MIL-OSI USA: Georgia’s 11th Congressional District Art Competition Winners Announced – U.S. Representative Barry Loudermilk

Source: United States House of Representatives – Representative Barry Loudermilk (R-GA)

First Place winner Alberto Garcia Melchor (left) and Congressmay Barry Loudermilk (right).

Washington D.C. (April 28, 2025) | Rep. Barry Loudermilk (R-GA) issued the following statement to announce the winners of the 2025 Congressional Art Competition for Georgia’s 11th Congressional District. Alberto Garcia Melchor, who attends Gordon Central High School, won First Place for his entry entitled, Vanishing Stripes.

“The Congressional Art Competition is something I look forward to each year because I get to see the incredible artistic abilities of the students in our district. Having your artwork displayed in the halls of the U.S. Capitol is a great honor; and I look forward to seeing our winner’s artwork every time I walk through the Cannon tunnel to the House floor for votes. I appreciate all the students, teachers, judges, and parents who had a hand in making this year’s art competition one of the best ever.”

In the 2025 competition, a total of twenty-four entries were submitted from ten schools across Georgia’s 11th Congressional District.

2025 Congressional Art Competition Winners

First Place
Alberto Garcia Melchor
Art Piece: Vanishing Stripes
School: Gordon Central High School
Teacher: Kaitlyn Wood

Second Place
Erick Jaramillo
Art Piece: Que’ dijo?
School: Calhoun High School
Teacher: Kate Johnson

Honorable Mention
Luca Camay
Art Piece: Flathead Catfish
School: Walton High School
Teacher: Kathleen Petka

Honorable Mention
Liberty Carson
Art Piece: Lady Liberty
School: Homeschool Study Program
Teacher: Jennifer Tinsley

MIL OSI USA News –

April 29, 2025

MIL-OSI Security: NUTEC Plastics Initiative Helps Protect Biodiversity in the Galapagos

Source: International Atomic Energy Agency – IAEA

Scientific visits to the IAEA Marine Environment Laboratories in Monaco are a key part of harmonizing analytical protocols. (Photo: E. McDonald/ IAEA)

The IAEA training also helps to harmonize data collection methods, so that data collected in the Galapagos is comparable to data gathered by monitoring programs around the world which helps to develop policy measures.

“Worldwide, NUTEC Plastics partners and members of its Global Marine Monitoring Network are working in a wide variety of marine and coastal environments, so monitoring protocols will vary accordingly,” said Carlos Alonso-Hernandez, an IAEA research scientist and technical officer for NUTEC. “Harmonizing these protocols enables us to compare data globally, which gives countries the whole picture of microplastic pollution.”

MIL Security OSI –

April 29, 2025

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

Source: GlobeNewswire (MIL-OSI)

First Quarter 2025 Highlights

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

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

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

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

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

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

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

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

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

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

First Quarter 2025 Results

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

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

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

Earnings Summary (Continued)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

COMPARATIVE FINANCIAL HIGHLIGHTS – Unaudited

	Quarter Ended									1Q25 vs 4Q24					1Q25 vs 1Q24
^{(in thousands, except per share data)}	March 31, 2025			December 31, 2024			March 31, 2024			$ Change			% Change		$ Change			% Change
Earnings Summary
Interest income	$	62,760		$	61,707		$	48,369		$	1,053		1.7	%	$	14,391		29.8	%
Interest expense		16,713			17,380			13,361			(667	)	(3.8	)%		3,352		25.1	%
Net interest income		46,047			44,327			35,008			1,720		3.9	%		11,039		31.5	%
Provision for credit losses		2,246			7,828			2,727			(5,582	)	(71.3	)%		(481	)	(17.6	)%
Provision for credit losses on unfunded commitments		—			122			142			(122	)	(100.0	)%		(142	)	(100.0	)%
Noninterest income		12,549			11,913			5,972			636		5.3	%		6,577		110.1	%
Noninterest expense		38,053			37,514			29,487			539		1.4	%		8,566		29.1	%
Income before income taxes		18,297			10,776			8,624			7,521		69.8	%		9,673		112.2	%
Income tax expense		4,365			3,243			2,062			1,122		34.6	%		2,303		111.7	%
Net income	$	13,932		$	7,533		$	6,562		$	6,399		84.9	%	$	7,370		112.3	%

Pre-tax pre-provision net revenue (“PPNR”) ⁽¹⁾	$	20,543		$	18,726		$	11,493		$	1,817		9.7	%	$	9,050		78.7	%
Core PPNR⁽¹⁾	$	21,809		$	23,961		$	12,205		$	(2,152	)	(9.0	)%	$	9,604		78.7	%

Common Share Data
Earnings per share – Basic	$	0.84		$	0.45		$	0.47		$	0.39		86.7	%	$	0.37		78.7	%
Earnings per share – Diluted	$	0.82		$	0.45		$	0.47		$	0.37		82.2	%	$	0.35		74.5	%
Core earnings per share – Diluted⁽¹⁾	$	0.88		$	0.92		$	0.51		$	(0.04	)	(4.3	)%	$	0.37		72.5	%
Weighted average common shares – Basic		16,666			16,595			13,919
Weighted average common shares – Diluted		16,925			16,729			13,919

Return Ratios
Return on average assets (annualized)		1.75	%		0.96	%		1.15	%
Core return on average assets (annualized)⁽¹⁾		1.87	%		1.97	%		1.24	%
Return on average equity (annualized)		15.56	%		8.50	%		10.19	%
Core return on average equity (annualized)⁽¹⁾		16.64	%		17.46	%		11.03	%
Return on average tangible common equity (annualized)⁽¹⁾		17.57	%		9.33	%		10.19	%
Core return on average tangible common equity (annualized)⁽¹⁾		18.77	%		18.91	%		11.03	%

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

COMPARATIVE FINANCIAL HIGHLIGHTS – Unaudited (Continued)

	Quarter Ended						Quarter Ended
	March 31,						December 31,		September 30,		June 30,
^{(in thousands, except per share data)}		2025		2024	% Change			2024		2024		2024
Balance Sheet Highlights
Assets	$	3,349,805	$	2,324,238	44.1	%	$	3,206,911	$	2,560,788	$	2,438,583
Investment securities available-for-sale		213,452		202,254	5.5	%		223,630		208,700		207,917
Mortgage loans held for sale		34,656		10,303	236.4	%		21,270		19,554		19,219
Portfolio loans receivable ⁽²⁾		2,678,406		1,964,525	36.3	%		2,630,163		2,107,522		2,021,588
Allowance for credit losses		48,454		29,350	65.1	%		48,652		31,925		30,832
Deposits		2,891,333		2,005,695	44.2	%		2,761,939		2,186,224		2,100,428
FHLB borrowings		22,000		22,000	—	%		22,000		52,000		32,000
Other borrowed funds		12,062		12,062	—	%		12,062		12,062		12,062
Total stockholders’ equity		369,577		259,465	42.4	%		355,139		280,111		267,854
Tangible common equity ⁽¹⁾		329,936		259,465	27.2	%		318,196		280,111		267,854

Common shares outstanding		16,657		13,890	19.9	%		16,663		13,918		13,910
Book value per share	$	22.19	$	18.68	18.8	%	$	21.31	$	20.13	$	19.26
Tangible book value per share ⁽¹⁾	$	19.81	$	18.68	6.0	%	$	19.10	$	20.13	$	19.26
Dividends per share	$	0.10	$	0.08	25.0	%	$	0.10	$	0.10	$	0.08

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

Consolidated Statements of Income (Unaudited)
	Three Months Ended
^{(in thousands)}	March 31, 2025		December 31, 2024			September 30, 2024		June 30, 2024		March 31, 2024
Interest income
Loans, including fees	$	58,691	$	58,602		$	50,047	$	48,275	$	45,991
Investment securities available-for-sale		1,861		1,539			1,343		1,308		1,251
Federal funds sold and other		2,208		1,566			1,220		1,032		1,127
Total interest income		62,760		61,707			52,610		50,615		48,369

Interest expense
Deposits		16,512		16,385			13,902		13,050		12,833
Borrowed funds		201		995			354		508		528
Total interest expense		16,713		17,380			14,256		13,558		13,361

Net interest income		46,047		44,327			38,354		37,057		35,008
Provision for credit losses		2,246		7,828			3,748		3,417		2,727
Provision for credit losses on unfunded commitments		—		122			17		104		142
Net interest income after provision for credit losses		43,801		36,377			34,589		33,536		32,139
Noninterest income
Service charges on deposits		258		241			235		200		207
Credit card fees		3,722		3,733			4,055		4,330		3,881
Mortgage banking revenue		1,831		1,821			1,882		1,990		1,453
Government lending revenue		1,096		2,301			—		—		—
Government loan servicing revenue		3,568		3,993			—		—		—
Loan servicing rights (government guaranteed)		472		1,013			—		—		—
Non-recurring equity and debt investment write-down		—		(2,620	)		—		—		—
Other income		1,602		1,431			463		370		431
Total noninterest income		12,549		11,913			6,635		6,890		5,972
Noninterest expenses
Salaries and employee benefits		18,067		16,513			13,345		13,272		12,907
Occupancy and equipment		2,910		2,976			1,791		1,864		1,613
Professional fees		2,112		2,150			1,980		1,769		1,947
Data processing		7,112		7,210			6,930		6,788		6,761
Advertising		1,779		1,032			1,223		2,072		2,032
Loan processing		743		969			615		476		371
Foreclosed real estate expenses, net		1		—			1		—		1
Merger-related expenses		1,266		2,615			520		83		712
Operational losses		903		993			1,008		782		931
Regulatory assessment expenses		889		484			427		553		473
Other operating		2,271		2,572			1,885		1,834		1,739
Total noninterest expenses		38,053		37,514			29,725		29,493		29,487
Income before income taxes		18,297		10,776			11,499		10,933		8,624
Income tax expense		4,365		3,243			2,827		2,728		2,062
Net income	$	13,932	$	7,533		$	8,672	$	8,205	$	6,562


Consolidated Balance Sheets
	(unaudited)			(audited)			(unaudited)			(unaudited)			(unaudited)
^{(in thousands, except share data)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Assets
Cash and due from banks	$	27,836		$	25,433		$	23,462		$	19,294		$	12,361
Interest-bearing deposits at other financial institutions		266,092			179,841			133,180			117,160			72,787
Federal funds sold		59			58			58			57			56
Total cash and cash equivalents		293,987			205,332			156,700			136,511			85,204
Investment securities available-for-sale		213,452			223,630			208,700			207,917			202,254
Restricted investments		7,031			4,479			5,895			4,930			4,441
Loans held for sale		34,656			21,270			19,554			19,219			10,303
Portfolio loans receivable, net of deferred fees and costs		2,678,406			2,630,163			2,107,522			2,021,588			1,964,525
Less allowance for credit losses		(48,454	)		(48,652	)		(31,925	)		(30,832	)		(29,350	)
Total portfolio loans held for investment, net		2,629,952			2,581,511			2,075,597			1,990,756			1,935,175
Premises and equipment, net		15,085			15,525			5,959			5,551			4,500
Accrued interest receivable		19,458			16,664			12,468			12,162			12,258
Goodwill		24,085			21,126			—			—			—
Intangible assets		13,861			14,072			—			—			—
Core deposit intangibles		1,695			1,745			—			—			—
Loan servicing assets		2,244			5,511			—			—			—
Deferred tax asset		15,902			16,670			10,748			12,150			12,311
Bank owned life insurance		44,335			43,956			38,779			38,414			38,062
Other assets		34,062			35,420			26,388			10,973			19,730
Total assets	$	3,349,805		$	3,206,911		$	2,560,788		$	2,438,583		$	2,324,238

Liabilities
Deposits
Noninterest-bearing	$	812,224		$	810,928		$	718,120		$	684,574		$	665,812
Interest-bearing		2,079,109			1,951,011			1,468,104			1,415,854			1,339,883
Total deposits		2,891,333			2,761,939			2,186,224			2,100,428			2,005,695
Federal Home Loan Bank advances		22,000			22,000			52,000			32,000			22,000
Other borrowed funds		12,062			12,062			12,062			12,062			12,062
Accrued interest payable		9,995			9,393			8,503			6,573			6,009
Other liabilities		44,838			46,378			21,888			19,666			19,007
Total liabilities		2,980,228			2,851,772			2,280,677			2,170,729			2,064,773

Stockholders’ equity
Common stock		167			167			139			139			139
Additional paid-in capital		128,692			128,598			55,585			55,005			54,229
Retained earnings		249,925			237,843			232,995			225,824			218,731
Accumulated other comprehensive loss		(9,207	)		(11,469	)		(8,608	)		(13,114	)		(13,634	)
Total stockholders’ equity		369,577			355,139			280,111			267,854			259,465
Total liabilities and stockholders’ equity	$	3,349,805		$	3,206,911		$	2,560,788		$	2,438,583		$	2,324,238

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

	Three Months Ended March 31, 2025						Three Months Ended December 31, 2024						Three Months Ended March 31, 2024
	Average Outstanding Balance		Interest Income/ Expense		Average Yield/ Rate⁽¹⁾		Average Outstanding Balance		Interest Income/ Expense		Average Yield/ Rate⁽¹⁾		Average Outstanding Balance		Interest Income/ Expense		Average Yield/ Rate⁽¹⁾
	(in thousands)
Assets
Interest earning assets:
Interest-bearing deposits	$	203,053	$	2,138	4.27	%	$	140,206	$	1,446	4.10	%	$	84,531	$	1,049	4.99	%
Federal funds sold		58		1	6.99			58		—	—			56		1	7.18
Investment securities available-for-sale		235,605		1,861	3.20			236,951		1,539	2.58			233,231		1,251	2.16
Restricted investments		5,761		69	4.86			7,292		120	6.55			4,601		77	6.73
Loans held for sale		9,356		238	10.32			25,614		193	3.00			4,872		83	6.85
Portfolio loans receivable⁽²⁾⁽³⁾		2,634,110		58,453	9.00			2,592,960		58,409	8.96			1,927,372		45,908	9.58
Total interest earning assets		3,087,943		62,760	8.24			3,003,081		61,707	8.17			2,254,663		48,369	8.63
Noninterest earning assets		134,021						117,026						44,571
Total assets	$	3,221,964					$	3,120,107					$	2,299,234

Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand accounts	$	242,355		368	0.62		$	257,446		424	0.66		$	183,217		110	0.24
Savings		13,204		18	0.55			13,497		20	0.59			4,841		1	0.08
Money market accounts		869,978		7,399	3.45			763,526		7,131	3.72			682,414		7,136	4.21
Time deposits		859,729		8,727	4.12			847,618		8,810	4.13			449,963		5,586	4.99
Borrowed funds		34,062		201	2.39			97,116		995	4.08			58,963		528	3.60
Total interest-bearing liabilities		2,019,328		16,713	3.36			1,979,203		17,380	3.49			1,379,398		13,361	3.90
Noninterest-bearing liabilities:
Noninterest-bearing liabilities		56,503						58,460						23,820
Noninterest-bearing deposits		783,018						729,907						637,124
Stockholders’ equity		363,115						352,537						258,892
Total liabilities and stockholders’ equity	$	3,221,964					$	3,120,107					$	2,299,234

Net interest spread					4.88	%					4.68	%					4.73	%
Net interest income			$	46,047					$	44,327					$	35,008
Net interest margin⁽⁴⁾					6.05	%					5.87	%					6.24	%

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

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

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

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

Segments

For the three months ended March 31, 2025

^{(in thousands)}

Commercial
Bank

CBHL

OpenSky^™

Windsor
Advantage

Consolidated

Interest income

$

48,164

$

152

$

14,444

$

—

$

62,760

Interest expense

16,649

64

—

16,713

Net interest income

31,515

88

14,444

—

46,047

Provision for credit losses

446

—

1,800

—

2,246

Net interest income after provision

31,069

88

12,644

—

43,801

Noninterest income

2,474

1,736

3,733

4,606

12,549

Noninterest expense⁽¹⁾

18,560

2,531

13,302

3,660

38,053

Net income (loss) before taxes

$

14,983

$

(707

)

$

3,075

$

946

$

18,297

Total assets

$

3,192,327

$

14,092

$

119,636

$

23,750

$

3,349,805

For the three months ended December 31, 2024

^{(in thousands)}

Commercial
Bank

CBHL

OpenSky^™

Windsor
Advantage

Consolidated

Interest income

$

46,061

$

192

$

15,454

$

—

$

61,707

Interest expense

17,249

131

—

17,380

Net interest income

28,812

61

15,454

—

44,327

Provision for credit losses

6,651

—

1,177

—

7,828

Provision for credit losses on unfunded commitments

122

—

122

Net interest income after provision

22,039

61

14,277

—

36,377

Noninterest income

1,928

1,676

3,743

4,566

11,913

Noninterest expense⁽¹⁾

19,872

2,377

12,595

2,670

37,514

Net income (loss) before taxes

$

4,095

$

(640

)

$

5,425

$

1,896

$

10,776

Total assets

$

3,033,792

$

21,691

$

125,913

$

25,515

$

3,206,911

For the three months ended March 31, 2024

^{(in thousands)}

Commercial
Bank

CBHL

OpenSky^™

Windsor
Advantage

Consolidated

Interest income

$

33,365

$

83

$

14,921

$

—

$

48,369

Interest expense

13,320

41

—

13,361

Net interest income

20,045

42

14,921

—

35,008

Provision for credit losses

1,168

—

1,559

—

2,727

Provision for credit losses on unfunded commitments

142

—

142

Net interest income after provision

18,735

42

13,362

—

32,139

Noninterest income

705

1,352

3,915

—

5,972

Noninterest expense⁽¹⁾

13,783

2,105

13,599

—

29,487

Net income (loss) before taxes

$

5,657

$

(711

)

$

3,678

$

—

$

8,624

Total assets

$

2,208,135

$

10,785

$

105,318

$

—

$

2,324,238

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

HISTORICAL FINANCIAL HIGHLIGHTS – Unaudited
	Quarter Ended
^{(in thousands, except per share data)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Earnings:
Net income	$	13,932		$	7,533		$	8,672		$	8,205		$	6,562
Earnings per common share, diluted		0.82			0.45			0.62			0.59			0.47
Net interest margin		6.05	%		5.87	%		6.41	%		6.46	%		6.24	%
Commercial Bank net interest margin⁽²⁾		4.32	%		3.99	%		4.01	%		3.90	%		3.77	%
Return on average assets⁽¹⁾		1.75	%		0.96	%		1.42	%		1.40	%		1.15	%
Return on average equity⁽¹⁾		15.56	%		8.50	%		12.59	%		12.53	%		10.19	%
Efficiency ratio		64.94	%		66.70	%		66.07	%		67.11	%		71.95	%

Balance Sheet:
Total portfolio loans receivable, net deferred fees	$	2,678,406		$	2,630,163		$	2,107,522		$	2,021,588		$	1,964,525
Total deposits		2,891,333			2,761,939			2,186,224			2,100,428			2,005,695
Total assets		3,349,805			3,206,911			2,560,788			2,438,583			2,324,238
Total stockholders’ equity		369,577			355,139			280,111			267,854			259,465
Total average portfolio loans receivable, net deferred fees		2,634,110			2,592,960			2,053,619			1,992,630			1,927,372
Total average deposits		2,768,284			2,611,994			2,091,294			2,010,736			1,957,559
Portfolio loans-to-deposit ratio (period-end balances)		92.64	%		95.23	%		96.40	%		96.25	%		97.95	%
Portfolio loans-to-deposit ratio (average balances)		95.15	%		99.27	%		98.20	%		99.10	%		98.46	%

