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Category: Finance

  • MIL-OSI USA: Gang Member Convicted by Jury for his Part in Murder

    Source: US State Government of Utah

    Following a one-week trial, a federal jury in Memphis convicted a member of the Unknown Vice Lords (UVL) — a violent street gang in Memphis — for his involvement in a gang-related murder, after deliberating for less than hour.

    According to court documents and evidence presented at trial, Vincent Grant, also know as “V-Slash,” 41, of Memphis, was a high-ranking member of UVL, also known as The Ghost Mob — a criminal enterprise that controlled territory throughout the entire city of Memphis and beyond to Arkansas and Mississippi. Members of UVL committed murders, burglaries, assaults, human trafficking, and drug trafficking on behalf of the enterprise. When the gang’s Supreme Elite Chief, the leader for the entire state of Tennessee, was murdered, the gang sought retaliation against anyone thought to be involved.

    As proven at trial, on Jan. 10, 2019, the gang’s Supreme Elite Chief and his girlfriend were murdered in a residential neighborhood in broad daylight. The gang sought retaliation that same night against a rival gang, the Traveling Vice Lords (TVL) whom they initially believed to have been responsible. Multiple UVL members drove to a known TVL hangout and engaged in a gun battle with the other gang. During the next few days, UVL conducted its own internal investigation and were informed that a fellow member was thought to be responsible for their Chief’s murder.

    Five days after the Chief was murdered, on Jan. 15, 2019, the implicated member, the victim for this trial, was murdered at the hands of Grant and other UVL members. On Jan. 14, 2019, Grant, as a keeper of guns for the gang, provided guns to multiple gang members for the purpose of going on a “demo,” which is the gang’s term for committing violent acts.  Then early the next morning at around 1:00 a.m., Grant and three other gang members drove the victim to an apartment complex, where two of them executed the victim with the guns Grant provided.

    “This violent gang brutally executed one of their own and left the body on display as a warning that betrayal would not be tolerated,” said Matthew R. Galeotti, Head of the Justice Department’s Criminal Division. “Their blatant disregard for human life — carrying out shootings in broad daylight and in residential neighborhoods—underscores the urgent need to confront and dismantle this threat to public safety. The Justice Department and the ATF turned this case from a cold case into a conviction, and we remain committed to working closely with law enforcement to tackle even the most challenging cases. Our warning to street gangs is clear: their violence will not be tolerated.”

    “Gang violence is never isolated — it endangers entire communities,” said Acting Director Daniel Driscoll of the Bureau of Alcohol, Tobacco, Firearms and Explosives. “This gang’s brutal executions, carried out openly in residential neighborhoods in broad daylight, sent a chilling message of intimidation; but ATF and our law enforcement partners sent an even stronger one back: violence and fear will not prevail. We remained dedicated to protecting the community and unraveled this deadly conspiracy to ensure justice was done. We remain relentless in our commitment to dismantle gangs that threaten public safety, and we’ll continue to hold accountable, those who inflict violence in our communities.”

    The jury convicted Grant of causing death by use of a firearm during and in relation to a crime of violence, that being murder in aid of racketeering. He is scheduled to be sentenced on Sept. 19 and faces up to life in prison. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    The Bureau of Alcohol, Tobacco, Firearms and Explosives investigated the case. The Tennessee Bureau of Investigation, Federal Bureau of Investigation, Memphis Police Department, and United States Secret Service assisted in the investigation.

    Trial Attorneys Lisa Thelwell and Christopher Usher of the Criminal Division’s Violent Crime and Racketeering Section are prosecuting the case with substantial assistance from the U.S. Attorney’s Office for the Western District of Tennessee.

    This case is part of the Criminal Division’s Violent Crime Initiative to prosecute violent crimes in Memphis, Tennessee. The Criminal Division and the U.S. Attorney’s Office for the Western District of Tennessee have partnered, along with local, state, and federal law enforcement agencies, to confront violent crimes committed by gang members and associates through the enforcement of federal laws and use of federal resources to prosecute the violent offenders and prevent further violence. 

    MIL OSI USA News –

  • MIL-OSI Security: Gang Member Convicted by Jury for his Part in Murder

    Source: United States Attorneys General

    Following a one-week trial, a federal jury in Memphis convicted a member of the Unknown Vice Lords (UVL) — a violent street gang in Memphis — for his involvement in a gang-related murder, after deliberating for less than hour.

    According to court documents and evidence presented at trial, Vincent Grant, also know as “V-Slash,” 41, of Memphis, was a high-ranking member of UVL, also known as The Ghost Mob — a criminal enterprise that controlled territory throughout the entire city of Memphis and beyond to Arkansas and Mississippi. Members of UVL committed murders, burglaries, assaults, human trafficking, and drug trafficking on behalf of the enterprise. When the gang’s Supreme Elite Chief, the leader for the entire state of Tennessee, was murdered, the gang sought retaliation against anyone thought to be involved.

    As proven at trial, on Jan. 10, 2019, the gang’s Supreme Elite Chief and his girlfriend were murdered in a residential neighborhood in broad daylight. The gang sought retaliation that same night against a rival gang, the Traveling Vice Lords (TVL) whom they initially believed to have been responsible. Multiple UVL members drove to a known TVL hangout and engaged in a gun battle with the other gang. During the next few days, UVL conducted its own internal investigation and were informed that a fellow member was thought to be responsible for their Chief’s murder.

    Five days after the Chief was murdered, on Jan. 15, 2019, the implicated member, the victim for this trial, was murdered at the hands of Grant and other UVL members. On Jan. 14, 2019, Grant, as a keeper of guns for the gang, provided guns to multiple gang members for the purpose of going on a “demo,” which is the gang’s term for committing violent acts.  Then early the next morning at around 1:00 a.m., Grant and three other gang members drove the victim to an apartment complex, where two of them executed the victim with the guns Grant provided.

    “This violent gang brutally executed one of their own and left the body on display as a warning that betrayal would not be tolerated,” said Matthew R. Galeotti, Head of the Justice Department’s Criminal Division. “Their blatant disregard for human life — carrying out shootings in broad daylight and in residential neighborhoods—underscores the urgent need to confront and dismantle this threat to public safety. The Justice Department and the ATF turned this case from a cold case into a conviction, and we remain committed to working closely with law enforcement to tackle even the most challenging cases. Our warning to street gangs is clear: their violence will not be tolerated.”

    “Gang violence is never isolated — it endangers entire communities,” said Acting Director Daniel Driscoll of the Bureau of Alcohol, Tobacco, Firearms and Explosives. “This gang’s brutal executions, carried out openly in residential neighborhoods in broad daylight, sent a chilling message of intimidation; but ATF and our law enforcement partners sent an even stronger one back: violence and fear will not prevail. We remained dedicated to protecting the community and unraveled this deadly conspiracy to ensure justice was done. We remain relentless in our commitment to dismantle gangs that threaten public safety, and we’ll continue to hold accountable, those who inflict violence in our communities.”

    The jury convicted Grant of causing death by use of a firearm during and in relation to a crime of violence, that being murder in aid of racketeering. He is scheduled to be sentenced on Sept. 19 and faces up to life in prison. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    The Bureau of Alcohol, Tobacco, Firearms and Explosives investigated the case. The Tennessee Bureau of Investigation, Federal Bureau of Investigation, Memphis Police Department, and United States Secret Service assisted in the investigation.

    Trial Attorneys Lisa Thelwell and Christopher Usher of the Criminal Division’s Violent Crime and Racketeering Section are prosecuting the case with substantial assistance from the U.S. Attorney’s Office for the Western District of Tennessee.

    This case is part of the Criminal Division’s Violent Crime Initiative to prosecute violent crimes in Memphis, Tennessee. The Criminal Division and the U.S. Attorney’s Office for the Western District of Tennessee have partnered, along with local, state, and federal law enforcement agencies, to confront violent crimes committed by gang members and associates through the enforcement of federal laws and use of federal resources to prosecute the violent offenders and prevent further violence. 

    MIL Security OSI –

  • MIL-OSI USA: Ricketts Introduces the AFIDA Improvements Act

    US Senate News:

    Source: United States Senator Pete Ricketts (Nebraska)

    WASHINGTON, D.C. – Today, U.S. Senator Pete Ricketts (R-NE) introduced the Agricultural Foreign Investment Disclosure (AFIDA) Improvements Act. The bill will codify legislative oversightrecommendations to update the Agricultural Foreign Investment Disclosure Act of 1978. The AFIDA Improvements Act will equip the U.S. Department of Agriculture (USDA) to combat foreign adversaries’ ownership of American agricultural land. Senators Tommy Tuberville (R-AL), John Fetterman (D-PA), Roger Wicker (R-MS), John Cornyn (R-TX), and Katie Britt (R-AL) are original co-sponsors of this legislation in the Senate. Rep. Don Bacon (R-NE) is leading companion legislation in the House.

    “Agriculture is the heart and soul of Nebraska and of America,” said Ricketts. ”American farmland should remain in the hands of American farmers and ranchers, not foreign adversaries. Food security is national security.”

    “Over the past several decades, China has been buying up American farmland in an attempt to infiltrate our agriculture supply chains. Food security is national security, and we cannot give the CCP a foothold. Thankfully, President Trump and Ag Secretary Brooke Rollins are working to make American Farmland American Again. I’m proud to join this legislation with Senator Ricketts to update our reporting requirements for foreign purchases of our farmland for the first time in nearly 50 years. As Alabama’s voice on the Senate Ag Committee, I will always support our great farmers and work to protect them from bad actors like China,” said Sen. Tuberville.

    “We come together on this legislation to address the national security concerns stemming from the growing purchases of farmland by the Chinese Communist Party,” said Rep. Bacon. “Having actual processes in place will strengthen the security of our nation in the event nefarious foreign agents, such as the CCP, try to purchase agricultural lands within our nation. These lands must be protected as they are essential to feeding our country and other parts of the world, feeding livestock, fueling vehicles, and other uses.”

    “Foreign entities purchasing American farmland opens the door to serious national security threats from countries like China that aim to undermine the United States, and we’ve already seen nefarious attempts by the Chinese Communist Party to acquire farmland near U.S. military bases in Texas,” said Sen. Cornyn. “This legislation would enhance existing measures by strengthening enforcement and promoting data sharing so that we can more easily identify foreign adversaries purchasing U.S. farmland with malicious intent.”

    The AFIDA Improvements Act:

    • Will codify recommendations published in January 2024 by the legislative branch’s oversight entity after it conducted a study of AFIDA.
      • In this report, it was found that the USDA’s AFIDA process has been ill-equipped to combat the foreign ownership of American agricultural land by foreign adversaries;
    • Will increase information sharing between the Committee on Foreign Investment in the United States and USDA;
    • Will require updates to the AFIDA handbook and establish a deadline by which USDA must set up an online AFIDA system; and
    • Will require AFIDA reporting for foreign persons holding more than one percent interest in American agricultural land. 

    The text of the bill is available here.

    This bill was initially covered in Fox News.

    BACKGROUND:

    Under AFIDA, foreign entities are required to disclose the transactions of American agricultural land to the USDA. 

    According to USDA, foreign investors own over 40 million acres of agricultural land across the United States. Additionally, between 2010 and 2021, Chinese ownership of American agricultural land increased from 13,720 acres to 383,935 acres.

    MIL OSI USA News –

  • MIL-OSI Security: Manteca Man Pleads Guilty to Embezzling Over $1.4 Million from Former Employer

    Source: Office of United States Attorneys

    SACRAMENTO, Calif. — Justin Alexander Payne, 50, of Manteca, pleaded guilty today to one count of wire fraud, Acting U.S. Attorney Michele Beckwith announced. 

    According to court documents, from December 2017 to September 2023, Payne worked as an IT Director for a family-owned, independent fuel supplier, distributor, and retailer company in Modesto. As part of his scheme, Payne used his company-issued credit card to make unauthorized purchases of gift cards from multiple retailers. To convert the gift cards to cash, Payne sold the gift cards to online businesses that specialize in purchasing unwanted gift cards for less than the value of the cards. The online businesses conducted no less than 3,700 transactions in gift card purchases from Payne, which included subsequent payouts to Payne.

    Payne also used the company’s credit card to make unauthorized purchases of personal items, including, but not limited to, adult clothing, children’s clothing, golf and other sports equipment and home improvement products. In furtherance of the scheme, Payne concealed his unauthorized purchases from the family-owned company by altering receipts and falsifying expense reports to make it appear as if the purchases were for legitimate IT equipment for the company. During his employment, Payne embezzled more than $1.4 million dollars from the company.

    This case is the product of an investigation by the Federal Bureau of Investigation and the Modesto Police Department. Assistant U.S. Attorney Whitnee Goins is prosecuting the case.

    Payne is scheduled to be sentenced by Chief U.S. District Judge Troy L. Nunley on October 16, 2025. Payne faces a maximum statutory penalty of 20 years in prison and a $250,000 fine. The actual sentence, however, will be determined at the discretion of the court after consideration of any applicable statutory factors and the Federal Sentencing Guidelines, which take into account a number of variables.

    MIL Security OSI –

  • MIL-OSI Security: Five Highs Gang Members Convicted by Jury of RICO Conspiracy, Drug Trafficking, and Firearms Offenses

    Source: United States Attorneys General 1

    Following a three-week trial, a federal jury in Minneapolis convicted five Minnesota men today for their involvement in the Highs — a violent Minneapolis street gang — and in gang-related murders, shootings, and narcotics distribution.

    According to court documents and evidence presented at trial, defendants Tyreese Giles, 24, Josiah Taylor, 31, Trevaun Robinson, 29, William Banks, 35, and Gregory Brown, 35, all of Minneapolis, were members of various “cliques,” or subsets, of the Highs — a criminal enterprise that controlled territory north of West Broadway Avenue in Minneapolis. Members of the Highs committed murders, narcotics trafficking, weapons violations, burglaries, assaults, and robberies on behalf of the enterprise. As part of their Highs membership, the defendants were expected to retaliate against their rivals, the Lows gang, which operated south of West Broadway Avenue. These two gangs had been in a gang war that spanned years and alleged members of the Lows gang have been separately charged with federal crimes, including racketeering charges.

    “This is the second successful trial against members and associates of the Highs gang in this case in the last three weeks,” said Matthew R. Galeotti, Head of the Justice Department’s Criminal Division. “This case and these trials show the Department’s relentless determination to hold accountable criminal enterprises that use murder and intimidation to exert power and control narcotics territory. We will continue to dismantle violent gangs and secure justice for victims and their loved ones in communities around the country.”

    “The Highs have long terrorized north Minneapolis, bringing drugs, violence, and murder,” said Acting U.S. Attorney Joseph H. Thompson for the District of Minnesota. “This verdict represents yet another step in our fight against gang violence. I want to thank the coalition of federal, state, and local law enforcement partners who joined together to bring down this violent criminal street gang. I also want to thank the Justice Department’s Violent Crime & Racketeering Section for lending their expertise and partnering with the U.S. Attorney’s Office on our RICO cases.”

    “This case is a powerful example of how we use federal racketeering laws to take down violent gangs at the center of community violence,” said Acting Director Daniel Driscoll of the Bureau of Alcohol, Tobacco, Firearms and Explosives. “These individuals relied on firearms, retaliation, and drug trafficking to fuel chaos and assert fear and dominance over their neighborhoods. ATF special agents worked closely with our partners to map the gang’s structure and document their vicious acts of violence, to bring the full weight of the law against its members. We will continue to use every tool available to protect the public and hold violent offenders accountable.”

    “The verdict today reflects the United States Postal Inspection Service’s (USPIS) dedication to building great partnerships with other federal agencies, as well as state and county law enforcement, to bring violent criminals in our communities to justice,” said Acting Inspector in Charge Steve Hodge of USPIS.

    “As financial investigators, IRS Criminal Investigation brings a unique skill set to dismantling violent criminal enterprises,” said Special Agent in Charge Ramsey E. Covington of the IRS Criminal Investigation Chicago Field Office. “Our special agents are experts in exposing how criminal organizations move and hide their illicit funds. By following the money, we developed critical financial evidence on significant fentanyl suppliers. As an agency on the RICO task force to combat violent crime, IRS-CI will continue to collaborate with our federal, state, and local partners to make a noticeable impact in our community. These convictions are a critical step in restoring safety and stability to the streets of Minneapolis and maintaining the marked decrease in violence in our community.”

    As proven at trial, the gang war escalated when, on Sept. 9, 2021, a prominent Highs member was shot and killed at a barbershop in Minneapolis. About two hours later, suspecting that the Lows were responsible for the killing, defendant Giles traveled to Pennwood Market in Lows territory. Once there, Giles, who was dressed in black and wearing a mask covering his face, shot and killed a Lows member. He fired the fatal shot into the victim’s back before he attempted to flee from the scene.

    Evidence at trial tied defendant Robinson to two shootings — one into a crowd of individuals in downtown Minneapolis on July 7, 2019, and another in the parking lot of Merwin Liquors, a Highs hangout, on April 2, 2022.

    Defendants Taylor and Banks trafficked drugs, including fentanyl, on behalf of the Highs. Evidence proved that Brown was a high-level narcotics supplier for the Highs and coordinated trips to and from Arizona for Highs members to obtain tens of thousands of fentanyl pills to sell on the streets of Minneapolis. Each defendant was arrested in possession of narcotics, including fentanyl, methamphetamine, and oxycodone, and one possessed a firearm in furtherance of their narcotics trafficking.

    The jury convicted defendants Giles, Robinson, Banks, And Brown of Racketeering Influenced and Corrupt Organizations (RICO) Conspiracy. Defendants Taylor and Banks were also convicted of drug trafficking conspiracy. The jury convicted Taylor of the separate crime of possessing a firearm in furtherance of a drug trafficking crime.

    A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    This is the second of several trials in this case, which charged over 40 defendants with RICO conspiracy, narcotics trafficking, firearms offenses, and other charges related to their activities as members and associates of the Highs gang. Nine defendants are awaiting trial.

    The ATF, FBI, Minneapolis Police Department, IRS Criminal Investigation, U.S. Postal Inspection Service, Hennepin County Sheriff’s Office, Minnesota Bureau of Criminal Apprehension, and Minnesota Department of Corrections are investigating the case, with assistance from the U.S. Marshals Service, DEA, Homeland Security Investigations, and the Hennepin County Attorney’s Office. The Ramsey County Sheriff’s Office, Dakota County Sheriff’s Office, St. Paul Police Department, and numerous other law enforcement agencies contributed to the investigation.

    Trial Attorneys Brian Lynch and Alyssa Levey-Weinstein of the Justice Department’s Violent Crime & Racketeering Section and Assistant U.S. Attorneys Thomas Lopez-Calhoun and Carla Baumel of the District of Minnesota are prosecuting the case.

