than 50,000 veterans, including hundreds in Idaho, who stand to benefit.”  
    “Our veterans put their lives on the line for this country and it’s time our government gives them the full benefits they’ve earned,” said Senator Elizabeth Warren. “The Major Richard Star Act will ensure the federal government keeps its promise to our veterans by allowing them to collect both disability and retirement benefits they earned, even if combat injuries forced them to retire early.”
    “I am a proud veteran and the son of a World War II veteran, and I have immense respect for anyone who puts on the uniform to defend our nation,” said Senator Rick Scott. “Our veterans are American heroes who have made countless sacrifices. The Major Richard Star Act ensures our veterans receive the full benefits they’ve earned through their service and sacrifice protecting our nation regardless of length of service. This legislation makes a critical change to treat our veterans fairly and support our nation’s heroes. I urge my colleagues to support its quick passage.”
    The legislation is named in honor of Major Richard A. Star, a decorated war veteran who was forced to medically retire due to his combat-related injuries, and who tragically lost his battle with cancer in February 2021. 
    The House companion version of this bill was introduced by Congressmen Gus Bilirakis (R-FL) and Raul Ruiz (D-CA), with 185 bipartisan cosponsors.
    Click HERE to read the full bill text.
    The Major Richard Star Act has widespread support from numerous Veteran Service and Military Service organizations, including the Air Force Sergeants Association (AFSA), Air & Space Forces Association (AFA), American GI Forum, The American Legion, American Military Society, American Veterans (AMVETS), Armed Forces Retiree Association, Army Aviation Association of America (AAAA), Association of Military Surgeons of the United States  (AMSUS), Association of the United States Army (AUSA), Association of the United States Navy (AUSN), Blinded Veterans Association (BVA), Burn Pits 360, Chief Warrant Officers Association of the US Coast Guard (CWOA), Commissioned Officers Association of the U.S. Public Health Service, Inc. (COA), Disabled American Veterans (DAV), Enlisted Association of the National Guard of the United States, Fleet Reserve Association (FRA), Heroes Athletic Association, Gold Star Wives of America (GSW), Iraq and Afghanistan Veterans of America (IAVA), Jewish War Veterans of the United States of America (JWV), K9s for Warriors, Marine Corps League (MCL), Marine Corps Reserve Association (MCRA), Military Chaplains Association of the United States of America (MCA), Military Officers Association of America (MOAA), Military Order of the Purple Heart (MOPH), Mission Roll Call, National Defense Committee, National Military Family Association (NMFA), Naval Enlisted Reserve Association (NERA), Non-Commissioned Officers Association (NCOA), Operation First Response, Paralyzed Veterans of America (PVA), Quality of Life Foundation, Reserve Organization of America (ROA), Stronghold Freedom Foundation, Tragedy Assistance Program for Survivors (TAPS), The Retired Enlisted Association (TREA), The Independence Fund (TIF), United States Army Warrant Officers Association (USAWOA), USCG Chief Petty Officers Association (CPOA), VetsFirst/United Spinal Association, Vietnam Veterans of America (VVA), Wounded Paw Project, Wounded Warrior Project (WWP).

    MIL OSI USA News

  • MIL-OSI Russia: IMF Executive Board Concludes 2025 Article IV Consultation with Belgium

    Source: IMF – News in Russian

    March 20, 2025

    Washington, DC: On March 18, 2025, the Executive Board of the International Monetary Fund (IMF) concluded the Article IV consultation with Belgium, and considered and endorsed the staff appraisal without a meeting.[1]

    The Belgian economy was resilient to a series of shocks, but growth has been slowing, and core inflation remains persistent. Labor productivity growth remained sluggish, and labor-cost competitiveness has declined. Successive shocks have increased structural fiscal deficits and public debt. Risks arising from deepening geoeconomic fragmentation and intensification of regional conflicts affecting energy, trade and financial spillovers could worsen the outlook. 

    Executive Board Assessment[2]

    In concluding the 2025 Article IV consultation with Belgium, Executive Directors endorsed staff’s appraisal, as follows:

    Notwithstanding its resilience, the Belgium economy faces significant challenges. In the short term, in an increasingly uncertain environment, policies need to see disinflation through while preserving growth and financial stability. From a longer perspective, policies need to rebuild buffers, reduce vulnerabilities associated with high and rising public debt, address spending pressures from aging and the green transition, foster higher growth, and improve the external position which, in 2024, was weaker than implied by medium-term fundamentals and desirable policies based on preliminary assessment. The policy agenda of the new government, which includes significant structural reforms and fiscal consolidation, is an opportunity to make headway. Steady and timely implementation of intended reforms will be key.

    Sustained and significant fiscal consolidation is needed. Considering the magnitude of the needed adjustment to bring the deficit durably below 3 percent of GDP and put debt solidly on a downward path, staff supports the government’s intention to pursue a seven-year adjustment under the EGF, which should be accompanied by credible and front-loaded growth-enhancing reforms. An annual reduction in the structural primary balance of about 0.6 ppt of GDP until 2031 will be necessary. The forthcoming MTFSP should be built on sufficiently conservative assumptions to lower the risk of deviating from the intended path of deficit reduction.

    The adjustment should rationalize current spending, make room for more public investment, and be supported by increased efficiency of spending. Rationalizing social benefits and the public wage bill is crucial to achieve savings. Public investment should be preserved, or ideally, increased to bolster potential growth and support green transition. Amid competing demands for resources and reduced fiscal space, improving the efficiency of spending, is critical, notably with respect to investment in infrastructure, healthcare, and education.

    Fiscal reforms are crucial to support the adjustment. Staff welcomes the government’s intention to reduce the tax burden on labor while introducing capital gain taxation and reducing tax expenditure. Considering the needed overall fiscal adjustment, tax reforms should not result in lower revenue. Similarly, staff welcomes the planned reforms aimed at raising the effective retirement age and reviewing eligibility to specific pension regimes. This is necessary to preserve the sustainability of the pension system despite aging. Staff also encourages the authorities to strengthen the overall fiscal framework, through a revitalized fiscal council and greater accountability of the federal and all federated entities in sharing the burden of fiscal adjustment.

    Overall systemic risks in the financial sector remain moderate and current capital buffer requirements and prudential limits on mortgage loans should be maintained. Recent progress in strengthening systemic risk assessment, supervision, the macroprudential framework, and crisis management and resolution preparedness is welcome. With a new government in place, pending measures that required legislative action should now proceed.

    Labor market and education reforms are essential to foster higher labor participation and better adequation of skills. The government’s intended reforms to widen the income gap between work and nonwork, limit the duration of unemployment benefits, and reduce the cost of hiring and dismissal go in the right direction. Fostering a labor market more inclusive of low-skilled workers, older workers, women, and individuals with an immigration background, or disabilities, notably through lifelong learning and reskilling and active labor-market policies, will enhance overall economic performance. Education reforms are also necessary to upskill the labor force. They should focus on aligning curricula with the skills companies need, better leveraging teachers’ time, and strengthening support to students in difficulty.

    Reforming the wage-setting mechanism will help increase labor-market efficiency and improve competitiveness. Automatic wage and social benefit indexation protected household purchasing power during the inflation shock but increased fiscal deficits and undermined competitiveness. Consideration should be given to abolishing automatic indexation and the 1996 wage law which, together, prevent an optimal allocation of labor and higher employment. At a minimum, the labor market would already benefit from technical reforms to the existing system.

    Further product market reforms and efforts with EU partners to deepen the single market and advance the capital market union will support firms’ productivity. Reforms should focus on reducing regulatory and administrative barriers and improving the insolvency regime. Removing remaining barriers to trade within the EU and harmonizing regulations and bankruptcy frameworks would give Belgian firms’ access to a larger customer base, improve competition, and provide buffers against risks from geo-fragmentation. Developing venture capital at the EU level would help widen Belgian firms’ options to finance their growth.

    Despite progress, much effort remains needed to achieve climate objectives. The planned expansion of the EU ETS should be complemented by carbon taxation and the phasing out of fossil fuel subsidies, while ensuring support for vulnerable population. The consolidation of federal and regional climate efforts into a coherent and cohesive national strategy is essential.

    Belgium: Selected Economic Indicators, 2022–30

     

     

     

    Projections

     

     

    2022

    2023

    2024

    2025

    2026

    2027

    2028

    2029

    2030

    (Percent change, unless otherwise indicated)

    Real economy

    Real GDP 1/

    4.2

    1.3

    1.0

    1.1

    1.1

    1.3

    1.3

    1.3

    1.3

    Domestic demand

    4.2

    1.8

    1.0

    1.4

    1.5

    1.5

    1.5

    1.4

    1.5

    Private consumption

    3.6

    0.6

    1.8

    1.2

    1.2

    1.5

    1.3

    1.2

    1.1

    Public consumption

    3.3

    3.2

    3.2

    1.4

    1.9

    1.6

    1.7

    1.7

    1.7

    Gross fixed investment

    1.7

    3.5

    0.9

    0.6

    1.7

    1.5

    1.6

    1.7

    2.0

    Stockbuilding 2/

    1.1

    -0.1

    -1.0

    0.3

    0.0

    0.0

    0.0

    0.0

    0.0

    Foreign balance 2/

    0.1

    -0.5

    0.1

    -0.3

    -0.4

    -0.2

    -0.2

    -0.1

    -0.1

    Exports, goods and services

    5.8

    -7.1

    -4.0

    0.0

    2.6

    3.2

    3.2

    3.1

    3.1

    Imports, goods and services

    5.8

    -6.8

    -4.2

    0.4

    3.3

    3.6

    3.5

    3.3

    3.3

    Household saving ratio

    12.7

    14.1

    13.6

    13.7

    13.7

    13.7

    13.8

    14.0

    14.3

    Potential output growth

    2.0

    1.8

    1.6

    1.4

    1.3

    1.3

    1.3

    1.3

    1.3

    Potential output growth

    1.3

    1.2

    1.0

    1.3

    1.3

    1.3

    1.3

    1.4

    1.3

    per working age person

    Output gap (in percent)

    1.6

    1.0

    0.5

    0.2

    0.0

    0.0

    -0.1

    0.0

    0.0

    Employment

    Unemployment rate (in percent)

    5.6

    5.5

    5.8

    5.7

    5.7

    5.5

    5.6

    5.7

    5.8

    Employment growth

    1.9

    0.8

    0.3

    0.2

    0.3

    0.6

    0.3

    0.2

    0.4

    Prices

    Consumer prices (HICP)

    10.3

    2.3

    4.3

    3.5

    2.2

    2.0

    2.0

    1.9

    1.9

    Core CPI (HICP)

    4.0

    6.0

    3.4

    3.0

    2.6

    2.2

    2.1

    1.9

    1.9

    GDP deflator

    6.8

    4.5

    2.7

    2.5

    1.7

    1.5

    1.7

    1.6

    1.6

    (Percent of GDP; unless otherwise indicated)

    Public finance

    Revenue

    48.6

    49.1

    49.6

    49.5

    49.5

    49.5

    49.5

    49.6

    49.7

    Expenditure

    52.2

    53.3

    54.0

    54.3

    55.0

    55.3

    55.7

    56.3

    56.9

    General government balance

    -3.6

    -4.2

    -4.4

    -4.8

    -5.5

    -5.8

    -6.2

    -6.7

    -7.2

    Structural balance

    -4.3

    -4.4

    -4.5

    -4.8

    -5.5

    -5.8

    -6.1

    -6.8

    -7.2

    Structural balance (excl. Covid measures)

    -3.7

    -4.3

    -4.4

    -4.8

    -5.5

    -5.8

    -6.1

    -6.8

    -7.2

    Structural primary balance

    -2.7

    -2.4

    -2.2

    -2.5

    -3.0

    -3.0

    -3.2

    -3.5

    -3.7

    Primary balance

    -2.0

    -2.2

    -2.2

    -2.4

    -3.0

    -3.0

    -3.3

    -3.4

    -3.7

    General government debt

    102.6

    103.1

    104.1

    105.4

    108.6

    111.9

    115.2

    118.9

    123.0

    External Sector

    Goods and services balance

    -1.5

    -0.6

    -0.1

    0.0

    0.0

    0.0

    0.3

    0.5

    0.7

    Current account

    -1.3

    -0.7

    -0.3

    -0.3

    -0.3

    -0.3

    -0.1

    0.1

    0.2

    Exchange rates

    Euro per U.S. dollar, period average

    0.9

    0.9

    0.9

    NEER, ULC-styled (2005=100)

    96.3

    97.6

    97.8

    REER, ULC-based (2005=100)

    99.7

    103.8

    105.5

    Memorandum items

    Gross national savings (in percent of GDP)

    25.6

    24.6

    23.8

    23.9

    23.9

    23.9

    24.1

    24.3

    24.5

    Gross national investment

    26.9

    25.3

    24.1

    24.2

    24.3

    24.3

    24.2

    24.2

    24.3

     (in percent of GDP)

    Nominal GDP (in billions of euros)

    563.5

    596.3

    618.6

    640.9

    658.7

    677.3

    697.8

    718.4

    739.8

    Population (in millions)

    11.6

    11.7

    11.8

    11.8

    11.9

    11.9

    11.9

    12.0

    12.0

     Sources: Haver Analytics, Belgian authorities, and IMF staff projections.

    1/ Based on national accounts data available as of January 29, 2025.

    2/ Contribution to GDP growth.

     

    [1] Under Article IV of the IMF’s Articles of Agreement, the IMF holds bilateral discussions with members, usually every year. A staff team visits the country, collects economic and financial information, and discusses with officials the country’s economic developments and policies. On return to headquarters, the staff prepares a report, which forms the basis for discussion by the Executive Board.

    [2] The Executive Board takes decisions under its lapse-of-time procedure when the Board agrees that a proposal can be considered without convening formal discussions.

    IMF Communications Department
    MEDIA RELATIONS

    PRESS OFFICER: Eva Graf

    Phone: +1 202 623-7100Email: MEDIA@IMF.org

    https://www.imf.org/en/News/Articles/2025/03/19/pr25070-belgium-imf-executive-board-concludes-2025-article-iv-consultation-with-belgium

    MIL OSI

    MIL OSI Russia News

  • MIL-OSI: Alarum Technologies Announces Fourth Quarter and Annual 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    A Pivotal Year, Marking Accomplishment of Strategic Shift to Data Collection,
    Hits Milestones Toward Becoming a Driving Force in the AI Revolution

    2024 revenue increased to $31.8 million, of which $7.4 million was in the fourth quarter;
    2024 net profit rose to $5.8 million and adjusted EBITDA reached $9.4 million;
    Cash and liquid investments balance at year-end amounted to $25 million

    TEL AVIV, Israel, March 20, 2025 (GLOBE NEWSWIRE) — Alarum Technologies Ltd. (Nasdaq, TASE: ALAR) (“Alarum” or the “Company”), a global provider of web data collection solutions, today announced financial results for the fourth quarter and full year ended December 31, 2024.

    Shachar Daniel, Chief Executive Officer of Alarum, said: “2024 was a landmark year for Alarum, as we successfully executed our strategic vision, to focus on data collection. This transformation comes at a time when AI is reshaping the world at an unprecedented pace. As data fuels intelligence, the companies that will lead this revolution are those that anticipate change, build a strong foundation, and position themselves for long-term success. This is exactly what we are striving for – taking it step by step.”

    Market Trends Shaping Business Short-and Long-Term

    • Alarum Engaged in AI Model Training Trial Projects: as AI trends accelerated toward the end of 2024, collecting accurate data at massive scales has become increasingly critical. In the fourth quarter of 2024 and the first quarter of 2025, leading global companies, including one of the world’s largest online marketplace corporates, have selected Alarum’s Data Collection solutions for initial AI model training of mega-scale trial projects.
       
    • Industry Trends and Market Dynamics: With the growing demand for data, AI companies and data providers are forced to adapt to a rapidly evolving landscape, with websites implementing new technological barriers to data collection. This dynamic environment has led to revenue fluctuation across the industry. Alarum’s financial strength and operational efficiency allow it to capitalize on long-term market growth, leveraging its robust technological foundation, established customer base, and strategic engagements with industry leaders.
       
    • Financial Resilience: Alarum’s solid balance sheet and efficient operations enable it to stay ahead of the competition, seize opportunities promptly and adapt its long-term plans as required.
       
    • Long-term Product Strategy and Vision: Evolving market needs validate Alarum’s focus on in-depth research and aligned roadmaps. Recognizing the current era as a paramount opportunity, the Company continues to prioritize and allocate resources to seize and focus mainly on long-term growth opportunities, aiming to elevate its position to the next level.

    Recent Developments and Business Highlights

    • Network Expansion: Alarum significantly scaled its IP network (IPPN) infrastructure in 2024, reinforcing its position as a key player in large-scale data collection. Its leadership was also acknowledged in the comprehensive public report on the IPPN industry, the 2024 PROXYWAY Market Research1, which named Alarum’s NetNut Ltd. (“NetNut”) as a top performer.
    • Introducing Innovative Data Collection & Labeling Solutions: Alarum has introduced cutting-edge solutions, designed to provide seamless and scalable access to high-quality data. In the second half of 2024, the Company recorded initial sales from the Website Unblocker and SERP API (Search Engine Results Page Application Programming Interface) products, and it also made progress with the development of an AI Data Collector.
    • NetNut’s Net Retention Rate (“NRR”)2 reached 1.27 as of December 31, 2024, compared to 1.53 as of December 31, 2023, yet another consecutive quarter of achieving an NRR well-above 1.

    Chen Katz, Chairman of The Board of Alarum, commented: “Our 2024 results showcase the success of our strategic shift, which is well supported by our financial resilience. With a sharp focus on data collection, we have built a solid foundation for long term sustainability in the AI data-driven era. I am excited to see how our continued innovation and execution will shape the future of our company.”

     
    Summary of Financial Results3
    (in millions of U.S. dollars, rounded, except per share amounts and margins)
     
      For the
    Year Ended
    December 31,
      For the
    Three Months Ended
    December 31,
      2024     2023   2024   2023
      (Audited)   (Audited)   (Unaudited)   (Unaudited)
                   
    Total Revenue   31.8       26.5       7.4       7.1  
    of which, Web Data Collection Revenue was   30.9       21.3       7.2       6.7  
    Gross profit   23.9       18.8       5.3       5.3  
    Gross margin (in percentage)   75.1 %     70.9 %     72.4 %     75.0 %
    Non-IFRS gross margin (in percentage)   77.0 %     74.3 %     74.3 %     77.2 %
    Total operating expenses   17.2       24.3       5.0       3.6  
    Financial income (expense), net   0.3       (0.6 )     0.2       (0.1 )
    Tax benefit (expense)   (1.2 )     0.5       (0.1 )     (* )
    Net profit (loss) from continuing operations   5.8       (5.6 )     0.4       1.7  
    Adjusted EBITDA from continuing operations   9.4       5.2       1.5       2.2  
    Basic earnings (loss) per ADS from continuing operations (in U.S. dollars) $ 0.87     $ (1.35 )   $ 0.06     $ 0.28  
    Non-IFRS basic earnings (loss) per American Depository Share (“ADS”) from continuing operations (in U.S. dollars) $ 1.26     $ (1.14 )   $ 0.20     $ 0.38  
                                 
    Cash, cash equivalents and debt investments (including accrued interest)4   25.0       10.9       25.0       10.9  
    Shareholders’ equity3   26.4       13.2       26.4       13.2  
                                   
    * Less than $0.1 million                        
                             

    Fourth Quarter and Full Year 2024 Financial Analysis

    • Revenue in Q4 2024 grew 4% year-over-year to $7.4 million (Q4 2023: $7.1 million). The increase is attributed to our NetNut web data collection business, which grew 7% to $7.2 million in Q4 2024, up from $6.7 million in Q4 2023. Revenue for the whole year 2024 grew 20%, rising to a record of $31.8 million (2023: $26.5 million). The Web Data Collection revenue reached a Company record $30.9 million in 2024, achieving 45% year-over-year growth (2023: $21.3 million).
    • Cost of revenue in Q4 2024 was $2.0 million (Q4 2023: $1.8 million). Full year 2024, cost of revenue was $7.9 million, (2023: $7.7 million). During these periods, costs have shifted towards investment in the Company’s IP network, as per its strategic decision announced in July 2023 to focus solely on its web data collection business.
    • Operating expenses in Q4 2024 totalled $5.0 million (Q4 2023: $3.6 million). The quarterly change was driven mainly by the increase in the NetNut Data Collection operations, primarily research and development salary costs. For the full year 2024, operating expenses were down to $17.2 million (2023: $24.3 million), mainly due to 2023-related impairment costs of goodwill and intangible assets and the strategic decision to scale down the Company’s consumer internet access business operations, partially offset by the increase in Data Collection operating expenses.
    • Financial income, net, in Q4 2024 was $0.2 million (Q4 2023: financial expense, net, of $0.1 million). Financial income, net, for 2024, increased to $0.3 million (2023: financial expense, net, of $0.6 million). This shift to financial income, net, from an expense, net, was mainly due to the increase in interest income from cash deposits as well as lower financial expenses related to short- and long-term loans.
    • 2024 cash flow from operating activities rose 93%, to $8.9 million, compared to last year (2023: $4.6 million).
    • Bottom line, 2024 net profit from continuing operations rose to a record $5.8 million (2023: loss of $5.6 million), and the corresponding 2024 Adjusted EBITDA was up at a Company record $9.4 million (2023: $5.2 million).
    • As of December 31, 2024, shareholders’ equity doubled, totalling $26.4 million, up from $13.2 million as of December 31, 2023. The increase was driven by the switch to net profit from net loss as well as warrants and options exercises.
    • Outstanding ordinary share count as of December 31, 2024, was approximately 69.1 million shares, or 6.9 million in ADSs.

    Financial Outlook

    “In line with our guidance, total fourth quarter 2024 revenues increased to $7.4 million, of which $7.2 million were attributed to Web Data Collection, and fourth quarter 2024 Adjusted EBITDA reached $1.5 million. Our cash and liquid investment balance on December 31, 2024, increased to $25 million, demonstrating once again success in cashflow generation,” said Mr. Shai Avnit, Chief Financial Officer of Alarum.

    “As we look ahead, our revenue guidance reflects the ongoing shifts in the global data collection. First quarter 2025 revenues are estimated at $7.3 million ±3% and Adjusted EBITDA for the first quarter 2025 is expected to range from $0.8 million to $1.2 million. We are navigating a period of adjustment as the industry evolves, and while short-term revenue growth may be lower than in previous quarters, we remain focused on the bigger picture, and on generating long-term and sustainable value for the Company’s stakeholders,” Mr. Avnit concluded.

    We are unable to present a reconciliation of our estimated Adjusted EBITDA to net profit from continuing operations as we are unable to predict with reasonable certainty, and without unreasonable effort, the impact and timing of certain expenses on our net profit from continuing operations. The financial impact of these expenses is uncertain and is dependent on various factors, including timing, and could be material to our consolidated statements of profit or loss and other comprehensive income (loss).

    Fourth Quarter 2024 Financial Results Conference Call

    Mr. Shachar Daniel, Chief Executive Officer of Alarum, and Mr. Shai Avnit, Chief Financial Officer of Alarum, will host a conference call today, March 20, 2025, at 8:30 a.m. ET, 5:30 a.m. Pacific time, 2:30 p.m. Israel, to discuss the fourth quarter and full year 2024 results and the first quarter 2025 outlook, followed by a Q&A session. To attend, please dial one of the following numbers, at least five minutes before the call starts: 1-877-407-0789 or 1-201-689-8562. If you are unable to connect using the toll-free number, please try the international dial-in number. An Israeli toll-free number is: 1 809 406 247. Participants will be required to state their name and company upon dialling in. 

    Replay: The conference call will be broadcast live and available for replay here, after 11:30 a.m. ET on March 20, 2025, through April 20, 2025. Toll-free replay numbers: 1-844-512-2921 or 1-412-317-6671, ID: 13751807.

    Forward-Looking Statements

    • This press release contains forward-looking statements within the meaning of the “safe harbor” words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking statements. For example, Alarum is using forward-looking statements in this press release when it discusses strategic vision, benefits, advantages and capabilities of Alarum’s solutions, the growing demand for data, that Alarum’s financial strength and operational efficiency allow it to capitalize on long-term market growth, that Alarum’s solid balance sheet and efficient operations enable it to stay ahead of the competition, seize opportunities promptly and adapt its long-term plans as required, that the Company continues to prioritize and allocate resources to seize and focus mainly on long-term growth opportunities and its aim to elevate its position to the next level, the estimates of the revenues for the first quarter 2025 revenues and Adjusted EBITDA, that short-term revenue growth may be lower than in previous quarters, and the Company’s focus on the bigger picture, and on generating long-term and sustainable value for the Company’s stakeholders. Because such statements deal with future events and are based on Alarum’s current expectations, they are subject to various risks and uncertainties and actual results, performance or achievements of Alarum could differ materially from those described in or implied by the statements in this press release. The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in Alarum’s annual report on Form 20-F filed with the Securities and Exchange Commission (“SEC”) on March 20, 2025, and in any subsequent filings with the SEC. Except as otherwise required by law, Alarum undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. Alarum is not responsible for the contents of third-party websites.
     
    Condensed Consolidated Statements of Financial Position
    (in thousands of U.S. dollars)
       
      December 31,
      2024   2023  
      (Audited)
    Assets      
    Current assets:      
    Cash and cash equivalents 15,081     10,872  
    Trade receivables, net 3,231     1,994  
    Other receivables 503     399  
      18,815     13,265  
           
    Non-current assets:      
    Long-term deposits 121     104  
    Other non-current assets 85     145  
    Property and equipment, net 130     88  
    Right-of-use assets 498     779  
    Deferred tax assets 422     181  
    Debt investments at fair value through other comprehensive income 9,256      
    Debt investments at fair value through profit or loss 555      
    Intangible assets, net 811     1,386  
    Goodwill 4,118     4,118  
    Total non-current assets 15,996     6,801  
    Total assets 34,811     20,066  
           
    Liabilities and equity      
    Current liabilities:      
    Trade payables 251     369  
    Other payables 4,484     2,439  
    Current maturities of long-term loan 938     290  
    Contract liabilities 1,987     1,983  
    Derivative financial instruments 148     109  
    Short-term lease liabilities 359     370  
    Total current liabilities 8,167     5,560  
           
    Non-current liabilities:      
    Long-term lease liabilities 261     523  
    Long-term loans, net of current maturities 32     802  
    Total non-current liabilities 293     1,325  
    Total liabilities 8,460     6,885  
           
    Equity:      
    Ordinary shares      
    Share premium 111,892     100,576  
    Other equity reserves 11,012     14,938  
    Accumulated deficit (96,553 )   (102,333 )
    Total equity 26,351     13,181  
    Total liabilities and equity 34,811     20,066  
               
               
     
    Condensed Consolidated Statements of Profit or Loss
    (in thousands of U.S. dollars, except per share amounts)
     
      For the
    Year Ended
    December 31,
      For the
    Three Months Ended
    December 31,
      2024   2023   2024   2023
      (Audited)   (Audited)   (Unaudited)   (Unaudited)
    Continuing operations              
    Revenue   31,824     26,521     7,370     7,107  
    Cost of revenue   7,915     7,711     2,032     1,778  
    Gross profit   23,909     18,810     5,338     5,329  
                     
    Operating expenses:                
    Research and development   4,495     3,557     1,210     795  
    Sales and marketing   7,033     10,035     1,988     1,579  
    General and administrative   5,661     4,406     1,749     1,207  
    Impairment of goodwill       6,311          
    Total operating expenses   17,189     24,309     4,947     3,581  
                     
    Operating profit (loss)   6,720     (5,499 )   391     1,748  
                     
    Financial income (expense), net   281     (590 )   163     (54 )
    Profit (loss) from continuing operations before income tax   7,001     (6,089 )   554     1,694  
    Tax benefit (expense)   (1,221 )   482     (112 )   (22 )
    Profit (loss) from continuing operations, net of income tax   5,780     (5,607 )   442     1,672  
    Profit from discontinued operations, net of income tax       82          
    Net profit (loss) for the period   5,780     (5,525 )   442     1,672  
    Other comprehensive income (loss) for the period
    Change in fair value of debt investments
      (80 )       (80 )    
    Total comprehensive income (loss) for the period   5,700     (5,525 )   362     1,672  
                     
    Basic profit (loss) per share:                
    Continuing operations $ 0.09     (0.14 )   0.01     0.03  
                     
    Discontinued operations       *        
      $ 0.09     (0.14 )   0.01     0.03  
                     
    Diluted profit (loss) per share:                
    Continuing operations $ 0.08     (0.14 )   0.01     0.03  
                     
    Discontinued operations       *        
      $ 0.08     (0.14 )   0.01     0.03  
                     
    Basic profit (loss) per ADS:              
                   
    Continuing operations $ 0.87     (1.35 )   0.06     0.28  
                     
    Discontinued operations       *        
      $ 0.87     (1.35 )   0.06     0.28  
    * Less than $0.01
     

    Use of Non-IFRS Financial Results

    In addition to disclosing financial results calculated in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board, this press release contains non-IFRS financial measures of EBITDA (EBITDA loss), Adjusted EBITDA (Adjusted EBITDA loss), non-IFRS net profit (loss), non-IFRS gross profit, non-IFRS gross margin and non-IFRS basic earnings (loss) per share or ADS for the periods presented. The Company defines EBITDA (EBITDA loss) as net profit (loss) from continuing operations before depreciation, amortization and impairment of intangible assets, financial income (expense) and income tax; defines Adjusted EBITDA (Adjusted EBITDA loss) as EBITDA (EBITDA loss) as further adjusted to remove the impact of (i) impairment of goodwill (if any); and (ii) share-based compensation; defines non-IFRS net profit (loss) as net profit (loss) from continuing operations before depreciation, amortization and impairment of intangible assets, impairment of goodwill, financial income (expense) effects primarily related to derivative financial instruments as well as long-term loans, deferred tax effects and share-based compensation; defines non-IFRS gross profit as gross profit from continuing operations adjusted to remove the impact of depreciation, amortization and impairment of intangible assets and share-based compensation recorded under cost of revenues; defines non-IFRS gross margin as the percentage of the non-IFRS gross profit out of revenues; and defines non-IFRS basic earnings (loss) per share or ADS as non-IFRS net profit (loss) divided by the weighted average number of ordinary shares or ADSs. The Company’s management believes the non-IFRS financial information provided in this press release is useful to investors’ understanding and assessment of the Company’s ongoing operations. Management also uses both IFRS and non-IFRS information in evaluating and operating its business internally, and as such deemed it important to provide this information to investors. The non-IFRS financial measures disclosed by the Company should not be considered in isolation, or as a substitute for, or superior to, financial measures calculated in accordance with IFRS, and the financial results calculated in accordance with IFRS and reconciliations to those financial statements should be carefully evaluated. Investors are encouraged to review the reconciliations of these non-IFRS measures to their most directly comparable IFRS financial measures provided in the financial statement tables herein.

    Other Metrics

    Net retention rate (NRR) is a key indicator of customer base health and revenue expansion. It is based on NRR point in time, which measures the revenue growth of customers over the past four quarters, compared to the revenue generated from these customers during the same period a year earlier.
    NRR is calculated as an average of the NRR points in time for the end of the current period and the three preceding quarters.
    NRR > 1 (or 100%): Indicates revenue growth driven by existing customers, where upsells and cross-sells outweigh churn.
    NRR < 1 (or 100%): Shows revenue loss due to churn exceeding gains from upsells or cross-sells.

    Non-IFRS Financial Measures
    (in millions of U.S. dollars, rounded)

    The following tables present the reconciled effect of the above on the Company’s Adjusted EBITDA (EBITDA loss); non-IFRS net profit (loss); and non-IFRS gross profit for the year and three months ended December 31, 2024 and 2023:

      For the
    Year Ended
    December 31,
      For the
    Three Months Ended
    December 31,
      2024   2023   2024   2023
                   
    Net profit (loss) from continuing operations 5.8     (5.6 )   0.4     1.7
    Adjustments:              
    Depreciation, amortization and impairment of intangible assets 0.6     3.5     0.2     0.1
    Financial expense (income), net (0.4 )   0.6     (0.1 )   0.1
    Tax expense (benefit) 1.4     (0.5 )   0.1     *
    EBITDA (EBITDA loss) 7.4     (2.0 )   0.6     1.9
    Adjustments:              
    Impairment of goodwill     6.3        
    Share-based compensation 2.0     0.9     0.9     0.3
    Adjusted EBITDA for the period 9.4     5.2     1.5     2.2
    * Less than $0.1 million
                         
       
      For the
    Year Ended
    December 31,
      For the
    Three Months Ended
    December 31,
      2024   2023   2024   2023
    Net profit (loss) from continuing operations 5.8     (5.6 )   0.4     1.7
    Adjustments:              
    Depreciation, amortization and impairment of
    intangible assets
    0.6     3.5     0.2     0.1
    Financial expense (income), net effects 0.1     0.1     (* )   0.2
    Deferred tax effects (0.1 )   (0.5 )   (0.1 )   *
    Impairment of goodwill     6.3        
    Share-based compensation 2.0     0.9     0.9     0.3
    Non-IFRS net profit for the period 8.4     4.7     1.4     2.3
    * Less than $0.1 million
                         
           
      For the
    Year Ended
    December 31,
      For the
    Three Months Ended
    December 31,
      2024   2023   2024   2023
    Gross profit from continuing operations 23.9   18.8   5.3   5.3
    Adjustments:              
    Depreciation, amortization and impairment of
    intangible assets
    0.6   0.9   0.2   0.2
    Share-based compensation *   *   *   *
    Non-IFRS gross profit for the period 24.5   19.7   5.5   5.5
    * Less than $0.1 million
                   

    About Alarum Technologies Ltd.

    Alarum Technologies Ltd. (Nasdaq, TASE: ALAR) is a global provider of web data collection solutions, empowering organizations to gain a competitive edge by streamlining the collection, extraction, and analysis of large-scale structured data from public online sources. Our data collection solutions by NetNut, are based on our world’s fastest and most advanced and secured hybrid proxy network, which comprises both exit points based on our proprietary reflection technology and hundreds of servers located at our ISP partners around the world. Pushing the boundaries of innovation in data collection, we are building a robust platform, complemented by the Website Unblocker, Data Collector, Data Sets and AI data collector. As the impact of the AI revolution unfolds, Alarum, with its robust market-leading data collection offerings is preparing itself to play a meaningful role as the world reshapes in a new form.

    For more information about Alarum and its web data collection solutions, please visit www.alarum.io.

    Follow us on Twitter

    Subscribe to our YouTube channel

    Investor Relations Contact:
    investors@alarum.io

    ________________________
    1https://proxyway.com/research/proxy-market-research-2024
    2 See definition under “Other Metrics”
    3 The table below contains certain non-IFRS financial measures. See “Use of Non-IFRS Financial Results” for additional information regarding these measures and reconciliations to the most comparable IFRS measures.
    4 As of the last day of the period.

    The MIL Network

  • MIL-OSI: FactSet Reports Results for Second Quarter 2025

    Source: GlobeNewswire (MIL-OSI)

    • Q2 GAAP revenues of $570.7 million, up 4.5% from Q2 2024.
    • Organic Q2 ASV of $2,276.2 million, up 4.1% year over year.
    • Q2 GAAP operating margin of 32.5%, down approximately 80 bps year over year, and adjusted operating margin of 37.3%, down 100 bps year over year.
    • Q2 GAAP diluted EPS of $3.76, up 3.0% from the prior year, and adjusted diluted EPS of $4.28, up 1.4% year over year.
    • Fiscal 2025 guidance updated. Expected organic ASV growth of $100 million to $130 million (approximately 4.4% to 5.8%), GAAP revenues in the range of $2,305 million to $2,325 million, adjusted operating margin in the range of 36% to 37%, and adjusted diluted EPS in the range of $16.80 to $17.40.

    NORWALK, Conn., March 20, 2025 (GLOBE NEWSWIRE) — FactSet (“FactSet” or the “Company”) (NYSE:FDS) (NASDAQ:FDS), a global financial digital platform and enterprise solutions provider, today announced results for its second quarter fiscal 2025 ended February 28, 2025.

    Second Quarter Fiscal 2025 Highlights

    • GAAP revenues increased 4.5%, or $24.8 million, to $570.7 million for the second quarter of fiscal 2025 compared with $545.9 million in the prior year period. Organic(1) revenues grew 4.0% year over year to $568.0 million during the second quarter of fiscal 2025. Growth in GAAP and Organic revenues this quarter was driven by wealth and institutional buy-side clients.
    • Annual Subscription Value (“ASV”) was $2,306.1 million at February 28, 2025, compared with $2,185.6 million at February 29, 2024. Organic ASV was $2,276.2 million at February 28, 2025, up 4.1% or $90.7 million year over year(2).
    • Organic ASV increased $19.6 million over the last three months. Please see the “ASV” section of this press release for details.
    • GAAP operating margin decreased to 32.5% compared with 33.3% for the prior year period, mainly due to an increase in acquisition-related professional fees and technology-related expenses, partially offset by growth in revenues and a decrease in employee compensation costs. Adjusted operating margin decreased to 37.3% compared with 38.3% in the prior year period, mainly due to higher technology related expenses offset by lapping of the prior year’s lower bonus accrual.
    • GAAP diluted earnings per share (“EPS”) increased 3.0% to $3.76 compared with $3.65 for the same period in fiscal 2024, primarily due to growth in revenues, partially offset by an increase in acquisition-related professional fees and technology-related expenses. Adjusted diluted EPS increased 1.4% to $4.28 compared with $4.22 in the prior year period, driven by growth in revenues, offset by higher operating expenses and a higher tax rate on an adjusted basis.
    • Net cash provided by operating activities was $174.0 million for the second quarter of fiscal 2025. Free cash flow increased to $150.2 million for the second quarter of fiscal 2025, compared with $121.9 million for the prior year period, an increase of 23.3%, primarily due to higher net cash provided by operating activities.
    • GAAP effective tax rate for the second quarter of fiscal 2025 decreased to 15.9% compared with 16.4% for the second quarter of fiscal 2024. The decrease was primarily due to lower U.S. tax on foreign earnings, partially offset by certain discrete items, mainly lower excess tax benefits related to stock-based compensation.

    (1) References to “organic” figures in this press release exclude the current year impact of acquisitions and dispositions completed within the past 12 months and the current year impact from changes in foreign currency.

    (2) Beginning in fiscal 2025, FactSet is reporting Organic ASV, rather than Organic ASV plus Professional Services, to focus on the recurring nature of its revenues. This underscores the shift of FactSet’s offerings toward providing more managed services and less project-based services.

    “With increased visibility into the remainder of the fiscal year, we are reaffirming the 5% midpoint of our organic ASV growth guidance and narrowing the range of anticipated top-line outcomes,” said Phil Snow, CEO of FactSet. “The strength of our full-year pipeline and constructive dialogue with our clients position our business positively for growth acceleration in the second half of the year.”

    Key Financial Measures*

    (Condensed and Unaudited) Three Months Ended  
      February 28, February 29,  
    (In thousands, except per share data)   2025     2024   Change
    Revenues $ 570,660   $ 545,945   4.5 %
    Organic revenues $ 567,985   $ 545,945   4.0 %
    Operating income $ 185,492   $ 181,942   2.0 %
    Adjusted operating income $ 212,669   $ 209,326   1.6 %
    Operating margin   32.5 %   33.3 %  
    Adjusted operating margin   37.3 %   38.3 %  
    Net income $ 144,860   $ 140,940   2.8 %
    Adjusted net income $ 164,976   $ 163,067   1.2 %
    EBITDA $ 224,646   $ 216,826   3.6 %
    Diluted EPS $ 3.76   $ 3.65   3.0 %
    Adjusted diluted EPS $ 4.28   $ 4.22   1.4 %

    * See reconciliation of U.S. GAAP to adjusted key financial measures in the back of this press release.

    “We achieved solid financial performance in the first half of the fiscal year by maintaining our focus on cost discipline and increased efficiency, while continuing to invest in our strategic priorities,” said Helen Shan, FactSet’s CFO. “We are reaffirming our guidance range for adjusted operating margin and adjusted diluted EPS, despite modest dilution from our recent acquisitions.”

    Annual Subscription Value (ASV)

    ASV at any given point in time represents the forward-looking revenues for the next 12 months from all subscription services currently supplied to clients.

    ASV was $2,306.1 million at February 28, 2025, compared with $2,185.6 million at February 29, 2024. Organic ASV was $2,276.2 million at February 28, 2025, up $90.7 million from the prior year, for a growth rate of 4.1%. Organic ASV increased $19.6 million over the last three months.

    The buy-side and sell-side organic ASV annual growth rates as of February 28, 2025 were 4.1% and 2.2%, respectively. Buy-side clients, including institutional asset managers, wealth managers, asset owners, partners, hedge funds and corporate clients, accounted for 82% of organic ASV. The remaining organic ASV came from sell-side firms, including broker-dealers, banking and advisory firms, and private equity and venture capital firms. Supplementary tables covering organic buy-side and sell-side ASV growth rates may be found on the last page of this press release.

    Segment Revenues and ASV

    ASV from the Americas was $1,501.1 million compared with ASV in the prior year period of $1,413.6 million. Organic ASV from the Americas increased 4.4% to $1,474.9 million. Americas revenues for the quarter increased to $369.7 million compared with $352.6 million in the second quarter of last year. The Americas quarterly organic revenues growth rate was 4.0% over the prior year period.

    ASV from EMEA was $571.3 million compared with ASV in the prior year period of $556.5 million. Organic ASV from EMEA increased 2.6% to $571.4 million. EMEA revenues were $143.4 million compared with $139.2 million in the second quarter of fiscal 2024. The EMEA quarterly organic revenues growth rate was 3.1% over the prior year period.

    ASV from Asia Pacific was $233.7 million compared with ASV in the prior year period of $215.5 million. Organic ASV from Asia Pacific increased 6.8% to $229.9 million. Asia Pacific revenues were $57.6 million compared with $54.1 million in the second quarter of fiscal 2024. The Asia Pacific quarterly organic revenues growth rate was 6.8% over the prior year period.

    Operational Highlights – Second Quarter Fiscal 2025

    • Client count as of February 28, 2025 was 8,645, a net increase of 396 clients in the past three months, mainly due to corporates, which now includes clients from the Irwin acquisition. The count includes clients with ASV of $10,000 and more and does not reflect the LiquidityBook acquisition.
    • User count was 219,141 as of February 28, 2025, a net increase of 874 users in the past three months, mainly driven by an increase in wealth management users. The user count does not reflect the Irwin and LiquidityBook acquisitions.
    • Annual ASV retention was greater than 95%. When expressed as a percentage of clients, annual retention was 91%.
    • Employee headcount was 12,598 as of February 28, 2025, up 2.6% over the last 12 months, with the increase primarily in the sales and technology groups, mainly from the Irwin and LiquidityBook acquisitions. FactSet’s Centers of Excellence account for approximately 67% of the Company’s employees.
    • A quarterly dividend of $39.5 million, or $1.04 per share, is being paid on March 20, 2025, to holders of record of FactSet’s common stock at the close of business on February 28, 2025.
    • FactSet acquired LiquidityBook, a provider of cloud-native trading solutions. The acquisition adds technology-forward order management (OMS) and investment book of record (IBOR) capabilities to the FactSet Workstation to seamlessly link adjacent steps in the front office trade workflow and enhance FactSet’s ability to serve the integrated workflow needs of clients across the entire portfolio lifecycle.
    • FactSet launched Pitch Creator, an AI-powered tool that streamlines pitchbook creation for investment banks. By automating the time-consuming tasks of model analysis and presentation building, FactSet Pitch Creator can reduce hours of manual work into minutes, creating the productivity gains necessary for junior bankers to prioritize high-value, strategic initiatives.
    • After the quarter end, FactSet acquired LogoIntern, a productivity solution that helps financial services professionals create well formatted logo outputs for presentations faster. This acquisition reinforces FactSet’s commitment to improving junior banker productivity and complements Pitch Creator to bring automation to another time-consuming, manual aspect of a junior banker’s daily workflow.
    • FactSet appointed Kevin Toomey as Head of Investor Relations. Toomey is replacing Yet He, who was acting as Interim Head of Investor Relations and now will continue in his role as FactSet’s Treasurer and Head of Financial Planning & Analysis.

    Share Repurchase Program

    FactSet repurchased 136,714 shares of its common stock for $64.4 million at an average price of $470.70 during the second quarter of fiscal 2025 under the Company’s share repurchase program. As of February 28, 2025, $186.9 million remained available for share repurchases under this program.    

    Annual Business Outlook

    FactSet is updating its outlook for fiscal 2025. The following forward-looking statements reflect FactSet’s expectations as of today’s date. Given the risk factors, uncertainties, and assumptions discussed below, actual results may differ materially. FactSet does not intend to update its forward-looking statements prior to its next quarterly results announcement.

    Fiscal 2025 Expectations (with reference to most recent previous guidance):

    • Organic ASV is expected to grow in the range of $100 million to $130 million during fiscal 2025 (narrowing from $90 million to $140 million).
    • GAAP revenues are expected to be in the range of $2,305 million to $2,325 million (up from $2,285 million to $2,305 million).
    • GAAP operating margin is expected to be in the range of 32.0% to 33.0% (down from 32.5% to 33.5%).
    • Adjusted operating margin is expected to be in the range of 36.0% to 37.0% (unchanged).
    • FactSet’s annual effective tax rate is expected to be in the range of 17% to 18% (unchanged).
    • GAAP diluted EPS is expected to be in the range of $14.80 to $15.40 (down from $15.10 to $15.70).
    • Adjusted diluted EPS is expected to be in the range of $16.80 to $17.40 (unchanged).

    Adjusted operating margin and adjusted diluted EPS guidance do not include certain effects of any non-recurring benefits or charges that may arise in fiscal 2025. Please see the back of this press release for a reconciliation of GAAP to adjusted metrics.

    Conference Call

    Second Quarter 2025 Conference Call Details

    Please register for the conference call using the above link before the call start time. The conference call platform will register your name and organization and provide dial-in numbers and a unique access pin. The conference call will have a live Q&A session.

    A replay will be available on the Company’s investor relations website after 11:00 a.m. Eastern Time on March 20, 2025, through March 20, 2026. The earnings call transcript will be available via FactSet CallStreet.

    Forward-looking Statements

    This news release contains forward-looking statements based on management’s current expectations, estimates, forecasts and projections about industries in which FactSet operates and the beliefs and assumptions of management. All statements that address expectations, guidance, outlook or projections about the future, including statements about the Company’s strategy for growth, product development, revenues, future financial results, anticipated growth, market position, subscriptions, expected expenditures, trends in FactSet’s business and financial results, are forward-looking statements. Forward-looking statements may be identified by words like “may,” “might,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “intends,” “projects,” “indicates,” “predicts,” “potential,” or “continue,” and similar expressions. These statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. Many factors, including those discussed more fully elsewhere in this release and in FactSet’s filings with the Securities and Exchange Commission, particularly its latest annual report on Form 10-K and quarterly reports on Form 10-Q, as well as others, could cause results to differ materially from those stated. Forward-looking statements speak only as of the date they are made, and FactSet assumes no duty to and does not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.

    About Non-GAAP Financial Measures

    Financial measures in accordance with U.S. GAAP, including revenues, operating income and margin, net income, diluted earnings per share and cash provided by operating activities, have been adjusted.

    FactSet uses these adjusted financial measures both in presenting its results to stockholders and the investment community and in its internal evaluation and management of the business. The Company believes that these adjusted financial measures and the information they provide are useful to investors because they permit investors to view the Company’s performance using the same tools that management uses to gauge progress in achieving its goals. Investors may benefit from referring to these adjusted financial measures in assessing the Company’s performance and when planning, forecasting and analyzing future periods, and may also facilitate comparisons to its historical performance. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.

    Organic revenues excludes the current year impact of revenues from acquisitions and dispositions completed within the past 12 months and the current year impact from changes in foreign currency. Adjusted operating income and margin, adjusted net income, and adjusted diluted earnings per share exclude acquisition-related intangible asset amortization and non-recurring items. EBITDA represents earnings before interest expense, provision for income taxes and depreciation and amortization expense, while adjusted EBITDA further excludes non-recurring non-cash expenses. The Company believes that these adjusted financial measures help to fully reflect the underlying economic performance of FactSet.

    Cash flows provided by operating activities have been reduced by purchases of property, equipment, leasehold improvements and capitalized internal-use software to report non-GAAP free cash flow. FactSet uses this financial measure both in presenting its results to stockholders and the investment community and in the Company’s internal evaluation and management of the business. Management believes that this financial measure is useful to investors because it is an indication of cash flow that may be available to fund further investments in future growth initiatives.

    About FactSet

    FactSet (NYSE:FDS | NASDAQ:FDS) helps the financial community to see more, think bigger, and work better. Our digital platform and enterprise solutions deliver financial data, analytics, and open technology to more than 8,600 global clients, including over 219,000 individual users. Clients across the buy-side and sell-side as well as wealth managers, private equity firms, and corporations achieve more every day with our comprehensive and connected content, flexible next-generation workflow solutions, and client-centric specialized support. As a member of the S&P 500, we are committed to sustainable growth and have been recognized amongst the Best Places to Work in 2023 by Glassdoor as a Glassdoor Employees’ Choice Award winner. Learn more at www.factset.com and follow us on X and LinkedIn.

    FactSet
    Investor Relations Contact:                         
    Yet He                                
    +1.212.973.5701
    yet.he@factset.com

    Media Contact:
    Megan Kovach
    +1.512.736.2795
    megan.kovach@factset.com   

    Consolidated Statements of Income (Unaudited)            
      Three Months Ended   Six Months Ended
      February 28,   February 29,   February 28,   February 29,
    (In thousands, except per share data)   2025       2024       2025       2024  
    Revenues $ 570,660     $ 545,945     $ 1,139,327     $ 1,088,161  
    Operating expenses              
    Cost of services   269,604       255,142       528,383       506,763  
    Selling, general and administrative   115,564       108,861       234,117       210,416  
    Total operating expenses   385,168       364,003       762,500       717,179  
                   
    Operating income   185,492       181,942       376,827       370,982  
                   
    Other income (expense), net              
    Interest income   273       2,847       2,974       5,859  
    Interest expense   (13,916 )     (16,599 )     (28,316 )     (33,337 )
    Other income (expense), net   471       455       574       337  
    Total other income (expense), net   (13,172 )     (13,297 )     (24,768 )     (27,141 )
                   
    Income before income taxes   172,320       168,645       352,059       343,841  
                   
    Provision for income taxes   27,460       27,705       57,177       54,346  
    Net income $ 144,860     $ 140,940     $ 294,882     $ 289,495  
                   
    Basic earnings per common share $ 3.81     $ 3.70     $ 7.76     $ 7.61  
    Diluted earnings per common share $ 3.76     $ 3.65     $ 7.66     $ 7.49  
                   
    Basic weighted average common shares   38,015       38,103       38,010       38,059  
    Diluted weighted average common shares   38,510       38,650       38,513       38,646  

    Certain prior year figures have been conformed to the current year’s presentation.

    Consolidated Balance Sheets (Unaudited)  
    (In thousands) February 28, 2025 August 31, 2024
    ASSETS    
    Cash and cash equivalents $ 278,548   $ 422,979  
    Investments   8,471     69,619  
    Accounts receivable, net of reserves of $14,998 at February 28, 2025 and $14,581 at August 31, 2024   277,636     228,054  
    Prepaid taxes   75,931     55,103  
    Prepaid expenses and other current assets   67,055     60,093  
    Total current assets   707,641     835,848  
         
    Property, equipment and leasehold improvements, net   79,739     82,513  
    Goodwill   1,245,315     1,011,129  
    Intangible assets, net   1,935,488     1,844,141  
    Deferred taxes   53,546     61,337  
    Lease right-of-use assets, net   118,129     130,494  
    Other assets   101,584     89,578  
    TOTAL ASSETS $ 4,241,442   $ 4,055,040  
         
    LIABILITIES    
    Accounts payable and accrued expenses $ 131,103   $ 178,250  
    Current debt       124,842  
    Current lease liabilities   32,560     31,073  
    Accrued compensation   70,846     93,279  
    Deferred revenues   177,325     159,761  
    Current taxes payable   30,483     40,391  
    Dividends payable   39,511     39,470  
    Total current liabilities   481,828     667,066  
         
    Long-term debt   1,472,162     1,241,131  
    Deferred taxes   14,772     8,452  
    Deferred revenues, non-current   446     1,344  
    Taxes payable   46,313     40,452  
    Long-term lease liabilities   158,419     177,521  
    Other liabilities   10,585     6,614  
    TOTAL LIABILITIES $ 2,184,525   $ 2,142,580  
         
    STOCKHOLDERS’ EQUITY    
    TOTAL STOCKHOLDERS’ EQUITY $ 2,056,917   $ 1,912,460  
         
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 4,241,442   $ 4,055,040  

    Consolidated Statements of Cash Flows (Unaudited)
     
      Six Months Ended
      February 28, February 29,
    (In thousands)   2025     2024  
    CASH FLOWS FROM OPERATING ACTIVITIES    
    Net income $ 294,882   $ 289,495  
    Adjustments to reconcile net income to net cash provided by operating activities    
    Depreciation and amortization   74,127     58,650  
    Amortization of lease right-of-use assets   15,177     15,263  
    Stock-based compensation expense   30,139     30,962  
    Deferred income taxes   8,763     5,632  
    Other, net   3,268     7,034  
    Changes in assets and liabilities, net of effects of acquisitions    
    Accounts receivable   (46,225 )   (39,468 )
    Prepaid expenses and other assets   (3,889 )   (14,690 )
    Accounts payable and accrued expenses   (61,915 )   10,377  
    Accrued compensation   (21,470 )   (40,456 )
    Deferred revenues   11,934     22,133  
    Taxes payable, net of prepaid taxes   (24,810 )   (26,150 )
    Lease liabilities, net   (19,654 )   (19,840 )
    Net cash provided by operating activities   260,327     298,942  
         
    CASH FLOWS FROM INVESTING ACTIVITIES    
    Purchases of property, equipment, leasehold improvements and capitalized internal-use software   (49,610 )   (38,383 )
    Acquisition of businesses, net of cash and cash equivalents acquired   (342,461 )    
    Purchases of investments   (4,208 )   (44,936 )
    Proceeds from maturity or sale of investments   58,155      
    Net cash provided by (used in) investing activities   (338,124 )   (83,319 )
         
    CASH FLOWS FROM FINANCING ACTIVITIES    
    Proceeds from debt   305,000      
    Repayments of debt   (200,000 )   (125,000 )
    Dividend payments   (78,817 )   (74,141 )
    Proceeds from employee stock plans   60,344     66,544  
    Repurchases of common stock   (113,142 )   (112,165 )
    Deferred acquisition consideration   (4,699 )    
    Other financing activities   (14,228 )   (14,465 )
    Net cash provided by (used in) financing activities   (45,542 )   (259,227 )
         
    Effect of exchange rate changes on cash, cash equivalents and restricted cash   (8,048 )   (132 )
    Net increase (decrease) in cash, cash equivalents and restricted cash   (131,387 )   (43,736 )
    Cash and cash equivalents at beginning of period   422,979     425,444  
    Cash, cash equivalents and restricted cash at end of period $ 291,592   $ 381,708  
         
    Reconciliation of total cash, cash equivalents and restricted cash:    
    Cash and cash equivalents $ 278,548   $ 381,708  
    Restricted cash included in Prepaid expenses and other current assets   6,522      
    Restricted cash included in Other assets   6,522      
    Total cash, cash equivalents and restricted cash $ 291,592   $ 381,708  

    Certain prior year figures have been conformed to the current year’s presentation.

    Reconciliation of U.S. GAAP Results to Adjusted Financial Measures

    Financial measures in accordance with U.S. GAAP, including revenues, operating income and margin, net income, diluted EPS and cash provided by operating activities, have been adjusted below. FactSet uses these adjusted financial measures both in presenting its results to stockholders and the investment community and in its internal evaluation and management of the business. The Company believes that these adjusted financial measures and the information they provide are useful to investors because they permit investors to view the Company’s performance using the same tools that management uses to gauge progress in achieving its goals. Adjusted measures may also facilitate comparisons to FactSet’s historical performance.

    Organic Revenues

    Organic revenues exclude the current year impact of revenues from acquisitions and dispositions completed within the past 12 months and the current year impact from changes in foreign currency. The table below provides a reconciliation of revenues to organic revenues:

    (Unaudited) Three Months Ended  
      February 28, February 29,  
    (In thousands)   2025     2024 Change
    Revenues $ 570,660   $ 545,945 4.5 %
    Acquisition revenues   (3,793 )    
    Currency impact   1,118      
    Organic revenues $ 567,985   $ 545,945 4.0 %


    Non-GAAP Financial Measures

    The table below provides a reconciliation of operating income, operating margin, net income and diluted EPS to adjusted operating income, adjusted operating margin, adjusted net income, EBITDA, adjusted EBITDA and adjusted diluted EPS.

      Three Months Ended  
      February 28, February 29,  
    (in thousands, except per share data)   2025     2024   % Change
    Operating income $ 185,492   $ 181,942   2.0 %
    Intangible asset amortization   18,137     16,674    
    Business acquisitions and related costs(1)   9,040        
    Restructuring/severance       10,710    
    Adjusted operating income $ 212,669   $ 209,326   1.6 %
    Operating margin   32.5 %   33.3 %  
    Adjusted operating margin(2)   37.3 %   38.3 %  
    Net income $ 144,860   $ 140,940   2.8 %
    Intangible asset amortization   13,425     12,579    
    Business acquisitions and related costs(1)   6,691        
    Restructuring/severance       8,080    
    Income tax items       1,468    
    Adjusted net income(3) $ 164,976   $ 163,067   1.2 %
    Net income   144,860     140,940   2.8 %
    Interest expense   13,916     16,599    
    Income taxes   27,460     27,705    
    Depreciation and amortization expense   38,410     31,582    
    EBITDA $ 224,646   $ 216,826   3.6 %
    Non-recurring non-cash expenses       1,285    
    Adjusted EBITDA $ 224,646   $ 218,111   3.0 %
    Diluted EPS $ 3.76   $ 3.65   3.0 %
    Intangible asset amortization   0.35     0.32    
    Business acquisitions and related costs(1)   0.17        
    Restructuring/severance       0.21    
    Income tax items       0.04    
    Adjusted diluted EPS(3) $ 4.28   $ 4.22   1.4 %
    Weighted average common shares (diluted)   38,510     38,650    

    (1)   Primarily related to the acquisition of LiquidityBook.
    (2)   Adjusted operating margin is calculated as Adjusted operating income divided by Revenues.
    (3)   For purposes of calculating Adjusted net income and Adjusted diluted EPS, all adjustments for the three months ended February 28, 2025 and February 29, 2024 were taxed at an adjusted tax rate of 26.0% and 24.6%, respectively.