Asset Quality Ratios:
Nonperforming assets to total assets		1.21	%		0.94	%		0.60	%		0.58	%		0.62	%
Nonperforming loans to total loans		1.51	%		1.15	%		0.73	%		0.70	%		0.73	%
Net charge-offs to average portfolio loans ⁽¹⁾		0.38	%		0.37	%		0.51	%		0.39	%		0.41	%
Allowance for credit losses to total loans		1.81	%		1.85	%		1.51	%		1.53	%		1.49	%
Allowance for credit losses to non-performing loans		119.73	%		160.88	%		206.50	%		219.40	%		204.37	%

Bank Capital Ratios:
Total risk based capital ratio		13.00	%		12.79	%		13.76	%		14.51	%		14.36	%
Tier-1 risk based capital ratio		11.75	%		11.54	%		12.50	%		13.25	%		13.10	%
Leverage ratio		9.27	%		9.17	%		9.84	%		10.36	%		10.29	%
Common Equity Tier-1 capital ratio		11.75	%		11.54	%		12.50	%		13.25	%		13.10	%
Tangible common equity		8.66	%		9.31	%		9.12	%		9.53	%		9.66	%
Holding Company Capital Ratios:
Total risk based capital ratio		15.05	%		15.48	%		16.65	%		16.98	%		16.83	%
Tier-1 risk based capital ratio		13.41	%		13.83	%		14.88	%		15.19	%		15.03	%
Leverage ratio		10.68	%		11.07	%		11.85	%		11.93	%		11.87	%
Common Equity Tier-1 capital ratio		13.33	%		13.74	%		14.78	%		15.08	%		14.92	%
Tangible common equity		9.94	%		11.07	%		10.94	%		10.98	%		11.16	%

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

HISTORICAL FINANCIAL HIGHLIGHTS – Unaudited (Continued)
	Quarter Ended
^{(in thousands, except per share data)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Composition of Loans:
Commercial real estate, non owner-occupied	$	484,399		$	471,329		$	403,487		$	397,080		$	377,224
Commercial real estate, owner-occupied		420,643			440,026			351,462			319,370			330,840
Residential real estate		693,597			688,552			623,684			601,312			577,112
Construction real estate		343,280			321,252			301,909			294,489			290,016
Commercial and industrial		594,331			554,550			271,811			255,686			254,577
Lender finance		23,165			28,574			29,546			33,294			13,484
Business equity lines of credit		3,468			3,090			2,663			2,989			14,768
Credit card, net of reserve⁽²⁾		118,709			127,766			127,098			122,217			111,898
Other consumer loans		2,200			2,089			2,045			1,930			738
Portfolio loans receivable	$	2,683,792		$	2,637,228		$	2,113,705		$	2,028,367		$	1,970,657
Deferred origination fees, net		(5,386	)		(7,065	)		(6,183	)		(6,779	)		(6,132	)
Portfolio loans receivable, net	$	2,678,406		$	2,630,163		$	2,107,522		$	2,021,588		$	1,964,525

Composition of Deposits:
Noninterest-bearing	$	812,224		$	810,928		$	718,120		$	684,574		$	665,812
Interest-bearing demand		296,455			238,881			266,493			266,070			193,963
Savings		12,819			13,488			3,763			4,270			4,525
Money markets		912,418			816,708			686,526			672,455			678,435
Customer time deposits		549,630			548,901			358,300			317,911			302,319
Brokered time deposits		307,787			333,033			153,022			155,148			160,641
Total deposits	$	2,891,333		$	2,761,939		$	2,186,224		$	2,100,428		$	2,005,695

Capital Bank Home Loan Metrics:
Origination of loans held for sale	$	65,815		$	89,998		$	74,690		$	82,363		$	52,080
Mortgage loans sold		54,144			77,399			67,296			66,417			40,377
Gain on sale of loans		1,664			1,897			1,644			1,732			1,238
Purchase volume as a % of originations		90.73	%		90.42	%		90.98	%		96.48	%		97.83	%
Gain on sale as a % of loans sold⁽³⁾		3.07	%		2.45	%		2.44	%		2.61	%		3.07	%
Mortgage commissions	$	545		$	620		$	598		$	582		$	490

OpenSky^™Portfolio Metrics:
Open customer accounts		563,718			552,566			548,952			537,734			526,950
Secured credit card loans, gross	$	81,252		$	87,226		$	89,641		$	90,961		$	85,663
Unsecured credit card loans, gross		38,987			42,430			39,730			33,560			28,508
Noninterest secured credit card deposits		168,796			166,355			170,750			173,499			171,771

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

Appendix

Reconciliation of Non-GAAP Measures

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

Core Earnings Metrics	Quarter Ended
^{(in thousands, except per share data)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Net Income	$	13,932		$	7,533		$	8,672		$	8,205		$	6,562
Add: Merger-Related Expenses, net of tax		964			2,151			557			62			538
Add: Non-recurring equity and debt investment write-down		—			2,620			—			—			—
Add: IFH ACL Provision, net of tax		—			3,169			—			—			—
Core Net Income	$	14,896		$	15,473		$	9,229		$	8,267		$	7,100

Weighted Average Common Shares – Diluted		16,925			16,729			13,951			13,895			13,919
Earnings per Share – Diluted	$	0.82		$	0.45		$	0.62		$	0.59		$	0.47
Core Earnings per Share – Diluted	$	0.88		$	0.92		$	0.66		$	0.59		$	0.51

Average Assets	$	3,221,964		$	3,120,107		$	2,437,870		$	2,353,868		$	2,299,234
Return on Average Assets⁽¹⁾		1.75	%		0.96	%		1.42	%		1.40	%		1.15	%
Core Return on Average Assets⁽¹⁾		1.87	%		1.97	%		1.51	%		1.41	%		1.24	%

Average Equity	$	363,115		$	352,537		$	274,087		$	263,425		$	258,892
Return on Average Equity⁽¹⁾		15.56	%		8.50	%		12.59	%		12.53	%		10.19	%
Core Return on Average Equity⁽¹⁾		16.64	%		17.46	%		13.40	%		12.62	%		11.03	%

Net Interest Income (a)	$	46,047		$	44,327		$	38,354		$	37,057		$	35,008
Noninterest Income		12,549			11,913			6,635			6,890			5,972
Total Revenue	$	58,596		$	56,240		$	44,989		$	43,947		$	40,980
Noninterest Expense	$	38,053		$	37,514		$	29,725		$	29,493		$	29,487
Efficiency Ratio⁽²⁾		64.9	%		66.7	%		66.1	%		67.1	%		72.0	%

Noninterest Income	$	12,549		$	11,913		$	6,635		$	6,890		$	5,972
Add: Non-recurring equity and debt investment write-down		—			2,620			—			—			—
Core Fee Revenue (b)	$	12,549		$	14,533		$	6,635		$	6,890		$	5,972
Core Revenue (a) + (b)	$	58,596		$	58,860		$	44,989		$	43,947		$	40,980

Noninterest Expense	$	38,053		$	37,514		$	29,725		$	29,493		$	29,487
Less: Merger-Related Expenses		1,266			2,615			520			83			712
Core Noninterest Expense	$	36,787		$	34,899		$	29,205		$	29,410		$	28,775
Core Efficiency Ratio⁽²⁾		62.8	%		59.3	%		64.9	%		66.9	%		70.2	%

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

Commercial Bank Net Interest Margin	Quarter Ended
^{(in thousands)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Commercial Bank Net Interest Income	$	31,515		$	28,812		$	22,676		$	21,223		$	20,045
Average Interest Earning Assets		3,087,943			3,003,081			2,380,946			2,307,070			2,254,663
Less: Average Non-Commercial Bank Interest Earning Assets		128,278			133,401			129,906			119,801			116,197
Average Commercial Bank Interest Earning Assets	$	2,959,665		$	2,869,680		$	2,251,040		$	2,187,269		$	2,138,466
Commercial Bank Net Interest Margin		4.32	%		3.99	%		4.01	%		3.90	%		3.77	%

Commercial Bank Portfolio Loans Receivable Yield	Quarter Ended
^{(in thousands)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Portfolio Loans Receivable Interest Income	$	58,453		$	58,409		$	49,886		$	48,143		$	45,908
Less: Credit Card Loan Income		14,148			15,022			15,137			15,205			14,457
Commercial Bank Portfolio Loans Receivable Interest Income	$	44,305		$	43,387		$	34,749		$	32,938		$	31,451
Average Portfolio Loans Receivable		2,634,110			2,592,960			2,053,619			1,992,630			1,927,372
Less: Average Credit Card Loans		118,723			120,993			119,458			111,288			110,483
Total Commercial Bank Average Portfolio Loans Receivable	$	2,515,387		$	2,471,967		$	1,934,161		$	1,881,342		$	1,816,889
Commercial Bank Portfolio Loans Receivable Yield		7.14	%		6.98	%		7.15	%		7.04	%		6.96	%

Pre-tax, Pre-Provision Net Revenue (“PPNR”)	Quarter Ended
^{(in thousands)}	March 31, 2025		December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024

Net Income	$	13,932	$	7,533	$	8,672	$	8,205	$	6,562
Add: Income Tax Expense		4,365		3,243		2,827		2,728		2,062
Add: Provision for Credit Losses		2,246		7,828		3,748		3,417		2,727
Add: Provision for Credit Losses on Unfunded Commitments		—		122		17		104		142
Pre-tax, Pre-Provision Net Revenue (“PPNR”)	$	20,543	$	18,726	$	15,264	$	14,454	$	11,493

Core PPNR	Quarter Ended
^{(in thousands)}	March 31, 2025		December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024

Net Income	$	13,932	$	7,533	$	8,672	$	8,205	$	6,562
Add: Income Tax Expense		4,365		3,243		2,827		2,728		2,062
Add: Provision for Credit Losses		2,246		7,828		3,748		3,417		2,727
Add: Provision for Credit Losses on Unfunded Commitments		—		122		17		104		142
Add: Merger-Related Expenses		1,266		2,615		520		83		712
Add: Non-recurring equity and debt investment write-down		—		2,620		—		—		—
Core PPNR	$	21,809	$	23,961	$	15,784	$	14,537	$	12,205

Allowance for Credit Losses to Total Portfolio Loans	Quarter Ended
^{(in thousands)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Allowance for Credit Losses	$	48,454		$	48,652		$	31,925		$	30,832		$	29,350
Total Portfolio Loans		2,678,406			2,630,163			2,107,522			2,021,588			1,964,525
Allowance for Credit Losses to Total Portfolio Loans		1.81	%		1.85	%		1.51	%		1.53	%		1.49	%

Commercial Bank Allowance for Credit Losses to Commercial Bank Portfolio Loans	Quarter Ended
^{(in thousands)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Allowance for Credit Losses	$	48,454		$	48,652		$	31,925		$	30,832		$	29,350
Less: Credit Card Allowance for Credit Losses		5,905			6,402			7,339			6,768			5,991
Commercial Bank Allowance for Credit Losses		42,549			42,250			24,586			24,064			23,359
Total Portfolio Loans		2,678,406			2,630,163			2,107,522			2,021,588			1,964,525
Less: Gross Credit Card Loans		115,991			122,928			121,718			116,180			106,572
Commercial Bank Portfolio Loans		2,562,415			2,507,235			1,985,804			1,905,408			1,857,953
Commercial Bank Allowance for Credit Losses to Total Portfolio Loans		1.67	%		1.70	%		1.24	%		1.26	%		1.26	%

Nonperforming Assets to Total Assets	Quarter Ended
^{(in thousands)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Total Nonperforming Assets	$	40,471		$	30,241		$	15,460		$	14,053		$	14,361
Total Assets		3,349,805			3,206,911			2,560,788			2,438,583			2,324,238
Nonperforming Assets to Total Assets		1.21	%		0.94	%		0.60	%		0.58	%		0.62	%

Nonperforming Loans to Total Portfolio Loans	Quarter Ended
^{(in thousands)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Total Nonperforming Loans	$	40,471		$	30,241		$	15,460		$	14,053		$	14,361
Total Portfolio Loans		2,678,406			2,630,163			2,107,522			2,021,588			1,964,525
Nonperforming Loans to Total Portfolio Loans		1.51	%		1.15	%		0.73	%		0.70	%		0.73	%

Net Charge-Offs to Average Portfolio Loans	Quarter Ended
^{(in thousands)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Total Net Charge-Offs	$	2,444		$	2,427		$	2,655		$	1,935		$	1,987
Total Average Portfolio Loans		2,634,110			2,592,960			2,053,619			1,992,630			1,927,372
Net Charge-Offs to Average Portfolio Loans, Annualized		0.38	%		0.37	%		0.51	%		0.39	%		0.41	%

Tangible Book Value per Share	Quarter Ended
^{(in thousands, except share and per share data)}	March 31, 2025		December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024

Total Stockholders’ Equity	$	369,577	$	355,139	$	280,111	$	267,854	$	259,465
Less: Preferred Equity		—		—		—		—		—
Less: Intangible Assets		39,641		36,943		—		—		—
Tangible Common Equity	$	329,936	$	318,196	$	280,111	$	267,854	$	259,465
Period End Shares Outstanding		16,657,168		16,662,626		13,917,891		13,910,467		13,889,563
Tangible Book Value per Share	$	19.81	$	19.10	$	20.13	$	19.26	$	18.68

Return on Average Tangible Common Equity	Quarter Ended
^{(in thousands)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Net Income	$	13,932		$	7,533		$	8,672		$	8,205		$	6,562
Add: Intangible Amortization, Net of Tax		199			198			—			—			—
Net Tangible Income	$	14,131		$	7,731		$	8,672		$	8,205		$	6,562
Average Equity		363,115			352,537			274,087			263,425			258,892
Less: Average Intangible Assets		36,896			22,890			—			—			—
Net Average Tangible Common Equity	$	326,219		$	329,647		$	274,087		$	263,425		$	258,892
Return on Average Equity		15.56	%		8.50	%		12.59	%		12.53	%		10.19	%
Return on Average Tangible Common Equity		17.57	%		9.33	%		12.59	%		12.53	%		10.19	%

Core Return on Average Tangible Common Equity	Quarter Ended
^{(in thousands)}	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024

Net Income, as Adjusted	$	14,896		$	15,473		$	9,229		$	8,267		$	7,100
Add: Intangible Amortization, Net of Tax		199			198			—			—			—
Core Net Tangible Income	$	15,095		$	15,671		$	9,229		$	8,267		$	7,100
Core Return on Average Tangible Common Equity		18.77	%		18.91	%		13.40	%		12.62	%		11.03	%

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

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

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

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

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

MEDIA CONTACT: Ed Barry (240) 283-1912

WEB SITE: www.CapitalBankMD.com

The MIL Network –

April 29, 2025

MIL-OSI Video: FLOTUS: His Holiness, Pope Francis – Rest in Peace

Source: United States of America – The White House (video statements)

Vatican City – April 26, 2025

https://www.youtube.com/watch?v=e8ustn1ksD8

MIL OSI Video –

April 29, 2025

MIL-OSI USA: We Must Protect The Right to Vote

Source: United States House of Representatives – Representative Jonathan Jackson – Illinois (1st District)

Congressman Jonathan L. Jackson Condemns Trump Administration’s Dismantling of Voting Rights Protections

FOR IMMEDIATE RELEASE

April 28, 2025

Congressman Jonathan L. Jackson Condemns Trump Administration’s Dismantling of Voting Rights Protections

WASHINGTON, D.C. — Congressman Jonathan L. Jackson (D-IL) issued the following statement in response to recent actions by the Trump administration that have significantly weakened the enforcement of federal voting rights laws.

“The Trump administration’s decision to dismiss all active voting rights cases and reassign experienced civil rights attorneys within the Department of Justice’s Civil Rights Division is a direct assault on the fundamental democratic principle of equal access to the ballot box. These actions undermine decades of progress made to protect the voting rights of marginalized communities.”

Recent reports indicate that political appointees have removed senior civil servants from the DOJ’s voting section, instructing attorneys to dismiss ongoing cases without discussion. This includes significant cases challenging voting laws and redistricting efforts in states like Georgia and Texas.

“The systematic dismantling of the Civil Rights Division’s mission not only threatens the integrity of our electoral system but also signals a dangerous shift away from the DOJ’s historical role in safeguarding civil rights. The reassignment of seasoned attorneys and the abrupt dismissal of critical cases suggest a politicization of justice that should alarm every American committed to democracy.”

Democratic Senators have expressed similar concerns, questioning the DOJ’s recent personnel changes and their implications for civil rights enforcement.

“In light of these developments, it is imperative that Congress exercises its oversight responsibilities to ensure that the Department of Justice remains an impartial enforcer of the law. I stand with my colleagues in calling for transparency and accountability in the DOJ’s operations, particularly concerning the protection of voting rights.”

Congressman Jackson has consistently advocated for robust voting rights protections, emphasizing the importance of the Voting Rights Act and supporting legislation aimed at restoring and strengthening these critical safeguards.

“We must remain vigilant against any efforts to erode the hard-won rights that form the bedrock of our democracy. I am committed to working with my colleagues to uphold the principles of justice and equality for all Americans.”

####

MIL OSI USA News –

April 29, 2025

MIL-OSI USA: Senator Reverend Warnock, Colleagues Demand President Trump Rescind Harmful Claims That He Will Transfer Incarcerated U.S. Citizens to a Foreign Prison

US Senate News:

Source: United States Senator Reverend Raphael Warnock – Georgia

Senator Reverend Warnock, Colleagues Demand President Trump Rescind Harmful Claims That He Will Transfer Incarcerated U.S. Citizens to a Foreign Prison

In the letter, Senator Reverend Warnock calls for the return of a Maryland father wrongfully deported to El Salvador, Kilmar Abrego Garcia

Washington, D.C. — U.S. Senators Reverend Raphael Warnock (D-GA), Dick Durbin (D-IL), Ranking Member of the Senate Judiciary Committee led 24 of their Democratic colleagues in a letter to President Donald Trump calling for him to immediately rescind the dangerous and offensive claim that he may transfer incarcerated U.S. citizens to El Salvador.

In the letter, the Senators also urge the President to follow the law and adhere to all applicable court orders and immediately facilitate the return to the United States of Kilmar Abrego Garcia, whom his Administration illegally deported to El Salvador in direct contravention of a court order specifically prohibiting such removal. In the letter, the Senators explain how these unprecedented actions threaten the constitutional protections of all Americans and violate the fundamental principles on which this nation was founded.

“Our laws also do not allow you to send individuals from U.S. soil to El Salvador without due process. Further, the Executive Branch must comply with longstanding domestic and international law that prohibits the United States from transferring any person from our jurisdiction or effective control to a place where the person would face certain serious human rights violations. Your Administration’s actions in sending individuals to a Salvadoran prison notorious for inhumane conditions underscore the urgency and applicability of these requirements. The bedrock principles of the Fifth Amendment’s Due Process Clause protect individuals from being “deprived of life, liberty, or property, without due process of law,’” the Senators continued.

Even under extraordinary wartime authorities such as the Alien Enemies Act, the Supreme Court of the United States has held that noncitizens should, at a minimum, have an opportunity to prove whether or not the Act should apply to them. The Supreme Court recently ordered the federal government to facilitate the return of Mr. Abrego Garcia and “ensure that his case is handled as it would have been had he not been improperly sent to El Salvador.”