    MIL Security OSI –

  • MIL-OSI USA: WSJ Editorial Highlights Tillis Bill to End Predatory Litigation Funding Practices

    US Senate News:

    Source: United States Senator for North Carolina Thom Tillis
    WASHINGTON, D.C. – Yesterday, The Wall Street Journal published an editorial supporting the Tackling Predatory Litigation Funding Act, legislation introduced by Senator Thom Tillis (R-NC) which would impose a new tax on profits earned by third-party entities that finance civil litigation and curb predatory practices in the litigation funding industry.
    Read the full op-ed here or below. 
    Ending a Tax Break for LawsuitsWSJJune 4, 2025
    Why are foreign investment funds that finance predatory lawsuits against U.S. companies allowed to dodge taxes on their legal payouts? Good question, and now North Carolina Sen. Thom Tillis and Oklahoma Rep. Kevin Hern are seeking to close this anti-growth loophole.
    Third-party litigation financing has exploded in recent years as private investment funds chase high returns goosed by America’s tort-friendly legal system. Investors give law firms money to recruit plaintiffs and file often meritless lawsuits against companies in return for a share of the eventual settlement or judgment. 
    Annual returns average about 25% thanks to jackpot jury verdicts, which also create an incentive for businesses to settle claims early to avoid costly, drawn-out litigation. In 2023, 39 investors had committed some $15.2 billion in capital to U.S. commercial litigation, according to the litigation finance advisory firm Westfleet Advisors. 
    Investment funds such as Fortress Investment Group have financed major mass torts, including Roundup fertilizer claims against Bayer AG and talc litigation against Johnson & Johnson. Fortress, which is majority owned by an Abu Dhabi sovereign wealth fund, has also harassed Apple and Intel with dubious patent lawsuits. 
    Third-party financing arrangements with law firms are typically not required to be disclosed, so foreign investors could be funding lawsuits with the goal of harming U.S. businesses that may be competitors. Bloomberg Law last year detailed how Russian oligarchs had dodged sanctions by funding lawsuits in the U.S. 
    Here’s the kicker: Foreign investors in U.S. litigation don’t have to pay tax on lawsuit proceeds because the tax code exempts foreigners from paying U.S. capital-gains tax, and their legal payouts are treated as capital gains. American litigation funders pay tax at the capital gains rate (23.8%), while the actual plaintiffs in lawsuits pay at the ordinary income rate.
    The preferential tax treatment for funders, especially foreigners, is an incentive to plow money into lawsuits rather than business investment that creates jobs, boosts productivity and improves living standards. Lawsuits do the opposite. Costs of defending against litigation get passed along to workers, consumers and shareholders. 
    Enter Messrs. Tillis and Hern, who are seeking to add a provision to the current tax bill that would require U.S. and foreign litigation funders to pay tax on their earnings at the ordinary income rate (typically 37%), plus a 3.8% surcharge. This could discourage excessive litigation, which the U.S. Chamber of Commerce says costs U.S. households some $4,200 each in 2022.
    Will Hild of the right-leaning outfit Consumers’ Research recently tweeted that the Tillis-Hern provision would “rob everyday Americans of a fundamental tool in fighting back” against “large, woke corporations.” This is a giant red herring. The provision wouldn’t ban third-party funding lawsuits. It would merely eliminate a tax break for them.
    Excessive litigation is a tax on everyday Americans, which is why Republican Governors like Georgia’s Brian Kemp and Florida’s Ron DeSantis have championed tort reform. Oklahoma Gov. Kevin Stitt last week signed legislation that will ban lawsuit funding from entities controlled by foreign adversaries and cap non-economic damages in personal injury suits at $500,000. 
    The plaintiffs lobby has the Senate votes to block national tort reform with a 60-vote filibuster. But Republicans only need 51 votes in their reconciliation bill to ensure that the tax code doesn’t give the Abu Dhabi wealth fund a tax break for funding lawsuits that harm America. 

    MIL OSI USA News –

  • MIL-OSI USA: Reps. Salinas and Panetta Reintroduce the Farmers Feeding America Act

    Source: US Representative Andrea Salinas (OR-06)

    Today, U.S. Representatives Andrea Salinas (OR-06) and Jimmy Panetta (CA-19) introduced the Farmers Feeding America Act, a bill that would help food banks meet demand and ensure families stay fed and healthy by expanding the U.S. Department of Agriculture’s (USDA) ability to purchase food directly from producers, including Oregon’s small family farms.

    Washington, DC – Today, U.S. Representatives Andrea Salinas (OR-06) and Jimmy Panetta (CA-19) introduced the Farmers Feeding America Act, a bill that would help food banks meet demand and ensure families stay fed and healthy by expanding the U.S. Department of Agriculture’s (USDA) ability to purchase food directly from producers, including Oregon’s small family farms.

    “The pandemic, lingering inflation, and the Trump Administration’s disastrous policies have all made it harder for working families to make ends meet in recent years, and food banks have struggled to keep up with record demand,” said Rep. Salinas. “Now, Republicans are trying to force through partisan legislation that would threaten food assistance for over 800,000 Oregonians. I voted against that bill, and I’m proud to introduce the Farmers Feeding America Act to expand The Emergency Food Assistance Program. This bill will ensure our local food banks are fully stocked, support local farmers, and help families put food on the table.”  

    “Many working families across my congressional district and throughout the country rely on food banks to put food on the table,” said Rep. Panetta.  “The Farmers Feeding America Act would strengthen working families, and by allowing the USDA to purchase food directly from local farmers for food banks, the bill would also bolster our communities.  At a time when there are politicians who want to cut these types of essential benefits, we are working hard to fight hunger by supporting agriculture and ensuring that working families have access to healthy food.”

    In 2023, 13.5 percent of Americans — or 18 million households — were food insecure. However, as higher prices continue to impact working families’ ability to afford food and basic necessities, local food banks are often unable to meet the need in their communities. Meanwhile, Republicans are pushing ahead with legislation to attack core nutrition benefits, taking food assistance away from at least 3 million Americans.

    The Farmers Feeding America Act would significantly increase funding for The Emergency Food Assistance Program (TEFAP). TEFAP provides commodities like fruits and vegetables, as well as monetary support, to food banks, food pantries, soup kitchens, shelters, and other types of emergency feeding organizations. In addition to serving individuals, TEFAP supports local agriculture by enabling USDA to purchase food directly from producers.

    Along with Reps. Salinas and Panetta, the legislation is cosponsored by Reps. Becca Balint (VT-AL), Salud Carbajal (CA-24), Troy Carter (LA-02), Emanuel Cleaver II (MO-05), Jim Costa (CA-21), Suzan DelBene (WA-01), Christopher Deluzio (PA-17), Cleo Fields (LA-06), Robert Garcia (CA-42), Raja Krishnamoorthi (IL-08), Mary Gay Scanlon (PA-05), Melanie Stansbury (NM-01), Marilyn Strickland (WA-10), Shri Thanedar (MI-13), Jill Tokuda (HI-02), Juan Vargas (CA-52). 

    The bill is also endorsed by the following organizations, in alphabetical order: Alliance to End Hunger, Door Dash, Feeding America, Marion Polk Food Share, Second Harvest of Santa Cruz County, Second Harvest of Silicon Valley. 

    “With food prices and food insecurity on the rise, this necessary investment will help struggling families put nutritious food on the table,” said Minerva Delgado, Director of Coalitions & Advocacy, Alliance to End Hunger.

    “In every community across the U.S., people are working hard to provide for themselves and their families. Yet in 2023, 47 million people—1 in 7 people—experienced food insecurity in the U.S., according to the USDA. The Emergency Food Assistance Program, or TEFAP, helps bridge the food gap for millions of families and individuals by moving nutritious foods from U.S. farmers to local food banks. But in recent years, TEFAP support has decreased as demand for food assistance has increased.  TEFAP and additional USDA foods received by the Feeding America network have dropped by more than 50% from 2020-2023—dropping from 3 billion pounds to less than 1.4 billion pounds per year. The Farmers Feeding America Act introduced by Reps. Andrea Salinas and Jimmy Panetta would strengthen TEFAP, a cornerstone of the charitable food system, and ensure equitable access to the program for noncontiguous states. We urge Congress to ease the strain on our nation’s food banks by including this crucial provision in the upcoming Farm Bill,” said Vince Hall, Chief Government Relations Officer, Feeding America.

    “Families and children are facing tough times right now. More than ever, our community needs the Farmers Feeding America Act to make sure children and families have the food they need to thrive,” said Rick Gaupo, President & CEO, Marion Polk Food Share.

    Second Harvest Santa Cruz County CEO Erica Padilla Chavez: “With food insecurity on the rise in our community and food prices continuing to climb, the need to support the Farmers Feeding America Act has never been more urgent.  It is critical that our federal government not only address hunger but also sustains our local agriculture – an essential part of both our economy and our hunger relief efforts.”

    Leslie Bacho, CEO, Second Harvest of Silicon Valley: “The Farmers Feeding America Act is a practical solution that bridges communities—connecting local farmers with families in need and strengthening our food system. In Silicon Valley, where the cost of living is among the highest in the nation and 1 in 6 of our neighbors turn to Second Harvest of Silicon Valley for food assistance, we see this urgent need firsthand every day. At a time when the need for food assistance touches every community, this legislation affirms a shared commitment to ensuring no one goes hungry. Investing in TEFAP is not just about feeding families; it’s about reinforcing the resilience and well-being of all our communities.”

    To read the full text of this legislation, click here. 

    ###

    MIL OSI USA News –

  • MIL-OSI USA: Congressman Jonathan L. Jackson Denounces Potential Closure of Chicago Job Corps Center, Calls for Congressional Action to Protect Vital Program

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

    WASHINGTON, D.C. – Congressman Jonathan L. Jackson (IL-01) today vehemently condemned the recent decision by the Department of Labor, stemming from the Trump administration’s proposed budget cuts, to phase out operations at Job Corps centers across the nation, including the Paul Simon Chicago Job Corps Center. This move threatens to displace hundreds of young Chicagoans, disrupt critical job training and educational opportunities, and exacerbate economic hardship within the broader Chicago community.

    The Paul Simon Chicago Job Corps Center has been a beacon of hope and a ladder to opportunity for countless individuals in our city. The center serves approximately 500 students annually, equipping them with the skills necessary to achieve economic self-sufficiency and contribute meaningfully to our communities.

    “The decision to shutter the Paul Simon Chicago Job Corps Center is a cruel and counterproductive blow to the young people of Chicago, particularly those in underserved communities within the First District who rely on its services,” said Congressman Jackson. “At a time when we should be investing in workforce development and creating pathways out of poverty, this action does the exact opposite. It risks rendering students homeless and derailing their futures. This is not just an attack on a program; it’s an attack on the aspirations of our youth and the economic well-being of our city.”

    The history of Job Corps in Chicago is rich with success stories of individuals who have overcome significant barriers to achieve stability and success. Nationally, Job Corps has a proven track record, with studies demonstrating positive impacts on participants’ educational attainment, employment rates, and earnings, while reducing involvement in the criminal justice system. The closure of the Chicago center would sever a vital link for many young people to these life-changing opportunities.

    Congressman Jackson expressed his strong support for the recent federal court decision to issue a temporary restraining order:

    “The court’s intervention provides a crucial, albeit temporary, reprieve. It underscores the reckless nature of this decision and the irreparable harm it would cause,” stated Congressman Jackson. “However, a temporary stay is not a permanent solution.”

    Congressman Jackson is calling on his colleagues in Congress to take immediate and decisive action to protect and fully fund the Job Corps program. He has noted his support for legislative efforts such as H.R. 2281, the “Strengthening Job Corps Act of 2025,” which aims to reauthorize and enhance the program.

    “We cannot stand idly by while essential programs like Job Corps are dismantled,” Congressman Jackson urged. “I call on Congressional leadership to bring forward legislation that safeguards the future of Job Corps and ensures that centers like the Paul Simon Chicago Job Corps Center can continue their invaluable work. Investing in our young people is an investment in the future of Chicago and our nation. Now is the time to strengthen these programs, not abandon them.”

    ###

    MIL OSI USA News –

  • MIL-OSI: Orrstown Bank Promotes Zachary Khuri to Chief Revenue Officer and Joshua Hocker to Market President for the Central Pennsylvania Region

    Source: GlobeNewswire (MIL-OSI)

    HARRISBURG, Pa., June 05, 2025 (GLOBE NEWSWIRE) — Orrstown Bank, a wholly owned subsidiary of Orrstown Financial Services, Inc. (NASDAQ: ORRF), is pleased to announce the promotion of Zachary Khuri to Chief Revenue Officer and Joshua Hocker to Market President for the Central Pennsylvania Region, effective immediately.

    Zachary Khuri, who most recently served as Market President for Orrstown Bank’s Central Pennsylvania Region, brings more than 20 years of banking experience to his new role. Since joining Orrstown Bank in 2019, Khuri has played a pivotal role in expanding the Bank’s market share and strengthening relationships throughout the region. As Chief Revenue Officer, he will lead the Bank’s revenue-generating lines of business across its entire footprint. Khuri holds a bachelor’s degree in Finance from Shippensburg University, an MBA from Penn State Harrisburg, and is a graduate of the Duke University Fuqua School of Business Executive Leadership Program.

    “Zack’s strategic mindset, deep understanding of our markets, and proven leadership make him the ideal person to help guide Orrstown Bank’s continued growth,” said Thomas R. Quinn, Jr., President and CEO of Orrstown Bank. “He embodies our culture of collaboration and client focus, and we are thrilled to welcome him to this role.”

    In conjunction with Khuri’s promotion, Joshua Hocker has been named Market President for the Central Pennsylvania Region, succeeding Khuri in the role. Hocker, who most recently served as Director of Middle Market Lending for Orrstown Bank, brings a strong track record of commercial banking success and deep knowledge of the Central Pennsylvania market to his new position. Mr. Hocker holds a bachelor’s degree in Business Administration from West Virginia University and an MBA from Penn State University.

    “Josh has consistently demonstrated an ability to build strong client relationships and deliver meaningful results,” said Adam L. Metz, Chief Operating Officer at Orrstown Bank. “His leadership will ensure we continue delivering exceptional value to our clients and communities across the Central Pennsylvania Region.”

    About Orrstown

    With $5.4 billion in assets, Orrstown Financial Services, Inc. (the “Company”) and its wholly owned subsidiary, Orrstown Bank, provide a wide range of consumer and business financial services in Adams, Berks, Cumberland, Dauphin, Franklin, Lancaster, Perry, and York Counties, Pennsylvania and Anne Arundel, Baltimore, Howard, and Washington Counties, Maryland, as well as Baltimore City, Maryland. The Company’s lending area also includes counties in Pennsylvania, Maryland, Delaware, Virginia and West Virginia within a 75-mile radius of the Company’s executive and administrative offices as well as the District of Columbia. Orrstown Bank is an Equal Housing Lender and its deposits are insured up to the legal maximum by the FDIC. Orrstown Financial Services, Inc.’s common stock is traded on the NASDAQ Global Select Market under the symbol “ORRF.”   For more information about Orrstown Financial Services, Inc. and Orrstown Bank, visit www.orrstown.com.

    Cautionary Note Regarding Forward-Looking Statements

    This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements reflect the current views of the Company’s management with respect to, among other things, future events and the Company’s financial performance. These statements are often, but not always, made through the use of words or phrases such as “may,” “should,” “could,” “predict,” “potential,” “believe,” “will likely result,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “project,” “forecast,” “goal,” “target,” “would” and “outlook,” or the negative variations of those words or other comparable words of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates, predictions or projections about events or the Company’s industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond the Company’s control. Accordingly, the Company cautions you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made, and the Company disclaims any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that the Company or persons acting on the Company’s behalf may issue. For media inquiries or further information, please contact:

    John Moss
    SVP, Director of Marketing and Client Experience, Orrstown Bank
    717-747-1520
    jmoss@orrstown.com

    The MIL Network –

  • MIL-OSI USA: Federal Jury Convicts Pakistani Weapons Smuggler of Transporting Iranian Advanced Conventional Weapons Destined for the Houthis in Yemen

    Source: US State of California

    A federal jury convicted a Pakistani national today on charges related to smuggling Iranian-made advanced conventional weaponry destined for the Houthis in Yemen and threatening multiple witnesses.

    According to court records and evidence presented at trial, on the night of Jan. 11, 2024, U.S. Central Command Navy forces operating from the USS LEWIS B. PULLER, including Navy SEALs and members of the U.S. Coast Guard Maritime Security Response Team East, boarded an unflagged dhow, a small vessel, in the Arabian Sea off the coast of Somalia. The U.S. boarding team encountered 14 individual mariners on the vessel, including the captain, Muhammad Pahlawan, 49.

    During a search of the dhow, the U.S. boarding team located and seized Iranian-made advanced conventional weaponry, including ballistic missile components, anti-ship cruise missile components, and a warhead. The type of weaponry found aboard the dhow is consistent with the weaponry used by the Houthi rebel forces during the time of the charged conspiracy against merchant ships and U.S. military ships in the Red Sea and Gulf of Aden after the October 7 Hamas attack in Israel.  During the interdiction, Pahlawan lied to the boarding team, instructed other crewmembers to lie, and eventually threatened the lives of his crewmembers and their families.

    Pahlawan’s January 2024 trip was part of a larger operation. From in or around August 2023 through in or around January 2024, Pahlawan worked with two Iranian brothers, Shahab Mir’kazei (Shahab), and Yunus Mir’kazei (Yunus), affiliated with Iran’s Islamic Revolutionary Guard Corps (IRGC) to smuggle materials from Iran to the Houthi rebel forces in Yemen. Pahlawan completed multiple smuggling voyages, coordinated and funded by Shahab and Yunus, by traveling with cargo from Iran to the coast of Somalia and transporting that cargo to another vessel for a nighttime ship-to-ship transfer. Pahlawan worked with Shahab and Yunus to prepare the dhow for these smuggling voyages, received specific coordinates from them for the ship-to-ship transfers, and received multiple payments from them for his role in the smuggling operation.

    Pahlawan was convicted of: conspiring to provide material support and resources to terrorists, providing material support and resources to Iran’s weapons of mass destruction program, providing material support to the Islamic Revolutionary Guard Corps’s weapons of mass destruction program, conspiring to and indeed transporting explosive devices to the Houthis knowing those explosives would be used to cause harm, and threatening his crew. He is scheduled to be sentenced on Sept. 22 and most statutes of conviction include a maximum penalty of 20 years in prison. A federal district court judge will determine sentences after considering the U.S. Sentencing Guidelines and other statutory factors.

    Sue J. Bai, head of the Justice Department’s National Security Division, U.S. Attorney Erik S. Siebert for the Eastern District of Virginia, Assistant Director Donald M. Holstead of the FBI’s Counterterrorism Division; and Assistant Director in Charge Steven J. Jensen of the FBI Washington Field Office made the announcement.

    Assistant U.S. Attorneys Troy A. Edwards Jr. and Gavin R. Tisdale for the Eastern District of Virginia and Trial Attorney Joseph N. Kaster of the National Security Division’s Counterterrorism Section are prosecuting the case. Former Eastern District of Virginia prosecutor Danya Atiyeh and former National Security Division Trial Attorney Lesley Woods supported the case.

    The following government agencies provided invaluable support to the case: the Justice Department’s Office of International Affairs, the Naval Criminal Investigative Service, the Department of Defense, the Diplomatic Security Service, the Department of Homeland Security, and the Department of State.