    Business Outlook Operating Margin, Net Income and Diluted EPS

    (Unaudited)    
    Figures may not foot due to rounding Annual Fiscal 2025 Guidance
    (In millions, except per share data) Low end of range High end of range
    Revenues $ 2,305   $ 2,325  
    Operating income $ 761   $ 744  
    Operating margin   33.0 %   32.0 %
         
    Intangible asset amortization   80     81  
    Other adjustments (net)   12     12  
    Adjusted operating income $ 853   $ 837  
    Adjusted operating margin (a)   37.0 %   36.0 %
         
    Net income $ 588   $ 567  
    Intangible asset amortization   66     66  
    Other adjustments (net)   10     10  
    Discrete tax items   (4 )   (4 )
    Adjusted net income $ 660   $ 640  
         
    Diluted earnings per common share $ 15.40   $ 14.80  
    Intangible asset amortization   1.73     1.73  
    Other adjustments (net)   0.30     0.30  
    Discrete tax items   (0.03 )   (0.03 )
    Adjusted diluted earnings per common share $ 17.40   $ 16.80  

    (a)   Adjusted operating margin is calculated as Adjusted operating income divided by Revenues.

    Free Cash Flow

    (Unaudited) Three Months Ended  
      February 28, February 29,  
    (In thousands)   2025     2024   Change
    Net Cash Provided for Operating Activities $ 173,955   $ 143,798    
    Less: purchases of property, equipment, leasehold improvements and capitalized internal-use software   (23,736 )   (21,917 )  
    Free Cash Flow $ 150,219   $ 121,881   23.3 %

    Supplementary Schedules of Historical ASV by Client Type

    The following table presents the percentages and growth rates of organic ASV by client type, excluding the impact of currency movements, and may be useful to facilitate historical comparisons. Organic ASV excludes acquisitions and dispositions completed within the last 12 months and the effects of foreign currency movements.

    The numbers below do not include professional services or issuer fees.

      Q2’25 Q1’25 Q4’24 Q3’24 Q2’24 Q1’24 Q4’23 Q3’23
    % of ASV from buy-side clients 82.3%   82.1%   82.0%   82.3%   82.0%   82.0%   81.8%   82.1%  
    % of ASV from sell-side clients 17.7%   17.9%   18.0%   17.7%   18.0%   18.0%   18.2%   17.9%  
                     
    ASV Growth rate from buy-side clients 4.1%   4.3%   4.9%   5.3%   5.6%   7.2%   6.9%   7.3%  
    ASV Growth rate from sell-side clients 2.2%   3.5%   3.8%   3.7%   5.5%   7.6%   9.3%   12.3%  

    The following table presents the calculation of organic ASV.

    (In millions) As of February 28, 2025
    As reported ASV $ 2,306.1  
    Currency impact (a)   1.9  
    Acquisition ASV (b)   (31.8 )
    Organic ASV $ 2,276.2  
    Organic ASV annual growth rate   4.1 %

    (a)   The impact from foreign currency movements.
    (b)   Acquired ASV from acquisitions completed within the last 12 months.

    The MIL Network

  • MIL-OSI: Wearable Devices Announces Full Year 2024 Financial Results and Provides Corporate Update

    Source: GlobeNewswire (MIL-OSI)

    YOKNE’AM ILLIT, Israel, March 19, 2025 (GLOBE NEWSWIRE) — Wearable Devices Ltd. (Nasdaq: WLDS, WLDSW) (“Wearable Devices” or the “Company”), a technology growth company specializing in artificial intelligence (“AI”)-powered touchless sensing wearables, today announced its financial results for the year ended December 31, 2024.

    Asher Dahan, Chief Executive Officer and Chairman of the Board of Directors of Wearable Devices, commented, “2024 was characterized by strategic capital allocation and the execution of our growth strategy as we delivered our Mudra Band for Apple Watch, and entered into several collaborations with companies and contractors at the forefront of their respective industries. With a strong focus on technological breakthroughs and innovation, we introduced the Mudra Link, a universal gesture control wearable wristband in September 2024. This launch marked a significant milestone in our neural interface technology, enabling seamless, touch-free interaction with a wide range of digital devices. The Mudra Link is open for orders, and we have started to ship the Mudra Link to customers in the first quarter of 2025. We invested significant resources in pursuit of these milestones, mainly due to strategic investments primarily in sales and marketing and research and development as we continue to innovate and showcase our technology, as well as an enhanced focus on business development on the business-to-business (“B2B”) side of our business.”

    “Collaborations represent a key part of our business, and we expect our B2B offerings to be a significant driver of revenue for us as we grow. At the beginning of 2024, we launched the B2B Mudra Developer Kit (“MDK”), providing our B2B customers with enhanced capabilities and additional features that improve our B2B offering. The MDK allows original equipment manufacturers (“OEMs”) to design new, customized gestures to create a user interface specifically tailored to their needs. At the beginning of 2024, we announced a collaboration agreement with Qualcomm Incorporated (“Qualcomm”), for the development of products using the Qualcomm Snapdragon Spaces XR Developer Platform. In October 2024, we announced an innovative collaboration with TCL-RayNeo™ (“RayNeo”), a leader in augmented reality (“AR”) technology, aiming at bringing mass-market neural interface wristband for AR glasses to life. We anticipate interest in our B2B product to grow as the market for wearable devices and AI-based technology expands, with more and more customers recognizing the value that our products can add to their operations.

    “Our business-to-customer (“B2C”) product, the Mudra Band, is an award-winning aftermarket band for the Apple Watch that enables touchless control of multiple Apple devices. In addition, we’re seeing considerable interest in the Mudra Link, and during the first quarter of 2025 we commenced shipment of our first manufacturing batch to Mudra Link customers. 2024 was characterized by strategic capital allocation and the execution of our growth strategy, with a focus on three key areas: technological breakthroughs and innovation, adoption trends and market outlook, and strategic positioning for future growth.

    First, we continued to lead in innovation with groundbreaking technologies that enable natural, touch-free interaction. Second, we are witnessing an increasing adoption trend in neural interface solutions, with growing interest from both consumers and business partners. Finally, we are well-positioned for future growth, supported by our marketing efforts, strong presence at leading trade shows such as CES and MWC, and the growing recognition of Mudra Link as a market-defining product. We continue to receive orders for the product and see significant growth potential as our technology and capabilities evolve.”

    Mr. Dahan concluded, “We have a comprehensive strategy with innovative B2B and B2C offerings to maximize our presence in what we believe to be a market that is poised for tremendous growth. We are very encouraged by the progress that we made in 2024 and believe that Wearable Devices is positioned for transformation in coming years, as we continue to invest in our operations, bring innovative products to market, and showcase the breadth and depth of our technology.”

    2024 and Recent Business Highlights:

    Strategic Collaborations & Expansion

    • Signed a collaboration agreement with Qualcomm to elevate extended reality (“XR”) experiences using Mudra neural technology.
    • Collaborated with RayNeo to lead the neural control revolution for AR glasses, positioning Mudra ahead of competitors like Meta.
    • Signed a reseller agreement to scale licensing efforts in South Korea and China.

    Product & Technology Innovations

    • Launched Mudra Link, the first AI Neural Interface Wristband for Android and beyond, expanding accessibility of neural gesture control.
    • Released the Mudra Developer Kit (MDK) for B2B customers, enabling OEMs to create tailored user interfaces.
    • Unveiled AI-powered Large MUAP Models to revolutionize gesture control with personalized neural interactions.
    • Showcased future AI-powered gesture personalization technology, advancing next-gen human-computer interaction.

    Market Recognition & Sales Expansion

    • Awarded the CES 2025 Innovation Award in XR Technologies and Accessories for Mudra Link.
    • Chosen as Best Wearable of CES 2024 by SlashGear.com.
    • Featured in Mashable, VentureBeat, and leading tech magazines.

    Strategic Deployments

    • Successfully completed the first-stage deployment testing for a leading XR glasses OEM, meeting key evaluation criteria.
    • Demonstrated Mudra technology integration with Qualcomm Snapdragon Spaces at CES 2025 and AWE 2024.
    • Showed positive results on Lenovo’s XR headset, validating Mudra’s neural technology for next-gen spatial computing.

    Intellectual Property & Regulatory Progress

    • Filed a patent application for touchless pinch-to-zoom technology for AR/VR (virtual reality) applications.
    • Secured a Chinese patent for its AI Gesture-Controlled Interface.
    • Expanded international IP portfolio with a neural wrist technology patent filing in South Korea.

    Full Year 2024 Financial Highlights:

    • Revenues: Revenues increased from $82 thousand in 2023 to $522 thousand in 2024, marking a significant step forward in the Company’s transition toward a commercially driven business. This growth was primarily driven by increased sales of the Mudra Band, demonstrating early market adoption and growing demand for neural interface technology. While revenues are still at an early stage, the upward trend reflects positive momentum and a foundation for future expansion.
    • Research and Development Expenses: Research and development expenses decreased by 11% to $3.0 million in the full year of 2024 compared to $3.3 million in the full year of 2023, reflecting the successful completion of key development phases, particularly Mudra Link, and a transition toward production and sales. The Company continued to focus on creating disruptive, industry leading technology that leverages AI and proprietary algorithms, software and hardware.
    • Sales and Marketing Expenses: Sales and marketing expenses increased by 4% to $2.1 million in the full year of 2024 compared to $2.0 million in the full year of 2023, related to the Company driving awareness of its technology and products across various channels including participation at multiple leading industry conferences.
    • General and administrative expenses: General and administrative expenses decreased by 1.3% to $2.8 million in the full year of 2024 compared to $2.9 million in the full year of 2023.
    • Net Loss: Net loss increased to $(7.9 million), or $(24.2) per diluted share, for the year ended December 31, 2024, as compared to a net loss of $(7.8 million), or $(38.4) per diluted share, for the year ended December 31, 2023.

      The per share information reflects the Company’s 1-for-20 reverse share split, which became effective on October 10, 2024, and an additional 1-for-4 reverse share split, which became effective on March 17, 2025.

    • Cash Position: Cash and deposits as of December 31, 2024 were $4.0 million.
    • Inventory: Inventory increased to $1.2 million at the end of 2024, as part of the completion of the transition phase from research and development to production and to serve our planned B2C and B2B initiatives in 2025.

    About Wearable Devices Ltd.

    Wearable Devices Ltd. is a growth company developing AI-based neural input interface technology for the B2C and B2B markets. The Company’s flagship product, the Mudra Band for Apple Watch, integrates innovative AI-based technology and algorithms into a functional, stylish wristband that utilizes proprietary sensors to identify subtle finger and wrist movements allowing the user to “touchlessly” interact with connected devices. The Company also markets a B2B product, which utilizes the same technology and functions as the Mudra Band and is available to businesses on a licensing basis. Wearable Devices Is committed to creating disruptive, industry leading technology that leverages AI and proprietary algorithms, software, and hardware to set the input standard for the Extended Reality, one of the most rapidly expanding landscapes in the tech industry. The Company’s ordinary shares and warrants trade on the Nasdaq market under the symbol “WLDS” and “WLDSW,” respectively.

    Forward-Looking Statement Disclaimer

    This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate” or other comparable terms. For example, we are using forward-looking statements when we discuss the benefits, capabilities, advantages and expected demand, an increasing adoption trend in neural interface solutions, with growing interest from both consumers and business partners, momentum and growth of our products and technology, our expectation for the growth of the B2B market and that our B2B offerings will be a significant driver of revenue for us as we grow, our anticipation that interest in our B2B product will grow as the market for wearable devices and AI-based technology expands and our belief that Wearable Devices is positioned for transformation in coming years. All statements other than statements of historical facts included in this press release regarding our strategies, prospects, financial condition, operations, costs, plans and objectives are forward-looking statements. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: our use of proceeds from the offering; the trading of our ordinary shares or warrants and the development of a liquid trading market; our ability to successfully market our products and services; the acceptance of our products and services by customers; our continued ability to pay operating costs and ability to meet demand for our products and services; the amount and nature of competition from other security and telecom products and services; the effects of changes in the cybersecurity and telecom markets; our ability to successfully develop new products and services; our success establishing and maintaining collaborative, strategic alliance agreements, licensing and supplier arrangements; our ability to comply with applicable regulations; and the other risks and uncertainties described in our annual report on Form 20-F for the year ended December 31, 2023, filed on March 15, 2024 and our other filings with the SEC. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

    Investor Contact:

    Michal Efraty
    IR@wearabledevices.co.il

    WEARABLE DEVICES LTD. AND ITS SUBSIDIARY
    CONSOLIDATED BALANCE SHEETS
     
        December 31  
        2024       2023  
        U.S. dollars
    in thousands
     
    Assets      
    CURRENT ASSETS:            
    Cash and cash equivalents     3,089         810  
    Short-term bank deposits     862         4,045  
    Governmental grant receivable     17         108  
    Other receivables and prepaid expenses     322         757  
    Inventories     1,226         1,032  
    TOTAL CURRENT ASSETS     5,516         6,752  
                     
    NON-CURRENT ASSETS:                
    Long-term bank deposits             54  
    Right-of-use assets     330         592  
    Property and equipment, net     130         194  
    TOTAL NON-CURRENT ASSETS     460         840  
    TOTAL ASSETS     5,976         7,592  
                     
    Liabilities and Shareholders’ Equity                
    CURRENT LIABILITIES:                
    Accounts payable     157         410  
    Advance payments     83         312  
    Convertible promissory note     770          
    Accrued payroll and other employment related accruals     402         579  
    Accrued expenses     392         190  
    Lease liabilities     291         297  
    TOTAL CURRENT LIABILITIES     2,095         1,788  
    Lease liabilities     21         278  
    TOTAL LIABILITIES     2,116         2,066  
                     
    SHAREHOLDERS’ EQUITY:                
    Ordinary shares no par value : Authorized 50,000,000 as of December 31, 2024 and December 31, 2023; Issued and outstanding 707,463 shares as of December 31, 2024 and 254,843 shares as of December 31, 2023.     67         57  
    Additional paid-in capital     32,895         26,692  
    Accumulated losses     (29,102 )       (21,223)  
    TOTAL SHAREHOLDERS’ EQUITY     3,860         5,526  
    TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY     5,976         7,592  
    WEARABLE DEVICES LTD. AND ITS SUBSIDIARY
    CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
     
        Year ended December 31  
        2024       2023       2022    
        U.S. dollars in thousands (except per share amounts)  
                       
    Revenues     522         82         45    
    Cost of revenues     437         (62 )       (10 )  
    GROSS PROFIT     85         20         35    
    Research and development, net     (2,964 )       (3,316 )       (2,271 )  
    Sales and marketing expenses, net     (2,096 )       (2,008 )       (1,370 )  
    General and administrative
    expenses
        (2,845 )       (2,882 )       (1,948 )  
    Initial public offering expenses                     (904 )  
    OPERATING LOSS     (7,820 )       (8,186 )       (6,458 )  
    Financing income (expenses), net     (52 )       372         (38 )  
    LOSS BEFORE TAX EXPENSES     (7,872 )       (7,814 )       (6,496 )  
    Tax expenses     (7 )                  
    NET LOSS AND TOTAL                           
    COMPREHENSIVE LOSS     (7,879 )       (7,814 )       (6,496 )  
                             
    Net loss per ordinary shares,                        
     basic and diluted *     (24.2 )       (38.4 )       (42.4 )  
    Weighted average number of                               
    ordinary shares and pre-
    funded warrants outstanding
    basic and diluted *
        325,690         202,515         153,465    
      * The share and per share information in these financial statements reflects the 1-for-20 reverse share split became effective on October 10, 2024 and an additional 1-for-4 reverse share split of our issued and outstanding Ordinary Shares became effective on March 17, 2025.
    WEARABLE DEVICES LTD. AND ITS SUBSIDIARY
    CONSOLIDATED STATEMENTS OF CASH FLOWS
     
        Year ended December 31  
        2024       2023     2022    
        U.S. dollars in thousands  
    CASH FLOWS FROM OPERATING ACTIVITIES:                    
    Net loss     (7,879 )       (7,814)       (6,496)    
    Adjustments required to reconcile net loss to net cash used in                           
    operating activities                          
    Depreciation     107         68       23    
    Interest expenses on convertible promissory note     4                  
    Accrued interest on deposits     (3 )       (45)          
    Share based compensation expenses     182         241       790    
    Unrealized gain from foreign currency derivative activities     68         (68)          
    Marketing expenses paid in ordinary shares     100                  
    Provision for inventory write-off     75                  
                               
    Changes in operating assets and liabilities items:                          
    Decrease in accounts receivable                   8    
    Decrease (increase) in inventories     (269 )       (1,026)       5    
    Decrease (increase) in governmental grants receivables     91         (54)       8    
    Decrease (Increase) in other receivables and prepaid expenses     357         (136)       (496)    
    Increase (decrease) in advance payments     (228 )       (41)       79    
    Increase (decrease) in deferred revenues             (12)       (12)    
    Increase (decrease) in accounts payable     (253 )       254       84    
    Increase (decrease) in accrued payroll and other employment
    related accruals
        (177 )       163       194    
    Increase in accrued expenses     212         36       99    
    Net cash used in operating activities     (7,613 )       (8,434)       (5,714)    
    CASH FLOWS FROM INVESTING ACTIVITIES:                          
    Purchase of property and equipment     (43 )       (194)       (48)    
    Decrease (Increase) in deposits, net     3,240         (4,054)          
    Prepayments of leasing                   (18)    
    Net cash provided by (used in) investing activities     3,197         (4,248)       (66)    
    CASH FLOWS FROM FINANCING ACTIVITIES:                          
    Proceeds from issuance of shares issued in the public offering, net
    of issuance cost
        1,578         1,670          
    Proceeds from issuance of units of ordinary shares and warrants in
    connection with the initial public offering, net of issuance
    expenses
                      14,319    
    Proceeds from issuance of SAFEs                   500    
    Refund to SAFE investors                   (100)    
    Proceeds from credit line                   800    
    Repayment of credit line                   (800)    
    Proceeds from issuance of ordinary shares as a result of exercise of
    warrants
                1,449       160    
    Proceeds from issuance of ordinary shares associated with the
    SEPA
        4,353                  
    Proceeds from issuance of convertible promissory note     1,920                  
    Repayment of convertible promissory note     (1,156 )                    
    Net cash provided by financing activities     6,695         3,119       14,879    
                               
    Net increase (decrease) in cash and cash equivalents     2,279         (9,563)       9,099    
    Cash and Cash Equivalents at the beginning of year     810         10,373       1,274    
    Cash and cash equivalents at the end of year     3,089         810       10,373    
    Supplemental Disclosure:                          
    Interest paid     49               40    
    Interest received     (144 )       (305)          
    Conversion of SAFEs to equity                   400    
    Right-of-use asset recognized against lease liability             644       229    

    The MIL Network

  • MIL-OSI USA: Luján Joins Bipartisan Push to Deliver Combat-Injured Veterans Full Military Benefits

    US Senate News:

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

    Major Richard Star Act would provide combat-injured veterans with full earned disability compensation and retirement pay

    Española, N.M. – U.S. Senator Ben Ray Luján (D-N.M.) joined Senate Veterans’ Affairs Committee Ranking Member Richard Blumenthal (D-CT), U.S. Senators Mike Crapo (R-ID), Elizabeth Warren (D-Mass.), and Rick Scott (R-FL) to introduce S. 1032, the Major Richard Star Act—bipartisan legislation to provide combat-injured veteran retirees their full benefits.

    Currently, only veterans with disability ratings above 50 percent and more than 20 years of service are eligible to receive the full amount of their Department of Defense (DOD) retirement and Department of Veterans Affairs (VA) disability payments—leaving behind more than 50,000 combat-injured military retirees. The Senators’ Major Richard Star Act will fix this unjust policy for retired combat veteransproviding them their full VA disability and DOD retirement payments.

    “The men and women who risked their lives for our country and were injured in combat deserve the full benefits they have earned. Too many veterans have been left behind, and it’s far past time we correct this grave injustice,” said Senator Luján. “That’s why I am proud to stand with my colleagues working to fix the unjust veterans’ disability system.”

    “This measure corrects one of the deepest injustices in our present veterans’ disability system,” said Senator Blumenthal. “It is unacceptable that tens of thousands of combat-injured veterans are denied the full military benefits they earned. Our bipartisan bill will right this longstanding injustice and finally provide these military retirees who have already sacrificed so much their full VA disability and Defense Department retirement payments.”

    “The Major Richard Star Act corrects a severe injustice for combat-wounded veterans,” said Senator Crapo. “The support for this correction is clear.  Though the namesake of our legislation is no longer with us, I continue to press for its passage on behalf of the more than 50,000 veterans, including hundreds in Idaho, who stand to benefit.”  

    “Our veterans put their lives on the line for this country and it’s time our government gives them the full benefits they’ve earned,” said Senator Warren. “The Major Richard Star Act will ensure the federal government keeps its promise to our veterans by allowing them to collect both disability and retirement benefits they earned, even if combat injuries forced them to retire early.”

    “I am a proud veteran and the son of a World War II veteran, and I have immense respect for anyone who puts on the uniform to defend our nation,” said Senator Scott. “Our veterans are American heroes who have made countless sacrifices. The Major Richard Star Act ensures our veterans receive the full benefits they’ve earned through their service and sacrifice protecting our nation regardless of length of service. This legislation makes a critical change to treat our veterans fairly and support our nation’s heroes. I urge my colleagues to support its quick passage.”

    This bipartisan legislation is named in honor of Major Richard A. Star, a decorated war veteran who was forced to medically retire due to his combat-related injuries. Major Star sadly lost his battle with cancer on February 13, 2021. The legislation has 43 bipartisan cosponsors.

    The House companion version of this bill was introduced by Congressmen Gus Bilirakis (R-FL) and Raul Ruiz (D-CA), with 185 bipartisan cosponsors.

    The Senators’ bipartisan effort to provide combat-injured veterans their due benefits is supported by the Air Force Sergeants Association (AFSA), Air & Space Forces Association (AFA), American GI Forum, The American Legion,American Military Society,American Veterans (AMVETS), Armed Forces Retiree Association, Army Aviation Association of America (AAAA), Association of Military Surgeons of the United States (AMSUS), Association of the United States Army (AUSA), Association of the United States Navy (AUSN), Blinded Veterans Association (BVA), Burn Pits 360, Chief Warrant Officers Association of the US Coast Guard (CWOA), Commissioned Officers Association of the U.S. Public Health Service, Inc. (COA), Disabled American Veterans (DAV), Enlisted Association of the National Guard of the United States, Fleet Reserve Association (FRA), Heroes Athletic Association, Gold Star Wives of America (GSW), Iraq and Afghanistan Veterans of America (IAVA), Jewish War Veterans of the United States of America (JWV), K9s for Warriors, Marine Corps League (MCL), Marine Corps Reserve Association (MCRA), Military Chaplains Association of the United States of America (MCA), Military Officers Association of America (MOAA), Military Order of the Purple Heart (MOPH), Mission Roll Call, National Defense Committee, National Military Family Association (NMFA), Naval Enlisted Reserve Association (NERA), Non-Commissioned Officers Association (NCOA), Operation First Response, Paralyzed Veterans of America (PVA),Quality of Life Foundation, Reserve Organization of America (ROA), Stronghold Freedom Foundation, Tragedy Assistance Program for Survivors (TAPS), The Retired Enlisted Association (TREA), The Independence Fund (TIF), United States Army Warrant Officers Association (USAWOA), USCG Chief Petty Officers Association (CPOA), VetsFirst/United Spinal Association, Vietnam Veterans of America (VVA), Wounded Paw Project, Wounded Warrior Project (WWP).

    MIL OSI USA News

  • MIL-OSI: XBP Europe Holdings, Inc. Reports Fourth Quarter and Full Year 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    Full Year 2024 Highlights

    • Revenue of $142.8 million, decrease of 8.0% year-over-year
    • Gross margin of 26.8%, a 110 bps increase year-over-year
    • Operating profit of $3.5 million, an increase of $2.4 million year-over-year
    • Approximately $25M of ACV in active ramp, resulting in an incremental step-up in margin contribution in the second half of 2024
    • Signed an exclusive, non-binding LOI to acquire Exela Technologies BPA, LLC, a potentially transformational deal that could expand XBP Europe’s revenue to ~$1 billion annually

    Fourth Quarter 2024 Highlights

    • Revenue of $35.6 million, decrease of 7.5% year-over-year and increase of 0.7% sequentially
    • Gross margin of 28.3%, a 480 bps increase year-over-year and 440 bps decrease sequentially
    • Operating profit of $1.0 million, an increase of $3.4 million year-over-year and a decrease of $1.5 million sequentially
    • Net loss of $2.7 million includes $0.5 million of FX losses, an improvement of $2.4 million year-over-year and $0.1 million sequentially

    LONDON and SANTA MONICA, Calif., March 19, 2025 (GLOBE NEWSWIRE) — XBP Europe Holdings, Inc. (“XBP Europe” or “the Company”) (NASDAQ: XBP), a pan-European integrator of bills, payments, and related solutions and services seeking to enable the digital transformation of its clients, announced today its financial results for the quarter and full year ended December 31, 2024.

    “We ended 2024 with growing momentum, as we continued to ramp our recently awarded contracts, leading to improving profitability and operating metrics. We are excited about our organic growth trajectory in 2025 and we continue to work towards a potential acquisition of Exela Technologies BPA, LLC in 2025 so that we can benefit from global scale,” said Andrej Jonovic, Chief Executive Officer of XBP Europe.

    Full Year Highlights

    • Revenue: Total Revenue for 2024 was $142.8 million, a decline of 8.0% year-over-year, primarily due to completion of projects, lower volumes, and client contract ends, offset by positive impact of newly won business.
      • Bills & Payments segment revenue was $101.9 million, a decline of 7.8% year-over-year, primarily attributable to completion of one-time projects, lower volumes, and client contract end, offset by the positive impact of newly won business.
      • Technology segment revenue was $40.9 million, a decrease of 8.5% year-over-year, largely due to a lower volume of licenses sold, offset by a drop in technology implementation and professional services revenue.
    • Operating Profit: Operating Profit was $3.5 million, an increase of $2.4 million compared to 2023. This improvement was driven primarily by higher gross margins coupled with SG&A cost optimizations. Our operating expenses include costs associated with accelerated migration to the cloud.
    • Net Loss: Net loss from continuing operations was $6.5 million, compared with a net loss from continuing operations of $5.6 million in 2023. The year-over-year increase was primarily driven by higher income tax expense and interest expense, offset by higher operating profit and lower related party interest expense.
    • Adjusted EBITDA(1): Adjusted EBITDA from Continuing Operations was $13.4 million, a decrease of $2.4 million or 15.1% compared to 2023. Adjusted EBITDA margin was 9.4%, a decrease of 80 basis points from 10.2% in 2023.
    • Capital Expenditures: Capital expenditures were 1.2% of revenue compared to 1.7% of revenue in 2023, with the decrease primarily due to lower purchases of PP&E.
    • Adequate Liquidity: The Company’s cash and cash equivalents totaled $12.1 million as of December 31, 2024.

    Other Highlights:

    • Pending Acquisition: As announced on March 4, 2025, XBP Europe has entered into an exclusive, non-binding letter of intent with Exela Technologies, Inc. to acquire Exela Technologies BPA, LLC (“BPA”), a leading provider of business process automation solutions. The closing of the acquisition will be subject to BPA completing a corporate reorganization which is expected to create a sustainable capital structure with a substantially deleveraged balance sheet. If completed, the acquisition will expand XBP Europe’s revenue to more than $1 billion from $145 million on a pro forma basis for the twelve months ending September 30, 2024. The parties have agreed to act in good faith to negotiate definitive agreements, complete due diligence, undertake necessary regulatory approvals, and seek any necessary approvals, including from XBP Europe’s shareholders. Accordingly, there can be no assurance that a definitive agreement will be entered into or that the proposed transaction will be consummated. Readers are cautioned that those portions of the LOI that describe the proposed transaction are non-binding. XBP Europe only intends to announce additional details regarding the proposed transaction if and when a definitive agreement is executed.

    Segment Revenue and Profitability:

      Three months ended December 31, 2024
      Bills & Payments   Technology   Total
    Revenue, net $ 25,851   $ 9,794   $ 35,645
    Cost of revenue 20,460   5,108   25,568
    Segment Gross Profit 5,391   4,686   10,077
               
      Three months ended December 31, 2023
      Bills & Payments   Technology   Total
    Revenue, net $ 27,368   $ 11,165   $ 38,533
    Cost of revenue 24,203   5,270   29,472
    Segment Gross Profit 3,165   5,895   9,061
      Twelve months ended December 31, 2024
      Bills & Payments   Technology   Total
    Revenue, net $ 101,850   $ 40,922   $ 142,772
    Cost of revenue 85,454   19,059   104,513
    Segment Gross Profit 16,396   21,863   38,259
               
      Twelve months ended December 31, 2023
      Bills & Payments   Technology   Total
    Revenue, net $ 110,458   $ 44,719   $ 155,177
    Cost of revenue 95,572   19,738   115,310
    Segment Gross Profit 14,886   24,981   39,867
               

    Below is the note referenced above:

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

    Supplemental Investor Presentation
    An investor presentation relating to our fourth quarter and full year 2024 performance is available at investors.xbpeurope.com. This information has also been furnished to the SEC in a current report on Form 8-K.

    About Non-GAAP Financial Measures
    This press release includes constant currency, EBITDA and Adjusted EBITDA, each of which is a financial measure that is not prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). XBP Europe believes that the presentation of these non-GAAP financial measures will provide useful information to investors in assessing our financial performance, results of operations and liquidity and allows investors to better understand the trends in our business and to better understand and compare our results. XBP Europe’s board of directors and management use constant currency, EBITDA and Adjusted EBITDA to assess XBP Europe’s financial performance, because it allows them to compare XBP Europe’s operating performance on a consistent basis across periods by removing the effects of XBP Europe’s capital structure (such as varying levels of debt and interest expense, as well as transaction costs resulting from the combination with CF Acquisition Corp. VIII. on November 29, 2023). Adjusted EBITDA also seeks to remove the effects of restructuring and related expenses and other similar non-routine items, some of which are outside the control of our management team. Restructuring expenses are primarily related to the implementation of strategic actions and initiatives related to right sizing of the business. All of these costs are variable and dependent upon the nature of the actions being implemented and can vary significantly driven by business needs. Accordingly, due to that significant variability, we exclude these charges since we do not believe they truly reflect our past, current or future operating performance. The constant currency presentation excludes the impact of fluctuations in foreign currency exchange rates. We calculate constant currency revenue on a constant currency basis by converting our current-period local currency revenue using the exchange rates from the corresponding prior-period and compare these adjusted amounts to our corresponding prior period reported results. XBP Europe does not consider these non-GAAP measures in isolation or as an alternative to liquidity or financial measures determined in accordance with GAAP. A limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in XBP Europe’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expenses and income are excluded or included in determining these non-GAAP financial measures and therefore the basis of presentation for these measures may not be comparable to similarly-titled measures used by other companies. These non-GAAP financial measures are not required to be uniformly applied, are not audited and should not be considered in isolation or as substitutes for results prepared in accordance with GAAP. Net loss is the GAAP measure most directly comparable to the non-GAAP measures presented here. For reconciliation of the comparable GAAP measures to these non-GAAP financial measures, see the schedules attached to this release.

    Forward-Looking Statements
    This press release contains certain “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Exchange Act, including certain financial forecasts and projections. All statements other than statements of historical fact contained in this press release, including statements as to future results of operations and financial position, revenue and other metrics planned products and services, business strategy and plans, objectives of management for future operations of XBP Europe, market size and growth opportunities, competitive position and technological and market trends, are forward-looking statements. Some of these forward-looking statements can be identified by the use of forward-looking words, including “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “plan,” “targets,” “projects,” “could,” “would,” “continue,” “forecast” or the negatives of these terms or variations of them or similar expressions. All forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. All forward-looking statements are based upon estimates, forecasts and assumptions that, while considered reasonable by XBP Europe and its management, as the case may be, are inherently uncertain and many factors may cause the actual results to differ materially from current expectations which include, but are not limited to: (1) the outcome of any legal proceedings that may be instituted against XBP Europe or others and any definitive agreements with respect thereto; (2) the inability to meet the continued listing standards of Nasdaq or another securities exchange; (3) the risk that the business combination disrupts current plans and operations of XBP Europe and its subsidiaries; (4) the inability to recognize the anticipated benefits of the business combination, which may be affected by, among other things, competition, the ability of XBP Europe and its subsidiaries to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (5) costs related to the business combination; (6) changes in applicable laws or regulations; (7) the possibility that XBP Europe or any of its subsidiaries may be adversely affected by other economic, business and/or competitive factors; (8) risks related to XBP Europe’s potential inability to achieve or maintain profitability and generate cash; (9) the impact of the COVID-19 pandemic, including any mutations or variants thereof, and its effect on business and financial conditions; (10) volatility in the markets caused by geopolitical and economic factors; (11) the ability of XBP Europe to retain existing clients; (12) the potential inability of XBP Europe to manage growth effectively; (13) the ability to recruit, train and retain qualified personnel, and (14) other risks and uncertainties set forth in the sections entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in the Annual Reports on Form 10-K filed on April 1, 2024 and, our subsequent quarterly reports on Form 10-Q and our current reports on Form 8-K as filed with the Securities and Exchange Commission (the “SEC”). These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. Readers should not place undue reliance on forward-looking statements, which speak only as of the date they are made. XBP Europe gives no assurance that either XBP Europe or any of its subsidiaries will achieve its expected results. XBP Europe undertakes no duty to update these forward-looking statements, except as otherwise required by law.

    About XBP Europe
    XBP Europe is a pan-European integrator of bills, payments and related solutions and services seeking to enable digital transformation of its more than 2,000 clients. The Company’s name – ‘XBP’ – stands for ‘exchange for bills and payments’ and reflects the Company’s strategy to connect buyers and suppliers, across industries, including banking, healthcare, insurance, utilities and the public sector, to optimize clients’ bills and payments and related digitization processes. The Company provides business process management solutions with proprietary software suites and deep domain expertise, serving as a technology and services partner for its clients. Its cloud-based structure enables it to deploy its solutions across the European market, along with the Middle East and Africa. The physical footprint of XBP Europe spans 15 countries and 32 locations and a team of approximately 1,500 individuals. XBP Europe believes its business ultimately advances digital transformation, improves market wide liquidity by expediting payments, and encourages sustainable business practices. For more information, please visit: www.xbpeurope.com.

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

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

    Investor and/or Media Contacts:
    investors@xbpeurope.com

     
    XBP Europe Holdings, Inc.
    Consolidated Balance Sheets
    For the years ended December 31, 2024 and 2023
    (in thousands of United States dollars except share and per share amounts)
               
      December 31, 
      2024      2023
    ASSETS            
    Current assets            
    Cash and cash equivalents $ 12,099   $ 6,537
    Accounts receivable, net of allowance for credit losses of $1,198 and $1,183, respectively   19,810     30,238
    Inventories, net   3,823     4,045
    Prepaid expenses and other current assets   4,228     6,550
    Current assets held for sale   1,378     2,497
    Total current assets   41,338     49,867
    Property, plant and equipment, net of accumulated depreciation of $40,325 and $39,876, respectively   11,272     12,811
    Operating lease right-of-use assets, net   4,805     5,206
    Goodwill   21,666     22,823
    Intangible assets, net   1,121     1,498
    Deferred income tax assets   7,026     6,811
    Other noncurrent assets   817     705
    Noncurrent assets held for sale       3,018
    Total assets $ 88,045   $ 102,739
               
    LIABILITIES AND STOCKHOLDERS’ DEFICIT            
    LIABILITIES            
    Current liabilities            
    Accounts payable $ 12,553   $ 13,281
    Related party payables   5,443     13,012
    Accrued liabilities   17,993     23,850
    Accrued compensation and benefits   16,482     16,267
    Customer deposits   277     323
    Deferred revenue   6,870     6,004
    Current portion of finance lease liabilities   12     91
    Current portion of operating lease liabilities   1,734     1,562
    Current portion of long-term debts   4,958     3,863
    Current liabilities held for sale   2,443     3,818
    Total current liabilities   68,765     82,071
    Related party notes payable   1,451     1,542
    Long-term debt, net of current maturities   23,966     12,763
    Finance lease liabilities, net of current portion       23
    Pension liabilities   10,339     12,208
    Operating lease liabilities, net of current portion   3,271     3,785
    Other long-term liabilities   1,599     1,635
    Noncurrent liabilities held for sale       1,280
    Total liabilities $ 109,391   $ 115,307
                 
               
    STOCKHOLDERS’ DEFICIT            
    Preferred stock, par value of $0.0001 per share; 10,000,000 shares authorized; none issued and outstanding as of December 31, 2024 and December 31, 2023, respectively      
    Common Stock, par value of $0.0001 per share; 200,000,000 shares authorized; 30,166,102 shares issued and outstanding as of December 31, 2024 and December 31, 2023, respectively   30     30
    Additional paid in capital   1,611    
    Accumulated deficit   (23,705)     (11,339)
    Accumulated other comprehensive loss:            
    Foreign currency translation adjustment   474     (1,416)
    Unrealized pension actuarial gains, net of tax   244     157
    Total accumulated other comprehensive loss   718     (1,259)
    Total stockholders’ deficit   (21,346)     (12,568)
    Total liabilities and stockholders’ deficit $ 88,045   $ 102,739
               
    XBP Europe Holdings, Inc.
    Consolidated Statements of Operations
    For the years ended December 31, 2024 and 2023
    (in thousands of United States dollars except share and per share amounts)
               
      Year ended December 31, 
      2024      2023
    Revenue, net $ 142,408   $ 154,943
    Related party revenue, net   364     234
    Cost of revenue (exclusive of depreciation and amortization)   104,467     115,234
    Related party cost of revenue   47     76
    Selling, general and administrative expenses (exclusive of depreciation and amortization)   26,525     31,173
    Related party expense   5,101     4,633
    Depreciation and amortization   3,160     2,944
    Operating profit   3,472     1,117
    Other expense (income), net            
    Interest expense, net   6,232     5,035
    Related party interest expense, net   90     1,971
    Foreign exchange losses, net   2,520     599
    Changes in fair value of warrant liability   (43)     (597)
    Pension income, net   (1,705)     (929)
    Net loss before income taxes   (3,622)     (4,962)
    Income tax expense   2,911     606
    Net loss from continuing operations   (6,533)     (5,568)
    Net loss from discontinued operations, net of income taxes   (5,833)     (5,479)
    Net loss $ (12,366)   $ (11,047)
    Loss per share:           
    Basic and diluted – continuing operations $ (0.22)   $ (0.25)
    Basic and diluted – discontinued operations   (0.19)     (0.24)
    Basic and diluted $ (0.41)   $ (0.49)
               
    XBP Europe Holdings, Inc.
    Consolidated Statements of Cash Flows
    For the years ended December 31, 2024 and 2023
    (in thousands of United States dollars)
               
      Years ended December 31, 
      2024      2023
    Cash flows from operating activities          
    Net loss $ (12,366)   $ (11,047)
    Adjustments to reconcile net loss to net cash used in operating activities:           
    Depreciation   2,965     3,467
    Amortization of intangible assets   750     384
    Debt issuance cost amortization   216    
    Impairment of goodwill   87    
    Credit loss expense   16     343
    Changes in fair value of warrant liability   (43)     (597)
    Stock-based compensation expense   1,611    
    Unrealized foreign currency losses (gains)   2,428     (616)
    Change in deferred income taxes   (247)     (422)
               
    Change in operating assets and liabilities          
    Accounts receivable   9,568     5,990
    Inventories   240     (58)
    Prepaid expense and other assets   2,297     2,123
    Accounts payable   (365)     (2,417)
    Related party payables   (8,446)     (843)
    Accrued expenses and other liabilities   (4,848)     2,629
    Deferred revenue   1,099     67
    Customer deposits   (189)     (538)
    Net cash used in operating activities   (5,227)     (1,535)
               
    Cash flows from investing activities           
    Purchase of property, plant and equipment   (1,263)     (2,330)
    Cash paid for costs of fulfilling a contract       (339)
    Additions to internally developed software   (447)    
    Net cash used in investing activities   (1,710)     (2,669)
               
    Cash flows from financing activities           
    Borrowings under secured borrowing facility       87,635
    Principal repayment on borrowings under secured borrowing facility   (79)     (91,662)
    Borrowings under 2024 Term Loan A Facility   3,834    
    Borrowings under 2024 Term Loan B Facility   11,360    
    Borrowings under 2024 Revolving Credit Facility   15,352    
    Cash paid for debt issuance costs   (1,527)    
    Principal payments on 2024 Term Loan A Facility   (383)    
    Principal payments on 2024 Term Loan B Facility   (1,136)    
    Principal payments on long-term obligations   (15,270)     (920)
    Proceeds from Secured Credit Facility   930     223
    Principal payments on finance leases   (635)     (786)
    Proceeds from Business Combination, net of transaction expenses       5,205
    Net cash provided by (used in) financing activities   12,446     (305)
    Effect of exchange rates on cash and cash equivalents     (308)     3,941
    Net increase (decrease) in cash and cash equivalents   5,201     (568)
               
    Cash and equivalents, beginning of period, including cash from discontinued operations   6,905     7,473
    Cash and equivalents, end of period, including cash from discontinued operations $ 12,106   $ 6,905
               
    Supplemental cash flow data:            
    Income tax payments, net of refunds received   567     1,059
    Interest paid         3,429     1,798
               
    XBP Europe Holdings, Inc.
    Schedule 1: Reconciliation of Adjusted EBITDA and constant currency revenues
         
    Reconciliation of Non-GAAP Financial Measures to GAAP Measures    
             
    Non-GAAP constant currency revenue reconciliation      
        Twelve Months ended December 31, 
    ($ in thousands)   2024   2023
    Revenues, as reported (GAAP)   142,772   155,177
    Foreign currency exchange impact (1)   (1,055)   – 
    Revenues, at constant currency (Non-GAAP)   141,717   155,177
             
    Reconciliation of Adjusted EBITDA from Continuing Operations             
        Year Ended December 31, 
    (dollars in thousands)   2024      2023
    Net loss from continuing operations   $ (6,533)   $ (5,568)
    Income tax expense     2,911     606
    Interest expense including related party interest expense, net     6,322     7,006
    Depreciation and amortization     3,160     2,944
    EBITDA from continuing operations     5,860     4,988
    Restructuring and related expenses (2)     1,879     5,053
    Employee litigation matter (3)     1,283     1,431
    Related party management fee and royalties (4)         1,330
    Foreign exchange losses, net     2,520     599
    Non-cash equity compensation (5)     1,611    
    Changes in fair value of warrant liability     (43)     (597)
    Transaction Fees (6)     280     2,970
    Adjusted EBITDA from continuing operations   $ 13,390   $ 15,774
                 

    (1)   Constant currency excludes the impact of foreign currency fluctuations and is computed by applying the average exchange rates for the year ended December 31, 2023, to the revenues during the corresponding period in 2024.
    (2)   Adjustment represents costs associated with restructuring, including employee severance and vendor and lease termination costs.
    (3)   Represents litigation settlement and associated expenses incurred in connection with the Company subsidiary litigation.
    (4)   Primarily represents management fee incurred in exchange for services, which included provision of legal, human resources, corporate finance, and marketing support. The management services agreement was terminated in connection with the Business Combination and was replaced by the related party service fee pursuant to the Services Agreement which reduced the fee and modified the services provided.
    (5)   Represents the non-cash charges to restricted stock units and options.
    (6)   Represents transaction costs incurred as part of the Business Combination.

         
    Reconciliation of Adjusted EBITDA from Discontinued Operations    
        Year Ended December 31, 
    (dollars in thousands)   2024      2023
    Net loss from discontinued operations, net of income taxes   $ (5,833)   $ (5,479)
    Income tax expense        
    Interest expense, net     145     189
    Depreciation and amortization     555     907
    EBITDA from discontinued operations     (5,133)     (4,383)
    Restructuring and related expenses (7)     38     187
    Related party service fees and royalties         25
    Impairment of goodwill     87    
    Foreign exchange losses (gains), net     211     (5)
    Adjusted EBITDA from discontinued operations   $ (4,797)   $ (4,176)
                 

    (7)   Adjustment represents costs associated with restructuring related to employee severance.

    Source: XBP Europe Holdings, Inc.

    The MIL Network

  • MIL-OSI: Kingsoft Cloud Announces Unaudited Fourth Quarter and Fiscal Year 2024 Financial Results; First Time Operating Margin Profitable with Accelerated Growing Revenue of AI Cloud

    Source: GlobeNewswire (MIL-OSI)

    BEIJING, March 19, 2025 (GLOBE NEWSWIRE) — Kingsoft Cloud Holdings Limited (“Kingsoft Cloud” or the “Company”) (NASDAQ: KC and HKEX: 3896), a leading cloud service provider in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2024.

    Fourth Quarter Financial Highlights

    • Total Revenues reached RMB2,232.1 million (US$305.8 million)1, increased by 29.6% year-over-year from RMB1,722.5 million in the same quarter of 2023. Our business has experienced accelerated and high-quality growth and our revenue structure is well-balanced.
    • Gross profit was RMB426.0 million (US$58.4 million), representing a significant increase of 68.3% from RMB253.1 million in the same quarter of 2023. Our profitability has been fundamentally improved.
    • NonGAAP EBITDA2 was RMB359.7 million (US$49.3 million), compared with RMB-27.7 million in the same quarter of 2023. NonGAAP EBITDA margin was 16. 1%, compared with -1.6% in the same quarter of 2023.
    • Operating loss was RMB43.5 million (US$6.0 million), compared with operating loss of RMB342.7 million in the same quarter of 2023.
    • NonGAAP Operating profit (loss) turned profit for the first time, achieving RMB24.4 million (US$3.3 million), compared with RMB-187.6 million in the same quarter of 2023. NonGAAP Operating profit (loss) margin was 1. 1%, compare with -10.9% in the same quarter of 2023.

    Mr. Tao Zou, Chief Executive Officer of Kingsoft Cloud, commented, “We are very pleased to close Fiscal Year 2024 with historically strong financial performance. This quarter, we recorded positive nonGAAP operating profit (loss)for the first time, demonstrating our unwavering execution of the ‘High- quality, Sustainable Development Strategy’. Driven by the growing popularity of AI applications, we firmly believe that AI will continue to penetrate into various verticals, improving the efficiency of daily life. This quarter the gross billing of AI business increased by triple-digit year-over-year to RMB474 million. Both our public cloud and enterprise cloud businesses are harnessing the vast potential of AI cloud computing. Meanwhile, we have seen strong growth in demand from our ecosystem. Revenue from Xiaomi and Kingsoft Group increased by 76% year-over-year. We are well on track to build cutting- edge cloud infrastructure and technology to support our ecosystem and expand into the broader AI industry.”

    Mr. Henry He, Chief Financial Officer of Kingsoft Cloud, added, “We are very pleased to highlight several significant achievements. First, we achieved profitability in non-GAAP operating profit for the first time since our inception in 2012, demonstrating our strong execution of our high-quality and sustainable development strategy in the past two years. Second, our revenue has been growing for three consecutive quarters year-over-year, and this quarter we achieved a high-speed growth rate of 30% in total revenue, reaching RMB2,232.1 million. Third, gross billing of our Al cloud business increased by around 500% year-over-year to RMB474 million, accounting for as high as 34% of our public cloud revenue. This marks a three-digit year-on-year growth or six consecutive quarters. Fourth, last December, our shareholders approved revenue from connected-party of Xiaomi and Kingsoft Group for next three years of RMB11.3 billion, around 10 times over the revenue of 2023, providing solid support for Company’s revenue and profit growth. We believe we are well on track to meet the ecosystem’s fast-growing demands and build a solid cloud infrastructure to support its AI development. Notably, in this quarter, we are thrilled to report that revenue from Xiaomi and Kingsoft Group increased by 76% year-over-year, validating the effectiveness of our ecosystem strategy.”

    Fourth Quarter 2024 Financial Results

    Total Revenues reached RMB2,232.1 million (US$305.8 million), increased by 29.6% year-over-year from RMB1,722.5 million in the same quarter of 2023 and increased by 18.4% quarter-over-quarter from RMB1,885.6 million in the third quarter of 2024. The year-over-year increase was mainly due to the expanded revenue from Xiaomi and Kingsoft Ecosystem and AI related customers, incremental demands and more projects delivered from enterprise cloud approaching year-end.

    • Revenues from public cloud services were RMB1,409.8 million (US$193.1 million), increased by 34.0% from RMB1,052.0 million in the same quarter of 2023 and increased by 19.9% from RMB1, 175.5 million last quarter. The year-over-year increase was mainly due to the growth of AI demands.

    ______________________
    1 This announcement contains translations of certain Renminbi (RMB) amounts into U.S. dollars (US$) at a specified rate solely for the convenience of the reader. Unless otherwise noted, the translation of RMB into US$ has been made at RMB7.2993 to US$1.00, the noon buying rate in effect on December 31, 2024 as certified for customs purposes by the Federal Reserve Bank of New York.

    2 Non-GAAP EBITDA is defined as non-GAAP net loss excluding interest income, interest expense, income tax expense (benefit) and depreciation and amortization, and we define Non-GAAP EBITDA margin as Non-GAAP EBITDA as a percentage of revenues. See “Use of Non-GAAP Financial Measures” set forth at the end of this press release.

    • Revenues from enterprise cloud services were RMB822.3 million (US$112.7 million), representing an increase of 22.7% from RMB670.3 million in the same quarter of 2023 and an increase of 15.8% from RMB710.0 million last quarter. We keep focusing in selected verticals such as public services cloud, state-owned assets cloud, healthcare, financial services and private enterprise services, enhance our solutions with AI capabilities and take profitability and sustainability of the enterprise cloud projects as our priorities.
    • Other revenues were nil this quarter.

    Cost of revenues was RMB1,806.2 million (US$247.4 million), representing an increase of 22.9% from RMB1,469.3 million in the same quarter of 2023, which was in-line with our revenue expansion. IDC costs decreased by 2.6% year-over-year from RMB740.4 million to RMB721.5 million (US$98.8 million) this quarter. The decrease was in line with the scale down of our CDN services and our strict control over procurement costs. Depreciation and amortization costs increased from RMB146.9 million in the same quarter of 2023 to RMB343.1 million (US$47.0 million) this quarter. The increase was mainly due to the depreciation of newly acquired servers which were related to AI business. Solution development and services costs increased by 10.8% year-over-year from RMB502.9 million in the same quarter of 2023 to RMB557.0 million (US$76.3 million) this quarter. The increase was mainly due to the solution personnel expansion of Camelot. Fulfillment costs and other costs were RMB102.4 million (US$14.0 million) and RMB82.2 million (US$11.3 million) this quarter.

    Gross profit was RMB426.0 million (US$58.4 million), representing a significant increase of 68.3% from RMB253.1 million in the same quarter of 2023, demonstrating our improvements in revenue quality and structure, as well as strict cost control. Gross margin was 19. 1%, compared with 14.7% in the same period in 2023. NonGAAP gross profit3 was RMB427.7 million (US$58.6 million), compared with RMB262.5 million in the same period in 2023. NonGAAP gross margin3 was 19.2%, compared with 15.2% in the same period in 2023. The significant improvement of our gross profit and margin was mainly due to our strategic adjustment of revenue mix, expansion of AI revenues, optimized enterprise cloud project selection and efficient cost control measures.

    Total operating expenses were RMB469.5 million (US$64.3 million), decreased by 21.2% from RMB595.9 million in the same quarter last year and decreased by 67.6% from RBM1,447.1 million last quarter. Among which:

    Selling and marketing expenses were RMB115.8 million (US$15.9 million), decreased by 8.4% from RMB126.5 million in the same period in 2023 and decreased by 4.4% from RMB121.1 million last quarter, the decrease was due to the decrease of share-based compensation.

    General and administrative expenses were RMB179.5 million (US$24.6 million), decreased by 39.0% from RMB294.2 million in the same period in 2023 and slightly increased by 5.4% from RMB170.4 million last quarter. The year-over-year decrease was mainly due to the decrease of credit loss expense.

    Research and development expenses were RMB174.2 million (US$23.9 million), decreased by 0.6% from RMB175.2 million in the same period in 2023 and 26.2% from RMB235.9 million last quarter. The decrease was mainly due to the decrease of share-based compensation.

    Operating loss was RMB43.5 million (US$6.0 million), compared with operating loss of RMB342.7 million in the same quarter of 2023 and RMB1,143.8 million last quarter. The improvement was mainly due to the increase of gross profit and our strict expenses control. NonGAAP operating profit (loss)4 was RMB24.4 million (US$3.3 million), compared with operating loss of RMB187.6 million in the same quarter last year and RMB140.2 million last quarter. Our non-GAAP operating profit (loss) turned breakeven for the first time and verified our high quality and sustainable development strategy.

    Net loss was RMB200.6 million (US$27.5 million), compared with net loss of RMB286.8 million in the same quarter of 2023 and RMB1,061.1 million last quarter. NonGAAP net loss5 was RMB70.3 million (US$9.6 million), narrowed down compared with RMB250.4 million in the same quarter of 2023 and RMB236.7 million last quarter. The improvement was mainly due to the revenue quality increase, revenue mix adjustment, strict costs control and expenses control.
    ______________________
    3 Non-GAAP gross profit is defined as gross profit excluding share-based compensation allocated in the cost of revenues and we define Non-GAAP gross margin as Non-GAAP gross profit as a percentage of revenues. See “Use of Non-GAAP Financial Measures” set forth at the end of this press release.

    4 Non-GAAP operating loss is defined as operating loss excluding share-based compensation, impairment of long-lived assets and amortization of intangible assets and we define Non-GAAP operating loss margin as Non-GAAP operating loss as a percentage of revenues. See “Use of Non-GAAP Financial Measures” set forth at the end of this press release.

    5 Non-GAAP net loss is defined as net loss excluding share-based compensation, impairment of long-lived assets and foreign exchange (gain) loss, and we define Non-GAAP net loss margin as Non-GAAP net loss as a percentage of revenues. See “Use of Non-GAAP Financial Measures” set forth at the end of this press release.

    NonGAAP EBITDA6 was RMB359.7 million (US$49.3 million), compared with RMB-27.7 million in the same quarter of 2023 and RMB185.4 million last quarter. NonGAAP EBITDA margin was 16. 1%, compared with -1.6% in the same quarter of 2023 and 9.8% last quarter. The increase was mainly due to the expansion in gross profit and our strict control over costs and expenses.

    Basic and diluted net loss per share was RMB0.05 (US$0.01), compared with RMB0.08 in the same quarter of 2023 and RMB0.29 last quarter.

    Cash and cash equivalents were RMB2,648.8 million (US$362.9 million) as of December 31, 2024, compared with RMB1,617.9 million as of September 30, 2024. The increase was mainly due to the increased cash receipts from operating activities and the increase in bank loan drawdowns.

    Fiscal Year 2024 Financial Results

    Total Revenues reached RMB7,785.2 million (US$1,066.6 million), representing an increase of 10.5% from RMB7,047.5 million in 2023. The increase was due to the strong demands from AI business and enterprise cloud projects increase, while partially offset by our proactive scale-down of CDN services within public cloud services.

    • Revenues from public cloud services were RMB5,007.3 million (US$686.0 million), representing an increase of 14.3% from RMB4,381.7 million in 2023.
    • Revenues from enterprise cloud services were RMB2,777.8 million (US$380.6 million), representing an increase of 4.3% from RMB2,664.0 million in 2023.
    • Other revenues were RMB0.1 million (US$0.02 million).

    ______________________
    6
    Non-GAAP EBITDA is defined as Non-GAAP net loss excluding interest income, interest expense, income tax expense (benefit) and depreciation and amortization, and we define Non-GAAP EBITDA margin as Non-GAAP EBITDA as a percentage of revenues. See “Use of Non-GAAP Financial Measures” set forth at the end of this press release.

    Cost of revenues was RMB6,444.3 million (US$882.9 million), representing a slight increase of 4.0% from RMB6, 197.3 million in 2023. Among which:

    IDC costs decreased by 9.9% to RMB2,892.1 million (US$396.2 million) from RMB3,211.2 million in 2023. The decrease was in line with our cost control measures adjustment of CDN services. Depreciation and amortization costs were RMB1,090.1 million (US$149.3 million), compared with RMB774.0 million in 2023, mainly due to the depreciation of new acquired servers related to AI business. Fulfillment costs were RMB235.7 million (US$32.3 million), representing an increase of 2.7% from RMB229.5 million in 2023. The increase was in line with enterprise cloud projects increase. Solution development and services costs were RMB1,993.1 million (US$273.1 million) in 2024, compared with RMB1,804.8 million in 2023. The increase was mainly due to the revenue expansion of Camelot business.

    Gross profit increased by 57.7% to RMB1,340.9 million (US$183.7 million) in 2024, from RMB850.2 million in 2023. Gross margin increased to 17.2%, from 12. 1% in 2023. NonGAAP gross profit increased to RMB1,357.8 million (US$186.0 million) in 2024, from RMB859.9 million in 2023. NonGAAP gross margin increased to 17.4% in 2024 from 12.2% in 2023. Such increases were primarily because of the optimization of revenue mix and our effective cost controls.

    Selling and marketing expenses were RMB479.4 million (US$65.7 million), compared with RMB460.2 million in 2023. The increase was mainly due to the increase of share-based compensation.

    General and administrative expenses were RMB834.9 million (US$114.4 million), compared with RMB1,060.0 million in 2023. The decrease was mainly due to the decrease of credit loss expense.

    Research and development expenses were RMB846.0 million (US$115.9 million), compared with RMB784.8 million in 2023. The increase was mainly due to the rise in personnel-related expenses.

    Impairment of longlived assets was RMB919.7 million (US$126.0 million), mainly attributable to impairment of long-lived assets dedicated to assets of low-margin services.

    Operating loss was RMB1,739.0 million (US$238.2 million), compared with RMB2, 108.6 million in 2023. NonGAAP operating loss was RMB431.3 million (US$59.1 million), significantly narrowed compared with RMB1,092.8 million in 2023. NonGAAP operating loss margin was 5.5%, significantly improved from 15.5% in 2023.

    Net loss was RMB1,979.0 million (US$271.1 million), significantly narrowed from net loss of RMB2, 183.6 million in 2023.

    NonGAAP net loss was RMB825.3 million (US$113.1 million), compared with Non-GAAP net loss of RMB1,291.1 million in 2023.

    NonGAAP EBITDA was RMB638.9 million (US$87.5 million), compared with RMB-265.1 million in 2023. NonGAAP EBITDA margin was 8.2%, compared with -3.8% in 2023.

    Basic and diluted net loss per share was RMB0.54 (US$0.07), compared with RMB0.61 in 2023.

    Outstanding ordinary shares were 3,687,690,772 as of December 31, 2024, equivalent to about 245,846,051 ADSs.

    Conference Call Information

    Kingsoft Cloud’s management will host an earnings conference call on Wednesday, March 19, 2025 at 8:15 am, U.S. Eastern Time (8:15 pm, Beijing/Hong Kong Time on the same day).