Along with Senators Warnock and Durbin, the letter was signed by U.S. Senators Chris Van Hollen (D-MD), Mazie Hirono (D-HI), Chris Coons (D-DE), Alex Padilla (D-CA), Richard Blumenthal (D-CT), Angela Alsobrooks (D-MD), Jeff Merkley (D-OR), Adam Schiff (D-CA), Peter Welch (D-VT), Tammy Duckworth (D-IL), Tim Kaine (D-VA), Amy Klobuchar (D-MN), Cory Booker (D-NJ), Bernie Sanders (I-VT), Sheldon Whitehouse (D-RI), Lisa Blunt Rochester (D-DE), John Hickenlooper (D-CO), Ron Wyden (D-OR), Elizabeth Warren (D-MA), Tammy Baldwin (D-WI), Ed Markey (D-MA), Tina Smith (D-MN), Patty Murray (D-WA), and Martin Heinrich (D-NM).

The letter is endorsed by the following organizations: Center for Victims of Torture, American Immigration Council, Leadership Conference on Civil and Human Rights, FWD.us, People for the American Way, National Immigrant Justice Center, SMART Union, and Human Rights First.

The full letter is available HERE and below.

Dear President Trump:

We call on you to immediately rescind the dangerous and offensive claim that you may transfer incarcerated U.S. citizens to El Salvador. We further urge you to follow the law and adhere to all applicable court orders and immediately facilitate the return to the United States of Kilmar Abrego Garcia, whom your Administration illegally deported to El Salvador in direct contravention of a court order specifically prohibiting such removal. Your unprecedented actions threaten the constitutional protections of all Americans and violate the fundamental principles on which this nation was founded.

With regard to your shocking assertion about transferring Americans to El Salvador, you cannot deport Americans to a foreign country for any reason. This nation’s founding fathers declared independence based on “repeated injuries and usurpations” by the then-King of Great Britain, including “transporting us beyond Seas to be tried for pretended offences” and “depriving us in many cases, of the benefits of Trial by Jury.” Accordingly, Congress has passed no provision into law that would permit exiling United States citizens to a foreign country for any reason. One conservative legal scholar called your threats to deport U.S. citizens “obviously illegal and unconstitutional.”

Our laws also do not allow you to send individuals from U.S. soil to El Salvador without due process. Further, the Executive Branch must comply with longstanding domestic and international law that prohibits the United States from transferring any person from our jurisdiction or effective control to a place where the person would face certain serious human rights violations. Your Administration’s actions in sending individuals to a Salvadoran prison notorious for inhumane conditions underscore the urgency and applicability of these requirements. The bedrock principles of the Fifth Amendment’s Due Process Clause protect individuals from being “deprived of life, liberty, or property, without due process of law.” Throughout our nation’s history, the Supreme Court has long read the Fifth Amendment’s guarantee of due process to require that the government provide persons with certain procedural due process protections, including notice and an opportunity to be heard before any such deprivation of liberty.

Even under extraordinary wartime authorities such as the Alien Enemies Act, the Supreme Court of the United States has held that noncitizens should, at a minimum, have an opportunity to prove whether or not the Act should apply to them. In a statement accompanying the Supreme Court’s recent order for the federal government to facilitate the return of Mr. Abrego Garcia and “ensure that his case is handled as it would have been had he not been improperly sent to El Salvador,” Justice Sotomayor noted that your Administration’s argument suggesting that the government is permitted to leave Mr. Abrego Garcia in the Salvadoran prison after wrongfully sending him there “implies that it could deport and incarcerate any person, including U.S. citizens, without legal consequence, so long as it does so before a court can intervene.” She went on to note that this is a “view [that] refutes itself.”

You must immediately facilitate the return of Mr. Abrego Garcia, which is unquestionably within your power to do since your Administration is paying the government of El Salvador to detain him. As Judge Harvie Wilkinson, a conservative appointee of President Reagan, wrote in a unanimous Fourth Circuit opinion rejecting your Administration’s efforts to delay taking steps to bring Mr. Abrego Garcia back to the United States:

The government is asserting a right to stash away residents of this country in foreign prisons without the semblance of due process that is the foundation of our constitutional order. Further, it claims in essence that because it has rid itself of custody that there is nothing that can be done. This should be shocking not only to judges, but to the intuitive sense of liberty that Americans far removed from courthouses still hold dear.

You must also end your unlawful attempts to deport noncitizens without due process under the Alien Enemies Act, as the Supreme Court ordered this weekend. You have no authority to openly defy court orders requiring you: (1) to return someone who has been wrongfully deported, or (2) to grant individuals the due process they are owed under our laws. As Judge Boasberg wrote in his order last week concluding that probable cause exists to find the government in criminal contempt:

The Constitution does not tolerate willful disobedience of judicial orders—especially by officials of a coordinate branch who have sworn an oath to uphold it. To permit such officials to freely “annul the judgments of the courts of the United States” would not just “destroy the rights acquired under those judgments”; it would make “a solemn mockery” of “the constitution itself.” …“So fatal a result must be deprecated by all.”

You must immediately facilitate the return to the United States of Kilmar Abrego Garcia, follow all court orders, and withdraw your dangerous and offensive claims that you may transfer U.S. citizens to a foreign prison. The Constitution demands it.

Sincerely,

MIL OSI USA News –

April 29, 2025

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

Source: United Kingdom – Executive Government & Departments

News story

Sex offenders to be stripped of refugee protections

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

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

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

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

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

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

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

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

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

Home Secretary Yvette Cooper said:

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

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

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

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

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

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

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

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

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

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

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

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

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

Further background

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

Foreign sex offenders

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

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

Supported accommodation and foreign national offender appeals

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

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

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

Immigration advice

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

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

Illegal working

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

On wider government AI work

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

Published 28 April 2025

MIL OSI United Kingdom –

April 29, 2025

MIL-OSI United Kingdom: Youth Mobility Scheme for Uruguayan and British citizens: 2025

Source: United Kingdom – Executive Government & Departments

World news story

Youth Mobility Scheme for Uruguayan and British citizens: 2025

The Youth Mobility Scheme allows 500 visas, both for Uruguayan and British nationals, to live, study, work and travel in the UK and Uruguay respectively.

In 2025, 500 British and 500 Uruguayan nationals aged 18 to 30 years old will be able to experience life and culture in each other’s country for up to 2 years, as established in the agreement that came into effect in both countries on 31 January 2024.

Uruguayan citizens who would like to travel to the UK under this scheme need to apply for a Youth Mobility Scheme (YMS) visa. British citizens who would like to travel to Uruguay should apply for a Working Holiday temporary residency.

The scheme desires to foster close relations between British and Uruguayan nationals, intending to promote and facilitate access to opportunities that enable youth to gain a better understanding of the other participant’s culture, society, and languages through travel, work, and life experience abroad.

This is the first YMS between the UK and a South American Country. The agreement was signed in August 2023 at the Uruguayan Ministry of Foreign Affairs, during the visit of FCDO Minister for the Americas and Caribbean David Rutley MP to Uruguay.

UK has YMS agreements in place with Andorra, Australia, Canada, Republic of Korea, Hong Kong, Iceland, Japan, Monaco, New Zealand, San Marino, Taiwan and Uruguay.

Uruguay has Working Holiday programmes with Australia, France, Germany, Japan, Netherlands, New Zealand, Sweden, and United Kingdom.

Find below information about the scheme and how to apply, for British and Uruguayan nationals.

Information for British nationals

British citizens interested in applying for a Working Holiday temporary residency must attend the Uruguayan Consulate in London and submit the following documents:

valid passport in good condition, with an expiry date at least one year in the future
a medical certificate from the country of residence where it states that you do not have medical conditions that would make it impossible for you to reside in Uruguay
evidence of a Police Certificate from the country of origin and from any country that you have lived in for the past 5 years. This should be apostilled or legalised, whichever is appropriate. In the UK you can apply for this at: http://www.gov.uk/copy-of-police-records. The six must have been issued within the 6 months prior to the filing of the application
documents that demonstrate that they have sufficient financial resources to meet their needs (such as salary payslips, bank statements, pensions, etc.) issued within 30 days of the application date
declaration of the intended time they will remain in Uruguay, which will be up to 2 years
apostille or legalised birth certificate (whichever is the case, if the person was born outside the UK) and translated (by a certified Uruguayan translator, by Consul or by consular intervention, depending on the case) will be required in Uruguay in order to obtain the Uruguayan National Identity card

Once the documentation is submitted, the Consulate will inform the Ministry of Foreign Affairs’ International Migration Direction, which will notify the National Migration Office. A decision will be made within a maximum of 15 working days.

If the application is successful, the Consulate will let you will know. You will then need to enter Uruguay within 180 days from the notification day. If you need a visa, the Consulate will issue a tourist visa without consulting with the National Migration Office, referring to the temporary residency granted.

Once you are in Uruguay, you will need to go in person to the National Migration Office and the National Civil Identification Office to apply for the National Identity card and pay the required fees. If youneed more information, please contact the Uruguayan Consulate or Uruguayan Embassy: cdlondres@mrree.gub.uy or urureinounido@mree.gub.uy, or call: +44 (0)207 584 4200

Information for Uruguayan nationals:

applications to the Youth Mobility Scheme are online. You can apply from any country in the world, except from the UK
you can apply if you are a Uruguayan National aged 18-30 years old and hold a Uruguayan passport
you can spend up to 2 years in the UK, with multiple entries
you can work but it is not compulsory. You can travel, study short courses or volunteer
you do not need any language, job or skill requirements
you must apply for a visa and pay the Immigration Health Surcharge
you need to demonstrate you have the equivalent to £2,530 in a bank account for at least the past 28 days before applying
you need to get a Criminal Record Certificate. Please request it for Consulate- Ministry of Foreign Affairs, not the British Embassy
you cannot apply if you have any dependants living with you or who are financially dependent on you at the time of application
you must not have not previously taken part in the scheme

Applicants will usually get a decision on their visa within 3 weeks.

For more information, please go to Youth Mobility Scheme visa: Overview – GOV.UK or contact: public.enquiries@homeoffice.gov.uk.

Published 28 April 2025

MIL OSI United Kingdom –

April 29, 2025

MIL-OSI Russia: The IMF to Hold the Inaugural Annual Economic Research Conference on Middle East and North Africa (MENA)

Source: IMF – News in Russian

April 28, 2025

Washington, DC: Jihad Azour, Director of the Middle East and Central Asia Department and Pierre-Olivier Gourinchas, Economic Counsellor and Director of the Research Department of the International Monetary Fund (IMF) issued a statement today:

“Global shocks are adding to regional factors resulting in exceptionally uncertain economic environment for Middle East and North Africa (MENA) economies. Conflicts, trade tensions, volatile commodity prices, changing climate conditions, energy transitions, rapid technological advances are altering the economic landscape of the region, posing severe challenges but also presenting opportunities for bold reforms that safeguard macroeconomic stability, build resilience, and raise living standards for all. Economic research is essential to provide reliable analysis and develop workable and innovative policy responses.

“In this context, we are pleased to announce that the IMF will organize an annual Economic Research Conference on MENA, partnering with leading universities in the region. The aim is to establish a forum for dialogue on pressing economic issues, promote policy-oriented academic research tailored to the needs and unique challenges of the region. It will also provide a platform for the exchange of ideas and insights for academics, researchers, and policymakers in the MENA region and worldwide.

“The inaugural conference, Steering Macroeconomic and Structural Policies in A Shifting Global Economic Landscape, will be co-organized with Onsi Sawiris School of Business at The American University in Cairo and take place in Cairo on May 18-19, 2025. It will feature presentations and panel discussions by leading economists and policymakers. The conference details and agenda are available here.

“The IMF is a long-standing partner to countries in the MENA region in the quest for more inclusive and resilient growth. The IMF-MENA Annual Research Conference is another step forward to further strengthen that partnership and engagement with the region and its people.”

IMF Communications Department

MEDIA RELATIONS

PRESS OFFICER: Angham Al Shami

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

https://www.imf.org/en/News/Articles/2025/04/28/pr-25125-imf-to-hold-inaugural-ann-economic-research-conf-on-middle-east-and-north-africa

MIL OSI

MIL OSI Russia News –

April 29, 2025

MIL-OSI Europe: Russia must provide its response on Ukraine ceasefire

Source: France-Diplomatie – Ministry of Foreign Affairs and International Development

Excerpts from statements to the press by M. Emmanuel Macron, President of the Republic, from Madagascar (Antananarivo, April 24, 2025)

(Check against delivery)

(…)

A few moments ago, in your speech here, you denounced “the mad armies that want to seize little bits of land”. However, a few minutes ago President Zelenskyy said the pressure on Russia isn’t strong enough, at a time when the United States is obviously preparing to recognize Crimea as Russian. Is peace getting further away today?

THE PRESIDENT – First of all, I don’t want to speak for anyone. As you know, France’s position is steadfast. It won’t change. We’re in favour of the sovereignty of peoples and territorial integrity, respecting international law. Moreover, there are no double standards for France. That applies to Ukraine, it applies to the Middle East and it applies to the African continent. And I pride myself on that position.

So we’ll continue to uphold the Ukrainian people’s right to live in peace on their territory and within their internationally-recognized borders. That’s why we’ve always condemned the Russian war of aggression.

We’re at a moment when I hope peace can be built, and I want to pay tribute to the efforts made by US diplomacy. But I also want to remind you of the facts. There’s an aggressor, Russia, and an aggressee, Ukraine. A few weeks ago, under American impetus, President Zelenskyy made an incredible gesture. He said: “I agree to an unconditional ceasefire”.

The only thing we have to ensure, the only thing – I repeated this to President Trump, to whom I spoke two days ago during the night – is for President Putin to finally stop lying. When President Putin talks to the US negotiators, he tells them: “I want peace.” When he talks to the whole planet, he says: “I personally want peace.” He continues to bomb Ukraine. He continues to kill people in Ukraine. There’s only one reply we’re waiting for. Does President Putin agree to an unconditional ceasefire? The Americans have proposed it, the Europeans support it, and President Zelenskyy has said yes. If President Putin says yes, the weapons fall silent tomorrow and lives are saved. The international community has just one thing to do, and America’s irritation should focus on only one person: President Putin. He must answer the question he’s asking him. Then we’ll be able to build a just, solid, lasting, robust peace – in other words, a peace that makes it possible to find territorial concessions and solid security guarantees.

But as I speak, it’s not as if nothing had happened in the past few weeks. The Americans have proposed something, the Ukrainians have said yes, and we support it. Now Russia must provide its response. If Russia says, I’m not ready for a ceasefire, it will have lied to the US President, it will have lied to all those it told it wanted peace, and we’ll have to act accordingly. If it says yes, we’ll have a ceasefire tomorrow. (…)

Are you going to speak to President Trump?

THE PRESIDENT – I spoke to him 24 hours ago, the night before yesterday.

Do you think he can modify his position? Or is he sticking with positions that are difficult to reconcile with those of the Europeans?

THE PRESIDENT – He wants to find agreements, and I completely respect him. He wants a comprehensive peace agreement – he’s the negotiator too. But let me put things back in the right order. There can be no peace agreement if there isn’t already an agreement on what he’s got from President Zelenskyy, which was a huge step forward by President Zelenskyy.

I say this very emphatically here: the first step, the one that – if I can put it like this – marks the beginning of everything, is the unconditional ceasefire that the Russians must accept.

So, no freezing of the ceasefire line, of the current front line?

THE PRESIDENT – But all the other issues are issues that come under a peace negotiation, which must subsequently be carried out, and they’ll take into account the military positions, the territorial issues and the security issues. But you can’t ask for this or that to be accepted while Russia continues bombing Kyiv. Put yourself in President Zelenskyy’s shoes: do you think he can make gestures of openness when his capital is currently being bombed? Let’s be reasonable. (…)

When Donald Trump says that Ukraine lost Crimea years ago, is he wrong? Is he playing into Russia’s hands?

THE PRESIDENT – No, he’s describing a factual situation. But is it our job to describe a factual situation? Since 2014, an army has conquered a territory, totally illegally, through violence and by killing people. That’s describing a factual situation, what he’s saying. Does that mean we should approve of it? No, in any case, not now. And it isn’t for us to do so, as I’ve always said, it’s up to Ukraine and its representatives to say that. So our collective job – which is what President Trump has committed to do – is to say “ceasefire”. (…)./.

MIL OSI Europe News –

April 29, 2025

MIL-OSI: NXP Semiconductors Reports First Quarter 2025 Results, Announces Management Transition

Source: GlobeNewswire (MIL-OSI)

EINDHOVEN, The Netherlands, April 28, 2025 (GLOBE NEWSWIRE) — NXP Semiconductors N.V. (NASDAQ: NXPI) today reported financial results for the first quarter, which ended March 30, 2025. “NXP delivered quarterly revenue of $2.84 billion, in-line with the midpoint of guidance. NXP’s first-quarter results and guidance for the second quarter underpin a cautious optimism that NXP continues to effectively navigate through a challenging set of market conditions. We are operating in a very uncertain environment influenced by tariffs with volatile direct and indirect effects. Considering these external factors, we are redoubling our efforts to manage what is in our direct control, enabling NXP to drive solid profitability and earnings,” said Kurt Sievers, NXP President and Chief Executive Officer.

The company announced that Mr. Sievers has informed the Board of Directors of his intention to retire from NXP at the end of 2025. “Kurt has been a dynamic, visionary, and highly effective CEO of NXP since May 2020,” said Julie Southern, NXP’s Chair of the Board of Directors. “He has been instrumental in leading the definition and implementation of NXP’s strategy to be the leader in intelligent systems at the edge within the Automotive and Industrial & IoT end markets. After a successful 30-year career with NXP, we are saddened to see Kurt retire. We and the entire NXP community thank him for his leadership and wish him the absolute best in his retirement.”

Following a comprehensive and thorough succession planning process, NXP’s Board of Directors announced that it has unanimously approved Mr. Rafael Sotomayor to succeed Mr. Sievers as President, effective April 28, 2025. Messrs. Sievers and Sotomayor will work closely to orchestrate a smooth leadership transition until October 28, 2025, when Mr. Sotomayor will assume the role of President and Chief Executive Officer. “Rafael has been an integral part of creating and shaping NXP’s strategy and enabling the company’s success. We are confident he is ideally suited to assume the role of President and CEO at NXP, and to execute the company’s vision for leadership in the intelligent systems at the edge within the Automotive and Industrial & IoT end markets,” said Ms. Southern.

Mr. Sievers’ departure is a purely personal decision and is not related to any disagreement with the Board of Directors, or any issues relating to the strategic or financial performance of the company.

Key Highlights for the First Quarter 2025:

Revenue was $2.84 billion, down 9 percent year-on-year;
GAAP gross margin was 55.0 percent, GAAP operating margin was 25.5 percent and GAAP diluted Net Income per Share was $1.92;
Non-GAAP gross margin was 56.1 percent, non-GAAP operating margin was 31.9 percent, and non-GAAP diluted Net Income per Share was $2.64;
Cash flow from operations was $565 million, with net capex investments of $138 million, resulting in non-GAAP free cash flow of $427 million;
Capital return during the quarter was $561 million, representing 131 percent of first quarter non-GAAP free cash flow. Share buybacks were $303 million and dividends paid during the quarter were $258 million. After the end of the first quarter, between March 31, 2025, and April 25, 2025, NXP executed via a 10b5-1 program additional share repurchases totaling $90 million;
On January 7, 2025, NXP announced the MCX L14x and MCX L25x, the first families in the ultra-low-power L Series of the MCX microcontroller portfolio. The MCX L series features a dual-core architecture with an independent ultra-low-power sense domain to enable challenging battery-limited applications, such as sensors for industrial monitoring, building management, and flow metering;
On January 8, 2025, Honeywell and NXP announced an expansion of its partnership that will accelerate aviation product development and chart the path for autonomous flight. The Honeywell Anthem cockpit is powered by NXP’s i.MX 8 applications processors to help improve operational efficiency, safety and unlock value for pilots and operators. This builds on the companies’ existing relationship, which is focused on helping optimize how building management systems sense and securely control energy consumption;
On January 15, 2025, NXP announced it has secured a €1 billion loan from the European Investment Bank (EIB) to advance the company’s RDI investments across its broad portfolio of semiconductor solutions. The €1 billion loan facility carries a weighted average interest rate of 4.54 percent when drawn in dollar denominated tranches, under the current market conditions and has a duration of six years;
On February 10, 2025, NXP announced the agreement to acquire Kinara Inc., an industry leader in high performance, energy-efficient and programmable discrete neural processing units (NPUs) to enable intelligence at the edge solutions. The all-cash transaction was valued at $307 million and is expected to close in the first half of 2025, subject to customary closing conditions, including regulatory clearances;
On March 11, 2025, NXP announced the new S32K5 family of automotive microcontrollers (MCU), the automotive industry’s first 16nm FinFET MCU with embedded magnetic RAM (MRAM). The S32K5 MCU family will extend the NXP CoreRide platform with pre-integrated zonal and electrification system solutions for scalable software-defined vehicle (SDV) architectures.