    MIL OSI USA News –

  • MIL-OSI: Xtract One Announces Third Quarter Fiscal 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, June 05, 2025 (GLOBE NEWSWIRE) —  Xtract One Technologies Inc. (TSX: XTRA) (OTCQX: XTRAF) (FRA: 0PL) (“Xtract One” or the “Company”) a leading technology-driven threat detection and security solution that prioritizes the patron access experience by leveraging AI, today announced fiscal third quarter results for the three months ended April 30, 2025. All information is in Canadian dollars unless otherwise indicated.

    Third Quarter Highlights

    • Quarterly revenue of $3.5 million for the three months ended April 30, 2025 versus $4.7 million in the prior-year period.
    • Gross margin of 57% for the third quarter of fiscal 2025 versus 58% in the prior-year period.
    • Total contract value of new bookings1 was $4.6 million for the three months ending April 30, 2025 as compared to $9.5 million for the same period last year.
    • Contractual backlog was $15.4 million at the end of the third quarter as compared to $13.8 million in the prior-year period, excluding an additional $21.1 million of agreements pending installation1 versus approximately $12.8 million at the end of the third quarter of fiscal 2024.
    • Subsequent to the quarter, the Company announced that its new innovative security platform, Xtract One Gateway, has been certified in Canada and the U.S and is on track to start shipping in July, with a current aggregate order value of approximately $6.7 million across five different customers. The Company has completed numerous demonstrations and trials across the education, healthcare and manufacturing and distribution markets.

    “While revenue was lower than anticipated for the quarter due to some delayed deployments, we remain on track for a solid year of performance and continue to have a growing backlog that strengthens our outlook for the future,” stated Peter Evans, Chief Executive Officer of Xtract One. “As recently announced, our Xtract One Gateway will start shipping this July, and we already have $6.7 million of orders in hand. While increasing our expectations for the quarters to come, recent investments in inventory and product rollout reduced our cash level during the period, which was expected. At the same time, we’ve announced several exciting developments including new wins with the Colorado Rockies and an international entertainment giant which, along with other awards, position us well for the year ahead. We remain upbeat about the fourth quarter and look to end fiscal 2025 on a high note.”

    Financial Results for the Three Month Period Ended April 30, 2025

    Consolidated revenue was $3.5 million for the three months ended April 30, 2025 as compared to $4.7 million for the same period last year, reflecting timing of order deployments. Gross profit was $2.0 million, or a gross profit margin of 57%, in the fiscal 2025 third quarter versus $2.7 million, or a gross profit margin of 58%, in the prior-year period.

    Comprehensive loss was $3.3 million for the three month period ended April 30, 2025 as compared to $2.7 million for the same period in fiscal 2024, reflecting a reduced gross profit offset by lower overall operating costs.

    This press release should be read in conjunction with the Company’s Unaudited Condensed Consolidated Interim Financial Statements, prepared in accordance with International Financial Reporting Standards (“IFRS”) and the Company’s Management’s Discussion and Analysis for the three and nine month periods ended April 30, 2025 and 2024, which can be found on the Company’s website and under the Company’s profile on SEDAR+ at www.sedarplus.ca.

    Conference Call Details

    Xtract One will host a conference call to discuss its results tomorrow, June 6, 2025 at 10:00 am EST. Peter Evans, Xtract One CEO and Director, and Karen Hersh, CFO and Corporate Secretary, will provide an overview of the interim financial results along with management’s outlook for the business, followed by a question-and-answer period.

    The webcast and presentation will be accessible on the company’s website. The webcast can be accessed here and the telephone number for the conference call is 844-481-3016 (412-317-1881 for international callers).

    About Xtract One Technologies

    Xtract One Technologies is a leading technology-driven threat detection and security solution leveraging AI to provide seamless and secure patron access control experiences. The Company makes unobtrusive weapons and threat detection systems that are designed to assist facility operators in prioritizing- and delivering improved “Walk-right-In” experiences while enhancing safety. Xtract One’s innovative portfolio of AI-powered Gateway solutions excels at allowing facilities to discreetly screen and identify weapons and other threats at points of entry and exit without disrupting the flow of traffic. With solutions built to serve the unique market needs for schools, hospitals, arenas, stadiums, manufacturing, distribution, and other customers, Xtract One is recognized as a market leader delivering the highest security in combination with the best individual experience. For more information, visit www.xtractone.com or connect on Facebook, Twitter, and LinkedIn. 

    About Threat Detection and Security Solutions

    Xtract One solutions, when properly configured, deployed, and utilized, are designed to help enhance safety and reduce threats. Given the wide range of potential threats in today’s world, no threat detection system is 100% effective. Xtract One solutions should be utilized as one element in a multilayered approach to physical security.

    For further information, please contact:

    Xtract One Inquiries: info@xtractone.com, http://www.xtractone.com    
    Media Contact: Kristen Aikey, JMG Public Relations, 212-206-1645, kristen@jmgpr.com
    Investor Relations: Chris Witty, Darrow Associates, 646-438-9385, cwitty@darrowir.com

    1Supplementary Financial Measures:

    The Company utilizes specific supplementary financial measures in this earnings release to allow for a better evaluation of the operating performance of the Company’s business and facilitates meaningful comparison of results in the current period with those in prior periods and future periods. Supplementary financial measures do not have any standardized meaning prescribed under IFRS and therefore may not be comparable to measures presented by other companies. Supplementary financial measures presented in this earnings release include ‘Agreements pending installation’ and ‘Total contract value of new bookings.’ Agreements pending installation reflects total value of signed contracts awarded to the Company that has not been installed at the customer site. ‘Total contract value of new bookings’ is comprised of all new contracts signed and awarded to the Company, regardless of the performance obligations outstanding as of the end of the reporting period. Total contract value is the aggregate value of sales commitments from customers as at the end of the reporting period without consideration of the Company’s completion of the associated performance obligations outlined in each contract.

    CAUTIONARY DISCLAIMER STATEMENT:

    This news release contains forward-looking statements within the meaning of applicable securities laws that are not historical facts. Forward-looking statements are often identified by terms such as “will”, “may”, “should”, “anticipates”, “expects”, “believes”, and similar expressions or the negative of these words or other comparable terminology. All statements other than statements of historical fact, included in this release are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company’s expectations include but are not limited to the risks detailed from time to time in the continuous disclosure filings made by the Company with securities regulations. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will update or revise publicly any of the included forward-looking statements only as expressly required by applicable law.

    No securities exchange or commission has reviewed or accepts responsibility for the adequacy or accuracy of this release.

    Unaudited Interim Statements of Loss and Comprehensive Loss for the Three and Nine Months Ended April 30, 2025 and 2024

    The following table is extracted from the Company’s unaudited condensed consolidated interim financial statements and presented in Canadian dollars to demonstrate the Statements of Loss and Comprehensive loss for the three and nine months ended April 30, 2025 and 2024:

          Three months ended April 30,   Nine months ended April 30,  
            2025       2024       2025       2024    
                         
    Revenue   $ 3,466,433     $ 4,683,639     $ 10,506,459 $ 10,720,050  
                         
    Cost of revenue     1,489,181       1,977,223       3,811,031       4,145,551    
                         
    Gross profit   $ 1,977,252     $ 2,706,416     $ 6,695,428     $ 6,574,499    
                         
    Operating expenses                  
      Selling and marketing   $ 1,563,446     $ 1,259,445     $ 4,451,180     $ 4,066,829    
      General and administration     1,854,764       1,936,552       5,367,644       5,277,387    
      Research and development     1,638,988       2,182,756       5,078,617       5,967,553    
      Loss on inventory write-down     26,868       4,167       308,297       111,180    
      Loss on retirement of assets     2,029       40,538       23,704       40,538    
    Total operating expenses   $ 5,086,095     $ 5,423,458     $ 15,229,442     $ 15,463,487  
                         
    Loss before the undernoted     (3,108,843 )     (2,717,042 )     (8,534,014 )     (8,888,988 )  
                         
    Other income                  
      Interest and other income     28,606       44,704       170,196       197,287    
                         
    Net loss for the period   $ (3,080,237 )   $ (2,672,338 ) $ (8,363,818 )   $ (8,691,701 )
                         
    Other comprehensive income (loss) for the period                
      Currency translation differences for foreign operations     (197,348 )     –       348,771       –    
                         
    Comprehensive loss for the period   $ (3,277,585 )   $ (2,672,338 ) $ (8,015,047 )   $ (8,691,701 )
                         
    Weighted average number of shares     218,426,987       200,110,734       218,415,199       198,924,490    
                         
    Basic and diluted loss per share   $ (0.02 )   $ (0.01 )   $ (0.04 )   $ (0.04 )  
                         

    Unaudited Interim Statements of Financial Position as of April 30, 2025 and July 31, 2024

    The following table is extracted from the Company’s unaudited condensed consolidated interim financial statements and presented in Canadian dollars to demonstrate the Company’s financial position as of April 30, 2025 and July 31, 2024:

          April 30, 2025   July 31, 2024
    Assets        
    Current assets        
      Cash and cash equivalents (Note 15)   $ 1,921,103     $ 8,628,521  
      Receivables (Note 4)     1,301,903       3,862,199  
      Prepaid expenses and deposits     2,423,043       949,012  
      Current portion of deferred cost of revenue (Note 6)     397,649       371,309  
      Inventory (Note 5)     3,463,467       3,688,246  
               
            9,507,165       17,499,287  
               
    Property and equipment (Note 7)     2,326,031       2,135,956  
    Intangible assets (Note 8)     4,730,705       4,465,755  
    Non-current portion of deferred cost of revenue (Note 6)     280,467       496,868  
    Right of use assets (Note 9)     928,941       344,304  
               
    Total assets   $ 17,773,309     $ 24,942,170  
               
    Liabilities        
    Current liabilities        
      Accounts payable and accrued liabilities   $ 1,771,976     $ 3,991,292  
      Current portion of deferred revenue (Note 10)     5,247,967       3,443,524  
      Current portion of lease liability (Note 9)     156,797       190,400  
               
            7,176,740       7,625,216  
    Non-Current liabilities        
      Non-current portion of deferred revenue (Note 10)     2,841,068       3,155,579  
      Non-current portion of lease liability (Note 9)     923,972       190,526  
               
          $ 10,941,780     $ 10,971,321  
               
    Shareholders’ equity        
      Share capital (Note 13)   $ 144,398,090     $ 144,372,452  
      Contributed surplus     17,014,039       16,163,950  
      Accumulated deficit     (154,929,371 )     (146,565,553 )
      Accumulated other comprehensive income     348,771       –  
               
          $ 6,831,529     $ 13,970,849  
               
    Total liabilities and shareholders’ equity   $ 17,773,309     $ 24,942,170  
               

    Unaudited Interim Statements of Cash Flows for the Nine Months Ended April 30, 2025 and 2024

    The following table is extracted from the Company’s unaudited condensed consolidated interim financial statements and presented in Canadian dollars to demonstrate the Company’s cash flows for the nine month periods ended April 30, 2025 and 2024:

            Nine months ended April 30,    
              2025       2024      
    Cash flow used in operating activities            
      Loss for the period   $ (8,363,818 )   $ (8,691,701 )    
      Adjustment for:            
        Share-based compensation (Notes 13, 14)     858,758       668,555      
        Depreciation (Notes 7, 9, 12)     1,084,022       938,567      
        Amortization (Notes 8, 12)     637,279       604,425      
        Finance cost (Notes 9)     34,020       17,839      
        Loss on retirement of assets     23,704       40,538      
        Loss on inventory (Note 5)     308,297       111,180      
                     
              (5,417,738 )     (6,310,597 )    
      Changes in non-cash working capital            
        Receivables     2,610,436       (3,266,008 )    
        Prepaid expenses and deposits     (1,469,555 )     334,746      
        Inventory     (793,081 )     (3,664,444 )    
        Deferred cost of revenue (Note 6)     190,061       172,754      
        Accounts payable and accrued liabilities     (2,232,051 )     942,696      
        Deferred revenue     1,540,851       5,357,879      
                     
      Cash used in operating activities     (5,571,077 )     (6,432,974 )    
                     
    Cash flow used in investing activities            
      Purchase of property, plant and equipment (Note 7)     (185,045 )     –      
      Internally developed intangible assets (Note 8)     (729,730 )     –      
      Proceeds from disposal of property, plant and equipment     1,000       –      
      Acquisition of right of use asset (Note 9)     (5,028 )     –      
                     
      Cash used in investing activities     (918,803 )     –      
                     
    Cash flow used in financing activities            
      Proceeds on issue of share capital     16,970       8,131,985      
      Lease payments (Note 9)     (214,358 )     (286,066 )    
                     
      Cash (used) received in financing activities     (197,388 )     7,845,919      
                     
      Effect of exchange rate changes on cash and cash equivalents   (20,150 )     –      
                     
    Net (decrease) increase in cash and cash equivalents for the period $ (6,707,418 )   $ 1,412,945      
                     
    Cash and cash equivalents beginning of the period   8,628,521       8,327,449      
                     
    Cash and cash equivalents end of the period   $ 1,921,103     $ 9,740,394      
                     

    The MIL Network –

  • MIL-OSI: Kyivstar Group Reports First Quarter 2025 Financial Results in Conjunction with its Nasdaq Listing Process

    Source: GlobeNewswire (MIL-OSI)

    • Total operating revenue reaches USD 255 million or UAH 10.6 billion, up 37.1% year-on-year in USD and 49.6% in local currency terms
    • Profit for the period amounts to USD 44 million, up 22.2% year-on-year in USD and 33.7% in local currency terms, with a profit margin of 17.3%
    • Adjusted EBITDA1 reaches USD 140 million, up 50.5% year-on-year in USD and 64.6% in local currency terms, with an adjusted EBITDA margin1 of 54.9%
    • Completes acquisition of Uklon, Ukraine’s leading ride-hailing business, and increases stake in Ukraine’s leading digital health platform Helsi, subsequent to quarter-end

    KYIV, Ukraine, June 05, 2025 (GLOBE NEWSWIRE) — Kyivstar Group, Ukraine’s leading digital operator (“Kyivstar Group” or “the Company”) and a subsidiary of VEON Ltd. (Nasdaq: VEON) (“VEON Group” or “VEON”), today announced its unaudited financial and operating results for the first quarter ended March 31, 2025.

      1Q25 1Q24 YoY 1Q25 1Q24 YoY
      USD mln or % UAH bln or %
    Total operating revenue 255 186 37.1 % 10.6 7.1 49.6 %
    Profit for the period 44 36 22.2 % 1.8 1.4 33.7 %
    Adj. EBITDA1 140 93 50.5 % 5.8 3.6 64.6 %
    Average UAH/USD exchange rates: 1Q25: 41.7563 UAH/USD; 1Q24: 38.1727 UAH/USD
    End-of period UAH/USD exchange rates as of March 31, 2025: 41.4787 UAH/USD; as of March 31, 2024: 39.2214 UAH/USD
    1For more information, see section titled “Presentation of Non-IFRS Financial Measures” at the end of this press release, including the reconciliations of non-IFRS measures to IFRS measures.
     

    “Kyivstar Group continues to deliver exceptional value to our customers and stakeholders, leveraging our market-leading network and innovative digital services to drive growth,” said Oleksandr Komarov, CEO of Kyivstar Group. “Our first quarter results reflect the strength of our digital operator strategy, delivering robust financial growth. In parallel, we continue to invest in strategic opportunities that drive Ukraine’s digital future, such as the acquisition of Uklon and increasing our stake in Helsi. We are excited to complement this operational performance with the continued progress towards our plans to list Kyivstar Group on the Nasdaq Stock Market.” 

    First Quarter 2025 Financial and Operational Highlights

    • Robust Revenue Growth: Total operating revenue for 1Q25 was USD 255 million, up 37.1% year-on-year in USD and 49.6% year-on-year in local currency terms. This result includes the impact of the customer appreciation program undertaken by the Company in the first quarter of 2024 following a cyber security incident at the end of 2023, which lowered revenue in the first quarter of 2024 by an estimated USD 46 million (UAH 1.7 billion) in value. Excluding the impact of the customer appreciation program, local currency revenue growth was 20.1% year-on-year in 1Q25.
    • Strong Profitability: Adjusted EBITDA for 1Q25 was USD 140 million, up 50.5% year-on-year. This represents an adjusted EBITDA margin of 54.9% in 1Q25. In local currency terms, 1Q25 adjusted EBITDA growth was 64.6% year-on-year, and adjusted EBITDA margin was 54.9%, driven by revenue growth and a decrease in operating costs. Excluding the impact of the customer appreciation program, local currency adjusted EBITDA growth was 10.2% year-on-year in 1Q25.
    • Multiplay Customers Supporting Growth: The Multiplay customer base, which are customers who use at least one digital application in addition to 4G data and voice connectivity, was up by 40.7% year-on-year to 6.1 million customers, and represented 29.5% of one-month-active mobile customersi reflecting increased adoption of digital products.
    • Digital Services Users: Total digital monthly active users across Kyivstar Group’s digital applications MyKyivstar, Kyivstar TV and Helsi reached 10.3 million in 1Q25, up 32.9% from 7.7 million a year earlier.

    Strategic Milestones:

    • Announced business combination agreement with Cohen Circle Acquisition Corp. I (Nasdaq: CCIR) (“Cohen Circle”), beginning the process for Kyivstar Group to be the only pure-play Ukrainian investment opportunity on U.S. stock markets.
    • Completed the acquisition of Uklon, a leading Ukrainian ride-hailing and delivery platform, for approximately USD 155.2 million in April 2025. Uklon operates in 28 cities across Ukraine and facilitated more than 100 million rides and 3 million deliveries in 2024, and also provides ride-hailing services in Uzbekistan.
    • Increased ownership stake in Helsi, Ukraine’s largest digital platform, from 69.99% to 97.99% in May 2025. Helsi is a digital data management platform supporting the provision of healthcare services and improving patients’ access to healthcare with over 9.4 million appointments booked in the year ended December 31, 2024.

    The results announcement is made concurrently with Kyivstar Group and VEON Holdings B.V.’s filing of a registration statement on Form F-4 (File No. 333-287802) in conjunction with Kyivstar’s anticipated listing on the Nasdaq Stock Market LLC (“Nasdaq”) following the anticipated completion of a business combination with Cohen Circle that was previously announced on March 18, 2025.

    With the announcement of its 1Q2025 results, Kyivstar Group also updated the investor presentation available to its potential investors. A copy of the investor presentation will be available on a Current Report on Form 8-K to be filed by Cohen Circle with the SEC and available at www.sec.gov.

    Additional Information and Where to Find It

    Kyivstar Group Ltd. and VEON Holdings B.V. have filed on June 5, 2025 a registration statement on Form F-4 (File No. 333-287802) (as may be amended from time to time, the “Registration Statement) as co-registrants that includes a preliminary proxy statement/prospectus of Cohen Circle and a preliminary prospectus of Kyivstar Group. When available, Cohen Circle will mail a definitive proxy statement/prospectus relating to the business combination and other relevant documents to its shareholders. This communication does not contain all the information that should be considered concerning the business combination and is not intended to provide the basis for any investment decision or any other decision in respect of the business combination. VEON, Cohen Circle and Kyivstar Group may also file other documents regarding the business combination with the SEC. Cohen Circle’s shareholders and other interested persons are advised to read, when available, the Registration Statement, the proxy statement/prospectus and other documents filed in connection with the business combination, as these materials will contain important information. Investors and shareholders will be able to obtain free copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus and other documents filed or will be filed with the SEC by Cohen Circle through the website maintained by the SEC website at www.sec.gov or by directing a written request to: Cohen Circle Acquisition Corp. I, 2929 Arch Street, Suite 1703, Philadelphia, PA 19104.