    Participants can register for the conference call by navigating to https://register-conf.media-server.com/register/BIc315136cafe94825b98dca6b37795790. Once preregistration has been completed, participants will receive dial-in numbers, direct event passcode, and a unique access PIN.

    To join the conference, simply dial the number in the calendar invite you receive after preregistering, enter the passcode followed by your PIN, and you will join the conference instantly.

    Additionally, a live and archived webcast of the conference call will also be available on the Company’s investor relations website at http://ir.ksyun.com.

    Use of NonGAAP Financial Measures

    The unaudited condensed consolidated financial information is prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). In evaluating our business, we consider and use certain non-GAAP measures, Non-GAAP gross profit, Non-GAAP gross margin, Non-GAAP operating loss, Non-GAAP operating loss margin, Non-GAAP EBITDA, Non-GAAP EBITDA margin, Non-GAAP net loss and Non-GAAP net loss margin, as supplemental measures to review and assess our operating performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. We define Non- GAAP gross profit as gross profit excluding share-based compensation allocated in the cost of revenues, and we define Non-GAAP gross margin as Non-
    GAAP gross profit as a percentage of revenues. We define Non-GAAP operating loss as operating loss excluding share-based compensation, impairment of long-lived assets and amortization of intangible assets, and we define Non-GAAP operating loss margin as Non-GAAP operating loss as a percentage of revenues. We define Non-GAAP net loss as net loss excluding share-based compensation, foreign exchange (gain) loss and impairment of long-lived assets, and we define Non-GAAP net loss margin as Non-GAAP net loss as a percentage of revenues. We define Non-GAAP EBITDA as Non-GAAP net loss excluding interest income, interest expense, income tax expense (benefit) and depreciation and amortization, and we define Non-GAAP EBITDA margin as Non-GAAP EBITDA as a percentage of revenues. We present these non-GAAP financial measures because they are used by our management to evaluate our operating performance and formulate business plans. We also believe that the use of these non-GAAP measures facilitates investors’ assessment of our operating performance.

    These non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. These non-GAAP financial measures have limitations as analytical tools. One of the key limitations of using these non-GAAP financial measures is that they do not reflect all items of income and expense that affect our operations. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited.

    We compensate for these limitations by reconciling these non-GAAP financial measures to the nearest U.S. GAAP performance measure, all of which should be considered when evaluating our performance. We encourage you to review our financial information in its entirety and not rely on a single financial measure.

    Exchange Rate Information

    This press release contains translations of certain RMB amounts into U.S. dollars at specified rates solely for the convenience of readers. Unless otherwise noted, all translations from RMB to U.S. dollars, in this press release, were made at a rate ofRMB7.2993 to US$1.00, the noon buying rate in effect on December 31, 2024 as certified for customs purposes by the Federal Reserve Bank of New York.

    Safe Harbor Statement

    This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Among other things, the Business Outlook, and quotations from management in this announcement, as well as Kingsoft Cloud’s strategic and operational plans, contain forward-looking statements. Kingsoft Cloud may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (“SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including but not limited to statements about Kingsoft Cloud’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Kingsoft Cloud’s goals and strategies; Kingsoft Cloud’s future business development, results of operations and financial condition; relevant government policies and regulations relating to Kingsoft Cloud’s business and industry; the expected growth of the cloud service market in China; the expectation regarding the rate at which to gain customers, especially Premium Customers; Kingsoft Cloud’s ability to monetize the customer base; fluctuations in general economic and business conditions in China; and the economy in China and elsewhere generally; China’s political or social conditions and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in Kingsoft Cloud’s filings with the SEC. All information provided in this press release and in the attachments is as ofthe date of this press release, and Kingsoft Cloud does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

    About Kingsoft Cloud Holdings Limited

    Kingsoft Cloud Holdings Limited (NASDAQ: KC and HKEX:3896) is a leading cloud service provider in China. With extensive cloud infrastructure, cutting-edge cloud-native products based on vigorous cloud technology research and development capabilities, well-architected industry-specific solutions and end-to-end fulfillment and deployment, Kingsoft Cloud offers comprehensive, reliable and trusted cloud service to customers in strategically selected verticals.

    For more information, please visit: http://ir.ksyun.com.

    For investor and media inquiries, please contact:
    Kingsoft Cloud Holdings Limited
    Nicole Shan
    Tel: +86 (10) 6292-7777 Ext. 6300
    Email: kscir@kingsoft.com

    KINGSOFT CLOUD HOLDINGS LIMITED
    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
    (All amounts in thousands)
      Dec 31,
    2023
    Dec 31,
    2024
    Dec 31,
    2024
      RMB RMB US$
    ASSETS      
    Current assets:      
    Cash and cash equivalents 2,255,287   2,648,764   362,879  
    Restricted cash 234,194   81,337   11,143  
    Accounts receivable, net 1,529,915   1,468,663   201,206  
    Short-term investments   90,422   12,388  
    Prepayments and other assets 1,812,692   2,233,074   305,930  
    Amounts due from related parties 266,036   318,526   43,638  
    Total current assets 6,098,124   6,840,786   937,184  
    Non-current assets:      
    Property and equipment, net 2,186,145   4,630,052   634,315  
    Intangible assets, net 834,478   694,880   95,198  
    Goodwill 4,605,724   4,605,724   630,982  
    Prepayments and other assets 870,781   449,983   61,647  
    Equity investments 259,930   234,182   32,083  
    Amounts due from related parties 56,264      
    Operating lease right-of-use assets 158,832   137,047   18,775  
    Total non-current assets 8,972,154   10,751,868   1,473,000  
    Total assets 15,070,278   17,592,654   2,410,184  
           
    LIABILITIES, NON-CONTROLLING INTERESTS AND SHAREHOLDERS’ EQUITY      
    Current liabilities:      
    Accounts payable 1,805,083   1,877,004   257,149  
    Accrued expenses and other current liabilities 2,838,085   3,341,990   457,851  
    Short-term borrowings 1,110,896   2,225,765   304,928  
    Income tax payable 63,961   69,219   9,483  
    Amounts due to related parties 931,906   1,584,199   217,034  
    Current operating lease liabilities 78,659   61,258   8,392  
    Total current liabilities 6,828,590   9,159,435   1,254,837  
    Non-current liabilities:      
    Long-term borrowings 100,000   1,660,584   227,499  
    Amounts due to related parties 40,069   309,612   42,417  
    Deferred tax liabilities 142,565   101,677   13,930  
    Other liabilities 634,803   790,271   108,267  
    Non-current operating lease liabilities 78,347   65,755   9,008  
    Total non-current liabilities 995,784   2,927,899   401,121  
    Total liabilities 7,824,374   12,087,334   1,655,958  
    Shareholders’ equity:      
    Ordinary shares 25,443   25,689   3,519  
    Treasury stock (208,385 ) (105,478 ) (14,450 )
    Additional paid-in capital 18,811,028   18,940,885   2,594,891  
    Statutory reserves funds 21,765   32,001   4,384  
    Accumulated deficit (12,315,041 ) (14,291,957 ) (1,957,990 )
    Accumulated other comprehensive income 555,342   566,900   77,665  
    Total Kingsoft Cloud Holdings Limited shareholders’ equity 6,890,152   5,168,040   708,019  
    Non-controlling interests 355,752   337,280   46,207  
    Total equity 7,245,904   5,505,320   754,226  
    Total liabilities, non-controlling interests and shareholders’ equity 15,070,278   17,592,654   2,410,184  
           
    KINGSOFT CLOUD HOLDINGS LIMITED
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
    (All amounts in thousands, except for share and per share data)
      Three Months Ended Twelve Months Ended
      Dec 31,
    2023
    Mar 31,
    2024
    Jun 30,
    2024
    Sep 30,
    2024
    Dec 31,
    2024
    Dec 31,
    2024
    Dec 31,
    2023
    Dec 31,
    2024
    Dec 31,
    2024
      RMB RMB RMB RMB RMB US$ RMB RMB US$
    Revenues:                  
    Public cloud services 1,051,966   1,187,370   1,234,542   1,175,535   1,409,804   193,142   4,381,741   5,007,251   685,991  
    Enterprise cloud services 670,331   588,162   657,238   710,039   822,338   112,660   2,663,993   2,777,777   380,554  
    Others 153   152           1,727   152   21  
    Total revenues 1,722,450   1,775,684   1,891,780   1,885,574   2,232,142   305,802   7,047,461   7,785,180   1,066,566  
    Cost of revenues (1,469,312 ) (1,482,431 ) (1,573,433 ) (1,582,220 ) (1,806,170 ) (247,444 ) (6,197,292 ) (6,444,254 ) (882,859 )
    Gross profit 253,138   293,253   318,347   303,354   425,972   58,358   850,169   1,340,926   183,707  
    Operating expenses:                  
    Selling and marketing expenses (126,477 ) (116,752 ) (125,708 ) (121,117 ) (115,792 ) (15,863 ) (460,221 ) (479,369 ) (65,673 )
    General and administrative expenses (294,240 ) (218,695 ) (266,249 ) (170,374 ) (179,536 ) (24,596 ) (1,060,022 ) (834,854 ) (114,375 )
    Research and development expenses (175,155 ) (231,963 ) (203,959 ) (235,912 ) (174,155 ) (23,859 ) (784,807 ) (845,989 ) (115,900 )
    Impairment of long-lived assets       (919,724 )     (653,670 ) (919,724 ) (126,002 )
    Total operating expenses (595,872 ) (567,410 ) (595,916 ) (1,447,127 ) (469,483 ) (64,318 ) (2,958,720 ) (3,079,936 ) (421,950 )
    Operating loss (342,734 ) (274,157 ) (277,569 ) (1,143,773 ) (43,511 ) (5,960 ) (2,108,551 ) (1,739,010 ) (238,243 )
    Interest income 12,442   8,370   9,945   4,517   4,176   572   78,410   27,008   3,700  
    Interest expense (46,992 ) (51,066 ) (59,414 ) (57,404 ) (61,821 ) (8,469 ) (146,026 ) (229,705 ) (31,469 )
    Foreign exchange gain (loss) 74,011   (42,737 ) (6,999 ) 135,777   (105,572 ) (14,463 ) (57,211 ) (19,531 ) (2,676 )
    Other (loss) gain, net (16,741 ) (8,207 ) (7,829 ) 6,046   (2,956 ) (405 ) (32,673 ) (12,946 ) (1,774 )
    Other income (expense), net 33,776   (11,190 ) (4,961 ) 4,433   5,336   731   100,363   (6,382 ) (874 )
    Loss before income taxes (286,238 ) (378,987 ) (346,827 ) (1,050,404 ) (204,348 ) (27,994 ) (2,165,688 ) (1,980,566 ) (271,336 )
    Income tax (expense) benefit (598 ) 15,371   (6,891 ) (10,662 ) 3,706   508   (17,959 ) 1,524   209  
    Net loss (286,836 ) (363,616 ) (353,718 ) (1,061,066 ) (200,642 ) (27,486 ) (2,183,647 ) (1,979,042 ) (271,127 )
    Less: net loss attributable to non-controlling interests (2,688 ) (4,206 ) (542 ) (3,931 ) (3,683 ) (505 ) (7,307 ) (12,362 ) (1,694 )
    Net loss attributable to Kingsoft Cloud Holdings Limited (284,148 ) (359,410 ) (353,176 ) (1,057,135 ) (196,959 ) (26,981 ) (2,176,340 ) (1,966,680 ) (269,433 )
                       
    Net loss per share:                  
    Basic and diluted (0.08 ) (0.10 ) (0.10 ) (0.29 ) (0.05 ) (0.01 ) (0.61 ) (0.54 ) (0.07 )
    Shares used in the net loss per share computation:                  
    Basic and diluted 3,570,915,939   3,614,662,846   3,649,307,331   3,655,882,906   3,710,632,202   3,710,632,202   3,558,354,940   3,658,088,876   3,658,088,876  
    Other comprehensive (loss) income, net of tax of nil:                  
    Foreign currency translation adjustments (67,636 ) 20,704   (530 ) (112,296 ) 103,658   14,201   102,241   11,536   1,580  
    Comprehensive loss (354,472 ) (342,912 ) (354,248 ) (1,173,362 ) (96,984 ) (13,285 ) (2,081,406 ) (1,967,506 ) (269,547 )
    Less: Comprehensive loss attributable to non-controlling interests (2,662 ) (4,247 ) (570 ) (3,900 ) (3,667 ) (502 ) (7,334 ) (12,384 ) (1,697 )
    Comprehensive loss attributable to Kingsoft Cloud Holdings Limited shareholders (351,810 ) (338,665 ) (353,678 ) (1,169,462 ) (93,317 ) (12,783 ) (2,074,072 ) (1,955,122 ) (267,850 )
                       
    KINGSOFT CLOUD HOLDINGS LIMITED
    RECONCILIATION OF GAAP AND NON-GAAP RESULTS
    (All amounts in thousands, except for percentage)
      Three Months Ended Twelve Months Ended
      Dec 31,
    2023
    Mar 31,
    2024
    Jun 30,
    2024
    Sep 30,
    2024
    Dec 31,
    2024
    Dec 31,
    2024
    Dec 31,
    2023
    Dec 31,
    2024
    Dec 31,
    2024
      RMB RMB RMB RMB RMB US$ RMB RMB US$
    Gross profit 253,138 293,253 318,347 303,354 425,972 58,358 850,169 1,340,926 183,707
    Adjustments:                  
    – Share-based compensation expenses (allocated in cost of revenues) 9,330 5,814 5,076 4,252 1,726 236 9,757 16,868 2,311
    Adjusted gross profit (Non-GAAP Financial Measure) 262,468 299,067 323,423 307,606 427,698 58,594 859,926 1,357,794 186,018
                       
    KINGSOFT CLOUD HOLDINGS LIMITED
    RECONCILIATION OF GAAP AND NON-GAAP RESULTS
    (All amounts in thousands, except for percentage)
      Three Months Ended Twelve Months Ended
      Dec 31,
    2023
    Mar 31,
    2024
    Jun 30,
    2024
    Sep 30,
    2024
    Dec 31,
    2024
    Dec 31,
    2023
    Dec 31,
    2024
    Gross margin 14.7 % 16.5 % 16.8 % 16.1 % 19.1 % 12.1 % 17.2 %
    Adjusted gross margin (Non-GAAP Financial Measure) 15.2 % 16.8 % 17.1 % 16.3 % 19.2 % 12.2 % 17.4 %
                   
    KINGSOFT CLOUD HOLDINGS LIMITED
    RECONCILIATION OF GAAP AND NON-GAAP RESULTS
    (All amounts in thousands, except for percentage)
      Three Months Ended Twelve Months Ended
      Dec 31,
    2023
    Mar 31,
    2024
    Jun 30,
    2024
    Sep 30,
    2024
    Dec 31,
    2024
    Dec 31,
    2024
    Dec 31,
    2023
    Dec 31,
    2024
    Dec 31,
    2024
      RMB RMB RMB RMB RMB US$ RMB RMB US$
    Net Loss (286,836 ) (363,616 ) (353,718 ) (1,061,066 ) (200,642 ) (27,486 ) (2,183,647 ) (1,979,042 ) (271,127 )
    Adjustments:                  
    – Share-based compensation expenses 110,437   103,595   45,649   40,423   24,774   3,394   181,645   214,441   29,378  
    – Foreign exchange (gain) loss (74,011 ) 42,737   6,999   (135,777 ) 105,572   14,463   57,211   19,531   2,676  
    – Impairment of long-lived assets       919,724       653,670   919,724   126,002  
    Adjusted net loss (Non-GAAP Financial Measure) (250,410 ) (217,284 ) (301,070 ) (236,696 ) (70,296 ) (9,629 ) (1,291,121 ) (825,346 ) (113,071 )
    Adjustments:                  
    – Interest income (12,442 ) (8,370 ) (9,945 ) (4,517 ) (4,176 ) (572 ) (78,410 ) (27,008 ) (3,700 )
    – Interest expense 46,992   51,066   59,414   57,404   61,821   8,469   146,026   229,705   31,469  
    – Income tax expense (benefit) 598   (15,371 ) 6,891   10,662   (3,706 ) (508 ) 17,959   (1,524 ) (209 )
    – Depreciation and amortization 187,542   223,146   305,304   358,540   376,100   51,525   940,482   1,263,090   173,043  
    Adjusted EBITDA (Non-GAAP Financial Measure) (27,720 ) 33,187   60,594   185,393   359,743   49,285   (265,064 ) 638,917   87,532  
    – (Gain) loss on disposal of property and equipment   (23,821 )   (10,667 ) (10,137 ) (1,389 ) 22,996   (44,625 ) (6,114 )
    Excluding loss or gain on disposal of property and equipment, normalized Adjusted EBITDA (27,720 ) 9,366   60,594   174,726   349,606   47,896   (242,068 ) 594,292   81,418  
                       
    KINGSOFT CLOUD HOLDINGS LIMITED
    RECONCILIATION OF GAAP AND NON-GAAP RESULTS
    (All amounts in thousands, except for percentage)
      Three Months Ended Twelve Months Ended
      Dec 31,
    2023
    Mar 31,
    2024
    Jun 30,
    2024
    Sep 30,
    2024
    Dec 31,
    2024
    Dec 31,
    2024
    Dec 31,
    2023
    Dec 31,
    2024
    Dec 31,
    2024
      RMB RMB RMB RMB RMB US$ RMB RMB US$
    Operating loss (342,734 ) (274,157 ) (277,569 ) (1,143,773 ) (43,511 ) (5,960 ) (2,108,551 ) (1,739,010 ) (238,243 )
    Adjustments:                  
    – Share-based compensation expenses 110,437   103,595   45,649   40,423   24,774   3,394   181,645   214,441   29,378  
    – Impairment of long-lived assets       919,724       653,670   919,724   126,002  
    – Amortization of intangible assets 44,656   43,517   43,415   43,460   43,104   5,905   180,459   173,496   23,769  
    Adjusted operating (loss) profit (Non-GAAP Financial Measure) (187,641 ) (127,045 ) (188,505 ) (140,166 ) 24,367   3,339   (1,092,777 ) (431,349 ) (59,094 )
    – (Gain) loss on disposal of property and equipment   (23,821 )   (10,667 ) (10,137 ) (1,389 ) 22,996   (44,625 ) (6,114 )
    Excluding loss or gain on disposal of property and equipment, normalized Adjusted operating (loss) profit (187,641 ) (150,866 ) (188,505 ) (150,833 ) 14,230   1,950   (1,069,781 ) (475,974 ) (65,208 )
                       
    KINGSOFT CLOUD HOLDINGS LIMITED
    RECONCILIATION OF GAAP AND NON-GAAP RESULTS
    (All amounts in thousands, except for percentage)
      Three Months Ended Twelve Months Ended
      Dec 31,
    2023
    Mar 31,
    2024
    Jun 30,
    2024
    Sep 30,
    2024
    Dec 31,
    2024
    Dec 31,
    2023
    Dec 31,
    2024
    Net loss margin -16.7 % -20.5 % -18.7 % -56.3 % -9.0 % -31.0 % -25.4 %
    Adjusted net loss margin (Non-GAAP Financial Measure) -14.5 % -12.2 % -15.9 % -12.6 % -3.1 % -18.3 % -10.6 %
    Adjusted EBITDA margin (Non-GAAP Financial Measure) -1.6 % 1.9 % 3.2 % 9.8 % 16.1 % -3.8 % 8.2 %
    Normalized Adjusted EBITDA margin -1.6 % 0.5 % 3.2 % 9.3 % 15.7 % -3.4 % 7.6 %
    Adjusted operating (loss) profit margin (Non-GAAP Financial Measure) -10.9 % -7.2 % -10.0 % -7.4 % 1.1 % -15.5 % -5.5 %
    Normalized Adjusted operating (loss) profit margin -10.9 % -8.5 % -10.0 % -8.0 % 0.6 % -15.2 % -6.1 %
                   
    KINGSOFT CLOUD HOLDINGS LIMITED
    UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
    (All amounts in thousands)
      Three Months Ended Twelve Months Ended
      Dec 31,
    2023
    Dec 31,
    2024
    Dec 31,
    2024
    Dec 31,
    2023
    Dec 31,
    2024
    Dec 31,
    2024
      RMB RMB US$ RMB RMB US$
    Net cash generated from (used in) operating activities 16,787   570,222   78,120   (169,070 ) 628,419   86,093  
    Net cash used in investing activities (1,414,761 ) (1,337,978 ) (183,302 ) (673,186 ) (3,620,445 ) (495,999 )
    Net cash generated from (used in) financing activities 1,154,815   1,802,762   246,977   (227,852 ) 3,255,418   445,990  
    Effect of exchange rate changes on cash, cash equivalents and restricted cash 1,013   (15,294 ) (2,095 ) 25,863   (22,772 ) (3,119 )
    Net (decrease) increase in cash, cash equivalents and restricted cash (242,146 ) 1,019,712   139,700   (1,044,245 ) 240,620   32,965  
    Cash, cash equivalents and restricted cash at beginning of period 2,731,627   1,710,389   234,322   3,533,726   2,489,481   341,057  
    Cash, cash equivalents and restricted cash at end of period 2,489,481   2,730,101   374,022   2,489,481   2,730,101   374,022  
                 

    The MIL Network

  • MIL-OSI Banking: Chang Yong Rhee: Sustainability challenges in Korea

    Source: Bank for International Settlements

    I. Introduction

    Ladies and gentlemen, distinguished guests, I am Rhee Changyong, Governor of the Bank of Korea.

    It is an honor to join the Global Engagement & Empowerment Forum (GEEF) to discuss building a sustainable future. I sincerely thank Yonsei University President Yun Dongseob, former U.N. Secretary-General Ban Ki-moon, and everyone who made this event possible. I am also pleased to reconnect with former World Bank President Jim Yong Kim after my time in Washington, D.C.

    Over the years, the GEEF has brought together global leaders, international organizations, businesses, and stakeholders to explore solutions for achieving the United Nations’ Sustainable Development Goals (SDGs). I hope this forum continues driving practical solutions to today’s sustainability challenges.

    I am here to share Korea’s perspective on these issues. Some people say, “The Governor of the Bank of Korea is overstepping his bounds,” because I speak on social issues beyond monetary policy. Discussing the SDGs today may reinforce that perception. While central bankers debate their role in such discussions, sustainability challenges directly impact our economy and daily lives. For this reason, I cannot remain indifferent-not just as a central bank governor, but also as a citizen.

    Sustainability takes many forms, but today I will focus on two urgent challenges for Korea’s economy. The first is climate change, a global crisis affecting everyone. The second is our declining birth rate and aging population, a challenge that is especially severe in Korea.

    II. Climate Change

    There is global and domestic consensus that human activities drive global warming and reducing carbon emissions is essential. However, Korea faces significant resistance to accelerating carbon reduction due to its heavily export-oriented economy dominated by high-carbon manufacturing industries. Strengthening emission reduction policies and environmental regulations raises concerns about export companies losing competitiveness. Thus, balancing urgent carbon reduction with sustaining industrial competitiveness has become a central issue.

    However, climate change should not be viewed solely from the perspective of export industries. It is a crisis directly affecting our daily lives and quality of life. We are already experiencing more extreme heat waves, frequent flooding, and the gradual disappearance of familiar fruits and vegetables. Our summer rainfalls used to be predictable, but not anymore. If Los Angeles can experience massive wildfires, what is stopping Korea from experiencing similar disasters? Climate change is not distant-it is occurring now, and its impacts are unavoidable.

    Air quality is a clear example. Last week, I visited Cape Town, South Africa, for a BIS meeting. While it was winter in Korea, it was summer there, with warm weather, a refreshing sea breeze, and remarkably clean air. Within days, I realized, “This is truly clean air.” Upon returning to Incheon Airport, I immediately felt a headache-not just from the flood of emails about economic and political concerns, but also from the noticeably poorer air quality. Korea’s air quality has improved recently, but after experiencing cleaner air in Washington, D.C., I can clearly sense the difference. As someone sensitive to lung health after experiencing long COVID, this difference is especially noticeable. Although conditions have improved, fine dust remains a serious issue.

    Statistically, the cost of deteriorating air quality is undeniable. Over the past 15 years, diagnoses of atopic dermatitis and allergic rhinitis have doubled, and cases of heat exhaustion have quadrupled, now totaling 4,000. Climate change directly threatens our health, making the challenges of protecting public health increasingly severe as temperatures rise and pollution worsens.

    Another example is the increased frequency of sudden downpours, repeatedly flooding Seoul’s Gangnam Station area, one of Korea’s wealthiest neighborhoods, submerging numerous luxury vehicles over the past several years. Beyond property damage, the human toll has been devastating. Just two years ago, 14 people tragically lost their lives when an underpass collapsed after 500mm of rain fell in thirteen days. Observing these intense summer storms reminds me of tropical squalls typically seen in Thailand or South America.

    The Korea Meteorological Administration now classifies rainfall exceeding 50mm per hour or 90mm over three hours as “extreme heavy rain,” conditions responsible for 80% of flood damage. These extreme events have more than doubled since the 1970s. Given these dramatic changes, it is unclear whether our current flood prevention infrastructure-such as dams, embankments, and drainage systems-can handle the intensifying conditions. About 20% of national river embankments are already rated as “inadequate” or “poor,” and projections suggest half of Korea’s dams may fail to prevent flooding by 2040. We must proactively strengthen infrastructure now to withstand growing climate challenges.

    Third, climate change is disrupting our food supply. Last year, I faced criticism from agricultural stakeholders after suggesting apple imports due to soaring prices (Im et al., 2024). Initially, I anticipated resistance primarily from traditional apple-growing regions like Daegu and North Gyeongsang Province. However, apple production areas are gradually shifting northward. Apple cultivation in Daegu-Gyeongbuk has decreased by nearly half compared to 30 years ago. Once grown nationwide, except for the southern coast and Jeju Island, projections suggest high-quality apples will only be viable in Gangwon Province’s mountainous areas by the 2030s, due to rapid climate change (Rural Development Administration, 2022). Within a decade, importing apples will likely become a necessity rather than controversial.

    The fishing industry faces similar disruptions. Pollack, once a staple in Korea, has nearly vanished from local waters, with catches below one ton since 2019. Traditional species like croaker and anchovies are declining, while warmer-water species like yellowtail and mackerel are increasing. Korea’s fishing industry must rapidly adapt by modernizing vessels, gear, and aquaculture techniques to match the changing marine ecosystem.

    While countless examples exist, the core message is clear. Climate change is not just a challenge for export industries-it already deeply impacts our daily lives and various domestic sectors. Thus, addressing climate change and reducing carbon emissions is not a matter of choice-it is an urgent necessity.

    Although the government has initiated policy efforts, substantial progress remains necessary. First, Korea’s Green Taxonomy (K-Taxonomy) must align with international standards to clearly define “environmentally friendly” activities, signaling strong support for carbon reduction. Second, carbon pricing must be more realistic. Last April, the global average carbon price was approximately $30 per ton, reaching $60 per ton in the EU, compared to only $6 per ton in Korea. At this price, companies find it more economical to buy emission credits than reduce emissions, undermining carbon reduction targets. Third, structural improvements to Korea’s Emissions Trading System (K-ETS) are needed. Gradually reducing the 90% free allocation rate and tightening the emissions cap will create stronger market incentives for effective emissions trading.

    The Bank of Korea is also increasing its efforts by conducting financial stress tests on climate-related risks. Financial institutions traditionally manage risks like loan defaults and real estate fluctuations, but climate-driven risks introduce unexpected tail risks not yet fully considered. Events like Los Angeles’ wildfires or Australia’s six-month wildfire crisis in 2019 are not distant threats. They serve as warnings for Korea. Severe localized climate damage could cause significant financial losses for households and businesses, destabilizing financial institutions and spreading shocks throughout the economy.

    Thus, the Bank of Korea actively researches climate risks’ impacts on our industries and financial system, conducting stress tests with financial institutions under various scenarios. Next Tuesday, we will present these climate stress test results at a joint conference with the Financial Supervisory Service.

    Bank of Korea employees are also committed to reducing carbon emissions through research (Kim et al., 2024) and daily practices. Believing even small actions matter, we have adopted eco-friendly measures such as using recycled-paper business cards, reducing plastic use, turning off unused lights, and implementing license plate-based driving restrictions.

    III. Ultra Low Fertility and an Aging Population

    Beyond climate change, one of the most pressing sustainability challenges is our demographic crisis-an aging population combined with extremely low fertility rates. Korea’s total fertility rate slightly rose to 0.75 in 2024 from 0.72 in 2023. Although this small uptick is welcome, a fertility rate of 0.75 remains a national emergency. If this trend continues, Korea faces an irreversible population crisis that threatens economic stability and social cohesion.

    Some people suggest that population decline might have benefits, such as reduced pollution, lower energy consumption, and higher GDP per capita, possibly enhancing quality of life. However, this view dangerously oversimplifies the issue. A fertility rate of 0.75 leads not to gradual decline but rapid demographic collapse, undermining economic and social stability. By contrast, the OECD average fertility rate of 1.4 results in a more manageable and sustainable population decline.

    The difference between fertility rates of 0.75 and 1.4 significantly impacts economic growth prospects. At 0.75, Korea’s population would shrink from 51.7 million to 30 million in 50 years, just 58% of today’s figure, declining annually by 1.1%. In contrast, at a rate of 1.4, the population decline is less severe, reaching 43 million-83% of today’s level-with an annual drop of 0.4%. From a purely demographic standpoint, the difference in GDP growth between these two scenarios would amount to 0.4 percentage points annually. But the true cost goes beyond this simple calculation. A declining youth population, crucial for innovation, entrepreneurship, and economic dynamism, would severely undermine Korea’s long-term growth potential. According to a recent Bank of Korea study, Korea’s potential growth rate, currently around 2%, may approach near 0% by the late 2040s (Lee et al., 2024). If the fertility rate remains at 0.75, Korea will inevitably face prolonged negative economic growth after 2050. Conversely, at 1.4, Korea could maintain positive economic growth well into the future.

    Beyond GDP, persistently low fertility will create substantial fiscal strain, increasing the burden on younger generations. As the elderly population surges, spending on pensions, healthcare, and elder care will rise significantly. According to the National Assembly Budget Office (2025), Korea’s national debt-to-GDP ratio, currently 46.9%, is projected to reach 182% within 50 years if fertility remains at 0.75. If fertility improves to 1.4, the ratio would increase more slowly, reaching 163%. The burden on young Koreans will become particularly overwhelming. Currently, four working-age individuals support each elderly person. At a fertility rate of 0.75, this ratio will decline to one-to-one within 50 years. At 1.4, however, it remains more manageable, easing strain on future generations.

    Moreover, economic instability from demographic shifts increases society’s vulnerability to populism. Stagnant growth exacerbates income inequality, deepens generational and class divides, and fuels political polarization. Politicians and governments may resort to populist fiscal policies, such as direct cash handouts and temporary welfare measures, providing short-term relief without addressing underlying issues. Such policies risk creating a cycle of fiscal inefficiency and mounting national debt, exacerbating rather than resolving the core problems.

    To preserve economic sustainability, decisive action must be taken urgently. If Korea’s fertility rate remains critically low without significant expansion of the workforce through foreign labor, the country risks chronic negative growth, soaring debt, and escalating social tensions. Avoiding this scenario requires raising the fertility rate to a more viable level. Completely reversing population decline may be unrealistic since many advanced economies face similar demographic challenges, but Korea cannot afford to remain passive. At a minimum, we must strive to reach the OECD average fertility rate of 1.4.

    Why has Korea’s fertility rate fallen so drastically? The answer lies in structural barriers discouraging young people from marriage and parenthood. Bank of Korea studies indicate young Koreans delay or forgo marriage and childbirth due to intense competition and anxieties over employment, housing, and childcare. Young people today face fierce competition for scarce, high-quality jobs, making career stability difficult. Simultaneously, soaring housing prices make homeownership seem unattainable. Under these pressures, raising children is more than challenging-it is an overwhelming financial and emotional burden.

    A major driver of this crisis is the extreme concentration of population and economic activity in the Seoul metropolitan area. A recent Bank of Korea study analyzing fertility trends in 35 OECD countries identified Korea’s urban concentration as among the highest globally, pinpointing it as a key factor behind the country’s ultra-low fertility (Hwang et al., 2023). Over 50% of Korea’s GDP, population, and jobs are concentrated in the Seoul metropolitan area-much higher than 5% in the U.S. and Germany, 10-20% in the U.K. and Italy, 20-30% in France, and 30% in Japan. While Korea’s rapid economic development-the “Miracle on the Han River”-transformed the country into an economic powerhouse, it also centralized infrastructure, talent, and opportunities in Seoul. Consequently, young people continue migrating to the capital for career prospects, draining vitality from regional economies and pushing many toward demographic extinction.

    Korea’s highly competitive university entrance system further reinforces the population concentration in the Seoul metropolitan area. Admission to prestigious universities is considered essential-not only for stable employment but also for social status and marriage prospects. This fuels intense competition for limited spots at elite universities, overwhelmingly located in Seoul. Private education has become critical, prompting families to relocate to Seoul’s affluent areas like Gangnam-gu, known for high-quality private educational infrastructure. Many parents unable to afford homeownership instead rely on costly rental housing to secure educational advantages. This strategy appears justified, as students from Seoul account for 32% of admissions to Seoul National University (SNU), despite representing only 16% of school-age population. More strikingly, students from Gangnam-gu alone constitute 12% of SNU admissions, three times the district’s 4% share of school-age residents (Chung et al., 2024). Relocating to Gangnam-gu is thus seen as essential for top university admission, intensifying Seoul’s population density, raising housing prices, and worsening the fertility crisis.

    Korea’s university admission system is excessively competitive by any standard. Parents sacrifice their quality of life and retirement savings, investing considerable resources to secure their children’s admission to elite universities. Paradoxically, this intense pursuit of academic success imposes a heavy cost on both parents and children. From as early as kindergarten, students experience relentless pressure and burnout, depriving them of childhood joys and a healthy adolescence.

    Korea’s critically low fertility rate (0.75), extreme population concentration in the Seoul metropolitan area, and overheated university competition seem like separate issues but are deeply interconnected. Left unresolved, these challenges-drastic population decline, persistent negative economic growth, escalating social tensions, and diminishing opportunities for youth-will push Korea toward an unsustainable tipping point. Addressing these structural issues simultaneously is challenging, yet the urgency demands bold action. Recognizing this, the Bank of Korea recently proposed two policy suggestions: foster a limited number of regional hub cities and implement a “regional proportional admission system” for universities.

    First, to effectively reduce the extreme population concentration in the Seoul metropolitan area, we must strategically develop a small number of regional hub cities. Over the past two decades, regional development policies have been introduced to address this imbalance. However, due to political challenges and efforts to evenly distribute resources nationwide, these initiatives have been too fragmented to meaningfully curb Seoul’s dominance.

    According to Bank of Korea research, the optimal approach-given Korea’s land area and population-is to concentrate substantial investments in two to six carefully selected regional hub cities. Targeted, large-scale investment in critical infrastructure, such as healthcare, education, and cultural amenities, is essential to providing a quality of life comparable to Seoul, thus effectively attracting and retaining residents (Chung et al., 2023, 2024). Pursuing this focused strategy will rebalance population distribution, revitalize regional economies-including surrounding smaller cities-and achieve sustainable national development.

    In parallel, bold reforms to Korea’s college admissions system are essential. The Bank of Korea has proposed a “regional proportional admission system,” where universities voluntarily allocate admissions based on each region’s proportion of high school seniors (Chung et al., 2024). Despite multiple revisions to university entrance system, excessive competition in university admissions remains unresolved. BOK’s new proposal seeks to enhance universities’ autonomy in admissions while strongly requiring balanced regional representation-a crucial step to address extreme competition. Adopting this system offers several benefits. First, it reduces the disproportionate influence of socioeconomic factors such as parental wealth and private education, thus significantly enhancing social mobility. Second, dispersing admissions competition from Seoul would ease demographic pressures, stabilize housing prices, and improve fertility rates. Third, attracting students from diverse regions promotes mutual understanding, social cohesion, and reduces regional disparities.

    This proposal does not require government intervention or legal amendments, relying instead on the willingness and initiative of leading universities. In Korea, there remains a strong belief that selecting students based solely on academic scores is the fairest, leading resistance to this proposal. Some universities argue they already implement regional proportional admissions for roughly 15% of their freshmen. However, such limited quotas can stigmatize these students and have insufficient impact on demographic or housing pressures in Seoul. To be effective, regional proportional admissions must be applied to most incoming students’ admissions. In many advanced nations, regional diversity in admissions is widely accepted and encouraged. I believe Dr. Jim Yong Kim, joining us today and a former president of Dartmouth College, understands this issue well. He could highlight how Korea’s test score-based admissions approach is an exception globally, and how this reform could realistically occur through proactive leadership at major universities.

    In my view, allowing universities greater flexibility in evaluating applicants-under regional proportional requirements-would better acknowledge and fairly recognize diverse talents. Human talent is far too diverse to be measured by academic tests alone. Yet, Korea’s current admissions system prioritizes a narrow skillset: memorization, quick mathematical calculations, and rapid text summarization under time pressure. These skills, overly rewarded by standardized exams, limit the range of recognized talents. I happen to possess these particular skills and was a major beneficiary of Korea’s college admission system. However, if asked to write a creative essay over a week, I might not have excelled. Today, elite university students often share certain defining characteristics such as a personality that diligently follows instructions without rebellion, a willingness to endure 15 years of repetitive study from kindergarten, an IQ high enough to handle the academic workload, but not so high as to question or challenge its purpose.

    When Korea’s primary goal was catching up with more advanced nations, the current educational system was beneficial in developing individuals who excelled at following orders and carrying out assigned tasks. However, with Korea now at the forefront of global technological competition, we need people unafraid to explore new frontiers, bringing diverse backgrounds and innovative thinking. Additionally, we must foster an environment that encourages collaboration, creativity, and meaningful interaction. It is time for universities to broaden their evaluation criteria and nurture diverse talents by implementing regional proportional admissions.

    The challenges highlighted today-climate change and demographic crisis-pose critical threats and require urgent action. Korea has achieved remarkable economic progress, joining the ranks of advanced nations. Now we must focus on enhancing individual well-being, ensuring prosperity and happiness for all citizens. Through bold decisions, we can develop vibrant, youth-friendly, green regional hubs that combat climate change and support marriage and childbirth. The Bank of Korea remains fully committed to securing a sustainable, prosperous future for upcoming generations.

    Thank you for your time and attention.

    This speech was prepared with the assistance of Sanghun Park and Joonki Min from the Office of Sustainable Growth, and Inro Lee and Inkyung Yoo from the Economic Research Institute.

    References

    Kim J. Y., Ryu G. B., Hwang J. H., Kim H. J., Kim H. N., Lee H. A., and Sim S. B. 2024. “The Impact of Climate Change Risks on the Real Economy: Analysis by Climate Response Scenarios.” BOK Issue Note No. 2024-30, Bank of Korea.

    Rural Development Administration. 2022. “Prediction of Changes in Cultivation Areas for Six Major Fruits Considering Climate Change Scenarios.” Press Release.
    Lim W. J., Lee D. J., Lee Y. S., and Park C. H. 2024. “Characteristics and Implications of Korea’s Price Levels: A Comparison with Major Countries.” BOK Issue Note No. 2024-14, Bank of Korea.

    Chung M. S., Kim E. J., Lee H. S., Hong S. J., and Lee D. R. 2023. “Interregional Population Migration and Regional Economy.” BOK Issue Note No. 2023-29, Bank of Korea.

    Chung M. S., Lee Y. H., Yoo J. S., and Kim E. J. 2024. “Analysis of Regional Economic Growth Factors and Balanced Development Focused on Hub Cities.” BOK Issue Note No. 2024-15, Bank of Korea.

    Chung J. W., Lee D. W., and Kim H. J. 2024. “Adressing Social Issues Steming from Excessive Competition in College Admissions.” BOK Issue Note No. 2024-26, Bank of Korea.

    Hwang I. D., Nam Y. M., Sund W., Shim S. R., Yeom J., Lee B. J., Lee H. R., Chung J. W., Cho T. H., Choi Y. J., Hwang S. W., and Son M. K. 2023. “Lowest-low Fertility and Super-aged Society: Causes and Impacts of the Extreme Population Structure, and Policy Options.” In-Depth Analysis, Korea Economy Outlook, Bank of Korea.

    Lee E. K., Chun D. M., Kim J. W., and Lee D. J. 2024. “Potential Growth Rate of the Korean Economy and Future Outlook.” BOK Issue Note No. 2024-33, Bank of Korea.

    Lim W. J., Lee D. J., Lee Y. S., and Park C. H. 2024. “Characteristics and Implications of Korea’s Price Levels: A Comparison with Major Countries.” BOK Issue Note No. 2024-14, Bank of Korea.

    National Assembly Budget Office. 2025. “2025-2072 NABO Long-Term Fiscal Outlook.”

    MIL OSI Global Banks

  • MIL-OSI: One Stop Systems Reports Q4 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    Strength in both segments contributed to consolidated year-over-year revenue growth for Q4 2024

    Consolidated revenue increased sequentially every quarter throughout 2024, reflecting the success of the Company’s transformation strategy to higher-growth markets

    Management expects double-digit consolidated revenue growth in 2025, driven by anticipated OSS segment revenue of over 20% and consolidated EBITDA break even for the year

    ESCONDIDO, Calif., March 19, 2025 (GLOBE NEWSWIRE) — One Stop Systems, Inc. (“OSS” or the “Company”) (Nasdaq: OSS), a leader in rugged Enterprise Class compute for artificial intelligence (AI), machine learning (ML) autonomy and sensor processing at the edge, reported results for the three- and twelve-month periods ended December 31, 2024. Comparisons for the three- and twelve-month periods are to the same year-ago periods unless otherwise noted.

    “I am pleased to report a return to consolidated year-over-year revenue growth for the fourth quarter, as sales from both our OSS and Bressner segments grew at double digit rates. Throughout 2024 we executed on our multi-year transformation, making significant progress in shifting our business toward higher-margin, higher-growth markets. We invested in our platform, strengthened our pipeline, and deepened collaboration with customers developing high-performance, Enterprise Class, edge computing solutions for both commercial and defense applications,” stated OSS President and CEO, Mike Knowles.

    “As efforts to reposition the Company for revenue growth gained momentum during 2024 and our business model evolved, we adjusted our legacy inventory and program costs to better align with our focus on improving efficiencies and increasing profitability. We believe the progress we made in 2024 strengthened our business, positioning the Company for higher sales and profitability in 2025 and beyond,” concluded Mr. Knowles.

    2024 Fourth-Quarter Financial Summary

    Consolidated revenue was $15.1 million, compared to $13.2 million in the fourth quarter of 2023. The 15.1% year-over-year increase was a result of a $1.3 million increase in Bressner segment revenue and a $642,000 year-over-year increase in OSS segment revenue. The 10% year-over-year increase in OSS segment revenue was primarily due to higher revenue from defense and commercial customers, as well as new customer-funded development orders, aligned directly with the Company’s strategic focus and plan.

    The following table sets forth net revenue by segment for the three months ended December 31, 2024, and December 31, 2023 (Dollars may not calculate due to rounding):

      Three Months Ended
    Entity: December 31, 
    2024
      % of Net
    Revenue

      December 31, 
    2023
      % of Net
    Revenue

      % Change  
    OSS $ 7,042,613   46.5 %   $ 6,401,047   48.7 %   10.0 %
    Bressner   8,097,533   53.5 %     6,754,161   51.3 %   19.9 %
    Total net revenue $ 15,140,146   100.0 %   $ 13,155,209   100.0 %   15.1 %
     

    During the fourth quarter ended December 31, 2024, the Company took a charge related to contract losses of $1.2 million for incurred and anticipated costs to satisfy performance obligations on a customer-funded development contract that was entered into in 2022.   This charge reduced reported gross margin, net income, and adjusted EBITDA for the three- and twelve-month periods ended December 31, 2024. Management does not currently foresee any further charges related to this customer-funded development contract.  

    Consolidated gross margin percentage was 15.7%, compared to 33.7% in the prior year quarter. Gross margin, excluding the one-time charges, was 23.8%, compared to 33.7% in the same period last year. The decrease in gross margin was primarily due to product mix.

    On a segment basis, the OSS segment had a gross margin of 9.4%, compared to 45.9% for the same period a year ago. OSS segment gross margin, excluding the one-time charges, was 26.8%, compared to 45.9%. The decrease from the same period last year was primarily driven by product mix. The Company’s Bressner segment had a gross margin percentage of 21.2%, compared to 22.2% in the same period last year.  

    Total operating expenses increased 15.1% to $5.5 million. This increase was predominantly attributable to higher general and administrative costs related to planned sales and program management investments made during the quarter.

    The Company reported a net loss of $3.1 million, or $(0.15) per share, as compared to a net loss of $278,000, or $(0.01) per share, in the prior year period.

    Adjusted EBITDA, a non-GAAP metric, was a loss of $2.3 million, inclusive of $1.2 million in one-time charges, compared to adjusted EBITDA of $322,000 in the prior year period.

    As of December 31, 2024, the Company reported cash and short-term investments of $10.0 million and total working capital of $24.0 million, compared to cash and short-term investments of $11.8 million and total working capital of $35.6 million at December 31, 2023. The reduction in cash and short-term investments was primarily driven by the paydown of $1 million of notes payable.  

    2024 Twelve Months Financial Summary

    Consolidated revenue was $54.7 million, compared to $60.9 million for the same period last year. The 10.2% year-over-year reduction in consolidated revenue was primarily a result of approximately $4.8 million related to a former media customer, for whom shipments ceased in the second quarter of 2023. This decrease was partially offset by higher sales to customers in the military and defense end markets. In addition, Bressner segment revenue declined by $2.0 million on a year-over-year basis, associated with slower economic activity in the German economy.  

    The following table sets forth net revenue by segment for the twelve months ended December 31, 2024, and December 31, 2023 (Dollars may not calculate due to rounding):

      Twelve Months Ended
    Entity: December 31, 
    2024
      % of Net
    Revenue

      December 31, 
    2023
      % of Net
    Revenue

      % Change
    OSS $ 24,558,809   44.9 %   $ 28,809,888   47.3 %   (14.8 )%
    Bressner   30,135,550   55.1 %     32,086,910   52.7 %   (6.1 )%
    Total net revenue $ 54,694,358   100.0 %   $ 60,896,798   100.0 %   (10.2 )%
                                 

    For the year ended December 31, 2024, the Company incurred a total of $8.3 million of one-time charges that reduced reported gross margin, net income, and adjusted EBITDA. During the fourth quarter of 2024, the Company took a charge related to contract losses of $1.2 million for incurred and anticipated costs to satisfy performance obligations on a customer-funded development contract that was entered into in 2022.   Additionally, during the year, OSS incurred $7.1 million of inventory charges related to obsolete and slow-moving inventory associated with the transition of the Company’s business model and operating strategies, as well as slower adoption and movement in certain commercial and defense edge compute markets. Management does not currently foresee any further significant adjustments to costs related to this customer-funded development contract or inventory charges, outside of historical trends.  

    Consolidated gross margin percentage was 14.1%, compared to 29.5% in the prior year. On a full year basis, consolidated gross margin, excluding one-time charges, was 29.3%, compared to 29.5% in 2023.

    On a segment basis, the Company’s OSS segment had a gross margin of 2.5%, compared to 35.6% for the same period a year ago. OSS segment gross margin, excluding one-time charges, was 36.4%, up from 35.6% for 2023. The Company’s Bressner segment had a gross margin of 23.5%, compared to 24.0% in the same period last year.  

    Total operating expenses decreased 18.6% to $21.1 million. This decrease was predominantly attributable to a charge of $5.6 million for an impairment of goodwill that occurred during the 2023 twelve-month period, the elimination of costs associated with organizational restructuring, timing of certain new product introduction activities and the deployment of engineering resources onto customer funded development efforts, partially offset by increased costs for personnel and for tradeshow participation.

    The Company reported a net loss of $13.6 million, or $(0.65) per share, as compared to a net loss of $6.7 million, or $(0.32) per share, in the prior year. Non-GAAP net loss and loss per share was $11.6 million, or $(0.56) per share, as compared to non-GAAP net loss and loss per share of $415,000, or $(0.02) per share, in the prior year period. Net loss and non-GAAP net loss for the period ended December 31, 2024, are inclusive of $8.3 million of one-time charges.

    Adjusted EBITDA, a non-GAAP metric, was a loss of $10.3 million, inclusive of $7.1 million of inventory-related charges and a $1.2 million contract loss related to a customer-funded development contract that was entered into in 2022, compared to adjusted EBITDA of $1.1 million in the prior year.

    2025 Full Year Outlook

    The Company anticipates consolidated revenue of $59 to $61 million for the full year of 2025. This includes expected OSS segment revenue of approximately $30 million, representing over 20% year-over-year growth in the OSS segment. In addition, the Company expects to be EBITDA break-even for the full year of 2025. Management expects revenue and profitability to improve at a higher rate in the second half of 2025 based on current trends and the Company’s expanding sales pipeline.   

    Conference Call

    OSS will hold a conference call to discuss its results for the fourth quarter of 2024, followed by a question-and-answer period.

    Date: Wednesday, March 19, 2025
    Time: 10:00 a.m. ET (7:00 a.m. PT)
    Toll-free dial-in: 1-800-717-1738
    International dial-in: 1-646-307-1865
    Conference ID: 35863 (required for entry)
    Webcast: https://viavid.webcasts.com/starthere.jsp?ei=1706031&tp_key=7e52a82afd

    A replay of the call will be available after 1:00 p.m. ET on March 19, 2025, through April 2, 2025.

    Toll-free replay: 1-844-512-2921
    International replay: 1-412-317-6671
    Passcode: 1135863

    About One Stop Systems

    One Stop Systems, Inc. (Nasdaq: OSS) is a leader in AI enabled solutions for the demanding ‘edge’. OSS designs and manufactures Enterprise Class compute and storage products that enable rugged AI, sensor fusion and autonomous capabilities without compromise. These hardware and software platforms bring the latest data center performance to harsh and challenging applications, whether they are on land, sea or in the air.

    OSS products include ruggedized servers, compute accelerators, flash storage arrays, and storage acceleration software. These specialized compact products are used across multiple industries and applications, including autonomous trucking and farming, as well as aircraft, drones, ships and vehicles within the defense industry.

    OSS solutions address the entire AI workflow, from high-speed data acquisition to deep learning, training and large-scale inference, and have delivered many industry firsts for industrial OEM and government customers.

    As the fastest growing segment of the multi-billion-dollar edge computing market, AI enabled solutions require—and OSS delivers—the highest level of performance in the most challenging environments without compromise.

    OSS products are available directly or through global distributors. For more information, go to www.onestopsystems.com. You can also follow OSS on X, YouTube, and LinkedIn.

    Non-GAAP Financial Measures

    We believe that the use of adjusted earnings before interest, taxes, depreciation and amortization, or adjusted EBITDA, is helpful for an investor to assess the performance of the Company. The Company defines adjusted EBITDA as income (loss) before interest, taxes, depreciation, amortization, acquisition expense, impairment of long-lived assets, financing costs, government funded programs, fair value adjustments from purchase accounting, stock-based compensation expense, and expenses related to discontinued operations.

    Adjusted EBITDA is not a measurement of financial performance under generally accepted accounting principles in the United States, or GAAP. Because of varying available valuation methodologies, subjective assumptions and the variety of equity instruments that can impact a company’s non-cash operating expenses, we believe that providing a non-GAAP financial measure that excludes non-cash and non-recurring expenses allows for meaningful comparisons between our core business operating results and those of other companies, as well as providing us with an important tool for financial and operational decision making and for evaluating our own core business operating results over different periods of time.

    Our adjusted EBITDA measure may not provide information that is directly comparable to that provided by other companies in our industry, as other companies in our industry may calculate non-GAAP financial results differently, particularly related to non-recurring and unusual items. Our adjusted EBITDA is not a measurement of financial performance under GAAP, and should not be considered as an alternative to operating income or as an indication of operating performance or any other measure of performance derived in accordance with GAAP. We do not consider adjusted EBITDA to be a substitute for, or superior to, the information provided by GAAP financial results.

      For the Three Months Ended
    December 31,
        For the Year Ended 
    December 31,
     
      2024     2023     2024     2023  
    Net loss $ (3,134,782 )   $ (277,560 )   $ (13,634,333 )   $ (6,716,176 )
    Depreciation and amortization of intangibles   226,417       263,743       1,041,837       1,077,516  
    Amortization of right-of-use assets, net of changes in lease liability   (2,488 )     (30,208 )     29,885       22,592  
    Stock-based compensation expense   564,176       454,461       1,988,125       2,345,358  
    Interest expense   3,206       29,662       74,116       117,774  
    Interest income   (100,805 )     (159,487 )     (477,745 )     (544,958 )
    Impairment of goodwill                     5,630,788  
    Employee retention credit (ERC)                     (1,716,727 )
    Provision for income taxes   157,120       41,796       726,502       927,128  
    Adjusted EBITDA $ (2,287,156 )   $ 322,407     $ (10,251,613 )   $ 1,143,296  
                           

    FOOTNOTE: Adjusted EBITDA for the fourth quarter and full year ended December 31, 2024, included a charge related to contract losses of $1.2 million for incurred and anticipated costs to satisfy performance obligations on a customer-funded development contract that was entered into in 2023. Adjusted EBITDA for the full year ended December 31, 2024, also included inventory-related charges of $7.1 million.  

    (Dollars may not calculate due to rounding)

    Adjusted EPS excludes the impact of certain items and, therefore, has not been calculated in accordance with GAAP. We believe that exclusion of certain selected items assists in providing a more complete understanding of our underlying results and trends and allows for comparability with our peer company index and industry. We use this measure along with the corresponding GAAP financial measures to manage our business and to evaluate our performance compared to prior periods and the marketplace. The Company defines non-GAAP income (loss) as income or (loss) before amortization, government funded programs, impairment of long lived assets, stock-based compensation, expenses related to discontinued operations, and acquisition costs. Adjusted EPS expresses adjusted income (loss) on a per share basis using weighted average diluted shares outstanding.

    Adjusted EPS is a non-GAAP financial measure and should not be considered in isolation or as a substitute for financial information provided in accordance with GAAP. These non-GAAP financial measures may not be computed in the same manner as similarly titled measures used by other companies. We expect to continue to incur expenses similar to the adjusted income from continuing operations and adjusted EPS financial adjustments described above, and investors should not infer from our presentation of these non-GAAP financial measures that these costs are unusual, infrequent or non-recurring.

    The following table reconciles non-GAAP net income and basic and diluted earnings per share:

      For the Three Months Ended 
    December 31,
        For the Full Year Ended
    December 31,
     
      2024     2023     2024     2023  
    Net loss $ (3,134,782 )   $ (277,560 )   $ (13,634,333 )   $ (6,716,176 )
    Amortization of intangibles                     42,154  
    Impairment of goodwill                     5,630,788  
    Employee retention credit (ERC)                     (1,716,727 )
    Stock-based compensation expense   564,176       454,461       1,988,125       2,345,358  
    Non-GAAP net loss $ (2,570,606 )   $ 176,901     $ (11,646,208 )   $ (414,603 )
    Non-GAAP net loss per share:                      
    Basic $ (0.12 )   $ 0.01     $ (0.56 )   $ (0.02 )
    Diluted $ (0.12 )   $ 0.01     $ (0.56 )   $ (0.02 )
    Weighted average common shares outstanding:                      
    Basic   21,120,396       20,632,300       20,953,397       20,854,777  
    Diluted   21,120,396       20,632,300       20,953,397       20,854,777  
                           

    FOOTNOTE: Non-GAAP net loss for the fourth quarter and full year ended December 31, 2024, included a charge related to contract losses of $1.2 million for incurred and anticipated costs to satisfy performance obligations on a customer-funded development contract that was entered into in 2023. Non-GAAP net loss for the full year ended December 31, 2024, also included an inventory charge of $6.1 million.  