Summary of Reported First Quarter 2025 ($ millions, unaudited) ⁽¹⁾

	Q1 2025			Q4 2024			Q1 2024			Q – Q		Y – Y
Total Revenue	$	2,835		$	3,111		$	3,126		-9	%	-9	%
GAAP Gross Profit	$	1,560		$	1,678		$	1,783		-7	%	-13	%
Gross Profit Adjustments ⁽ⁱ⁾	$	(31	)	$	(111	)	$	(35	)
Non-GAAP Gross Profit	$	1,591		$	1,789		$	1,818		-11	%	-12	%
GAAP Gross Margin		55.0	%		53.9	%		57.0	%
Non-GAAP Gross Margin		56.1	%		57.5	%		58.2	%
GAAP Operating Income (Loss)	$	723		$	675		$	856		7	%	-16	%
Operating Income Adjustments ⁽ⁱ⁾	$	(181	)	$	(390	)	$	(224	)
Non-GAAP Operating Income	$	904		$	1,065		$	1,080		-15	%	-16	%
GAAP Operating Margin		25.5	%		21.7	%		27.4	%
Non-GAAP Operating Margin		31.9	%		34.2	%		34.5	%
GAAP Net Income (Loss) attributable to Stockholders	$	490		$	495		$	639		-1	%	-23	%
Net Income Adjustments ⁽ⁱ⁾	$	(183	)	$	(322	)	$	(201	)
Non-GAAP Net Income (Loss) Attributable to Stockholders	$	673		$	817		$	840		-18	%	-20	%
GAAP diluted Net Income (Loss) per Share ⁽ⁱⁱ⁾	$	1.92		$	1.93		$	2.47		—	%	-22	%
Non-GAAP diluted Net Income (Loss) per Share ⁽ⁱⁱ⁾	$	2.64		$	3.18		$	3.24		-17	%	-19	%

Additional information
	Q1 2025		Q4 2024		Q1 2024		Q – Q		Y – Y
Automotive	$	1,674	$	1,790	$	1,804	-6	%	-7	%
Industrial & IoT	$	508	$	516	$	574	-2	%	-11	%
Mobile	$	338	$	396	$	349	-15	%	-3	%
Comm. Infra. & Other	$	315	$	409	$	399	-23	%	-21	%
DIO		169		151		144
DPO		62		65		65
DSO		34		30		26
Cash Conversion Cycle		141		116		105
Channel Inventory (weeks)		9		8		7
Gross Financial Leverage ⁽ⁱⁱⁱ⁾	2.4x		2.1x		1.9x
Net Financial Leverage ^(iv)	1.6x		1.5x		1.3x

Additional Information for the First Quarter 2025:

For an explanation of GAAP to non-GAAP adjustments, please see “Non-GAAP Financial Measures”.
Refer to Table 1 below for the weighted average number of diluted shares for the presented periods.
Gross financial leverage is defined as gross debt divided by trailing twelve months adjusted EBITDA.
Net financial leverage is defined as net debt divided by trailing twelve months adjusted EBITDA.

Guidance for the Second Quarter 2025: ($ millions, except Per Share data) ⁽¹⁾


	GAAP			Reconciliation	non-GAAP
	Low	Mid	High		Low	Mid	High
Total Revenue	$2,800	$2,900	$3,000		$2,800	$2,900	$3,000
Q-Q	-1%	2%	6%		-1%	2%	6%
Y-Y	-10%	-7%	-4%		-10%	-7%	-4%
Gross Profit	$1,533	$1,604	$1,675	$(29)	$1,562	$1,633	$1,704
Gross Margin	54.8%	55.3%	55.8%		55.8%	56.3%	56.8%
Operating Income (loss)	$680	$741	$802	$(182)	$862	$923	$984
Operating Margin	24.3%	25.6%	26.7%		30.8%	31.8%	32.8%
Financial Income (expense)	$(100)	$(100)	$(100)	$(12)	$(88)	$(88)	$(88)
Tax rate	18.5%-19.5%				17.0%-18.0%
Equity-accounted investees	$(8)	$(8)	$(8)	$(6)	$(2)	$(2)	$(2)
Non-controlling interests	$(9)	$(9)	$(9)		$(9)	$(9)	$(9)
Shares – diluted	255.0	255.0	255.0		255.0	255.0	255.0
Earnings Per Share – diluted	$1.78	$1.97	$2.16		$2.46	$2.66	$2.86

Note (1) Additional Information:

GAAP Gross Profit is expected to include Purchase Price Accounting (“PPA”) effects, $(7) million; Share-based Compensation, $(15) million; Other Incidentals, $(7) million;
GAAP Operating Income (loss) is expected to include PPA effects, $(33) million; Share-based Compensation, $(115) million; Restructuring and Other Incidentals, $(34) million;
GAAP Financial Income (expense) is expected to include Other financial expense $(12) million;
GAAP Results relating to equity-accounted investees is expected to include results relating to non-foundry equity-accounted investees $(6) million;
GAAP diluted EPS is expected to include the adjustments noted above for PPA effects, Share-based Compensation, Restructuring and Other Incidentals in GAAP Operating Income (loss), the adjustment for Other financial expense, the adjustment for results relating to non-foundry equity-accounted investees and the adjustment on Tax due to the earlier mentioned adjustments.

NXP has based the guidance included in this release on judgments and estimates that management believes are reasonable given its assessment of historical trends and other information reasonably available as of the date of this release. Please note, the guidance included in this release consists of predictions only, and is subject to a wide range of known and unknown risks and uncertainties, many of which are beyond NXP’s control. The guidance included in this release should not be regarded as representations by NXP that the estimated results will be achieved. Actual results may vary materially from the guidance we provide today. In relation to the use of non-GAAP financial information see the note regarding “Non-GAAP Financial Measures” below. For the factors, risks, and uncertainties to which judgments, estimates and forward-looking statements generally are subject see the note regarding “Forward-looking Statements.” We undertake no obligation to publicly update or revise any forward-looking statements, including the guidance set forth herein, to reflect future events or circumstances.

Non-GAAP Financial Measures

In managing NXP’s business on a consolidated basis, management develops an annual operating plan, which is approved by our Board of Directors, using non-GAAP financial measures, that are not in accordance with, nor an alternative to, U.S. generally accepted accounting principles (“GAAP”). In measuring performance against this plan, management considers the actual or potential impacts on these non-GAAP financial measures from actions taken to reduce costs with the goal of increasing our gross margin and operating margin and when assessing appropriate levels of research and development efforts. In addition, management relies upon these non-GAAP financial measures when making decisions about product spending, administrative budgets, and other operating expenses. We believe that these non-GAAP financial measures, when coupled with the GAAP results and the reconciliations to corresponding GAAP financial measures, provide a more complete understanding of the Company’s results of operations and the factors and trends affecting NXP’s business. We believe that they enable investors to perform additional comparisons of our operating results, to assess our liquidity and capital position and to analyze financial performance excluding the effect of expenses unrelated to core operating performance, certain non-cash expenses and share-based compensation expense, which may obscure trends in NXP’s underlying performance. This information also enables investors to compare financial results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management.

These non-GAAP financial measures are provided in addition to, and not as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. The presentation of these and other similar items in NXP’s non-GAAP financial results should not be interpreted as implying that these items are non-recurring, infrequent, or unusual. Reconciliations of these non-GAAP measures to the most comparable measures calculated in accordance with GAAP are provided in the financial statements portion of this release in a schedule entitled “Financial Reconciliation of GAAP to non-GAAP Results (unaudited).” Please refer to the NXP Historic Financial Model file found on the Financial Information page of the Investor Relations section of our website at https://investors.nxp.com for additional information related to our rationale for using these non-GAAP financial measures, as well as the impact of these measures on the presentation of NXP’s operations.

In addition to providing financial information on a basis consistent with GAAP, NXP also provides the following selected financial measures on a non-GAAP basis: (i) Gross profit, (ii) Gross margin, (iii) Research and development, (iv) Selling, general and administrative, (v) Amortization of acquisition-related intangible assets, (vi) Other income, (vii) Operating income (loss), (viii) Operating margin, (ix) Financial Income (expense), (x) Income tax benefit (provision), (xi) Results relating to non-foundry equity-accounted investees, (xii) Net income (loss) attributable to stockholders, (xiii) Earnings per Share – Diluted, (xiv) EBITDA, adjusted EBITDA and trailing 12 month adjusted EBITDA, and (xv) free cash flow, trailing 12 month free cash flow and trailing 12 month free cash flow as a percent of Revenue. The non-GAAP information excludes, where applicable, the amortization of acquisition related intangible assets, the purchase accounting effect on inventory and property, plant and equipment, merger related costs (including integration costs), certain items related to divestitures, share-based compensation expense, restructuring and asset impairment charges, extinguishment of debt, foreign exchange gains and losses, income tax effect on adjustments described above and results from non-foundry equity-accounted investments.

The difference in the benefit (provision) for income taxes between our GAAP and non-GAAP results relates to the income tax effects of the GAAP to non-GAAP adjustments that we make and the income tax effect of any discrete items that occur in the interim period. Discrete items primarily relate to unexpected tax events that may occur as these amounts cannot be forecasted (e.g., the impact of changes in tax law and/or rates, changes in estimates or resolved tax audits relating to prior year tax provisions, the excess or deficit tax effects on share-based compensation, etc.).

Conference Call and Webcast Information

The company will host a conference call with the financial community on Tuesday, April 29, 2025 at 8:00 a.m. U.S. Eastern Daylight Time (EDT) to review the first quarter 2025 results in detail.

Interested parties may preregister to obtain a user-specific access code for the call here.

The call will be webcast and can be accessed from the NXP Investor Relations website at www.nxp.com. A replay of the call will be available on the NXP Investor Relations website within 24 hours of the actual call.

About NXP Semiconductors

NXP Semiconductors N.V. (NASDAQ: NXPI) is the trusted partner for innovative solutions in the automotive, industrial & IoT, mobile, and communications infrastructure markets. NXP’s “Brighter Together” approach combines leading-edge technology with pioneering people to develop system solutions that make the connected world better, safer, and more secure. The company has operations in more than 30 countries and posted revenue of $2.84 billion in 2024. Find out more at www.nxp.com.

Forward-looking Statements

This document includes forward-looking statements which include statements regarding NXP’s business strategy, financial condition, results of operations, market data, as well as any other statements which are not historical facts. By their nature, forward-looking statements are subject to numerous factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those projected. These factors, risks and uncertainties include the following: market demand and semiconductor industry conditions; our ability to successfully introduce new technologies and products; the demand for the goods into which NXP’s products are incorporated; trade disputes between the U.S. and China, potential increase of barriers to international trade and resulting disruptions to NXP’s established supply chains; the impact of government actions and regulations, including restrictions on the export of US-regulated products and technology; increasing and evolving cybersecurity threats and privacy risks, including theft of sensitive or confidential data; the ability to generate sufficient cash, raise sufficient capital or refinance corporate debt at or before maturity to meet both NXP’s debt service and research and development and capital investment requirements; our ability to accurately estimate demand and match our production capacity accordingly or obtain supplies from third-party producers to meet demand; our access to production capacity from third-party outsourcing partners, and any events that might affect their business or NXP’s relationship with them; our ability to secure adequate and timely supply of equipment and materials from suppliers; our ability to avoid operational problems and product defects and, if such issues were to arise, to correct them quickly; our ability to form strategic partnerships and joint ventures and to successfully cooperate with our alliance partners; our ability to win competitive bid selection processes; our ability to develop products for use in customers’ equipment and products; the ability to successfully hire and retain key management and senior product engineers; global hostilities, including the invasion of Ukraine by Russia and resulting regional instability, sanctions and any other retaliatory measures taken against Russia and the continued hostilities and the armed conflict in the Middle East, which could adversely impact the global supply chain, disrupt our operations or negatively impact the demand for our products in our primary end markets; the ability to maintain good relationships with NXP’s suppliers; and a change in tax laws could have an effect on our estimated effective tax rate. In addition, this document contains information concerning the semiconductor industry, our end markets and business generally, which is forward-looking in nature and is based on a variety of assumptions regarding the ways in which the semiconductor industry, our end markets and business will develop. NXP has based these assumptions on information currently available, if any one or more of these assumptions turn out to be incorrect, actual results may differ from those predicted. While NXP does not know what impact any such differences may have on its business, if there are such differences, its future results of operations and its financial condition could be materially adversely affected. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak to results only as of the date the statements were made. Except for any ongoing obligation to disclose material information as required by the United States federal securities laws, NXP does not have any intention or obligation to publicly update or revise any forward-looking statements after we distribute this document, whether to reflect any future events or circumstances or otherwise. For a discussion of potential risks and uncertainties, please refer to the risk factors listed in our SEC filings. Copies of our SEC filings are available on our Investor Relations website, www.nxp.com/investor or from the SEC website, www.sec.gov.

For further information, please contact:

Investors: Jeff Palmer jeff.palmer@nxp.com +1 408 205 0687	Media: Paige Iven paige.iven@nxp.com +1 817 975 0602

NXP-CORP

NXP Semiconductors
Table 1: Condensed consolidated statement of operations (unaudited)

($ in millions except share data)	Three months ended
	March 30, 2025			December 31, 2024			March 31, 2024

Revenue	$	2,835		$	3,111		$	3,126
Cost of revenue		(1,275	)		(1,433	)		(1,343	)
Gross profit		1,560			1,678			1,783
Research and development		(547	)		(612	)		(564	)
Selling, general and administrative		(281	)		(323	)		(306	)
Amortization of acquisition-related intangible assets		(27	)		(28	)		(51	)
Total operating expenses		(855	)		(963	)		(921	)
Other income (expense)		18			(40	)		(6	)
Operating income (loss)		723			675			856
Financial income (expense):
Other financial income (expense)		(92	)		(91	)		(70	)
Income (loss) before income taxes		631			584			786
Benefit (provision) for income taxes		(130	)		(77	)		(141	)
Results relating to equity-accounted investees		(4	)		(2	)		(1	)
Net income (loss)		497			505			644
Less: Net income (loss) attributable to non-controlling interests		7			10			5
Net income (loss) attributable to stockholders		490			495			639

Earnings per share data:
Net income (loss) per common share attributable to stockholders in $
Basic	$	1.93		$	1.95		$	2.49
Diluted	$	1.92		$	1.93		$	2.47

Weighted average number of shares of common stock outstanding during the period (in thousands):
Basic		253,709			254,349			256,567
Diluted		255,018			256,628			258,954

NXP Semiconductors
Table 2: Condensed consolidated balance sheet (unaudited)

	($ in millions)	As of
		March 30, 2025		December 31, 2024		March 31, 2024
ASSETS
Current assets:
	Cash and cash equivalents	$	3,988	$	3,292	$	2,908
	Short-term deposits		—		—		400
	Accounts receivable, net		1,060		1,032		881
	Inventories, net		2,350		2,356		2,102
	Other current assets		627		625		603
Total current assets			8,025		7,305		6,894

Non-current assets:
	Deferred tax assets		1,284		1,251		1,048
	Other non-current assets		1,942		1,796		1,290
	Property, plant and equipment, net		3,210		3,267		3,304
	Identified intangible assets, net		777		836		839
	Goodwill		9,942		9,930		9,945
Total non-current assets			17,155		17,080		16,426

Total assets			25,180		24,385		23,320

LIABILITIES AND EQUITY
Current liabilities:
	Accounts payable		863		1,017		954
	Restructuring liabilities-current		75		147		68
	Other current liabilities		1,412		1,434		1,906
	Short-term debt		1,499		500		—
Total current liabilities			3,849		3,098		2,928

Non-current liabilities:
	Long-term debt		10,226		10,354		10,178
	Restructuring liabilities		4		10		9
	Other non-current liabilities		1,424		1,392		1,055
Total non-current liabilities			11,654		11,756		11,242

	Non-controlling interests		355		348		321
	Stockholders’ equity		9,322		9,183		8,829
Total equity			9,677		9,531		9,150

Total liabilities and equity			25,180		24,385		23,320

NXP Semiconductors
Table 3: Condensed consolidated statement of cash flows (unaudited)

($ in millions)	Three months ended
	March 30, 2025			December 31, 2024			March 31, 2024
Cash flows from operating activities:
Net income (loss)	$	497		$	505		$	644
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization		209			259			235
Share-based compensation		127			117			115
Amortization of discount (premium) on debt, net		1			1			1
Amortization of debt issuance costs		1			2			2
Net (gain) loss on sale of assets		(22	)		(1	)		(2	)
Results relating to equity-accounted investees		4			2			1
(Gain) loss on equity securities, net		6			6			2
Deferred tax expense (benefit)		(27	)		(145	)		(64	)
Changes in operating assets and liabilities:
(Increase) decrease in receivables and other current assets		(29	)		(25	)		(25	)
(Increase) decrease in inventories		6			(122	)		32
Increase (decrease) in accounts payable and other liabilities		(110	)		16			(102	)
(Increase) decrease in other non-current assets		(106	)		(218	)		6
Exchange differences		4			(1	)		3
Other items		4			(5	)		3
Net cash provided by (used for) operating activities		565			391			851

Cash flows from investing activities:
Purchase of identified intangible assets		(25	)		(36	)		(32	)
Capital expenditures on property, plant and equipment		(139	)		(130	)		(226	)
Insurance recoveries received for equipment damage		—			—			2
Proceeds from the disposals of property, plant and equipment		1			1			2
Advance payment from sale of property, plant and equipment		—			30			—
Proceeds of short-term deposits		—			400			9
Purchase of investments		(53	)		(67	)		(34	)
Proceeds from the sale of investments		—			—			5
Net cash provided by (used for) investing activities		(216	)		198			(274	)

Cash flows from financing activities:
Repurchase of long-term debt		—			—			(1,000	)
Proceeds from the issuance of long-term debt		370			670			—
Cash paid for debt issuance costs		—			(1	)		—
Proceeds from the issuance of commercial paper notes		646			—			—
Repayment of commercial paper notes		(146	)		—			—
Dividends paid to common stockholders		(258	)		(258	)		(261	)
Proceeds from issuance of common stock through stock plans		37			3			37
Purchase of treasury shares and restricted stock unit withholdings		(303	)		(455	)		(303	)
Other, net		(1	)		—			(1	)
Net cash provided by (used for) financing activities		345			(41	)		(1,528	)

Effect of changes in exchange rates on cash positions		2			(4	)		(3	)
Increase (decrease) in cash and cash equivalents		696			544			(954	)
Cash and cash equivalents at beginning of period		3,292			2,748			3,862
Cash and cash equivalents at end of period		3,988			3,292			2,908

Net cash paid during the period for:
Interest		41			92			38
Income taxes, net of refunds		96			280			198
Net gain (loss) on sale of assets:
Cash proceeds from the sale of assets		31			1			2
Book value of these assets		(9	)		—			—
Non-cash investing activities:
Non-cash capital expenditures		108			161			223

NXP Semiconductors
Table 4: Financial Reconciliation of GAAP to non-GAAP Results (unaudited)

($ in millions except share data)	Three months ended
	March 30, 2025			December 31, 2024			March 31, 2024
GAAP Gross Profit	$	1,560		$	1,678		$	1,783
PPA Effects		(8	)		(11	)		(12	)
Restructuring		(4	)		(21	)		(3	)
Share-based compensation		(16	)		(15	)		(15	)
Other incidentals		(3	)		(64	)		(5	)
Non-GAAP Gross Profit	$	1,591		$	1,789		$	1,818
GAAP Gross margin		55.0	%		53.9	%		57.0	%
Non-GAAP Gross margin		56.1	%		57.5	%		58.2	%
GAAP Research and development	$	(547	)	$	(612	)	$	(564	)
Restructuring		(7	)		(50	)		(3	)
Share-based compensation		(64	)		(60	)		(58	)
Other incidentals		(1	)		(5	)		(1	)
Non-GAAP Research and development	$	(475	)	$	(497	)	$	(502	)
GAAP Selling, general and administrative	$	(281	)	$	(323	)	$	(306	)
Restructuring		(3	)		(41	)		(1	)
Share-based compensation		(47	)		(42	)		(42	)
Other incidentals		(20	)		(12	)		(29	)
Non-GAAP Selling, general and administrative	$	(211	)	$	(228	)	$	(234	)
GAAP Operating income (loss)	$	723		$	675		$	856
PPA effects		(40	)		(39	)		(63	)
Restructuring		(14	)		(112	)		(7	)
Share-based compensation		(127	)		(117	)		(115	)
Other incidentals		—			(122	)		(39	)
Non-GAAP Operating income (loss)	$	904		$	1,065		$	1,080
GAAP Operating margin		25.5	%		21.7	%		27.4	%
Non-GAAP Operating margin		31.9	%		34.2	%		34.5	%
GAAP Income tax benefit (provision)	$	(130	)	$	(77	)	$	(141	)
Income tax effect		13			87			30
Non-GAAP Income tax benefit (provision)	$	(143	)	$	(164	)	$	(171	)
GAAP Net income (loss) attributable to stockholders	$	490		$	495		$	639
PPA Effects		(40	)		(39	)		(63	)
Restructuring		(14	)		(112	)		(7	)
Share-based compensation		(127	)		(117	)		(115	)
Other incidentals		—			(122	)		(39	)
Other adjustments:
Adjustments to financial income (expense)		(12	)		(17	)		(6	)
Income tax effect		13			87			30
Results relating to equity-accounted investees, excluding Foundry investees¹		(3	)		(2	)		(1	)
Non-GAAP Net income (loss) attributable to stockholders	$	673		$	817		$	840


Additional Information:
1. Refer to Table 7 below for further information regarding the results relating to equity-accounted investees.