    About Kyivstar Group

    Kyivstar Group operates Ukraine’s leading digital operator, serving more than 23 million mobile customers and over 1.1 million home internet fixed line customers as of December 31, 2024. Kyivstar Group and its subsidiaries provide services across a wide range of mobile and fixed line technologies, including 4G, big data, cloud solutions, cybersecurity, digital TV, and more. VEON, together with Kyivstar Group, intends to invest USD 1 billion in Ukraine during 2023-2027, through social investments in infrastructure and technological development, charitable donations and strategic acquisitions. Kyivstar Group and its subsidiaries have been operating in Ukraine for more than 27 years. For more information, visit: www.kyivstar.ua.

    About VEON

    VEON is a digital operator that provides converged connectivity and digital services to nearly 160 million customers. Operating across six countries that are home to more than 7% of the world’s population, VEON is transforming lives through technology-driven services that empower individuals and drive economic growth. VEON is listed on Nasdaq. For more information, visit: https://www.veon.com.

    About Cohen Circle

    Cohen Circle Acquisition Corp. I is a special purpose acquisition company sponsored by investment firm Cohen Circle, LLC and formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more technology and/or financial services businesses. Cohen Circle’s units, Class A ordinary shares and warrants are listed on Nasdaq under the symbols “CCIRU,” “CCIR” and “CCIRW,” respectively.

    No Offer or Solicitation

    This press release shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the transactions mentioned herein or the proposed business combination with Cohen Circle. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

    Participants in the Solicitation

    Cohen Circle, Kyivstar Group, certain shareholders of Cohen Circle, VEON and certain of Cohen Circle’s, Kyivstar Group’s and VEON’s respective directors, executive officers and other members of management and employees may, under SEC rules, be deemed to be participants in the solicitation of proxies from the shareholders of Cohen Circle with respect to the proposed business combination. A list of the names of such persons and information regarding their interests in the proposed business combination is set forth in the Registration Statement. Free copies of these documents may be obtained from the sources indicated above.

    Financial Information Presented

    Kyivstar Group’s results and other financial information presented in this document are, unless otherwise stated, prepared in accordance with International Financial Reporting Standards (“IFRS”) and have not been externally reviewed and/or audited. The financial information included in this document is preliminary and is based on a number of assumptions that are subject to inherent uncertainties and subject to change. The financial information presented herein is based on internal management accounts, is the responsibility of management and is subject to financial closing procedures which have not yet been completed and has not been audited, reviewed or verified. Certain amounts and percentages that appear in this document have been subject to rounding adjustments. As a result, certain numerical figures shown as totals, may not be an exact arithmetic aggregation of the figures that precede or follow them. Although we believe the information to be reasonable, actual results may vary from the information contained above and such variations could be material. As such, you should not place undue reliance on this information. This information may not be indicative of the actual results for the current period or any future period.

    Forward-Looking Statements

    This press release contains “forward-looking statements,” as the phrase is defined in Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. These forward-looking statements generally are identified by the words “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “future,” “intend,” “may,” “opportunity,” “plan,” “project,” “should,” “strategy,” “will,” “will be,” “will continue,” “will likely result,” “would” and similar expressions (including the negative versions of such words or expressions).

    Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements relating to, among other things, the timing of the closing of the proposed business combination and the listing of Kyivstar Group’s common shares and warrants on Nasdaq, the expected investment opportunity in Kyivstar Group following the closing of the business combination, including the expectation that Kyivstar Group will be the only pure-play Ukrainian investment opportunity and the growth potential of Kyivstar Group. These statements are based on VEON, Cohen Circle and Kyivstar Group management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause Kyivstar Group’s, VEON’s or Cohen Circle’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements in this press release, including, but not limited to, the inability to complete the business combination due to the failure to obtain the necessary shareholder approvals or to satisfy other conditions to closing; changes to the proposed structure of the business combination that may be required or appropriate as a result of applicable laws or regulations; the decision by the SEC to deem effective the Registration Statement; the ability to meet the Nasdaq listing standards upon closing of the business combination and admission of Kyivstar Group for trading on Nasdaq; changes in applicable laws or regulations; the escalation or de-escalation of war between Russia and Ukraine; the successful integration of Uklon; continued growth in digital services; and other risks and uncertainties set forth in the section entitled “Risk Factors” included in the Registration Statement filed by Kyivstar Group with the SEC on June 5, 2025 and in any other subsequent filings with the SEC by Kyivstar Group or Cohen Circle. Forward-looking statements are inherently subject to risks and uncertainties, many of which VEON, Kyivstar Group and Cohen Circle cannot predict with accuracy and some of which neither VEON, Kyivstar Group nor Cohen Circle might not even anticipate. The forward-looking statements contained in this press release speak only as of the date of this release. VEON, Kyivstar Group and Cohen Circle do not undertake to publicly update any forward-looking statement to reflect events or circumstances after such date or to reflect the occurrence of unanticipated events, except as required by U.S. federal securities laws.

    Presentation of Non-IFRS Financial Measures and Performance Metrics

    In addition to the results provided in accordance with IFRS throughout this press release, Kyivstar Group has provided the non-IFRS financial measures Adjusted EBITDA and Adjusted EBITDA Margin (the “Non-IFRS Financial Measures”), as well as key performance indicators mobile ARPU, multiplay customers and total digital MAU.

    Kyivstar Group defines Adjusted EBITDA as earnings before interest, tax, depreciation, amortization, impairment, gain/loss on disposals of non-current assets, net foreign exchange gain and other non-operating gains/losses, net. Kyivstar Group defines Adjusted EBITDA Margin as Adjusted EBITDA divided by total operating revenues. Kyivstar Group uses the Non-IFRS Financial Measures in addition to its results determined in accordance with IFRS in order to evaluate its financial and operating performance, to generate future operating plans and make strategic decisions. Kyivstar Group believes that the Non-IFRS Financial Measures may be helpful to investors because they provide additional tools for investors to use in evaluating its ongoing operating results and trends and in comparing its financial results with other companies operating in similar industries because they provide consistency and comparability with past financial performance. The Non-IFRS Financial Measures are not intended to replace, and should not be considered superior to, the presentation of the Kyivstar Group financial results in accordance with IFRS. The Non-IFRS Financial Measures may not be comparable to other similarly entitled measures computed by other companies.

    The following table presents reconciliations of Adjusted EBITDA and Adjusted EBITDA Margin to the most directly comparable IFRS financial performance measures, which are profit for the period and profit margin, respectively:

        Three months ended
    March 31,
    2025    		   Three months ended
    March 31,
    2024    		  
    (USD in millions)          
    Profit for the period   44     36  
    Income taxes   14     9  
    Profit before tax   58     45  
    Depreciation   31     31  
    Amortization   13     12  
    Impairment, net   2     1  
    Finance costs   21     21  
    Finance income   (7)     (8)  
    Other non-operating gain/(loss), net   1     (1)  
    Net foreign exchange (loss)/gain   21     (8)  
    Adjusted EBITDA   140     93  
    Profit margin   17%     19%  
    Adjusted EBITDA Margin   55%     50%  
                 

    Key Performance Indicators

    Mobile ARPU measures the monthly average revenue per mobile user. Kyivstar Group calculates mobile ARPU by dividing its mobile service revenue (excluding guest roaming and wholesale interconnection revenue) during the relevant period by the average number of its mobile customers during the period and dividing by the number of months in that period. Mobile service revenue used to calculate mobile ARPU excludes guest roaming and wholesale interconnection revenue, as this revenue is not generated by Kyivstar Group’s customers but are proceeds received by other operators for the services received by its subscribers.

    Multiplay customers are doubleplay 4G customers who also used one or more of Kyivstar Group’s digital products at any time during the one month prior to such measurement date.

    Total digital MAU is a gross total cumulative MAU of applications offered. Under this metric, a single individual who is active in more than one application is counted as a separate MAU under each such application, such that the total digital MAUs may include individuals being counted more than once.

    Contact Information

    Kyivstar Group

    Media and Investor Contact:
    Kyivstar@icrinc.com

    VEON Media Contact
    Email: pr@veon.com

    i Multiplay as a % of total active Kyivstar one-month subscriber base in March 2025 (unique active subscribers over one-month period)

    The MIL Network –

  • MIL-OSI: Kyivstar Group Reaches Nasdaq Listing Milestone with Public Filing of Registration Statement on Form F-4

    Source: GlobeNewswire (MIL-OSI)

    KYIV, Ukraine, June 05, 2025 (GLOBE NEWSWIRE) — Kyivstar Group Ltd., Ukraine’s leading digital operator (“Kyivstar Group” or “the Company”) and a subsidiary of VEON Ltd. (Nasdaq: VEON) (“VEON Group” or “VEON”), today announced the public filing of its Registration Statement on Form F-4 (the “Registration Statement”) with the Securities and Exchange Commission (“SEC”).

    This filing represents a milestone in Kyivstar Group’s plans to be listed on the Nasdaq Stock Market LLC (“Nasdaq”) following the anticipated completion of a business combination with Cohen Circle Acquisition Corp. I (Nasdaq: CCIR) (“Cohen Circle”) that was announced on March 18, 2025.

    Today, as we announce the public filing of our Registration Statement, we are excited to complement our operational performance with the continued progress towards our plans to list Kyivstar Group on the Nasdaq Stock Market,”  said Oleksandr Komarov, CEO of Kyivstar Group.  “We are excited to be a company that not only delivers exceptional value to our customers, but also represents a compelling investment opportunity for U.S. and global investors interested in Ukraine’s growth and resilience.”

    The closing of the business combination is expected to occur during the third quarter of 2025 and is subject to the approval of Cohen Circle’s shareholders and other customary closing conditions.

    Additional Information and Where to Find It

    Kyivstar Group Ltd. and VEON Holdings B.V. have filed on June 5, 2025 a registration statement on Form F-4 (File No. 333-287802) (as may be amended from time to time, the “Registration Statement”) as co-registrants that includes a preliminary proxy statement/prospectus of Cohen Circle and a preliminary prospectus of Kyivstar Group. When available, Cohen Circle will mail a definitive proxy statement/prospectus relating to the business combination and other relevant documents to its shareholders. This communication does not contain all the information that should be considered concerning the business combination and is not intended to provide the basis for any investment decision or any other decision in respect of the business combination.  VEON, Cohen Circle and Kyivstar Group may also file other documents regarding the business combination with the SEC. Cohen Circle’s shareholders and other interested persons are advised to read, when available, the Registration Statement, the proxy statement/prospectus and other documents filed in connection with the business combination, as these materials will contain important information. Investors and shareholders will be able to obtain free copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus and other documents filed or will be filed with the SEC by Cohen Circle through the website maintained by the SEC website at www.sec.gov or by directing a written request to: Cohen Circle Acquisition Corp. I, 2929 Arch Street, Suite 1703, Philadelphia, PA 19104.

    About Kyivstar Group

    Kyivstar Group operates Ukraine’s leading provider of mobile communication, serving more than 23 million mobile customers and over 1.1 million home internet fixed line customers as of December 31, 2024. Kyivstar Group and its subsidiaries provide services across a wide range of mobile and fixed line technologies, including 4G, big data, cloud solutions, cybersecurity, digital TV, and more. VEON, together with Kyivstar Group, intends to invest USD 1 billion in Ukraine by 2027, through social investments in infrastructure and technological development, charitable donations and strategic acquisitions. Kyivstar Group and its subsidiaries have been operating in Ukraine for more than 27 years. For more information, visit: www.kyivstar.ua

    About VEON

    VEON is a digital operator that provides converged connectivity and digital services to nearly 160 million customers. Operating across six countries that are home to more than 7% of the world’s population, VEON is transforming lives through technology-driven services that empower individuals and drive economic growth. VEON is listed on Nasdaq. For more information, visit: https://www.veon.com.

    About Cohen Circle

    Cohen Circle Acquisition Corp. I is a special purpose acquisition company sponsored by investment firm Cohen Circle, LLC and formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more technology and/or financial services businesses. Cohen Circle’s units, Class A ordinary shares and warrants are listed on Nasdaq under the symbols “CCIRU,” “CCIR” and “CCIRW,” respectively.

    No Offer or Solicitation

    This press release shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the transactions mentioned herein or the proposed business combination with Cohen Circle. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

    Participants in the Solicitation

    Cohen Circle, Kyivstar Group, certain shareholders of Cohen Circle, VEON and certain of Cohen Circle’s, Kyivstar Group’s and VEON’s respective directors, executive officers and other members of management and employees may, under SEC rules, be deemed to be participants in the solicitation of proxies from the shareholders of Cohen Circle with respect to the proposed business combination. A list of the names of such persons and information regarding their interests in the proposed business combination is set forth in the Registration Statement. Free copies of these documents may be obtained from the sources indicated above.

    Forward-Looking Statements

    This press release contains “forward-looking statements,” as the phrase is defined in Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. These forward-looking statements generally are identified by the words “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “future,” “intend,” “may,” “opportunity,” “plan,” “project,” “should,” “strategy,” “will,” “will be,” “will continue,” “will likely result,” “would” and similar expressions (including the negative versions of such words or expressions).

    Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements relating to, among other things, the timing of the closing of the proposed business combination and the listing of Kyivstar Group’s common shares and warrants on Nasdaq, the expected investment opportunity in Kyivstar Group following the closing of the business combination, including the expectation that Kyivstar Group will be the only pure-play Ukrainian investment opportunity and the growth potential of Kyivstar Group. These statements are based on VEON, Cohen Circle and Kyivstar Group management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause Kyivstar Group’s, VEON’s or Cohen Circle’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements in this press release, including, but not limited to, the inability to complete the business combination due to the failure to obtain the necessary shareholder approvals or to satisfy other conditions to closing; changes to the proposed structure of the business combination that may be required or appropriate as a result of applicable laws or regulations; the decision by the SEC to deem effective the Registration Statement; the ability to meet the Nasdaq listing standards upon closing of the business combination and admission of Kyivstar Group for trading on Nasdaq; changes in applicable laws or regulations; the escalation or de-escalation of war between Russia and Ukraine; the successful integration of Uklon; continued growth in digital services; and other risks and uncertainties set forth in the section entitled “Risk Factors” included in the Registration Statement filed by Kyivstar Group with the SEC on June 5, 2025 and in any other subsequent filings with the SEC by Kyivstar Group or Cohen Circle. Forward-looking statements are inherently subject to risks and uncertainties, many of which VEON, Kyivstar Group and Cohen Circle cannot predict with accuracy and some of which neither VEON, Kyivstar Group nor Cohen Circle might not even anticipate. The forward-looking statements contained in this press release speak only as of the date of this release. VEON, Kyivstar Group and Cohen Circle do not undertake to publicly update any forward-looking statement to reflect events or circumstances after such date or to reflect the occurrence of unanticipated events, except as required by U.S. federal securities laws.

    Contact Information

    Kyivstar Group

    Media and Investor Contact:
    Kyivstar@icrinc.com

    VEON

    Media Contact:
    Email: pr@veon.com

    The MIL Network –

  • MIL-OSI Security: Federal Jury Convicts Pakistani Weapons Smuggler of Transporting Iranian Advanced Conventional Weapons Destined for the Houthis in Yemen

    Source: United States Attorneys General 7

    A federal jury convicted a Pakistani national today on charges related to smuggling Iranian-made advanced conventional weaponry destined for the Houthis in Yemen and threatening multiple witnesses.

    According to court records and evidence presented at trial, on the night of Jan. 11, 2024, U.S. Central Command Navy forces operating from the USS LEWIS B. PULLER, including Navy SEALs and members of the U.S. Coast Guard Maritime Security Response Team East, boarded an unflagged dhow, a small vessel, in the Arabian Sea off the coast of Somalia. The U.S. boarding team encountered 14 individual mariners on the vessel, including the captain, Muhammad Pahlawan, 49.

    During a search of the dhow, the U.S. boarding team located and seized Iranian-made advanced conventional weaponry, including ballistic missile components, anti-ship cruise missile components, and a warhead. The type of weaponry found aboard the dhow is consistent with the weaponry used by the Houthi rebel forces during the time of the charged conspiracy against merchant ships and U.S. military ships in the Red Sea and Gulf of Aden after the October 7 Hamas attack in Israel. During the interdiction, Pahlawan lied to the boarding team, instructed other crewmembers to lie, and eventually threatened the lives of his crewmembers and their families.

    Pahlawan’s January 2024 trip was part of a larger operation. From in or around August 2023 through in or around January 2024, Pahlawan worked with two Iranian brothers, Shahab Mir’kazei (Shahab), and Yunus Mir’kazei (Yunus), affiliated with Iran’s Islamic Revolutionary Guard Corps (IRGC) to smuggle materials from Iran to the Houthi rebel forces in Yemen. Pahlawan completed multiple smuggling voyages, coordinated and funded by Shahab and Yunus, by traveling with cargo from Iran to the coast of Somalia and transporting that cargo to another vessel for a nighttime ship-to-ship transfer. Pahlawan worked with Shahab and Yunus to prepare the dhow for these smuggling voyages, received specific coordinates from them for the ship-to-ship transfers, and received multiple payments from them for his role in the smuggling operation.

    Pahlawan was convicted of: conspiring to provide material support and resources to terrorists, providing material support and resources to Iran’s weapons of mass destruction program, providing material support to the Islamic Revolutionary Guard Corps’s weapons of mass destruction program, conspiring to and indeed transporting explosive devices to the Houthis knowing those explosives would be used to cause harm, and threatening his crew. He is scheduled to be sentenced on Sept. 22 and most statutes of conviction include a maximum penalty of 20 years in prison. A federal district court judge will determine sentences after considering the U.S. Sentencing Guidelines and other statutory factors.

    Sue J. Bai, head of the Justice Department’s National Security Division, U.S. Attorney Erik S. Siebert for the Eastern District of Virginia, Executive Assistant Director Jodi Cohen of the FBI’s National Security Branch; and Assistant Director in Charge Steven J. Jensen of the FBI Washington Field Office made the announcement.

    Assistant U.S. Attorneys Troy A. Edwards Jr. and Gavin R. Tisdale for the Eastern District of Virginia and Trial Attorney Joseph N. Kaster of the National Security Division’s Counterterrorism Section are prosecuting the case. Former Eastern District of Virginia prosecutor Danya Atiyeh, former U.S. Attorney for the Eastern District of Virginia Jessica Aber, and former National Security Division Trial Attorney Lesley Woods supported the case.

    The following government agencies provided invaluable support to the case: the Justice Department’s Office of International Affairs, the Naval Criminal Investigative Service, the Department of Defense, the Diplomatic Security Service, the Department of Homeland Security, and the Department of State.