    (Dollars may not calculate due to rounding)

    Forward-Looking Statements

    One Stop Systems cautions you that statements in this press release that are not a description of historical facts are forward-looking statements. These statements are based on the company’s current beliefs and expectations. The inclusion of forward-looking statements should not be regarded as a representation by One Stop Systems or its partners that any of our plans or expectations will be achieved, including but not limited to, our ability to expand our product offerings and further penetrate our target markets, future demand for AI/ML integrations, expected or anticipated increase in revenues, and our business strategies. Actual results may differ from those set forth in this press release due to the risk and uncertainties inherent in our business, including risks described in our prior press releases and in our filings with the Securities and Exchange Commission (SEC), including under the heading “Risk Factors” in our latest Annual Report on Form 10-K and any subsequent filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and the company undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

    Media Contacts:
    Robert Kalebaugh
    One Stop Systems, Inc.
    Tel (858) 518-6154
    Email contact

    Investor Relations:
    Andrew Berger
    Managing Director
    SM Berger & Company, Inc.
    Tel (216) 464-6400
    Email contact

    ONE STOP SYSTEMS, INC. (OSS)
    CONSOLIDATED BALANCE SHEETS
     
      Audited     Audited  
      December 31,     December 31,  
      2024     2023  
    ASSETS          
    Current assets          
    Cash and cash equivalents $ 6,794,093     $ 4,048,948  
    Short-term investments   3,217,065       7,771,820  
    Accounts receivable, net   8,177,371       8,318,247  
    Inventories, net   13,176,156       21,694,748  
    Prepaid expenses and other current assets   836,364       611,066  
    Total current assets   32,201,048       42,444,829  
    Property and equipment, net   1,669,026       2,370,224  
    Operating lease right-of use assets   1,536,094       1,922,784  
    Deposits and other   38,093       38,093  
    Goodwill   1,489,722       1,489,722  
    Total Assets $ 36,933,982     $ 48,265,652  
               
    LIABILITIES AND STOCKHOLDERS’ EQUITY          
    Current liabilities          
    Accounts payable $ 2,068,017     $ 1,201,781  
    Accrued expenses and other liabilities   4,806,675       3,202,519  
    Current portion of operating lease obligation   285,937       390,926  
    Current portion of notes payable   1,035,050       2,077,895  
    Total current liabilities   8,195,679       6,873,121  
    Deferred tax liability, net   52,574       44,673  
    Operating lease obligation, net of current portion   1,513,684       1,765,536  
    Total liabilities   9,761,937       8,683,330  
    Commitments and contingencies          
    Stockholders’ equity          
    Common stock, $0.0001 par value; 50,000,000 shares authorized; 21,148,810 and 20,661,341 shares issued and outstanding at December 31, 2024 and 2023, respectively   2,115       2,066  
    Additional paid-in capital   49,082,737       47,323,673  
    Accumulated other comprehensive income   140,254       675,310  
    Accumulated deficit   (22,053,061 )     (8,418,727 )
    Total stockholders’ equity   27,172,045       39,582,322  
    Total Liabilities and Stockholders’ Equity $ 36,933,982     $ 48,265,652  
               
    ONE STOP SYSTEMS, INC. (OSS)
    UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Dollars may not calculate due to rounding)
     
      For the Three Months Ended
    December 31,
        For the Year Ended
    December 31,
     
      2024     2023     2024     2023  
    Revenue:                      
    Product $ 14,280,939     $ 12,335,554     $ 51,003,350     $ 59,200,580  
    Customer funded development   859,207       819,655       3,691,009       1,696,217  
        15,140,146       13,155,209       54,694,358       60,896,797  
    Cost of revenue:                      
    Product   10,829,859       8,229,397       42,953,344       41,907,604  
    Customer funded development   1,930,800       491,242       4,022,707       1,034,571  
        12,760,659       8,720,639       46,976,051       42,942,175  
    Gross (loss) profit   2,379,487       4,434,570       7,718,307       17,954,622  
    Operating expenses:                      
    General and administrative   2,413,102       1,970,746       8,971,909       9,264,447  
    Impairment of goodwill                     5,630,788  
    Marketing and selling   1,821,918       1,667,765       8,005,982       6,651,516  
    Research and development   1,250,377       1,127,194       4,097,229       4,331,024  
    Total operating expenses   5,485,397       4,765,704       21,075,120       25,877,775  
    Loss from operations   (3,105,910 )     (331,134 )     (13,356,813 )     (7,923,153 )
    Other income (expense), net:                      
    Interest income   100,805       159,487       477,745       544,958  
    Interest expense   (3,206 )     (29,662 )     (74,116 )     (117,774 )
    Employee retention credit (ERC)         418,431             1,716,727  
    Other income (expense), net   30,647       (452,886 )     45,353       (9,806 )
    Total other income, net   128,246       95,370       448,982       2,134,105  
    Loss before income taxes   (2,977,664 )     (235,764 )     (12,907,831 )     (5,789,048 )
    Provision for income taxes   157,119       41,796       726,502       927,128  
    Net loss $ (3,134,783 )   $ (277,560 )   $ (13,634,333 )   $ (6,716,176 )
                           
    Net loss per share:                      
    Basic $ (0.15 )   $ (0.01 )   $ (0.65 )   $ (0.32 )
    Diluted $ (0.15 )   $ (0.01 )   $ (0.65 )   $ (0.32 )
                           
    Weighted average common shares outstanding:                      
    Basic   21,120,396       20,632,300       20,953,397       20,854,777  
    Diluted   21,120,396       20,632,300       20,953,397       20,854,777  
                                   
    ONE STOP SYSTEMS, INC. (OSS)
    UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
     
      For the Twelve Months Ended
    December 31,
      2024     2023 
    Cash flows from operating activities:        
    Net loss $ (13,634,333 )   $ (6,716,176 )
    Adjustments to reconcile net loss to net cash provided by operating activities:        
    Deferred income taxes   28,082       (95,496 )
    Loss (gain) on disposal of property and equipment   354        
    Provision for bad debt   85,447       4,160  
    Impairment of goodwill         5,630,788  
    Warranty reserves   (79,962 )     11,846  
    Amortization of intangibles         42,154  
    Depreciation   1,041,837       1,035,362  
    Amortization of right-of-use assets   377,206       1,241,445  
    Inventory reserves   7,348,390       962,458  
    Stock-based compensation expense   1,988,125       2,345,358  
    Employee retention credit         (1,716,727 )
    Changes in operating assets and liabilities:        
    Accounts receivable   (190,339 )     3,095,701  
    Inventories   658,303       (1,636,153 )
    Prepaid expenses and other current assets   (238,554 )     (100,848 )
    Accounts payable   926,231       (3,408,487 )
    Accrued expenses and other liabilities   1,928,436       83,789  
    Operating lease liabilities   (347,321 )     (1,218,853 )
    Net cash provided by operating activities   (108,098 )     (439,679 )
             
    Cash flows from investing activities:        
    Redemption of short-term investment grade securities   4,553,535       2,342,552  
    Purchases of property and equipment, including capitalization of labor   (362,748 )     (821,753 )
    Net cash provided by investing activities   4,190,787       1,520,799  
             
    Cash flows from financing activities:        
    Proceeds from exercise of stock options and warrants   237,749       62,422  
    Payment of payroll taxes on net issuance of employee stock options   (466,762 )     (597,856 )
    Repayments on notes payable   (954,939 )     (1,352,637 )
    Employee retention credit benefit         1,716,727  
    Net cash (used in) provided by financing activities   (1,183,952 )     (171,344 )
             
    Net change in cash and cash equivalents   2,898,737       909,776  
    Effect of exchange rates on cash   (153,592 )     26,977  
    Cash and cash equivalents, beginning of period   4,048,948       3,112,196  
    Cash and cash equivalents, end of period $ 6,794,093     $ 4,048,948  

    The MIL Network

  • MIL-OSI: GDS Holdings Limited Reports Fourth Quarter and Full Year 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    SHANGHAI, China, March 19, 2025 (GLOBE NEWSWIRE) — GDS Holdings Limited (“GDS Holdings”, “GDS” or the “Company”) (NASDAQ: GDS; HKEX: 9698), a leading developer and operator of high-performance data centers in China, today announced its unaudited financial results for the fourth quarter and full year ended December 31, 2024.

    DayOne Data Centers Limited (“DayOne”), previously known as GDS International or GDSI, completed and closed its Series B equity raise on December 31, 2024. At closing, GDS’s equity interest in DayOne was diluted from 52.7% to 35.6%. Accordingly, GDS deconsolidated DayOne as a subsidiary and recognized DayOne as an equity investee. In the consolidated financial statements for the quarter and year ended December 31, 2024, DayOne’s operational results and cash flows have been excluded from the Company’s financial results from continuing operations and have been separately itemized under discontinued operations. Retrospective adjustments to the historical statements of operations and cash flows have also been made to provide a consistent basis of comparison for the financial results. Furthermore, retrospective adjustments were made to categorize and label DayOne’s assets and liabilities as “assets or liabilities of discontinued operations” on balance sheets for the comparative periods. Additionally, DayOne’s operating metrics have also been excluded from the Company’s operating metrics and have been separately itemized under discontinued operations.

    Fourth Quarter 2024 Financial Highlights For Continuing Operations

    • Net revenue increased by 9.1% year-over-year (“Y-o-Y”) to RMB2,690.7 million (US$368.6 million) in the fourth quarter of 2024 (4Q2023: RMB2,465.3 million).
    • Net loss from continuing operations was RMB173.4 million (US$23.8 million) in the fourth quarter of 2024 (4Q2023: RMB3,074.6 million).
    • Adjusted EBITDA (non-GAAP) increased by 13.9% Y-o-Y to RMB1,297.7 million (US$177.8 million) in the fourth quarter of 2024 (4Q2023: RMB1,139.2 million). See “Non-GAAP Disclosure” and “Reconciliations of GAAP and non-GAAP results” elsewhere in this earnings release.
    • Adjusted EBITDA margin (non-GAAP) was 48.2% in the fourth quarter of 2024 (4Q2023: 46.2%).

    Full Year 2024 Financial Highlights For Continuing Operations

    • Net revenue increased by 5.5% Y-o-Y to RMB10,322.1 million (US$1,414.1 million) in 2024 (2023: RMB9,782.4 million).
    • Net loss from continuing operations was RMB770.9 million (US$105.6 million) in 2024 (2023: RMB3,926.0 million).
    • Adjusted EBITDA (non-GAAP) increased by 3.0% Y-o-Y to RMB4,876.4 million (US$668.1 million) in 2024 (2023: RMB4,733.0 million). See “Non-GAAP Disclosure” and “Reconciliations of GAAP and non-GAAP results” elsewhere in this earnings release.
    • Adjusted EBITDA margin (non-GAAP) was 47.2% in 2024 (2023: 48.4%).

    Fourth Quarter and Full Year 2024 Operating Highlights For Continuing Operations

    • Total area committed and pre-committed increased by 1.8% Y-o-Y to 629,997 sqm as of December 31, 2024 (December 31, 2023: 618,942 sqm).
    • Area utilized increased by 11.8% Y-o-Y to 453,094 sqm as of December 31, 2024 (December 31, 2023: 405,302 sqm).
    • Utilization rate for area in service was 73.8% as of December 31, 2024 (December 31, 2023: 73.9%).

    “In 2024, we executed our business strategy in a disciplined way,” stated Mr. William Huang, Chairman and CEO of GDS. “We focused on backlog delivery while being selective on new commitments. At the same time, we made significant progress with our asset monetisation program with first ever data center ABS issue in China. Looking forward, we are well positioned strategically and financially to capture new business opportunities arising from AI.”

    Fourth Quarter 2024 Financial Results For Continuing Operations

    Net revenue in the fourth quarter of 2024 was RMB2,690.7 million (US$368.6 million), a 9.1% increase over the same period last year of RMB2,465.3 million. The Y-o-Y increase was mainly due to continued ramp-up of our data centers.

    Cost of revenue in the fourth quarter of 2024 was RMB2,112.5 million (US$289.4 million), a 3.9% increase over the same period last year of RMB2,032.4 million. The Y-o-Y increase was in line with the continued growth of our business.

    Gross profit was RMB578.1 million (US$79.2 million) in the fourth quarter of 2024, a 33.5% increase over the same period last year of RMB432.9 million.

    Gross profit margin was 21.5% in the fourth quarter of 2024, compared with 17.6% in the same period last year. The Y-o-Y increase was mainly due to a lower level of depreciation and amortization costs as percentage of net revenue as the data centers continue to ramp up.

    Adjusted Gross Profit (“Adjusted GP”) (non-GAAP) is defined as gross profit excluding depreciation and amortization, operating lease cost relating to prepaid land use rights, accretion expenses for asset retirement costs and share-based compensation expenses allocated to cost of revenue. Adjusted GP was RMB1,396.7 million (US$191.3 million) in the fourth quarter of 2024, an 11.8% increase over the same period last year of RMB1,249.3 million. See “Non-GAAP Disclosure” and “Reconciliations of GAAP and non-GAAP results” elsewhere in this earnings release.

    Adjusted GP margin (non-GAAP) was 51.9% in the fourth quarter of 2024, compared with 50.7% in the same period last year. The Y-o-Y increase was mainly due to a lower level of cash cost components as percentage of net revenue.

    Selling and marketing expenses, excluding share-based compensation expenses of RMB6.9 million (US$0.9 million), were RMB23.7 million (US$3.2 million) in the fourth quarter of 2024, a 4.1% decrease over the same period last year of RMB24.7 million (excluding share-based compensation of RMB9.3 million). The Y-o-Y decrease was mainly due to less marketing activities.

    General and administrative expenses, excluding share-based compensation expenses of RMB55.9 million (US$7.7 million), depreciation and amortization expenses of RMB79.0 million (US$10.8 million) and operating lease cost relating to prepaid land use rights of RMB15.6 million (US$2.1 million), were RMB108.5 million (US$14.9 million) in the fourth quarter of 2024, a 3.3% increase over the same period last year of RMB105.1 million (excluding share-based compensation expenses of RMB35.8 million, depreciation and amortization expenses of RMB88.9 million and operating lease cost relating to prepaid land use rights of RMB16.6 million). The Y-o-Y increase was due to an increase in corporate activities as business continues to grow.

    Research and development costs were RMB6.9 million (US$0.9 million) in the fourth quarter of 2024, compared with RMB12.8 million in the same period last year.

    Impairment losses of long-lived assets was zero in the fourth quarter of 2024, compared with RMB3,013.4 million in the same period last year.

    Net interest expenses for the fourth quarter of 2024 were RMB458.7 million (US$62.8 million), a 1.8% increase over the same period last year of RMB450.7 million. The Y-o-Y increase was mainly due to a higher level of total borrowings.

    Foreign currency exchange gain for the fourth quarter of 2024 was RMB8.1 million (US$1.1 million), compared with a loss of RMB6.0 million in the same period last year.

    Others, net for the fourth quarter of 2024 was RMB29.7 million (US$4.1 million), compared with RMB30.3 million in the same period last year.

    Income tax expenses for the fourth quarter of 2024 were RMB34.1 million (US$4.7 million), compared with income tax benefits of RMB225.3 million in the same period last year.

    Net loss from continuing operations in the fourth quarter of 2024 was RMB173.4 million (US$23.8 million), compared with RMB3,074.6 million in the same period last year.

    Adjusted EBITDA (non-GAAP) is defined as net income (loss) excluding income (loss) from discontinued operations, net interest expenses, income tax expenses (benefits), depreciation and amortization, operating lease cost relating to prepaid land use rights, accretion expenses for asset retirement costs, share-based compensation expenses, gain from purchase price adjustment and impairment losses of long-lived assets. Adjusted EBITDA was RMB1,297.7 million (US$177.8 million) in the fourth quarter of 2024, a 13.9% increase over the same period last year of RMB1,139.2 million.

    Adjusted EBITDA margin (non-GAAP) was 48.2% in the fourth quarter of 2024, compared with 46.2% in the same period last year. The Y-o-Y increase was mainly due to a lower level of cash cost components as percentage of net revenue and a decrease in corporate expenses as percentage of net revenue.

    Full Year 2024 Financial Results For Continuing Operations

    Net revenue in 2024 was RMB10,322.1 million (US$1,414.1 million), a 5.5% increase from RMB9,782.4 million in 2023, or a 6.3% increase excluding previously disclosed one-time items in 2023.

    Cost of revenue in 2024 was RMB8,099.4 million (US$1,109.6 million), a 3.4% increase from RMB7,831.2 million in 2023.

    Gross profit was RMB2,222.6 million (US$304.5 million) in 2024, a 13.9% increase from RMB1,951.2 million in 2023. Gross profit margin was 21.5% in 2024, compared with 19.9% in 2023.

    Selling and marketing expenses, excluding share-based compensation expenses of RMB25.0 million (US$3.4 million), were RMB91.4 million (US$12.5 million) in 2024, a 5.9% decrease from RMB97.1 million (excluding share-based compensation of RMB43.8 million) in 2023.

    General and administrative expenses, excluding share-based compensation expenses of RMB165.6 million (US$22.7 million), depreciation and amortization expenses of RMB291.7 million (US$40.0 million) and operating lease cost relating to prepaid land use rights of RMB65.3 million (US$8.9 million), were RMB395.3 million (US$54.2 million) in 2024, a 13.9% increase from RMB347.1 million (excluding share-based compensation expenses of RMB162.9 million, depreciation and amortization expenses of RMB387.8 million and operating lease cost relating to prepaid land use rights of RMB68.2 million) in 2023.

    Research and development costs were RMB36.3 million (US$5.0 million) in 2024, compared with RMB38.2 million in 2023.

    Impairment losses of long-lived assets was zero in 2024, compared with RMB3,013.4 million in 2023.

    Net interest expenses were RMB1,834.9 million (US$251.4 million) in 2024, a 0.4% decrease from RMB1,842.5 million in 2023.

    Others, net was RMB49.1 million (US$6.7 million) in 2024, compared with RMB109.7 million in 2023.

    Net loss from continuing operations was RMB770.9 million (US$105.6 million) in 2024, compared with RMB3,926.0 million in 2023.

    Adjusted EBITDA (non-GAAP) was RMB4,876.4 million (US$668.1 million) in 2024, a 3.0% increase from RMB4,733.0 million in 2023, or a 5.1% increase excluding previously disclosed one-time items in 2023.

    Adjusted EBITDA margin (non-GAAP) was 47.2% in 2024, compared with 48.4% in 2023, or 47.8% excluding previously disclosed one-time items in 2023.

    Fourth Quarter and Full Year 2024 Financial Results for Discontinued Operations

    Net revenue was RMB443.4 million (US$60.7 million) in the fourth quarter of 2024, a 331.1% increase from RMB102.9 million in the same period last year. For the full year 2024, net revenue was RMB1,262.1 million (US$172.9 million), a 618.2% increase from RMB175.7 million in 2023.

    Loss from operations of discontinued operations, net of income taxes in the fourth quarter of 2024 was RMB190.5 million (US$26.1 million), compared with RMB90.0 million in the same period last year. Loss from operations of discontinued operations, net of income taxes in 2024 was RMB400.8 million (US$54.9 million), compared with RMB359.4 million in 2023.

    Adjusted EBITDA (non-GAAP) for discontinued operations is defined as loss from operations of discontinued operations, net of income taxes excluding net interest expenses, income tax expenses (benefits), depreciation and amortization, operating lease cost relating to prepaid land use rights and accretion expenses for asset retirement costs. Adjusted EBITDA (non-GAAP) was RMB109.7 million (US$15.0 million) in the fourth quarter of 2024, compared with RMB3.8 million in the same period last year. For the full year 2024, Adjusted EBITDA (non-GAAP) was RMB332.3 million (US$45.5 million), compared with negative RMB98.5 million in 2023.

    Adjusted EBITDA margin (non-GAAP) was 24.7% in the fourth quarter of 2024, compared with 3.7% in the same period last year. For the full year 2024, adjusted EBITDA margin (non-GAAP) was 26.3% compared with negative 56.1% in 2023.

    Gain on Deconsolidation of Subsidiaries

    Gain on deconsolidation of subsidiaries in the fourth quarter of 2024 and full year of 2024 was RMB4,475.5 million (US$613.1 million), arising from the difference between the aggregate of the fair value of retained non-controlling equity interest and the carrying amount of equity interest owned by other investors in former subsidiaries at the date of deconsolidation, and the carrying amount of the deconsolidated subsidiaries’ assets and liabilities.

    Net Income

    Net income in the fourth quarter of 2024 was RMB4,111.6 million (US$563.3 million), compared with a net loss of RMB3,164.6 million in the same period last year.

    Net income was RMB3,303.8 million (US$452.6 million) in 2024, compared with a net loss of RMB4,285.4 million in 2023.

    Basic and diluted income per ordinary share in the fourth quarter of 2024 was RMB2.81 (US$0.39), compared with loss of RMB2.16 in the same period last year.

    Basic and diluted income per American Depositary Share (“ADS”) in the fourth quarter of 2024 was RMB22.51 (US$3.08), compared with loss of RMB17.30 in the same period last year.

    Basic and diluted income per ordinary share was RMB2.29 (US$0.31) in 2024, compared with loss of RMB2.96 in 2023.

    Basic and diluted income per ADS was RMB18.28 (US$2.50) in 2024, compared with loss of RMB23.67 in 2023.

    Liquidity for GDS Excluding DayOne

    GDS deconsolidated DayOne as a subsidiary on December 31, 2024. As a result, the following financial information excludes DayOne’s assets and liabilities.

    As of December 31, 2024, cash was RMB7,867.7 million (US$1,077.9 million).

    Total short-term debt was RMB4,978.4 million (US$682.0 million), comprised of short-term borrowings and the current portion of long-term borrowings of RMB4,341.6 million (US$594.8 million), the current portion of convertible bonds payable of RMB575 thousand (US$79 thousand) and the current portion of finance lease and other financing obligations of RMB636.2 million (US$87.2 million). Total long-term debt was RMB38,084.2 million (US$5,217.5 million), comprised of long-term borrowings (excluding current portion) of RMB21,906.0 million (US$3,001.1 million), the non-current portion of convertible bonds payable of RMB8,576.6 million (US$1,175.0 million) and the non-current portion of finance lease and other financing obligations of RMB7,601.7 million (US$1,041.4 million).

    During the fourth quarter of 2024, the Company obtained new debt financing and refinancing facilities of RMB960.0 million (US$131.5 million) for continuing operations.

    During the full year of 2024, the Company obtained new debt financing and refinancing facilities of RMB5,734.0 million (US$785.5 million) for continuing operations.

    Liquidity For DayOne

    As of December 31, 2024, upon deconsolidation, cash was RMB9,930.9 million (US$1,360.5 million). Total gross debt, including borrowings and finance lease and other financing obligations, was RMB10,417.6 million (US$1,427.2 million).

    Fourth Quarter and Full Year 2024 Operating Results For Continuing Operations

    Sales

    Total area committed and pre-committed at the end of the fourth quarter of 2024 was 629,997 sqm, compared with 618,942 sqm at the end of the fourth quarter of 2023 and 626,783 sqm at the end of the third quarter of 2024, an increase of 1.8% Y-o-Y and 0.5% quarter-over-quarter (“Q-o-Q”), respectively. In the fourth quarter of 2024, gross additional total area committed was 9,387 sqm, mainly contributed by data centers in Shanghai. Net additional total area committed was 3,214 sqm. In the full year of 2024, gross additional total area committed was 49,452 sqm, and net additional total area committed was 11,055 sqm.

    Data Center Resources

    Area in service at the end of the fourth quarter of 2024 was 613,583 sqm, compared with 548,352 sqm at the end of the fourth quarter of 2023 and 595,606 sqm at the end of the third quarter of 2024, an increase of 11.9% Y-o-Y and 3.0% Q-o-Q. In the fourth quarter of 2024, net additional area in service for China was 17,977 sqm, mainly from data centers in Changshu, Langfang and Huizhou.

    Area under construction at the end of the fourth quarter of 2024 was 102,691 sqm, compared with 151,602 sqm at the end of the fourth quarter of 2023 and 120,422 sqm at the end of the third quarter of 2024, a decrease of 32.3% Y-o-Y and 14.7% Q-o-Q, respectively.

    Commitment rate for area in service was 91.9% at the end of the fourth quarter of 2024, compared with 92.5% at the end of the fourth quarter of 2023 and 92.1% at the end of the third quarter of 2024. Pre-commitment rate for area under construction was 64.1% at the end of the fourth quarter of 2024, compared with 73.8% at the end of the fourth quarter of 2023 and 65.1% at the end of the third quarter of 2024.

    Move-In

    Area utilized at the end of the fourth quarter of 2024 was 453,094 sqm, compared with 405,302 sqm at the end of the fourth quarter of 2023 and 438,654 sqm at the end of the third quarter of 2024, an increase of 11.8% Y-o-Y and 3.3% Q-o-Q. In the fourth quarter of 2024, gross additional area utilized was 16,390 sqm, mainly contributed by data centers in Langfang, Huizhou and Shanghai. Net additional area utilized was 14,440 sqm. In the full year of 2024, gross additional area utilized was 79,431 sqm, and net additional area utilized was 47,792 sqm.

    Utilization rate for area in service was 73.8% at the end of the fourth quarter of 2024, compared with 73.9% at the end of the fourth quarter of 2023 and 73.6% at the end of the third quarter of 2024.

    Fourth Quarter and Full Year 2024 Operating Results for Discontinued Operations

    Total power committed was 469 MW as of December 31, 2024, an increase from 433 MW as of September 30, 2024. The contribution was mainly from the two sites in Johor, Malaysia.

    Power Capacity in Service was 132 MW as of December 31, 2024, compared to 131 MW as of September 30, 2024. Power Capacity Under Construction was 369 MW as of December 31, 2024, an increase from 320 MW as of September 30, 2024. This increase was primarily driven by the progress of two new data centers under construction in Johor sites.

    Power utilized was 123 MW as of December 31, 2024, an increase from 105 MW as of September 30, 2024. Utilization Rate was 93.6% as of December 31, 2024.

    Recent Development

    Reference is made to the Company’s press release on March 10, 2025 where it announced that it has entered into definitive agreements to monetize, on a net basis, a 70% equity interest in certain of its data centers, at an implied enterprise value (“EV”) to EBITDA multiple of around 13 times. In such transaction, GDS is selling a 100% equity interest in certain data center project companies to a purchaser which is special purpose vehicle involving the issue of an Asset Backed Security (“ABS”). The ABS is 70% subscribed by top tier institutional investors in China, led by China Life Insurance Company Limited (“China Life”), whilst GDS subscribes for the remaining 30% and retains the rights for on-going operation of the underlying data centers. The ABS will be registered on the Shanghai Stock Exchange as a privately-held standardized security product. The ABS is specifically designed to facilitate an eventual injection into a public REIT vehicle (commonly referred to as “C-REIT”) for public offering and listing in the future, when certain qualification requirements under the ABS scheme are satisfied. Notwithstanding the above, such potential injection remains subject to, among other things, the satisfaction of relevant regulatory and disclosure requirements (including but not limited to the Hong Kong Listing Rules requirement on spin-off listing) and there is currently no concrete or definitive plan in this regard.

    Business Outlook For Continuing Operations

    For the full year of 2025, the Company expects its total revenues to be between RMB11,290 million to RMB11,590 million, implying a year-on-year increase of between approximately 9.4% to 12.3%; and its Adjusted EBITDA to be between RMB5,190 million to RMB5,390 million, implying a year-on-year increase of between approximately 6.4% to 10.5%. In addition, the Company expects capex to be around RMB4,300 million for the full year of 2025.

    This forecast assumes completion of the ABS transaction and deconsolidation of the underlying data center project companies. However, the gain on sale is not included in Adjusted EBITDA.

    This forecast reflects the Company’s preliminary view on the current business situation and market conditions, which are subject to change.

    Conference Call

    Management will hold a conference call at 8:00 a.m. U.S. Eastern Time on March 19, 2025 (8:00 p.m. Beijing Time on March 19, 2025) to discuss financial results and answer questions from investors and analysts.

    Participants should complete online registration using the link provided below at least 15 minutes before the scheduled start time. Upon registration, participants will receive the conference call access information, including dial-in numbers, a personal PIN and an e-mail with detailed instructions to join the conference call.

    Participant Online Registration:
    https://register-conf.media-server.com/register/BI4cc739e1f3c748ffa22f7df4125e5079

    A live and archived webcast of the conference call will be available on the Company’s investor relations website at investors.gds-services.com.

    Non-GAAP Disclosure

    Our management and board of directors use Adjusted EBITDA, Adjusted EBITDA margin, Adjusted GP and Adjusted GP margin, which are non-GAAP financial measures, to evaluate our operating performance, establish budgets and develop operational goals for managing our business. We believe that the exclusion of the income and expenses eliminated in calculating Adjusted EBITDA and Adjusted GP can provide useful and supplemental measures of our core operating performance. In particular, we believe that the use of Adjusted EBITDA as a supplemental performance measure captures the trend in our operating performance by excluding from our operating results the impact of our capital structure (primarily interest expense), asset base charges (primarily depreciation and amortization, operating lease cost relating to prepaid land use rights, accretion expenses for asset retirement costs and impairment losses of long-lived assets), other non-cash expenses (primarily share-based compensation expenses), and other income and expenses which we believe are not reflective of our operating performance, whereas the use of adjusted gross profit as a supplemental performance measure captures the trend in gross profit performance of our data centers in service by excluding from our gross profit the impact of asset base charges (primarily depreciation and amortization, operating lease cost relating to prepaid land use rights and accretion expenses for asset retirement costs) and other non-cash expenses (primarily share-based compensation expenses) included in cost of revenue. In addition, we exclude the income (loss) from discontinued operation from our Adjusted EBITDA and Adjusted EBITDA margin to measure our financial performance from continuing operations, which will be consistent with our future financial performance disclosure.

    We note that depreciation and amortization is a fixed cost which commences as soon as each data center enters service. However, it usually takes several years for new data centers to reach high levels of utilization and profitability. The Company incurs significant depreciation and amortization costs for its early stage data center assets. Accordingly, gross profit, which is a measure of profitability after taking into account depreciation and amortization, does not accurately reflect the Company’s core operating performance.

    We also present these non-GAAP measures because we believe these non-GAAP measures are frequently used by securities analysts, investors and other interested parties as measures of the financial performance of companies in our industry.

    These non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. These non-GAAP financial measures have limitations as analytical tools, and when assessing our operating performance, cash flows or our liquidity, investors should not consider them in isolation, or as a substitute for gross profit, net income (loss), cash flows provided by (used in) operating activities or other consolidated statements of operations and cash flow data prepared in accordance with U.S. GAAP. There are a number of limitations related to the use of these non-GAAP financial measures instead of their nearest GAAP equivalent. First, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted GP, and Adjusted GP margin are not substitutes for gross profit, net income (loss), cash flows provided by (used in) operating activities or other consolidated statements of operation and cash flow data prepared in accordance with U.S. GAAP. Second, other companies may calculate these non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of these non-GAAP financial measures as tools for comparison. Finally, these non-GAAP financial measures do not reflect the impact of income (loss) from discontinued operations, net interest expenses, incomes tax benefits (expenses), depreciation and amortization, operating lease cost relating to prepaid land use rights, accretion expenses for asset retirement costs, share-based compensation expenses, gain from purchase price adjustment and impairment losses of long-lived assets, each of which have been and may continue to be incurred in our business.

    We mitigate these limitations by reconciling the non-GAAP financial measure to the most comparable U.S. GAAP performance measure, all of which should be considered when evaluating our performance. We do not provide forward-looking guidance for certain financial data, such as depreciation, amortization, accretion, share-based compensation and net income (loss); the impact of such data and related adjustments can be significant. As a result, we are not able to provide a reconciliation of forward-looking U.S. GAAP to forward-looking non-GAAP financial measures without unreasonable effort. Such forward-looking non-GAAP financial measures include the forecast for Adjusted EBITDA in the section captioned “Business Outlook For Continuing Operations” set forth in this press release.

    For more information on these non-GAAP financial measures, please see the table captioned “Reconciliations of GAAP and non-GAAP results” set forth at the end of this press release.

    Exchange Rate

    This announcement contains translations of certain RMB amounts into U.S. dollars (“USD”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to USD were made at the rate of RMB7.2993 to US$1.00, the noon buying rate in effect on December 31, 2024 in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or USD amounts referred could be converted into USD or RMB, as the case may be, at any particular rate or at all.

    Statement Regarding Preliminary Unaudited Financial Information

    The unaudited financial information set out in this earnings release is preliminary and subject to potential adjustments. Adjustments to the consolidated financial statements may be identified when audit work has been performed for the Company’s year-end audit, which could result in significant differences from this preliminary unaudited financial information.

    About GDS Holdings Limited

    GDS Holdings Limited (NASDAQ: GDS; HKEX: 9698) is a leading developer and operator of high-performance data centers in China. The Company’s facilities are strategically located in and around primary economic hubs where demand for high-performance data center services is concentrated. The Company’s data centers have large net floor area, high power capacity, density and efficiency, and multiple redundancies across all critical systems. GDS is carrier and cloud-neutral, which enables its customers to access the major telecommunications networks, as well as the largest PRC and global public clouds, which are hosted in many of its facilities. The Company offers co-location and a suite of value-added services, including managed hybrid cloud services through direct private connection to leading public clouds, managed network services, and, where required, the resale of public cloud services. The Company has a 24-year track record of service delivery, successfully fulfilling the requirements of some of the largest and most demanding customers for outsourced data center services in China. The Company’s customer base consists predominantly of hyperscale cloud service providers, large internet companies, financial institutions, telecommunications carriers, IT service providers, and large domestic private sector and multinational corporations. The Company also holds a non-controlling 35.6% equity interest in DayOne Data Centers Limited which develops and operates data centers in International markets.

    Safe Harbor Statement

    This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “aim,” “anticipate,” “believe,” “continue,” “estimate,” “expect,” “future,” “guidance,” “intend,” “is/are likely to,” “may,” “ongoing,” “plan,” “potential,” “target,” “will,” and similar statements. Among other things, statements that are not historical facts, including statements about GDS Holdings’ beliefs and expectations regarding the growth of its businesses and its revenue for the full fiscal year, the business outlook and quotations from management in this announcement, as well as GDS Holdings’ strategic and operational plans, are or contain forward-looking statements. GDS Holdings may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”) on Forms 20-F and 6-K, in its current, interim and annual reports to shareholders, in announcements, circulars or other publications made on the website of the Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”), in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause GDS Holdings’ actual results or financial performance to differ materially from those contained in any forward-looking statement, including but not limited to the following: GDS Holdings’ goals and strategies; GDS Holdings’ future business development, financial condition and results of operations; the expected growth of the market for high-performance data centers, data center solutions and related services in China and regions in which GDS’ major equity investees operate, such as South East Asia; GDS Holdings’ expectations regarding demand for and market acceptance of its high-performance data centers, data center solutions and related services; GDS Holdings’ expectations regarding building, strengthening and maintaining its relationships with new and existing customers; the results of operations, growth prospects, financial condition, regulatory environment, competitive landscape and other uncertainties associated with the business and operations of our significant equity investee DayOne; the continued adoption of cloud computing and cloud service providers in China and other major markets that may impact the results of our equity investees, such as South East Asia; risks and uncertainties associated with increased investments in GDS Holdings’ business and new data center initiatives; risks and uncertainties associated with strategic acquisitions and investments; GDS Holdings’ ability to maintain or grow its revenue or business; fluctuations in GDS Holdings’ operating results; changes in laws, regulations and regulatory environment that affect GDS Holdings’ business operations and those of its major equity investees; competition in GDS Holdings’ industry in China and in markets that affect the business of our major equity investees, such as South East Asia; security breaches; power outages; and fluctuations in general economic and business conditions in China and globally, and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks, uncertainties or factors is included in GDS Holdings’ filings with the SEC, including its annual report on Form 20-F, and with the Hong Kong Stock Exchange. All information provided in this press release is as of the date of this press release and are based on assumptions that GDS Holdings believes to be reasonable as of such date, and GDS Holdings does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

    For investor and media inquiries, please contact:

    GDS Holdings Limited
    Laura Chen
    Phone: +86 (21) 2029-2203
    Email: ir@gds-services.com

    Piacente Financial Communications
    Ross Warner
    Phone: +86 (10) 6508-0677
    Email: GDS@tpg-ir.com

    Brandi Piacente
    Phone: +1 (212) 481-2050
    Email: GDS@tpg-ir.com

    GDS Holdings Limited

    GDS HOLDINGS LIMITED
    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
    (Amount in thousands of Renminbi (“RMB”) and US dollars (“US$”))
     
        As of December 31, 2023 As of December 31, 2024
        RMB RMB US$
             
      Assets      
    Current assets      
      Cash 7,354,809   7,867,659   1,077,865  
      Accounts receivable, net of allowance for credit losses 2,493,059   3,021,956   414,006  
      Value-added-tax (“VAT”) recoverable 214,385   240,506   32,949  
      Prepaid expenses and other current assets 483,833   482,950   66,164  
      Current assets of discontinued operations 437,567   0   0  
      Total current assets 10,983,653   11,613,071   1,590,984  
             
    Non-current assets      
      Long-term investments in equity investees 7,298   7,544,555   1,033,600  
      Property and equipment, net 40,098,423   40,204,133   5,507,944  
      Prepaid land use rights, net 22,388   21,774   2,983  
      Operating lease right-of-use assets 5,310,723   5,193,408   711,494  
      Goodwill and intangible assets, net 6,574,669   6,367,493   872,343  
      Other non-current assets 2,538,542   2,704,194   370,473  
      Non-current assets of discontinued operations 8,910,994   0   0  
      Total non-current assets 63,463,037   62,035,557   8,498,837  
      Total assets 74,446,690   73,648,628   10,089,821  
             
      Liabilities, Mezzanine Equity and Equity      
    Current liabilities      
      Short-term borrowings and current portion of long-term borrowings 2,582,350   4,341,649   594,803  
      Convertible bonds payable, current 0   575   79  
      Accounts payable 2,749,896   2,593,305   355,281  
      Accrued expenses and other payables 1,265,259   1,389,072   190,302  
      Operating lease liabilities, current 132,811   117,345   16,076  
      Finance lease and other financing obligations, current 547,847   636,152   87,152  
      Current liabilities of discontinued operations 1,027,313   0   0  
      Total current liabilities 8,305,476   9,078,098   1,243,693  
             
    Non-current liabilities      
      Long-term borrowings, excluding current portion 23,088,055   21,905,985   3,001,108  
      Convertible bonds payable, non-current 8,434,766   8,576,583   1,174,987  
      Operating lease liabilities, non-current 1,344,264   1,279,726   175,322  
      Finance lease and other financing obligations, non-current 7,894,185   7,601,651   1,041,422  
      Other long-term liabilities 1,586,012   1,537,952   210,699  
      Non-current liabilities of discontinued operations 3,670,129   0   0  
      Total non-current liabilities 46,017,411   40,901,897   5,603,538  
      Total liabilities 54,322,887   49,979,995   6,847,231  
             
    Mezzanine equity      
      Redeemable preferred shares 1,064,766   1,080,656   148,049  
      Total mezzanine equity 1,064,766   1,080,656   148,049  
             
    GDS Holdings Limited shareholders’ equity      
      Ordinary shares 516   527   72  
      Additional paid-in capital 29,337,095   29,596,268   4,054,672  
      Accumulated other comprehensive loss (974,393 ) (1,094,377 ) (149,929 )
      Accumulated deficit (9,469,758 ) (6,044,372 ) (828,075 )
      Total GDS Holdings Limited shareholders’ equity 18,893,460   22,458,046   3,076,740  
    Non-controlling interests 165,577   129,931   17,801  
      Total equity 19,059,037   22,587,977   3,094,541  
             
      Total liabilities, mezzanine equity and equity 74,446,690   73,648,628   10,089,821  
                   
    GDS HOLDINGS LIMITED
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Amount in thousands of Renminbi (“RMB”) and US dollars (“US$”)
    except for number of shares and per share data)
     
        Three months ended   Year ended  
        December 31, 2023 September 30, 2024 December 31, 2024   December 31, 2023 December 31, 2024
        RMB RMB RMB US$   RMB RMB US$
                       
    Net revenue                
    Service revenue 2,465,283   2,619,578   2,690,482   368,595     9,781,884   10,321,888   1,414,093  
    Equipment sales 0   0   180   25     564   180   25  
    Total net revenue 2,465,283   2,619,578   2,690,662   368,620     9,782,448   10,322,068   1,414,118  
    Cost of revenue (2,032,352 ) (2,061,995 ) (2,112,545 ) (289,417 )   (7,831,222 ) (8,099,439 ) (1,109,619 )
    Gross profit 432,931   557,583   578,117   79,203     1,951,226   2,222,629   304,499  
                       
    Operating expenses                
      Selling and marketing expenses (34,050 ) (32,356 ) (30,571 ) (4,188 )   (140,890 ) (116,440 ) (15,952 )
      General and administrative expenses (246,274 ) (211,392 ) (259,048 ) (35,490 )   (965,982 ) (917,877 ) (125,748 )
      Research and development expenses (12,800 ) (8,588 ) (6,862 ) (940 )   (38,159 ) (36,319 ) (4,976 )
      Impairment losses of long-lived assets (3,013,416 ) 0   0   0     (3,013,416 ) 0   0  
    (Loss) income from continuing operations (2,873,609 ) 305,247   281,636   38,585     (2,207,221 ) 1,151,993   157,823  
    Other income (expenses):              
      Net interest expenses (450,700 ) (463,327 ) (458,745 ) (62,848 )   (1,842,529 ) (1,834,851 ) (251,374 )
      Foreign currency exchange (loss) gain, net (5,991 ) 586   8,117   1,112     (1,573 ) 18,942   2,595  
      Others, net 30,347   5,001   29,727   4,072     109,729   49,057   6,721  
    Loss from continuing operations before income taxes (3,299,953 ) (152,493 ) (139,265 ) (19,079 )   (3,941,594 ) (614,859 ) (84,235 )
    Income tax benefits (expenses) 225,342   347   (34,144 ) (4,678 )   15,577   (156,053 ) (21,379 )
    Net loss from continuing operations (3,074,611 ) (152,146 ) (173,409 ) (23,757 )   (3,926,017 ) (770,912 ) (105,614 )
                       
    Discontinued operations                
      Loss from operations of discontinued operations, net of income taxes (90,033 ) (78,963 ) (190,491 ) (26,097 )   (359,376 ) (400,796 ) (54,909 )
      Gain on deconsolidation of subsidiaries 0   0   4,475,539   613,146     0   4,475,539   613,146  
    (Loss) income from discontinued operations (90,033 ) (78,963 ) 4,285,048   587,049     (359,376 ) 4,074,743   558,237  
                       
    Net (loss) income (3,164,644 ) (231,109 ) 4,111,639   563,292     (4,285,393 ) 3,303,831   452,623  
                       
    Net loss from continuing operations (3,074,611 ) (152,146 ) (173,409 ) (23,757 )   (3,926,017 ) (770,912 ) (105,614 )
    Net income from continuing operations attributable to non-controlling interests (1,676 ) (1,755 ) (1,268 ) (174 )   (5,026 ) (6,209 ) (851 )
    Net loss from continuing operations attributable to GDS Holdings Limited shareholders (3,076,287 ) (153,901 ) (174,677 ) (23,931 )   (3,931,043 ) (777,121 ) (106,465 )
                       
    (Loss) income from discontinued operations (90,033 ) (78,963 ) 4,285,048   587,049     (359,376 ) 4,074,743   558,237  
    Net loss from discontinued operations attributable to non-controlling interests 366   5,092   3,373   462     366   7,317   1,003  
    Net loss from discontinued operations attributable to redeemable non-controlling interests 0   35,432   75,550   10,350     0   120,447   16,501  
    Net (loss) income from discontinued operations attributable to GDS Holdings Limited shareholders (89,667 ) (38,439 ) 4,363,971   597,861     (359,010 ) 4,202,507   575,741  
                       
    Net (loss) income attributable to GDS Holdings Limited shareholders (3,165,954 ) (192,340 ) 4,189,294   573,930     (4,290,053 ) 3,425,386   469,276  
    Cumulative dividend on redeemable preferred shares (13,679 ) (13,618 ) (13,679 ) (1,874 )   (53,625 ) (54,232 ) (7,430 )
    Net (loss) income available to GDS Holdings Limited ordinary shareholders (3,179,633 ) (205,958 ) 4,175,615   572,056     (4,343,678 ) 3,371,154   461,846  
                       
    (Loss) income per ordinary share              
    Basic and diluted (2.16 ) (0.14 ) 2.81   0.39     (2.96 ) 2.29   0.31  
                       
    Weighted average number of ordinary share outstanding              
    Basic and diluted 1,469,982,015   1,476,130,132   1,484,083,188   1,484,083,188     1,468,187,956   1,475,079,754   1,475,079,754  
                                   
    GDS HOLDINGS LIMITED
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
    (Amount in thousands of Renminbi (“RMB”) and US dollars (“US$”))
     
      Three months ended   Year ended
      December 31, 2023 September 30, 2024 December 31, 2024   December 31, 2023 December 31, 2024
      RMB RMB RMB US$   RMB RMB US$
                     
    Net (loss) income (3,164,644 ) (231,109 ) 4,111,639   563,292     (4,285,393 ) 3,303,831   452,623  
    Foreign currency translation adjustments, net of nil tax 117,674   538,739   (391,639 ) (53,654 )   (125,118 ) 74,741   10,239  
    Defined benefit plan, net of nil tax 0   0   (41 ) (6 )   0   (41 ) (6 )
    Amounts reclassified from accumulated other comprehensive loss 0   0   (96,957 ) (13,283 )   0   (96,957 ) (13,283 )
    Comprehensive (loss) income (3,046,970 ) 307,630   3,623,002   496,349     (4,410,511 ) 3,281,574   449,573  
    Comprehensive (income) loss attributable to non-controlling interests (1,678 ) (5,287 ) 6,631   908     (5,575 ) (1,076 ) (147 )
    Comprehensive (income) loss attributable to redeemable non-controlling interests 0   (107,365 ) 126,721   17,361     0   24,904   3,412  
    Comprehensive (loss) income attributable to GDS Holdings Limited shareholders (3,048,648 ) 194,978   3,756,354   514,618     (4,416,086 ) 3,305,402   452,838  
                                   
    GDS HOLDINGS LIMITED
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (Amount in thousands of Renminbi (“RMB”) and US dollars (“US$”))
     
      Three months ended   Year ended
      December
    31, 2023
    September
    30, 2024
    December 31, 2024   December 31,
    2023
    December 31, 2024
      RMB RMB RMB US$   RMB RMB US$
                     
    Net (loss) income (3,164,644 ) (231,109 ) 4,111,639   563,292     (4,285,393 ) 3,303,831   452,623  
    Net loss (income) from discontinued operations 90,033   78,963   (4,285,048 ) (587,049 )   359,376   (4,074,743 ) (558,237 )
    Depreciation and amortization 865,485   803,535   865,896   118,627     3,368,474   3,243,004   444,290  
    Amortization of debt issuance cost and debt discount 34,010   33,467   18,290   2,506     140,625   110,724   15,169  
    Share-based compensation expense 80,765   61,194   82,965   11,366     336,616   296,487   40,619  
    Impairment losses of long-lived assets 3,013,416   0   0   0     3,013,416   0   0  
    Others (202,637 ) (63,810 ) (29,703 ) (4,069 )   (187,844 ) (115,941 ) (15,884 )
    Changes in operating assets and liabilities 326,171   (42,362 ) 315,821   43,267     (385,994 ) (543,700 ) (74,487 )
    Net cash provided by operating activities from continuing operations 1,042,599   639,878   1,079,860   147,940     2,359,276   2,219,662   304,093  
    Net cash (used in) provided by operating activities from discontinued operations (93,209 ) 1,636   (150,554 ) (20,626 )   (294,019 ) (281,297 ) (38,538 )
    Net cash provided by operating activities 949,390   641,514   929,306   127,314     2,065,257   1,938,365   265,555  
                     
    Purchase of property and equipment and land use rights (282,591 ) (788,123 ) (381,382 ) (52,249 )   (3,175,406 ) (2,965,384 ) (406,256 )
    (Payments) receipts related to acquisitions and investments (396,051 ) 0   27,000   3,699     (1,339,639 ) 1,125,023   154,128  
    Net cash used in investing activities from continuing operations (678,642 ) (788,123 ) (354,382 ) (48,550 )   (4,515,045 ) (1,840,361 ) (252,128 )
    Net cash used in investing activities from discontinued operations (784,990 ) (2,110,682 ) (3,011,040 ) (412,511 )   (2,827,863 ) (6,920,177 ) (948,060 )
    Net cash used in investing activities (1,463,632 ) (2,898,805 ) (3,365,422 ) (461,061 )   (7,342,908 ) (8,760,538 ) (1,200,188 )
                     
    Net cash (used in) provided by financing activities from continuing operations (271,778 ) (392,325 ) (612,447 ) (83,905 )   1,266,936   174,295   23,878  
    Net cash provided by financing activities from discontinued operations 958,799   2,334,112   11,441,448   1,567,472     2,892,824   16,883,042   2,312,967  
    Net cash provided by financing activities 687,021   1,941,787   10,829,001   1,483,567     4,159,760   17,057,337   2,336,845  
    Effect of exchange rate changes on cash and restricted cash 4,705   (28,109 ) (6,457 ) (885 )   154,302   (13,592 ) (1,862 )
                     
    Net increase (decrease) of cash and restricted cash 177,484   (343,613 ) 8,386,428   1,148,935     (963,589 ) 10,221,572   1,400,350  
    Cash and restricted cash at beginning of period 7,740,395   10,096,689   9,753,076   1,336,166     8,882,066   7,917,932   1,084,752  
    Reclassification as assets of disposal group classified as held for sale 53   0   0   0     (545 ) 0   0  
    Cash and restricted cash at end of period 7,917,932   9,753,076   18,139,504   2,485,101     7,917,932   18,139,504   2,485,102  
    Less: Cash and restricted cash of discontinued operations at end of period or deconsolidation date (420,610 ) (1,760,719 ) (10,045,974 ) (1,376,293 )   (420,610 ) (10,045,974 ) (1,376,293 )
    Cash and restricted cash of continuing operations at end of period 7,497,322   7,992,357   8,093,530   1,108,808     7,497,322   8,093,530   1,108,809  
                                   
    GDS HOLDINGS LIMITED
    RECONCILIATIONS OF GAAP AND NON-GAAP RESULTS
    (Amount in thousands of Renminbi (“RMB”) and US dollars (“US$”)
    except for percentage data)
     
      Three months ended   Year ended
      December 31,
    2023
    September 30,
    2024
    December 31, 2024   December 31, 2023 December 31, 2024
      RMB RMB RMB US$   RMB RMB US$
                     
    Gross profit 432,931   557,583   578,117   79,203     1,951,226   2,222,629   304,499  
    Depreciation and amortization 775,122   731,630   786,869   107,801     2,974,546   2,947,444   403,798  
    Operating lease cost relating to prepaid land use rights 10,615   11,536   11,996   1,643     38,792   44,872   6,147  
    Accretion expenses for asset retirement costs 1,588   1,730   1,709   234     6,599   6,827   935  
    Share-based compensation expenses 29,066   20,549   18,002   2,466     116,467   92,402   12,659  
    Adjusted GP 1,249,322   1,323,028   1,396,693   191,347     5,087,630   5,314,174   728,038  
    Adjusted GP margin 50.7%   50.5%   51.9%   51.9%     52.0%   51.5%   51.5%  
                                   
    GDS HOLDINGS LIMITED
    RECONCILIATIONS OF GAAP AND NON-GAAP RESULTS
    (Amount in thousands of Renminbi (“RMB”) and US dollars (“US$”)
    except for percentage data)
     
      Three months ended   Year ended
      December 31, 2023 September 30, 2024 December 31, 2024   December 31, 2023 December 31, 2024
      RMB RMB RMB US$   RMB RMB US$
                     
    Net (loss) income (3,164,644 ) (231,109 ) 4,111,639   563,292     (4,285,393 ) 3,303,831   452,623  
    Loss (income) from discontinued operations 90,033   78,963   (4,285,048 ) (587,049 )   359,376   (4,074,743 ) (558,237 )
    Net loss from continuing operations (3,074,611 ) (152,146 ) (173,409 ) (23,757 )   (3,926,017 ) (770,912 ) (105,614 )
    Net interest expenses 450,700   463,327   458,745   62,848     1,842,529   1,834,851   251,374  
    Income tax (benefits) expenses (225,342 ) (347 ) 34,144   4,678     (15,577 ) 156,053   21,379  
    Depreciation and amortization 865,485   803,535   865,896   118,627     3,368,474   3,243,004   444,290  
    Operating lease cost relating to prepaid land use rights 27,199   27,602   27,609   3,782     106,964   110,126   15,087  
    Accretion expenses for asset retirement costs 1,588   1,730   1,709   234     6,599   6,827   935  
    Share-based compensation expenses 80,765   61,194   82,965   11,366     336,616   296,487   40,619  
    Impairment losses of long-lived assets 3,013,416   0   0   0     3,013,416   0   0  
    Adjusted EBITDA 1,139,200   1,204,895   1,297,659   177,778     4,733,004   4,876,436   668,070  
    Adjusted EBITDA margin 46.2%   46.0%   48.2%   48.2%     48.4%   47.2%   47.2%  
    Additional Information for Discontinued Operations
    (Amount in thousands of Renminbi (“RMB”) and US dollars (“US$”))
     
      As of December
    31, 2023
    As of December 31, 2024
      RMB RMB US$
    Property and equipment, net 7,401,071 16,646,191 2,280,519
    Cash 355,902 9,930,915 1,360,530
    Gross debt 5,169,734 (1) 10,417,647 1,427,212

    Note:

    1. Including amounts due to GDSH.
    Additional Information for Discontinued Operations Cont’d
    (Amount in thousands of Renminbi (“RMB”) and US dollars (“US$”)
    except for percentage data)
     
      Three months ended   Year ended
      December 31, 2023 September 30, 2024 December 31, 2024   December 31, 2023 December 31, 2024
      RMB RMB RMB US$   RMB RMB US$
                     
    Net revenue 102,853   363,209   443,413   60,747     175,737   1,262,063   172,902  
    Cost of revenue (90,862)   (252,211)   (290,131)   (39,748)     (194,570)   (859,254)   (117,717)  
    Operating expenses (66,214)   (88,776)   (150,543)   (20,624)     (233,249)   (400,336)   (54,846)  
    (Loss) income from operations (54,223)   22,222   2,739   375     (252,082)   2,473   339  
    Other expenses, net (35,020)   (110,846)   (126,457)   (17,324)     (106,494)   (346,145)   (47,422)  
    Loss from operations of discontinued operations before income taxes (89,243)   (88,624)   (123,718)   (16,949)     (358,576)   (343,672)   (47,083)  
    Income tax (expenses) benefits (790)   9,661   (66,773)   (9,148)     (800)   (57,124)   (7,826)  
    Loss from operations of discontinued operations, net of income taxes (90,033)   (78,963)   (190,491)   (26,097)     (359,376)   (400,796)   (54,909)  
    Net interest expenses 42,060   76,069   102,991   14,110     107,286   280,652   38,449  
    Income tax expenses (benefits) 790   (9,661)   66,773   9,148     800   57,124   7,826  
    Depreciation and amortization 50,650   107,739   128,662   17,627     151,271   393,735   53,941  
    Operating lease cost relating to prepaid land use rights 295   0   1,778   244     1,290   1,782   244  
    Accretion expenses for asset retirement costs 52   0   (1)   0     206   (211)   (29)  
    Adjusted EBITDA 3,814   95,184   109,712   15,032     (98,523)   332,286   45,522  
    Adjusted EBITDA margin 3.7%   26.2%   24.7%   24.7%     (56.1)%   26.3%   26.3%  
                     
    Net cash (used in) provided by operating activities (93,209)   1,636   (150,554)   (20,626)     (294,019)   (281,297)   (38,538)  
    Net cash used in investing activities (784,990)   (2,110,682)   (3,011,040)   (412,511)     (2,827,863)   (6,920,177)   (948,060)  
    Net cash provided by financing activities 958,799   2,334,112   11,441,448   1,567,472     2,892,824   16,883,042   2,312,967  
                                   

    The MIL Network

  • MIL-OSI Australia: Animal cruelty: International student receives prison term for wildlife smuggling

    Source: Government of Queensland

    Issued: 19 Mar 2025

    Open larger image

    The woman attempted to smuggle 15 native lizards overseas.

    An international university student studying in Australia has been convicted of multiple wildlife trafficking offences and sentenced to eighteen months in prison.

    Ms Yinan Zhao appeared in the Brisbane District Court on 27 February 2025 to face seven charges of attempting to send native Australian wildlife by post to China.

    Between 12 May and 1 November 2023, Zhao attempted to export ten individual packages containing 15 lizards from Queensland to China, with an estimated ‘street value’ of $74,207.

    The lizards were packed in small boxes containing children’s toys with some intercepted by Australia Post in Brisbane and others in Sydney after being X-rayed.

    The successful prosecution was the result of a joint operation between the Australian Government Department of Climate Change, Environment, Energy and Water (DCCEEW) and the Queensland Government Department of the Environment, Tourism, Science and Innovation (DETSI).

    Much of the offending took place in Queensland, while some offences occurred in New South Wales.

    DESTI Compliance Manager Warren Christensen welcomed the prosecution and the minimum five-month prison sentence.

    “Unfortunately, international students, such as those from China are often targeted through social media and other means to make easy money by smuggling wildlife,” Mr Christensen said.

    “This prosecution should serve as a warning to others considering smuggling animals to make a quick buck that they will be caught and face very serious, life changing consequences.

    “This operation was an excellent example of state and Australian government agencies working cooperatively with Border Force and Australia Post to detect and prevent international wildlife smuggling.

    “DETSI wildlife officers seized the packages suspected by Australia Post and Border Force of containing protected wildlife.

    “We formally identified all wildlife recovered from the packages and assisted with the identification of Zhao and the execution of the warrant that led to her arrest.

    “During her arrest, we also found more unlawfully held wildlife that were also being prepared for sale on Chinese markets.

    “Sending reptiles in the mail is extremely cruel as they won’t have access to food, water or fresh air for weeks and sadly, most of the animals will die before they get to their destination.

    “Of those we intercept, many can never be released into the wild because we don’t know where they were captured or if they have been exposed to disease while in captivity.

    “We thank the Australian Government, Border Force and Australia Post for their efforts in assisting in detecting this crime and in securing this conviction.”

    Zhao was convicted on all charges and sentenced to 18-months imprisonment with a non-parole period of 5 months.

    The successful conviction follows the prosecution of another foreign national, Mr Man Lung Ma, who was convicted of nineteen charges relating to twenty-nine separate attempts to export protected native wildlife, including five attempts from Queensland.

    In November 2024 Lung Ma was sentenced to 3 years 6 months in jail, with a 2-year non-parole period.

    Lizards attempted to be smuggled:

    • 5 Shinglebacks
    • 5 Blue tongues
    • 2 Geckos
    • 2 Tree skinks
    • 1 Cunningham skink

    MIL OSI News

  • MIL-OSI New Zealand: Another failed ETS auction, another indictment on the Govt’s climate credibility

    Source: Green Party

    The ETS auction’s failure today is yet another clear sign that the Government is failing us all on climate action.  

    “Yesterday, the acting Prime Minister admitted that the Government’s climate commitments were the bare minimum. Worse still, today’s ETS auction failure shows that even the market the Government is relying on doesn’t trust them to deliver,” says the Green Party’s co-leader and Climate Change spokesperson, Chlöe Swarbrick.

    “Luxon’s Government has put almost all of their climate eggs in the basket of market mechanisms like the Emissions Trading Scheme, and left a gaping hole in the basket. 

    “We must take forestry offsets out of the ETS to ensure it functions properly to actually cap emissions. We must end free allocation of credits to our largest polluters. We must price agricultural emissions – the only sector currently not priced.

    “He Ara Anamata, our Green Emissions Reduction Plan, showed how we can reduce emissions five times faster than the Government’s plan, while reducing the cost of living and improving people’s quality of life.

    “Our plan outlines an economy that supports people and the planet, instead of exploiting and exhausting both.

    “That means a Green Jobs Guarantee, planting native trees instead of pine, efficient public transport, sustainable food production, restoring our wetlands, designing our cities better, distributed and resilient renewable energy, real just transition plans led by local communities and so much more,” says Chlöe Swarbrick.

    MIL OSI New Zealand News

  • MIL-OSI: LexinFintech Holdings Ltd. Reports Fourth Quarter and Full Year 2024 Unaudited Financial Results

    Source: GlobeNewswire (MIL-OSI)

    SHENZHEN, China, March 18, 2025 (GLOBE NEWSWIRE) — LexinFintech Holdings Ltd. (“Lexin” or the “Company”) (NASDAQ: LX), a leading technology-empowered personal financial service enabler in China, today announced its unaudited financial results for the quarter ended December 31, 2024.

    Mr. Jay Wenjie Xiao, Chairman and Chief Executive Officer of Lexin, commented, “The company remains committed to its prudent operating strategy and has achieved solid progress in its transformation, with key performance indicators showing continuous improvement.

    For the fourth quarter, net income was RMB363 million, representing an increase of about 17% quarter-over-quarter, marking the fourth consecutive quarter of improved profitability. Total loan origination reached RMB52 billion, representing approximately a 2% quarter-over-quarter increase, and outstanding loan balance stood at RMB110 billion, all in line with our guidance.

    As we advanced our risk management upgrading, we were pleased to see a continuous improvement in asset quality, evidenced by the decline in risk indicators of both newly originated and overall assets. This consistent enhancement in asset quality, along with ongoing operational refinements, has contributed to our sustainable profit growth.

    Looking ahead to 2025, in light of the current macroeconomic and industry landscape, we will adhere to our prudent operating strategy, prioritizing asset quality and focusing on profitability enhancement. With this approach, we expect to sustain steady growth in our performance.