GAAP net income (loss) per common share attributable to stockholders – diluted	$	1.92		$	1.93		$	2.47
PPA Effects		(0.16	)		(0.15	)		(0.24	)
Restructuring		(0.05	)		(0.44	)		(0.03	)
Share-based compensation		(0.50	)		(0.46	)		(0.44	)
Other incidentals		—			(0.47	)		(0.15	)
Other adjustments:
Adjustments to financial income (expense)		(0.05	)		(0.07	)		(0.02	)
Income tax effect		0.05			0.34			0.11
Results relating to equity-accounted investees, excluding Foundry investees¹		(0.01	)		—			—
Non-GAAP net income (loss) per common share attributable to stockholders – diluted	$	2.64		$	3.18		$	3.24


Additional Information:
1. Refer to Table 7 below for further information regarding the results relating to equity-accounted investees.

NXP Semiconductors
Table 5: Financial Reconciliation of GAAP to non-GAAP Financial income (expense) (unaudited)

	($ in millions)	Three months ended
		March 30, 2025			December 31, 2024			March 31, 2024
GAAP Financial income (expense)		$	(92	)	$	(91	)	$	(70	)
	Foreign exchange loss		(3	)		3			(1	)
	Other financial expense		(9	)		(20	)		(5	)
Non-GAAP Financial income (expense)		$	(80	)	$	(74	)	$	(64	)

NXP Semiconductors
Table 6: Financial Reconciliation of GAAP to non-GAAP Other income (expense) (unaudited)

	($ in millions)	Three months ended
		March 30, 2025			December 31, 2024			March 31, 2024
GAAP Other income (expense)		$	18		$	(40	)	$	(6	)
	PPA effects		(5	)		—			—
	Other incidentals		24			(41	)		(4	)
Non-GAAP Other income (expense)		$	(1	)	$	1		$	(2	)

NXP Semiconductors
Table 7: Financial Reconciliation of GAAP to non-GAAP Results relating to equity-accounted investees (unaudited)

	($ in millions)	Three months ended
		March 30, 2025			December 31, 2024			March 31, 2024
GAAP Results relating to equity-accounted investees		$	(4	)	$	(2	)	$	(1	)
	Results of equity-accounted investees, excluding Foundry investees¹		(3	)		(2	)		(1	)
Non-GAAP Results relating to equity-accounted investees		$	(1	)	$	—		$	—

Additional Information:
We adjust our results relating to equity-accounted investees for those results from investments over which NXP has significant influence, but not control, and whose business activities are not related to the core operating performance of NXP. Our equity-investments in foundry partners are part of our long-term core operating performance and accordingly those results comprise the Non-GAAP Results relating to equity-accounted investees.

NXP Semiconductors
Table 8: Adjusted EBITDA and Free Cash Flow (unaudited)

($ in millions)	Three months ended
	March 30, 2025			December 31, 2024			March 31, 2024
GAAP Net income (loss)	$	497		$	505		$	644
Reconciling items to EBITDA (Non-GAAP)
Financial (income) expense		92			91			70
(Benefit) provision for income taxes		130			77			141
Depreciation and impairment		143			190			145
Amortization		66			69			90
EBITDA (Non-GAAP)	$	928		$	932		$	1,090
Reconciling items to adjusted EBITDA (Non-GAAP)
Results of equity-accounted investees, excluding Foundry investees¹		3			2			1
Purchase accounting effect on asset sale		5			—			—
Restructuring		14			112			7
Share-based compensation		127			117			115
Other incidental items²		(4	)		77			39
Adjusted EBITDA (Non-GAAP)	$	1,073		$	1,240		$	1,252
Trailing twelve month adjusted EBITDA (Non-GAAP)	$	4,885		$	5,064		$	5,395

Additional Information:
1. Refer to Table 7 above for further information regarding the results relating to equity-accounted investees.
2. Excluding from total other incidental items, charges included in depreciation, amortization or impairment reconciling items:
– other incidental items		4			45			—



($ in millions)	Three months ended
	March 30, 2025			December 31, 2024			March 31, 2024
Net cash provided by (used for) operating activities	$	565		$	391		$	851
Net capital expenditures on property, plant and equipment		(138	)		(99	)		(224	)
Non-GAAP free cash flow	$	427		$	292		$	627
Trailing twelve month non-GAAP free cash flow	$	1,889		$	2,089		$	2,933
Trailing twelve month non-GAAP free cash flow as percent of Revenue		15	%		17	%		22	%

The MIL Network –

April 29, 2025

MIL-OSI: Two Senior Executives Join the Diginex Team to Drive Sustainable Finance Initiatives and strategic M&A

Source: GlobeNewswire (MIL-OSI)

LONDON, April 28, 2025 (GLOBE NEWSWIRE) — Diginex Limited (“Diginex”) (NASDAQ: DGNX), a leading impact technology company focused on solving pressing environmental, social, and governance (ESG) challenges, is thrilled to announce the appointment of two senior executives to the Diginex team. This builds off recent news of strategic alliances signed with Russell Bedford International, Forvis Mazars, and Baker Tilly Singapore, marking a significant step for Diginex to support a sustainable and innovation-driven economy.

Dan Campion was appointed as Diginex’s Global Chief Commercial Officer. With a distinguished career in strategic leadership and business development, Mr. Campion will spearhead Diginex’s efforts to expand its ESG solutions and sustainable finance offerings, reinforcing the Diginex’s commitment to creating a more responsible and resilient global economy.

Mr. Campion brings a wealth of experience to Diginex, having held senior leadership roles across multiple industries, including most recently as Global Head of “Markets” Sales at S&P Global. His expertise in navigating complex markets and delivering client-focused solutions aligns seamlessly with Diginex’s mission to empower organizations with cutting-edge tools for sustainability and ethical governance. In his new role, Mr. Campion will oversee Diginex’s global commercial strategy, help to accelerate market penetration, and strengthen Diginex’s position as a trusted partner in ESG and sustainable finance.

Lorenzo Romano was appointed as Diginex’s Lead Strategic Advisor on M&A. Mr. Romano is a seasoned banking executive with a distinguished track record in private banking, wealth management, and strategic growth advisory. Formerly Head of Private Banking at EFG Bank, Geneva, Mr. Romano spearheaded key initiatives to elevate client experience and expand the bank’s footprint. Prior to that, Mr. Romano served as Head of Switzerland, Europe, and the Middle East at Syz Bank, where he successfully led cross-border operations and business development across multiple regions. Leveraging over two decades of leadership in the financial sector, Mr. Romano will help to identify and execute accretive transactions across the Sustainability RegTech sector as the Company pursues a strategy of growth through acquisitions to complement the organic growth of its existing product lines.

“We are delighted to welcome both Dan Campion and Lorenzo Romano to the Diginex team,” said Miles Pelham, Chairman and Founder of Diginex. “Their deep understanding of commercial dynamics and passion for sustainable innovation makes them the ideal leaders to advance our Sustainable RegTech solutions. Their appointments mark an exciting step forward as we continue to support businesses worldwide in achieving their sustainability goals as well as look to grow through accretive M&A transactions.”

About Diginex Limited

Diginex Limited (Nasdaq: DGNX; ISIN KYG286871044), headquartered in London, is a sustainable RegTech business that empowers businesses and governments to streamline ESG, climate, and supply chain data collection and reporting. The Company utilizes blockchain, AI, machine learning and data analysis technology to lead change and increase transparency in corporate regulatory reporting and sustainable finance. Diginex’s products and services solutions enable companies to collect, evaluate and share sustainability data through easy-to-use software.

The award-winning diginexESG platform supports 17 global frameworks, including GRI (the “Global Reporting Initiative”), SASB (the “Sustainability Accounting Standards Board”), and TCFD (the “Task Force on Climate-related Financial Disclosures”). Clients benefit from end-to-end support, ranging from materiality assessments and data management to stakeholder engagement, report generation and an ESG Ratings Support Service.

For more information, please visit the Company’s website: https://www.diginex.com/.

Forward-Looking Statements

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

For investor and media inquiries, please contact:

Diginex
Investor Relations
Email: ir@diginex.com

IR Contact – Europe
Anna Höffken
Phone: +49.40.609186.0
Email: diginex@kirchhoff.de

IR Contact – US
Kincade Ayers
Lambert by LLYC
Phone: +1 (616) 258-5794
Email: kincade.ayers@llyc.global

IR Contact – Asia
Shelly Cheng
Strategic Public Relations Group Ltd.
Phone: +852 2864 4857
Email: sprg_diginex@sprg.com.hk

The MIL Network –

April 29, 2025

MIL-OSI: Transocean Ltd. Reports First Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

	Three months ended									Three months ended
	March 31,			December 31,			sequential			March 31,			year-over-year
	2025			2024			change			2024			change
(In millions, except per share amounts, percentages and backlog)
Contract drilling revenues	$	906		$	952		$	(46	)	$	763		$	143
Revenue efficiency ⁽¹⁾		95.5	%		93.5	%					92.9	%
Operating and maintenance expense	$	618		$	579		$	(39	)	$	523		$	(95	)
Net income (loss) attributable to controlling interest	$	(79	)	$	7		$	(86	)	$	98		$	(177	)
Basic earnings (loss) per share	$	(0.09	)	$	0.01		$	(0.10	)	$	0.12		$	(0.21	)
Diluted earnings (loss) per share	$	(0.11	)	$	(0.11	)	$	—		$	0.11		$	(0.22	)

Adjusted EBITDA	$	244		$	323		$	(79	)	$	199		$	45
Adjusted EBITDA margin		26.9	%		33.9	%					26.0	%
Adjusted net income (loss)	$	(65	)	$	27		$	(92	)	$	(22	)	$	(43	)
Adjusted diluted loss per share	$	(0.10	)	$	(0.09	)	$	(0.01	)	$	(0.03	)	$	(0.07	)


Backlog as of the April 2025 Fleet Status Report	$	7.9	billion

STEINHAUSEN, Switzerland, April 28, 2025 (GLOBE NEWSWIRE) — Transocean Ltd. (NYSE: RIG) today reported a net loss attributable to controlling interest of $79 million, or loss of $0.11 per diluted share, for the three months ended March 31, 2025.

First quarter results included $14 million, $0.01 per diluted share, for unfavorable discrete tax items, net. After consideration of these discrete items, first quarter 2025 adjusted net loss was $65 million, or loss of $0.10 per diluted share.

Contract drilling revenues for the three months ended March 31, 2025, decreased sequentially by $46 million to $906 million, primarily due to lower revenues generated by one rig that was undergoing contract preparation and mobilization activities during the quarter, lower revenues generated by one rig that was idle in between contracts and two fewer days in the quarter, partially offset by higher revenue efficiency and average daily revenues across the fleet.

Operating and maintenance expense was $618 million, compared with $579 million in the prior quarter. The sequential increase was the result of an unfavorable legal outcome in the first quarter, a favorable legal settlement in the fourth quarter and increased costs related to a rig in shipyard, partially offset by lower in-service maintenance costs across our fleet.

General and administrative expense was $50 million, down from $56 million in the fourth quarter due primarily to decreased legal and professional fees.

Interest expense was $152 million in the first and fourth quarter, excluding the favorable adjustment of $36 million and $61 million, respectively, for the fair value of the bifurcated exchange feature related to the 4.625% exchangeable bonds. Interest income was $8 million, compared to $10 million in the prior quarter.

The Effective Tax Rate⁽²⁾ was (95.8)%, down from 89.0% in the prior quarter. The decrease was primarily due to lower operating income in the current quarter compared to the prior quarter. The Effective Tax Rate excluding discrete items was (62.3)% compared to 56.7% in the previous quarter. In the first quarter, cash paid for taxes was $13 million.

Cash provided by operating activities was $26 million during the first quarter of 2025, representing a decrease of $180 million compared to the prior quarter. The sequential decrease was in large part due to reduced collections from customers and increased payroll-related payments that regularly occur in the first quarter of each year.

First quarter 2025 capital expenditures of $60 million, compared to $29 million in the prior quarter, were related to capital upgrades for certain rigs in our fleet.

“The Transocean team delivered a solid quarter, with an adjusted EBITDA of $244 million on revenues of $906 million,” said Chief Executive Officer, Jeremy Thigpen. “We also improved our balance sheet with the repayment of $210 million in outstanding debt.”

Thigpen concluded, “While uncertain macroeconomic conditions have resulted in near-term market volatility, including commodity prices, Transocean is very well-positioned to navigate this evolving landscape. In addition to continuing to deliver strong operating performance across our highly contracted fleet, we remain engaged in constructive conversations with our customers on opportunities several years in the future.”

Non-GAAP Financial Measures

We present our operating results in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”). We believe certain financial measures, such as EBITDA, Adjusted EBITDA, Adjusted Net Income and Free Cash Flow, which are non-GAAP measures, provide users of our financial statements with supplemental information that may be useful in evaluating our operating performance. We believe that such non-GAAP measures, when read in conjunction with our operating results presented under U.S. GAAP, can be used to better assess our performance from period to period and relative to performance of other companies in our industry, without regard to financing methods, historical cost basis or capital structure. Such non-GAAP measures should be considered as a supplement to, and not as a substitute for, financial measures prepared in accordance with U.S. GAAP.

All non-GAAP measure reconciliations to the most comparative U.S. GAAP measures are displayed in quantitative schedules on the company’s website at: www.deepwater.com.

About Transocean

Transocean is a leading international provider of offshore contract drilling services for oil and gas wells. The company specializes in technically demanding sectors of the global offshore drilling business with a particular focus on ultra-deepwater and harsh environment drilling services, and operates the highest specification floating offshore drilling fleet in the world.

Transocean owns or has partial ownership interests in and operates a fleet of 34 mobile offshore drilling units, consisting of 26 ultra-deepwater floaters and eight harsh environment floaters.

For more information about Transocean, please visit: www.deepwater.com.

Conference Call Information

Transocean will conduct a teleconference starting at 10 a.m. EDT, 4 p.m. CEST, on Tuesday, April 29, 2025, to discuss the results. To participate, dial +1 785-424-1619 and refer to conference code 119877 approximately 15 minutes prior to the scheduled start time.

The teleconference will be simulcast in a listen-only mode at: www.deepwater.com, by selecting Investors, News, and Webcasts. Supplemental materials that may be referenced during the teleconference will be available at: www.deepwater.com, by selecting Investors, Financial Reports.

A replay of the conference call will be available after 1 p.m. EDT, 7 p.m. CEST, on Tuesday, April 29, 2025. The replay, which will be archived for approximately 30 days, can be accessed at +1 402-220-7202, passcode 119877. The replay will also be available on the company’s website.

Forward-Looking Statements

The statements described herein that are not historical facts are 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. These statements could contain words such as “possible,” “intend,” “will,” “if,” “expect,” or other similar expressions. Forward-looking statements are based on management’s current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, actual results could differ materially from those indicated in these forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, estimated duration of customer contracts, contract dayrate amounts, future contract commencement dates and locations, planned shipyard projects and other out-of-service time, sales of drilling units, timing of the company’s newbuild deliveries, operating hazards and delays, risks associated with international operations, actions by customers and other third parties, the fluctuation of current and future prices of oil and gas, the global and regional supply and demand for oil and gas, the intention to scrap certain drilling rigs, the success of our business following prior acquisitions, the effects of the spread of and mitigation efforts by governments, businesses and individuals related to contagious illnesses, and other factors, including those and other risks discussed in the company’s most recent Annual Report on Form 10-K for the year ended December 31, 2024, and in the company’s other filings with the SEC, which are available free of charge on the SEC’s website at: www.sec.gov. Should one or more of these risks or uncertainties materialize (or the other consequences of such a development worsen), or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or expressed or implied by such forward-looking statements. All subsequent written and oral forward-looking statements attributable to the company or to persons acting on our behalf are expressly qualified in their entirety by reference to these risks and uncertainties. You should not place undue reliance on forward-looking statements. Each forward-looking statement speaks only as of the date of the particular statement, and we undertake no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that occur, or which we become aware of, after the date hereof, except as otherwise may be required by law.

This press release, or referenced documents, do not constitute an offer to sell, or a solicitation of an offer to buy, any securities, and do not constitute an offering prospectus within the meaning of the Swiss Financial Services Act (“FinSA”) or advertising within the meaning of the FinSA. Investors must rely on their own evaluation of Transocean and its securities, including the merits and risks involved. Nothing contained herein is, or shall be relied on as, a promise or representation as to the future performance of Transocean.

Notes

(1)		Revenue efficiency is defined as actual operating revenues, excluding revenues for contract terminations and reimbursements, for the measurement period divided by the maximum revenue calculated for the measurement period, expressed as a percentage. Maximum revenue is defined as the greatest amount of contract drilling revenues the drilling unit could earn for the measurement period, excluding revenues for incentive provisions, reimbursements and contract terminations. See the accompanying schedule entitled “Revenue Efficiency.”