    MIL Security OSI –

  • MIL-OSI: Navient holds 2025 annual shareholder meeting, appoints Edward Bramson as board chair

    Source: GlobeNewswire (MIL-OSI)

    HERNDON, Va., June 05, 2025 (GLOBE NEWSWIRE) — Navient (Nasdaq: NAVI) today held its 2025 Annual Meeting of Shareholders. Shareholders voted in accordance with the recommendations of the company’s board of directors to approve three proposals, including the election of seven nominees to the board.

    Linda Mills did not stand for reelection at the 2025 annual meeting. Ms. Mills joined the Navient board of directors in 2014 and served as chair since 2019.

    “Linda’s leadership and service on the board since Navient’s inception are greatly appreciated,” said Dave Yowan, president and CEO of Navient. “Her valuable perspectives have been integral to Navient’s continued success.”

    Also today, Edward Bramson was elected chair of the board of directors. The current directors are Edward Bramson, Frederick Arnold, Anna Escobedo Cabral, Larry Klane, Michael Lawson, Jane Thompson, and David Yowan.

    Mr. Bramson is a partner in Sherborne Investors, a turnaround investment firm. He joined Navient’s board in 2022 and became vice chair in 2024. Mr. Bramson has also served as chairman or chief executive officer of several other publicly traded companies in a range of commercial and financial sectors.

    Final voting results are available on a Form 8-K filed with the SEC at SEC.gov and on Navient.com/investors.

    About Navient
    Navient (Nasdaq: NAVI) provides technology-enabled education finance solutions that help millions of people achieve success. Learn more at navient.com.

    Contact:
    Media: Cate Fitzgerald, 317-806-8775, catherine.fitzgerald@navient.com
    Investors: Jen Earyes, 703-984-6801, jen.earyes@navient.com

    The MIL Network –

  • MIL-OSI: Firm Capital Property Trust Announces Results of Annual Meeting of Unitholders

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, June 05, 2025 (GLOBE NEWSWIRE) — Firm Capital Property Trust (“FCPT” or the “Trust“), (TSX: FCD.UN) is pleased to announce the voting results for its Annual and Special Meeting of unitholders (“Unitholders”) of Trust Units (“Units”) of the Trust held on June 5, 2025 (the “Meeting”).

    All the matters put forward before Unitholders for consideration and approval as set out in the Trust’s management information circular dated April 23, 2025 (the “Circular“) were approved by the requisite majority of votes cast at the Meeting. In particular, Unitholders approved the election of all trustee nominees, the approval of MNP LLP as the Trust’s auditors, approving for a period of three years, all unallocated options, rights and other entitlements issuable pursuant to the Trust’s option plan and approving for a period of three years, all unallocated entitlements issuable pursuant to the Trust’s incentive arrangements, all as described in the Circular. The results of the votes on the board of trustees of the Trust is as follows:

    Nominee Votes “For” % Votes “For” Votes “Withheld” % of Votes “Withheld”
    Geoffrey Bledin 9,172,015 99.4% 55,306 0.6%
    Eli Dadouch 7,857,717 85.2% 1,369,604 14.8%
    Stanley Goldfarb 9,120,792 98.8% 106,529 1.2%
    Jonathan Mair 7,835,944 84.9% 1,391,377 15.1%
    Robert McKee 7,835,844 84.9% 1,391,477 15.1%
    Sandy Poklar 7,810,534 84.6% 1,416,787 15.4%
    Lawrence Shulman 9,149,407 99.2% 77,914 0.8%
    Howard Smuschkowitz 9,151,255 99.2% 76,066 0.8%
    Manfred Walt 9,150,997 99.2% 76,324 0.8%
    Victoria Granovski 7,812,809 84.7% 1,414,512 15.3%
    Jeffrey Goldfarb 9,150,557 99.2% 77,264 0.8%

    9,340,241 Units were represented by Unitholders in person or by proxy at the Meeting, representing approximately 25.3% of the total issued and outstanding Units at the record date for the Meeting. Full details of the voting results will be posted under the Trust’s profile on www.sedarplus.ca.

    ABOUT FIRM CAPITAL PROPERTY TRUST (TSX : FCD.UN)

    Firm Capital Property Trust is focused on creating long-term value for Unitholders, through capital preservation and disciplined investing to achieve stable distributable income. In partnership with management and industry leaders. The Trust’s plan is to own as well as to co-own a diversified property portfolio of multi-residential, flex industrial, and net lease convenience retail. In addition to stand alone accretive acquisitions, the Trust will make joint acquisitions with strong financial partners and acquisitions of partial interests from existing ownership groups, in a manner that provides liquidity to those selling owners and professional management for those remaining as partners. Firm Capital Realty Partners Inc., through a structure focused on an alignment of interests with the Trust sources, syndicates and property and asset manages investments on behalf of the Trust.

    FORWARD LOOKING INFORMATION

    This press release contains contain forward-looking statements within the meaning of applicable securities laws including, among others, statements associated with the opportunities that may be available to the Trust and statements regarding the business of the Trust. In some cases, forward-looking statements can be identified by the use of words such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “predict”, “potential”, “continue”, and by discussions of strategies that involve risks and uncertainties. The forward-looking statements are based on certain key expectations and assumptions made by the Trust. By their nature, forward-looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and various future events will not occur. Although management of the Trust believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that future results, levels of activity, performance or achievements will occur as anticipated. These statements are not guarantees and are based on our estimates and assumptions that are subject to risks and uncertainties, including those described in the Trust’s Annual Information Form for the year ended December 31, 2024 under “Risks and Uncertainties” (a copy of which can be obtained at www.sedarplus.ca). Neither the Trust nor any other person assumes responsibility for the accuracy and completeness of any forward-looking statements, and no one has any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or such other factors which affect this information, except as required by law.

    Neither the TSX nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this release. Additional information about the Trust is available at www.firmcapital.com or www.sedarplus.ca.

    For further information, please contact:
       
    Robert McKee Sandy Poklar
    President & Chief Executive Officer Chief Financial Officer
    (416) 635-0221 (416) 635-0221
       
    For Investor Relations information, please contact:
       
    Victoria Moayedi  
    Director, Investor Relations  
    (416) 635-0221  
       

    The MIL Network –

  • MIL-OSI: IDT Corporation Reports Third Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    Gross Profit +15% Year-over-Year to $112 MM; Record Gross Profit Margin of 37.1%
    Income from Operations +133% to $27 MM; Adjusted EBITDA +57% to $32 MM
    GAAP EPS Increased to $0.86 from $0.22; Non-GAAP EPS Increased to $0.90 from $0.38

    NEWARK, NJ, June 05, 2025 (GLOBE NEWSWIRE) — IDT Corporation (NYSE: IDT), a global provider of fintech, cloud communications, and traditional communications solutions, today reported results for its third quarter fiscal year 2025, the three months ended April 30, 2025.

    THIRD QUARTER HIGHLIGHTS

    (Throughout this release, unless otherwise noted, results for the third quarter of fiscal year 2025 (3Q25) are compared to the third quarter of fiscal year 2024 (3Q24). All earnings per share (EPS) and other ‘per share’ results are per diluted share.)

      ● Key Businesses / Segments
      ○ NRS
      ■ Recurring revenue: +23% to $29.4 million;
      ■ Income from operations: +29% to $6.2 million;
      ■ Adjusted EBITDA: +29% to $7.2 million;
      ■ ‘Rule of 40’ score: 49;
      ○ BOSS Money / Fintech segment
      ■ BOSS Money transactions: +27% to 6.0 million;
      ■ BOSS Money revenue: +25% to $34.4 million;
      ■ Fintech segment gross profit: +31% to $22.6 million;
      ■ Fintech segment income from operations: +$4.9 million, to $4.3 million;
      ■ Fintech segment Adjusted EBITDA: +$4.8 million, to $5.0 million;
      ○ net2phone
      ■ Subscription revenue: +7% to $21.5 million (+11% on a constant currency basis);
      ■ Income from operations: +188% to $1.4 million;
      ■ Adjusted EBITDA: +50% to $3.2 million;
      ○ Traditional Communications
      ■ Gross profit: +5% to $43.4 million;
      ■ Income from operations: +39% to $17.3 million;
      ■ Adjusted EBITDA: +30% to $19.3 million;
      ● IDT Consolidated
      ○ Revenue: +1% to $302.0 million;
      ○ Gross profit (GP) / margin: GP +15% to $112.0 million; GP margin +470 bps to 37.1%;
      ○ Income from operations: +133% to $26.6 million;
      ○ GAAP EPS: Increased to $0.86 from $0.22;
      ○ Non-GAAP EPS: Increased to $0.90 from $0.38;
      ○ Adjusted EBITDA: +57% to $32.2 million;
      ○ CapEx: +14% to $5.4 million.

    REMARKS BY SHMUEL JONAS, CEO

    IDT’s third quarter was solid, with strong year-over-year gains, while slightly softer than our second quarter in part because of expected seasonal factors. Year-over-year revenue growth, and continued expansion of each of our business segments’ bottom-line results, drove a 133% year-over-year increase in consolidated income from operations, a 57% increase in consolidated Adjusted EBITDA, and a 290% increase in EPS.

    At NRS, recurring revenue increased 23% year-over-year, powered by a 37% revenue increase from NRS’ largest vertical, Merchant Services, and a 33% increase in SaaS Fees, which more than offset a 12% decrease in Advertising & Data revenue. Income from operations and Adjusted EBITDA were both up by 29% year-over-year, and the business has generated a record $32 million in Adjusted EBITDA over the past twelve months.

    Looking ahead, we continue to focus on developing new offerings that leverage the NRS platform to enable retailers to compete more effectively with large retail chains. For instance, independent neighborhood retailers have not yet meaningfully benefitted from the consumer shift to online ordering and delivery. We are working to change that by integrating our network with online ordering and delivery platforms, enabling retailers on the NRS network to provide hyper-fast local delivery of sundries and prepared foods. The 100 or so retailers we have signed up so far are already receiving, in aggregate, over 2000 delivery orders a week.

    BOSS Money, our remittance platform, increased transactions by 27% and revenue by 25%. The growth rates have been impacted by the deliberate shift we made last summer to prioritize gross profit per transaction in our retail channel rather than market share, and by a recent shift in customer preferences toward larger send amounts per remittance through fewer transactions. The Fintech segment, which includes BOSS Money and early stage fintech initiatives, generated over $5 million in Adjusted EBITDA – compared to $244 thousand in the year ago quarter. Looking ahead, Boss Money is working on initiatives to drive sustained long-term growth and innovations that reduce cross border friction and increase profitability.

    net2phone continued its steady progress with balanced growth in the U.S., Brazil, and Mexico. The team has done a great job growing its business while holding the line on overhead. net2phone’s Adjusted EBITDA margin reached 15% in 3Q25. net2phone began to offer its AI Agents this quarter and customers are already seeing the benefits, including enhanced efficiency. Even as we deploy AI Agents refined for specific market verticals, we are preparing to launch another AI-powered service which internally we refer to as ‘Coach.’ We think that it will be very successful.

    In our Traditional Communications segment, income from operations and Adjusted EBITDA both jumped by over 30% year-over-year to $17.3 million and $19.3 million, respectively, underscoring that this segment continues to be a long-term cash generator.

    I want to wrap up by thanking the millions of customers who put some of their hard-earned wages to work through our BOSS offerings, and the business customers around the world who rely on us to enhance their businesses and communications. Our ability to provide these services depends on the dedication of our employees who have been executing and innovating on so many fronts, and on our stockholders who entrust us with their capital. I am grateful for your continued patronage and support.

    (This release discloses certain Non-GAAP financial measures (Adjusted EBITDA, Non-GAAP EPS and NRS ‘Rule of 40’) as well as certain Key Performance Metrics (net2phone subscription revenue, netphone constant currency subscription revenue growth rate, net2phone operating margin, net2phone Adjusted EBITDA margin, NRS Monthly Average Recurring Revenue, and BOSS Money transactions and digital send volume). Please see the explanations of those measures and metrics, the reasons for their inclusion and reconciliations at the end of this release.)

    3Q25 RESULTS BY SEGMENT

    National Retail Solutions (NRS)

    National Retail Solutions (NRS)
    (Terminals and accounts at end of period. $ in millions, except for average revenue per terminal)

        3Q25     2Q25     3Q24     3Q25-3Q24
    (% Δ)    		  
    Terminals and payment processing accounts                                
    Active POS terminals     35,600       34,800       30,300       +17.6 %  
    Payment processing accounts     25,500       23,900       19,500       +31.1 %  
                                     
    Recurring revenue                                
    Merchant Services & Other   $ 19.7     $ 18.1     $ 14.4       +37.3 %  
    Advertising & Data   $ 5.9     $ 10.0     $ 6.7       (12.3   )%
    SaaS Fees   $ 3.9     $ 3.5     $ 2.9       +32.8   %
    Total recurring revenue   $ 29.4     $ 31.6     $ 24.0       +22.9 %  
    POS terminal sales   $ 1.7     $ 1.3     $ 1.8       (2.9   )%
    Total revenue   $ 31.1     $ 33.0     $ 25.7       +21.1 %  
                                     
    Monthly average recurring revenue per terminal   $ 279     $ 310     $ 271       +3.0   %
                                     
    Gross profit   $ 28.4     $ 30.3     $ 22.1       +28.4   %
    Gross profit margin     91.3 %     91.8 %     86.1 %     +520   bps
    Technology & development   $ 2.3     $ 2.2     $ 1.7       +32.5   %
    SG&A   $ 20.0     $ 19.0     $ 15.7       +27.8   %
    Income from operations   $ 6.2     $ 9.1     $ 4.8       +29.3   %
    Adjusted EBITDA   $ 7.2     $ 10.1     $ 5.6       +28.6   %
    CapEx   $ 1.9     $ 0.9     $ 0.9       +115.2   %


    NRS Take-Aways / Updates:

      ● NRS added approximately 900 net active terminals and approximately 1,600 net payment processing accounts during 3Q25. As mentioned in the prior quarter’s earnings release, net active terminal additions for 3Q25 included churn of approximately 300 terminals operating in seasonal stores.
      ● The 37% year-over-year increase in Merchant Services & Other revenue was driven by the increase in payment processing accounts, and by higher merchant services revenue per account, reflecting in part the ongoing, gradual migration of customer payment preference from cash to credit and debit cards.
      ● NRS Advertising & Data revenue declined 12.3% year-over-year due to NRS’ decision to slow sales to one large programmatic partner in order to limit potential bad debt risk exposure. NRS’ direct channel advertising sales, as well as sales to other programmatic partners, remained robust.
      ● NRS has begun rolling out the first of several planned integrations of its POS platform with leading online ordering and delivery services. The first integration, with DoorDash, went live this quarter.


    Fintech

    Fintech
    (Transactions and $s in millions, except for average revenue per transaction)

        3Q25     2Q25     3Q24     3Q25-3Q24
    (% Δ, $)    		  
    BOSS Money transactions     6.0       5.7       4.7         +27.0 %
                                     
    Fintech Revenue                                
    BOSS Money   $ 34.4     $ 33.5     $ 27.6         +24.7 %
    Other   $ 4.2     $ 3.3     $ 3.9         +7.0 %
    Total Revenue   $ 38.6     $ 36.8     $ 31.5         +22.5 %
                                     
    Gross profit   $ 22.6     $ 21.7     $ 17.3         +30.6 %
    Gross profit margin     58.5 %     58.9 %     54.9 %       +360 bps
    Technology & development   $ 2.2     $ 2.3     $ 2.5         (11.9 )%
    SG&A   $ 16.0     $ 16.3     $ 15.3         +5.2 %
    Income (loss) from operations   $ 4.3     $ 3.1     $ (0.6 )     +$ 4.9  
    Adjusted EBITDA   $ 5.0     $ 3.9     $ 0.2       +$ 4.8  
    CapEx   $ 0.8     $ 0.8     $ 1.0         (19.8 )%


    Fintech Take-Aways:

    ● The 27% increase in BOSS Money transactions comprised a 32% year-over-year increase in digital channel transactions and an 8% increase in retail channel transactions.
    ● BOSS Money revenue increased 25% year-over-year driven by a 31% increase in digital channel revenue.
    ● Digital channel send volume, or the amount of principal transferred by BOSS Money customers using the BOSS Money and BOSS Revolution apps, grew 40% year-over-year as customers increased their amount sent per transaction while reducing the frequency of transactions. BOSS Money is testing strategies to optimize pricing given this recent dynamic.
    ● The robust increases in the Fintech segment’s income from operations and Adjusted EBITDA were driven primarily by BOSS Money revenue and gross margin growth, coupled with improved operating leverage as BOSS Money continues to scale.


    net2phone

    net2phone
    (Seats in thousands at end of period. $ in millions)

        3Q25     2Q25     3Q24     3Q25-3Q24

    (% Δ)

    		  
    Seats     415       410       384       +7.9 %
                                     
    Revenue                                
    Subscription revenue   $ 21.5     $ 21.0     $ 20.0       +7.4 %
    Other revenue   $ 0.5     $ 0.5     $ 0.6       (25.9 )%
    Total Revenue   $ 22.0     $ 21.5     $ 20.7       +6.4 %
                                     
    Gross profit   $ 17.5     $ 17.0     $ 16.4       +6.9 %
    Gross profit margin     79.6 %     79.2 %     79.2 %     +40 bps
    Technology & development   $ 2.9     $ 2.8     $ 2.8       +4.8 %
    SG&A   $ 13.0     $ 13.0     $ 13.0       (0.3 )%
    Income from operations   $ 1.4     $ 1.1     $ 0.5       +188 %
    Adjusted EBITDA   $ 3.2     $ 2.9     $ 2.1       +50.2 %
    CapEx   $ 1.4     $ 1.8     $ 1.6       (12.5 )%


    net2phone Take-Aways:

      ● The 8% year over year increase in total seats served was powered by continued expansion in key markets led by the U.S., Brazil, and Mexico. CCaaS seats served, which generate significantly higher revenue and margin per seat, increased by 9% year-over year.
      ● Subscription revenue increased by 7% year-over-year. The increase was tempered by the FX impact of a strengthened U.S. dollar versus local currencies in Latin America. On a constant currency basis, subscription revenue increased by 11% year over year, significantly higher than its rate of seat growth, as net2phone focuses on increasing ARPU.
      ● Income from operations increased 188% and Adjusted EBITDA increased 50% year-over-year, as operating margin increased to 6% from 2%, and Adjusted EBITDA margin increased to 15% from 10% in 3Q24.
      ● In 3Q25, net2phone began to deploy AI Agents, scalable virtual assistants providing exceptional customer experiences across sales, support, and administrative tasks. AI Agents have the potential to become significant revenue growth drivers in the coming quarters.
      ● net2phone is also preparing to launch an AI-powered offering that analyzes interactions to deliver real-time insights and personalized coaching for optimized performance.