    In accordance with our semi-annual dividend policy, the board of directors has approved a dividend of US$0.11 per ADS, representing 20% of net income from the second half of 2024. Effective from January 1, 2025, our cash dividend payout ratio will be raised to 25% of net income.”

    Mr. James Zheng, Chief Financial Officer of Lexin, commented, “Building upon the solid foundation of the third quarter, we recorded a net income of RMB363 million in the fourth quarter, representing a 17% increase compared to last quarter and 54% increase compared to the net income adjusted for the investment losses in the same period last year, further extending our stable growth trajectory. The net income take rate, calculated as net income divided by the average loan balance, increased from 1.09% in the third quarter to 1.31% in the fourth quarter of 2024, advancing by 22 basis points.”

    “Driven by the ongoing optimization of asset quality, further reduction in funding costs, a more balanced revenue mix, and improvement in customer acquisition efficiency, our revenue take rate and net income have continued to improve.”

    “Having achieved substantial progress in our transformation, we will continue to execute our prudent operating strategy. Looking ahead, we expect flat to single-digit growth of total loan origination in 2025 in view of the macroeconomic conditions, alongside a significant year-over-year increase in net income driven by margin expansion.”

    Fourth Quarter and Full Year 2024 Operational Highlights:

    User Base

    • Total number of registered users reached 228 million as of December 31, 2024, representing an increase of 8.6% from 210 million as of December 31, 2023, and users with credit lines reached 45.1 million as of December 31, 2024, up by 6.8% from 42.3 million as of December 31, 2023.
    • Number of active users1 who used our loan products in the fourth quarter of 2024 was 4.7 million, representing a decrease of 0.7% from 4.7 million in the fourth quarter of 2023. Number of active users1 who used our loan products in 2024 was 8.2 million, representing a decrease of 4.3% from 8.5 million in 2023.
    • Number of cumulative borrowers with successful drawdown was 33.8 million as of December 31, 2024, an increase of 7.1% from 31.5 million as of December 31, 2023.

    Loan Facilitation Business

    • As of December 31, 2024, we cumulatively originated RMB1,325.1 billion in loans, an increase of 19.1% from RMB1,113.1 billion as of December 31, 2023.
    • Total loan originations2 in the fourth quarter of 2024 was RMB52.0 billion, a decrease of 15.2% from RMB61.2 billion in the fourth quarter of 2023. Total loan originations2 in 2024 was RMB212 billion, a decrease of 15.0% from RMB250 billion in 2023.
    • Total outstanding principal balance of loans3 reached RMB110 billion as of December 31, 2024, representing a decrease of 11.1% from RMB124 billion as of December 31, 2023.

    Credit Performance4

    • 90 day+ delinquency ratio was 3.6% as of December 31, 2024, as compared with 3.7% as of September 30, 2024.
    • First payment default rate (30 day+) for new loan originations was below 1% as of December 31, 2024.

    Tech-empowerment Service

    • For the fourth quarter of 2024, we served over 100 business customers with our tech-empowerment service.
    • In the fourth quarter of 2024, the business customer retention rate5 of our tech-empowerment service was over 80%.

    Installment E-commerce Platform Service

    • GMV6 in the fourth quarter of 2024 for our installment e-commerce platform service was RMB969 million, representing a decrease of 25.0% from RMB1,292 million in the fourth quarter of 2023. GMV6 in 2024 for our installment e-commerce platform service was RMB3,633 million, representing a decrease of 31.3% from RMB5,289 million in 2023.
    • In the fourth quarter of 2024, our installment e-commerce platform service served over 280,000 users and 400 merchants.

    Other Operational Highlights

    • The weighted average tenor of loans originated on our platform in the fourth quarter of 2024 was approximately 13.1 months, as compared with 12.3 months in the fourth quarter of 2023. The weighted average tenor of loans originated on our platform in 2024 was approximately 12.9 months, as compared with 13.8 months in 2023.
    • Repeated borrowers’ contribution7 of loans across our platform for the fourth quarter of 2024 was 85.3%. Repeated borrowers’ contribution7 of loans across our platform for 2024 was 85.7%.

    Fourth Quarter 2024 Financial Highlights:

    • Total operating revenue was RMB3,659 million, representing an increase of 4.3% from the fourth quarter of 2023.
    • Credit facilitation service income was RMB2,712 million, representing a decrease of 0.5% from the fourth quarter of 2023. Tech-empowerment service income was RMB602 million, representing an increase of 41.0% from the fourth quarter of 2023. Installment e-commerce platform service income was RMB345 million, representing a decrease of 2.9% from the fourth quarter of 2023.
    • Net income attributable to ordinary shareholders of the Company was RMB363 million, representing an increase of over 100% from the fourth quarter of 2023. Net income per ADS attributable to ordinary shareholders of the Company was RMB2.06 on a fully diluted basis.
    • Adjusted net income attributable to ordinary shareholders of the Company8 was RMB391 million, representing an increase of 37.7% from the fourth quarter of 2023. Adjusted net income per ADS attributable to ordinary shareholders of the Company8 was RMB2.22 on a fully diluted basis.

    Full Year 2024 Financial Highlights:

    • Total operating revenue was RMB14,204 million, representing an increase of 8.8% from 2023.
    • Credit facilitation service income was RMB11,000 million, representing an increase of 13.8% from 2023. Tech-empowerment service income was RMB1,881 million, representing an increase of 14.7% from 2023. Installment e-commerce platform service income was RMB1,322 million, representing a decrease of 24.5% from 2023.
    • Net income attributable to ordinary shareholders of the Company was RMB1,100 million, representing an increase of 3.2% from 2023. Net income per ADS attributable to ordinary shareholders of the Company was RMB6.49 on a fully diluted basis.
    • Adjusted net income attributable to ordinary shareholders of the Company8 was RMB1,203 million, representing a decrease of 19.0% from 2023. Adjusted net income per ADS attributable to ordinary shareholders of the Company8 was RMB7.09 on a fully diluted basis.

    __________________________

    1. Active users refer to, for a specified period, users who made at least one transaction during that period through our platform or through our third-party partners’ platforms using the credit line granted by us.
    2. Total loan originations refer to the total principal amount of loans facilitated and originated during the given period.
    3. Total outstanding principal balance of loans refers to the total amount of principal outstanding for loans facilitated and originated at the end of each period, excluding loans delinquent for more than 180 days.
    4. Loans under Intelligent Credit Platform are excluded from the calculation of credit performance. Intelligent Credit Platform (ICP) is an intelligent platform on our “Fenqile” app, under which we match borrowers and financial institutions through big data and cloud computing technology. For loans facilitated through ICP, the Company does not bear principal risk.
    5. Customer retention rate refers to the number of financial institution customers and partners who repurchase our service in the current quarter as a percentage of the total number of financial institution customers and partners in the preceding quarter.
    6. GMV refers to the total value of transactions completed for products purchased on our e-commerce and Maiya channel, net of returns.
    7. Repeated borrowers’ contribution for a given period refers to the principal amount of loans borrowed during that period by borrowers who had previously made at least one successful drawdown as a percentage of the total loan facilitation and origination volume through our platform during that period.
    8. Adjusted net income attributable to ordinary shareholders of the Company, adjusted net income per ordinary share and per ADS attributable to ordinary shareholders of the Company are non-GAAP financial measures. For more information on non-GAAP financial measures, please see the section of “Use of Non-GAAP Financial Measures Statement” and the tables captioned “Unaudited Reconciliations of GAAP and Non-GAAP Results” set forth at the end of this press release.

    Fourth Quarter 2024 Financial Results:

    Operating revenue increased by 4.3% from RMB3,509 million in the fourth quarter of 2023 to RMB3,659 million in the fourth quarter of 2024.

    Credit facilitation service income was RMB2,712 million in the fourth quarter of 2024 as compared to RMB2,727 million in the fourth quarter of 2023. The decrease was driven by the decrease in guarantee income, partially offset by the increases in loan facilitation and servicing fees-credit oriented and financing income.

    Loan facilitation and servicing fees-credit oriented increased by 4.2% from RMB1,559 million in the fourth quarter of 2023 to RMB1,624 million in the fourth quarter of 2024. The increase was primarily driven by the increase in takerate of loan facilitation business.

    Guarantee income decreased by 18.6% from RMB709 million in the fourth quarter of 2023 to RMB577 million in the fourth quarter of 2024. The decrease was primarily due to the decrease of outstanding balances in the off-balance sheet loans funded by certain institutional funding partners, which are accounted for under ASC 460, Guarantees

    Financing income increased by 11.2% from RMB459 million in the fourth quarter of 2023 to RMB510 million in the fourth quarter of 2024. The increase was primarily driven by the increase in the origination of on-balance sheet loans.

    Tech-empowerment service income increased by 41.0% from RMB427 million in the fourth quarter of 2023 to RMB602 million in the fourth quarter of 2024. The increase was primarily driven by the increase of loan facilitation volume through ICP.

    Installment e-commerce platform service income was RMB345 million in the fourth quarter of 2024, as compared to RMB356 million in the fourth quarter of 2023.

    Cost of sales was RMB353 million in the fourth quarter of 2024, as compared to RMB344 million in the fourth quarter of 2023.

    Funding cost decreased by 24.6% from RMB76.2 million in the fourth quarter of 2023 to RMB57.5 million in the fourth quarter of 2024, which was primarily driven by the decrease in the cost of funding to fund the on-balance sheet loans.

    Processing and servicing costs increased by 13.4% from RMB514 million in the fourth quarter of 2023 to RMB583 million in the fourth quarter of 2024. This increase was primarily due to an increase in risk management and collection expenses.

    Provision for financing receivables was RMB297 million for the fourth quarter of 2024, as compared to RMB180 million for the fourth quarter of 2023. The increase was primarily due to the increase of the outstanding loan balances of on-balance sheet loans.

    Provision for contract assets and receivables was RMB154 million in the fourth quarter of 2024, as compared to RMB203 million in the fourth quarter of 2023. The decrease was primarily driven by the decrease of the outstanding loan balances of off-balance sheet loans.

    Provision for contingent guarantee liabilities was RMB941 million in the fourth quarter of 2024, as compared to RMB934 million in the fourth quarter of 2023.

    Gross profit was RMB1,274 million in the fourth quarter of 2024, as compared to RMB1,258 million in the fourth quarter of 2023.

    Sales and marketing expenses was RMB464 million in the fourth quarter of 2024, as compared to RMB430 million in the fourth quarter of 2023. This increase was primarily due to an increase in online advertising costs.

    Research and development expenses was RMB151 million in the fourth quarter of 2024, as compared to RMB136 million in the fourth quarter of 2023. The increase was primarily due to increased investment in technology development.

    General and administrative expenses decreased by 12.0% from RMB108 million in the fourth quarter of 2023 to RMB95.3 million in the fourth quarter of 2024, primarily as a result of the Company’s expense control measures.

    Change in fair value of financial guarantee derivatives and loans at fair value was a loss of RMB144 million in the fourth quarter of 2024, as compared to a loss of RMB248 million in the fourth quarter of 2023. The change was primarily due to the fair value loss from the re-measurement of the expected loss rates, partially offset by the fair value gains realized as a result of the release of guarantee obligation.

    Income tax expense was RMB67.6 million in the fourth quarter of 2024, as compared to income tax benefit of RMB9.7 million in the fourth quarter of 2023. The change was primarily due to the increase of income before income tax expense.

    Net income increased over 100% from RMB12.1 million in the fourth quarter of 2023 to RMB363 million in the fourth quarter of 2024.

    Full Year 2024 Financial Results:

    Operating revenue increased by 8.8% from RMB13,057 million in 2023 to RMB14,204 million in 2024.

    Credit facilitation service income increased by 13.8% from RMB9,666 million in 2023 to RMB11,000 million in 2024. The increase was driven by the increases in loan facilitation and servicing fees-credit oriented and guarantee income, partially offset by the decrease in financing income.

    Loan facilitation and servicing fees-credit oriented increased by 26.5% from RMB5,002 million in 2023 to RMB6,326 million in 2024. The increase was primarily due to the increase in takerate of loan facilitation business.

    Guarantee income increased by 5.7% from RMB2,519 million in 2023 to RMB2,664 million in 2024. The increase was primarily due to the increase in cumulative loan origination funded by certain institutional funding partners, which are accounted for under ASC 460, Guarantees.

    Financing income decreased by 6.3% from RMB2,145 million in 2023 to RMB2,010 million in 2024. The decrease was primarily due to the decrease in the origination of on-balance sheet loans.

    Tech-empowerment service income increased by 14.7% from RMB1,640 million in 2023 to RMB1,881 million in 2024. The increase was primarily due to the increase of loan facilitation volume through ICP.

    Installment e-commerce platform service income decreased by 24.5% from RMB1,751 million in 2023 to RMB1,322 million in 2024. The decrease was primarily due to the decrease in transaction volume in 2024.

    Cost of sales decreased by 19.3% from RMB1,636 million in 2023 to RMB1,320 million in 2024, which was consistent with the decrease in installment e-commerce platform service income.

    Funding cost decreased by 36.5% from RMB514 million in 2023 to RMB326 million in 2024, which was primarily driven by the decrease in the cost of funding to fund the on-balance sheet loans.

    Processing and servicing costs increased by 18.4% from RMB1,935 million in 2023 to RMB2,292 million in 2024. This increase was primarily due to an increase in risk management and collection expenses.

    Provision for financing receivables was RMB866 million in 2024, as compared to RMB627 million in 2023. The increase was primarily due to the increase of the outstanding loan balances of on-balance sheet loans.

    Provision for contract assets and receivables was RMB718 million in 2024, as compared to RMB629 million in 2023. The increase was primarily due to the increase of the outstanding loan balances of off-balance sheet loans.

    Provision for contingent guarantee liabilities was RMB3,656 million in 2024, as compared to RMB3,203 million in 2023. The fluctuation was primarily due to the re-measurement of the expected loss rates, which are accounted for under ASC 460, Guarantees.

    Gross profit increased by 11.4% from RMB4,513 million in 2023 to RMB5,026 million in 2024.

    Sales and marketing expenses was RMB1,787 million in 2024, as compared to RMB1,733 million in 2023.

    Research and development expenses was RMB578 million in the quarter of 2024, as compared to RMB513 million in 2023. The increase was primarily due to increased investment in technology development.

    General and administrative expenses was RMB374 million in 2024, as compared to RMB387 million in 2023.

    Change in fair value of financial guarantee derivatives and loans at fair value was a loss of RMB979 million in 2024, as compared to a loss of RMB206 million in 2023. The change was primarily due to the fair value loss from the re-measurement of the expected loss rates, partially offset by the fair value gains realized as a result of the release of guarantee obligation.

    Income tax expense was RMB253 million in 2024, as compared to RMB261 million in 2023. The change was primarily due to the decrease of effective tax rate.

    Net income increased by 3.2% from RMB1,066 million in 2023 to RMB1,100 million in the 2024.

    Recent Development

    Semi-Annual Dividend
    The board of directors of the Company has approved a dividend of US$0.055 per ordinary share, or US$0.11 per ADS, for the six-month period ended December 31, 2024 in accordance with the Company’s dividend policy, which is expected to be paid on May 16, 2025 to shareholders of record (including holders of ADSs) as of the close of business on April 17, 2025 New York time.

    Outlook
    Looking ahead, while our performance continues to demonstrate positive momentum, we remain prudent in light of ongoing macroeconomic uncertainties. Therefore, for full year 2025, we expect total loan origination to have flat to single-digit year-on-year growth depending on the macroeconomic conditions, alongside a significant increase in net income driven by continuing improvement in asset quality. These forecasts are subject to the impact of macroeconomic factors, and the company may adjust its performance outlook as appropriate based on evolving circumstances.

    Conference Call

    The Company’s management will host an earnings conference call at 10:00 PM U.S. Eastern time on March 18, 2025 (10:00 AM Beijing/Hong Kong time on March 19, 2025).

    Participants who wish to join the conference call should register online at:

    https://register-conf.media-server.com/register/BI6702756dbdb741f9b401c583a37bd291

    Once registration is completed, each participant will receive the dial-in number and a unique access PIN for the conference call.

    Participants joining the conference call should dial in at least 10 minutes before the scheduled start time.

    A live and archived webcast of the conference call will also be available at the Company’s investor relations website at http://ir.lexin.com.

    About LexinFintech Holdings Ltd.

    We are a leading credit technology-empowered personal financial service enabler. Our mission is to use technology and risk management expertise to make financing more accessible for young generation consumers. We strive to achieve this mission by connecting consumers with financial institutions, where we facilitate through a unique model that includes online and offline channels, installment consumption platform, big data and AI driven credit risk management capabilities, as well as smart user and loan management systems. We also empower financial institutions by providing cutting-edge proprietary technology solutions to meet their needs of financial digital transformation.

    For more information, please visit http://ir.lexin.com.

    To follow us on Twitter, please go to: https://twitter.com/LexinFintech.

    Use of Non-GAAP Financial Measures Statement

    In evaluating our business, we consider and use adjusted net income attributable to ordinary shareholders of the Company, non-GAAP EBIT, adjusted net income per ordinary share and per ADS attributable to ordinary shareholders of the Company, four non-GAAP measures, as supplemental measures to review and assess our operating performance. The presentation of the non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. We define adjusted net income attributable to ordinary shareholders of the Company as net income attributable to ordinary shareholders of the Company excluding share-based compensation expenses, interest expense associated with convertible notes, and investment income/(loss) and we define non-GAAP EBIT as net income excluding income tax expense, share-based compensation expenses, interest expense, net, and investment income/(loss).

    We present these non-GAAP financial measures because they are used by our management to evaluate our operating performance and formulate business plans. Adjusted net income attributable to ordinary shareholders of the Company enables our management to assess our operating results without considering the impact of share-based compensation expenses, interest expense associated with convertible notes, and investment income/(loss). Non-GAAP EBIT, on the other hand, enables our management to assess our operating results without considering the impact of income tax expense, share-based compensation expenses, interest expense, net, and investment income/(loss). We also believe that the use of these non-GAAP financial measures facilitates investors’ assessment of our operating performance. These non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP.

    These non-GAAP financial measures have limitations as an analytical tool. One of the key limitations of using adjusted net income attributable to ordinary shareholders of the Company and non-GAAP EBIT is that they do not reflect all items of income and expense that affect our operations. Share-based compensation expenses, interest expense associated with convertible notes, income tax expense, interest expense, net, and investment income/(loss) have been and may continue to be incurred in our business and are not reflected in the presentation of adjusted net income attributable to ordinary shareholders of the Company and non-GAAP EBIT. Further, these non-GAAP financial measures may differ from the non-GAAP financial information used by other companies, including peer companies, and therefore their comparability may be limited.

    We compensate for these limitations by reconciling each of the non-GAAP financial measures to the most directly comparable U.S. GAAP financial measure, which should be considered when evaluating our performance. We encourage you to review our financial information in its entirety and not rely on a single financial measure.

    Exchange Rate Information Statement

    This announcement contains translations of certain RMB amounts into U.S. dollars (“US$”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to US$ were made at the rate of RMB7.2993 to US$1.00, the exchange rate set forth in the H.10 statistical release of the Federal Reserve Board on December 31, 2024. The Company makes no representation that the RMB or US$ amounts referred could be converted into US$ or RMB, as the case may be, at any particular rate or at all.

    Safe Harbor Statement

    This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about Lexin’s beliefs and expectations, are forward-looking statements. These forward-looking statements can be identified by terminology such as “will,” “ expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Among other things, the expectation of the collection efficiency and delinquency, business outlook and quotations from management in this announcement, contain forward-looking statements. Lexin may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Lexin’s goal and strategies; Lexin’s expansion plans; Lexin’s future business development, financial condition and results of operations; Lexin’s expectation regarding demand for, and market acceptance of, its credit and investment management products; Lexin’s expectations regarding keeping and strengthening its relationship with borrowers, institutional funding partners, merchandise suppliers and other parties it collaborates with; general economic and business conditions; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in Lexin’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and Lexin does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

    For investor and media inquiries, please contact:

    LexinFintech Holdings Ltd.
    IR inquiries:
    Will Tan
    Tel: +86 (755) 3637-8888 ext. 6258
    E-mail: willtan@lexin.com

    Media inquiries:
    Ruifeng Xu
    Tel: +86 (755) 3637-8888 ext. 6993
    E-mail: media@lexin.com

    SOURCE LexinFintech Holdings Ltd.

    LexinFintech Holdings Ltd.
    Unaudited Condensed Consolidated Balance Sheets


      As of  
    (In thousands) December 31, 2023   December 31, 2024  
      RMB   RMB   US$  
    ASSETS            
    Current Assets            
    Cash and cash equivalents   2,624,719     2,254,213     308,826  
    Restricted cash   1,433,502     1,638,479     224,471  
    Restricted term deposit and short-term investments   305,182     138,497     18,974  
    Short-term financing receivables, net(1)   3,944,000     4,668,715     639,611  
    Short-term contract assets and receivables, net(1)   6,112,981     5,448,057     746,381  
    Deposits to insurance companies and guarantee companies   2,613,271     2,355,343     322,681  
    Prepayments and other current assets   1,428,769     1,321,340     181,024  
    Amounts due from related parties   6,989     61,722     8,456  
    Inventories, net   33,605     22,345     3,061  
    Total Current Assets   18,503,018     17,908,711     2,453,485  
    Non-current Assets            
    Restricted cash   144,948     100,860     13,818  
    Long-term financing receivables, net(1)   200,514     112,427     15,402  
    Long-term contract assets and receivables, net(1)   599,818     317,402     43,484  
    Property, equipment and software, net   446,640     613,110     83,996  
    Land use rights, net   897,267     862,867     118,212  
    Long‑term investments   255,003     284,197     38,935  
    Deferred tax assets   1,232,092     1,540,842     211,094  
    Other assets   861,491     500,363     68,549  
    Total Non-current Assets   4,637,773     4,332,068     593,490  
    TOTAL ASSETS   23,140,791     22,240,779     3,046,975  
                 
    LIABILITIES            
    Current liabilities            
    Accounts payable   49,801     74,443     10,199  
    Amounts due to related parties   2,958     10,927     1,497  
    Short‑term borrowings   502,013     690,772     94,635  
    Short‑term funding debts   3,483,196     2,754,454     377,359  
    Deferred guarantee income   1,538,385     975,102     133,588  
    Contingent guarantee liabilities   1,808,540     1,079,000     147,822  
    Accruals and other current liabilities   4,434,254     4,019,676     550,691  
    Convertible notes   505,450          
    Total Current Liabilities   12,324,597     9,604,374     1,315,791  
    Non-current Liabilities            
    Long-term borrowings   524,270     585,024     80,148  
    Long‑term funding debts   455,800     1,197,211     164,017  
    Deferred tax liabilities   75,340     91,380     12,519  
    Other long-term liabilities   50,702     22,784     3,121  
    Total Non-current Liabilities   1,106,112     1,896,399     259,805  
    TOTAL LIABILITIES   13,430,709     11,500,773     1,575,596  
    Shareholders’ equity:            
    Class A Ordinary Shares   199     205     31  
    Class B Ordinary Shares   41     41     7  
    Treasury stock   (328,764 )   (328,764 )   (45,040 )
    Additional paid-in capital   3,204,961     3,314,866     454,134  
    Statutory reserves   1,106,579     1,178,309     161,428  
    Accumulated other comprehensive income   (13,545 )   (29,559 )   (4,050 )
    Retained earnings   5,740,611     6,604,908     904,869  
    Total shareholders’ equity   9,710,082     10,740,006     1,471,379  
    TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY   23,140,791     22,240,779     3,046,975  

    __________________________
    (1) Short-term financing receivables, net of allowance for credit losses of RMB58,594 and RMB102,124 as of December 31, 2023 and December 31, 2024, respectively.

    Short-term contract assets and receivables, net of allowance for credit losses of RMB436,136 and RMB409,590 as of December 31, 2023 and December 31, 2024, respectively.

    Long-term financing receivables, net of allowance for credit losses of RMB3,087 and RMB1,820 as of December 31, 2023 and December 31, 2024, respectively.

    Long-term contract assets and receivables, net of allowance for credit losses of RMB61,838 and RMB30,919 as of December 31, 2023 and December 31, 2024, respectively.

    LexinFintech Holdings Ltd.
    Unaudited Condensed Consolidated Statements of Operations


      For the Three Months Ended December 31,     For the Year Ended December 31,  
    (In thousands, except for share and per share data) 2023   2024     2023   2024  
      RMB   RMB   US$     RMB   RMB   US$  
    Operating revenue:                          
    Credit facilitation service income 2,727,020     2,712,066     371,552       9,666,120     10,999,931     1,506,984  
    Loan facilitation and servicing fees-credit oriented 1,558,588     1,624,410     222,543       5,001,881     6,325,924     866,648  
    Guarantee income 709,422     577,168     79,072       2,519,284     2,663,824     364,942  
    Financing income 459,010     510,488     69,937       2,144,955     2,010,183     275,394  
    Tech-empowerment service income 426,882     601,693     82,432       1,640,453     1,881,376     257,747  
    Installment e-commerce platform service income 355,534     345,074     47,275       1,750,509     1,322,287     181,153  
    Total operating revenue 3,509,436     3,658,833     501,259       13,057,082     14,203,594     1,945,884  
    Operating cost                          
    Cost of sales (344,088 )   (352,749 )   (48,326 )     (1,635,635 )   (1,319,526 )   (180,774 )
    Funding cost (76,195 )   (57,471 )   (7,873 )     (513,869 )   (326,451 )   (44,724 )
    Processing and servicing cost (514,070 )   (583,119 )   (79,887 )     (1,935,016 )   (2,291,904 )   (313,990 )
    Provision for financing receivables (180,475 )   (296,741 )   (40,653 )     (627,061 )   (865,524 )   (118,576 )
    Provision for contract assets and receivables (202,677 )   (153,968 )   (21,094 )     (629,308 )   (718,413 )   (98,422 )
    Provision for contingent guarantee liabilities (933,854 )   (940,740 )   (128,881 )     (3,203,123 )   (3,655,548 )   (500,808 )
    Total operating cost (2,251,359 )   (2,384,788 )   (326,714 )     (8,544,012 )   (9,177,366 )   (1,257,294 )
    Gross profit 1,258,077     1,274,045     174,545       4,513,070     5,026,228     688,590  
    Operating expenses:                          
    Sales and marketing expenses (429,573 )   (464,263 )   (63,604 )     (1,733,301 )   (1,787,299 )   (244,859 )
    Research and development expenses (135,837 )   (151,081 )   (20,698 )     (513,284 )   (578,243 )   (79,219 )
    General and administrative expenses (108,305 )   (95,335 )   (13,061 )     (387,387 )   (374,481 )   (51,304 )
    Total operating expenses (673,715 )   (710,679 )   (97,363 )     (2,633,972 )   (2,740,023 )   (375,382 )
    Change in fair value of financial guarantee derivatives and loans at fair value (247,526 )   (143,619 )   (19,676 )     (206,368 )   (979,234 )   (134,155 )
    Interest expense, net (10,245 )   (2,560 )   (351 )     (50,483 )   (9,007 )   (1,234 )
    Investment loss (302,128 )   (543 )   (74 )     (303,235 )   (2,417 )   (331 )
    Others, net (22,092 )   13,754     1,884       7,774     58,188     7,972  
    Income before income tax expense 2,371     430,398     58,965       1,326,786     1,353,735     185,460  
    Income tax benefit/(expense) 9,726     (67,649 )   (9,268 )     (260,841 )   (253,275 )   (34,699 )
    Net income 12,097     362,749     49,697       1,065,945     1,100,460     150,761  
    Net income attributable to ordinary shareholders of the Company 12,097     362,749     49,697       1,065,945     1,100,460     150,761  
                               
    Net income per ordinary share attributable to ordinary shareholders of the Company                          
    Basic 0.04     1.09     0.15       3.24     3.32     0.45  
    Diluted 0.04     1.03     0.14       3.17     3.24     0.44  
                               
    Net income per ADS attributable to ordinary shareholders of the Company                          
    Basic 0.07     2.18     0.30       6.49     6.64     0.91  
    Diluted 0.07     2.06     0.28       6.34     6.49     0.89  
                               
    Weighted average ordinary shares outstanding                          
    Basic 329,297,640     333,182,976     333,182,976       328,523,952     331,403,936     331,403,936  
    Diluted 331,941,385     351,577,582     351,577,582       359,820,982     339,261,349     339,261,349  
    LexinFintech Holdings Ltd.
    Unaudited Condensed Consolidated Statements of Comprehensive Income

     
      For the Three Months Ended December 31,     For the Year Ended December 31,  
    (In thousands) 2023   2024     2023   2024  
      RMB   RMB   US$     RMB   RMB   US$  
    Net income   12,097     362,749     49,697       1,065,945     1,100,460     150,761  
    Other comprehensive income                          
    Foreign currency translation adjustment, net of nil tax   27,841     642     88       7,297     (16,014 )   (2,194 )
    Total comprehensive income   39,938     363,391     49,785       1,073,242     1,084,446     148,567  
    Total comprehensive income attributable to ordinary shareholders of the Company   39,938     363,391     49,785       1,073,242     1,084,446     148,567  
    LexinFintech Holdings Ltd.
    Unaudited Reconciliations of GAAP and Non-GAAP Results


      For the Three Months Ended December 31,     For the Year Ended December 31,  
    (In thousands, except for share and per share data) 2023   2024     2023   2024  
      RMB   RMB   US$     RMB   RMB   US$  
    Reconciliation of Adjusted net income attributable to ordinary shareholders of the Company to Net income attributable to ordinary shareholders of the Company                          
    Net income attributable to ordinary shareholders of the Company   12,097     362,749     49,697       1,065,945     1,100,460     150,761  
    Add: Share-based compensation expenses   32,959     27,244     3,732       117,852     94,623     12,963  
    Interest expense associated with convertible notes   11,943               73,807     5,695     780  
    Investment loss   302,128     543     74       303,235     2,417     331  
    Tax effects on Non-GAAP adjustments (2)   (75,440 )             (75,440 )        
    Adjusted net income attributable to ordinary shareholders of the Company   283,687     390,536     53,503       1,485,399     1,203,195     164,835  
                               
    Adjusted net income per ordinary share attributable to ordinary shareholders of the Company                          
    Basic   0.86     1.17     0.16       4.52     3.63     0.50  
    Diluted   0.82     1.11     0.15       4.13     3.55     0.49  
                               
    Adjusted net income per ADS attributable to ordinary shareholders of the Company                          
    Basic   1.72     2.34     0.32       9.04     7.26     0.99  
    Diluted   1.64     2.22     0.30       8.26     7.09     0.97  
                               
    Weighted average shares used in calculating net income per ordinary share for non-GAAP EPS                          
    Basic   329,297,640     333,182,976     333,182,976       328,523,952     331,403,936     331,403,936  
    Diluted   345,913,435     351,577,582     351,577,582       359,820,982     339,261,349     339,261,349  
                               
    Reconciliations of Non-GAAP EBIT to Net income                          
    Net income   12,097     362,749     49,697       1,065,945     1,100,460     150,761  
    Add: Income tax (benefit)/expense   (9,726 )   67,649     9,268       260,841     253,275     34,699  
    Share-based compensation expenses   32,959     27,244     3,732       117,852     94,623     12,963  
    Interest expense, net   10,245     2,560     351       50,483     9,007     1,234  
    Investment loss   302,128     543     74       303,235     2,417     331  
    Non-GAAP EBIT   347,703     460,745     63,122       1,798,356     1,459,782     199,988  

    (2) To exclude the tax effects related to the investment loss

    Additional Credit Information

    Vintage Charge Off Curve1

    Dpd30+/GMV by Performance Windows1

    First Payment Default 30+1

    1. Loans facilitated under ICP are excluded from the chart.

    The MIL Network

  • MIL-OSI: Aterian Reports Fourth Quarter & Full Year 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    Introduces Annual Guidance for 2025
    Announces $3 Million Share Repurchase Program

    SUMMIT, N.J., March 18, 2025 (GLOBE NEWSWIRE) — Aterian, Inc. (Nasdaq: ATER) (“Aterian” or the “Company”), a technology-enabled consumer products company, today announced financial results for the fourth quarter and full year ended December 31, 2024.

    “Aterian’s results for 2024 reflect our team’s success in executing a strategy to focus, stabilize, and simplify our operations in preparation for a resumption of growth and improved operating performance, ” said Arturo Rodriguez, Chief Executive Officer.

    “Our decision to rationalize SKUs and focus on the Company’s six foundational brands generated material improvements in gross margin and contribution margin, and narrowed our losses significantly compared to 2023,” continued Mr. Rodriguez. “We improved our cash flow and working capital profile, reduced debt by more than $4.0 million, and right sized our inventory to focus on Aterian’s most profitable products. These initiatives created a momentum that we believe will carry into 2025. Despite tariffs, we are confident that in 2025, especially with our experienced and tenacious team, we will be able to generate higher revenues, achieve greater operating efficiency, and further improve our profit profile. Our growth will be driven by new product introductions beginning in the second quarter of 2025 and access to a broader base of consumers through our sales channel initiatives.”

    Fourth Quarter 2024 Highlights
    All comparisons are to the fourth quarter ended December 31, 2023

    • Net revenue was $24.6 million compared to $32.8 million, primarily reflecting the previously announced SKU rationalization designed to focus on the Company’s most profitable products, lower liquidation levels of high-cost inventory, and initial contributions from new product introductions.
    • Gross margin improved to 63.4% from 51.0%, reflecting the success of the above-referenced SKU rationalization and improved inventory profile.
    • Contribution margin improved to 19.4% from (0.8%).
    • Operating loss narrowed to ($1.6) million from an operating loss of ($8.2) million. Fourth quarter 2024 operating loss included ($1.1) million of non-cash stock compensation, while fourth quarter 2023 operating loss included ($1.6) million of non-cash stock compensation, a non-cash loss on impairment of an intangible of ($0.3) million and a reserve for barter credits of ($0.3).
    • Net loss improved to ($1.3) million from ($7.7) million. Fourth quarter 2024 net loss included ($1.1) million of non-cash stock compensation and a gain on fair value of warrant liability of $0.2 million, while fourth quarter 2023 net loss included a reserve for barter credits of ($0.3) million, ($1.6) million of non-cash stock compensation, a non-cash loss on impairment of an intangible of ($0.3) million.
    • Adjusted EBITDA loss improved to ($0.1) million from a loss of ($5.6) million.
    • Total cash balance at December 31, 2024 was $18.0 million, up from $16.1 million at September 30, 2024.
    • Cash flow from operations improved to break-even from cash used in operations of ($4.9) million for the three months ended December 31, 2023.

    Full Year 2024 Highlights
    All comparisons are to the full year ended December 31, 2023

    • Net revenue declined to $99.0 million from $142.6 million, reflecting the success of the SKU rationalization, improved inventory profile, and new product introductions.
    • Gross margin improved to 62.1% compared to 49.3% in 2023, primarily reflecting the success of the above-referenced SKU rationalization and improved inventory profile.
    • Contribution margin rose to 17.1% from 1.2% in 2023.
    • Operating loss improved to ($11.8) million from ($76.2) million in 2023. Full year 2024 operating loss included ($7.5) million of non-cash stock compensation, and restructuring costs of ($0.6) million, while full year 2023 operating loss included ($8.3) million of non-cash stock compensation, a non-cash loss on impairment of intangibles of ($39.7) million, restructuring costs of ($1.6) million and a reserve for barter credits of ($0.3).
    • Net loss narrowed to ($11.9) million from ($74.6) million in 2023. Full year 2024 net loss includes ($7.5) million of non-cash stock compensation, restructuring costs of ($0.6) million, and a gain on fair value of warrant liability of $0.9 million, while full year 2023 net loss included ($8.3) million of non-cash stock compensation, a non-cash loss on impairment of intangibles of ($39.7) million, restructuring costs of ($1.6) million, a gain on fair value of warrant liability of $2.4 million, and a reserve on barter credits of ($0.3) million.
    • Adjusted EBITDA loss improved to ($2.1) million from a loss of ($22.3) million in 2023.
    • Total cash balance at December 31, 2024 was $18.0 million, down from $20.0 million at December 31, 2023.
    • Cash flow from operations improved to $2.2 million from cash used in operations of ($13.4) million for the year ended December 31, 2023.

    2025 Outlook

    For fiscal year 2025, taking into account the current global environment and impact of recently announced tariffs, the Company believes that net revenue will be between $104 million and $106 million, an increase of between 5% and 7% from net revenue of $99.0 million 2024. When considering approximately $4 million of net sales in 2024 related to discontinued SKUs, net revenue in 2025 is expected to increase on a pro forma basis by 9% to 12%.

    The Company expects 2025 annual Adjusted EBITDA to be essentially break-even compared to an Adjusted EBITDA loss of $(2.1) million in 2024, reflecting the success of the Company’s business improvement initiatives, offset by the impacts of recently announced tariffs.

    Josh Feldman, Chief Financial Officer commented, “We continue to monitor the tariff situation and its potential impact on our operations and outlook. We have already taken steps that we believe will mitigate the negative effects of tariffs in 2025, and are prepared to take further action as necessary. With the support of an exceptional team, an inherent agility, and strong balance sheet, we remain confident in our ability to successfully and proactively navigate these challenges while remaining focused on long-term growth and profitability.”

    Share Repurchase Plan
    As announced earlier today, the Company’s Board of Directors has authorized a share repurchase program of up to $3.0 million of the Company’s common stock for a period of two years ending March 18, 2027.

    Non-GAAP Financial Measures
    For more information on our non-GAAP financial measures and a reconciliation of GAAP to non-GAAP measures, please see the “Non-GAAP Financial Measures” section below. The most directly comparable GAAP financial measure for EBITDA and adjusted EBITDA is net loss and we expect to report a net loss for the years ending December 31, 2024 and December 31, 2025 due primarily to our operating losses, which includes stock-based compensation expense, and interest expense. We are unable to reconcile the forward-looking statements of EBITDA and adjusted EBITDA in this press release to their nearest GAAP measures because the nearest GAAP financial measures are not accessible on a forward-looking basis and reconciling information is not available without unreasonable effort.

    Webcast and Conference Call Information
    Aterian will host a live conference call to discuss financial results today, March 18, 2025, at 5:00 p.m. Eastern Time, which will be accessible by telephone and the internet. To access the call, participants from within the U.S. should dial (800) 715-9871 and participants from outside the U.S. should dial (646) 307-1963 and ask to be joined into the Aterian, Inc. call or use conference ID 3432648. Participants may also access the call through a live webcast at https://ir.aterian.io. The archived online replay will be available for a limited time after the call in the investors section of the Aterian corporate website.

    About Aterian, Inc.
    Aterian, Inc. (Nasdaq: ATER) is a technology-enabled consumer products company that builds and acquires leading e-commerce brands with top selling consumer products, in multiple categories, including home and kitchen appliances, health and wellness and air quality devices. The Company sells across the world’s largest online marketplaces with a focus on Amazon, Walmart and Target in the U.S. and on its own direct to consumer websites. Our primary brands include Squatty Potty, hOmeLabs, Mueller Living, Pursteam, Healing Solutions and Photo Paper Direct.

    Forward Looking Statements
    All statements other than statements of historical facts included in this press release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements including, in particular, the statements regarding our projected net revenue and adjusted EBITDA for 2025, our guidance for 2025 and the current global environment and inflation. These forward-looking statements are based on management’s current expectations and beliefs and are subject to a number of risks and uncertainties and other factors, all of which are difficult to predict and many of which are beyond our control and could cause actual results to differ materially and adversely from those described in the forward-looking statements. These risks include, but are not limited to, those related to our ability to continue as a going concern, our ability to meet financial covenants with our lenders, our ability to maintain and to grow market share in existing and new product categories; our ability to continue to profitably sell the SKUs we operate; our ability to maintain Amazon’s Prime badge on our seller accounts or reinstate the Prime badge in the event of any removal of such badge by Amazon; our ability to create operating leverage and efficiency when integrating companies that we acquire, including through the use of our team’s expertise, the economies of scale of our supply chain and automation driven by our platform; those related to our ability to grow internationally and through the launch of products under our brands and the acquisition of additional brands; those related to consumer demand, our cash flows, financial condition, forecasting and revenue growth rate; our supply chain including sourcing, manufacturing, warehousing and fulfillment; our ability to manage expenses, working capital and capital expenditures efficiently; our business model and our technology platform; our ability to disrupt the consumer products industry; our ability to generate profitability and stockholder value; international tariffs and trade measures; inventory management, product liability claims, recalls or other safety and regulatory concerns; reliance on third party online marketplaces; seasonal and quarterly variations in our revenue; acquisitions of other companies and technologies and our ability to integrate such companies and technologies with our business; our ability to continue to access debt and equity capital (including on terms advantageous to the Company) and the extent of our leverage; and other factors discussed in the “Risk Factors” section of our most recent periodic reports filed with the Securities and Exchange Commission (“SEC”), all of which you may obtain for free on the SEC’s website at www.sec.gov.

    Although we believe that the expectations reflected in our forward-looking statements are reasonable, we do not know whether our expectations will prove correct. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, even if subsequently made available by us on our website or otherwise. We do not undertake any obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

    Investor Contact:

    The Equity Group

    Devin Sullivan
    Managing Director
    dsullivan@equityny.com

    Conor Rodriguez
    Associate
    crodriguez@equityny.com

     
    ATERIAN, INC.
    Consolidated Balance Sheets
    (in thousands, except share and per share data)
     
        December 31,
    2023
      December 31,
    2024
    ASSETS        
    Current assets:        
    Cash   $ 20,023     $ 17,998  
    Accounts receivable, net     4,225       3,782  
    Inventory     20,390       13,749  
    Prepaid and other current assets     4,998       3,190  
    Total current assets     49,636       38,719  
    Property and equipment, net     775       685  
    Intangibles, net     11,320       9,757  
    Other non-current assets     138       381  
    Total assets   $ 61,869     $ 49,542  
    LIABILITIES AND STOCKHOLDERS’ EQUITY        
    Current liabilities:        
    Credit facility   $ 11,098     $ 6,948  
    Accounts payable     4,190       3,080  
    Seller notes     1,049       466  
    Accrued and other current liabilities     9,110       8,804  
    Total current liabilities     25,447       19,298  
    Other liabilities     391       227  
    Total liabilities     25,838       19,525  
    Commitments and contingencies        
    Stockholders’ equity:        
    Common stock, $0.0001 par value, 500,000,000 shares authorized and 7,508,246 and 8,750,741 shares outstanding at December 31, 2023 and December 31, 2024, respectively(*)     9       9  
    Additional paid-in capital     736,675       742,591  
    Accumulated deficit     (699,815 )     (711,677 )
    Accumulated other comprehensive loss     (838 )     (906 )
    Total stockholders’ equity     36,031       30,017  
    Total liabilities and stockholders’ equity   $ 61,869     $ 49,542  

    (*) The number of shares and per share amounts have been retroactively restated to reflect the one for twelve (1 for 12) reverse stock split, which was effective on March 22, 2024. 

     
    ATERIAN, INC. 
    Consolidated Statements of Operations 
    (in thousands, except share and per share data)
     
        Three Months Ended
    December 31,
      Year Ended
    December 31,
        2023   2024   2023   2024
    Net revenue   $ 32,754     $ 24,607     $ 142,566     $ 99,045  
    Cost of goods sold     16,045       9,000       72,281       37,550  
    Gross profit     16,709       15,607       70,285       61,495  
    Operating expenses:                
    Sales and distribution     20,207       13,692       81,911       55,979  
    Research and development     808             4,616        
    General and administrative     3,654       3,527       20,220       17,339  
    Impairment loss on intangibles     283             39,728        
    Total operating expenses     24,952       17,219       146,475       73,318  
    Operating loss     (8,243 )     (1,612 )     (76,190 )     (11,823 )
    Interest expense, net     345       209       1,421       949  
    Change in fair value of warrant liabilities     (30 )     (194 )     (2,440 )     (924 )
    Other expense, net     158       (215 )     260       61  
    Loss before income taxes     (8,716 )     (1,412 )     (75,431 )     (11,909 )
    Benefit for income taxes     (1,009 )     (113 )     (867 )     (47 )
    Net loss   $ (7,707 )   $ (1,299 )   $ (74,564 )   $ (11,862 )
    Net loss per share, basic and diluted   $ (1.16 )   $ (0.18 )   $ (11.43 )   $ (1.68 )
    Weighted-average number of shares outstanding, basic and diluted(*)     6,622,540       7,343,880       6,524,589       7,069,404  

    (*) The number of shares and per share amounts have been retroactively restated to reflect the one-for-twelve (1-for-12) reverse stock split, which was effective on March 22, 2024.

     
    ATERIAN, INC. 
    Consolidated Statement of Cash Flows 
    (in thousands, except share and per share data)
     
        Year Ended December 31,
        2023   2024
    OPERATING ACTIVITIES:        
    Net loss   $ (74,564 )   $ (11,862 )
    Adjustments to reconcile net loss to net cash (used in) provided by operating activities:        
    Depreciation and amortization     3,886       1,689  
    (Recovery) provision for sales returns     (413 )     57  
    Amortization of deferred financing cost and debt discounts     429       198  
    Stock-based compensation     8,336       7,510  
    Change in deferred tax expense     (1,153 )     (5 )
    Change in inventory provisions     (3,149 )     (2,738 )
    Change in fair value of warrant liabilities     (2,440 )     (924 )
    Impairment loss on intangibles     39,728        
    Provision for barter credits     323        
    Allowance for credit losses     85       16  
    Changes in assets and liabilities:        
    Accounts receivable     205       427  
    Inventory     26,426       9,378  
    Prepaid and other current assets     2,597       762  
    Accounts payable, accrued and other liabilities     (13,684 )     (2,343 )
    Cash (used in) provided by operating activities     (13,388 )     2,165  
    INVESTING ACTIVITIES:        
    Purchase of fixed assets     (119 )     (42 )
    Purchase of Step and Go assets     (125 )      
    Purchase of minority equity investment           (200 )
    Cash used in investing activities     (244 )     (242 )
    FINANCING ACTIVITIES:        
    Repayments on seller notes     (668 )     (633 )
    Borrowings from MidCap credit facilities     79,806       60,866  
    Repayments for MidCap credit facilities     (90,190 )     (65,165 )
    Insurance obligation payments     (1,042 )     (682 )
    Insurance financing proceeds     986       700  
    Cash used in financing activities     (11,108 )     (4,914 )
    Foreign currency effect on cash, cash equivalents, and restricted cash     306       (61 )
    Net change in cash and restricted cash for the year     (24,434 )     (3,052 )
    Cash and restricted cash at beginning of year     46,629       22,195  
    Cash and restricted cash at end of year   $ 22,195     $ 19,143  
    RECONCILIATION OF CASH AND RESTRICTED CASH:        
    Cash     20,023       17,998  
    Restricted cash—Prepaid and other current assets     2,043       1,015  
    Restricted cash—Other non-current assets     129       130  
    TOTAL CASH AND RESTRICTED CASH   $ 22,195     $ 19,143  
             
    SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION        
    Cash paid for interest   $ 1,718     $ 1,141  
    Cash paid for taxes   $ 94     $ 152  
    NON-CASH INVESTING AND FINANCING ACTIVITIES:        
    Non-cash consideration paid to contractors   $ 321     $ 620  
    Non-cash minority equity investment   $     $ 50  

    Non-GAAP Financial Measures
    We believe that our financial statements and the other financial data included in this press release have been prepared in a manner that complies, in all material respects, with generally accepted accounting principles in the U.S. (“GAAP”). However, for the reasons discussed below, we have presented certain non-GAAP measures herein.

    We have presented the following non-GAAP measures to assist investors in understanding our core net operating results on an on-going basis: (i) Contribution Margin; (ii) Contribution margin as a percentage of net revenue; (iii) EBITDA (iv) Adjusted EBITDA; and (v) Adjusted EBITDA as a percentage of net revenue. These non-GAAP financial measures may also assist investors in making comparisons of our core operating results with those of other companies.

    As used herein, Contribution margin represents gross profit less amortization of inventory step-up from acquisitions (included in cost of goods sold), reserve on barter credits and e-commerce platform commissions, online advertising, selling and logistics expenses (included in sales and distribution expenses). As used herein, Contribution margin as a percentage of net revenue represents Contribution margin divided by net revenue. As used herein, EBITDA represents net loss plus depreciation and amortization, interest expense, net and provision for income taxes. As used herein, Adjusted EBITDA represents EBITDA plus stock-based compensation expense, changes in fair-market value of warrant liability, impairment on intangibles, restructuring expenses, reserve on barter credits, and other expenses, net. As used herein, Adjusted EBITDA as a percentage of net revenue represents Adjusted EBITDA divided by net revenue. Contribution margin, EBITDA and Adjusted EBITDA do not represent and should not be considered as alternatives to loss from operations or net loss, as determined under GAAP.

    We present Contribution margin and Contribution margin as a percentage of net revenue, as we believe each of these measures provides an additional metric to evaluate our operations and, when considered with both our GAAP results and the reconciliation to gross profit, provides useful supplemental information for investors. Specifically, Contribution margin and Contribution margin as a percentage of net revenue are two of our key metrics in running our business. All product decisions made by us, from the approval of launching a new product and to the liquidation of a product at the end of its life cycle, are measured primarily from Contribution margin and/or Contribution margin as a percentage of net revenue. Further, we believe these measures provide improved transparency to our stockholders to determine the performance of our products prior to fixed costs as opposed to referencing gross profit alone.

    In the reconciliation to calculate contribution margin, we add e-commerce platform commissions, online advertising, selling and logistics expenses (“sales and distribution variable expense”), and the reserve for barter credits to gross profit to inform users of our financial statements of what our product profitability is at each period prior to fixed costs (such as sales and distribution expenses such as salaries as well as research and development expenses and general administrative expenses). By excluding these fixed costs, we believe this allows users of our financial statements to understand our products performance and allows them to measure our products performance over time.

    We present EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue because we believe each of these measures provides an additional metric to evaluate our operations and, when considered with both our GAAP results and the reconciliation to net loss, provide useful supplemental information for investors. We use these measures with financial measures prepared in accordance with GAAP, such as sales and gross margins, to assess our historical and prospective operating performance, to provide meaningful comparisons of operating performance across periods, to enhance our understanding of our operating performance and to compare our performance to that of our peers and competitors. We believe EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue are useful to investors in assessing the operating performance of our business without the effect of non-cash items.

    Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue should not be considered in isolation or as alternatives to net loss, loss from operations or any other measure of financial performance calculated and prescribed in accordance with GAAP. Neither EBITDA, Adjusted EBITDA or Adjusted EBITDA as a percentage of net revenue should be considered a measure of discretionary cash available to us to invest in the growth of our business. Our Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue may not be comparable to similar titled measures in other organizations because other organizations may not calculate Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA or Adjusted EBITDA as a percentage of net revenue in the same manner as we do. Our presentation of Contribution margin and Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by the expenses that are excluded from such terms or by unusual or non-recurring items.

    We recognize that EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue, have limitations as analytical financial measures. For example, neither EBITDA nor Adjusted EBITDA reflects:

    • our capital expenditures or future requirements for capital expenditures or mergers and acquisitions;
    • the interest expense or the cash requirements necessary to service interest expense or principal payments, associated with indebtedness;
    • depreciation and amortization, which are non-cash charges, although the assets being depreciated and amortized will likely have to be replaced in the future, or any cash requirements for the replacement of assets;
    • changes in cash requirements for our working capital needs; or
    • changes in fair value of warrant liabilities

    Additionally, Adjusted EBITDA excludes non-cash expense for stock-based compensation, which is and is expected to remain a key element of our overall long-term incentive compensation package.

    We also recognize that Contribution margin and Contribution margin as a percentage of net revenue have limitations as analytical financial measures. For example, Contribution margin does not reflect:

    • general and administrative expense necessary to operate our business;
    • research and development expenses necessary for the development, operation and support of our software platform;
    • the fixed costs portion of our sales and distribution expenses including stock-based compensation expense; or
    • changes in fair value warrant liabilities

    Contribution Margin

    The following table provides a reconciliation of Contribution margin to gross profit and Contribution margin as a percentage of net revenue to gross profit as a percentage of net revenue, which are the most directly comparable financial measures presented in accordance with GAAP.

        Three Months Ended December 31,   Year Ended
    December 31.
     
        2023   2024   2023   2024  
        (in thousands, except percentages)  
    Gross Profit   $ 16,709     $ 15,607     $ 70,285     $ 61,495    
    Less:                  
    Reserve on barter credits     323             323          
    E-commerce platform commissions, online advertising, selling and logistics expenses     (17,293 )     (10,844 )     (68,864 )     (44,553 )  
    Contribution margin   $ (261 )   $ 4,763     $ 1,744     $ 16,942    
    Gross Profit as a percentage of net revenue     51.0   %   63.4   %   49.3   %   62.1   %
    Contribution margin as a percentage of net revenue     (0.8 ) %   19.4   %   1.2   %   17.1   %

    Adjusted EBITDA

        Three Months Ended
    December 31,
      Year Ended
    December 31,
     
        2023   2024   2023   2024  
        (in thousands, except percentages)  
    Net loss   $ (7,707 )   $ (1,299 )   $ (74,564 )   $ (11,862 )  
    Add:                  
    Benefit for income taxes     (1,009 )     (113 )     (867 )     (47 )  
    Interest expense, net     345       209       1,421       949    
    Depreciation and amortization     469       410       3,886       1,689    
    EBITDA     (7,902 )     (793 )     (70,124 )     (9,271 )  
    Other expense, net     158       (215 )     260       61    
    Impairment loss on intangibles     283             39,728          
    Change in fair market value of warrant liabilities     (30 )     (194 )     (2,440 )     (924 )  
    Reserve on barter credits     323             323          
    Restructuring expense                 1,633       565    
    Stock-based compensation expense     1,564       1,116       8,336       7,510    
    Adjusted EBITDA   $ (5,604 )   $ (86 )   $ (22,284 )   $ (2,059 )  
    Net loss as a percentage of net revenue     (23.5 ) %   (5.3 ) %   (52.3 ) %   (12.0 ) %
    Adjusted EBITDA as a percentage of net revenue     (17.1 ) %   (0.3 ) %   (15.6 ) %   (2.1 ) %

    Each of our products typically goes through the Launch phase and depending on its level of success is moved to one of the other phases as further described below:

    i.        Launch phase: During this phase, we leverage our technology to target opportunities identified using AIMEE (Artificial Intelligence Marketplace e-Commerce Engine) and other sources. This phase also includes revenue from new product variations and relaunches. During this period of time, due to the combination of discounts and investment in marketing, our net margin for a product could be as low as approximately negative 35%. Net margin is calculated by taking net revenue less the cost of goods sold, less fulfillment, online advertising and selling expenses. These primarily reflect the estimated variable costs related to the sale of a product.

    ii        Sustain phase: Our goal is for every product we launch to enter the sustain phase and become profitable, with a target of positive 15% net margin for most products, within approximately three months of launch on average. Net margin primarily reflects a combination of manual and automated adjustments in price and marketing spend.

    iii.        Liquidate phase: If a product does not enter the sustain phase or if the customer satisfaction of the product (i.e., ratings) is not satisfactory, then it will go to the liquidate phase and we will sell through the remaining inventory. Products can also be liquidated as part of inventory normalization especially when steep discounts are required.

    The following tables break out our fourth quarter and full year 2023 and 2024 results of operations by our product phases (in thousands):

      Three months ended December 31, 2023
      Sustain Launch Liquidation/
    Other
    Fixed Costs Stock Based
    Compensation
    Total
    Net revenue $ 25,175 $ 390 $ 7,189 $ $ $ 32,754
    Cost of goods sold   10,457   114   5,474       16,045
    Gross profit   14,718   276   1,715       16,709
    Operating expenses:            
    Sales and distribution expenses   12,973   263   4,056   2,567   348   20,207
    Research and development         528   280   808
    General and administrative         2,717   937   3,654
    Impairment loss on intangibles         283     283
                 
      Three months ended December 31, 2024
      Sustain Launch Liquidation/
    Other
    Fixed Costs Stock Based
    Compensation
    Total
    Net revenue $ 23,332 $ 347 $ 928 $ $ $ 24,607
    Cost of goods sold   8,536   143   321       9,000
    Gross profit   14,796   204   607       15,607
    Operating expenses:            
    Sales and distribution expenses   9,965   309   570   2,767   81   13,692
    General and administrative         2,492   1,035   3,527
                 
      Year-ended December 31, 2023
      Sustain Launch Liquidation/
    Other
    Fixed Costs Stock Based
    Compensation
    Total
    Net revenue $ 114,919 $ 959 $ 26,688 $ $ $ 142,566
    Cost of goods sold   53,139   455   18,687       72,281
    Gross profit   61,780   504   8,001       70,285
    Operating expenses:            
    Sales and distribution expenses   53,442   603   14,820   10,607   2,439   81,911
    Research and development         3,202   1,414   4,616
    General and administrative         15,737   4,483   20,220
    Impairment loss on intangibles         39,728     39,728
                 
      Year-ended December 31, 2024
      Sustain Launch Liquidation/
    Other
    Fixed Costs Stock Based
    Compensation
    Total
    Net revenue $ 92,542 $ 1,829 $ 4,674 $ $ $ 99,045
    Cost of goods sold   35,012   651   1,887       37,550
    Gross profit   57,530   1,178   2,787       61,495
    Operating expenses:            
    Sales and distribution expenses   40,353   1,087   3,113   9,643   1,783   55,979
    General and administrative         11,612   5,727   17,339

    The MIL Network

  • MIL-OSI Security: Former Long Island Business Owner Charged with Orchestrating $22 Million Health Care Fraud, Kickback and Money Laundering Scheme

    Source: Office of United States Attorneys

    Defendant Took Advantage of Elderly Immigrants from the Former Soviet Union to Solicit Bribes from Health Care Providers and Defraud Medicare of Millions of Dollars

    Earlier today, at the federal courthouse in Brooklyn, an indictment was unsealed charging Oleg Beretsky with conspiring to commit health care fraud, violating the federal Anti-Kickback Statute, conspiring to violate the Anti-Kickback Statute and money laundering conspiracy.  Beretsky was arrested this morning in Naples, Florida.  He will be arraigned in the Eastern District of New York at a later date.

    John J. Durham, United States Attorney for the Eastern District of New York,  Naomi Gruchacz, Special Agent in Charge, U.S. Department of Health and Human Services, Office of Inspector General (HHS-OIG), Michael Alfonso, Acting Special Agent in Charge, Homeland Security Investigations, New York (HSI New York), and Harry T. Chavis, Jr., Special Agent in Charge, Internal Revenue Service Criminal Investigation, New York (IRS-CI), announced the arrest and charges.

    “As alleged, elderly individuals trusted the defendant to help them with their health care decisions.  Rather than look out for the interests of some of the most vulnerable members of our community, he sold access to those who trusted him to the highest bidder,” stated United States Attorney Durham. “The defendant compounded his crimes by encouraging doctors and health care providers who became part of his scheme to cheat Medicare by billing for work that was not needed or never performed. My Office is committed to protecting both patients and taxpayers from this terrible form of greed.”