(2)		Effective Tax Rate is defined as income tax expense or benefit divided by income or loss before income taxes. See the accompanying schedule entitled “Supplemental Effective Tax Rate Analysis.”

Analyst Contact:
Alison Johnson
+1 713-232-7214

Media Contact:
Pam Easton
+1 713-232-7647


TRANSOCEAN LTD. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In millions, except per share data) (Unaudited)

	Three months ended
	March 31,
	2025			2024

Contract drilling revenues	$	906		$	763

Costs and expenses
Operating and maintenance		618			523
Depreciation and amortization		176			185
General and administrative		50			52
		844			760

Gain (loss) on disposal of assets, net		2			(6	)
Operating income (loss)		64			(3	)

Other income (expense), net
Interest income		8			15
Interest expense, net of amounts capitalized		(116	)		(117	)
Other, net		4			12
		(104	)		(90	)
Loss before income tax expense (benefit)		(40	)		(93	)
Income tax expense (benefit)		39			(191	)

Net income (loss)		(79	)		98
Net income attributable to noncontrolling interest		—			—
Net income (loss) attributable to controlling interest	$	(79	)	$	98

Earnings (loss) per share
Basic	$	(0.09	)	$	0.12
Diluted	$	(0.11	)	$	0.11

Weighted-average shares outstanding
Basic		883			819
Diluted		958			955


TRANSOCEAN LTD. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In millions, except share data) (Unaudited)

	March 31,			December 31,
	2025			2024
Assets
Cash and cash equivalents	$	263		$	560
Accounts receivable, net of allowance of $2 at March 31, 2025 and December 31, 2024		551			564
Materials and supplies, net of allowance of $184 and $178 at March 31, 2025 and December 31, 2024, respectively		453			439
Assets held for sale		344			343
Restricted cash and cash equivalents		428			381
Other current assets		165			165
Total current assets		2,204			2,452

Property and equipment		22,460			22,417
Less accumulated depreciation		(6,746	)		(6,586	)
Property and equipment, net		15,714			15,831

Deferred tax assets, net		50			45
Other assets		1,051			1,043
Total assets	$	19,019		$	19,371

Liabilities and equity
Accounts payable	$	273		$	255
Accrued income taxes		24			31
Debt due within one year		712			686
Other current liabilities		647			691
Total current liabilities		1,656			1,663

Long-term debt		5,936			6,195
Deferred tax liabilities, net		519			499
Other long-term liabilities		697			729
Total long-term liabilities		7,152			7,423

Commitments and contingencies

Shares, $0.10 par value, 1,057,879,029 authorized, 141,262,093 conditionally authorized, 940,828,901 issued
and 883,261,456 outstanding at March 31, 2025, and $0.10 par value, 1,057,879,029 authorized,
141,262,093 conditionally authorized, 940,828,901 issued and 875,830,772 outstanding at December 31, 2024		88			87
Additional paid-in capital		14,887			14,880
Accumulated deficit		(4,624	)		(4,545	)
Accumulated other comprehensive loss		(141	)		(138	)
Total controlling interest shareholders’ equity		10,210			10,284
Noncontrolling interest		1			1
Total equity		10,211			10,285
Total liabilities and equity	$	19,019		$	19,371


TRANSOCEAN LTD. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In millions) (Unaudited)

	Three months ended
	March 31,
	2025			2024
Cash flows from operating activities
Net income (loss)	$	(79	)	$	98
Adjustments to reconcile to net cash provided by (used in) operating activities:
Amortization of contract intangible asset		—			4
Depreciation and amortization		176			185
Share-based compensation expense		8			11
(Gain) loss on disposal of assets, net		(2	)		6
Amortization of debt-related balances, net		13			13
Gain on adjustment to bifurcated compound exchange feature		(36	)		(10	)
Loss on impairment of investment in unconsolidated affiliates		—			1
Deferred income tax expense (benefit)		15			(164	)
Other, net		4			—
Changes in deferred revenues, net		(38	)		77
Changes in deferred costs, net		(12	)		(38	)
Changes in other operating assets and liabilities, net		(23	)		(269	)
Net cash provided by (used in) operating activities		26			(86	)

Cash flows from investing activities
Capital expenditures		(60	)		(83	)
Investment in loan to unconsolidated affiliate		—			(2	)
Proceeds from disposal of assets, net of costs to sell		2			44
Net cash used in investing activities		(58	)		(41	)

Cash flows from financing activities
Repayments of debt		(210	)		(151	)
Other, net		(8	)		(1	)
Net cash used in financing activities		(218	)		(152	)

Net decrease in unrestricted and restricted cash and cash equivalents		(250	)		(279	)
Unrestricted and restricted cash and cash equivalents, beginning of period		941			995
Unrestricted and restricted cash and cash equivalents, end of period	$	691		$	716


TRANSOCEAN LTD. AND SUBSIDIARIES
FLEET OPERATING STATISTICS


	Three months ended
	March 31,		December 31,		March 31,
Contract Drilling Revenues (in millions)	2025		2024		2024
Ultra-deepwater floaters	$	658	$	675	$	569
Harsh environment floaters		248		277		194
Total contract drilling revenues	$	906	$	952	$	763

	Three months ended
	March 31,		December 31,		March 31,
Average Daily Revenue ⁽¹⁾	2025		2024		2024
Ultra-deepwater floaters	$	443,600	$	428,200	$	422,900
Harsh environment floaters		443,600		452,600		367,900
Total fleet average daily revenue	$	443,600	$	434,700	$	408,200

	Three months ended
	March 31,		December 31,		March 31,
Revenue Efficiency ⁽²⁾	2025		2024		2024
Ultra-deepwater floaters	94.3	%	92.0	%	92.7	%
Harsh environment floaters	99.3	%	97.6	%	93.3	%
Total fleet average revenue efficiency	95.5	%	93.5	%	92.9	%

	Three months ended
	March 31,		December 31,		March 31,
Utilization ⁽³⁾	2025		2024		2024
Ultra-deepwater floaters	61.5	%	64.3	%	51.2	%
Harsh environment floaters	69.5	%	75.0	%	62.0	%
Total fleet average rig utilization	63.4	%	66.8	%	53.7	%


⁽¹⁾ Average daily revenue is defined as operating revenues, excluding revenues for contract terminations, reimbursements and contract intangible amortization, earned per operating day. An operating day is defined as a day for which a rig is contracted to earn a dayrate during the firm contract period after operations commence.

⁽²⁾ Revenue efficiency is defined as actual operating revenues, excluding revenues for contract terminations and reimbursements, for the measurement period divided by the maximum revenue calculated for the measurement period, expressed as a percentage. Maximum revenue is defined as the greatest amount of contract drilling revenues the drilling unit could earn for the measurement period, excluding revenues for incentive provisions, reimbursements and contract terminations.

⁽³⁾ Rig utilization is defined as the total number of operating days divided by the total number of rig calendar days in the measurement period, expressed as a percentage.


TRANSOCEAN LTD. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS
ADJUSTED NET INCOME (LOSS) AND ADJUSTED DILUTED EARNINGS (LOSS) PER SHARE
(in millions, except per share data)


	YTD
	03/31/25
Adjusted Net Loss
Net loss attributable to controlling interest, as reported	$	(79	)
Discrete tax items		14
Net loss, as adjusted	$	(65	)

Adjusted Diluted Loss Per Share:
Diluted loss per share, as reported	$	(0.11	)
Discrete tax items		0.01
Diluted loss per share, as adjusted	$	(0.10	)

	YTD			QTD			YTD			QTD			YTD			QTD			YTD
	12/31/24			12/31/24			09/30/24			09/30/24			06/30/24			06/30/24			03/31/24
Adjusted Net Income (Loss)
Net income (loss) attributable to controlling interest, as reported	$	(512	)	$	7		$	(519	)	$	(494	)	$	(25	)	$	(123	)	$	98
Loss on impairment of assets, net of tax		755			—			755			617			138			138			—
Loss on impairment of investment in unconsolidated affiliates		5			—			5			—			5			4			1
Gain on retirement of debt		(161	)		—			(161	)		(21	)		(140	)		(140	)		—
Discrete tax items		(141	)		20			(161	)		(38	)		(123	)		(2	)		(121	)
Net income (loss), as adjusted	$	(54	)	$	27		$	(81	)	$	64		$	(145	)	$	(123	)	$	(22	)

Adjusted Diluted Earnings (Loss) Per Share:
Diluted earnings (loss) per share, as reported	$	(0.76	)	$	(0.11	)	$	(0.65	)	$	(0.58	)	$	(0.03	)	$	(0.15	)	$	0.11
Loss on impairment of assets, net of tax		0.82			—			0.82			0.64			0.17			0.17			—
Loss on impairment of investment in unconsolidated affiliates		0.01			—			0.01			—			—			—			—
Gain on retirement of debt		(0.18	)		—			(0.18	)		(0.02	)		(0.17	)		(0.17	)		—
Discrete tax items		(0.15	)		0.02			(0.18	)		(0.04	)		(0.15	)		—			(0.14	)
Diluted earnings (loss) per share, as adjusted	$	(0.26	)	$	(0.09	)	$	(0.18	)	$	—		$	(0.18	)	$	(0.15	)	$	(0.03	)


TRANSOCEAN LTD. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS
ADJUSTED CONTRACT DRILLING REVENUES
EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION AND RELATED MARGINS
(in millions, except percentages)


	YTD
	03/31/25

Contract drilling revenues	$	906

Net loss	$	(79	)
Interest expense, net of interest income		108
Income tax expense		39
Depreciation and amortization		176
EBITDA		244

Adjusted EBITDA	$	244


Loss margin		(8.7	)%
EBITDA margin		26.9	%
Adjusted EBITDA margin		26.9	%


	YTD			QTD			YTD			QTD			YTD			QTD			YTD
	12/31/24			12/31/24			09/30/24			09/30/24			06/30/24			06/30/24			03/31/24

Contract drilling revenues	$	3,524		$	952		$	2,572		$	948		$	1,624		$	861		$	763
Contract intangible asset amortization		4			—			4			—			4			—			4
Adjusted Contract Drilling Revenues	$	3,528		$	952		$	2,576		$	948		$	1,628		$	861		$	767

Net income (loss)	$	(512	)	$	7		$	(519	)	$	(494	)	$	(25	)	$	(123	)	$	98
Interest expense, net of interest income		312			81			231			69			162			60			102
Income tax expense (benefit)		(11	)		55			(66	)		(31	)		(35	)		156			(191	)
Depreciation and amortization		739			180			559			190			369			184			185
Contract intangible asset amortization		4			—			4			—			4			—			4
EBITDA		532			323			209			(266	)		475			277			198

Loss on impairment of assets		772			—			772			629			143			143			—
Loss on impairment of investment in unconsolidated affiliates		5			—			5			—			5			4			1
Gain on retirement of debt		(161	)		—			(161	)		(21	)		(140	)		(140	)		—
Adjusted EBITDA	$	1,148		$	323		$	825		$	342		$	483		$	284		$	199


Profit (loss) margin		(14.5	)%		0.7	%		(20.2	)%		(52.0	)%		(1.5	)%		(14.3	)%		12.9	%
EBITDA margin		15.1	%		33.9	%		8.1	%		(28.1	)%		29.2	%		32.2	%		25.8	%
Adjusted EBITDA margin		32.5	%		33.9	%		32.0	%		36.0	%		29.7	%		33.0	%		26.0	%



TRANSOCEAN LTD. AND SUBSIDIARIES
SUPPLEMENTAL EFFECTIVE TAX RATE ANALYSIS
(in millions, except tax rates)


	Three months ended
	March 31,			December 31,			March 31,
	2025			2024			2024

Income (loss) before income taxes	$	(40	)	$	62		$	(93	)
Loss on impairment of investment in unconsolidated affiliates		—			—			1
Adjusted income (loss) before income taxes	$	(40	)	$	62		$	(92	)


Income tax expense (benefit)	$	39		$	55		$	(191	)
Loss on impairment of investment in unconsolidated affiliates		—			—			—
Changes in estimates (1)		(14	)		(20	)		121
Adjusted income tax expense (benefit)	$	25		$	35		$	(70	)

Effective Tax Rate (2)		(95.8	)%		89.0	%		206.0	%

Effective Tax Rate, excluding discrete items (3)		(62.3	)%		56.7	%		76.9	%


(1) Our estimates change as we file tax returns, settle disputes with tax authorities, or become aware of changes in laws, operational changes and rig movements that have an effect on our (a) deferred taxes, (b) valuation allowances on deferred taxes and (c) other tax liabilities.

(2) Our effective tax rate is calculated as income tax expense or benefit divided by income or loss before income taxes.

(3) Our effective tax rate, excluding discrete items, is calculated as income tax expense or benefit, excluding various discrete items (such as changes in estimates and tax on items excluded from income before income taxes), divided by income or loss before income taxes, excluding gains and losses on sales and similar items pursuant to the accounting standards for income taxes related to estimating the annual effective tax rate.


TRANSOCEAN LTD. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS
FREE CASH FLOW AND LEVERED FREE CASH FLOW
(in millions)


																			YTD
																			03/31/25

Cash provided by operating activities																			$	26
Capital expenditures																				(60	)
Free Cash Flow																				(34	)
Debt repayments																				(210	)
Debt repayments, paid from debt proceeds																				–
Levered Free Cash Flow																			$	(244	)



	YTD			QTD			YTD			QTD			YTD			QTD			YTD
	12/31/24			12/31/24			09/30/24			09/30/24			06/30/24			06/30/24			03/31/24

Cash provided by (used in) operating activities	$	447		$	206		$	241		$	194		$	47		$	133		$	(86	)
Capital expenditures		(254	)		(29	)		(225	)		(58	)		(167	)		(84	)		(83	)
Free Cash Flow		193			177			16			136			(120	)		49			(169	)
Debt repayments		(2,103	)		(30	)		(2,073	)		(258	)		(1,815	)		(1,664	)		(151	)
Debt repayments, paid from debt proceeds		1,748			–			1,748			99			1,649			1,649			–
Levered Free Cash Flow	$	(162	)	$	147		$	(309	)	$	(23	)	$	(286	)	$	34		$	(320	)



	YTD			QTD			YTD			QTD			YTD			QTD			YTD
	12/31/23			12/31/23			09/30/23			09/30/23			06/30/23			06/30/23			03/31/23

Cash provided by (used in) operating activities	$	164		$	98		$	66		$	(44	)	$	110		$	157		$	(47	)
Capital expenditures		(427	)		(220	)		(207	)		(50	)		(157	)		(76	)		(81	)
Free Cash Flow		(263	)		(122	)		(141	)		(94	)		(47	)		81			(128	)
Debt repayments		(1,717	)		(10	)		(1,707	)		(139	)		(1,568	)		(4	)		(1,564	)
Debt repayments, paid from debt proceeds		1,156			–			1,156			–			1,156			–			1,156
Levered Free Cash Flow	$	(824	)	$	(132	)	$	(692	)	$	(233	)	$	(459	)	$	77		$	(536	)

The MIL Network –

April 29, 2025

MIL-OSI: RBB Bancorp Reports First Quarter 2025 Earnings

Source: GlobeNewswire (MIL-OSI)

LOS ANGELES, April 28, 2025 (GLOBE NEWSWIRE) — RBB Bancorp (NASDAQ:RBB) and its subsidiaries, Royal Business Bank (the “Bank”) and RBB Asset Management Company (“RAM”), collectively referred to herein as the “Company,” announced financial results for the quarter ended March 31, 2025.

First Quarter 2025 Highlights

Net income totaled $2.3 million, or $0.13 diluted earnings per share
Return on average assets of 0.24%, compared to 0.44% for the quarter ended December 31, 2024
Net interest margin expanded to 2.88%, up from 2.76% for the quarter ended December 31, 2024
Net loans held for investment growth of $89.8 million, or 12% annualized
Nonperforming assets decreased $16.5 million, or 20.3%, to $64.6 million at March 31, 2025, down from $81.0 million at December 31, 2024
Book value and tangible book value per share⁽¹⁾ increased to $28.77 and $24.63 at March 31, 2025, up from $28.66 and $24.51 at December 31, 2024

The Company reported net income of $2.3 million, or $0.13 diluted earnings per share, for the quarter ended March 31, 2025, compared to net income of $4.4 million, or $0.25 diluted earnings per share, for the quarter ended December 31, 2024. First quarter of 2025 net income included $6.7 million in pre-tax provision for credit losses mostly related to reducing exposure to nonperforming loans, including higher specific reserves.

“First quarter net income declined to $2.3 million, or 13 cents per share, as we took decisive action to address our nonperforming loans,” said David Morris, Chief Executive Officer of RBB Bancorp. “We reduced our net exposure to nonperforming loans to $51 million, including specific reserves, or 32% since year end. We remain focused on resolving our nonperforming loans as quickly as possible while minimizing the impact to earnings and capital and we think our actions in the first quarter reflect this.”

“Our loan production was relatively strong during the first quarter driven by continued execution of our initiatives, which resulted in 12% annualized net loan growth. Our loan prospect pipeline continues to be healthy, and we anticipate loan growth to continue in the second quarter, albeit likely at a more moderate pace,” said Johnny Lee, President of RBB Bancorp and President and Chief Executive Officer of the Bank. “While the market environment is volatile, we have not observed significant signs of financial impact to our clients at this time.”

(1

)

Reconciliations of the non–U.S. generally accepted accounting principles (“GAAP”) measures included at the end of this press release.

Net Interest Income and Net Interest Margin

Net interest income was $26.2 million for the first quarter of 2025, compared to $26.0 million for the fourth quarter of 2024. The $186,000 increase was due to a $2.4 million decrease in interest expense, offset by a $2.2 million decrease in interest income. The decrease in interest income was mostly due to the impact of fewer days in the quarter of $1.2 million and lower average excess liquidity (cash and cash equivalents and investment securities) of $1.5 million. The decrease in interest expense was mostly due to the impact of lower average funding rates of $1.5 million, fewer days in the quarter of $621,000 and lower average interest-bearing liabilities of $336,000. The $1.5 million attributed to lower average funding rates included $1.8 million due to a 29 basis point decrease in the average cost of interest-bearing deposits.

The net interest margin (“NIM”) was 2.88% for the first quarter of 2025, an increase of 12 basis points from 2.76% for the fourth quarter of 2024. The NIM expansion was due to a 17 basis point decrease in the overall cost of funds, partially offset by a 3 basis point decrease in the yield on average interest-earning assets. The yield on average interest-earning assets decreased to 5.76% for the first quarter of 2025 from 5.79% for the fourth quarter of 2024 due mainly to a decrease in the yield on average cash and cash equivalents of 32 basis points and average loans of 2 basis points, partially offset by the benefit of a change in the mix in average-earning assets. Average loans represented 84% of average interest-earning assets in the first quarter of 2025, as compared to 82% in the fourth quarter of 2024.

The average cost of funds decreased to 3.15% for the first quarter of 2025 from 3.32% for the fourth quarter of 2024, driven by a 29 basis point decrease in the average cost of interest-bearing deposits, partially offset by a 38 basis point increase in the average cost of borrowings. The average cost of interest-bearing deposits decreased to 3.77% for the first quarter of 2025 from 4.06% for the fourth quarter of 2024. During the first quarter of 2025, $150.0 million in Federal Home Loan Bank (“FHLB”) advances with an average cost of 1.18% matured and were largely replaced with $110.0 million in FHLB advances with various terms at an average rate of 3.88%. The overall funding mix for the first quarter of 2025 remained relatively unchanged from the fourth quarter of 2024 with total deposits representing 90% of the funding mix and average noninterest-bearing deposits representing 17% of average total deposits. The all-in average spot rate for total deposits was 3.06% at March 31, 2025.