    Traditional Communications

    Traditional Communications
    ($ in millions)

        3Q25     2Q25     3Q24     3Q25-3Q24
    (% Δ)    		  
    Revenue                                
    IDT Digital Payments   $ 102.6     $ 101.6     $ 101.6       +1.0 %
    BOSS Revolution   $ 51.7     $ 53.3     $ 63.2       (18.1 )%
    IDT Global   $ 50.0     $ 51.3     $ 50.1       (0.0 )%
    Other   $ 5.9     $ 5.8     $ 6.9       (14.9 )%
    Total Revenue   $ 210.2     $ 212.0     $ 221.7       (5.2 )%
                                     
    Gross profit   $ 43.4     $ 43.1     $ 41.2       +5.3 %
    Gross profit margin     20.7 %     20.3 %     18.6 %     +210 bps
    Technology & development   $ 5.4     $ 5.4     $ 5.6       (4.3 )%
    SG&A   $ 20.5     $ 19.4     $ 22.7       (9.5 )%
    Income from operations   $ 17.3     $ 18.1     $ 12.5       39.2 %
    Adjusted EBITDA   $ 19.3     $ 20.2     $ 14.9       30.1 %
    CapEx   $ 1.3     $ 1.2     $ 1.2       +5.6 %


    Traditional Communications Take-Aways:

    ● Even as revenue decreased continuing an expected trend, gross profit increased year over year and sequentially.
    ● Income from operations and Adjusted EBITDA benefitted from the growth in gross profit and the reduction in SG&A expense.


    OTHER FINANCIAL RESULTS

    Consolidated results for all periods presented include corporate overhead. In 3Q25, Corporate G&A expense increased to $2.7 million from $2.3 million in 3Q24.

    As of April 30, 2025, IDT held $223.8 million in cash, cash equivalents, debt securities, and current equity investments. Also at April 30, 2025, current assets totaled $498.3 million and current liabilities totaled $287.2 million. The Company had no outstanding debt at the quarter end.

    Net cash provided by operating activities was $75.7 million in 3Q25 compared to $9.5 million in 3Q24. Exclusive of changes in customer funds deposits at IDT’s Fintech segment, net cash provided by operating activities was $66.1 million in 3Q25 compared to $8.2 million in 3Q24. The large, year-over-year increase in cash reflects, for the most part, the timing of disbursement prefunding payments made by IDT to cover anticipated BOSS Money weekly remittance activity.

    Capital expenditures increased to $5.4 million in 3Q25 from $4.7 million in 3Q24.

    DIVIDEND

    The Board of Directors of IDT Corporation has approved payment of a quarterly dividend of $0.06 on IDT’s Class A and Class B Common stock. Payment will be made on June 18, 2025 to stockholders of record at the close of business on June 9th.

    IDT EARNINGS ANNOUNCEMENT INFORMATION

    This release is available for download in the “Investors & Media” section of the IDT Corporation website (https://www.idt.net/investors-and-media) and has been filed on a current report (Form 8-K) with the SEC.

    IDT will host an earnings conference call beginning at 5:00 PM Eastern today with management’s discussion of results followed by Q&A with investors. To listen to the call and participate in the Q&A, dial 1-888-506-0062 (toll-free from the U.S.) or 1-973-528-0011 (international) and provide the following access code: 491722.

    A replay of the conference call will be available approximately three hours after the call concludes through June 19, 2025. To access the call replay, dial 1-877-481-4010 (toll-free from the U.S.) or 1-919-882-2331 (international) and provide this replay passcode: 52353. The replay will also be accessible via streaming audio at the IDT investor relations website.

    ABOUT IDT CORPORATION

    IDT Corporation (NYSE: IDT) is a global provider of fintech and communications solutions through a portfolio of synergistic businesses: National Retail Solutions (NRS), through its point-of-sale (POS) platform, enables independent retailers to operate more effectively while providing advertisers and marketers with unprecedented reach into underserved consumer markets; BOSS Money facilitates innovative international remittances and fintech payments solutions; net2phone provides enterprises and organizations with intelligently integrated cloud communications and contact center services across channels and devices; IDT Digital Payments and the BOSS Revolution calling service make sharing prepaid products and services and speaking with friends and family around the world convenient and reliable; and, IDT Global and IDT Express enable communications services to provision and manage international voice and SMS messaging.

    All statements above that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,” “plan,” “intend,” “estimate,” “target” and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors. Our filings with the SEC provide detailed information on such statements and risks and should be consulted along with this release. To the extent permitted under applicable law, IDT assumes no obligation to update any forward-looking statements.

    CONTACT

    IDT Corporation Investor Relations
    Bill Ulrey
    william.ulrey@idt.net
    973-438-3838

    IDT CORPORATION

    CONSOLIDATED BALANCE SHEETS

        April 30,
    2025    		     July 31,
    2024    		  
        (Unaudited)        
        (in thousands, except per share data)  
    Assets                
    Current assets:                
    Cash and cash equivalents   $ 199,948     $ 164,557  
    Restricted cash and cash equivalents     123,129       90,899  
    Debt securities     18,683       23,438  
    Equity investments     5,187       5,009  
    Trade accounts receivable, net of allowance for credit losses of $8,416 at April 30, 2025 and $6,352 at July 31, 2024     43,084       42,215  
    Settlement assets, net of reserve of $1,869 at April 30, 2025 and $1,866 at July 31, 2024     25,160       22,186  
    Disbursement prefunding     43,381       30,736  
    Prepaid expenses     13,837       17,558  
    Other current assets     25,865       25,927  
    Total current assets     498,274       422,525  
    Property, plant, and equipment, net     38,980       38,652  
    Goodwill     26,454       26,288  
    Other intangibles, net     5,372       6,285  
    Equity investments     6,904       6,518  
    Operating lease right-of-use assets     2,013       3,273  
    Deferred income tax assets, net     16,106       35,008  
    Other assets     6,805       11,546  
    Total assets   $ 600,908     $ 550,095  
                     
    Liabilities, redeemable noncontrolling interest, and equity                
    Current liabilities:                
    Trade accounts payable   $ 17,250     $ 24,773  
    Accrued expenses     91,408       103,176  
    Deferred revenue     27,513       30,364  
    Customer funds deposits     121,765       91,893  
    Settlement liabilities     14,105       12,764  
    Other current liabilities     15,121       16,374  
    Total current liabilities     287,162       279,344  
    Operating lease liabilities     1,213       1,533  
    Other liabilities     1,682       2,662  
    Total liabilities     290,057       283,539  
    Commitments and contingencies                
    Redeemable noncontrolling interest     11,357       10,901  
    Equity:                
    IDT Corporation stockholders’ equity:                
    Preferred stock, $.01 par value; authorized shares—10,000; no shares issued     —       —  
    Class A common stock, $.01 par value; authorized shares—35,000; 3,272 shares issued and 1,574 shares outstanding at April 30, 2025 and July 31, 2024     33       33  
    Class B common stock, $.01 par value; authorized shares—200,000; 28,528 and 28,177 shares issued and 23,656 and 23,684 shares outstanding at April 30, 2025 and July 31, 2024, respectively     285       282  
    Additional paid-in capital     307,757       303,510  
    Treasury stock, at cost, consisting of 1,698 and 1,698 shares of Class A common stock and 4,872 and 4,493 shares of Class B common stock at April 30, 2025 and July 31, 2024, respectively     (143,853 )     (126,080 )
    Accumulated other comprehensive loss     (19,812 )     (18,142 )
    Retained earnings     141,753       86,580  
    Total IDT Corporation stockholders’ equity     286,163       246,183  
    Noncontrolling interests     13,331       9,472  
    Total equity     299,494       255,655  
    Total liabilities, redeemable noncontrolling interest, and equity   $ 600,908     $ 550,095  


    IDT CORPORATION
    CONSOLIDATED STATEMENTS OF INCOME
    (Unaudited)

        Three Months Ended
    April 30,    		     Nine Months Ended
    April 30,    		  
        2025     2024     2025     2024  
        (in thousands, except per share data)  
           
    Revenues   $ 301,985     $ 299,643     $ 914,901     $ 896,946  
    Direct cost of revenues     190,023       202,599       583,201       608,982  
    Gross profit     111,962       97,044       331,700       287,964  
    Operating expenses:                                
    Selling, general and administrative (i)     72,267       68,962       214,039       200,685  
    Technology and development (i)     12,744       12,640       38,115       37,975  
    Severance     190       779       600       1,648  
    Other operating expense, net     175       3,231       403       3,041  
    Total operating expenses     85,376       85,612       253,157       243,349  
    Income from operations     26,586       11,432       78,543       44,615  
    Interest income, net     1,566       1,162       4,347       3,201  
    Other income (expense), net     2,608       (3,273 )     2,533       (6,326 )
    Income before income taxes     30,760       9,321       85,423       41,490  
    Provision for income taxes     (7,798 )     (2,979 )     (21,766 )     (10,918 )
    Net income     22,962       6,342       63,657       30,572  
    Net income attributable to noncontrolling interests     (1,270 )     (791 )     (4,448 )     (2,937 )
    Net income attributable to IDT Corporation   $ 21,692     $ 5,551     $ 59,209     $ 27,635  
    Earnings per share attributable to IDT Corporation common stockholders:                                
    Basic   $ 0.86     $ 0.22     $ 2.35     $ 1.10  
    Diluted   $ 0.86     $ 0.22     $ 2.34     $ 1.09  
    Weighted-average number of shares used in calculation of earnings per share:                                
    Basic     25,165       25,345       25,177       25,233  
    Diluted     25,249       25,516       25,312       25,380  
                                     
    (i) Stock-based compensation included in total operating expenses   $ 946     $ 2,118     $ 2,720     $ 5,375  

      
    IDT CORPORATION
    CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

        Nine Months Ended
    April 30,    		  
        2025     2024  
        (in thousands)  
    Operating activities                
    Net income   $ 63,657     $ 30,572  
    Adjustments to reconcile net income to net cash provided by operating activities:                
    Depreciation and amortization     15,702       15,256  
    Deferred income taxes     18,902       8,830  
    Provision for credit losses, doubtful accounts receivable, and reserve for settlement assets     4,465       3,010  
    Stock-based compensation     2,720       5,375  
    Other     1,735       4,065  
    Change in assets and liabilities:                
    Trade accounts receivable     (4,649 )     (9,000 )
    Settlement assets, disbursement prefunding, prepaid expenses, other current assets, and other assets     (8,932 )     6,797  
    Trade accounts payable, accrued expenses, settlement liabilities, other current liabilities, and other liabilities     (19,486 )     (10,467 )
    Customer funds deposits     25,327       1,243  
    Deferred revenue     (3,382 )     (2,903 )
    Net cash provided by operating activities     96,059       52,778  
    Investing activities                
    Capital expenditures     (15,507 )     (13,621 )
    Purchase of convertible preferred stock in equity method investment     (926 )     (1,513 )
    Purchases of debt securities and equity investments     (29,083 )     (27,593 )
    Proceeds from maturities and sales of debt securities and redemptions of equity investments     35,005       41,527  
    Net cash used in investing activities     (10,511 )     (1,200 )
    Financing activities                
    Dividends paid     (4,036 )     (1,269 )
    Distributions to noncontrolling interests     (100 )     (62 )
    Proceeds from borrowings under revolving credit facility     24,551       32,864  
    Repayment of borrowings under revolving credit facility.     (24,551 )     (32,864 )
    Purchase of restricted shares of net2phone common stock     —       (3,558 )
    Proceeds from exercise of stock options     —       172  
    Repurchases of Class B common stock     (17,773 )     (7,207 )
    Net cash used in financing activities     (21,909 )     (11,924 )
    Effect of exchange rate changes on cash, cash equivalents, and restricted cash and cash equivalents     3,982       (5,632 )
    Net increase in cash, cash equivalents, and restricted cash and cash equivalents     67,621       34,022  
    Cash, cash equivalents, and restricted cash and cash equivalents at beginning of period     255,456       198,823  
    Cash, cash equivalents, and restricted cash and cash equivalents at end of period   $ 323,077     $ 232,845  
                     
    Supplemental schedule of non-cash financing activities                
    Shares of the Company’s Class B common stock issued to executive officers for bonus payments   $ 1,824     $ 1,495  
    Value of the Company’s Class B common stock exchanged for National Retail Solutions shares   $ 442     $ 6,254  
    Shares of the Company’s Class B common stock issued for business acquisition   $ —     $ 100  


    Reconciliation of Non-GAAP Financial Measures for the Third Quarter Fiscal 2025 and 2024

    In addition to disclosing financial results that are determined in accordance with generally accepted accounting principles in the United States of America (GAAP), IDT also disclosed (a) Adjusted EBITDA for 3Q25, 2Q25, and 3Q24, (b) non-GAAP earnings per diluted share (Non-GAAP EPS) for 3Q25 and 3Q24, and (c) NRS’ and Fintech segment’s ‘Rule of 40’ score for 3Q25. These are non-GAAP financial measures intended to provide useful information that supplements IDT’s or the relevant segment’s results in accordance with GAAP. The following explains these terms and their respective reconciliations to the most directly comparable GAAP measures.

    Generally, a non-GAAP measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP.

    IDT’s measure of Non-GAAP EPS is calculated by dividing non-GAAP net income by the diluted weighted-average shares. IDT’s measure of non-GAAP net income starts with net income attributable to IDT in accordance with GAAP and adds severance expense, stock-based compensation, and other operating expenses, and deducts other operating gains. These additions and subtractions are non-cash and/or non-routine items in the relevant fiscal 2025 and fiscal 2024 periods.

    Management believes that IDT’s Adjusted EBITDA and Non-GAAP EPS are measures which provide useful information to both management and investors by excluding certain expenses and non-routine gains and losses that may not be indicative of IDT’s or the relevant segment’s core operating results. Management uses Adjusted EBITDA, among other measures, as a relevant indicator of core operational strengths in its financial and operational decision making. In addition, management uses Adjusted EBITDA and Non-GAAP EPS to evaluate operating performance in relation to IDT’s competitors. Disclosure of these financial measures may be useful to investors in evaluating performance and allow for greater transparency of the underlying supplemental information used by management in its financial and operational decision-making. In addition, IDT has historically reported similar financial measures and believes such measures are commonly used by readers of financial information in assessing performance, therefore the inclusion of comparative numbers provides consistency in financial reporting.

    Management refers to Adjusted EBITDA, as well as the GAAP measures income (loss) from operations and net income, on a segment and/or consolidated level to facilitate internal and external comparisons to the segments’ and IDT’s historical operating results, in making operating decisions, for budget and planning purposes, and to form the basis upon which management is compensated.

    While depreciation and amortization are considered operating costs under GAAP, these expenses primarily represent the non-cash current period allocation of costs associated with long-lived assets acquired or capitalized in prior periods. IDT’s Adjusted EBITDA, which is exclusive of depreciation and amortization, is a useful indicator of its current performance.

    Severance expense is excluded from the calculation of Adjusted EBITDA and Non-GAAP EPS. Severance expense is reflective of decisions made by management in each period regarding the aspects of IDT’s and its segments’ businesses to be focused on in light of changing market realities and other factors. While there may be similar charges in other periods, the nature and magnitude of these charges can fluctuate markedly and do not reflect the performance of IDT’s core and continuing operations.

    Other operating expense, net, which is a component of income (loss) from operations, is excluded from the calculation of Adjusted EBITDA and Non-GAAP EPS. Other operating expense, net in 3Q25, 2Q25, and 3Q24 primarily includes legal fees related to Straight Path Communications Inc.’s stockholders’ class action and equipment write-offs. From time-to-time, IDT may have gains or incur costs related to non-routine legal, tax, and other matters, however, these various items generally do not occur each quarter. IDT believes the gain and losses from these non-routine matters are not components of IDT’s or the relevant segment’s core operating results.

    Stock-based compensation recognized by IDT and other companies may not be comparable because of the variety of types of awards as well as the various valuation methodologies and subjective assumptions that are permitted under GAAP. Stock-based compensation is excluded from IDT’s calculation of Non-GAAP EPS because management believes this allows investors to make more meaningful comparisons of the operating results per share of IDT’s core business with the results of other companies. However, stock-based compensation will continue to be a significant expense for IDT for the foreseeable future and an important part of employees’ compensation that impacts their performance.

    Adjusted EBITDA and Non-GAAP EPS should be considered in addition to, not as a substitute for, or superior to, income (loss) from operations, cash flow from operating activities, net income, basic and diluted earnings per share or other measures of liquidity and financial performance prepared in accordance with GAAP. In addition, IDT’s measurements of Adjusted EBITDA and Non-GAAP EPS may not be comparable to similarly titled measures reported by other companies.

    The ‘Rule of 40’ score is a metric used to evaluate the performance of SaaS providers. It postulates that a SaaS provider’s revenue growth rate plus its EBITDA margin should equal or exceed 40 percent. The ‘Rule of 40’ is typically used to assess a company’s balance between growth and profitability. A total of over 40 is thought to indicate a healthy combination of expansion and financial stability, making it a useful tool for management and investors to gauge the potential for long-term success and make informed decisions about resource allocation and business strategy.

    NRS’ ‘Rule of 40’ score is computed by adding (a) the growth rate of NRS’ recurring revenue for the relevant period compared to the corresponding year ago period to (b) NRS’ Adjusted EBITDA margin for the twelve month period through the end of the current period. NRS’ recurring revenue is calculated by subtracting NRS’ revenue from POS terminal sales from its total GAAP revenue. Adjusted EBITDA is a non-GAAP measure as discussed above. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by GAAP revenue for the relevant period.

    Following are reconciliations of Adjusted EBITDA and Non-GAAP EPS to the most directly comparable GAAP measure, which are, (a) for Adjusted EBITDA, (i) income (loss) from operations for IDT’s reportable segments and (ii) net income for IDT on a consolidated basis, and (b) for Non-GAAP EPS, diluted earnings per share. Also following is NRS’ ‘Rule of 40’ score computation including the reconciliation of NRS’ Adjusted EBITDA to the most directly comparable GAAP measure, NRS’ income from operations.