    Mr. Durham expressed his appreciation to HSI’s Fort Myers, Florida, office and the New York City Police Department for their assistance on the case.

    “Violations of the Anti-Kickback Statute can divert much-needed federal health care program funds and corrupt the medical decision-making process,” stated HHS-OIG Special Agent in Charge Gruchacz.  “HHS-OIG works diligently with our law enforcement partners to investigate allegations that owners and other providers engage in fraud schemes that prioritize greed over the provision of appropriate health care services to patients.”

    “The defendant and his co-conspirators are accused of pocketing more than $12 million while exploiting the unknowing, innocent public, including victims from immigrant communities,” stated HSI New York Special Agent in Charge Alfonso.  “As alleged, he took advantage of people with whom he had forged relationships — only to manipulate them into using certain doctors and services for his lucrative benefit.  HSI New York’s El Dorado Task Force is unmatched in its ability to draw from the strengths and equities of all partners involved, with one unified goal being the safety and security of Americans. I commend our partners, including HHS-OIG, IRS-CI, NYPD and HSI’s Fort Meyer’s personnel, for placing the wellbeing of the public above all else.”

    “Millions of dollars were stolen from the American benefits system, and Oleg Beretsky is charged with the crime.  He’s accused of taking advantage of a vulnerable population and funneling stolen Medicare money into his and his co-conspirators’ pockets. IRS-CI is charged with securing trust in the American financial system and actively investigates anyone looking to make a quick buck by stealing from the American public,” stated IRS-CI Special Agent in Charge Chavis.

    As alleged in court filings, from January 2017 to April 2024, Beretsky and co-conspirators engaged in a health care fraud, kickback and money laundering scheme.  Beretsky was the owner of Obest, Inc., a company in Plainview, New York, that purported to provide health care professionals with billing, consulting and support services.  In reality, Obest’s principal business consisted of referring elderly Medicare patients to doctors and other health care professionals in exchange for kickbacks and bribes.  Many of these patients were immigrants from the former Soviet Union, who Beretsky identified through an employee of a nonprofit social service agency that provided housing and other services to senior citizens in Brooklyn and Queens. Beretsky cultivated relationships with many of these patients, which he used to gain control over decisions regarding their health care providers.  Beretsky then used that control to ensure that only doctors and other providers—including social workers, pain specialists and diagnostic companies—who were willing to pay him would have access to the patients.  On at least one occasion, Beretsky threatened a patient who wanted to continue seeing a provider who had stopped paying illegal kickbacks to the defendant.

    The fee charged by Beretsky was typically based either on how many patients Beretsky referred to the provider or how much Medicare reimbursed the provider for services purportedly rendered to the patients.  To generate more fees for himself and his co-conspirators, Beretsky often encouraged or directed providers to bill Medicare for patients who did not need the services those providers rendered, and in some cases, services that were not rendered at all.  In total, doctors and providers who participated in Beretsky’s scheme billed more than $22 million in false and fraudulent claims to Medicare.  Of that more than $22 million, Medicare paid more than $12.4 million in claims, which was distributed to Beretsky and his co-conspirators.  To hide the illegal source of funds Beretsky received from the conspiracy, Beretsky frequently directed co-conspirators to pay his relatives in cash and transferred money to multiple accounts held in the names of his family members.

    The charges in the indictment are allegations and the defendant is presumed innocent unless and until proven guilty. If convicted of the charges, Beretsky faces up to up to 20 years in prison on the money laundering conspiracy count; up to 10 years each on the health care fraud conspiracy and kickback counts; and up to five years on the kickback conspiracy count.

    The government’s case is being handled by the Office’s Business and Securities Fraud Section.  Assistant United States  Attorney Joshua B. Dugan is in charge of the prosecution with the assistance of Paralegal Specialists Liam McNett and Timothy Migliaro.

    The Defendant:

    OLEG BERETSKY
    Age:  67
    Naples, Florida

    E.D.N.Y. Docket No. 25-CR-91 (RPK)

    MIL Security OSI

  • MIL-OSI: Fast Company Names Huntress Among 50 Most Innovative Companies for Democratizing Enterprise Security

    Source: GlobeNewswire (MIL-OSI)

    COLUMBIA, Md., March 18, 2025 (GLOBE NEWSWIRE) — Huntress has been named to Fast Company’s prestigious Most Innovative Companies list for 2025, earning recognition for democratizing cybersecurity previously reserved for Fortune 500 companies. As cybercrime costs approach a staggering $10.5 trillion annually, Huntress is challenging the status quo by making enterprise-grade protection accessible to businesses of all sizes.

    “While industry giants focus on the Fortune 500, we’re protecting the backbone of the economy,” said Kyle Hanslovan, CEO of Huntress. “We set out from the start to protect everyone, and our 24/7 security team, empowered by our technology, catches threats every day that can devastate a business.”

    Fast Company sifts through thousands of applications to find standout companies that are demonstrating leadership and making an impact on the world. Huntress earned its overall ranking for democratizing cybersecurity for all and the number one spot in the security category for the newest additions to its managed cybersecurity platform:

    • Huntress Managed Security Information and Event Management (SIEM): Traditional SIEMs are notorious for overwhelming alerts, operational complexity, and high costs. Huntress Managed SIEM simplifies data and event monitoring by using and retaining only what’s needed to prioritize actionable insights, streamline compliance needs, and remove blockers to successful use.
    • Huntress Managed Identity Threat Detection and Response (ITDR): Modern attackers increasingly target identities as entry points. ITDR addresses this growing threat vector by proactively monitoring and protecting against credential-based attacks and privilege escalations, locking out attackers before they cause damage.

    What separates Huntress is its “One Team Advantage”—every product is built, owned, and operated by one team, enabling the company to innovate and adapt as quickly as the threat actors do.

    “The cybersecurity industry has failed millions of businesses by making protection too complex and expensive,” added Hanslovan. “We’re proving that world-class security doesn’t have to be a luxury.”

    Huntress protects organizations across industries with its 24/7 Security Operations Center, achieving a false-positive rate under 1% – a metric that outperforms many enterprise solutions costing significantly more.

    Additional resources:

    • Join the hunt: visit Huntress’ career page.
    • Learn how Huntress protects endpoints, identities, and more with managed detection, investigation, and response.
    • Read the Huntress blog to learn from our leading experts.

    About Huntress
    Huntress is the enterprise-grade, people-powered cybersecurity solution for all businesses, not just the 1%. With fully owned technology developed by and for its industry-defining team of security analysts, engineers, and researchers, Huntress elevates underresourced tech teams whether they work within outsourced IT environments or in-house IT and security teams.

    The 24/7 industry-leading Huntress Security Operations Center (SOC) covers cyber threats for outsourced IT and in-house teams through remediation with a false-positive rate of less than 1%. With a mission to break down barriers to enterprise-level security and always give back more than it takes, Huntress is often the first to respond to major hacks and threats while protecting its partners and shares tradecraft analysis and threat advisories with the community as they happen.

    As long as hackers keep hacking, Huntress keeps hunting. Join the hunt at www.huntress.com and follow us on XInstagramFacebook, and LinkedIn.

    Huntress Contact:
    press@huntresslabs.com

    The MIL Network

  • MIL-OSI: Bitcoin Depot Reports Fourth Quarter and Full Year 2024 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    Q4 Revenue of $136.8 Million Compared to $148.4 Million in the Prior Year Quarter

    Q4 Operating Expenses Down 16% Year-Over-Year to $15.0 Million

    Q4 Net Income up Significantly to $5.4 Million Compared to a Net Loss of $1.7 Million in the Prior Year Quarter

    Q4 Adjusted Gross Profit up 18% Year-Over-Year to $25.4 Million

    Q4 Adjusted EBITDA up 34% Year-Over-Year to $12.0 Million

    ATLANTA, March 18, 2025 (GLOBE NEWSWIRE) — Bitcoin Depot Inc. (“Bitcoin Depot” or the “Company”), a U.S.-based Bitcoin ATM operator and leading fintech company, today reported financial results for the fourth quarter and full year ended December 31, 2024. Bitcoin Depot will host a conference call and webcast at 10:00 a.m. ET today. An earnings presentation and link to the webcast will be made available at ir.bitcoindepot.com.

    “As we highlighted in our fourth-quarter pre-announcement, 2024 ended on a strong note, driven by sequential revenue growth and substantial improvements in adjusted EBITDA, both sequentially and year-over-year,” said Brandon Mintz, CEO and Founder of Bitcoin Depot. “In the fourth quarter, we made significant progress in expanding our Bitcoin ATM network and optimizing existing machines to enhance profitability — and the results speak for themselves.

    “Looking ahead, we are confident that the optimization efforts we implemented throughout 2024 will begin to positively impact our financial performance as we move through 2025. With our aggressive international and domestic kiosk expansion strategy, we anticipate that 2025 will mark a strong return to growth for the business. As part of this, we are reintroducing financial guidance, projecting robust growth in the first quarter. Additionally, we remain committed to leveraging our strong cash flow to drive shareholder value initiatives, including the potential for a cash dividend. We have also continued to strengthen our Bitcoin treasury holdings, recently increasing our total to 94 BTC, reflecting our confidence in Bitcoin as a valuable financial asset and an integral part of our business model.”

    Fourth Quarter 2024 Financial Results

    Revenue in the fourth quarter of 2024 was $136.8 million compared to $148.4 million in the fourth quarter of 2023. This decline was driven by the impact of unfavorable legislation that was passed in California that went into effect in January 2024, along with the Company’s continued process of relocating underperforming kiosks to optimize fleet profitability.

    Total operating expenses declined 16% to $15.0 million for the fourth quarter of 2024 compared to $17.8 million for the fourth quarter of 2023 due to the costs of going public in 2023 that did not recur in 2024.

    Net income for the fourth quarter of 2024 increased significantly to $5.4 million compared to a net loss of $1.7 million for the fourth quarter of 2023. The increase was due to lower depreciation and amortization and lower operating expenses in 2024.

    Adjusted gross profit, a non-GAAP measure, in the third quarter of 2024 increased 18% to $25.4 million from $21.6 million for the fourth quarter of 2023. Adjusted gross profit margin, a non-GAAP measure, in the fourth quarter of 2024 increased approximately 400 basis points to 18.6% compared to 14.5% in the fourth quarter of 2023. Please see “Explanation and Reconciliation of Non-GAAP Financial Measures” below.

    Adjusted EBITDA, a non-GAAP measure, in the fourth quarter of 2024 increased 34% to $12.0 million compared to $9.0 million for the fourth quarter of 2023. The increase was primarily due to the higher net income. Please see “Explanation and Reconciliation of Non-GAAP Financial Measures” below.

    Full Year 2024 Financial Results

    Revenue in 2024 was $573.7 million from $689.0 million in 2023. This decline was largely driven by the impact of unfavorable legislation that was passed in California that went into effect in January 2024, along with the Company’s continued process of relocating underperforming kiosks in order to optimize fleet profitability.

    Total operating expenses declined 5% to $67.2 million compared to $70.6 million in 2023 due to the costs of going public in 2023 that did not recur in 2024 as well as other cost saving measures.

    Net income in 2024 increased by 432% to $7.8 million compared to $1.5 million in 2023. The increase was primarily due to expenses with going public in 2023 that did not recur in 2024 along with other expense reductions.

    Adjusted gross profit, a non-GAAP measure, in 2024 was $91.4 million compared to $101.0 million in 2023. The adjusted gross profit margin, a non-GAAP measure, in 2024 increased 120 basis points to 15.9% compared to 14.7% in 2023. Please see “Explanation and Reconciliation of Non-GAAP Financial Measures” below.

    Adjusted EBITDA, a non-GAAP measure, in 2024 was $38.7 million compared to $56.3 million in 2023. The decline was due to the lower revenue. Please see “Explanation and Reconciliation of Non-GAAP Financial Measures” below.

    Cash, cash equivalents, and cryptocurrencies were $31.0 million as of the end of 2024 compared to $30.5 million at the end of 2023.

    Q1 2025 Outlook

    Q1 2025 is off to a very strong start as we continue to see growth from our relocation strategy. We anticipate Q1 revenues to be between $151 million and $154 million which would represent growth of between 9% and 11% compared to Q1 2024.

    We are projecting adjusted EBITDA for Q1 2025 to be between $12 million and $14 million which would represent growth of over 200% compared to Q1 of 2024.

    Conference Call

    Bitcoin Depot will hold a conference call at 10:00 a.m. Eastern time (7:00 a.m. Pacific time) today to discuss its financial results for the fourth quarter and full year ended December 31, 2024.

    Call Date: Tuesday, March 18, 2025 
    Time: 10:00 a.m. Eastern time (7:00 a.m. Pacific time) 

    Phone Instructions
    U.S. dial-in: 646-968-2525
    International dial-in: 888-596-4144
    Conference ID: 8224936

    Webcast Instructions
    Webcast link: https://edge.media-server.com/mmc/p/8kgtbeme

    A replay of the call will be available beginning after 2:00 p.m. Eastern time through March 25, 2025.

    U.S. & Canada replay number: 800-770-2030
    U.S. toll number: 609-800-9909
    Conference ID: 8224936

    If you have any difficulty connecting with the conference call, please contact Bitcoin Depot’s investor relations team at 1-949-574-3860.

    About Bitcoin Depot

    Bitcoin Depot Inc. (Nasdaq: BTM) was founded in 2016 with the mission to connect those who prefer to use cash to the broader, digital financial system. Bitcoin Depot provides its users with simple, efficient and intuitive means of converting cash into Bitcoin, which users can deploy in the payments, spending and investing space. Users can convert cash to bitcoin at Bitcoin Depot kiosks in 48 states and at thousands of name-brand retail locations in 29 states through its BDCheckout product. The Company has the largest market share in North America with over 8,400 kiosk locations as of February 25, 2025. Learn more at www.bitcoindepot.com

    Cautionary Statement Regarding Forward-Looking Statements

    This press release and any oral statements made in connection herewith include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended. Forward-looking statements are any statements other than statements of historical fact, and include, but are not limited to, statements regarding the expectations of plans, business strategies, objectives and growth and anticipated financial and operational performance, including our growth strategy and ability to increase deployment of our products and services, our ability to strengthen our financial profile, and worldwide growth in the adoption and use of cryptocurrencies. These forward-looking statements are based on management’s current beliefs, based on currently available information, as to the outcome and timing of future events. Forward-looking statements are often identified by words such as “anticipate,” “appears,” “approximately,” “believe,” “continue,” “could,” “designed,” “effect,” “estimate,” “evaluate,” “expect,” “forecast,” “goal,” “initiative,” “intend,” “may,” “objective,” “outlook,“ ”plan,“ ”potential,“ ”priorities,“ ”project,“ ”pursue,“ ”seek,“ ”should,“ ”target,“ ”when,“ ”will,“ ”would,” or the negative of any of those words or similar expressions that predict or indicate future events or trends or that are not statements of historical matters, although not all forward-looking statements contain such identifying words. In making these statements, we rely upon assumptions and analysis based on our experience and perception of historical trends, current conditions, and expected future developments, as well as other factors we consider appropriate under the circumstances. We believe these judgments are reasonable, but these statements are not guarantees of any future events or financial results. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond our control.

    These forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic and foreign business, market, financial, political and legal conditions; failure to realize the anticipated benefits of the business combination; risks relating to the uncertainty of our projected financial information; future global, regional or local economic and market conditions; the development, effects and enforcement of laws and regulations; our ability to manage future growth; our ability to develop new products and services, bring them to market in a timely manner and make enhancements to our platform; the effects of competition on our future business; our ability to issue equity or equity-linked securities; the outcome of any potential litigation, government and regulatory proceedings, investigations and inquiries; and those factors described or referenced in filings with the Securities and Exchange Commission. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that we do not presently know or that we currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect our expectations, plans or forecasts of future events and views as of the date of this press release. We anticipate that subsequent events and developments will cause our assessments to change.

    We caution readers not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events, or other factors that affect the subject of these statements, except where we are expressly required to do so by law. All written and oral forward-looking statements attributable to us are expressly qualified in their entirety by this cautionary statement.

     
    BITCOIN DEPOT INC.
    CONSOLIDATED BALANCE SHEETS
    (in thousands, except share and per share amounts)
     
        As of December 31,  
        2024     2023  
    Assets            
    Current:            
    Cash and cash equivalents   $ 29,472     $ 29,759  
    Cryptocurrencies     1,510       712  
    Accounts receivable     275       245  
    Prepaid expenses and other current assets     3,076       3,514  
    Total current assets     34,333       34,230  
    Property and equipment:            
    Furniture and fixtures     635       635  
    Leasehold improvements     172       172  
    Kiosk machines – owned     36,831       24,222  
    Kiosk machines – leased     10,367       20,524  
    Total property and equipment     48,005       45,553  
    Less: accumulated depreciation     (21,158 )     (20,699 )
    Total property and equipment, net     26,847       24,854  
    Intangible assets, net     2,320       3,836  
    Goodwill     8,717       8,717  
    Operating lease right-of-use assets, net     2,595       484  
    Deposits     734       412  
    Deferred tax assets     4,558       1,804  
    Total assets   $ 80,104     $ 74,337  
     
    BITCOIN DEPOT INC.
    CONSOLIDATED BALANCE SHEETS
    (in thousands, except share and per share amounts)
     
        As of December 31,  
        2024     2023  
    Liabilities and Stockholders’ (Deficit) Equity            
    Current:            
    Accounts payable   $ 11,557     $ 8,337  
    Accrued expenses and other current liabilities     14,260       18,505  
    Notes payable     6,022       3,985  
    Income taxes payable     2,207       2,484  
    Deferred revenue     20       297  
    Operating lease liabilities, current portion     858       279  
    Current installments of obligations under finance leases     3,446       6,801  
    Other non-income tax payable     2,259       2,297  
    Total current liabilities     40,629       42,985  
    Long-term liabilities            
    Notes payable, non-current     49,457       17,101  
    Operating lease liabilities, non-current     1,774       319  
    Obligations under finance leases, non-current     1,950       2,848  
    Deferred income tax, net     604       846  
    Tax receivable agreement liability due to related party     2,176       865  
    Total Liabilities     96,590       64,964  
    Commitments and Contingencies (Note 24)            
    Stockholders’ (Deficit) Equity            
    Series A Preferred Stock, $0.0001 par value; 50,000,000 authorized, 1,733,884 and 3,125,000 shares issued and outstanding, at December 31, 2024 and 2023, respectively            
    Class A common stock, $0.0001 par value; 800,000,000 authorized, 19,263,164 and 13,602,691 shares issued, and 19,072,544 and 13,482,047 shares outstanding at December 31, 2024 and 2023, respectively     1       1  
    Class B common stock, $0.0001 par value; 20,000,000 authorized, no shares issued and outstanding at December 31, 2024 and 2023, respectively            
    Class E common stock, $0.0001 par value; 2,250,000 authorized, 1,075,761 shares issued and outstanding at December 31, 2024 and 2023, respectively            
    Class M common stock, $0.0001 par value; 300,000,000 authorized, no shares issued and outstanding at December 31, 2024 and 2023, respectively            
    Class O common stock, $0.0001 par value; 800,000,000 authorized, no shares issued and outstanding at December 31, 2024 and 2023, respectively            
    Class V common stock, $0.0001 par value; 300,000,000 authorized, 41,193,024 and 44,100,000 shares issued and outstanding at December 31, 2024 and 2023, respectively     4       4  
    Treasury stock     (437 )     (279 )
    Additional paid-in capital     21,491       17,326  
    Accumulated deficit     (44,349 )     (32,663 )
    Accumulated other comprehensive loss     (342 )     (203 )
    Total Stockholders’ (Deficit) Attributable to Bitcoin Depot Inc.     (23,632 )     (15,814 )
    Equity attributable to non-controlling interests     7,146       25,187  
    Total Stockholders’ (Deficit) Equity     (16,486 )     9,373  
    Total Liabilities and Stockholders’ (Deficit) Equity   $ 80,104     $ 74,337  

       

     
    BITCOIN DEPOT INC.
    CONSOLIDATED STATEMENTS OF (LOSS) INCOME AND COMPREHENSIVE (LOSS) INCOME
    (UNAUDITED)
    (in thousands, except share and per share amounts)
     
      Year ended December 31,     Three Months Ended December 31,  
      2024     2023     2024     2023  
    Revenue $ 573,703     $ 688,967     $ 136,827     $ 148,406  
    Cost of revenue (excluding depreciation and amortization)   482,263       587,938       111,415       126,851  
    Operating expenses:                      
    Selling, general, and administrative   57,158       57,770       13,096       14,525  
    Depreciation and amortization   10,072       12,788       1,888       3,234  
    Total operating expenses   67,230       70,558       14,984       17,759  
    Income from operations   24,210       30,471       10,428       3,796  
    Other (expense) income:                      
    Interest (expense)   (14,199 )     (11,926 )     (3,468 )     (1,806 )
    Other (expense) income   406       (16,737 )     263       (2,713 )
    Loss on foreign currency transactions   (465 )     (289 )     (171 )     76  
    Total other (expense), net   (14,258 )     (28,952 )     (3,376 )     (4,443 )
    Income before provision for income taxes and non-controlling interest   9,952       1,519       7,052       (647 )
    Income tax (expense)   (2,138 )     (49 )     (1,659 )     (1,026 )
    Net income $ 7,814     $ 1,470     $ 5,393     $ (1,673 )
    Net income attributable to Legacy Bitcoin Depot unit holders         12,906              
    Net income attributable to non-controlling interest   19,500       14,666       12,041       6,635  
    Net (loss) attributable to Bitcoin Depot Inc. $ (11,686 )   $ (26,102 )   $ (6,648 )   $ (8,308 )
    Other comprehensive income (loss), net of tax                      
    Net income   7,814       1,470       5,393       (1,673 )
    Foreign currency translation adjustments   34       (4 )     35       (70 )
    Total comprehensive income   7,848       1,466       5,428       (1,743 )
    Comprehensive income attributable to Legacy Bitcoin Depot unit holders         12,885              
    Comprehensive income attributable to non-controlling interest   19,500       14,683       12,041       6,565  
    Comprehensive (loss) attributable to Bitcoin Depot Inc. $ (11,652 )   $ (26,102 )   $ (6,613 )   $ (8,308 )

    Explanation and Reconciliation of Non-GAAP Financial Measures

    Bitcoin Depot reports its financial results in accordance with accounting principles generally accepted in the United States of America (“GAAP”). This press release includes both historical and projected Adjusted EBITDA, Adjusted Gross Profit, and certain ratios and other metrics derived therefrom such as Adjusted EBITDA margin and Adjusted Gross Profit margin, which are not prepared in accordance with GAAP.

    Bitcoin Depot defines Adjusted EBITDA as net income before interest expense, income tax expense, depreciation and amortization, non-recurring expenses, share-based compensation, expenses related to the PIPE financing and miscellaneous cost adjustments. Such items are excluded from Adjusted EBITDA because these items are non-cash in nature, or because the amount and timing of these items is unpredictable, not driven by core results of operations and renders comparisons with prior periods and competitors less meaningful. In addition, Bitcoin Depot defines Adjusted Gross Profit (a non-GAAP financial measure) as revenue less cost of revenue (excluding depreciation and amortization) and depreciation and amortization adjusted to add back depreciation and amortization. Bitcoin Depot believes Adjusted EBITDA and Adjusted Gross Profit each provide useful information to investors and others in understanding and evaluating Bitcoin Depot’s results of operations, as well as provide a useful measure for period-to-period comparisons of Bitcoin Depot’s business performance. Adjusted EBITDA and Adjusted Gross Profit are each key measurements used internally by management to make operating decisions, including those related to operating expenses, evaluate performance and perform strategic and financial planning. However, you should be aware that Adjusted EBITDA and Adjusted Gross Profit are not measures of financial performance calculated in accordance with GAAP and may exclude items that are significant in understanding and assessing Bitcoin Depot’s financial results, and further, that Bitcoin Depot may incur future expenses similar to those excluded when calculating these measures. Bitcoin Depot primarily relies on GAAP results and uses both Adjusted EBITDA and Adjusted Gross Profit on a supplemental basis. Neither Adjusted EBITDA or Adjusted Gross Profit should be considered in isolation from, or as an alternative to, net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP and may not be indicative of Bitcoin Depot’s historical or future operating results. Bitcoin Depot’s computation of both Adjusted EBITDA and Adjusted Gross Profit may not be comparable to other similarly titled measures computed by other companies because not all companies calculate such measures in the same fashion. As such, undue reliance should not be placed on such measures.

    Due to the high variability and difficulty in making accurate forecasts and projections of some of the information excluded from the projections of Adjusted EBITDA, together with some of the excluded information not being ascertainable or accessible, Bitcoin Depot is unable to quantify certain amounts that would be required to be included in the most directly comparable GAAP financial measures without unreasonable effort. Consequently, no disclosure of estimated comparable GAAP measures is included and no reconciliation of the forward-looking non-GAAP financial measures is included.

    The following table presents a reconciliation of Net (loss) income to Adjusted EBITDA for the periods indicated: 

     
    BITCOIN DEPOT INC.
    RECONCILIATION OF NET (LOSS) INCOME TO ADJUSTED EBITDA
    (UNAUDITED)
     
      Year Ended December 31,     Three Months Ended December 31,  
    (in thousands) 2024     2023     2024     2023  
    Net income (loss) $ 7,814     $ 1,470     $ 5,393     $ (1,673 )
    Adjustments:                      
    Interest expense   14,199       11,926       3,468       1,806  
    Income tax (benefit) expense   2,138       49       1,659       1,026  
    Depreciation and amortization   10,072       12,788       1,888       3,234  
    Expense related to the PIPE transaction (1)         14,896             2,615  
    Non-recurring expenses (2)   437       9,298       (767 )     1,634  
    Share-based compensation   3,400       2,524       363       1,198  
    Special bonus (3)   675       3,040             (875 )
    Expenses associated with the termination of the phantom equity participation plan         350              
    Adjusted EBITDA $ 38,735     $ 56,341     $ 12,004     $ 8,965  
    Adjusted EBITDA margin (4)   6.8 %     8.2 %     8.8 %     7.8 %
                                   
    (1) Amounts include the recognition of a non-cash expense of $13.9 million related to the PIPE transaction for the year ended December 31, 2023, entered into as of close of the Merger on June 30, 2023.

    (2) Comprised of non-recurring professional service fees incurred by the Company related to the close of the Transaction.

    (3) Amount includes (A) Transaction bonus and related taxes to employees of approximately $1.4 million and (B) Founder Transaction bonus as a result of close of the Merger, of approximately $1.6 million, recognized as share-based compensation, for the year ended December 31, 2023.

    (4) Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue. The Company uses this measure to evaluate its overall profitability.

     

    The following table presents a reconciliation of revenue to Adjusted Gross Profit for the periods indicated:

     
    BITCOIN DEPOT INC.
    RECONCILIATION OF REVENUE TO ADJUSTED GROSS PROFIT
    (UNAUDITED)
     
      Year Ended December 31,     Three Months Ended December 31,  
    (in thousands) 2024     2023     2024     2023  
    Revenue $ 573,703     $ 688,967     $ 136,827     $ 148,406  
    Cost of revenue (excluding depreciation and
    amortization)
      (482,263 )     (587,938 )     (111,415 )     (126,851 )
    Depreciation and amortization excluded from cost of revenue   (9,984 )     (12,455 )     (1,894 )     (2,901 )
    Gross profit $ 81,456     $ 88,574     $ 23,518     $ 18,654  
    Adjustments:                      
    Depreciation and amortization excluded from cost of revenue $ 9,984     $ 12,455     $ 1,894     $ 2,901  
    Adjusted gross profit $ 91,440     $ 101,029     $ 25,412     $ 21,555  
    Gross profit margin (1)   14.2 %     12.9 %     17 %     13 %
    Adjusted gross profit margin (1)   15.9 %     14.7 %     19 %     15 %
                                   
    (1) Calculated as a percentage of revenue.
     

    Contacts:

    Investors 
    Cody Slach,
    Gateway Group, Inc. 
    949-574-3860 
    BTM@gateway-grp.com

    Media 
    Zach Kadletz, Brenlyn Motlagh, Ryan Deloney 
    Gateway Group, Inc.
    949-574-3860 
    BTM@gateway-grp.com

    The MIL Network

  • MIL-OSI: KE Holdings Inc. Announces Fourth Quarter and Fiscal Year 2024 Unaudited Financial Results and a Final Cash Dividend

    Source: GlobeNewswire (MIL-OSI)

    BEIJING, March 18, 2025 (GLOBE NEWSWIRE) — KE Holdings Inc. (“Beike” or the “Company”) (NYSE: BEKE and HKEX: 2423), a leading integrated online and offline platform for housing transactions and services, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2024, and also announced a final cash dividend.

    Business and Financial Highlights for the Fourth Quarter and Fiscal Year 2024

    • Gross transaction value (GTV)1 in 2024 was RMB3,349.4 billion (US$458.9 billion), an increase of 6.6% year-over-year. GTV of existing home transactions was RMB2,246.5 billion (US$307.8 billion), an increase of 10.8% year-over-year. GTV of new home transactions was RMB970.0 billion (US$132.9 billion), a decrease of 3.3% year-over-year. GTV of home renovation and furnishing was RMB16.9 billion (US$2.3 billion), an increase of 27.3% year-over-year. GTV of emerging and other services was RMB116.0 billion (US$15.9 billion), an increase of 17.6% year-over-year.
      In the fourth quarter of 2024, GTV was RMB1,143.8 billion (US$156.7 billion), an increase of 55.5% year-over-year. GTV of existing home transactions was RMB744.8 billion (US$102.0 billion), an increase of 59.1% year-over-year. GTV of new home transactions was RMB355.3 billion (US$48.7 billion), an increase of 49.3% year-over-year. GTV of home renovation and furnishing was RMB5.3 billion (US$0.7 billion), an increase of 34.7% year-over-year. GTV of emerging and other services was RMB38.3 billion (US$5.3 billion), an increase of 50.0% year-over-year.
    • Net revenues in 2024 were RMB93.5 billion (US$12.8 billion), an increase of 20.2% year-over-year.
      In the fourth quarter of 2024, net revenues were RMB31.1 billion (US$4.3 billion), an increase of 54.1% year-over-year.
    • Net income in 2024 was RMB4,078 million (US$559 million), a decrease of 30.8% year-over-year. Adjusted net income2in 2024 was RMB7,211 million (US$988 million), a decrease of 26.4% year-over-year.
      In the fourth quarter of 2024, net income was RMB577 million (US$79 million), a decrease of 13.9% year-over-year. Adjusted net income was RMB1,344 million (US$184 million), a decrease of 21.6% year-over-year.
    • Number of stores was 51,573 as of December 31, 2024, a 17.7% increase from one year ago. Number of active stores3 was 49,693 as of December 31, 2024, an 18.3% increase from one year ago.
    • Number of agents was 499,937 as of December 31, 2024, a 16.9% increase from one year ago. Number of active agents4 was 445,271 as of December 31, 2024, a 12.1% increase from one year ago.
    • Mobile monthly active users (MAU)5 averaged 43.2 million in the fourth quarter of 2024, relatively flat compared to 43.2 million in the same period of 2023.

    Mr. Stanley Yongdong Peng, Chairman of the Board and Chief Executive Officer of Beike, commented, “in 2024, China’s real estate industry is accelerating towards an advanced stage, with customer demand shifting towards reducing decision-making risks and pursuing higher living quality. We empower service providers with technology, enabling optimal decision-making and driving the industry’s leap toward higher service efficiency.”

    “Under the strategy of active growth and ecosystem optimization, we achieved significant growth in several key metrics in 2024. The number of active stores on the platform reached nearly 49,700, an 18.3% increase year-on-year, while the number of active agents surpassed 445,000, a 12.1% increase year-on-year. The total GTV was RMB3,349.4 billion, with net revenues hitting a historic high of RMB93.5 billion, a 20.2% increase year-on-year. GTV of existing home transactions grew 10.8% year-on-year, while net revenues from new home transaction services increased by 10.1% year-on-year. The home renovation and furnishing services saw continuous improvement in scale and delivery capability, achieving net revenues of RMB14.8 billion, a 36.1% year-on-year increase. The home rental services managed over 430,000 units by the end of 2024, generating net revenues of RMB14.3 billion, a 135.0% year-on-year increase, with refined operations improving customer experience. Our Beihaojia business explored driving product strength and reduce risks in the new home industry through the C2M (customer to manufacturing) model.”

    “Looking ahead, we remain committed to our strategic direction of becoming ‘more technology-driven and more human-centric.’ AI-powered technology will enable deeper insights into personalized customer needs and redefine the boundaries of service providers’ capabilities, while a human-centered approach will highlight the value of service. We believe that the integration of technology and human touch will drive a step-change in consumer experience and service efficiency, unlocking new possibilities for the residential services industry,” concluded Mr. Peng.

    Mr. Tao Xu, Executive Director and Chief Financial Officer of Beike, added, “in 2024, both the existing and new home markets saw a significant recovery following the stimulus policies introduced in September. The total volume of existing home transactions saw year-on-year growth in 2024, and structurally, the proportion of existing home transactions within the overall real estate market further increased.

    Facing market opportunities, we continued to make breakthroughs in scale in 2024. Our full-year net revenues reached RMB93.5 billion, up 20.2% year-over-year. Net revenues from existing and new home transaction services both grew year-over-year. Net revenues from non-housing transaction services grew by 64.2% year-over-year, accounting for 33.8% of total net revenues, serving as a new growth engine. Our earnings quality improved as well. Net operating cash inflow in 2024 was RMB9.45 billion, 1.3 times our adjusted net income for the year.

    We placed great emphasis on shareholder returns. We have in aggregate repurchased shares with a total consideration of approximately US$716 million in 2024, which accounted for approximately 3.9% of the Company’s total issued shares at the end of 2023. Meanwhile, we are here to declare our final cash dividend, with an aggregate amount of approximately US$0.4 billion, reaffirming our commitment to sharing long-term value with our shareholders.

    We believe our outstanding financial management capabilities will safeguard our ‘one body, three wings’ strategy and facilitate the steady growth of all business lines.”

    Fourth Quarter 2024 Financial Results

    Net Revenues

    Net revenues increased by 54.1% to RMB31.1 billion (US$4.3 billion) in the fourth quarter of 2024 from RMB20.2 billion in the same period of 2023, primarily attributable to the increase of total GTV and the expansion of home rental business. Total GTV increased by 55.5% to RMB1,143.8 billion (US$156.7 billion) in the fourth quarter of 2024 from RMB735.6 billion in the same period of 2023, primarily attributable to the recovery of housing transaction market driven by the supportive policies and the Company’s proactive growth strategy and enhanced capabilities in market coverage.

    • Net revenues from existing home transaction services were RMB8.9 billion (US$1.2 billion) in the fourth quarter of 2024, increased by 47.5% from RMB6.0 billion in the same period of 2023. GTV of existing home transactions increased by 59.1% to RMB744.8 billion (US$102.0 billion) in the fourth quarter of 2024 from RMB468.1 billion in the same period of 2023. The higher growth rate in GTV compared to net revenues in existing home transaction services was primarily attributable to a decrease in the commission rate of existing home sales transaction services, driven by a strategic scaling-down of certain value-added services offerings as the Company prioritized service quality assurance to ensure the premium offerings maintain their value proposition to customers.

      Among that, (i) commission revenue was RMB7.4 billion (US$1.0 billion) in the fourth quarter of 2024, increased by 53.0% from RMB4.9 billion in the same period of 2023, primarily attributable to the increase of GTV of existing home transactions served by Lianjia stores of 65.7% to RMB311.7 billion (US$42.7 billion) in the fourth quarter of 2024 from RMB188.1 billion in the same period of 2023, partially offset by the decrease in the commission rate of existing home sales transaction services charged by Lianjia stores which was driven by a strategic scale back certain value-added services offerings; and

      (ii) revenues derived from platform service, franchise service and other value-added services, which are mostly charged to connected stores and agents on the Company’s platform increased by 25.0% to RMB1.5 billion (US$0.2 billion) in the fourth quarter of 2024 from RMB1.2 billion in the same period of 2023, mainly due to an increase of GTV of existing home transactions served by connected agents on the Company’s platform of 54.7% to RMB433.2 billion (US$59.3 billion) in the fourth quarter of 2024 from RMB280.0 billion in the same period of 2023, partially offset by incentive-based reductions in platform service and franchise service fees for connected stores.

    • Net revenues from new home transaction services increased by 72.7% to RMB13.1 billion (US$1.8 billion) in the fourth quarter of 2024 from RMB7.6 billion in the same period of 2023, primarily due to the increase of GTV of new home transactions of 49.3% to RMB355.3 billion (US$48.7 billion) in the fourth quarter of 2024 from RMB238.0 billion in the same period of 2023, and the improved monetization capability. Among that, the GTV of new home transactions facilitated on Beike platform through connected agents, dedicated sales team with the expertise on new home transaction services and other sales channels increased by 51.6% to RMB287.5 billion (US$39.4 billion) in the fourth quarter of 2024 from RMB189.7 billion in the same period of 2023, and the GTV of new home transactions served by Lianjia brand increased by 40.4% to RMB67.8 billion (US$9.3 billion) in the fourth quarter of 2024 from RMB48.3 billion in the same period of 2023.
    • Net revenues from home renovation and furnishing increased by 12.8% to RMB4.1 billion (US$0.6 billion) in the fourth quarter of 2024 from RMB3.6 billion in the same period of 2023, primarily attributable to a) the increase of orders driven by the synergetic effects from customer acquisition and conversion between home transaction services and home renovation and furnishing business and b) a larger contribution from furniture and home furnishing sales in categories such as customized furniture, soft furnishings, and electrical appliances.
    • Net revenues from home rental services increased by 108.7% to RMB4.6 billion (US$0.6 billion) in the fourth quarter of 2024 from RMB2.2 billion in the same period of 2023, primarily attributable to the increase of the number of rental units under the Carefree Rent model.
    • Net revenues from emerging and other services were RMB0.4 billion (US$0.1 billion) in the fourth quarter of 2024, compared to RMB0.7 billion in the same period of 2023.

    Cost of Revenues

    Total cost of revenues increased by 59.1% to RMB24.0 billion (US$3.3 billion) in the fourth quarter of 2024 from RMB15.1 billion in the same period of 2023.

    • Commission – split. The Company’s cost of revenues for commissions to connected agents and other sales channels increased by 71.7% to RMB8.7 billion (US$1.2 billion) in the fourth quarter of 2024, from RMB5.1 billion in the same period of 2023, primarily due to the increase in net revenues from new home transaction services derived from transactions facilitated through connected agents and other sales channels.
    • Commission and compensation – internal. The Company’s cost of revenues for internal commission and compensation increased by 64.8% to RMB6.5 billion (US$0.9 billion) in the fourth quarter of 2024 from RMB3.9 billion in the same period of 2023, primarily due to an increase in the net revenues from existing and new home transactions derived from transactions facilitated through Lianjia agents and the increase in fixed compensation costs mainly driven by the increased number of Lianjia agents and improved benefits for them.
    • Cost of home renovation and furnishing. The Company’s cost of revenues for home renovation and furnishing increased by 9.8% to RMB2.9 billion (US$0.4 billion) in the fourth quarter of 2024 from RMB2.6 billion in the same period of 2023, which was in line with the growth of net revenues from home renovation and furnishing.
    • Cost of home rental services. The Company’s cost of revenues for home rental services increased by 101.8% to RMB4.4 billion (US$0.6 billion) in the fourth quarter of 2024 from RMB2.2 billion in the same period of 2023, primarily attributable to the growth of net revenues from home rental services.
    • Cost related to stores. The Company’s cost related to stores increased by 8.1% to RMB0.8 billion (US$0.1 billion) in the fourth quarter of 2024 from RMB0.7 billion in the same period of 2023, primarily attributable to the increased number of Lianjia stores.
    • Other costs. The Company’s other costs increased to RMB0.7 billion (US$0.1 billion) in the fourth quarter of 2024 from RMB0.5 billion in the same period of 2023, mainly due to the increased tax and surcharges in line with the increased net revenues and an increase in provision and funding costs of financial services.

    Gross Profit

    Gross profit increased by 39.4% to RMB7.2 billion (US$1.0 billion) in the fourth quarter of 2024 from RMB5.1 billion in the same period of 2023. Gross margin was 23.0% in the fourth quarter of 2024, compared to 25.5% in the same period of 2023, primarily due to a) a lower contribution margin of existing home transaction services led by the increased fix compensation costs as percentage of net revenues from existing home transaction services and b)a lower contribution margin of emerging and other services.

    Income from Operations

    Total operating expenses increased by 15.8% to RMB6.2 billion (US$0.8 billion) in the fourth quarter of 2024 from RMB5.3 billion in the same period of 2023.

    • General and administrative expenses were RMB3.0 billion (US$0.4 billion) in the fourth quarter of 2024, compared with RMB2.6 billion in the same period of 2023, mainly due to the increase in personnel costs, partially offset by the decrease of share-based compensation expenses.
    • Sales and marketing expenses increased by 12.7% to RMB2.3 billion (US$0.3 billion) in the fourth quarter of 2024 from RMB2.1 billion in the same period of 2023, mainly due to the increase in sales and marketing expenses for home renovation and furnishing business.
    • Research and development expenses increased by 38.4% to RMB739 million (US$101 million) in the fourth quarter of 2024 from RMB534 million in the same period of 2023, primarily due to the increased headcount of research and development personnel and the increased technical service costs.

    Income from operations was RMB1,011 million (US$139 million) in the fourth quarter of 2024, compared to loss from operations of RMB173 million in the same period of 2023. Operating margin was 3.2% in the fourth quarter of 2024, compared to negative 0.9% in the same period of 2023, primarily due to the improved operating leverage in the fourth quarter of 2024, compared to the same period of 2023.

    Adjusted income from operations6 was RMB1,755 million (US$240 million) in the fourth quarter of 2024, compared to RMB856 million in the same period of 2023. Adjusted operating margin7 was 5.6% in the fourth quarter of 2024, compared to 4.2% in the same period of 2023. Adjusted EBITDA8 was RMB2,343 million (US$321 million) in the fourth quarter of 2024, compared to RMB1,700 million in the same period of 2023.

    Net Income

    Net income was RMB577 million (US$79 million) in the fourth quarter of 2024, compared to RMB670 million in the same period of 2023, primarily due to an increase in income tax expenses.

    Adjusted net income was RMB1,344 million (US$184 million) in the fourth quarter of 2024, compared to RMB1,714 million in the same period of 2023.

    Net Income attributable to KE Holdings Inc.’s Ordinary Shareholders

    Net income attributable to KE Holdings Inc.’s ordinary shareholders was RMB570 million (US$78 million) in the fourth quarter of 2024, compared to RMB670 million in the same period of 2023.

    Adjusted net income attributable to KE Holdings Inc.’s ordinary shareholders9 was RMB1,336 million (US$183 million) in the fourth quarter of 2024, compared to RMB1,713 million in the same period of 2023.

    Net Income per ADS

    Basic and diluted net income per ADS attributable to KE Holdings Inc.’s ordinary shareholders10 were RMB0.51 (US$0.07) and RMB0.49 (US$0.07) in the fourth quarter of 2024, respectively, compared to RMB0.58 and RMB0.56 in the same period of 2023, respectively.

    Adjusted basic and diluted net income per ADS attributable to KE Holdings Inc.’s ordinary shareholders11 were RMB1.19 (US$0.16) and RMB1.14 (US$0.16) in the fourth quarter of 2024, respectively, compared to RMB1.49 and RMB1.44 in the same period of 2023, respectively.

    Cash, Cash Equivalents, Restricted Cash and Short-Term Investments

    As of December 31, 2024, the combined balance of the Company’s cash, cash equivalents, restricted cash and short-term investments amounted to RMB61.6 billion (US$8.4 billion).

    Fiscal Year 2024 Financial Results

    Net Revenues

    Net revenues increased by 20.2% to RMB93.5 billion (US$12.8 billion) in 2024 from RMB77.8 billion in 2023, primarily attributable to the increase of net revenues from new home transaction services and the expansion of home renovation and furnishing and home rental business. Total GTV increased by 6.6% to RMB3,349.4 billion (US$458.9 billion) in 2024 from RMB3,142.9 billion in 2023, primarily attributable to the Company’s proactive growth strategy and enhanced capabilities in market coverage.

    • Net revenues from existing home transaction services were RMB28.2 billion (US$3.9 billion) in 2024, relatively flat compared with RMB28.0 billion in 2023. GTV of existing home transactions increased by 10.8% to RMB2,246.5 billion (US$307.8 billion) in 2024 from RMB2,028.0 billion in 2023.

      Among that, (i) commission revenue increased by 1.0% to RMB23.1 billion (US$3.2 billion) in 2024, from RMB22.9 billion in 2023, primarily attributable to the GTV of existing home transactions served by Lianjia stores increased by 8.4% to RMB918.5 billion (US$125.8 billion) in 2024 from RMB847.6 billion in 2023, mainly offset by a lower commission rate of existing home transaction services charged by Lianjia stores in Beijing; and

      (ii) revenues derived from platform service, franchise service and other value-added services, which are mostly charged to connected stores and agents on the Company’s platform were RMB5.1 billion (US$0.7 billion) in 2024, relatively flat compared with RMB5.1 billion in 2023, while the GTV of existing home transactions served by connected agents on the Company’s platform increased by 12.5% to RMB1,328.0 billion (US$181.9 billion) in 2024 from RMB1,180.4 billion in 2023. The increase was mainly offset by the decrease in revenues from certain value-added services which were not directly driven by GTV of existing home transactions served by connected agents.

    • Net revenues from new home transaction services increased by 10.1% to RMB33.7 billion (US$4.6 billion) in 2024 from RMB30.6 billion in 2023, primarily due to the improved monetization capability, which was partially offset by the decrease of GTV of new home transactions of 3.3% to RMB970.0 billion (US$132.9 billion) in 2024 from RMB1,003.0 billion in 2023. Among that, the GTV of new home transactions facilitated on Beike platform through connected agents, dedicated sales team with the expertise on new home transaction services and other sales channels decreased by 3.1% to RMB784.4 billion (US$107.5 billion) in 2024 from RMB809.9 billion in 2023, and the GTV of new home transactions served by Lianjia brand decreased by 3.9% to RMB185.6 billion (US$25.4 billion) in 2024 from RMB193.2 billion in 2023.
    • Net revenues from home renovation and furnishing increased by 36.1% to RMB14.8 billion (US$2.0 billion) in 2024 from RMB10.9 billion in 2023, primarily attributable to a) the increase of orders driven by the synergetic effects from customer acquisition and conversion between home transaction services and home renovation and furnishing business, b) a larger contribution from furniture and home furnishing sales in categories such as customized furniture, soft furnishings, and electrical appliances, and c) the shortened lead time driven by enhanced delivery capabilities.
    • Net revenues from home rental services increased by 135.0% to RMB14.3 billion (US$2.0 billion) in 2024 from RMB6.1 billion in 2023, primarily attributable to the increase of the number of rental units under the Carefree Rent model.
    • Net revenues from emerging and other services increased by 8.8% to RMB2.5 billion (US$0.3 billion) in 2024 from RMB2.3 billion in 2023, primarily attributable to the increase of net revenues from financial services.

    Cost of Revenues

    Total cost of revenues increased by 25.8% to RMB70.5 billion (US$9.7 billion) in 2024 from RMB56.1 billion in 2023.

    • Commission – split. The Company’s cost of revenues for commissions to connected agents and other sales channels increased by 11.5% to RMB22.8 billion (US$3.1 billion) in 2024 from RMB20.4 billion in 2023, primarily due to the increase in net revenues from new home transaction services derived from transactions facilitated through connected agents and other sales channels.
    • Commission and compensation – internal. The Company’s cost of revenues for internal commission and compensation increased by 11.1% to RMB18.9 billion (US$2.6 billion) in 2024 from RMB17.0 billion in 2023, primarily due to an increase in the net revenues from new home transactions derived from transactions facilitated through Lianjia agents and the increase in fixed compensation costs mainly driven by the increased number of Lianjia agents and improved benefits for them.
    • Cost of home renovation and furnishing. The Company’s cost of revenues for home renovation and furnishing increased by 32.8% to RMB10.2 billion (US$1.4 billion) in 2024 from RMB7.7 billion in 2023, which was in line with the growth of net revenues from home renovation and furnishing.
    • Cost of home rental services. The Company’s cost of revenues for home rental services increased by 121.0% to RMB13.6 billion (US$1.9 billion) in 2024 from RMB6.2 billion in 2023, primarily attributable to the growth of net revenues from home rental services.
    • Cost related to stores. The Company’s cost related to stores was RMB2.9 billion (US$0.4 billion) in 2024, relatively flat compared with RMB2.9 billion in 2023.
    • Other costs. The Company’s other costs increased by 13.6% to RMB2.1 billion (US$0.3 billion) in 2024 from RMB1.9 billion in 2023, mainly due to the increased tax and surcharges in line with the increased net revenues and an increase in provision and funding costs of financial services.

    Gross Profit

    Gross profit increased by 5.6% to RMB22.9 billion (US$3.1 billion) in 2024 from RMB21.7 billion in 2023. Gross margin was 24.6% in 2024, compared to 27.9% in 2023, primarily due to a) a lower contribution ratio of net revenues from existing home transaction services with a relatively higher margin than other revenue streams; and b) a lower contribution margin of existing home transaction services led by the increased fix compensation costs as percentage of net revenues from existing home transaction services.

    Income from Operations

    Total operating expenses increased by 13.3% to RMB19.2 billion (US$2.6 billion) in 2024 from RMB16.9 billion in 2023.

    • General and administrative expenses increased by 8.8% to RMB9.0 billion (US$1.2 billion) in 2024 from RMB8.2 billion in 2023, mainly due to the increase in personnel costs.
    • Sales and marketing expenses increased by 17.0% to RMB7.8 billion (US$1.1 billion) in 2024 from RMB6.7 billion in 2023, mainly due to the increase in sales and marketing expenses for home renovation and furnishing business.
    • Research and development expenses increased by 17.9% to RMB2.3 billion (US$0.3 billion) in 2024 from RMB1.9 billion in 2023, primarily due to the increased headcount of research and development personnel and the increased technical service costs.

    Income from operations was RMB3,765 million (US$516 million) in 2024, compared to RMB4,797 million in 2023. Operating margin was 4.0% in 2024, compared to 6.2% in 2023, primarily due to a lower gross margin partially offset by the improved operating leverage in 2024, compared to 2023.

    Adjusted income from operations was RMB6,890 million (US$944 million) in 2024, compared to RMB8.7 billion in 2023. Adjusted operating margin was 7.4% in 2024, compared to 11.2% in 2023. Adjusted EBITDA was RMB9,534 million (US$1,306 million) in 2024, compared to RMB11.3 billion in 2023.

    Net Income

    Net income was RMB4,078 million (US$559 million) in 2024, compared to RMB5,890 million in 2023.

    Adjusted net income was RMB7,211 million (US$988 million) in 2024, compared to RMB9,798 million in 2023.

    Net Income attributable to KE Holdings Inc.’s Ordinary Shareholders

    Net income attributable to KE Holdings Inc.’s ordinary shareholders was RMB4,065 million (US$557 million) in 2024, compared to RMB5,883 million in 2023.

    Adjusted net income attributable to KE Holdings Inc.’s ordinary shareholders12 was RMB7,198 million (US$986 million) in 2024, compared to RMB9,792 million in 2023.

    Net Income per ADS

    Basic and diluted net income per ADS attributable to KE Holdings Inc.’s ordinary shareholders13 were RMB3.58 (US$0.49) and RMB3.45 (US$0.47) in 2024, respectively, compared to RMB5.01 and RMB4.89 in 2023, respectively.

    Adjusted basic and diluted net income per ADS attributable to KE Holdings Inc.’s ordinary shareholders14 were RMB6.33 (US$0.87) and RMB6.10 (US$0.84) in 2024, respectively, compared to RMB8.34 and RMB8.13 in 2023, respectively.

    Share Repurchase Program

    As previously disclosed, the Company established a share repurchase program in August 2022 and upsized and extended it in August 2023 and August 2024, under which the Company may purchase up to US$3 billion of its Class A ordinary shares and/or ADSs until August 31, 2025, subject to obtaining another general unconditional mandate for the repurchase from the shareholders of the Company at the next annual general meeting to continue its share repurchase after the expiry of the existing share repurchase mandate granted by the annual general meeting held on June 14, 2024. As of December 31, 2024, the Company in aggregate has purchased approximately 109.1 million ADSs (representing approximately 327.4 million Class A ordinary shares) on the New York Stock Exchange with a total consideration of approximately US$1,625.4 million under this share repurchase program since its launch.

    Final Cash Dividend

    The Company is pleased to announce that its board of directors (the “Board”) has approved a final cash dividend (the “Dividend”) of US$0.12 per ordinary share, or US$0.36 per ADS, to holders of ordinary shares and holders of ADSs of record as of the close of business on April 9, 2025, Beijing/ Hong Kong Time and New York Time, respectively, payable in U.S. dollars. The aggregate amount of the Dividend to be paid will be approximately US$0.4 billion, which will be funded by cash surplus on the Company’s balance sheet.

    For holders of ordinary shares, in order to qualify for the Dividend, all valid documents for the transfer of shares accompanied by the relevant share certificates must be lodged for registration with the Company’s Hong Kong share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong no later than 4:30 p.m. on April 9, 2025 (Beijing/Hong Kong Time). Dividend to be paid to the Company’s ADS holders through the depositary bank will be subject to the terms of the deposit agreement. The payment date is expected to be on or around April 22, 2025 for holders of ordinary shares, and on or around April 25, 2025 for holders of ADSs.

    Under the Company’s current dividend policy, the Board has discretion on whether to distribute dividends, subject to certain requirements of Cayman Islands law. In addition, the Company’s shareholders may by ordinary resolution declare a dividend, but no dividend may exceed the amount recommended by the Board. If the Company decides to pay dividends, the form, frequency and amount will be based upon its future operations and earnings, capital requirements and surplus, general financial condition, contractual restrictions and other factors that the Board may deem relevant.

    Conference Call Information

    The Company will hold an earnings conference call at 8:00 A.M. U.S. Eastern Time on Tuesday, March 18, 2025 (8:00 P.M. Beijing/Hong Kong Time on Tuesday, March 18, 2025) to discuss the financial results.

    For participants who wish to join the conference call using dial-in numbers, please complete online registration using the link provided below at least 20 minutes prior to the scheduled call start time. Dial-in numbers, passcode and unique access PIN would be provided upon registering.

    Participant Online Registration:

    English Line: https://s1.c-conf.com/diamondpass/10045435-su5md1.html

    Chinese Simultaneous Interpretation Line (listen-only mode): https://s1.c-conf.com/diamondpass/10045436-c4n72s.html

    A replay of the conference call will be accessible through March 25, 2025, by dialing the following numbers:

    United States: +1-855-883-1031
    Mainland, China: 400-1209-216
    Hong Kong, China: 800-930-639
    International: +61-7-3107-6325
    Replay PIN (English line): 10045435
    Replay PIN (Chinese simultaneous interpretation line): 10045436

    A live and archived webcast of the conference call will also be available at the Company’s investor relations website at https://investors.ke.com.

    Exchange Rate

    This press release contains translations of certain RMB amounts into U.S. dollars (“US$”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to US$ were made at the rate of RMB7.2993 to US$1.00, the noon buying rate in effect on December 31, 2024, in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or US$ amounts referred could be converted into US$ or RMB, as the case may be, at any particular rate or at all. For analytical presentation, all percentages are calculated using the numbers presented in the financial information contained in this earnings release.

    Non-GAAP Financial Measures

    The Company uses adjusted income (loss) from operations, adjusted net income (loss), adjusted net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders, adjusted operating margin, adjusted EBITDA and adjusted net income (loss) per ADS attributable to KE Holdings Inc.’s ordinary shareholders, each a non-GAAP financial measure, in evaluating its operating results and formulating its business plan. Beike believes that these non-GAAP financial measures help identify underlying trends in the Company’s business that could otherwise be distorted by the effect of certain expenses that the Company includes in its net income (loss). Beike also believes that these non-GAAP financial measures provide useful information about its results of operations, enhance the overall understanding of its past performance and future prospects and allow for greater visibility with respect to key metrics used by its management in formulating its business plan. A limitation of using these non-GAAP financial measures is that these non-GAAP financial measures exclude share-based compensation expenses that have been, and will continue to be for the foreseeable future, a significant recurring expense in the Company’s business.

    The presentation of these non-GAAP financial measures should not be considered in isolation or construed as an alternative to gross profit, net income (loss) or any other measure of performance or as an indicator of its operating performance. Investors are encouraged to review these non-GAAP financial measures and the reconciliation to the most directly comparable GAAP measures. The non-GAAP financial measures presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to the Company’s data. Beike encourages investors and others to review its financial information in its entirety and not rely on a single financial measure. Adjusted income (loss) from operations is defined as income (loss) from operations, excluding (i) share-based compensation expenses, (ii) amortization of intangible assets resulting from acquisitions and business cooperation agreement, and (iii) impairment of goodwill, intangible assets and other long-lived assets. Adjusted operating margin is defined as adjusted income (loss) from operations as a percentage of net revenues. Adjusted net income (loss) is defined as net income (loss), excluding (i) share-based compensation expenses, (ii) amortization of intangible assets resulting from acquisitions and business cooperation agreement, (iii) changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration, (iv) impairment of goodwill, intangible assets and other long-lived assets, (v) impairment of investments, and (vi) tax effects of the above non-GAAP adjustments. Adjusted net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders is defined as net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders, excluding (i) share-based compensation expenses, (ii) amortization of intangible assets resulting from acquisitions and business cooperation agreement, (iii) changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration, (iv) impairment of goodwill, intangible assets and other long-lived assets, (v) impairment of investments, (vi) tax effects of the above non-GAAP adjustments, and (vii) effects of non-GAAP adjustments on net income (loss) attributable to non-controlling interests shareholders. Adjusted EBITDA is defined as net income (loss), excluding (i) income tax expense, (ii) share-based compensation expenses, (iii) amortization of intangible assets, (iv) depreciation of property, plant and equipment, (v) interest income, net, (vi) changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration, (vii) impairment of goodwill, intangible assets and other long-lived assets, and (viii) impairment of investments. Adjusted net income (loss) per ADS attributable to KE Holdings Inc.’s ordinary shareholders is defined as adjusted net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders divided by weighted average number of ADS outstanding during the periods used in calculating adjusted net income (loss) per ADS, basic and diluted.

    Please see the “Unaudited reconciliation of GAAP and non-GAAP results” included in this press release for a full reconciliation of each non-GAAP measure to its respective comparable GAAP measure.

    About KE Holdings Inc.