Provision for Credit Losses

The provision for credit losses was $6.7 million for the first quarter of 2025 compared to $6.0 million for the fourth quarter of 2024. The first quarter of 2025 provision for credit losses was due to an increase in specific reserves of $2.8 million, net charge-offs of $2.6 million and an increase in general reserves of $1.3 million due mainly to net loan growth. The first quarter increase in specific reserves related mostly to two lending relationships. Net charge-offs included $1.4 million related to a bulk sale of $10.8 million in underperforming single-family residential (“SFR”) mortgage loans, of which $6.5 million were on nonaccrual at the end of the year, and $1.2 million related to an $8.8 million loan transferred to other real estate owned (“OREO”) and subsequently sold. Net charge-offs on an annualized basis represented 0.35% of average loans for the first quarter of 2025 compared to 0.26% for the fourth quarter of 2024. The first quarter provision also took into consideration factors such as changes in loan balances, the loan portfolio mix, the outlook for economic conditions and market interest rates, and changes in credit quality metrics, including changes in nonperforming loans, special mention and substandard loans during the period.

Noninterest Income

Noninterest income for the first quarter of 2025 was $2.3 million, a decrease of $434,000 from $2.7 million for the fourth quarter of 2024. This decrease was mostly due to the fourth quarter of 2024 including $258,000 of income from a Bank Enterprise Award grant (included in other income) and lower net gain on sale of loans as compared to the fourth quarter of 2024.

Noninterest Expense

Noninterest expense for the first quarter of 2025 was $18.5 million, an increase of $873,000 from $17.6 million for the fourth quarter of 2024. This increase was mostly due to higher salaries and employee benefits expense of $716,000 attributed to higher payroll taxes and annual pay increases, which are typically reflected in the first quarter of the year. The annualized noninterest expenses to average assets ratio was 1.90% for the first quarter of 2025, up from 1.76% for the fourth quarter of 2024. The efficiency ratio was 65.1% for the first quarter of 2025, up from 61.5% for the fourth quarter of 2024 due mostly to higher noninterest expense.

Income Taxes

The effective tax rate was 28.2% for the first quarter of 2025 and 13.3% for the fourth quarter of 2024. The increase in the effective tax rate for the first quarter was due in part to lower tax credits combined with higher estimated pre-tax net income for the full year of 2025 as compared to the prior quarter.2

Balance Sheet

At March 31, 2025, total assets were $4.0 billion, a $16.9 million increase compared to December 31, 2024, and a $131.4 million increase compared to March 31, 2024.

Loan and Securities Portfolio

Loans held for investment (“HFI”) totaled $3.1 billion as of March 31, 2025, an increase of $89.8 million, or 12% annualized, compared to December 31, 2024 and an increase of $115.7 million, or 3.8%, compared to March 31, 2024. The first quarter of 2025 net loan growth included $201 million in new production with an average yield of 6.77%. When loan sales, charge-offs, and foreclosures totaling $28.6 million are considered, the annualized first quarter net loan growth rate was 16%. The increase from December 31, 2024 was primarily due to a $51.8 million increase in SFR mortgage loans, a $44.0 million increase in commercial real estate (“CRE”) loans, a $6.0 million increase in commercial and industrial (“C&I”) loans and a $3.4 million increase in Small Business Administration (“SBA”) loans, partially offset by a $14.4 million decrease in construction and land development (“C&D”) loans. The loan to deposit ratio was 98.4% at March 31, 2025, compared to 97.5% at December 31, 2024 and 98.6% at March 31, 2024.

As of March 31, 2025, available for sale securities totaled $378.2 million, a decrease of $42.0 million from December 31, 2024, primarily related to the net decrease in short-term commercial paper of $41.4 million due to maturity and purchase activity during the first quarter of 2025. As of March 31, 2025, net unrealized losses totaled $25.0 million, a $4.2 million decrease, when compared to net unrealized losses of $29.2 million as of December 31, 2024.

Deposits

Total deposits were $3.1 billion as of March 31, 2025, an increase of $58.8 million, or 7.7% annualized, compared to December 31, 2024 and an increase of $114.3 million, or 3.8%, compared to March 31, 2024. The increase during the first quarter of 2025 was due to a $93.6 million increase in interest-bearing deposits, while noninterest-bearing deposits decreased $34.8 million. The increase in interest-bearing deposits included increases in non-maturity deposits of $58.2 million and time deposits of $35.5 million. Wholesale deposits totaled $158.5 million at March 31, 2025, and $147.5 million at December 31, 2024. Noninterest-bearing deposits totaled $528.2 million and represented 16.8% of total deposits at March 31, 2025 compared to $563.0 million and 18.3% at December 31, 2024.

Credit Quality

Nonperforming assets totaled $64.6 million, or 1.61% of total assets, at March 31, 2025, down from $81.0 million, or 2.03% of total assets, at December 31, 2024. The $16.5 million decrease in nonperforming assets was due to sales totaling $20.0 million and payoffs or paydowns of $1.8 million, partially offset by the addition of one $5.3 million CRE loan placed on nonaccrual status in the first quarter of 2025. Nonperforming assets included one $4.2 million OREO (included in “Accrued interest and other assets”) at March 31, 2025, which was a nonaccrual loan at December 31, 2024.

Special mention loans totaled $64.3 million, or 2.05% of total loans, at March 31, 2025, down from $65.3 million, or 2.14% of total loans, at December 31, 2024. The $1.1 million decrease was primarily due to the upgrade of one $1.7 million CRE loan to a pass-rated loan, offset by the addition of one $578,000 C&I loan. All special mention loans are paying current.

Substandard loans totaled $76.4 million at March 31, 2025, down from $100.3 million at December 31, 2024. This $24.0 million decrease was primarily due to loan sales totaling $11.7 million, transfers to OREO totaling $12.8 million, of which $8.8 million was subsequently sold during the first quarter of 2025, and payoffs and paydowns totaling $5.4 million, partially offset by the downgrade of two loans totaling $6.2 million. Of the total substandard loans at March 31, 2025, there were $16.0 million on accrual status.

30-89 day delinquent loans, excluding nonperforming loans, totaled $5.9 million, or 0.19% of total loans, at March 31, 2025, down from $22.1 million, or 0.72% of total loans, at December 31, 2024. The $16.2 million decrease was mostly due to $16.3 million in loans returning to current status, $2.9 million in SFR mortgage loans included in the bulk sale of several underperforming SFR mortgage loans and $398,000 in paydowns and payoffs, offset by $3.5 million in new delinquent loans.3

As of March 31, 2025, the allowance for credit losses totaled $52.6 million and was comprised of an allowance for loan losses of $51.9 million and a reserve for unfunded commitments of $629,000 (included in “Accrued interest and other liabilities”). This compares to the allowance for credit losses of $48.5 million, comprised of an allowance for loan losses of $47.7 million and a reserve for unfunded commitments of $729,000 at December 31, 2024. The $4.1 million increase in the allowance for credit losses for the first quarter of 2025 was due to a $6.7 million provision for credit losses offset by net charge-offs of $2.6 million. Net charge-offs included $1.4 million related to a bulk sale of $10.8 million in underperforming SFR mortgage loans, of which $6.5 million were on nonaccrual at the end of the year, and $1.2 million related to an $8.8 million loan transferred to OREO and subsequently sold. The allowance for loan losses as a percentage of loans HFI increased to 1.65% at March 31, 2025, compared to 1.56% at December 31, 2024, due to an increase in specific reserves. The allowance for loan losses as a percentage of nonperforming loans HFI was 86% at March 31, 2025, an increase from 68% at December 31, 2024.

	For the Three Months Ended March 31, 2025
*(dollars in thousands)*	Allowance for loan losses			Reserve for unfunded loan commitments			Allowance for credit losses
Beginning balance	$	47,729		$	729		$	48,458
Provision for (reversal of) credit losses		6,846			(100	)		6,746
Less loans charged-off		(2,727	)		—			(2,727	)
Recoveries on loans charged-off		84			—			84
Ending balance	$	51,932		$	629		$	52,561

Shareholders’ Equity

At March 31, 2025, total shareholders’ equity was $510.3 million, a $2.4 million increase compared to December 31, 2024, and a $3.7 million decrease compared to March 31, 2024. The increase in shareholders’ equity for the first quarter of 2025 was due to lower net unrealized losses on available for sale securities of $3.0 million, net income of $2.3 million and equity compensation activity of $43,000, offset by common stock cash dividends paid of $2.9 million. The decrease in shareholders’ equity for the last twelve months was due to common stock repurchases of $19.2 million and dividends paid of $11.6 million on common stock, offset by net income of $20.9 million, lower net unrealized losses on available for sale securities of $3.7 million, and equity compensation activity of $2.5 million. Book value per share and tangible book value per share⁽¹⁾ increased to $28.77 and $24.63 at March 31, 2025, up from $28.66 and $24.51 at December 31, 2024 and up from $27.67 and $23.68 at March 31, 2024.

(1

)

Reconciliations of the non–U.S. generally accepted accounting principles (“GAAP”) measures included at the end of this press release.

Corporate Overview

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

Conference Call

Management will hold a conference call at 11:00 a.m. Pacific time/2:00 p.m. Eastern time on Tuesday, April 29, 2025, to discuss the Company’s first quarter 2025 financial results.

To listen to the conference call, please dial 1-888-506-0062 or 1-973-528-0011, the Participant ID code is 534591, conference ID RBBQ125. A replay of the call will be made available at 1-877-481-4010 or 1-919-882-2331, the passcode is 52277, approximately one hour after the conclusion of the call and will remain available through May 13, 2025.

The conference call will also be simultaneously webcast over the Internet; please visit our Royal Business Bank website at www.royalbusinessbankusa.com and click on the “Investors” tab to access the call from the site. This webcast will be recorded and available for replay on our website approximately two hours after the conclusion of the conference call.

Disclosure

This press release contains certain non-GAAP financial disclosures for tangible common equity and tangible assets and adjusted earnings. The Company uses certain non-GAAP financial measures to provide meaningful supplemental information regarding the Company’s operational performance and to enhance investors’ overall understanding of such financial performance. Please refer to the tables at the end of this release for a presentation of performance ratios in accordance with GAAP and a reconciliation of the non-GAAP financial measures to the GAAP financial measures.

Safe Harbor

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

RBB BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars in thousands)

	March 31,			December 31,			September 30,			June 30,			March 31,
	2025			2024			2024			2024			2024
Assets
Cash and due from banks	$	25,315		$	27,747		$	26,388		$	23,313		$	21,887
Interest-earning deposits with financial institutions		213,508			229,998			323,002			229,456			247,356
Cash and cash equivalents		238,823			257,745			349,390			252,769			269,243
Interest-earning time deposits with financial institutions		600			600			600			600			600
Investment securities available for sale		378,188			420,190			305,666			325,582			335,194
Investment securities held to maturity		5,188			5,191			5,195			5,200			5,204
Loans held for sale		655			11,250			812			3,146			3,903
Loans held for investment		3,143,063			3,053,230			3,091,896			3,047,712			3,027,361
Allowance for loan losses		(51,932	)		(47,729	)		(43,685	)		(41,741	)		(41,688	)
Net loans held for investment		3,091,131			3,005,501			3,048,211			3,005,971			2,985,673
Premises and equipment, net		24,308			24,601			24,839			25,049			25,363
Federal Home Loan Bank (FHLB) stock		15,000			15,000			15,000			15,000			15,000
Cash surrender value of bank owned life insurance		60,699			60,296			59,889			59,486			59,101
Goodwill		71,498			71,498			71,498			71,498			71,498
Servicing assets		6,766			6,985			7,256			7,545			7,794
Core deposit intangibles		1,839			2,011			2,194			2,394			2,594
Right-of-use assets		26,779			28,048			29,283			30,530			31,231
Accrued interest and other assets		87,926			83,561			70,644			63,416			65,608
Total assets	$	4,009,400		$	3,992,477		$	3,990,477		$	3,868,186		$	3,878,006
Liabilities and shareholders’ equity
Deposits:
Noninterest-bearing demand	$	528,205		$	563,012		$	543,623		$	542,971		$	539,517
Savings, NOW and money market accounts		721,216			663,034			666,089			647,770			642,840
Time deposits, $250,000 and under		1,000,106			1,007,452			1,052,462			1,014,189			1,083,898
Time deposits, greater than $250,000		893,101			850,291			830,010			818,675			762,074
Total deposits		3,142,628			3,083,789			3,092,184			3,023,605			3,028,329
FHLB advances		160,000			200,000			200,000			150,000			150,000
Long-term debt, net of issuance costs		119,624			119,529			119,433			119,338			119,243
Subordinated debentures		15,211			15,156			15,102			15,047			14,993
Lease liabilities – operating leases		28,483			29,705			30,880			32,087			32,690
Accrued interest and other liabilities		33,148			36,421			23,150			16,818			18,765
Total liabilities		3,499,094			3,484,600			3,480,749			3,356,895			3,364,020
Shareholders’ equity:
Common stock		260,284			259,957			259,280			266,160			271,645
Additional paid-in capital		3,360			3,645			3,520			3,456			3,348
Retained earnings		263,885			264,460			262,946			262,518			259,903
Non-controlling interest		72			72			72			72			72
Accumulated other comprehensive loss, net		(17,295	)		(20,257	)		(16,090	)		(20,915	)		(20,982	)
Total shareholders’ equity		510,306			507,877			509,728			511,291			513,986
Total liabilities and shareholders’ equity	$	4,009,400		$	3,992,477		$	3,990,477		$	3,868,186		$	3,878,006

RBB BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
*(In thousands, except share and per share data)*

	For the Three Months Ended
	March 31, 2025		December 31, 2024		March 31, 2024
Interest and dividend income:
Interest and fees on loans	$	45,621	$	46,374	$	45,547
Interest on interest-earning deposits		2,014		3,641		5,040
Interest on investment securities		4,136		3,962		3,611
Dividend income on FHLB stock		330		330		331
Interest on federal funds sold and other		235		248		266
Total interest and dividend income		52,336		54,555		54,795
Interest expense:
Interest on savings deposits, NOW and money market accounts		4,468		4,671		4,478
Interest on time deposits		19,084		21,361		23,322
Interest on long-term debt and subordinated debentures		1,632		1,660		1,679
Interest on FHLB advances		989		886		439
Total interest expense		26,173		28,578		29,918
Net interest income before provision for credit losses		26,163		25,977		24,877
Provision for credit losses		6,746		6,000		—
Net interest income after provision for credit losses		19,417		19,977		24,877
Noninterest income:
Service charges and fees		1,017		988		992
Gain on sale of loans		81		376		312
Loan servicing fees, net of amortization		588		492		589
Increase in cash surrender value of life insurance		403		407		382
Gain on OREO		—		—		724
Other income		206		466		373
Total noninterest income		2,295		2,729		3,372
Noninterest expense:
Salaries and employee benefits		10,643		9,927		9,927
Occupancy and equipment expenses		2,407		2,403		2,443
Data processing		1,602		1,499		1,420
Legal and professional		1,515		1,355		880
Office expenses		408		399		356
Marketing and business promotion		197		251		172
Insurance and regulatory assessments		730		677		982
Core deposit premium		172		182		201
Other expenses		848		956		588
Total noninterest expense		18,522		17,649		16,969
Income before income taxes		3,190		5,057		11,280
Income tax expense		900		672		3,244
Net income	$	2,290	$	4,385	$	8,036

Net income per share
Basic	$	0.13	$	0.25	$	0.43
Diluted	$	0.13	$	0.25	$	0.43
Cash dividends declared per common share	$	0.16	$	0.16	$	0.16
Weighted-average common shares outstanding
Basic		17,727,712		17,704,992		18,601,277
Diluted		17,770,588		17,796,840		18,666,683

RBB BANCORP AND SUBSIDIARIES
AVERAGE BALANCE SHEET AND NET INTEREST INCOME
(Unaudited)

	For the Three Months Ended
	March 31, 2025							December 31, 2024							March 31, 2024
(tax-equivalent basis,	Average		Interest		Yield /			Average		Interest		Yield /			Average		Interest		Yield /
*dollars in thousands)*	Balance		& Fees		Rate			Balance		& Fees		Rate			Balance		& Fees		Rate
Interest-earning assets
Cash and cash equivalents ⁽¹⁾	$	194,236	$	2,249		4.70	%	$	308,455	$	3,890		5.02	%	$	364,979	$	5,306		5.85	%
FHLB Stock		15,000		330		8.92	%		15,000		330		8.75	%		15,000		331		8.88	%
Securities
Available for sale ⁽²⁾		390,178		4,113		4.28	%		361,253		3,939		4.34	%		320,015		3,589		4.51	%
Held to maturity ⁽²⁾		5,189		49		3.83	%		5,194		48		3.68	%		5,207		46		3.55	%
Total loans ⁽³⁾		3,079,224		45,621		6.01	%		3,059,786		46,374		6.03	%		3,018,423		45,547		6.07	%
Total interest-earning assets		3,683,827	$	52,362		5.76	%		3,749,688	$	54,581		5.79	%		3,723,624	$	54,819		5.92	%
Total noninterest-earning assets		260,508							244,609							246,341
Total average assets	$	3,944,335						$	3,994,297						$	3,969,965

Interest-bearing liabilities
NOW		61,222		321		2.13	%	$	53,879	$	254		1.88	%	$	58,946	$	298		2.03	%
Money market		463,443		3,625		3.17	%		463,850		3,735		3.20	%		411,751		3,526		3.44	%
Saving deposits		155,116		522		1.36	%		162,351		682		1.67	%		157,227		654		1.67	%
Time deposits, $250,000 and under		989,622		10,046		4.12	%		1,034,946		11,583		4.45	%		1,175,804		13,805		4.72	%
Time deposits, greater than $250,000		864,804		9,038		4.24	%		835,583		9,778		4.66	%		785,172		9,517		4.88	%
Total interest-bearing deposits		2,534,207		23,552		3.77	%		2,550,609		26,032		4.06	%		2,588,900		27,800		4.32	%
FHLB advances		176,833		989		2.27	%		200,000		886		1.76	%		150,000		439		1.18	%
Long-term debt		119,562		1,295		4.39	%		119,466		1,295		4.31	%		119,180		1,295		4.37	%
Subordinated debentures		15,175		337		9.01	%		15,121		365		9.60	%		14,957		384		10.33	%
Total interest-bearing liabilities		2,845,777		26,173		3.73	%		2,885,196		28,578		3.94	%		2,873,037		29,918		4.19	%
Noninterest-bearing liabilities
Noninterest-bearing deposits		520,145							539,900							528,346
Other noninterest-bearing liabilities		66,151							56,993							55,795
Total noninterest-bearing liabilities		586,296							596,893							584,141
Shareholders’ equity		512,262							512,208							512,787
Total liabilities and shareholders’ equity	$	3,944,335						$	3,994,297						$	3,969,965
Net interest income / interest rate spreads			$	26,189		2.03	%			$	26,003		1.85	%			$	24,901		1.73	%
Net interest margin						2.88	%						2.76	%						2.69	%

Total cost of deposits	$	3,054,352	$	23,552		3.13	%	$	3,090,509	$	26,032		3.35	%	$	3,117,246	$	27,800		3.59	%
Total cost of funds	$	3,365,922	$	26,173		3.15	%	$	3,425,096	$	28,578		3.32	%	$	3,401,383	$	29,918		3.54	%

(1	)	Includes income and average balances for interest-earning time deposits and other miscellaneous interest-earning assets.
(2	)	Interest income and average rates for tax-exempt securities are presented on a tax-equivalent basis.
(3	)	Average loan balances relate to loans held for investment and loans held for sale and include nonaccrual loans. Interest income on loans includes the effects of discount accretion and net deferred loan origination fees and costs accounted for as yield adjustments.