    IDT Corporation
    Reconciliation of Net Income to Adjusted EBITDA
    (unaudited) in millions. Figures may not foot or cross-foot due to rounding to millions

        Total IDT Corporation     Traditional Communica-tions     net2phone     NRS     Fintech     Corporate  
    Three Months Ended April 30, 2025
    (3Q25)    		                                    
    Net income attributable to IDT Corporation   $ 21.7                                          
    Adjustments:                                                
    Net income attributable to noncontrolling interests     1.3                                          
    Net income     23.0                                          
    Provision for income taxes     7.8                                          
    Income before income taxes     30.8                                          
    Interest income, net     (1.6 )                                        
    Other income, net     (2.6 )                                        
    Income (loss) from operations     26.6     $ 17.3     $ 1.4     $ 6.2     $ 4.3     $ (2.6 )
    Depreciation and amortization     5.2       1.9       1.6       1.0       0.7       –  
    Other operating expense, net     0.2       –       0.2       –       –       –  
    Severance expense     0.2       0.2       –       –       –       –  
    Adjusted EBITDA   $ 32.2     $ 19.3     $ 3.2     $ 7.2     $ 5.0     $ (2.6 )
        Total IDT Corporation     Traditional Communica-tions     net2phone     NRS     Fintech     Corporate  
    Three Months Ended January 31, 2025
    (2Q25)    		                                    
    Net income attributable to IDT Corporation   $ 20.3                                          
    Adjustments:                                                
    Net income attributable to noncontrolling interests     1.9                                          
    Net income     22.2                                          
    Provision for income taxes     7.7                                          
    Income before income taxes     29.9                                          
    Interest income, net     (1.4 )                                        
    Other income, net     (0.2 )                                        
    Income (loss) from operations     28.3     $ 18.1     $ 1.1     $ 9.1     $ 3.1     $ (3.1 )
    Depreciation and amortization     5.2       1.9       1.6       1.0       0.8       –  
    Other operating expense, net     0.2       –       0.2       –       –       –  
    Severance expense     0.2       0.2       –       –       –       –  
    Adjusted EBITDA   $ 34.0     $ 20.2     $ 2.9     $ 10.1     $ 3.9     $ (3.1 )


    IDT Corporation
    Reconciliation of Net Income to Adjusted EBITDA
    (unaudited) in millions. Figures may not foot or cross-foot due to rounding to millions

        Total IDT Corporation     Traditional Communica-tions     net2phone     NRS     Fintech     Corporate  
    Three Months Ended April 30, 2024
    (3Q24)    		                                    
    Net income attributable to IDT Corporation   $ 5.6                                          
    Adjustments:                                                
    Net income attributable to noncontrolling interests     0.8                                          
    Net income     6.3                                          
    Provision for income taxes     3.0                                          
    Income before income taxes     9.3                                          
    Interest income, net     (1.2 )                                        
    Other expense, net     3.3                                          
    Income (loss) from operations     11.4     $ 12.5     $ 0.5     $ 4.8     $ (0.6 )   $ (5.7 )
    Depreciation and amortization     5.1       2.0       1.6       0.8       0.7       –  
    Severance expense     0.8       0.4       0.1       –       –       0.3  
    Other operating expense, net     3.2       –       –       –       0.1       3.2  
    Adjusted EBITDA   $ 20.6     $ 14.9     $ 2.1     $ 5.6     $ 0.2     $ (2.3 )


    IDT Corporation
    Reconciliation of Earnings per share to Non-GAAP EPS
    (unaudited) in millions, except per share data. Figures may not foot due to rounding to millions.

        3Q25     3Q24  
                     
    Net income attributable to IDT Corporation   $ 21.7     $ 5.6  
    Adjustments (add) subtract:                
    Stock-based compensation     (0.9 )     (2.1 )
    Severance expense     (0.2 )     (0.8 )
    Other operating expense, net     (0.2 )     (3.2 )
    Total adjustments     (1.3 )     (6.1 )
    Income tax effect of total adjustments     (0.3 )     (2.0 )
          1.0       4.1  
    Non-GAAP net income   $ 22.7     $ 9.7  
                     
    Earnings per share:                
    Basic   $ 0.86     $ 0.22  
    Total adjustments     0.04       0.16  
    Non-GAAP – basic   $ 0.90     $ 0.38  
                     
    Weighted-average number of shares used in calculation of basic earnings per share     25.2       25.3  
                     
    Diluted   $ 0.86     $ 0.22  
    Total adjustments     0.04       0.16  
    Non-GAAP – diluted   $ 0.90     $ 0.38  
                     
    Weighted-average number of shares used in calculation of diluted earnings per share     25.2       25.5  


    IDT Corporation
    NRS’ ‘Rule of 40’ Score
    For 3Q25
    (unaudited) in millions. Figures may not foot due to rounding to millions.

        4Q24     1Q25     2Q25     3Q25     Trailing Twelve Months (TTM)
    3Q25    		  
                                             
    Reconciliation of NRS’ Income from Operations to Adjusted EBITDA                                        
                                             
    Income from operations   $ 6.0     $ 6.6     $ 9.1     $ 6.2     $ 28.0  
    Depreciation and amortization     0.9       1.0       1.0       1.0       3.9  
    Other operating expense, net     0.2       –       –       –       0.2  
    Adjusted EBITDA   $ 7.1     $ 7.6     $ 10.1     $ 7.2     $ 32.0  
        3Q25     3Q24  
                     
    NRS’ ‘Rule of 40’ Score                
                     
    NRS recurring revenue   $ 29.4     $ 24.0  
    NRS other revenue     1.7       1.8  
    NRS total revenue   $ 31.1     $ 25.7  
                     
    NRS recurring revenue growth rate     23 %        
                     
    NRS TTM Adjusted EBITDA from above   $ 32.0          
    NRS TTM total revenue     122.7          
    NRS TTM Adjusted EBITDA margin     26 %        
                     
    Rule of 40     49 %        


    Explanation of Key Performance Metrics

    net2phone’s subscription revenue is calculated by subtracting net2phone’s equipment revenue and revenue generated by a legacy SIP trunking offering in Brazil from its revenue in accordance with GAAP. net2phone’s cloud communications and contact center offerings are priced on a per-seat basis, with customers paying based on the number of users in their organization. The number of seats served and subscription revenue trends and comparisons between periods are used in the analysis of net2phone’s revenues and direct cost of revenues and are strong indications of the top-line growth and performance of the business.

    Constant currency as it relates to revenue provides a framework for assessing net2phone’s performance that excludes the effect of foreign currency rate fluctuations. To determine net2phone’s subscription revenue growth on a constant currency basis, current period revenues from entities reporting in currencies other than U.S. Dollars (USD) were converted to USD at the average monthly exchange rates in effect during the prior fiscal year’s comparative period instead of the average monthly exchange rates in effect during the current period.

    net2phone’s operating margin is calculated by dividing GAAP income from operations by GAAP revenue for the period indicated. Operating margin measures the percentage that each dollar of revenue contributes to profitability. Operating margin is useful for evaluating current period profitability relative to sales, for comparisons to prior period performance, for forecasting future income from operations levels based on projected levels of sales, and for comparing net2phone’s relative profitability to its competitors and peers.

    net2phone’s Adjusted EBITDA margin is calculated by dividing net2phone’s Adjusted EBITDA, a Non-GAAP measure, by net2phone’s GAAP revenue for the comparable quarter or period. Adjusted EBITDA margin measures the percentage that each dollar of revenue contributes to profitability before interest, taxes, depreciation and amortization, and other adjustments as described in the Reconciliation of Non-GAAP Financial Measures. net2phone’s Adjusted EBITDA margin is useful for evaluating current period profitability relative to sales, for comparisons to prior period performance, for forecasting future Adjusted EBITDA levels based on projected levels of sales, and for comparing net2phone’s relative profitability to its competitors and peers.

    NRS’ Monthly Average Recurring Revenue per Terminal is calculated by dividing NRS’ recurring revenue as defined above by the average number of active POS terminals during the period. The average number of active POS terminals is calculated by adding the beginning and ending number of active POS terminals during the period and dividing by two. NRS’ recurring revenue divided by the average number of active POS terminals is divided by three when the period is a fiscal quarter. Recurring revenue and Monthly Average Recurring Revenue per Terminal are useful for comparisons of NRS’ revenue and revenue per customer to prior periods and to competitors and others in the market, as well as for forecasting future revenue from the customer base.

    BOSS Money transactions are a nonfinancial metric that measures customer usage during a reporting period. BOSS Money’s digital send volume is the aggregate amount of principal remitted by BOSS Money’s digital customers – those using the BOSS Money and BOSS Revolutions apps to originate remittances. Digital send volume is a key metric for evaluating the operational performance of the digital channel of the remittance business, and for comparing the performance of BOSS Money’s digital channel to competitors in the remittance business as well as to performance to other temporal periods.

    # # #  

    The MIL Network –

  • MIL-OSI: Alma íbúðafélag hf.: Útgáfa á víxlum

    Source: GlobeNewswire (MIL-OSI)

    Alma íbúðafélag hf. hefur lokið sölu á víxlum í tveimur flokkum til 3ja og 6 mánaða. Samtals bárust tilboð að fjárhæð 1.380 m.kr.

    Alma hefur ákveðið að taka tilboðum að fjárhæð 700 m.kr. í 3ja mánaða víxilinn á 8,80% vöxtum og 560 m.kr. í 6 mánaða víxilinn á 8,70% vöxtum eða samtals 1.260 m.kr. Áður hafði félagið selt 380 m.kr. í víxlinum AL 25 0915 og nemur heildarstærð útgáfunnar því 1.080 m.kr.

    Arctica Finance hf. hafði umsjón með sölu víxlanna.

    Greiðslu- og uppgjörsdagur er mánudagurinn 16. júní 2025.

    Nánari upplýsingar veitir:

    Ingólfur Árni Gunnarsson, framkvæmdastjóri, ingolfur@al.is.

    The MIL Network –

  • MIL-OSI USA: Sen. Markey Hosts Listening Session on the Impacts of Republican Attacks on Digital Equity

    US Senate News:

    Source: United States Senator for Massachusetts Ed Markey
    Senate Republicans recently voted to repeal an FCC rule increasing access to Wi-Fi hotspots for students and educators at home
    Washington (June 5, 2025) – Senator Edward J. Markey (D-Mass.), a member of the Commerce, Science, and Transportation Committee, hosted a virtual listening session Wednesday to hear from digital equity advocates about the impacts of the Trump administration’s efforts to cut funding for digital equity programs in Massachusetts and across the country. From the administration’s termination of Digital Equity Act funding, to Republican efforts to block E-Rate funding for Wi-Fi hotspots for students and educators at home, these actions have had dire consequences for efforts to close the digital divide. More than 200 digital equity champions from across Massachusetts joined the Senator’s listening session to share their stories.
    “Trump’s decision to cancel funding for Digital Equity Act grants is reckless, short-sighted, and illegal,” said Senator Markey. “These grants were promises — real, actionable investments in real communities to bridge the very real gaps in internet access, digital skills, and opportunity. I appreciated listening to and learning from the many digital equity advocates in Massachusetts about the impact these cuts will have on their organizations and the populations they serve. I will carry their stories with me in our fight for a just digital future.”
    “Everyone deserves access to the internet. It’s essential for being able to participate in our economy and utilize the resources and services that so many of us rely on,” said Massachusetts Governor Maura Healey. “It’s terrible that the Trump Administration is blocking our efforts to bring internet access to veterans, rural communities and individuals with disabilities across the state. They need to restore this funding.”
    “Massachusetts is committed to empowering our most vulnerable citizens with digital skills training, devices and other resources to thrive in our digital society,” said Michael Baldino, Director of the Massachusetts Broadband Institute. “As we work to achieving universal access to reliable broadband service, we are disappointed that the federal government has stripped critical funds that are necessary for us to implement our statewide digital equity plan.”
    “Through Ameelio’s work, correctional staff see how connection to the outside world betters everyone behind bars – the incarcerated people and their fellow officers alike,” said April Feng, CEO of Ameelio. “When people are connected to those who they love and those who love them, to the best parts of their lives, they have hope. And that hope will sustain them to serve their time meaningfully, go to school, find a job, build a home, and enable a future. Investing in digital equity behind the walls is not just a matter of improving conditions for incarcerated individuals — it is a public safety and economic imperative.”
    Senator Markey is the House author of the E-Rate program, which has invested nearly $62 billion to connect schools and libraries to the internet across the country. Massachusetts schools and libraries have received more than $895 million from the E-Rate program and another $97 million from the Emergency Connectivity Fund, a $7 billion program that Senator Markey created within the American Rescue Plan to provide devices and connectivity for students and educators at home.

    MIL OSI USA News –

  • MIL-OSI Security: Dan Roark, Former Police Officer, Sentenced for Exploitation of a Child and Receipt of Child Pornography

    Source: Office of United States Attorneys

    KNOXVILLE, Tenn. – On June 5, 2025, Dan Roark, 48, currently of Knoxville Tennessee, was sentenced by the Honorable Katherine A. Crytzer, in the United States District Court for the Eastern District of Tennessee at Knoxville.

    As part of the plea agreement filed with the court, Roark agreed to plead guilty to an indictment charging him with, one count of exploitation of a child in violation of 18 U.S.C.§ 2251(a); and one count of receipt of child pornography in violation of 18 U.S.C. § 2252A(a)(2).  Roark was sentenced to 300 months in prison, followed by a lifetime of supervised release.  Roark will be required to register with state sex offender registries and comply with special sex offender conditions during his supervised release. 

    In early October 2023, Scott County Virginia Sheriff’s Department (SCVSD) received an anonymous tip that a juvenile female (JV) was sending child pornography through the internet to other potential internet users. A forensic examination of a cellphone belonging to JV’s mother revealed child pornography images of JV as well as text messages between JV’s mother and Roark while he was employed with the Knoxville Police Department. In the text message communications, Roark demanded that JV’s mother provide child pornography depicting JV. JV’s mother complied by sending child pornography images and videos depicting JV to Roark. 

    The criminal indictment was the result of an investigation by the SCVSD, 9th Judicial District Attorney General’s Office (9th JDAGO), and Homeland Security Investigations (HSI) Internet Crimes Against Children’s Task Force. This investigation was led by Detective Daniel Ross of SCVSD, HSI Task Force Officer Cortney Dugger, and Investigator Chanel Finnell of the 9th JDAGO.

    Assistant United States Attorney Jennifer Kolman represented the United States.

    This case was brought as part of Project Safe Childhood (PSC), a nationwide initiative launched in May 2006, by the Department of Justice to combat the growing epidemic of child sexual exploitation and abuse.  Led by the United States Attorney’s Offices and the Criminal Division’s Child Exploitation and Obscenity Section, PSC marshals federal, state, and local resources to locate, apprehend, and prosecute individuals who sexually exploit children, and to identify and rescue victims.  For more information about PSC, please visit www.justice.gov/psc.

    For more information about internet safety education, please visit www.justice.gov/psc/resources.html and click on the tab “resources.”

                                                                                                                             ###

    MIL Security OSI –

  • MIL-OSI Security: Six People Indicted for COVID-19 Relief Fraud Scheme Totaling Over $34 Million

    Source: Office of United States Attorneys

    MIAMI – Elaine A. Escoe, 40; Alfred L. Davis, 51; Gino J. Jourdan, 37; Cher L. Davis, 53; Latoya T. Clark, 39; and James G. McGhow, 69, have been indicted with conspiracy, wire fraud, and money laundering in connection with a scheme to fraudulently obtain over $34 million in federal COVID-19 relief funds.

    According to allegations in the indictment, from May 2020 through November 2021, the defendants conspired to submit more than 90 false and fraudulent applications for funds under the Paycheck Protection Program (PPP), Economic Injury Disaster Loans (EIDL), Restaurant Revitalization Fund (RRF), and Shuttered Venue Operators Grant (SVOG). The applications allegedly contained materially false representations regarding employee counts, payroll expenses, and business revenues. In support of the applications, the defendants are alleged to have submitted falsified IRS tax documents and fabricated bank statements.

    The indictment alleges that the scheme resulted in the wrongful disbursement of approximately $29.1 million in PPP funds, $1.2 million in RRF funds, and $3.8 million in SVOG funds. After the funds were disbursed, the defendants allegedly directed payments to each other and to businesses they controlled, withdrew large sums in cash, and used blank, signed checks to conceal the origin and nature of the proceeds.

    Each of the six defendants is charged with one count of conspiracy to commit wire fraud and one count of conspiracy to commit money laundering. Each defendant also faces multiple substantive counts of wire fraud and engaging in monetary transactions involving criminally derived property. If convicted, the defendants face up to 20 years in prison on each wire fraud charge and up to 10 years in prison on each money laundering charge. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    U.S. Attorney Hayden P. O’Byrne for the Southern District of Florida; Acting Special Agent in Charge Brett Skiles of FBI Miami and Acting Special Agent in Charge José R. Figueroa of Homeland Security Investigations (HSI) Miami, made the announcement.

    FBI Miami’s West Palm Beach Resident Agency investigated the case.  HSI Miami assisted in the investigation.  Assistant United States Attorney Jonathan Bailyn is prosecuting the case.  Legal Administrative Specialist Matthew Neff is helping with litigation technology.

    An indictment is a mere allegation.  A defendant is presumed innocent until found guilty beyond a reasonable doubt in a court of law.

    You may find a copy of this press release (and any updates) on the website of the United States Attorney’s Office for the Southern District of Florida at www.usdoj.gov/usao/fls.

    Related court documents and information may be found on the website of the District Court for the Southern District of Florida at www.flsd.uscourts.gov or at http://pacer.flsd.uscourts.gov, under case number 25-cr-80076-AMC.

    ###

    MIL Security OSI –

  • MIL-OSI: Eureka Acquisition Corp Announces the Redemption Request Deadline as June 17, 2025 for the Upcoming Extraordinary General Meeting to be Held on June 20, 2025

    Source: GlobeNewswire (MIL-OSI)

    New York, June 05, 2025 (GLOBE NEWSWIRE) — Eureka Acquisition Corp (the “Company”) (Nasdaq: EURK), a blank check company, today announced that June 17, 2025 is the deadline for delivery of redemption request from the Company’s shareholders for its upcoming extraordinary general meeting in lieu of an annual general meeting of shareholders (the “Extraordinary General Meeting”)

    The Extraordinary General Meeting is scheduled to be held on June 20, 2025. Since June 19, 2025 is a federal holiday, June 17, 2025, two business days before the date of the Extraordinary General Meeting, is the deadline for delivery of redemption requests from the Company’s shareholders.

    There is no change to the location, the record date, or any of the other proposals to be acted upon at the Extraordinary General Meeting.

    If you have questions regarding the certification of your position or delivery of your shares, please contact:

    Continental Stock Transfer & Trust Company
    1 State Street 30th Floor
    New York, NY 10004-1561
    E-mail: spacredemptions@continentalstock.com

    The Company’s shareholders who have questions regarding the Extraordinary General Meeting, or would like to request documents may contact the Company’s proxy solicitor, Advantage Proxy, Inc., at (877) 870-8565, or banks and brokers can call (206) 870-8565, or by email at ksmith@advantageproxy.com.

    About Eureka Acquisition Corp

    Eureka Acquisition Corp is a blank check company, also commonly referred to as a special purpose acquisition company, or SPAC, incorporated for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

    Forward-Looking Statements

    This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements may include, but are not limited to, statements regarding the date of the Extraordinary General Meeting and the redemption request deadline. These statements are based on current expectations on the date of this press release and involve a number of risks and uncertainties that may cause actual results to differ significantly. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.

    Additional Information and Where to Find It

    On June 3, 2025, the Company filed a definitive proxy statement with the Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for the Extraordinary General Meeting. The Company will amend and supplement the definitive proxy statement to provide information about the redemption request deadline. INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND OTHER DOCUMENTS THE COMPANY FILES WITH THE SEC CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders will be able to obtain free copies of the definitive proxy statement (including any amendments or supplements thereto) and other documents filed with the SEC through the web site maintained by the SEC at www.sec.gov or by contacting the Company’s proxy solicitor.

    Participants in the Solicitation

    The Company and its respective directors and officers may be deemed to be participants in the solicitation of proxies from shareholders in connection with the Extraordinary General Meeting. Additional information regarding the identity of these potential participants and their direct or indirect interests, by security holdings or otherwise, is set forth in the definitive proxy statement. You may obtain free copies of these documents using the sources indicated above.

    Contact Information:
    Fen Zhang
    Chairman and Chief Executive Officer
    Email: eric.zhang@hercules.global
    Tel: +86 135 0189 0555

    The MIL Network –

  • MIL-OSI: Concrete Pumping Holdings Reports Second Quarter Fiscal Year 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    DENVER, June 05, 2025 (GLOBE NEWSWIRE) — Concrete Pumping Holdings, Inc. (Nasdaq: BBCP) (the “Company” or “CPH”), a leading provider of concrete pumping and waste management services in the U.S. and U.K., reported financial results for the second quarter ended April 30, 2025.