    KE Holdings Inc. is a leading integrated online and offline platform for housing transactions and services. The Company is a pioneer in building infrastructure and standards to reinvent how service providers and customers efficiently navigate and complete housing transactions and services in China, ranging from existing and new home sales, home rentals, to home renovation and furnishing, and other services. The Company owns and operates Lianjia, China’s leading real estate brokerage brand and an integral part of its Beike platform. With more than 23 years of operating experience through Lianjia since its inception in 2001, the Company believes the success and proven track record of Lianjia pave the way for it to build its infrastructure and standards and drive the rapid and sustainable growth of Beike.

    Safe Harbor Statement

    This press release contains statements that may constitute “forward-looking” statements pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “likely to,” and similar statements. Among other things, the quotations from management in this press release, as well as Beike’s strategic and operational plans, contain forward-looking statements. Beike may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”) and The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about KE Holdings Inc.’s beliefs, plans, and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Beike’s goals and strategies; Beike’s future business development, financial condition and results of operations; expected changes in the Company’s revenues, costs or expenditures; Beike’s ability to empower services and facilitate transactions on Beike platform; competition in the industry in which Beike operates; relevant government policies and regulations relating to the industry; Beike’s ability to protect the Company’s systems and infrastructures from cyber-attacks; Beike’s dependence on the integrity of brokerage brands, stores and agents on the Company’s platform; general economic and business conditions in China and globally; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in KE Holdings Inc.’s filings with the SEC and the Hong Kong Stock Exchange. All information provided in this press release is as of the date of this press release, and KE Holdings Inc. does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

    For investor and media inquiries, please contact:

    In China:
    KE Holdings Inc.
    Investor Relations
    Siting Li
    E-mail: ir@ke.com

    Piacente Financial Communications
    Jenny Cai
    Tel: +86-10-6508-0677
    E-mail: ke@tpg-ir.com

    In the United States:
    Piacente Financial Communications
    Brandi Piacente
    Tel: +1-212-481-2050
    Email: ke@tpg-ir.com

    Source: KE Holdings Inc.

    KE Holdings Inc.
    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
    (All amounts in thousands, except for share, per share data)
        As of
    December 31,
      As of
    December 31,
        2023   2024
        RMB   RMB   US$
                 
    ASSETS            
    Current assets            
    Cash and cash equivalents   19,634,716   11,442,965   1,567,680
    Restricted cash   6,222,745   8,858,449   1,213,603
    Short-term investments   34,257,958   41,317,700   5,660,502
    Financing receivables, net of allowance for credit losses of RMB122,482 and RMB147,330 as of December 31, 2023 and 2024, respectively   1,347,759   2,835,527   388,466
    Accounts receivable and contract assets, net of allowance for credit losses of RMB1,681,127 and RMB1,636,163 as of December 31, 2023 and 2024, respectively   3,176,169   5,497,989   753,221
    Amounts due from and prepayments to related parties   419,270   379,218   51,953
    Loan receivables from related parties   28,030   18,797   2,575
    Prepayments, receivables and other assets   4,666,976   6,252,700   856,615
    Total current assets   69,753,623   76,603,345   10,494,615
    Non-current assets            
    Property, plant and equipment, net   1,965,098   2,400,211   328,828
    Right-of-use assets   17,617,915   23,366,879   3,201,249
    Long-term investments, net   23,570,988   23,790,106   3,259,231
    Intangible assets, net   1,067,459   857,635   117,496
    Goodwill   4,856,807   4,777,420   654,504
    Long-term loan receivables from related parties   27,000   131,410   18,003
    Other non-current assets   1,473,041   1,222,277   167,451
    Total non-current assets   50,578,308   56,545,938   7,746,762
    TOTAL ASSETS   120,331,931   133,149,283   18,241,377
     
    KE Holdings Inc.
    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Continued)
    (All amounts in thousands, except for share, per share data)
     
        As of
    December 31,
      As of
    December 31,
        2023   2024
        RMB   RMB   US$
                 
    LIABILITIES            
    Current liabilities            
    Accounts payable   6,328,516   9,492,629   1,300,485
    Amounts due to related parties   430,350   391,446   53,628
    Employee compensation and welfare payable   8,145,779   8,414,472   1,152,778
    Customer deposits payable   3,900,564   6,078,623   832,768
    Income taxes payable   698,568   1,028,735   140,936
    Short-term borrowings   290,450   288,280   39,494
    Lease liabilities current portion   9,368,607   13,729,701   1,880,961
    Contract liability and deferred revenue   4,665,201   6,051,867   829,102
    Accrued expenses and other current liabilities   5,695,948   7,268,505   995,782
    Total current liabilities   39,523,983   52,744,258   7,225,934
    Non-current liabilities            
    Deferred tax liabilities   279,341   317,697   43,524
    Lease liabilities non-current portion   8,327,113   8,636,770   1,183,233
    Other non-current liabilities   389   2,563   352
    Total non-current liabilities   8,606,843   8,957,030   1,227,109
    TOTAL LIABILITIES   48,130,826   61,701,288   8,453,043
    KE Holdings Inc.
    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Continued)
    (All amounts in thousands, except for share, per share data)
        As of
    December 31,
      As of
    December 31,
        2023     2024  
        RMB   RMB   US$
                 
    SHAREHOLDERS’ EQUITY            
    KE Holdings Inc. shareholders’ equity            
    Ordinary shares (US$0.00002 par value; 25,000,000,000 ordinary shares authorized, comprising of 24,114,698,720 Class A ordinary shares and 885,301,280 Class B ordinary shares. 3,571,960,220 Class A ordinary shares issued and 3,443,860,844 Class A ordinary shares outstanding(1)as of December 31, 2023; 3,479,616,986 Class A ordinary shares issued and 3,337,567,403 Class A ordinary shares outstanding(1)as of December 31, 2024; and 151,354,549 and 145,413,446 Class B ordinary shares issued and outstanding as of December 31, 2023 and 2024, respectively)   475     461     63  
    Treasury shares   (866,198 )   (949,410 )   (130,069 )
    Additional paid-in capital   77,583,054     72,460,562     9,927,056  
    Statutory reserves   811,107     926,972     126,995  
    Accumulated other comprehensive income   244,302     609,112     83,448  
    Accumulated deficit   (5,672,916 )   (1,723,881 )   (236,171 )
    Total KE Holdings Inc. shareholders’ equity   72,099,824     71,323,816     9,771,322  
    Non-controlling interests   101,281     124,179     17,012  
    TOTAL SHAREHOLDERS’ EQUITY   72,201,105     71,447,995     9,788,334  
    TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY   120,331,931     133,149,283     18,241,377  

    (1)  Excluding the Class A ordinary shares registered in the name of the depositary bank for future issuance of ADSs upon the exercise or vesting of awards granted under our share incentive plans and the Class A ordinary shares repurchased but not cancelled in the form of ADSs.

    KE Holdings Inc.
    UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

    (All amounts in thousands, except for share, per share data, ADS and per ADS data)


      For the Three Months Ended   For the Year Ended
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      RMB   RMB   US$   RMB   RMB   US$
                           
    Net revenues                      
    Existing home transaction services 6,049,963     8,922,030     1,222,313     27,954,135     28,201,003     3,863,522  
    New home transaction services 7,574,098     13,076,767     1,791,510     30,575,778     33,653,403     4,610,497  
    Home renovation and furnishing 3,640,928     4,106,834     562,634     10,850,497     14,768,947     2,023,337  
    Home rental services 2,194,485     4,580,502     627,526     6,099,747     14,334,479     1,963,816  
    Emerging and other services 744,752     438,974     60,139     2,296,775     2,499,666     342,453  
    Total net revenues 20,204,226     31,125,107     4,264,122     77,776,932     93,457,498     12,803,625  
    Cost of revenues                      
    Commission-split (5,073,602 )   (8,709,790 )   (1,193,236 )   (20,419,577 )   (22,766,957 )   (3,119,060 )
    Commission and compensation-internal (3,917,437 )   (6,456,881 )   (884,589 )   (17,015,927 )   (18,903,786 )   (2,589,808 )
    Cost of home renovation and furnishing (2,628,015 )   (2,884,614 )   (395,190 )   (7,705,325 )   (10,229,696 )   (1,401,463 )
    Cost of home rental services (2,166,138 )   (4,370,712 )   (598,785 )   (6,163,044 )   (13,619,506 )   (1,865,865 )
    Cost related to stores (727,054 )   (785,966 )   (107,677 )   (2,872,093 )   (2,854,988 )   (391,132 )
    Others (547,934 )   (746,958 )   (102,333 )   (1,882,952 )   (2,138,510 )   (292,973 )
    Total cost of revenues(1) (15,060,180 )   (23,954,921 )   (3,281,810 )   (56,058,918 )   (70,513,443 )   (9,660,301 )
    Gross profit 5,144,046     7,170,186     982,312     21,718,014     22,944,055     3,143,324  
    Operating expenses                      
    Sales and marketing expenses(1) (2,080,363 )   (2,344,000 )   (321,127 )   (6,654,178 )   (7,783,341 )   (1,066,313 )
    General and administrative expenses(1) (2,647,739 )   (2,961,294 )   (405,695 )   (8,236,569 )   (8,960,747 )   (1,227,617 )
    Research and development expenses(1) (533,620 )   (738,683 )   (101,199 )   (1,936,780 )   (2,283,424 )   (312,828 )
    Impairment of goodwill, intangible assets and other long-lived assets (55,441 )   (115,179 )   (15,779 )   (93,417 )   (151,576 )   (20,766 )
    Total operating expenses (5,317,163 )   (6,159,156 )   (843,800 )   (16,920,944 )   (19,179,088 )   (2,627,524 )
    Income (loss) from operations (173,117 )   1,011,030     138,512     4,797,070     3,764,967     515,800  
    Interest income, net 311,963     283,417     38,828     1,263,332     1,260,163     172,642  
    Share of results of equity investees (18,130 )   6,144     842     9,098     10,192     1,396  
    Impairment loss for equity investments accounted for equity method (4,187 )           (10,369 )        
    Fair value changes in investments, net 4,127     125,333     17,171     78,320     312,791     42,852  
    Impairment loss for equity investments accounted for using Measurement Alternative (16,605 )   (971 )   (133 )   (28,800 )   (9,408 )   (1,289 )
    Foreign currency exchange loss (174,459 )   (6,805 )   (932 )   (93,956 )   (34,674 )   (4,750 )
    Other income, net 832,103     192,069     26,313     1,869,300     1,566,038     214,546  
    Income before income tax expense 761,695     1,610,217     220,601     7,883,995     6,870,069     941,197  
    Income tax expense (91,632 )   (1,032,969 )   (141,516 )   (1,994,391 )   (2,791,889 )   (382,487 )
    Net income 670,063     577,248     79,085     5,889,604     4,078,180     558,710  
    KE Holdings Inc.
    UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Continued)

    (All amounts in thousands, except for share, per share data, ADS and per ADS data)

      For the Three Months Ended   For the Year Ended
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      RMB   RMB   US$   RMB   RMB   US$
                           
    Net income attributable to non-controlling interests shareholders (458 )   (7,256 )   (994 )   (6,380 )   (13,280 )   (1,819 )
    Net income attributable to KE Holdings Inc. 669,605     569,992     78,091     5,883,224     4,064,900     556,891  
    Net income attributable to KE Holdings Inc.’s ordinary shareholders 669,605     569,992     78,091     5,883,224     4,064,900     556,891  
                           
    Net income 670,063     577,248     79,085     5,889,604     4,078,180     558,710  
    Currency translation adjustments (138,522 )   348,802     47,786     574,223     217,142     29,748  
    Unrealized gains (losses) on available-for-sale investments, net of reclassification 133,067     (15,206 )   (2,083 )   82,800     147,668     20,230  
    Total comprehensive income 664,608     910,844     124,788     6,546,627     4,442,990     608,688  
    Comprehensive income attributable to non-controlling interests shareholders (458 )   (7,256 )   (994 )   (6,380 )   (13,280 )   (1,819 )
    Comprehensive income attributable to KE Holdings Inc. 664,150     903,588     123,794     6,540,247     4,429,710     606,869  
    Comprehensive income attributable to KE Holdings Inc.’s ordinary shareholders 664,150     903,588     123,794     6,540,247     4,429,710     606,869  
     
    For the Three Months Ended
      For the Year Ended
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      RMB   RMB   US$   RMB   RMB   US$
                           
    Weighted average number of ordinary shares used in computing net income per share, basic and diluted                      
    —Basic 3,449,700,565   3,356,948,233   3,356,948,233   3,521,379,938   3,409,772,592   3,409,772,592
    —Diluted 3,557,221,957   3,525,088,426   3,525,088,426   3,611,653,020   3,537,408,029   3,537,408,029
                           
    Weighted average number of ADS used in computing net income per ADS, basic and diluted                      
    —Basic 1,149,900,188   1,118,982,744   1,118,982,744   1,173,793,313   1,136,590,864   1,136,590,864
    —Diluted 1,185,740,652   1,175,029,475   1,175,029,475   1,203,884,340   1,179,136,010   1,179,136,010
                           
    Net income per share attributable to KE Holdings Inc.’s ordinary shareholders                      
    —Basic 0.19   0.17   0.02   1.67   1.19   0.16
    —Diluted 0.19   0.16   0.02   1.63   1.15   0.16
                           
    Net income per ADS attributable to KE Holdings Inc.’s ordinary shareholders                      
    —Basic 0.58   0.51   0.07   5.01   3.58   0.49
    —Diluted 0.56   0.49   0.07   4.89   3.45   0.47
                           
    (1) Includes share-based compensation expenses as follows:  
    Cost of revenues 138,967   135,358   18,544   502,523   521,293   71,417
    Sales and marketing expenses 51,347   53,410   7,317   180,465   197,320   27,033
    General and administrative expenses 580,363   360,801   49,430   2,345,895   1,821,817   249,588
    Research and development expenses 47,761   45,499   6,233   186,666   185,645   25,433
                           
    KE Holdings Inc.
    UNAUDITED RECONCILIATION OF GAAP AND NON-GAAP RESULTS

    (All amounts in thousands, except for share, per share data, ADS and per ADS data)

      For the Three Months Ended   For the Year Ended
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      RMB   RMB   US$   RMB   RMB   US$
                           
    Income (loss) from operations (173,117 )   1,011,030     138,512     4,797,070     3,764,967     515,800  
    Share-based compensation expenses 818,438     595,068     81,524     3,215,549     2,726,075     373,471  
    Amortization of intangible assets resulting from acquisitions and business cooperation agreement 155,039     33,695     4,616     613,307     247,862     33,957  
    Impairment of goodwill, intangible assets and other long-lived assets 55,441     115,179     15,779     93,417     151,576     20,766  
    Adjusted income from operations 855,801     1,754,972     240,431     8,719,343     6,890,480     943,994  
                           
    Net income 670,063     577,248     79,085     5,889,604     4,078,180     558,710  
    Share-based compensation expenses 818,438     595,068     81,524     3,215,549     2,726,075     373,471  
    Amortization of intangible assets resulting from acquisitions and business cooperation agreement 155,039     33,695     4,616     613,307     247,862     33,957  
    Changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration 546     27,960     3,831     (26,315 )   24,371     3,339  
    Impairment of goodwill, intangible assets and other long-lived assets 55,441     115,179     15,779     93,417     151,576     20,766  
    Impairment of investments 20,792     971     133     39,169     9,408     1,289  
    Tax effects on non-GAAP adjustments (6,561 )   (6,495 )   (890 )   (26,243 )   (26,399 )   (3,617 )
    Adjusted net income 1,713,758     1,343,626     184,078     9,798,488     7,211,073     987,915  
                           
    Net income 670,063     577,248     79,085     5,889,604     4,078,180     558,710  
    Income tax expense 91,632     1,032,969     141,516     1,994,391     2,791,889     382,487  
    Share-based compensation expenses 818,438     595,068     81,524     3,215,549     2,726,075     373,471  
    Amortization of intangible assets 158,339     38,041     5,212     627,146     268,684     36,810  
    Depreciation of property, plant and equipment 196,436     238,496     32,674     775,042     743,728     101,890  
    Interest income, net (311,963 )   (283,417 )   (38,828 )   (1,263,332 )   (1,260,163 )   (172,642 )
    Changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration 546     27,960     3,831     (26,315 )   24,371     3,339  
    Impairment of goodwill, intangible assets and other long-lived assets 55,441     115,179     15,779     93,417     151,576     20,766  
    Impairment of investments 20,792     971     133     39,169     9,408     1,289  
    Adjusted EBITDA 1,699,724     2,342,515     320,926     11,344,671     9,533,748     1,306,120  
                           
    Net income attributable to KE Holdings Inc.’s ordinary shareholders 669,605     569,992     78,091     5,883,224     4,064,900     556,891  
    Share-based compensation expenses 818,438     595,068     81,524     3,215,549     2,726,075     373,471  
    Amortization of intangible assets resulting from acquisitions and business cooperation agreement 155,039     33,695     4,616     613,307     247,862     33,957  
    Changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration 546     27,960     3,831     (26,315 )   24,371     3,339  
    Impairment of goodwill, intangible assets and other long-lived assets 55,441     115,179     15,779     93,417     151,576     20,766  
    Impairment of investments 20,792     971     133     39,169     9,408     1,289  
    Tax effects on non-GAAP adjustments (6,561 )   (6,495 )   (890 )   (26,243 )   (26,399 )   (3,617 )
    Effects of non-GAAP adjustments on net income attributable to non-controlling interests shareholders (7 )   (7 )   (1 )   (28 )   (28 )   (4 )
    Adjusted net income attributable to KE Holdings Inc.’s ordinary shareholders 1,713,293     1,336,363     183,083     9,792,080     7,197,765     986,092  
    KE Holdings Inc.
    UNAUDITED RECONCILIATION OF GAAP AND NON-GAAP RESULTS (Continued)

    (All amounts in thousands, except for share, per share data, ADS and per ADS data)

      For the Three Months Ended   For the Year Ended
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      RMB   RMB   US$   RMB   RMB   US$
                           
    Weighted average number of ADS used in computing net income per ADS, basic and diluted                      
    —Basic 1,149,900,188   1,118,982,744   1,118,982,744   1,173,793,313   1,136,590,864   1,136,590,864
    —Diluted 1,185,740,652   1,175,029,475   1,175,029,475   1,203,884,340   1,179,136,010   1,179,136,010
                           
    Weighted average number of ADS used in calculating adjusted net income per ADS, basic and diluted                      
    —Basic 1,149,900,188   1,118,982,744   1,118,982,744   1,173,793,313   1,136,590,864   1,136,590,864
    —Diluted 1,185,740,652   1,175,029,475   1,175,029,475   1,203,884,340   1,179,136,010   1,179,136,010
                           
    Net income per ADS attributable to KE Holdings Inc.’s ordinary shareholders                      
    —Basic 0.58   0.51   0.07   5.01   3.58   0.49
    —Diluted 0.56   0.49   0.07   4.89   3.45   0.47
                           
    Non-GAAP adjustments to net income per ADS attributable to KE Holdings Inc.’s ordinary shareholders                      
    —Basic 0.91   0.68   0.09   3.33   2.75   0.38
    —Diluted 0.88   0.65   0.09   3.24   2.65   0.37
                           
    Adjusted net income per ADS attributable to KE Holdings Inc.’s ordinary shareholders                      
    —Basic 1.49   1.19   0.16   8.34   6.33   0.87
    —Diluted 1.44   1.14   0.16   8.13   6.10   0.84
                           
    KE Holdings Inc.
    UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

    (All amounts in thousands)   

      For the Three Months Ended   For the Year Ended
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      RMB   RMB   US$   RMB   RMB   US$
                           
    Net cash provided by operating activities 1,767,804     5,202,518     712,740     11,414,244     9,447,137     1,294,255  
    Net cash provided by (used in) investing activities 3,712,203     (2,015,584 )   (276,133 )   (3,977,440 )   (9,378,025 )   (1,284,784 )
    Net cash provided by (used in) financing activities (1,475,585 )   1,109,860     152,050     (7,218,210 )   (5,794,635 )   (793,862 )
    Effect of exchange rate change on cash, cash equivalents and restricted cash (142,337 )   184,196     25,237     44,608     169,476     23,216  
    Net increase (decrease) in cash and cash equivalents and restricted cash 3,862,085     4,480,990     613,894     263,202     (5,556,047 )   (761,175 )
    Cash, cash equivalents and restricted cash at the beginning of the period 21,995,376     15,820,424     2,167,389     25,594,259     25,857,461     3,542,458  
    Cash, cash equivalents and restricted cash at the end of the period 25,857,461     20,301,414     2,781,283     25,857,461     20,301,414     2,781,283  
    KE Holdings Inc.
    UNAUDITED SEGMENT CONTRIBUTION MEASURE

    (All amounts in thousands)                 

        For the Three Months Ended   For the Year Ended
        December 31,
    2023
      December 31,
    2024
      December 31,
    2024
      December 31,
    2023
      December 31,
    2024
      December 31,
    2024
        RMB   RMB   US$   RMB   RMB   US$
    Existing home transaction services                        
    Net revenues   6,049,963     8,922,030     1,222,313     27,954,135     28,201,003     3,863,522  
    Less: Commission and compensation   (3,355,714 )   (5,315,541 )   (728,226 )   (14,762,910 )   (16,016,079 )   (2,194,194 )
    Contribution   2,694,249     3,606,489     494,087     13,191,225     12,184,924     1,669,328  
    New home transaction services                        
    Net revenues   7,574,098     13,076,767     1,791,510     30,575,778     33,653,403     4,610,497  
    Less: Commission and compensation   (5,574,423 )   (9,723,154 )   (1,332,067 )   (22,455,253 )   (25,304,481 )   (3,466,700 )
    Contribution   1,999,675     3,353,613     459,443     8,120,525     8,348,922     1,143,797  
    Home renovation and furnishing                        
    Net revenues   3,640,928     4,106,834     562,634     10,850,497     14,768,947     2,023,337  
    Less: Material costs, commission and compensation   (2,628,015 )   (2,884,614 )   (395,190 )   (7,705,325 )   (10,229,696 )   (1,401,463 )
    Contribution   1,012,913     1,222,220     167,444     3,145,172     4,539,251     621,874  
    Home rental services                        
    Net revenues   2,194,485     4,580,502     627,526     6,099,747     14,334,479     1,963,816  
    Less: Property leasing costs, commission and compensation   (2,166,138 )   (4,370,712 )   (598,785 )   (6,163,044 )   (13,619,506 )   (1,865,865 )
    (Deficit)/Contribution   28,347     209,790     28,741     (63,297 )   714,973     97,951  
    Emerging and other services                        
    Net revenues   744,752     438,974     60,139     2,296,775     2,499,666     342,453  
    Less: Commission and compensation   (60,902 )   (127,976 )   (17,532 )   (217,341 )   (350,183 )   (47,974 )
    Contribution   683,850     310,998     42,607     2,079,434     2,149,483     294,479  

    1 GTV for a given period is calculated as the total value of all transactions which the Company facilitated on the Company’s platform and evidenced by signed contracts as of the end of the period, including the value of the existing home transactions, new home transactions, home renovation and furnishing and emerging and other services (excluding home rental services), and including transactions that are contracted but pending closing at the end of the relevant period. For the avoidance of doubt, for transactions that failed to close afterwards, the corresponding GTV represented by these transactions will be deducted accordingly.
    2 Adjusted net income (loss) is a non-GAAP financial measure, which is defined as net income (loss), excluding (i) share-based compensation expenses, (ii) amortization of intangible assets resulting from acquisitions and business cooperation agreement, (iii) changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration, (iv) impairment of goodwill, intangible assets and other long-lived assets, (v) impairment of investments, and (vi) tax effects of the above non-GAAP adjustments. Please refer to the section titled “Unaudited reconciliation of GAAP and non-GAAP results” for details.
    3 Based on our accumulated operational experience, we have introduced the operating metrics of number of active stores and number of active agents on our platform, which can better reflect the operational activeness of stores and agents on our platform.
    “Active stores” as of a given date is defined as stores on our platform excluding the stores which (i) have not facilitated any housing transaction during the preceding 60 days, (ii) do not have any agent who has engaged in any critical steps in housing transactions (including but not limited to introducing new properties, attracting new customers and conducting property showings) during the preceding seven days, or (iii) have not been visited by any agent during the preceding 14 days. The number of active stores was 42,021 as of December 31, 2023.
    4 “Active agents” as of a given date is defined as agents on our platform excluding the agents who (i) delivered notice to leave but have not yet completed the exit procedures, (ii) have not engaged in any critical steps in housing transactions (including but not limited to introducing new properties, attracting new customers and conducting property showings) during the preceding 30 days, or (iii) have not participated in facilitating any housing transaction during the preceding three months. The number of active agents was 397,135 as of December 31, 2023.
    5 “Mobile monthly active users” or “mobile MAU” are to the sum of (i) the number of accounts that have accessed our platform through our Beike or Lianjia mobile app (with duplication eliminated) at least once during a month, and (ii) the number of Weixin users that have accessed our platform through our Weixin Mini Programs at least once during a month. Average mobile MAU for any period is calculated by dividing (i) the sum of the Company’s mobile MAUs for each month of such period, by (ii) the number of months in such period.
    6 Adjusted income (loss) from operations is a non-GAAP financial measure, which is defined as income (loss) from operations, excluding (i) share-based compensation expenses, (ii) amortization of intangible assets resulting from acquisitions and business cooperation agreement, and (iii) impairment of goodwill, intangible assets and other long-lived assets. Please refer to the section titled “Unaudited reconciliation of GAAP and non-GAAP results” for details.
    7 Adjusted operating margin is adjusted income (loss) from operations as a percentage of net revenues.
    8 Adjusted EBITDA is a non-GAAP financial measure, which is defined as net income (loss), excluding (i) income tax expense, (ii) share-based compensation expenses, (iii) amortization of intangible assets, (iv) depreciation of property, plant and equipment, (v) interest income, net, (vi) changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration, (vii) impairment of goodwill, intangible assets and other long-lived assets,and (viii) impairment of investments. Please refer to the section titled “Unaudited reconciliation of GAAP and non-GAAP results” for details.
    9 Adjusted net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders is a non-GAAP financial measure and defined as net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders, excluding (i) share-based compensation expenses, (ii) amortization of intangible assets resulting from acquisitions and business cooperation agreement, (iii) changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration, (iv) impairment of goodwill, intangible assets and other long-lived assets, (v) impairment of investments, (vi) tax effects of the above non-GAAP adjustments, and (vii) effects of non-GAAP adjustments on net income (loss) attributable to non-controlling interests shareholders. Please refer to the section titled “Unaudited reconciliation of GAAP and non-GAAP results” for details.
    10 ADS refers to American Depositary Share. Each ADS represents three Class A ordinary shares of the Company. Net income (loss) per ADS attributable to KE Holdings Inc.’s ordinary shareholders is net income (loss) attributable to ordinary shareholders divided by weighted average number of ADS outstanding during the periods used in calculating net income (loss) per ADS, basic and diluted.
    11 Adjusted net income (loss) per ADS attributable to KE Holdings Inc.’s ordinary shareholders is a non-GAAP financial measure, which is defined as adjusted net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders divided by weighted average number of ADS outstanding during the periods used in calculating adjusted net income (loss) per ADS, basic and diluted. Please refer to the section titled “Unaudited reconciliation of GAAP and non-GAAP results” for details.
    12 Adjusted net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders is a non-GAAP financial measure and defined as net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders, excluding (i) share-based compensation expenses, (ii) amortization of intangible assets resulting from acquisitions and business cooperation agreement, (iii) changes in fair value from long-term investments, loan receivables measured at fair value and contingent consideration, (iv) impairment of goodwill, intangible assets and other long-lived assets, (v) impairment of investments, (vi) tax effects of the above non-GAAP adjustments, and (vii) effects of non-GAAP adjustments on net income (loss) attributable to non-controlling interests shareholders. Please refer to the section titled “Unaudited reconciliation of GAAP and non-GAAP results” for details.
    13 ADS refers to American Depositary Share. Each ADS represents three Class A ordinary shares of the Company. Net income (loss) per ADS attributable to KE Holdings Inc.’s ordinary shareholders is net income (loss) attributable to ordinary shareholders divided by weighted average number of ADS outstanding during the periods used in calculating net income (loss) per ADS, basic and diluted.
    14 Adjusted net income (loss) per ADS attributable to KE Holdings Inc.’s ordinary shareholders is a non-GAAP financial measure, which is defined as adjusted net income (loss) attributable to KE Holdings Inc.’s ordinary shareholders divided by weighted average number of ADS outstanding during the periods used in calculating adjusted net income (loss) per ADS, basic and diluted. Please refer to the section titled “Unaudited reconciliation of GAAP and non-GAAP results” for details.

    The MIL Network

  • MIL-OSI: UP Fintech Holding Limited Reports Unaudited Fourth Quarter And Full Year 2024 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    SINGAPORE, March 18, 2025 (GLOBE NEWSWIRE) — UP Fintech Holding Limited (NASDAQ: TIGR) (“UP Fintech” or the “Company”), a leading online brokerage firm focusing on global investors, today announced its unaudited financial results for the fourth quarter and full year ended December 31, 2024.

    Mr. Wu Tianhua, Chairman and CEO of UP Fintech stated: “Both of our financial and operating performance have achieved significant growth in the fourth quarter and the full year of 2024. Total revenue in the fourth quarter reached US$124.1 million, representing a sequential increase of 22.8% and a year-over-year growth of 77.3%. The full year total revenue amounted to US$391.5 million, a 43.7% increase from 2023. Bottom line also largely increased on a GAAP and non-GAAP basis. Net income attributable to ordinary shareholders of UP Fintech in the fourth quarter reached US$28.1 million, representing a quarter-over-quarter growth of 58.0% and compared to a net loss of US$1.8 million in the same quarter of last year. Non-GAAP net income attributable to ordinary shareholders of UP Fintech in the fourth quarter amounted to US$30.5 million, a quarter-over-quarter increase of 51.7% and a year-over-year increase of 2772.5%. The full year net income and non-GAAP net income attributable to ordinary shareholders of UP Fintech in 2024 were US$60.7 million and US$70.5 million, increased 86.5% and 65.0% respectively compared to prior year. We are pleased to see that both our annual and quarterly topline and bottom line have reached an all-time high as we keep executing internationalization strategy and building a resilient business model with healthier operating leverage.

    In the fourth quarter, we added 59,200 customers with deposits, an increase of 17.2% quarter over quarter and 51.4% year over year, bringing our yearly total to 187,400, exceeding our yearly guidance of 150,000. The total number of customers with deposits at the end of 2024 reached 1,092,000, a 20.7% increase compared to 2023 year-end. Additionally, asset inflows remained robust, with a net inflow of US$1.1 billion in the fourth quarter, primarily from retail investors. This was slightly offset by a mark-to-market loss. As a result, the total account balance rose by 2.4% quarter over quarter and 36.4% year over year, reaching a record US$41.7 billion. Over the past three years, the number of customers with deposits and total account balance have achieved compound annual growth rates (“CAGRs”) of 17.5% and 34.7%, respectively.

    We have continued to roll out a range of localized products and features designed to enhance the user experience. In late January, our cryptocurrency platform, YAX (Hong Kong) Limited, received official approval from the Hong Kong Securities and Futures Commission (HKSFC), becoming a licensed virtual asset trading platform (VATP) in Hong Kong. Recently, we officially upgraded our AI investment assistant, TigerGPT to TigerAI and integrated with leading AI models, making it the first brokerage platform globally to incorporate such technology.

    Our corporate business continued to perform well in the fourth quarter of 2024. During this period, we underwrote a total of 14 U.S. and Hong Kong IPOs, including “Mao Geping Company”, “Pony AI Inc.” and “WeRide Inc.”, bringing the total number of U.S. and Hong Kong IPOs underwritten for the year to 44. In our ESOP business, we added 16 new clients in the fourth quarter, bringing the total number of ESOP clients served to 613 as of December 31, 2024.”

    Financial Highlights for Fourth Quarter 2024

    • Total revenues increased 77.3% year-over-year to US$124.1 million.
    • Total net revenues increased 98.9% year-over-year to US$107.4 million.
    • Net income attributable to ordinary shareholders of UP Fintech was US$28.1 million compared to a net loss of US$1.8 million in the same quarter of last year.
    • Non-GAAP net income attributable to ordinary shareholders of UP Fintech was US$30.5 million, compared to a non-GAAP net income of US$1.1 million in the same quarter of last year, an increase of 2772.5%. A reconciliation of non-GAAP financial metrics to the most comparable GAAP metrics is set forth below.

    Financial Highlights for Fiscal Year 2024

    • Total revenues increased 43.7% year-over-year to US$391.5 million.
    • Total net revenues increased 46.6% year-over-year to US$330.7 million.
    • Net income attributable to ordinary shareholders of UP Fintech was US$60.7 million compared to a net income of US$32.6 million in 2023, an increase of 86.5%.
    • Non-GAAP net income attributable to ordinary shareholders of UP Fintech was US$70.5 million, compared to a non-GAAP net income of US$42.7 million in 2023, an increase of 65.0%. A reconciliation of non-GAAP financial metrics to the most comparable GAAP metrics is set forth below.

    Operating Highlights as of Year End 2024

    • Total account balance increased 36.4% year-over-year to US$41.7 billion.
    • Total margin financing and securities lending balance increased 88.2% year-over-year to US$4.5 billion.
    • Total number of customers with deposit increased 20.7% year-over-year to 1,092,000.

    Selected Operating Data for Fourth Quarter 2024

      As of and for the three months ended
      December 31,   September 30,   December 31,
      2023   2024   2024
    In 000’s          
    Number of customer accounts 2,195.7   2,368.0   2,449.3
    Number of customers with deposits 904.6   1,032.8   1,092.0
    Number of options and futures contracts traded 8,044.5   15,261.2   18,926.3
    In USD millions          
    Trading volume 81,765.2   162,990.0   198,016.9
    Trading volume of stocks 19,711.6   41,406.3   55,502.6
    Total account balance 30,597.5   40,763.6   41,725.2
               

    Fourth Quarter 2024 Financial Results

    REVENUES

    Total revenues were US$124.1 million, an increase of 77.3% from US$70.0 million in the same quarter of last year.

    Commissions were US$56.0 million, an increase of 154.9% from US$22.0 million in the same quarter of last year, due to an increase in trading volume.

    Financing service fees were US$2.8 million, a decrease of 12.7% from US$3.2 million in the same quarter of last year, primarily due to a decrease in securities lending activities of our fully disclosed account customers.

    Interest income was US$55.8 million, an increase of 39.6% from US$40.0 million in the same quarter of last year, primarily due to the increase in margin financing and securities lending activities of our consolidated account customers.

    Other revenues were US$9.6 million, an increase of 96.2% from US$4.9 million in the same quarter of last year, primarily due to the increase in IPO subscription incomes and currency exchange incomes.

    Interest expense was US$16.7 million, an increase of 4.6% from US$16.0 million in the same quarter of last year, primarily due to the increase in margin financing activities.

    OPERATING COSTS AND EXPENSES

    Total operating costs and expenses were US$73.1 million, an increase of 39.3% from US$52.5 million in the same quarter of last year.

    Execution and clearing expenses were US$6.1 million, an increase of 171.5% from US$2.2 million in the same quarter of last year due to an increase in our trading volume.

    Employee compensation and benefits expenses were US$37.2 million, an increase of 40.5% from US$26.5 million in the same quarter of last year, primarily due to an increase of global headcount to support our global expansion.

    Occupancy, depreciation and amortization expenses were US$2.1 million, a slight decrease of 2.4% from US$2.2 million in the same quarter of last year.

    Communication and market data expenses were US$11.8 million, an increase of 38.2% from US$8.5 million in the same quarter of last year due to increased IT-related fees.

    Marketing and branding expenses were US$9.5 million, an increase of 64.2% from US$5.8 million in the same quarter of last year, primarily due to higher marketing spending this quarter.

    General and administrative expenses were US$6.4 million, a decrease of 11.8% from US$7.3 million in the same quarter of last year due to a decrease in professional service fees.

    NET LOSS/INCOME ATTRIBUTABLE TO ORDINARY SHAREHOLDERS OF UP FINTECH

    Net income attributable to ordinary shareholders of UP Fintech was US$28.1 million, as compared to a net loss of US$1.8 million in the same quarter of last year. Net income per ADS – diluted was US$0.158, as compared to a net loss per ADS – diluted of US$0.012 in the same quarter of last year.

    Non-GAAP net income attributable to ordinary shareholders of UP Fintech, which excludes share-based compensation, was US$30.5 million, as compared to a US$1.1 million non-GAAP net income attributable to ordinary shareholders of UP Fintech in the same quarter of last year. Non-GAAP net income per ADS – diluted was US$0.172 as compared to a non-GAAP net income per ADS – diluted of US$0.007 in the same quarter of last year.

    For the fourth quarter of 2024, the Company’s weighted average number of ADSs used in calculating non-GAAP net income per ADS – diluted was 179,173,811. As of December 31, 2024, the Company had a total of 2,640,326,072 Class A and B ordinary shares outstanding, or the equivalent of 176,021,738 ADSs.

    Full Year 2024 Financial Results

    REVENUES

    Total revenues were US$391.5 million, an increase of 43.7% from US$272.5 million in 2023.

    Commissions were US$159.0 million, an increase of 71.8% from US$92.6 million in 2023, due to an increase in trading volume.

    Financing service fees were US$11.3 million, a decrease of 7.1% from US$12.2 million in 2023, primarily due to a decrease in securities lending activities of our fully disclosed account customers.

    Interest income was US$191.8 million, an increase of 28.4% from US$149.3 million in 2023, primarily due to the increase in margin financing and securities lending activities of our consolidated account customers.

    Other revenues were US$29.4 million, an increase of 59.6% from US$18.4 million in 2023, primarily due to the increase in IPO subscription incomes and currency exchange incomes.

    Interest expense was US$60.8 million, an increase of 29.5% from US$47.0 million in 2023, primarily due to the increase in margin financing and securities lending activities.

    OPERATING COSTS AND EXPENSES

    Total operating costs and expenses were US$252.3 million, an increase of 30.9% from US$192.7 million in 2023.

    Execution and clearing expenses were US$14.7 million, an increase of 61.3% from US$9.1 million in 2023 due to an increase in our trading volume.

    Employee compensation and benefits expenses were US$122.4 million, an increase of 21.5% from US$100.8 million in 2023, primarily due to an increase of global headcount to support our global expansion.

    Occupancy, depreciation and amortization expenses were US$8.6 million, a decrease of 8.9% from US$9.4 million in 2023.

    Communication and market data expenses were US$38.9 million, an increase of 26.1% from US$30.8 million in 2023 due to increased IT-related fees.

    Marketing and branding expenses were US$28.5 million, an increase of 36.8% from US$20.9 million in 2023, primarily due to higher marketing spending this year.

    General and administrative expenses were US$39.3 million, an increase of 80.2% from US$21.8 million in 2023 due to an increase in bad debt expense.

    NET INCOME ATTRIBUTABLE TO ORDINARY SHAREHOLDERS OF UP FINTECH

    Net income attributable to ordinary shareholders of UP Fintech was US$60.7 million, as compared to a net income of US$32.6 million in 2023. Net income per ADS – diluted was US$0.366, as compared to a net income per ADS – diluted of US$0.207 in 2023.

    Non-GAAP net income attributable to ordinary shareholders of UP Fintech, which excludes share-based compensation, was US$70.5 million, as compared to a US$42.7 million non-GAAP net income attributable to ordinary shareholders of UP Fintech in 2023. Non-GAAP net income per ADS – diluted was US$0.424 as compared to a non-GAAP net income per ADS – diluted of US$0.270 in 2023.

    CERTAIN OTHER FINANCIAL ITEMS

    As of December 31, 2024, the Company’s cash and cash equivalents, term deposits and long-term deposits were US$396.0 million, compared to US$327.7 million as of December 31, 2023.

    As of December 31, 2024, the allowance balance of receivables from customers was US$15.3 million compared to US$1.0 million as of December 31, 2023, which was due to a bad debt provision concerning the recoverability of a specific Hong Kong stock pledge business faced with extreme market situation and significant price drop, leading to a provision for the loan balance.

    Conference Call Information:

    UP Fintech’s management will hold an earnings conference call at 8:00 AM on March 18, 2025, U.S. Eastern Time (8:00 PM on March 18, 2025, Singapore/Hong Kong Time).

    All participants wishing to attend the call must preregister online before they may receive the dial-in numbers. Preregistration may require a few minutes to complete.

    Preregistration Information:

    Please note that all participants will need to pre-register for the conference call, using the link:

    https://register-conf.media-server.com/register/BId5c2bd4696d14e7ba2bc391b87ede751

    It will automatically lead to the registration page of “UP Fintech Holding Limited Fourth Quarter And Full Year 2024 Earnings Conference Call”, where details for RSVP are needed.

    Upon registering, all participants will be provided in confirmation emails with participant dial-in numbers and personal PINs to access the conference call. Please dial in 10 minutes prior to the call start time using the conference access information.

    Additionally, a live and archived webcast of the conference call will be available at https://ir.itigerup.com

    Use of Non-GAAP Financial Measures

    In evaluating our business, we consider and use non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech and non-GAAP net loss or income per ADS – diluted as supplemental measures to review and assess our operating performance. The presentation of the non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with the United States Generally Accepted Accounting Principles (“U.S. GAAP”). We define non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech as net loss or income attributable to ordinary shareholders of UP Fintech excluding share-based compensation. Non-GAAP net loss or income per ADS – diluted is non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech divided by the weighted average number of diluted ADSs.

    We present these non-GAAP financial measures because they are used by our management to evaluate our operating performance and formulate business plans. Non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech enables our management to assess our operating results without considering the impact of share-based compensation. We also believe that the use of these non-GAAP financial measures facilitates investors’ assessment of our operating performance.

    These non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. These non-GAAP financial measures have limitations as an analytical tool. One of the key limitations of using these non-GAAP financial measures is that they do not reflect all items of income and expenses that affect our operations. Share-based compensation has been and may continue to be incurred in our business and are not reflected in the presentation of non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech. Further, these non-GAAP financial measures may differ from the non-GAAP financial information used by other companies, including peer companies, and therefore their comparability may be limited.

    These non-GAAP financial measures should not be considered in isolation or construed as alternatives to total operating costs and expenses, net loss or income attributable to ordinary shareholders of UP Fintech or any other measure of performance or as an indicator of our operating performance. Investors are encouraged to review these historical non-GAAP financial measures in light of the most directly comparable GAAP measures. These non-GAAP financial measures presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting the usefulness of such measures when analyzing our data comparatively. We encourage investors and others to review our financial information in its entirety and not rely on a single financial measure.

    About UP Fintech Holding Limited

    UP Fintech Holding Limited is a leading online brokerage firm focusing on global investors. The Company’s proprietary mobile and online trading platform enables investors to trade in equities and other financial instruments on multiple exchanges around the world. The Company offers innovative products and services as well as a superior user experience to customers through its “mobile first” strategy, which enables it to better serve and retain current customers as well as attract new ones. The Company offers customers comprehensive brokerage and value-added services, including trade order placement and execution, margin financing, IPO subscription, ESOP management, investor education, community discussion and customer support. The Company’s proprietary infrastructure and advanced technology are able to support trades across multiple currencies, multiple markets, multiple products, multiple execution venues and multiple clearinghouses.

    For more information on the Company, please visit: https://ir.itigerup.com.

    Safe Harbor Statement

    This announcement contains forward−looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward−looking statements can be identified by terminology such as “may,” “might,” “aim,” “likely to,” “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements or expressions. Among other statements, the business outlook and quotations from management in this announcement, the Company’s strategic and operational plans and expectations regarding growth and expansion of its business lines, and the Company’s plans for future financing of its business contain forward-looking statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (“SEC”) on Forms 20−F and 6−K, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties, including the earnings conference call. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward−looking statements. Forward−looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s ability to effectively implement its growth strategies; trends and competition in global financial markets; changes in the Company’s revenues and certain cost or expense accounting policies; and governmental policies and regulations affecting the Company’s industry and general economic conditions in China, Singapore and other countries. Further information regarding these and other risks is included in the Company’s filings with the SEC, including the Company’s annual report on Form 20-F filed with the SEC on April 22, 2024. All information provided in this press release and in the attachments is as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law. Further information regarding these and other risks is included in the Company’s filings with the SEC.

    For investor and media inquiries please contact:

    Investor Relations Contact

    UP Fintech Holding Limited

    Email: ir@itiger.com

    UP FINTECH HOLDING LIMITED
    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
    (All amounts in U.S. dollars (“US$”))

        As of
    December 31,
        As of
    December 31,
     
        2023     2024  
        US$     US$  
    Assets:            
    Cash and cash equivalents   322,599,616     393,576,874  
    Cash-segregated for regulatory purpose   1,617,154,185     2,464,683,625  
    Term deposits   896,683     1,075,260  
    Receivables from customers (net of allowance of US$991,286 and
       US$15,284,002 as of December 31, 2023 and December 31, 2024)
      753,361,199     1,052,972,649  
    Receivables from brokers, dealers, and clearing organizations   541,876,929     2,305,740,507  
    Financial instruments held, at fair value   428,159,554     75,547,082  
    Prepaid expenses and other current assets   17,936,180     17,629,819  
    Amounts due from related parties   7,987,756     16,720,671  
    Total current assets   3,689,972,102     6,327,946,487  
    Non-current assets:            
    Long-term deposits   4,225,412     1,369,994  
    Right-of-use assets   9,067,885     10,880,673  
    Property, equipment and intangible assets, net   16,429,543     15,358,528  
    Goodwill   2,492,668     2,492,668  
    Long-term investments   7,586,483     7,658,809  
    Equity method investment       10,203,622  
    Other non-current assets   5,282,012     6,828,553  
    Deferred tax assets   10,990,998     8,573,135  
    Total non-current assets   56,075,001     63,365,982  
    Total assets   3,746,047,103     6,391,312,469  
    Current liabilities:            
    Payables to customers   2,913,306,558     3,574,651,125  
    Payables to brokers, dealers and clearing organizations   114,771,931     1,914,769,701  
    Accrued expenses and other current liabilities   42,381,946     67,263,254  
    Deferred income-current   819,809      
    Lease liabilities-current   4,133,883     4,153,928  
    Amounts due to related parties   10,148,142     874,331  
    Total current liabilities   3,085,562,269     5,561,712,339  
    Convertible bonds   156,887,691     159,505,397  
    Lease liabilities-non-current   4,777,134     5,902,323  
    Deferred tax liabilities   3,397,831     2,068,661  
    Total liabilities   3,250,624,925     5,729,188,720  
    Mezzanine equity            
    Redeemable non-controlling interest   6,706,660     7,177,668  
    Total Mezzanine equity   6,706,660     7,177,668  
    Shareholders’ equity:            
    Class A ordinary shares   22,528     25,427  
    Class B ordinary shares   976     976  
    Additional paid-in capital   505,448,080     619,030,730  
    Statutory reserve   8,511,039     12,425,463  
    (Accumulated deficit) Retained earnings   (19,600,434 )   37,843,547  
    Treasury Stock   (2,172,819 )   (2,172,819 )
    Accumulated other comprehensive loss   (3,232,993 )   (11,919,310 )
    Total UP Fintech shareholders’ equity   488,976,377     655,234,014  
    Non-controlling interests   (260,859 )   (287,933 )
    Total equity   488,715,518     654,946,081  
    Total liabilities, mezzanine equity and equity   3,746,047,103     6,391,312,469  
    UP FINTECH HOLDING LIMITED
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)
    (All amounts in U.S. dollars (“US$”), except for number of shares (or ADSs) and per share (or ADS) data)
     
        For the three months ended     For the years ended  
        December 31,     September 30,     December 31,     December 31,     December 31,  
        2023     2024     2024     2023     2024  
        US$     US$     US$     US$     US$  
    Revenues:                              
    Commissions   21,954,587     41,207,882     55,964,174     92,593,458     159,045,052  
    Interest related income                              
    Financing service fees   3,174,949     2,803,878     2,770,419     12,178,838     11,311,560  
    Interest income   39,956,315     47,957,486     55,762,091     149,291,006     191,754,746  
    Other revenues   4,895,109     9,084,834     9,605,165     18,444,293     29,430,071  
    Total revenues   69,980,960     101,054,080     124,101,849     272,507,595     391,541,429  
    Interest expense   (15,995,738 )   (15,700,359 )   (16,731,341 )   (46,957,657 )   (60,803,516 )
    Total Net Revenues   53,985,222     85,353,721     107,370,508     225,549,938     330,737,913  
    Operating costs and expenses:                              
    Execution and clearing   (2,244,785 )   (3,518,611 )   (6,095,132 )   (9,084,089 )   (14,651,612 )
    Employee compensation and benefits   (26,458,931 )   (28,769,980 )   (37,163,110 )   (100,750,644 )   (122,365,537 )
    Occupancy, depreciation and amortization   (2,190,610 )   (2,162,704 )   (2,137,586 )   (9,387,056 )   (8,554,315 )
    Communication and market data   (8,532,128 )   (9,730,680 )   (11,787,814 )   (30,831,488 )   (38,893,381 )
    Marketing and branding   (5,790,739 )   (8,223,404 )   (9,507,918 )   (20,859,834 )   (28,530,053 )
    General and administrative   (7,293,530 )   (6,932,672 )   (6,432,737 )   (21,791,263 )   (39,278,674 )
    Total operating costs and expenses   (52,510,723 )   (59,338,051 )   (73,124,297 )   (192,704,374 )   (252,273,572 )
    Other (loss) income:                              
    Others, net   (1,664,053 )   (5,189,945 )   3,469,021     13,148,173     3,299,308  
     (Loss) income before income tax   (189,554 )   20,825,725     37,715,232     45,993,737     81,763,649  
    Income tax expenses   (1,498,639 )   (2,907,080 )   (9,488,084 )   (12,986,310 )   (20,409,721 )
    Net (loss) income   (1,688,193 )   17,918,645     28,227,148     33,007,427     61,353,928  
    Less: net (loss) income attributable to non-controlling interests   (1,293 )   3,353     12,563     (98,285 )   (4,477 )
    Accretion of redeemable non-controlling interests to redemption value   (148,624 )   (160,998 )   (164,328 )   (542,187 )   (630,485 )
    Net (loss) income attributable to ordinary shareholders of UP Fintech   (1,835,524 )   17,754,294     28,050,257     32,563,525     60,727,920  
    Other comprehensive income (loss), net of tax:                              
    Unrealized loss on available-for-sale investments   (450,325 )       343,892     (450,325 )   343,892  
    Changes in cumulative foreign currency translation adjustment   7,261,631     16,119,046     (17,440,809 )   (545,498 )   (9,022,611 )
    Total Comprehensive income (loss)   5,123,113     34,037,691     11,130,231     32,011,604     52,675,209  
    Less: comprehensive (loss) income attributable to non-controlling interests   (8,222 )   (7,023 )   24,226     (92,526 )   3,121  
    Accretion of redeemable non-controlling interests to redemption value   (148,624 )   (160,998 )   (164,328 )   (542,187 )   (630,485 )
    Total Comprehensive income attributable to ordinary shareholders of UP Fintech   4,982,711     33,883,716     10,941,677     31,561,943     52,041,603  
    Net (loss) income per ordinary share:                              
    Basic   (0.001 )   0.008     0.011     0.014     0.025  
    Diluted   (0.001 )   0.007     0.011     0.014     0.024  
    Net (loss) income per ADS (1 ADS represents 15 Class A ordinary shares):                              
    Basic   (0.012 )   0.113     0.164     0.210     0.379  
    Diluted   (0.012 )   0.110     0.158     0.207     0.366  
    Weighted average number of ordinary shares used in calculating net (loss) income per ordinary share:                              
    Basic   2,336,018,747     2,362,528,627     2,557,911,677     2,325,338,439     2,404,640,854  
    Diluted   2,336,018,747     2,467,241,917     2,687,607,158     2,427,268,831     2,534,097,315  
    Reconciliations of Unaudited Non-GAAP Results of Operations Measures to the Nearest Comparable GAAP Measures
    (All amounts in U.S. dollars (“US$”), except for number of ADSs and per ADS data)


        For the three months ended December 31,
    2023
      For the three months ended September 30,
    2024
      For the three months ended December 31,
    2024
              non-GAAP           non-GAAP           non-GAAP    
        GAAP     Adjustment   non-GAAP   GAAP   Adjustment   non-GAAP   GAAP   Adjustment   non-GAAP
        US$     US$   US$   US$   US$   US$   US$   US$   US$
        Unaudited     Unaudited   Unaudited   Unaudited   Unaudited   Unaudited   Unaudited   Unaudited   Unaudited
              2,896,312 (1)         2,331,274 (1)         2,421,342 (1)  
    Net (loss) income attributable   to ordinary shareholders of UP Fintech   (1,835,524 )   2,896,312   1,060,788   17,754,294   2,331,274   20,085,568   28,050,257   2,421,342   30,471,599
                                           
    Net (loss) income per ADS –  diluted   (0.012 )       0.007   0.110       0.124   0.158       0.172
    Weighted average number of ADSs used in calculating diluted net (loss) income per ADS   155,734,583         157,931,785   164,482,794       164,482,794   179,173,811       179,173,811

    (1) Share-based compensation.

    Reconciliations of Unaudited Non-GAAP Results of Operations Measures to the Nearest Comparable GAAP Measures
    (All amounts in U.S. dollars (“US$”), except for number of ADSs and per ADS data)


        For the year ended December 31,
    2023
      For the year ended December 31,
    2024
            non-GAAP           non-GAAP    
        GAAP   Adjustment   non-GAAP   GAAP   Adjustment   non-GAAP
        US$   US$   US$   US$   US$   US$
        Unaudited   Unaudited   Unaudited   Unaudited   Unaudited   Unaudited
            10,147,362 (1)         9,736,901 (1)  
    Net income attributable to ordinary shareholders of UP Fintech   32,563,525   10,147,362   42,710,887   60,727,920   9,736,901   70,464,821
                             
    Net income per ADS – diluted   0.207       0.270   0.366       0.424
    Weighted average number of ADSs used in calculating diluted net income per ADS   161,817,922       162,607,678   168,939,821       168,939,821

    (1) Share-based compensation.

    The MIL Network

  • MIL-OSI Australia: Ex-HMAS Brisbane re-imagined by Cyclone Alfred

    Source: Government of Queensland

    Issued: 18 Mar 2025

    Open larger image

    Ex-HMAS Brisbane post Tropical Cyclone Alfred inspection.

    Sections of the ex-HMAS Brisbane, a former Royal Australian Navy warship that is one of Australia’s premier wreck-dive sites, have been redesigned by Tropical Cyclone Alfred.

    Steve Hoseck, Principal Ranger of Southern Marine Parks, Queensland Parks and Wildlife Service said rangers conducted an initial post-cyclone inspection of the popular dive site, located off Mooloolaba, over the weekend.

    “While the majority of the wreck remains in great shape, and appears unaffected by Alfred, a large forward section of the ship has undergone a major makeover,” Mr Hoseck said.

    “An entire section below the front funnel has detached and been relocated to the port side of the ship – this is an amazing demonstration of the power of the waves and water currents that were at play during the cyclone.”

    Mr Hoseck said Rangers are prioritising making safe the separated areas so diving can resume as soon as possible.

    “Once these works have been completed, we will open the site for guided external-only dives run by the two local dive operators.

    “The next priority is a full internal inspection of the wreck to assess if additional work is required before diver entry into the wreck is deemed safe.

    “This internal assessment is complex work that requires good sea conditions and could take several months to complete. Access during this time will be limited to guided dives only for safety.

    “A multi-beam survey in April will give us an indication of damage to external surfaces, and will be compared to previous surveys to determine if any further twisting or warping has occurred.

    “We recognise how important the ex-HMAS Brisbane site is to the local diving community and tourism industry and we are committed to getting the site safe and reopened so that visitors can experience its new creative expressions as soon as possible.

    “We ask that people stay away from the site until it is deemed safe.”

    “Once deemed safe, the ex-HMAS Brisbane will be an amazing dive, with new twists and unique perspectives thanks to Tropical Cyclone Alfred.”

    More information on the Ex-HMAS Brisbane and the conservation park is available at: ex-HMAS Brisbane Conservation Park.

    Media contact:                  DETSI Media Unit on (07) 3339 5831 or media@des.qld.gov.au

    MIL OSI News

  • MIL-OSI: Natural Gas Services Group, Inc. Reports Fourth Quarter and Year-End 2024 Financial and Operating Results; Provides 2025 Guidance

    Source: GlobeNewswire (MIL-OSI)

    Midland, Texas, March 17, 2025 (GLOBE NEWSWIRE) — Natural Gas Services Group, Inc. (“NGS” or the “Company”) (NYSE:NGS), a leading provider of natural gas compression equipment, technology, and services to the energy industry, today announced financial results for the three months and year-ended December 31, 2024. The Company also provided guidance for its full year 2025, anticipating significant top- and bottom-line growth with strong momentum moving into 2026.

    Fourth Quarter and Full Year 2024 Highlights

    • Rental revenue of $38.2 million for the fourth quarter and $144.2 million for the full year 2024, representing increases of 21% and 36%, respectively, compared to the prior year comparable periods.
    • Net income of $2.9 million or $0.23 per diluted share for the fourth quarter and $17.2 million or $1.37 per diluted share for the full year 2024, representing increases of 68% and 263%, respectively, compared to the prior fourth quarter and full year 2023 periods.
    • Cash flow generated from operating activities of $9.4 million for the fourth quarter and $66.5 million for the full year 2024. This compares to net cash used in operating activities of $7.7 million for the fourth quarter and cash generated of $18.0 million for the full year 2023.
    • Adjusted EBITDA of $18.0 million for the fourth quarter and $69.5 million for the full year 2024; 2024 Adjusted EBITDA was 52% higher than 2023 and represented the highest level in the Company’s history. Please see Non-GAAP Financial Measures – Adjusted EBITDA, below.

    Management Commentary and Outlook

    “2024 was a transformational year for Natural Gas Services Group as we executed against our strategic objectives and significantly improved our market presence and financial performance,” stated Justin Jacobs, Chief Executive Officer. “During the year, we enhanced our team and infrastructure, further diversified and expanded our customer base, organically expanded into large horsepower electric units, maintained our industry-leading service levels, and materially increased the size of our overall fleet. I am quite proud of the NGS team as their unwavering dedication to our customers and their passion to excel are the driving forces of our results.”

     “2024 was also a record year for NGS as our utilized rental fleet approached 500,000 horsepower and our Adjusted EBITDA increased by over 50% compared to 2023. Equally important, our business became significantly more capital efficient: our total debt increased by only $6 million over the course of 2024 and our leverage declined from 2.53x at the end of 2023 to 2.36x at 2024 year-end. The reduction of working capital was a material driver in the improvement in capital efficiency, and we believe there is more opportunity to monetize non-cash assets in the near term.”

    “Looking forward, we see continued strength in the market. We believe our organic growth rate leads the industry and we are taking market share. This was made possible by the hard work of our service technicians and field service team, our leading compressor technology, and strong partnerships with our customers. We expect 2025 will be another year of significant growth in new large horsepower units and we have already signed material new unit contracts for 2026. We are excited for the future and believe we are well positioned to continue to increase shareholder value.”