RBB BANCORP AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)

	At or for the Three Months Ended
	March 31,			December 31,			March 31,
	2025			2024			2024
Per share data (common stock)
Book value	$	28.77		$	28.66		$	27.67
Tangible book value ⁽¹⁾	$	24.63		$	24.51		$	23.68
Performance ratios
Return on average assets, annualized		0.24	%		0.44	%		0.81	%
Return on average shareholders’ equity, annualized		1.81	%		3.41	%		6.30	%
Return on average tangible common equity, annualized ⁽¹⁾		2.12	%		3.98	%		7.37	%
Noninterest income to average assets, annualized		0.24	%		0.27	%		0.34	%
Noninterest expense to average assets, annualized		1.90	%		1.76	%		1.72	%
Yield on average earning assets		5.76	%		5.79	%		5.92	%
Yield on average loans		6.01	%		6.03	%		6.07	%
Cost of average total deposits ⁽²⁾		3.13	%		3.35	%		3.59	%
Cost of average interest-bearing deposits		3.77	%		4.06	%		4.32	%
Cost of average interest-bearing liabilities		3.73	%		3.94	%		4.19	%
Net interest spread		2.03	%		1.85	%		1.73	%
Net interest margin		2.88	%		2.76	%		2.69	%
Efficiency ratio ⁽³⁾		65.09	%		61.48	%		60.07	%
Common stock dividend payout ratio		123.08	%		64.00	%		37.21	%

(1	)	Non-GAAP measure. See Non–GAAP reconciliations set forth at the end of this press release.
(2	)	Total deposits include non-interest bearing deposits and interest-bearing deposits.
(3	)	Ratio calculated by dividing noninterest expense by the sum of net interest income before provision for credit losses and noninterest income.

RBB BANCORP AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)
*(Dollars in thousands)*

	At or for the quarter ended
	March 31,			December 31,			March 31,
	2025			2024			2024
Credit Quality Data:
Special mention loans	$	64,279		$	65,329		$	20,580
Special mention loans to total loans		2.05	%		2.14	%		0.68	%
Substandard loans HFI	$	76,372		$	89,141		$	57,170
Substandard loans HFS	$	—		$	11,195		$	—
Substandard loans HFI to total loans HFI		2.43	%		2.92	%		1.89	%
Loans 30-89 days past due, excluding nonperforming loans	$	5,927		$	22,086		$	20,950
Loans 30-89 days past due, excluding nonperforming loans, to total loans		0.19	%		0.72	%		0.69	%
Nonperforming loans HFI	$	60,380		$	69,843		$	35,935
Nonperforming loans HFS	$	—		$	11,195		$	—
OREO	$	4,170		$	—		$	1,071
Nonperforming assets	$	64,550		$	81,038		$	37,006
Nonperforming loans HFI to total loans HFI		1.92	%		2.29	%		1.19	%
Nonperforming assets to total assets		1.61	%		2.03	%		0.95	%

Allowance for loan losses	$	51,932		$	47,729		$	41,688
Allowance for loan losses to total loans HFI		1.65	%		1.56	%		1.38	%
Allowance for loan losses to nonperforming loans HFI		86.01	%		68.34	%		116.01	%
Net charge-offs	$	2,643		$	2,006		$	184
Net charge-offs to average loans		0.35	%		0.26	%		0.02	%

Capital ratios ⁽¹⁾
Tangible common equity to tangible assets ⁽²⁾		11.10	%		11.08	%		11.56	%
Tier 1 leverage ratio		12.07	%		11.92	%		12.16	%
Tier 1 common capital to risk-weighted assets		17.87	%		17.94	%		19.10	%
Tier 1 capital to risk-weighted assets		18.45	%		18.52	%		19.72	%
Total capital to risk-weighted assets		24.41	%		24.49	%		25.91	%

(1	)	March 31, 2025 capital ratios are preliminary.
(2	)	Non-GAAP measure. See Non-GAAP reconciliations set forth at the end of this press release.

RBB BANCORP AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)

Loan Portfolio Detail	As of March 31, 2025					As of December 31, 2024						As of March 31, 2024
*(dollars in thousands)*	$			%		$			%			$			%
Loans:
Commercial and industrial	$	135,538		4.3	%	$	129,585			4.2	%	$	121,441			4.0	%
SBA		50,651		1.6	%		47,263			1.5	%		54,677			1.8	%
Construction and land development		158,883		5.1	%		173,290			5.7	%		198,070			6.5	%
Commercial real estate ⁽¹⁾		1,245,402		39.6	%		1,201,420			39.3	%		1,178,498			38.9	%
Single-family residential mortgages		1,545,822		49.2	%		1,494,022			48.9	%		1,463,497			48.4	%
Other loans		6,767		0.2	%		7,650			0.4	%		11,178			0.4	%
Total loans ⁽²⁾	$	3,143,063		100.0	%	$	3,053,230			100.0	%	$	3,027,361			100.0	%
Allowance for loan losses		(51,932	)				(47,729	)					(41,688	)
Total loans, net	$	3,091,131				$	3,005,501					$	2,985,673

(1	)	Includes non-farm and non-residential loans, multi-family residential loans and non-owner occupied single family residential loans.
(2	)	Net of discounts and deferred fees and costs of $808, $488, and $474 as of March 31, 2025, December 31, 2024, and March 31, 2024, respectively.

Deposits	As of March 31, 2025				As of December 31, 2024					As of March 31, 2024
*(dollars in thousands)*	$		%		$		%			$		%
Deposits:
Noninterest-bearing demand	$	528,205	16.8	%	$	563,012		18.3	%	$	539,517		17.8	%
Savings, NOW and money market accounts		721,216	22.9	%		663,034		21.5	%		642,840		21.2	%
Time deposits, $250,000 and under		863,962	27.5	%		882,438		28.6	%		901,738		29.8	%
Time deposits, greater than $250,000		870,708	27.8	%		827,854		26.8	%		746,611		24.7	%
Wholesale deposits ⁽¹⁾		158,537	5.0	%		147,451		4.8	%		197,623		6.5	%
Total deposits	$	3,142,628	100.0	%	$	3,083,789		100.0	%	$	3,028,329		100.0	%

(1

)

Includes brokered deposits, collateralized deposits from the State of California, and deposits acquired through internet listing services.

Non-GAAP Reconciliations

Tangible Book Value Reconciliations

Tangible book value per share is a non-GAAP disclosure. Management measures tangible book value per share to assess the Company’s capital strength and business performance and believes this is helpful to investors as additional tools for further understanding our performance. The following is a reconciliation of tangible book value to the Company shareholders’ equity computed in accordance with GAAP, as well as a calculation of tangible book value per share as of March 31, 2025, December 31, 2024, and March 31, 2024.


*(dollars in thousands, except share and per share data)*	March 31, 2025			December 31, 2024			March 31, 2024
Tangible common equity:
Total shareholders’ equity	$	510,306		$	507,877		$	513,986
Adjustments
Goodwill		(71,498	)		(71,498	)		(71,498	)
Core deposit intangible		(1,839	)		(2,011	)		(2,594	)
Tangible common equity	$	436,969		$	434,368		$	439,894
Tangible assets:
Total assets-GAAP	$	4,009,400		$	3,992,477		$	3,878,006
Adjustments
Goodwill		(71,498	)		(71,498	)		(71,498	)
Core deposit intangible		(1,839	)		(2,011	)		(2,594	)
Tangible assets	$	3,936,063		$	3,918,968		$	3,803,914
Common shares outstanding		17,738,628			17,720,416			18,578,132
Common equity to assets ratio		12.73	%		12.72	%		13.25	%
Tangible common equity to tangible assets ratio		11.10	%		11.08	%		11.56	%
Book value per share	$	28.77		$	28.66		$	27.67
Tangible book value per share	$	24.63		$	24.51		$	23.68

Return on Average Tangible Common Equity

Management measures return on average tangible common equity (“ROATCE”) to assess the Company’s capital strength and business performance and believes this is helpful to investors as an additional tool for further understanding our performance. Tangible equity excludes goodwill and other intangible assets (excluding mortgage servicing rights) and is reviewed by banking and financial institution regulators when assessing a financial institution’s capital adequacy. This non-GAAP financial measure should not be considered a substitute for operating results determined in accordance with GAAP and may not be comparable to other similarly titled measures used by other companies. The following table reconciles ROATCE to its most comparable GAAP measure:

	Three Months Ended
*(dollars in thousands)*	March 31, 2025			December 31, 2024			March 31, 2024
Net income available to common shareholders	$	2,290		$	4,385		$	8,036
Average shareholders’ equity		512,262			512,208			512,787
Adjustments:
Average goodwill		(71,498	)		(71,498	)		(71,498	)
Average core deposit intangible		(1,951	)		(2,129	)		(2,726	)
Adjusted average tangible common equity	$	438,813		$	438,581		$	438,563
Return on average common equity, annualized		1.81	%		3.41	%		6.30	%
Return on average tangible common equity, annualized		2.12	%		3.98	%		7.37	%

The MIL Network –

April 29, 2025

MIL-OSI United Kingdom: Universal Periodic Review 49: UK Statement on Kiribati

Source: United Kingdom – Executive Government & Departments

World news story

Universal Periodic Review 49: UK Statement on Kiribati

UK Statement on Kiribati, delivered at Kiribati’s Universal Periodic Review at the Human Rights Council in Geneva.

Thank you, Mr President,

The United Kingdom warmly welcomes the delegation. We recognise the Government of Kiribati’s positive engagement with this process and progress made since the last Universal Periodic Review. The United Kingdom commends ambitious reforms to social protection systems, including support provided to senior citizens and persons with disabilities.

We urge the Government to enhance efforts to address the high levels of gender-based violence, advance work to end discrimination, and guarantee the protection of all individuals.

We recommend that Kiribati:

Ratify the Optional Protocol to the Convention against Torture and Other Cruel, Inhuman or Degrading Treatment or Punishment.
Ratify the Optional Protocol to the Convention on the Elimination of All Forms of Discrimination against Women.
Renew efforts to enshrine protection from discrimination on the basis of gender, gender identity and expression and sexual orientation; and to decriminalise consensual sexual relations between adults of the same sex within the Constitution.

Thank you.

Published 28 April 2025

MIL OSI United Kingdom –

April 29, 2025

MIL-Evening Report: How ICE is becoming a secret police force under the Trump administration

Source: The Conversation (Au and NZ) – By Lee Morgenbesser, Associate Professor, School of Government and International Relations, Griffith University

Secret police are a quintessential feature of authoritarian regimes. From Azerbaijan’s State Security Service to Zimbabwe’s Central Intelligence Organisation, these agencies typically target political opponents and dissidents through covert surveillance, imprisonment and physical violence.

In contrast to the regular police and armed forces, secret police primarily use preemptive repression to thwart threats to the government.

In Nazi Germany, for example, Gestapo informants penetrated all levels of society, producing an atmosphere of distrust among those against Adolf Hitler. In Uganda, Idi Amin’s State Research Bureau employed sophisticated spying equipment and intercepted mail at the post office to root out supposed saboteurs.

In Syria, Bashar al-Assad relied on the General Intelligence Directorate to oversee a network of torture centres. And in Venezuela, Nicolás Maduro has used the Bolivarian National Intelligence Service (Sebin) to spy on opponents overseas, often running operations out of diplomatic missions.

Since US President Donald Trump took power in January, Immigration and Customs Enforcement (ICE) has become a far more visible and fearsome force on American streets.

Though ICE is ostensibly still bound by constitutional limits, the way it has been operating bears the hallmarks of a secret police force in the making.

As an expert on authoritarian regimes, I’ve studied historical and contemporary secret police forces extensively across Africa, Asia and Europe. They typically meet five criteria:

they’re a police force targeting political opponents and dissidents
they’re not controlled by other security agencies and answer directly to the dictator
the identity of their members and their operations are secret
they specialise in political intelligence and surveillance operations
they carry out arbitrary searches, arrests, interrogations, indefinite detentions, disappearances and torture.

How close is ICE to becoming a secret police force? Let’s consider each of these criteria.

Targeting dissidents

ICE has used the pretext of combating antisemitism to target dissidents. A branch of the agency previously used to target drug smugglers and human traffickers has reportedly been directed to scan social media for posts sympathetic to Hamas.

On March 8, ICE arrested the prominent pro-Palestinian activist Mahmoud Khalil, a legal resident. It was a similar story for Rumeysa Ozturk, a university student grabbed off the street on March 25 by ICE agents.

Trump has cited the Immigration and Nationality Act of 1952 as the legal pretext for ICE’s actions in these cases and others. The law allows the US government to deport anyone whose presence has “adverse foreign policy consequences” for the country.

Because Khalil and others are being targeted for their activism, legal scholars say the government appears to be “retaliating” against constitutionally protected free speech it disagrees with.

Directly controlled by a dictator

While ICE does not report directly to Trump, the agency is controlled by people who have shown intense loyalty to him.

ICE is part of the Department of Homeland Security, which is overseen by stalwart Trump ally Kristi Noem. She is supported by Tom Homan, a former ICE director who Trump appointed as his “border czar” in November 2024.

Despite a court order barring the deportations of alleged Venezuelan gang members to a prison in El Salvador, Homan has remained defiant:

We are not stopping. I don’t care what the judges think.

The pertinent question now is whether Noem or Homan would refuse to follow a dictate from Trump in the face of a direct court order.

Opaque operations

ICE agents are increasingly operating in secret. The individuals who took Ozturk off the street in a widely shared video claimed to be police officers, even though they were in plain clothes and face marks.

Similarly, ICE agents in plain clothes detained two men during a raid on a courthouse in Charlottesville, Virginia, on April 22. When two bystanders asked to see a warrant, they were ordered not to “impede” the agents’ lawful duties. ICE later said the two women would be prosecuted.

Also last week, ICE agents attempted to arrest a man at a Wisconsin courthouse without a warrant. After a judge intervened, she was arrested herself by the FBI and charged with two felonies.

This shroud of opacity has been accompanied by an end to local agency liaison meetings aimed at helping people seek answers to ICE’s actions.

Surveillance capabilities

ICE is organised into two distinct law enforcement components, giving it both political intelligence gathering and surveillance capabilities.

Its Homeland Security Investigations arm includes an intelligence division, while its Enforcement and Removal Operations arm uses third-party companies such as Geo Group, Giant Oak, and Palantir to conduct mass surveillance.

Most worryingly, ICE is trying to procure greater intelligence and surveillance capabilities by soliciting pitches from private companies to monitor threats across the internet.

According to a procurement document, contractors would be directed to focus on the backgrounds of social media users and use facial recognition capabilities to gather information on people. Criticisms of ICE itself would be monitored, too.

Unlawful policing

There has been a stream of reports exposing how ICE is conducting arbitrary searches, arrests, interrogations, and indefinite detentions.

Some of the most egregious reported examples include:

entering primary schools under false pretences in search of undocumented students
carrying out “collateral arrests”, that is detaining people not previously identified as targets during operations
detaining tourists and visa holders for weeks for unknown reasons
and disappearing US citizens without any meaningful process.

Since Trump’s inauguration, at least three people have died in ICE detention facilities, the latest in a string of fatalities in recent years.

Prolonged solitary confinement is reportedly widespread. UN experts say this can amount to torture.

Potentially expanded scope

Overall, the evidence shows ICE meets most of the criteria for being a secret police force. It has yet to target political opponents, which I define narrowly as members of the Democratic Party. And it is not directly controlled by Trump, although the current structure provides him with plausible deniability.

While the agency is far from resembling history’s most feared secret police forces, there have so far been few constraints on how it operates.

The worst may be yet to come. A budget bill making its way through Congress would provide ICE with up to US$175 billion (A$274 billion) in funding over the next decade. (Its current annual budget is US$9 billion, or A$14 billion.) This would supercharge its use of surveillance, imprisonment and physical violence.

When combined with a potential shift towards targeting US citizens for dissent and disobedience, ICE is fast becoming a key piece in the repressive apparatus of American authoritarianism.

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

– ref. How ICE is becoming a secret police force under the Trump administration – https://theconversation.com/how-ice-is-becoming-a-secret-police-force-under-the-trump-administration-255019

MIL OSI Analysis – EveningReport.nz –

April 29, 2025

MIL-OSI USA: Nigerian National Sentenced to Prison for International Fraud Scheme that Defrauded Elderly U.S. Victims

Source: US State of California

A Nigerian national was sentenced on Friday to 97 months in prison for his role in a transnational inheritance fraud scheme.

According to court documents, Okezie Bonaventure Ogbata, 36, was a member of a group of fraudsters that sent personalized letters to elderly victims in the United States over the course of several years. The letters falsely claimed that the sender was a representative of a bank in Spain and that the recipient was entitled to receive a multimillion-dollar inheritance left for the recipient by a family member who had died overseas years before. Ogbata and his co-conspirators told a series of lies to victims, including that, before they could receive their purported inheritance, they were required to send money for delivery fees, taxes, and other payments to avoid questioning from government authorities. Ogbata and his co-conspirators collected money victims sent in response to the fraudulent letters through a complex web of U.S.-based former victims, whom the defendants convinced to receive money and forward to the defendants or persons associated with them. Victims who sent money never received any purported inheritance funds. In pleading guilty, Ogbata admitted to defrauding over $6 million from more than 400 victims, many of whom were elderly or otherwise vulnerable.

“The Justice Department’s Consumer Protection Branch will continue to pursue, prosecute, and bring to justice transnational criminals responsible for defrauding U.S. consumers, wherever they are located,” said Acting Assistant Attorney General Yaakov M. Roth of the Justice Department’s Civil Division. “This case is a testament to the critical role of international collaboration in tackling transnational crime. I want to thank our U.S. law enforcement partners, as well as those who assisted across the globe, including the Portuguese Judicial Police and Public Prosecution Service of Portugal, for their outstanding contributions to this case.”

“The long arm of the American justice system has no limits when it comes to reaching fraudsters who prey on our nation’s most vulnerable populations, to include the elderly,” said U.S. Attorney Hayden P. Byrne for the Southern District of Florida. “We will not allow transnational criminals to steal money from the public we serve. Individuals who defraud American consumers will be brought to justice, no matter where they are located.”

“The U.S. Postal Inspection Service (USPIS) has a long history of protecting American citizens from these types of schemes and bringing those responsible to justice,” said Acting Postal Inspector in Charge Steven Hodges of the USPIS Miami Division. “Today’s sentencing is a testament to the dedicated partnership between the Department of Justice’s Consumer Protection Branch, HSI and USPIS to protect our citizens from these scams.”

“It’s inconceivable to imagine any human being robbing from those who’ve spent a lifetime working and building a life, and then are duped out of it all,” said Special Agent in Charge Fransisco B. Burrola of Homeland Security Investigations (HSI) Arizona. “Together, with our law enforcement partners, we will not tolerate this kind of behavior – we will bring justice to those who have wronged and stolen from so many people.”

Senior Trial Attorney and Transnational Criminal Litigation Coordinator Phil Toomajian and Trial Attorneys Josh Rothman and Brianna Gardner of the Civil Division’s Consumer Protection Branch are prosecuting the case. USPIS and HSI investigated the case. The Justice Department’s Office of International Affairs, the U.S. Attorney’s Office for the Southern District of Florida, Europol, and authorities from the UK, Spain, and Portugal all provided critical assistance.

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

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

MIL OSI USA News –

April 29, 2025

MIL-OSI Security: Nigerian National Sentenced to Prison for International Fraud Scheme that Defrauded Elderly U.S. Victims

Source: United States Attorneys General 6