    Corporate Guidance – 2025 Outlook

     In November 2024, the Company noted it expected 2024 Adjusted EBITDA to be in the range of $67 – $69 million, total growth capital expenditures for the year to be in the range of $65 – $75 million, and total maintenance expenditures for the year to be in the range of $8 – $11 million. For the full year 2024, the Company reported Adjusted EBITDA of $69.5 million, growth capital expenditures of $60.5 million and maintenance capital expenditures of $11.4 million. Additionally, as of December 31, 2024, rented horsepower stood at 491,756, representing year-over-year growth of 17%.

    The Company today provides the following commentary regarding its financial expectations for the 2025 Fiscal Year. For the year ending December 31, 2025, the Company expects growth capital expenditures, which are mostly comprised of new units (essentially all of which are under contract), to be in the range of $95 – $120 million. Once all these units are deployed with customers, which is expected by early 2026, the Company expects its rented horsepower to increase by approximately 90,000 horsepower, which represents an increase of approximately 18% versus year-end 2024. The timing of unit deployments is very heavily weighted to the second half of 2025 and early 2026. Accordingly, the majority of the impact of 2024 and 2025 growth capital expenditures will start to be reflected in Adjusted EBITDA in the second half of 2025 and the first quarter of 2026.

    Based on the timing of contractual orders and deployments in 2025, the Company expects 2025 Adjusted EBITDA to be in the range of $74 – $78 million, which at the mid-point of the range, represents a 9% increase over 2024. This range is reflective of the timing of anticipated unit deployments.

      Outlook
    FY 2025 Adjusted EBITDA $74 – $78 million
    FY 2025 Growth Capital Expenditures $95 – $120 million
    FY 2025 Maintenance Capital Expenditures $10 – $13 million
    Target Return on Invested Capital At least 20%

    The Company further notes that once all the 2025 growth capital expenditures are spent and the units are deployed, its “run rate” Adjusted EBITDA should increase at a rate (when compared to the fourth quarter of 2024) well in excess of the Company’s anticipated horsepower growth of 18% as noted above. The Company expects 2025 maintenance capital expenditures of $10 – $13 million and its targeted return on invested capital of at least 20% remains unchanged.

    2024 Fourth Quarter Financial Results

    Revenue: Total revenue for the three months ended December 31, 2024 increased 12% to $40.7 million from $36.2 million for the three months ended December 31, 2023. This increase was due primarily to an increase in rental revenues. Rental revenue increased 21% to $38.2 million in the fourth quarter of 2024 from $31.6 million in the fourth quarter of 2024 due to the addition of higher horsepower packages and pricing improvements. As of December 31, 2024, we had 491,756 horsepower (1,208 rented units) compared to 420,432 horsepower (1,247 rented units) as of December 31, 2023, reflecting a 17% increase in total utilized horsepower. Sequentially, total revenue was essentially flat for the comparable periods, primarily related to lower sales revenue offset by an increase in rental revenue.

    Gross Margins: Total gross margins, including depreciation expense increased to $14.6 million for the three months ended December 31, 2024, compared to $13.3 million for the same period in 2023 and decreased from $14.9 million for the three months ended September 30, 2024. Total adjusted gross margin, exclusive of depreciation expense, for the three months ended December 31, 2024, increased to $23.0 million compared to $20.3 million for the three months ended December 31, 2023, and $22.9 million for the three months ended September 30, 2024.  For a reconciliation of Gross Margin, see Non-GAAP Financial Measures – Adjusted Gross Margin, below.

    Operating Income: Operating income for the three months ended December 31, 2024 was $6.0 million compared to operating income of $4.4 million for the three months ended December 31, 2023 and operating income of $9.5 million, during the third quarter of 2024.

    Net Income: Net income for the three months ended December 31, 2024, was $2.9 million, or $0.23 per diluted share compared to net income of $1.7 million or $0.14 per diluted share for the fourth quarter of 2023, and $5.0 million or $0.40 per diluted share for the third quarter of 2024. The increase in net income year-over-year was primarily related to higher rental revenue and rental gross margin, while the sequential decline was primarily related to the inventory allowance and decrease in sales gross profit related to the closure of our Midland fabrication operations, the intangible asset impairment, an increase in stock-based compensation, and an increase in depreciation.

    Cash Flows: At December 31, 2024, cash and cash equivalents were approximately $2.1 million, while working capital was $30.8 million. For the twelve months of 2024, cash flows provided by operating activities were $66.5 million, while cash flows used in investing activities was $71.4 million. This compares to cash flows provided by operating activities of $18.0 million and cash flows used in investing activities of $153.9 million for the comparable twelve-month period in 2023. Cash flow used in investing activities during 2024 included $71.9 million in capital expenditures.

    Adjusted EBITDA: Adjusted EBITDA increased 11% to $18.0 million for the three months ended December 31, 2024, from $16.3 million for the same period in 2023. This increase was primarily attributable to higher rental revenue and rental adjusted gross margin. Sequentially, adjusted EBITDA declined by 1% when compared to $18.2 million for the three months ended September 30, 2024.

    Debt: Outstanding debt on our revolving credit facility as of December 31, 2024 was $170 million. Our leverage ratio at December 31, 2024 was 2.36x and our fixed charge coverage ratio was 2.44x. The Company is in compliance with all terms, conditions and covenants of the credit agreement.

    Selected data: The tables below show revenue by product line, gross margin and adjusted gross margin for the trailing five quarters. Adjusted gross margin is the difference between revenue and cost of sales, exclusive of depreciation.

      Revenues
      Three months ended
      December 31,   March 31,   June 30,   September 30,   December 31,
      2023   2024   2024   2024   2024
      (in thousands)
    Rental $             31,626   $             33,734   $             34,926   $             37,350   $             38,226
    Sales                   2,921                     2,503                     2,270                     1,843                        997
    Aftermarket services                   1,674                        670                     1,295                     1,493                     1,435
    Total $             36,221   $             36,907   $             38,491   $             40,686   $             40,658
      Gross Margin
      Three months ended
      December 31,   March 31,   June 30,   September 30,   December 31,
      2023   2024   2024   2024   2024
      (in thousands)
    Rental $              12,366   $             13,761   $             13,211   $             15,043   $             14,865
    Sales                       553                        253                         (50)                      (258)                      (531)
    Aftermarket services                       421                        163                        269                        151                        296
    Total $              13,340   $             14,177   $             13,430   $             14,936   $             14,630

               

      Adjusted Gross Margin (1)
      Three months ended
      December 31,   March 31,   June 30,   September 30,   December 31,
      2023   2024   2024   2024   2024
      (in thousands)
    Rental $              19,199   $             20,620   $             20,698   $             22,908   $             23,107
    Sales                       620                        323                           21                      (185)                      (449)
    Aftermarket services                       440                        170                        283                        169                        321
    Total $              20,259   $             21,113   $             21,002   $             22,892   $             22,979
      Adjusted Gross Margin %
      Three months ended
      December 31,   March 31,   June 30,   September 30,   December 31,
      2023   2024   2024   2024   2024
    Rental 60.7 %   61.1 %   59.3 %   61.3 %   60.4 %
    Sales 21.2 %   12.9 %   0.9 %   (10.0) %   (45.0) %
    Aftermarket services 26.3 %   25.4 %   21.9 %   11.3  %   22.4 %
    Total 55.9 %   57.2 %   54.6 %   56.3 %   56.5 %
      Compression Units (at end of period)
      Three months ended
      December 31,   March 31,   June 30,   September 30,   December 31,
      2023   2024   2024   2024   2024
    Rented horsepower            420,432                444,220                454,568                475,534                491,756   
    Fleet horsepower available            520,365                542,256                552,599                579,699                598,840   
    Horsepower utilization 80.8 %   81.9 %   82.3 %   82.0 %   82.1 %
                       
    Units utilized                1,247                     1,245                     1,242                     1,229                     1,208    
    Fleet units                1,876                     1,894                     1,899                     1,909                     1,912    
    Unit utilization 66.5 %   65.7 %   65.4 %   64.4 %   63.2 %

    (1) For a reconciliation of adjusted gross margin to its most directly comparable financial measure calculated and presented in accordance GAAP, please read “Non-GAAP Financial Measures – Adjusted Gross Margin” below.

    Non-GAAP Financial Measure – Adjusted Gross Margin: “Adjusted Gross Margin” is defined as total revenue less costs of revenues (excluding depreciation and amortization expense). Adjusted gross margin is included as a supplemental disclosure because it is a primary measure used by our management as it represents the results of revenue and costs (excluding depreciation and amortization expense), which are key components of our operations. Adjusted gross margin differs from gross margin, in that gross margin includes depreciation and amortization expense. We believe Adjusted gross margin is important because it focuses on the current operating performance of our operations and excludes the impact of the prior historical costs of the assets acquired or constructed that are utilized in those operations. Depreciation and amortization expense does not accurately reflect the costs required to maintain and replenish the operational usage of our assets and therefore may not portray the costs from current operating activity. Rather, depreciation and amortization expense reflect the systematic allocation of historical property and equipment costs over their estimated useful lives.

    Adjusted gross margin has certain material limitations associated with its use as compared to gross margin. These limitations are primarily due to the exclusion of depreciation and amortization expense, which is material to our results of operations. Because we use capital assets, depreciation and amortization expense is a necessary element of our costs and our ability to generate revenue. In order to compensate for these limitations, management uses this non-GAAP measure as a supplemental measure to other GAAP results to provide a more complete understanding of our performance. As an indicator of our operating performance, Adjusted gross margin should not be considered an alternative to, or more meaningful than, gross margin as determined in accordance with GAAP. Our Adjusted gross margin may not be comparable to a similarly titled measure of another company because other entities may not calculate Adjusted gross margin in the same manner.

    The following table calculates our gross margin, the most directly comparable GAAP financial measure, and reconciles it to Adjusted gross margin for the periods presented:

      Adjusted Gross Margin
      Three months ended
      December 31,   March 31,   June 30,   September 30,   December 31,
      2023   2024   2024   2024   2024
      (in thousands)
    Total revenue $              36,221   $             36,907   $             38,491   $             40,686   $             40,658
    Cost of revenue, exclusive of depreciation                (15,962)                 (15,794)                 (17,489)                 (17,794)                 (17,679)
    Depreciation allocable to costs of revenue                  (6,919)                   (6,936)                   (7,572)                   (7,956)                   (8,349)
    Gross margin                 13,340                   14,177                   13,430                   14,936                   14,630
    Depreciation allocable to costs of revenue                    6,919                     6,936                     7,572                     7,956                     8,349
    Adjusted gross margin $              20,259   $             21,113   $             21,002   $             22,892   $             22,979

    Non-GAAP Financial Measures – Adjusted EBITDA: “Adjusted EBITDA” reflects net income or loss before interest, taxes, depreciation and amortization, non-cash equity-classified stock-based compensation expense, non-recurring restructuring charges including severance expenses, impairments, increases in inventory allowance and retirement of rental equipment. Adjusted EBITDA is a measure used by management, analysts and investors as an indicator of operating cash flow since it excludes the impact of movements in working capital items, non-cash charges and financing costs. Therefore, Adjusted EBITDA gives the investor information as to the cash generated from the operations of a business. However, Adjusted EBITDA is not a measure of financial performance under accounting principles GAAP, and should not be considered a substitute for other financial measures of performance. Adjusted EBITDA as calculated by NGS may not be comparable to Adjusted EBITDA as calculated and reported by other companies. The most comparable GAAP measure to Adjusted EBITDA is net income (loss).

    The following tables reconciles our net income, the most directly comparable GAAP financial measure, to Adjusted EBITDA for the periods presented:

      Three months ended
      December 31,   March 31,   June 30,   September 30,   December 31,
      2023   2024   2024   2024   2024
      (in thousands)
    Net income $                1,702   $                5,098   $                4,250   $                5,014   $                2,865
    Interest expense                    2,297                     2,935                     2,932                     3,045                     3,015
    Income tax expense                       431                     1,479                     1,294                     1,383                        283
    Depreciation and amortization                    7,160                     7,087                     7,705                     8,086                     8,469
    Stock-based compensation expense                       228                        274                        242                        522                        783
    Severance and restructuring charges                         —                           —                           33                           —                           —
    Impairments                         —                           —                           —                        136                        705
    Inventory allowance                    3,965                           —                           —                           —                     1,863
    Retirement of rental equipment                       505                             5                           —                           —                           23
    Adjusted EBITDA $              16,288   $             16,878   $             16,456   $             18,186   $             18,006
      Year ended December 31,
      2023   2024  
      (in thousands)
    Net income $                4,747   $             17,227  
    Interest expense                    4,082                   11,927  
    Income tax expense                    1,873                     4,439  
    Depreciation and amortization                 26,550                   31,347  
    Stock-based compensation expense                    2,054                     1,821  
    Severance and restructuring charges                    1,224                           33  
    Impairments                       779                        841  
    Inventory allowance                    3,965                     1,863  
    Retirement of rental equipment                       505                           28  
    Adjusted EBITDA $              45,779   $             69,526  

    Conference Call Details: The Company will host a conference call to review its fourth-quarter and year-end financial results on Tuesday, March 18 at 8:30 a.m. (EST), 7:30 a.m. (CST). To join the conference call, kindly access the Investor Relations section of our website at www.ngsgi.com or dial in at (800) 550-9745 and enter conference ID 167298 at least five minutes prior to the scheduled start time. Please note that using the provided dial-in number is necessary for participation in the Q&A section of the call. A recording of the conference will be made available on our Company’s website following its conclusion. Thank you for your interest in our Company’s updates.

    About Natural Gas Services Group, Inc.
    Natural Gas Services Group is a leading provider of natural gas compression equipment, technology and services to the energy industry. The Company designs, rents, sells and maintains natural gas compressors for oil and natural gas production and plant facilities, primarily using equipment from third-party fabricators and OEM suppliers along with limited in-house assembly. The Company is headquartered in Midland, Texas, with a fabrication facility located in Tulsa, Oklahoma, and service facilities located in major oil and natural gas producing basins in the U.S. Additional information can be found at www.ngsgi.com.

    Forward-Looking Statements

    Certain statements herein (and oral statements made regarding the subjects of this release) constitute “forward-looking statements” within the meaning of the federal securities laws. Words such as “may,” “might,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,” “forecast,” “project,” “plan,” “intend” or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. These forward-looking statements are based upon current estimates and assumptions.

    These forward–looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors that could cause actual results to differ materially from such statements, many of which are outside the control of the Company. Forward–looking information includes, but is not limited to statements regarding: guidance or estimates related to EBITDA growth, projected capital expenditures; returns on invested capital, fundamentals of the compression industry and related oil and gas industry, valuations, compressor demand assumptions and overall industry outlook, and the ability of the Company to capitalize on any potential opportunities.

    While the Company believes that the assumptions concerning future events are reasonable, investors are cautioned that there are inherent difficulties in predicting certain important factors that could impact the future performance or results of its business. Some of these factors that could cause results to differ materially from those indicated by such forward-looking statements include, but are not limited to:

    • conditions in the oil and gas industry, including the supply and demand for oil and gas and volatility in the prices of oil and gas;
    • our reliance on major customers;
    • failure of projected organic growth due to adverse changes in the oil and gas industry, including depressed oil and gas prices, oppressive environmental regulations and competition;
    • our inability to achieve increased utilization of assets, including rental fleet utilization and monetizing other non-cash balance sheet assets;
    • failure of our customers to continue to rent equipment after expiration of the primary rental term;
    • our ability to economically develop and deploy new technologies and services, including technology to comply with health and environmental laws and regulations;
    • failure to achieve accretive financial results in connection with any acquisitions we may make;
    • fluctuations in interest rates;
    • regulation or prohibition of new well completion techniques;
    • competition among the various providers of compression services and products;
    • changes in safety, health and environmental regulations;
    • changes in economic or political conditions in the markets in which we operate;
    • the inherent risks associated with our operations, such as equipment defects, malfunctions, natural disasters and adverse changes in customer, employee and supplier relationships;
    • our inability to comply with covenants in our debt agreements and the decreased financial flexibility associated with our debt;
    • inability to finance our future capital requirements and availability of financing;
    • capacity availability, costs and performance of our outsourced compressor fabrication providers and overall inflationary pressures;
    • impacts of world events, such as acts of terrorism and significant economic disruptions and adverse consequences resulting from possible long-term effects of potential pandemics and other public health crises; and
    • general economic conditions.

    In addition, these forward-looking statements are subject to other various risks and uncertainties, including without limitation those set forth in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. Thus, actual results could be materially different. The Company expressly disclaims any obligation to update or alter statements whether as a result of new information, future events or otherwise, except as required by law.

    For More Information, Contact:
    Anna Delgado, Investor Relations
    (432) 262-2700
    IR@ngsgi.com
    www.ngsgi.com

     NATURAL GAS SERVICES GROUP, INC.
    CONSOLIDATED BALANCE SHEETS
    (in thousands)
    (unaudited)
      December 31,
      2024   2023
    ASSETS      
    Current Assets:      
    Cash and cash equivalents $                2,142   $                2,746
    Trade accounts receivable, net of provision for credit losses                 15,626                   39,186
    Inventory, net of allowance for obsolescence                 18,051                   21,639
    Federal income tax receivable                 11,282                   11,538
    Prepaid expenses and other                   1,075                     1,162
    Total current assets                 48,176                   76,271
    Long-term inventory, net of allowance for obsolescence                         —                        701
    Rental equipment, net of accumulated depreciation               415,021                 373,649
    Property and equipment, net of accumulated depreciation                 22,989                   20,550
    Intangible assets, net of accumulated amortization                         —                        775
    Other assets                   6,342                     6,783
    Total assets $           492,528   $           478,729
    LIABILITIES AND STOCKHOLDERS’ EQUITY      
    Current Liabilities:      
    Accounts payable $                9,670   $             17,628
    Accrued liabilities                   7,688                   15,085
    Total current liabilities                 17,358                   32,713
    Credit facility               170,000                 164,000
    Deferred income taxes                 45,873                   41,636
    Other long-term liabilities                   4,240                     4,486
    Total liabilities               237,471                 242,835
    Commitments and contingencies      
    Stockholders’ Equity:      
    Preferred stock, 5,000 shares authorized, no shares issued or outstanding                         —                           —
    Common stock, 30,000 shares authorized, par value $0.01; 13,762 and 13,688 shares issued as of December 31, 2024 and 2023, respectively                      138                        137
    Additional paid-in capital               118,415                 116,480
    Retained earnings               151,508                 134,281
    Treasury shares, at cost, 1,310 shares for each of December 31, 2024 and 2023, respectively               (15,004)                 (15,004)
    Total stockholders’ equity               255,057                 235,894
    Total liabilities and stockholders’ equity $           492,528   $           478,729
     NATURAL GAS SERVICES GROUP, INC.
    CONSOLIDATED STATEMENTS OF OPERATIONS
    (in thousands, except per share amounts)
    (unaudited)
      Three months ended   Year ended
      December 31,   December 31,
      2024   2023   2024   2023
    Revenue:              
    Rental $         38,226   $         31,626   $       144,236   $       106,159
    Sales                  997                 2,921                 7,613                 8,921
    Aftermarket services               1,435                 1,674                 4,893                 6,087
    Total revenue            40,658              36,221            156,742            121,167
    Cost of revenues (excluding depreciation and amortization)              
    Rental            15,119              12,427                 7,903                 8,919
    Sales               1,446                 2,301              56,903              48,877
    Aftermarket services               1,114                 1,234                 3,950                 4,658
    Total cost of revenues (excluding depreciation and amortization)            17,679              15,962              68,756              62,454
    Selling, general and administrative expenses               5,831                 4,390              21,012              16,938
    Depreciation and amortization               8,469                 7,160              31,347              26,550
    Impairments                  705                      —                    841                    779
    Inventory allowance               1,863                 3,965                 1,863                 3,965
    Retirement of rental equipment                    23                    505                      28                    505
    Loss (gain) on sale of property and equipment, net                    45                  (200)                  (430)                  (481)
    Total operating costs and expenses            34,615              31,782            123,417            110,710
    Operating income               6,043                 4,439              33,325              10,457
    Other income (expense):              
    Interest expense             (3,015)               (2,297)             (11,927)               (4,082)
    Other income (expense)                  120                       (9)                    268                    245
    Total other expense, net             (2,895)               (2,306)             (11,659)               (3,837)
    Income before income taxes               3,148                 2,133              21,666                 6,620
    Provision for income taxes                (283)                  (431)               (4,439)               (1,873)
    Net income $           2,865   $           1,702   $         17,227   $           4,747
    Earnings per share:              
    Basic $              0.23   $              0.14   $              1.39   $              0.39
    Diluted $              0.23   $              0.14   $              1.37   $              0.38
    Weighted average shares outstanding:              
    Basic            12,438              12,378              12,412              12,316
    Diluted            12,586              12,435              12,543              12,383
     NATURAL GAS SERVICES GROUP, INC.
    CONSOLIDATED STATEMENTS OF CASH FLOWS
    (in thousands, except per share amounts)
    (unaudited)
      Three months ended   Year ended
      December 31,   December 31,
      2024   2023   2024   2023
    CASH FLOWS FROM OPERATING ACTIVITIES:              
    Net income $           2,865   $           1,702   $         17,227   $           4,747
    Adjustments to reconcile net income to net cash provided by operating activities:              
    Depreciation and amortization               8,469                 7,160              31,347              26,550
    Impairments                  705                      —                    841                    779
    Inventory allowance               1,863                 3,965                 1,863                 3,965
    Retirement of rental equipment                    23                    505                      28                    505
    (Gain) loss on sale of property and equipment                    45                  (200)                  (430)                  (481)
    Amortization of debt issuance costs                  216                    138                    746                    425
    Deferred income taxes                  182                    430                 4,237                 1,838
    Stock-based compensation                  783                    228                 1,821                 2,054
    Provision for credit losses                    —                    293                    433                    492
    (Gain) loss on company owned life insurance                     (4)                    186                  (156)                    235
    Changes in operating assets and liabilities:              
    Trade accounts receivables               9,183             (11,438)              23,127             (25,010)
    Inventory               1,355                 1,939                 2,477                  (669)
    Prepaid expenses and prepaid income taxes               1,177                    274                    152                       (7)
    Accounts payable and accrued liabilities           (18,580)             (12,478)             (17,727)                 2,436
    Other               1,144                  (369)                    477                    174
    NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES               9,426               (7,665)              66,463              18,033
    CASH FLOWS FROM INVESTING ACTIVITIES:              
    Purchase of rental equipment,  property and other equipment           (14,544)             (25,380)             (71,894)          (153,943)
    Purchase of company owned life insurance                (187)                    (44)                    (22)                  (422)
    Proceeds from sale of property and equipment                  (28)                    246                    476                    477
    NET CASH USED IN INVESTING ACTIVITIES           (14,759)             (25,178)             (71,440)          (153,888)
    CASH FLOWS FROM FINANCING ACTIVITIES:              
    Proceeds from credit facility borrowings            20,000              36,000              28,000            139,000
    Repayments of credit facility borrowings           (13,000)                      —             (22,000)                      —
    Payments of other long term liabilities                (158)                    (45)                  (780)                    (95)
    Payments of debt issuance costs                    —                  (562)                  (962)               (2,693)
    Proceeds from exercise of stock options                  223                      —                    293                      —
    Taxes paid related to net share settlement of equity awards                    —                       (1)                  (178)                  (983)
    NET CASH PROVIDED BY FINANCING ACTIVITIES               7,065              35,392                 4,373            135,229
    NET CHANGE IN CASH AND CASH EQUIVALENTS               1,732                 2,549                  (604)                  (626)
    CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                  410                    197                 2,746                 3,372
    CASH AND CASH EQUIVALENTS AT END OF PERIOD $           2,142   $           2,746   $           2,142   $           2,746

    The MIL Network

  • MIL-OSI: Netcapital Announces Third Quarter Fiscal 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    • Management to Host Earnings Call on March 19, 2025 at 10:00 a.m. ET

    BOSTON, MA, March 17, 2025 (GLOBE NEWSWIRE) — Netcapital Inc. (Nasdaq: NCPL, NCPLW) (the “Company”), a digital private capital markets ecosystem, today announced financial results for the third quarter of fiscal year 2025 ended January 31, 2025.

    “During the fiscal year, management shifted its focus to establishing the company’s wholly-owned broker-dealer subsidiary, Netcapital Securities Inc., which was approved by FINRA in November. We believe this major milestone will provide additional sources of revenue going forward,” said Martin Kay, CEO of Netcapital Inc. “We did face a tough quarter during an uncertain market environment. Looking forward, however, we are pleased that Algernon NeuroScience Inc. recently engaged Netcapital Securities for a planned Regulation A (Reg A) offering and to provide broker-dealer and administrative services.”

    Third Quarter Fiscal 2025 Financial Results

    • Revenue decreased approximately 85% year-over-year to $152,682, compared to revenue of $1,042,793 million in the third quarter of fiscal year 2024
    • Operating loss was ($1,687,692) in the third quarter fiscal 2025, compared to ($1,205,157) for the third quarter fiscal 2024
    • Net loss was ($3,006,537) in the third quarter fiscal 2025, compared to net loss of ($2,227,542) for the same period in the prior year
    • Loss per share was ($1.57) in the third quarter fiscal 2025, compared to loss per share of ($13.60) for the same period in the prior year
    • As of January 31, 2025, the Company had cash and cash equivalents of $614,304

    Conference Call Information

    The Company will host an investor conference call on Wednesday, March 19, 2025, at 10 a.m. ET.

    Participant access: 844-985-2012 or 973-528-0138
    Conference entry code: 165756

    For additional disclosure regarding Netcapital’s operating results, please refer to the Quarterly Report on Form 10-Q for the three-month period ended January 31, 2025, which has been filed with the Securities and Exchange Commission.

    About Netcapital Inc.

    Netcapital Inc. is a fintech company with a scalable technology platform that allows private companies to raise capital online and provides private equity investment opportunities to investors. The Company’s consulting group, Netcapital Advisors, provides marketing and strategic advice and takes equity positions in select companies. The Company’s funding portal, Netcapital Funding Portal, Inc. is registered with the U.S. Securities & Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority (FINRA), a registered national securities association. The Company’s broker-dealer, Netcapital Securities Inc., is also registered with the SEC and is a member of FINRA.

    Forward Looking Statements

    The information contained herein includes forward-looking statements. These statements relate to future events or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

    Investor Contact

    800-460-0815 
    ir@netcapital.com

    NETCAPITAL INC.
    CONDENSED CONSOLIDATED BALANCE SHEETS

        January 31, 2025
    (Unaudited)
        April 30, 2024
    (Audited)
     
    Assets:                
    Cash and cash equivalents   $ 614,304     $ 863,182  
    Accounts receivable net           134,849  
    Other receivables     2,400       1,200  
    Note receivable     20,000       20,000  
    Prepaid expenses     36,115       23,304  
    Total current assets     672,819       1,042,535  
                     
    Deposits     6,300       6,300  
    Notes receivable – related parties     202,000       202,000  
    Purchased technology, net     14,706,398       14,733,005  
    Investment in affiliate     240,080       240,080  
    Equity securities     24,073,080       25,333,386  
    Total assets   $ 39,900,677     $ 41,557,306  
                     
    Liabilities and Stockholders’ Equity                
    Current liabilities:                
    Accounts payable   $ 2,160,727     $ 793,325  
    Accrued expenses     250,983       310,300  
    Deferred revenue     360       466  
    Interest payable     98,218       92,483  
    Current portion of SBA loans     1,885,800       1,885,800  
    Loan payable – bank     34,324       34,324  
    Total current liabilities     4,430,412       3,116,698  
                     
    Long-term liabilities:                
    Long-term SBA loans, less current portion     500,000       500,000  
    Total liabilities     4,930,412       3,616,698  
                     
    Commitments and contingencies            
                     
    Stockholders’ equity:                
    Common stock, $.001 par value; 900,000,000 shares authorized, 2,112,488 and 326,867 shares issued and outstanding     2,113       327  
    Shares to be issued     122,124       122,124  
    Capital in excess of par value     42,120,673       37,338,594  
    Retained earnings (deficit)     (7,274,645 )     479,563  
    Total stockholders’ equity     34,970,265       37,940,608  
    Total liabilities and stockholders’ equity   $ 39,900,677     $ 41,557,306  

    NETCAPITAL INC.
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (UNAUDITED)
       

        Three Months Ended     Three Months Ended     Nine Months Ended     Nine Months Ended  
        January 31, 2025     January 31, 2024     January 31, 2025     January 31, 2024  
                             
    Revenues   $ 152,682     $ 1,042,793     $ 465,437     $ 4,604,260  
    Costs of services     7,155       58,875       37,156       97,062  
    Gross profit     145,527       983,918       428,281       4,507,198  
                                     
    Costs and expenses:                                
    Consulting expense     63,555       175,357       240,581       544,033  
    Marketing     12,887       32,198       31,993       320,817  
    Rent     20,178       19,544       58,736       57,533  
    Payroll and payroll related expenses     815,024       869,517       2,701,318       2,957,394  
    General and administrative costs     921,575       1,092,459       3,794,013       2,529,378  
    Total costs and expenses     1,833,219       2,189,075       6,826,641       6,409,155  
    Operating income (loss)     (1,687,692 )     (1,205,157 )     (6,398,360 )     (1,901,957 )
                                     
    Other income (expense):                                
    Interest expense     (10,376 )     (11,918 )     (30,441 )     (35,784 )
    Interest income     400             1,200        
    Impairment expense     (1,300,000 )           (1,300,000 )      
    Amortization of intangible assets     (8,869 )     (28,331 )     (26,607 )     (84,993 )
    Unrealized loss on equity securities           (2,696,135 )           (2,696,135 )
    Total other income (expense)     (1,318,845 )     (2,736,384 )     (1,355,848 )     (2,816,912 )
    Net income (loss) before taxes     (3,006,537 )     (3,941,541 )     (7,754,208 )     (4,718,869 )
    Income tax expense (benefit)           (1,713,999 )           (2,339,288 )
    Net income (loss)   $ (3,006,537 )   $ (2,227,542 )   $ (7,754,208 )   $ (2,379,581 )
                                     
    Basic earnings (loss) per share   $ (1.57 )   $ (13.60 )   $ (6.93 )   $ (17.61 )
    Diluted earnings (loss) per share   $ (1.57 )   $ (13.60 )   $ (6.93 )   $ (17.61 )
                                     
    Weighted average number of common shares outstanding:                                
    Basic     1,915,367       163,807       1,119,479       135,111  
    Diluted     1,915,367       163,807       1,119,479       135,111  

    The MIL Network

  • MIL-OSI Asia-Pac: National Quantum Mission: India’s Quantum Leap

    Source: Government of India

    National Quantum Mission: India’s Quantum Leap

    Unleashing the power of quantum technology and creating jobs of tomorrow

    Posted On: 17 MAR 2025 6:42PM by PIB Delhi

    Introduction

    With technology taking over the world, India is stepping into the future with the National Quantum Mission (NQM), a major initiative by the Government of India to propel the nation to the forefront of quantum technology research and development. Approved on 19th April 2023 by the Union Cabinet, the mission the mission is set to span from 2023–24 to 2030–31, with a budget allocation of ₹6,003.65 crore.

    National Quantum mission, is not just a mission, but it is a bold step through which India aims to harness the power of quantum technology to drive innovation, strengthen security, and boost various industries, positioning itself as a global leader in this cutting-edge field.

    What is Quantum Computing

    Quantum computers use special units called qubits to store and process information. Unlike regular computers, where bits can only be 0 or 1, qubits can be both 0 and 1 at the same time. This ability to be in multiple states at once makes quantum computers different and potentially much more powerful than traditional ones.

    Many countries are actively working on quantum computing and other quantum technologies, and India has a great opportunity to make significant contributions. The national quantum mission offers India a chance to play a key role, especially with favourable conditions right now. The outcomes of this mission could impact healthcare, clean energy, climate change, job creation, and much more, affecting every citizen’s life.

    Objectives of the National Quantum Mission

    With the broader aim to harness quantum technologies in India to bolster sectors like communication, cryptography, and computing, National Quantum Mission has outlined specific objectives to advance India’s capabilities in the quantum realm:

    • Quantum Computing Evolution: Develop intermediate-scale quantum computers with 20-50 physical qubits (3 years), 50-100 physical qubits (5 years), and 50-1000 physical qubits (8 years) across platforms like superconducting and photonic technologies to advance computational capabilities.
    • Satellite-Based Quantum Communication: Establish satellite-enabled quantum-secured communication between two ground stations over 2000 km within India and extend this technology for long-distance secure quantum communication with other countries.
    • Inter-City Quantum Key Distribution (QKD): Implement quantum-secured communication spanning 2000 km using trusted nodes and wavelength division multiplexing (WDM) on existing optical fiber infrastructure, enhancing secure data transmission.
    • Multi-Node Quantum Networks: Develop a multi-node quantum network incorporating quantum memories, entanglement swapping, and synchronized quantum repeaters at each node, enabling scalable and robust quantum communication (2-3 nodes).
    • Advanced Quantum Sensing & Clocks: Design highly sensitive quantum devices including magnetometers with 1 femto-Tesla/sqrt(Hz) sensitivity in atomic systems and better than 1 pico-Tesla/sqrt(Hz) in Nitrogen Vacancy centers, gravity sensors with better than 100 nano-meter/second² sensitivity, and atomic clocks with 10⁻¹⁹ fractional instability for precision timing, navigation, and secure communication.
    • Quantum Materials & Devices: Develop and synthesize next-generation quantum materials such as superconductors, novel semiconductor structures, and topological materials for the fabrication of qubits, single-photon sources/detectors, entangled photon sources, and quantum sensing/metrological devices for applications in computing and communication.

    The National Quantum Mission (NQM) is one of the nine initiatives under the Prime Minister’s Science Technology Innovation Advisory Council (PMSTIAC), aimed at positioning India as a global leader in quantum technology. By fostering advancements in secure quantum communication, quantum computing, and precision sensing, the mission is poised to transform sectors such as telecommunications, defense, finance, and healthcare, delivering a profound societal impact.

    Implementation Strategy: Thematic Hubs (T-Hubs)

    The National Quantum Mission is a nationwide initiative driving cutting-edge advancements in quantum technology. As part of this mission, four Thematic Hubs (T-Hubs) have been set up, bringing together 14 Technical Groups across 17 states and 2 Union Territories. These hubs focus on technology innovation, skill development, entrepreneurship, industry partnerships, and global collaborations, ensuring a truly national impact. Women scientists from every corner of the country are actively encouraged to participate and benefit from the mission’s exciting programs.

    The four T-Hubs have been established across leading institutions in India:

    1. Indian Institute of Science (IISc) Bengaluru
    2. Indian Institute of Technology (IIT), Madras along with the Centre for Development of Telematics, New Delhi
    3. Indian Institute of Technology (IIT), Bombay
    4. Indian Institute of Technology (IIT), Delhi.

    These hubs were selected through a rigorous competitive process and each hub focuses on a specific quantum domain, driving advancements in Quantum Computing, Quantum Communication, Quantum Sensing & Metrology, and Quantum Materials & Devices.

    Quantum Domains of Four Thematic Hubs

    Hub-Spoke-Spike Model

    Each T-Hub will follow the Hub-Spoke-Spike model, fostering a cluster-based network where research projects (Spokes) and individual research groups (Spikes) operate alongside central hubs. This structure enhances collaboration among research institutions, allowing them to share resources and expertise more effectively.

    State-wise Funds Allocation

    The four T-Hubs selected under NQM collectively involve 152 researchers from 43 institutions nationwide, fostering a collaborative ecosystem to drive research and innovation in quantum technologies. The activities carried out by these hubs include Technology Development, Human Resource Development, Entrepreneurship Development, Industry Collaborations, and International Collaborations.

    State-wise Funds Released During 2024-2025

    Initiatives under National Quantum Mission

    Under NQM, dedicated efforts are underway to develop quantum-resilient encryption techniques and post-quantum cryptographic (PQC) frameworks, ensuring India’s critical database systems remain secure in the quantum era. Key initiatives include:

    • Quantum-Safe Ecosystem Framework: A concept paper has been developed to outline a strategic roadmap for securing and strengthening India’s digital infrastructure against quantum threats.
    • DRDO Initiatives: The Defence Research and Development Organization (DRDO) is leading projects focused on designing and testing quantum-resilient security schemes, along with quantum-safe symmetric and asymmetric key cryptographic algorithms.
    • Advancements by SETS: The Society for Electronic Transactions and Security (SETS), under the Office of the Principal Scientific Adviser (PSA), is accelerating Post-Quantum Cryptography (PQC) research. It has implemented PQC algorithms for applications such as Fast IDentity Online (FIDO) authentication tokens and Internet of Things (IoT) security.
    • C-DoT Innovations: The Centre for Development of Telematics (C-DoT), under the Department of Telecommunications (DoT), has developed cutting-edge solutions, including Quantum Key Distribution (QKD), Post-Quantum Cryptography (PQC), and Quantum Secure Video IP Phones.

    These initiatives are crucial for safeguarding India’s digital infrastructure against emerging quantum-era cybersecurity threats.

    Global Competitiveness and Strategic Impact

    The NQM has the potential to transform the country’s technology development ecosystem, making it globally competitive. It will drive advancements across key sectors such as communication, healthcare, finance, and energy, with applications in drug discovery, space exploration, banking, and security. Moreover, the mission will play a crucial role in advancing national initiatives like Digital India, Make in India, Skill India, Stand-up India, Start-up India, Self-Reliant India, and the Sustainable Development Goals (SDGs).

    Conclusion

    The National Quantum Mission (NQM) is more than just a technological initiative—it is a strategic step towards securing India’s future in the quantum era. With significant investments, world-class research collaborations, and dedicated innovation hubs, the mission is set to propel India to the forefront of the global quantum revolution.

    This initiative underscores India’s commitment to scientific excellence, economic resilience, and national security in a world where quantum technologies are poised to reshape industries and societies.

    References:

    Kindly find the pdf file 

    ****

    Santosh Kumar/ Sarla Meena/ Priya Nagar

    (Release ID: 2111953) Visitor Counter : 44

    MIL OSI Asia Pacific News

  • MIL-OSI: Hallador Energy Company Reports Fourth Quarter and Full Year 2024 Financial and Operating Results

    Source: GlobeNewswire (MIL-OSI)

    – Q4 2024 Total Revenue of $94.2 Million; FY’24 Total Revenue of $404.4 Million –
    – Q4 2024 Operating Cash Flow up Materially to $32.5 Million; FY’24 Operating Cash Flow of $65.9 Million –
    – Q4 2024 Adjusted EBITDA up ~3x YoY to $6.2 Million; FY’24 Adjusted EBITDA of $16.8 Million –

    TERRE HAUTE, Ind., March 17, 2025 (GLOBE NEWSWIRE) — Hallador Energy Company (Nasdaq: HNRG) (“Hallador” or the “Company”) today reported its financial results for the fourth quarter and full year ended December 31, 2024.

    “2024 was a transformative year for Hallador as we continued our evolution from a bituminous coal producer to a vertically integrated independent power producer (“IPP”), while also advancing our products and services up the energy value chain,” said Brent Bilsland, President and Chief Executive Officer. “This deliberate transition aligns with market trends and reflects our conviction in the superior economics of the IPP business model. In fall 2024, we reached an important milestone in our transformation by signing a non-binding term sheet with a leading global data center developer on a transaction that would, if completed, sell a majority of our power production and accredited capacity at enhanced margins for more than a decade to come. We are making meaningful progress toward finalizing definitive agreements for this transaction within the exclusivity period that runs from January through early June 2025, further strengthened by our partner’s commitment to pay up to $5 million during this period. While navigating these complex transactions requires coordination across multiple stakeholders and while there can be no assurance that definitive agreements will be entered into, we remain encouraged by our partner’s commitment and believe this strategic partnership will drive long-term value for our shareholders.”

    “The ongoing industry shift from dispatchable generators, such as coal and natural gas, to non-dispatchable resources like wind and solar, has increased the value of our Hallador Power subsidiary due to the enhanced reliability, resilience and consistency that we provide over the less predictable non-dispatchables. At the same time, the retirement of coal-based generation has reduced demand for coal supply, impacting the value of our Sunrise Coal subsidiary. In anticipation of these market dynamics, we proactively reduced production volume and shifted our focus away from the higher cost coal reserves, which lowered our operational cash costs in the fourth quarter. These strategic actions along with lower long-term coal price projections resulted in a fourth-quarter non-cash write-down of Sunrise Coal’s carrying value by approximately $215 million, which underscores the foresight of our transition to power generation in the coming years.”

    Bilsland continued, “Looking ahead, our focus remains on maximizing the value of our Merom Power Plant while actively pursuing opportunities to acquire additional dispatchable generators that can add durability, scale, and geographic expansion to our electric operations. Additionally, we are forging strong relationships with sophisticated counterparties to secure favorable collateral terms and effectively manage our forward power sales in 2025 and 2026, which we believe will enhance our financial flexibility in the short to medium term. During 2024, we also reduced our bank debt by more than 50% to $44 million at year-end. We are excited about our continued transformation from a commodity-focused coal producer to an IPP with a secure fuel supply, a strategy we believe will unlock expanding energy market margins, drive sustainable growth, and enhance cash flow generation for our shareholders.”

    Fourth Quarter 2024 Highlights

    • Hallador advanced its restructuring efforts for its subsidiary Sunrise Coal, focusing on production optimization and cost reductions to strengthen its operations.
      • During 2024, the Company reduced its coal production volume by approximately 40% and shifted its focus away from the higher cost portions of its coal reserves. This optimization of coal production reduced Hallador’s operational cash cost structure to better align its coal strategy to support its internal electric generation.
      • As a result of reducing coal production, optimizing its reserve base, and the declining price of contracted coal sales, Hallador realized an approximate $215 million non-cash write down in the fourth quarter associated with the carrying value of its Sunrise Coal subsidiary.
    • The Company continues to shift its revenue mix to prioritize electric sales as an independent power producer.
      • Fourth quarter electric sales were $69.7 million or 74% of total Q4 revenue, compared to $37.1 million or 31% of total Q4 revenue in the year-ago period.
      • Fourth quarter Coal sales were $23.4 million or 25% of total revenue, compared to $81.3 million or 68% of total revenue in the year-ago period.
    • Hallador continues to focus on forward sales to secure its energy position.
      • At year-end, Hallador had total forward energy, capacity and coal sales to 3rd party customers of $1.1 billion through 2029, up from $937.2 million at the end of the third quarter.
      • Subsequent to year end, Hallador signed an exclusive commitment agreement with a leading global data center developer, effective January 2, 2025. This agreement is in furtherance of the previously announced non-binding term sheet signed during the third quarter of 2024, reflecting an important milestone as both the Company and the developer seek to finalize a definitive transaction agreement to support the delivery of energy and capacity (through a utility partner) to a potential data center development within the State of Indiana. The completion of this proposed transaction is subject to, among other matters, the negotiation and execution of definitive agreements and there can be no assurance that definitive agreements will be entered into or that the proposed transaction will be consummated on the terms or timeframe currently contemplated, or at all.
    • The Company continues to strengthen its balance sheet.
      • Total bank debt was $44.0 million at December 31, 2024, compared to $70.0 million at September 30, 2024 and $91.5 million at December 31, 2023.
      • Total liquidity was $37.8 million at December 31, 2024 compared to $34.9 million at September 30, 2024 and $26.2 million at December 31, 2023.
     
    Financial Summary ($ in Millions and Unaudited)
                             
        Q1 2024   Q2 2024   Q3 2024   Q4 2024
    Electric Sales   $ 60.7     $ 59.4     $ 71.7     $ 69.7  
    Coal Sales– 3rd Party   $ 49.6     $ 32.8     $ 31.7     $ 23.3  
    Other Revenue   $ 1.3     $ 1.0     $ 1.4     $ 1.8  
    Total Operating Revenue   $ 111.6     $ 93.2     $ 104.8     $ 94.8  
    Net Income (Loss)   $ (1.7 )   $ (10.2 )   $ 1.6     $ (215.8 )
    Operating Cash Flow   $ 18.5     $ 26.1     $ (11.2 )   $ 32.5  
    Adjusted EBITDA*   $ 6.8     $ (5.8 )   $ 9.6     $ 6.2  

    _________________________________

    *   Non-GAAP financial measure, defined as operating cash flows less effects of certain subsidiary and equity method investment activity, plus bank interest, less effects of working capital period changes, plus other amortization

    Adjusted EBITDA should not be considered an alternative to net income, income from operations, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP. Our method of computing Adjusted EBITDA may not be the same method used to compute similar measures reported by other companies.

    Management believes the non-GAAP financial measure, Adjusted EBITDA, is an important measure in analyzing our liquidity and is a key component of certain material covenants contained within our Credit Agreement, specifically the minimum quarterly EBITDA. Noncompliance with the covenants could result in our lenders requiring the Company to immediately repay all amounts borrowed. If we cannot satisfy these financial covenants, we would be prohibited under our Credit Agreement from engaging in certain activities, such as incurring additional indebtedness, making certain payments, and acquiring and disposing of assets. Consequently, Adjusted EBITDA is critical to the assessment of our liquidity. The required amount of Adjusted EBITDA is a variable based on our debt outstanding and/or required debt payments at the time of the quarterly calculation based on a rolling prior 12-month period.

    Reconciliation of the non-GAAP financial measure, Adjusted EBITDA, to Income (Loss) before Income taxes, the most comparable GAAP measure, is as follows (in thousands) for the twelve months ended December 31, 2024 and 2023, respectively.

     
    Reconciliation of GAAP “Income (Loss) before Income Taxes” to non-GAAP “Adjusted EBITDA”
    (In $ Thousands and Unaudited)
                 
           Year Ended
           December 31, 
           2024       2023 
    NET INCOME (LOSS)   $ (226,138 )   $ 44,793  
    Interest expense     13,850       13,711  
    Income tax expense (benefit)     (9,404 )     4,465  
    Depreciation, depletion and amortization     65,626       67,211  
    EBITDA     (156,066 )     130,180  
    Other operating revenue     (275 )     10  
    Stock-based compensation     4,454       3,554  
    Asset impairment     215,136        
    Asset retirement obligations accretion     1,628       1,804  
    Other amortization     (46,310 )     (30,613 )
    (Gain) loss on disposal or abandonment of assets, net     (50 )     398  
    Loss on extinguishment of debt     2,790       1,491  
    Equity method investment (loss)     746       552  
    Settlement of litigation     2,750        
    Other reclassifications     (8,043 )      
    Adjusted EBITDA   $ 16,760     $ 107,376  
                     
     
    Solid Forward Sales Position – Segment Basis, Before Intercompany Eliminations (unaudited):
                                                     
        2025   2026   2027   2028   2029   Total
    Power                                                
    Energy                                                
    Contracted MWh (in millions)     4.25       3.36       1.78       1.09       0.27       10.75  
    Average contracted price per MWh   $ 37.24     $ 44.43     $ 54.66     $ 52.94     $ 51.33          
    Contracted revenue (in millions)   $ 158.27     $ 149.28     $ 97.29     $ 57.70     $ 13.86     $ 476.40  
                                                     
    Capacity                                                
    Average daily contracted capacity MWh     773       727       623       454       100          
    Average contracted capacity price per MWd   $ 201     $ 230     $ 226     $ 225     $ 230          
    Contracted capacity revenue (in millions)   $ 55.95     $ 61.12     $ 51.40     $ 37.33     $ 3.47     $ 209.27  
                                                     
    Total Energy & Capacity Revenue                                                
                                                     
    Contracted Power revenue (in millions)   $ 214.22     $ 210.40     $ 148.69     $ 95.03     $ 17.33     $ 685.67  
                                                     
    Coal                                                
    Priced tons – 3rd party (in millions)     2.95       2.50       2.50       0.50             8.45  
    Avg price per ton – 3rd party   $ 51.04     $ 55.49     $ 56.74     $ 59.00     $          
    Contracted coal revenue – 3rd party (in millions)   $ 150.57     $ 138.73     $ 141.85     $ 29.50     $     $ 460.65  
                                                     
    TOTAL CONTRACTED REVENUE (IN MILLIONS) – CONSOLIDATED   $ 364.79     $ 349.13     $ 290.54     $ 124.53     $ 17.33     $ 1,146.32  
                                                     
    Priced tons – Intercompany (in millions)     2.30       2.30       2.30       2.30             9.20  
    Avg price per ton – Intercompany   $ 51.00     $ 51.00     $ 51.00     $ 51.00     $          
    Contracted coal revenue – Intercompany (in millions)   $ 117.30     $ 117.30     $ 117.30     $ 117.30     $     $ 469.20  
                                                     
    TOTAL CONTRACTED REVENUE (IN MILLIONS) – SEGMENT   $ 482.09     $ 466.43     $ 407.84     $ 241.83     $ 17.33     $ 1,615.52  
                                                     

    Forward-Looking Statements
    This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act). Statements that are not strictly historical statements constitute forward-looking statements and may often, but not always, be identified by the use of such words such as “expects,” “believes,” “intends,” “anticipates,” “plans,” “estimates,” “guidance,” “target,” “potential,” “possible,” or “probable” or statements that certain actions, events or results “may,” “will,” “should,” or “could” be taken, occur or be achieved. Forward-looking statements include, without limitation, those relating to our ability to execute definitive agreements with respect to the non-binding term sheet with a leading global data center developer.   Forward-looking statements are based on current expectations and assumptions and analyses made by Hallador and its management in light of experience and perception of historical trends, current conditions and expected future developments, as well as other factors appropriate under the circumstances that involve various risks and uncertainties that could cause actual results to differ materially from those reflected in the statements. These risks include, but are not limited to, those set forth in Hallador’s annual report on Form 10-K for the year ended December 31, 2024, and other Securities and Exchange Commission filings. Hallador undertakes no obligation to revise or update publicly any forward-looking statements except as required by law.

    Conference Call and Webcast

    Hallador management will host a conference call on Monday, March 17, 2025 at 5:30 p.m. Eastern time to discuss its financial and operational results, followed by a question-and-answer period.

    Date: Monday, March 17, 2025
    Time: 5:30 p.m. Eastern time
    Dial-in registration link: here
    Live webcast registration link: here

    The conference call will also be broadcast live and available for replay in the investor relations section of the Company’s website at www.halladorenergy.com.

     
    Hallador Energy Company
    Condensed Consolidated Balance Sheets
    As of December 31,
    (in thousands)
    (unaudited)
                 
        2024   2023
    ASSETS            
    Current assets:            
    Cash and cash equivalents   $ 7,232     $ 2,842  
    Restricted cash     4,921       4,281  
    Accounts receivable     15,438       19,937  
    Inventory     36,685       23,075  
    Parts and supplies     39,104       38,877  
    Prepaid expenses     1,478       2,262  
    Assets held-for-sale           1,540  
    Total current assets     104,858       92,814  
    Property, plant and equipment:            
    Land and mineral rights     70,307       115,486  
    Buildings and equipment     429,857       537,131  
    Mine development     92,458       158,642  
    Finance lease right-of-use assets     13,034       12,346  
    Total property, plant and equipment     605,656       823,605  
    Less – accumulated depreciation, depletion and amortization     (347,952 )     (334,971 )
    Total property, plant and equipment, net     257,704       488,634  
    Equity method investments     2,607       2,811  
    Other assets     3,951       5,521  
    Total assets   $ 369,120     $ 589,780  
                 
    LIABILITIES AND STOCKHOLDERS’ EQUITY            
    Current liabilities:            
    Current portion of bank debt, net   $ 4,095     $ 24,438  
    Accounts payable and accrued liabilities     44,298       62,908  
    Current portion of lease financing     6,912       3,933  
    Contract liabilities – current     97,598       66,316  
    Total current liabilities     152,903       157,595  
    Long-term liabilities:            
    Bank debt, net     37,394       63,453  
    Convertible notes payable           10,000  
    Convertible notes payable – related party           9,000  
    Long-term lease financing     8,749       8,157  
    Deferred income taxes           9,235  
    Asset retirement obligations     14,957       14,538  
    Contract liabilities – long-term     49,121       47,425  
    Other     1,711       1,789  
    Total long-term liabilities     111,932       163,597  
    Total liabilities     264,835       321,192  
    Commitments and contingencies (Note 22)            
    Stockholders’ equity:            
    Preferred stock, $.10 par value, 10,000 shares authorized; none issued            
    Common stock, $.01 par value, 100,000 shares authorized; 42,621 and 34,052 issued and outstanding, as of December 31, 2024 and December 31, 2023, respectively     426       341  
    Additional paid-in capital     189,298       127,548  
    Retained earnings (deficit)     (85,439 )     140,699  
    Total stockholders’ equity     104,285       268,588  
    Total liabilities and stockholders’ equity   $ 369,120     $ 589,780  
                     
     
    Hallador Energy Company
    Condensed Consolidated Statements of Operations
    For the years ended December 31,
    (in thousands, except per share data)
    (unaudited)
                 
        2024   2023
    SALES AND OPERATING REVENUES:            
    Electric sales   $ 261,527     $ 267,927  
    Coal sales     137,448       361,926  
    Other revenues     5,419       5,025  
    Total sales and operating revenues     404,394       634,878  
    EXPENSES:            
    Fuel     49,343       103,388  
    Other operating and maintenance costs     118,364       199,855  
    Cost of purchased power     10,888        
    Utilities     15,914       17,730  
    Labor     116,164       152,417  
    Depreciation, depletion and amortization     65,626       67,211  
    Asset retirement obligations accretion     1,628       1,804  
    Exploration costs     260       904  
    General and administrative     26,527       26,159  
    Asset impairment     215,136        
    (Gain) loss on disposal or abandonment of assets, net     (50 )     398  
    Settlement of litigation     2,750        
    Total operating expenses     622,550       569,866  
                 
    INCOME (LOSS) FROM OPERATIONS     (218,156 )     65,012  
                 
    Interest expense (1)     (13,850 )     (13,711 )
    Loss on extinguishment of debt     (2,790 )     (1,491 )
    Equity method investment (loss)     (746 )     (552 )
    NET INCOME (LOSS) BEFORE INCOME TAXES     (235,542 )     49,258  
                 
    INCOME TAX EXPENSE (BENEFIT):            
    Current     (169 )     (164 )
    Deferred     (9,235 )     4,629  
    Total income tax expense (benefit)     (9,404 )     4,465  
                 
    NET INCOME (LOSS)   $ (226,138 )   $ 44,793  
                 
    NET INCOME (LOSS) PER SHARE:            
    Basic   $ (5.72 )   $ 1.35  
    Diluted   $ (5.72 )   $ 1.25  
                 
    WEIGHTED AVERAGE SHARES OUTSTANDING            
    Basic     39,504       33,133  
    Diluted     39,504       36,827  
                     
     
    Hallador Energy Company
    Condensed Consolidated Statements of Cash Flows
    For the years ended December 31,
    (in thousands)
    (unaudited)
                 
        2024   2023
    CASH FLOWS FROM OPERATING ACTIVITIES:            
    Net income (loss)   $ (226,138 )   $ 44,793  
    Adjustments to reconcile net income to net cash provided by operating activities:            
    Deferred income tax (benefit)     (9,235 )     4,629  
    Equity method investment (loss)     746       552  
    Cash distribution – equity method investment           625  
    Depreciation, depletion and amortization     65,626       67,211  
    Asset impairment     215,136        
    Loss on extinguishment of debt     2,790       1,491  
    (Gain) loss on disposal or abandonment of assets, net     (50 )     398  
    Amortization of debt issuance costs     1,747       3,233  
    Asset retirement obligations accretion     1,628       1,804  
    Cash paid on asset retirement obligation reclamation     (1,407 )     (3,384 )
    Stock-based compensation     4,454       3,554  
    Amortization of contract asset and contract liabilities     (70,203 )     (97,018 )
    Director fees paid in stock     150        
    Change in current assets and liabilities:            
    Accounts receivable     4,499       9,952  
    Inventory     (13,610 )     15,548  
    Parts and supplies     (227 )     (10,582 )
    Prepaid expenses     784       1,186  
    Accounts payable and accrued liabilities     (14,580 )     (18,992 )
    Contract liabilities     103,181       33,804  
    Other     643       610  
    Net cash provided by operating activities   $ 65,934     $ 59,414  
                     
     
    Hallador Energy Company
    Condensed Consolidated Statements of Cash Flows
    For the years ended December 31,
    (in thousands)
    (continued)
    (unaudited)
                 
        2024   2023
    CASH FLOWS FROM INVESTING ACTIVITIES:            
    Capital expenditures   $ (53,367 )   $ (75,352 )
    Proceeds from sale of equipment     4,239       62  
    Proceeds from held-for-sale assets     3,200        
    Investment in equity method investments     (542 )      
    Net cash used in investing activities     (46,470 )     (75,290 )
                 
    CASH FLOWS FROM FINANCING ACTIVITIES:            
    Payments on bank debt     (147,000 )     (59,713 )
    Borrowings of bank debt     99,500       66,000  
    Payments on lease financing     (5,633 )      
    Proceeds from sale and leaseback arrangement     5,134       11,082  
    Issuance of related party notes payable     5,000        
    Payments on related party notes payable     (5,000 )      
    Debt issuance costs     (673 )     (6,013 )
    ATM offering     34,515       7,318  
    Taxes paid on vesting of RSUs     (277 )     (2,101 )
    Net cash provided by (used in) financing activities     (14,434 )     16,573  
    Increase in cash, cash equivalents, and restricted cash     5,030       697  
    Cash, cash equivalents, and restricted cash, beginning of year     7,123       6,426  
    Cash, cash equivalents, and restricted cash, end of year   $ 12,153     $ 7,123  
                 
    CASH, CASH EQUIVALENTS, AND RESTRICTED CASH:            
    Cash and cash equivalents   $ 7,232     $ 2,842  
    Restricted cash     4,921       4,281  
        $ 12,153     $ 7,123  
                 
    SUPPLEMENTAL CASH FLOW INFORMATION:            
    Cash paid for interest   $ 10,511     $ 9,966  
                 
    SUPPLEMENTAL NON-CASH FLOW INFORMATION:            
    Change in capital expenditures included in accounts payable and prepaid expense   $ 356     $ 1,882  
                     

    About Hallador Energy Company

    Hallador Energy Company (Nasdaq: HNRG) is a vertically-integrated Independent Power Producer (IPP) based in Terre Haute, Indiana. The Company has two core businesses: Hallador Power Company, LLC, which produces electricity and capacity at its one Gigawatt (GW) Merom Generating Station, and Sunrise Coal, LLC, which produces and supplies fuel to the Merom Generating Station and other companies. To learn more about Hallador, visit the Company’s website at http://www.halladorenergy.com/.

    Company Contact

    Marjorie Hargrave
    Chief Financial Officer
    (303) 917-0777
    MHargrave@halladorenergy.com

    Investor Relations Contact

    Sean Mansouri, CFA
    Elevate IR
    (720) 330-2829
    HNRG@elevate-ir.com

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