    Second Quarter Fiscal Year 2025 Summary vs. Second Quarter of Fiscal Year 2024 (where applicable)

    • Revenue of $94.0 million compared to $107.1 million.
    • Gross profit of $36.2 million compared to $41.8 million.
    • Income from operations of $8.3 million compared to $12.1 million.
    • Net loss of $0.0 million compared to net income of $3.0 million.
    • Net loss attributable to common shareholders was $0.4 million, or $(0.01) per diluted share, compared to net income of $2.6 million, or $0.05 per diluted share.
    • Adjusted EBITDA1 of $22.5 million compared to $27.5 million, with Adjusted EBITDA margin1 of 23.9% compared to 25.7%
    • Amounts outstanding under debt agreements were $425.0 million with net debt1 of $387.2 million. Total available liquidity at quarter end was $352.5 million compared to $216.9 million one year ago.
    • Leverage ratio1 at quarter end of 3.7x.

    Management Commentary

    “In the second quarter, we continued to navigate a challenging construction environment, marked by persistent macroeconomic headwinds and regional weather disruptions,” said CPH CEO Bruce Young. “Despite these pressures, we delivered solid results by remaining focused on cost discipline, fleet optimization, and strategic pricing across our businesses.”

    “Our U.S. Concrete Waste Management segment once again delivered strong growth, highlighting both the appeal of our unique offering and the rising demand for sustainable jobsite solutions. Although our U.S. Concrete Pumping segment remains affected by weakness in commercial construction and, more recently, by emerging challenges in residential construction, the infrastructure market has remained resilient, helping to partially offset broader market pressures and support the segment’s performance.”

    “We remain committed to generating strong free cash flow, deleveraging the balance sheet, and pursuing disciplined, strategic M&A that complements our core capabilities and geographic footprint. These priorities position us well for long-term value creation. While the near-term demand backdrop remains challenged, we are confident that our leadership position, operational discipline, and breadth of service offerings will allow us to capitalize on the eventual recovery in commercial construction activities.”

    ______________
    1 Adjusted EBITDA, Adjusted EBITDA margin, net debt and leverage ratio are financial measures that are not calculated in accordance with accounting principles generally accepted in the United States of America (“GAAP”). See “Non-GAAP Financial Measures” below for a discussion of the non-GAAP financial measures used in this release and a reconciliation to their most comparable GAAP measures.

    Second Quarter Fiscal Year 2025 Financial Results

    Revenue in the second quarter of fiscal year 2025 was $94.0 million compared to $107.1 million in the second quarter of fiscal year 2024. The decrease was primarily attributable to a continued slowdown from deferrals in commercial construction work and emerging challenges in residential work, mostly due to high interest rates, uncertainty around extensions of U.S. tax policy and adverse weather events in the months of February and April. Further, while the Company has not been directly impacted by tariffs, the added uncertainty surrounding tariffs has contributed to the deferral of certain commercial construction projects.

    Gross profit in the second quarter of fiscal year 2025 was $36.2 million compared to $41.8 million in the prior year quarter. Gross margin declined 50 basis points to 38.5% compared to 39.0% in the prior year quarter.

    General and administrative expenses (“G&A”) in the second quarter declined 6% to $27.9 million compared to $29.7 million in the prior year quarter primarily due to lower labor costs of approximately $1.3 million and non-cash decreases in amortization expense of $0.8 million. As a percentage of revenue, G&A costs were 29.7% in the second quarter compared to 27.7% in the prior year quarter.

    Net loss in the second quarter of fiscal year 2025 was $0.0 million compared to net income of $3.0 million in the prior year quarter. Net loss attributable to common shareholders in the second quarter of fiscal year 2025 was $0.4 million, or $(0.01) per diluted share, compared to net income of $2.6 million, or $0.05 per diluted share, in the prior year quarter.

    Adjusted EBITDA in the second quarter of fiscal year 2025 was $22.5 million compared to $27.5 million in the prior year quarter. Adjusted EBITDA margin was 23.9% compared to 25.7% in the prior year quarter.

    Liquidity

    On April 30, 2025, the Company had debt outstanding of $425.0 million, net debt of $387.2 million and total available liquidity of $352.5 million.

    Segment Results

    U.S. Concrete Pumping. Revenue in the second quarter of fiscal year 2025 was $62.1 million compared to $74.6 million in the prior year quarter. The decline was driven by a continued slowdown from deferrals in commercial construction work and emerging challenges in residential work, mostly due to high interest rates, uncertainty around extensions of U.S. tax policy and adverse weather events in the months of February and April. Further, while the Company has not been directly impacted by tariffs, the added uncertainty surrounding tariffs has contributed to the deferral of certain commercial construction projects. Net loss in the second quarter of fiscal year 2025 was $1.6 million compared to net income of $0.9 million in the prior year quarter. Adjusted EBITDA was $12.7 million in the second quarter of fiscal year 2025 compared to $17.5 million in the prior year quarter. These decreases were largely driven by the decrease in revenue, as discussed above.

    U.S. Concrete Waste Management Services. Revenue in the second quarter of fiscal year 2025 increased 7% to $18.1 million compared to $16.9 million in the prior year quarter. The increase was driven by organic growth and pricing improvements. Net income in the second quarter of fiscal year 2025 was $1.2 million compared to net income of $1.1 million in the prior year quarter. Adjusted EBITDA in the second quarter of fiscal year 2025 increased 12% to $6.7 million compared to $5.9 million in the prior year quarter. Increases in both net income and adjusted EBITDA are mostly due to higher revenue and disciplined cost control.

    U.K. Operations. Revenue in the second quarter of fiscal year 2025 was $13.8 million compared to $15.5 million in the prior year quarter. Excluding the impact from foreign currency translation, revenue was down 13% year-over-year, due to lower volumes caused by a general slowdown in commercial construction work. Net income in the second quarter of fiscal year 2025 was $0.4 million compared to $1.0 million in the prior year quarter. Adjusted EBITDA was $3.2 million in the second quarter of fiscal year 2025 compared to $4.1 million in the prior year quarter. Excluding the impact from foreign currency translation, net income and adjusted EBITDA changes were primarily related to the decrease in revenue.

    Fiscal Year 2025 Outlook

    The Company now expects fiscal year 2025 revenue to range between $380.0 million to $390.0 million, Adjusted EBITDA to range between $95.0 million to $100.0 million, and free cash flow2 to be approximately $45.0 million. These expectations assume the construction market will not start to meaningfully recover until fiscal year 2026 and that the Company continues to strengthen its organizational infrastructure and invest in its fleet to position the business for growth in fiscal 2026.

    ________________
    2 Free cash flow is defined as Adjusted EBITDA less net maintenance capital expenditures and cash paid for interest.

    Share Repurchase Program

    In June 2025, the board of directors of the Company approved a $15.0 million increase to the Company’s share repurchase program. Including this increase, there have been a total of $50.0 million in authorizations since the inception of the share repurchase program in June 2022. All authorizations are set to expire on December 31, 2026.

    During the six months ended April 30, 2025, the Company repurchased 1,311,386 shares for a total of $7.8 million at an average share price of $5.97 per share. Including the new $15.0 million share repurchase authorization approved in June 2025, a total of $24.2 million would have been available for purchase under the Company’s repurchase program as of April 30, 2025.

    “Today’s additional $15.0 million share repurchase authorization reflects our commitment to driving shareholder value,” said Bruce Young. “Our disciplined approach to capital allocation, strong free cash flow and consistent operational execution have allowed us to support the growth of our businesses while delivering expected shareholder returns and creating long-term value.”

    Conference Call

    The Company will hold a conference call on Thursday, June 5, 2025, at 5:00 p.m. Eastern time to discuss its second quarter 2025 results.

    Date: Thursday, June 5, 2025
    Time: 5:00 p.m. Eastern Time (3:00 p.m. Mountain Time)
    Toll-free dial-in number: 1-877-407-9039
    International dial-in number: 1-201-689-8470
    Conference ID: 13752905

    Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Gateway Group, Inc. at 1-949-574-3860.

    The conference call will be broadcast live and is available for replay here (https://viavid.webcasts.com/starthere.jsp?ei=1714111&tp_key=af0b6ebb93) as well as the investor relations section of the Company’s website at www.concretepumpingholdings.com.

    A replay of the conference call will be available after 8:00 p.m. Eastern Time on the same day through June 12, 2025.

    Toll-free replay number: 1-844-512-2921
    International replay number: 1-412-317-6671
    Replay ID: 13752905

    About Concrete Pumping Holdings

    Concrete Pumping Holdings is the leading provider of concrete pumping services and concrete waste management services in the fragmented U.S. and U.K. markets, primarily operating under what we believe are the only established, national brands in both geographies – Brundage-Bone for concrete pumping in the U.S., Camfaud in the U.K., and Eco-Pan for waste management services in both the U.S. and U.K. The Company’s large fleet of specialized pumping equipment and trained operators position it to deliver concrete placement solutions that facilitate labor cost savings to customers, shorten concrete placement times, enhance worksite safety and improve construction quality. Highly complementary to its core concrete pumping service, Eco-Pan seeks to provide a full-service, cost-effective, regulatory-compliant solution to manage environmental issues caused by concrete washout. As of April 30, 2025, the Company provided concrete pumping services in the U.S. from a footprint of approximately 90 branch locations across 22 states, concrete pumping services in the U.K. from approximately 35 branch locations, and route-based concrete waste management services from 21 operating locations in the U.S. and one shared location in the U.K. For more information, please visit www.concretepumpingholdings.com or the Company’s brand websites at www.brundagebone.com, www.camfaud.co.uk, or www.eco-pan.com.

    Forward‐Looking Statements

    This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The Company’s actual results may differ from expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” “outlook” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company’s expectations with respect to future performance, including the Company’s fiscal year 2025 outlook. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from expected results. Most of these factors are outside the Company’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: the adverse impact of recent inflationary pressures, changes in foreign trade policies, restrictive monetary policies, global economic conditions and developments related to these conditions, such as fluctuations in fuel costs on our business; adverse and severe weather conditions; the outcome of any legal proceedings, rulings or demand letters that may be instituted against or sent to the Company or its subsidiaries; the ability of the Company to grow and manage growth profitably and retain its key employees; the ability to identify and complete targeted acquisitions and to realize the expected benefits from completed acquisitions; changes in applicable laws or regulations; the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; and other risks and uncertainties indicated from time to time in the Company’s filings with the Securities and Exchange Commission, including the risk factors in the Company’s latest Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The Company cautions that the foregoing list of factors is not exclusive. The Company cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

    Non-GAAP Financial Measures

    This press release presents Adjusted EBITDA, Adjusted EBITDA margin, net debt, free cash flow and leverage ratio, all of which are important financial measures for the Company but are not financial measures defined by GAAP.

    EBITDA is calculated by taking GAAP net income and adding back interest expense and amortization of deferred financing costs net of interest income, income tax expense, and depreciation and amortization. Adjusted EBITDA is calculated by taking EBITDA and adding back loss on debt extinguishment, stock-based compensation, changes in the fair value of warrant liabilities, other expense (income), net, goodwill and intangibles impairment and other adjustments. Other adjustments include non-recurring expenses, non-cash currency gains/losses and transaction expenses. Transaction expenses represent expenses for legal, accounting, and other professionals that were engaged in the completion of various acquisitions. Transaction expenses can be volatile as they are primarily driven by the size of a specific acquisition. As such, the Company excludes these amounts from Adjusted EBITDA for comparability across periods.

    The Company believes these non-GAAP measures of financial results provide useful supplemental information to management and investors regarding certain financial and business trends related to our financial condition and results of operations, and as a supplemental tool for investors to use in evaluating our ongoing operating results and trends and in comparing our financial measures with competitors who also present similar non-GAAP financial measures. In addition, these measures (1) are used in quarterly and annual financial reports and presentations prepared for management, our board of directors and investors, and (2) help management to determine incentive compensation. EBITDA and Adjusted EBITDA have limitations and should not be considered in isolation or as a substitute for performance measures calculated under GAAP. These non-GAAP measures exclude certain cash expenses that the Company is obligated to make. In addition, other companies in our industry may calculate EBITDA and Adjusted EBITDA differently or may not calculate it at all, which limits the usefulness of EBITDA and Adjusted EBITDA as comparative measures. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by total revenue for the period presented. See below for a reconciliation of Adjusted EBITDA to net income (loss) calculated in accordance with GAAP.

    Net debt as a specified date is calculated as all amounts outstanding under debt agreements (currently this includes the Company’s term loan and revolving line of credit balances, excluding any offsets for capitalized deferred financing costs) measured in accordance with GAAP less cash. Cash is subtracted from the GAAP measure because it could be used to reduce the Company’s debt obligations. A limitation associated with using net debt is that it subtracts cash and therefore may imply that there is less Company debt than the most comparable GAAP measure indicates. CPH believes this non-GAAP measure provides useful information to management and investors in order to monitor the Company’s leverage and evaluate the Company’s consolidated balance sheet. See “Reconciliation of Net Debt” below for a reconciliation of Net Debt to amounts outstanding under debt agreements calculated in accordance with GAAP.

    The leverage ratio is defined as the ratio of net debt to Adjusted EBITDA for the trailing four quarters. The Company believes its leverage ratio measures its ability to service its debt and its ability to make capital expenditures. Additionally, the leverage ratio is a standard measurement used by investors to gauge the creditworthiness of an institution.

    Free cash flow is defined as Adjusted EBITDA less net maintenance capital expenditures and cash paid for interest. This measure is not a substitute for cash flow from operations and does not represent the residual cash flow available for discretionary expenditures, since certain non-discretionary expenditures, such as debt servicing payments, are not deducted from the measure. CPH believes this non-GAAP measure provides useful information to management and investors in order to monitor and evaluate the cash flow yield of the business.

    The financial statement tables that accompany this press release include a reconciliation of Adjusted EBITDA and net debt to the applicable most comparable U.S. GAAP financial measure. However, the Company has not reconciled the forward-looking Adjusted EBITDA guidance range and free cash flow range included in this press release to the most directly comparable forward-looking GAAP measures because this cannot be done without unreasonable effort due to the lack of predictability regarding the various reconciling items such as provision for income tax expense and depreciation and amortization.

    Current and prospective investors should review the Company’s audited annual and unaudited interim financial statements, which are filed with the U.S. Securities and Exchange Commission, and not rely on any single financial measure to evaluate the Company’s business. Other companies may calculate Adjusted EBITDA, net debt and free cash flow differently and therefore these measures may not be directly comparable to similarly titled measures of other companies.

    Contact:

    Company:
    Iain Humphries
    Chief Financial Officer
    1-303-289-7497    		 Investor Relations:
    Gateway Group, Inc.
    Cody Slach
    1-949-574-3860
    BBCP@gateway-grp.com  
       
     
    Concrete Pumping Holdings, Inc.
    Condensed Consolidated Balance Sheets
                 
        As of April 30,     As of October 31,  
    (in thousands, except per share amounts)   2025     2024  
    Current assets:                
    Cash and cash equivalents   $ 37,788     $ 43,041  
    Receivables, net of allowance for doubtful accounts of $881 and $916, respectively     48,378       56,441  
    Inventory     6,157       5,922  
    Prepaid expenses and other current assets     11,231       6,956  
    Total current assets     103,554       112,360  
                     
    Property, plant and equipment, net     412,967       415,726  
    Intangible assets, net     99,793       105,612  
    Goodwill     223,998       222,996  
    Right-of-use operating lease assets     24,757       26,179  
    Other non-current assets     11,437       12,578  
    Deferred financing costs     2,284       2,539  
    Total assets   $ 878,790     $ 897,990  
                     
    Current liabilities:                
    Revolving loan   $ –     $ 20  
    Operating lease obligations, current portion     4,860       4,817  
    Accounts payable     12,341       7,668  
    Accrued payroll and payroll expenses     11,757       14,303  
    Accrued expenses and other current liabilities     27,069       28,673  
    Income taxes payable     1,861       850  
    Total current liabilities     57,888       56,331  
                     
    Long term debt, net of discount for deferred financing costs     417,346       373,260  
    Operating lease obligations, non-current     20,418       21,716  
    Deferred income taxes     84,402       86,647  
    Other liabilities, non-current     11,891       13,321  
    Total liabilities     591,945       551,275  
                     
                     
    Zero-dividend convertible perpetual preferred stock, $0.0001 par value, 2,450,980 shares issued and outstanding as of April 30, 2025 and October 31, 2024     25,000       25,000  
                     
    Stockholders’ equity                
    Common stock, $0.0001 par value, 500,000,000 shares authorized, 52,132,683 and 53,273,644 issued and outstanding as of April 30, 2025 and October 31, 2024, respectively     6       6  
    Additional paid-in capital     388,737       386,313  
    Treasury stock     (35,972 )     (25,881 )
    Accumulated other comprehensive income (loss)     3,089       (483 )
    Accumulated deficit     (94,015 )     (38,240 )
    Total stockholders’ equity     261,845       321,715  
                     
    Total liabilities and stockholders’ equity   $ 878,790     $ 897,990  
                     
     
    Concrete Pumping Holdings, Inc.
    Condensed Consolidated Statements of Operations
                 
        Three Months Ended April 30,     Six Months Ended April 30,  
    (in thousands, except per share amounts)   2025     2024     2025     2024  
                                     
    Revenue   $ 93,958     $ 107,062     $ 180,404     $ 204,773  
    Cost of operations     57,776       65,295       112,987       129,692  
    Gross profit     36,182       41,767       67,417       75,081  
    Gross margin     38.5 %     39.0 %     37.4 %     36.7 %
                                     
    General and administrative expenses     27,922       29,712       55,672       61,570  
    Income from operations     8,260       12,055       11,745       13,511  
                                     
    Interest expense and amortization of deferred financing costs     (8,554 )     (6,903 )     (14,769 )     (13,426 )
    Loss on extinguishment of debt     –       –       (1,392 )     –  
    Interest income     260       30       673       90  
    Change in fair value of warrant liabilities     –       –       –       130  
    Other income (expense), net     28       44       62       84  
    Income (loss) before income taxes     (6 )     5,226       (3,681 )     389  
                                     
    Income tax expense (benefit)     (2 )     2,180       (1,038 )     1,169  
                                     
    Net income (loss)     (4 )     3,046       (2,643 )     (780 )
                                     
    Less preferred shares dividends     (426 )     (430 )     (865 )     (870 )
                                     
    Loss available to common shareholders   $ (430 )   $ 2,616     $ (3,508 )   $ (1,650 )
                                     
    Weighted average common shares outstanding                                
    Basic     52,699       53,430       52,875       53,501  
    Diluted     52,699       54,380       52,875       53,501  
                                     
    Net income per common share                                
    Basic   $ (0.01 )   $ 0.05     $ (0.07 )   $ (0.03 )
    Diluted   $ (0.01 )   $ 0.05     $ (0.07 )   $ (0.03 )
                                     
     
    Concrete Pumping Holdings, Inc.
    Condensed Consolidated Statements of Cash Flows
           
        For the Six Months Ended April 30,  
    (in thousands, except per share amounts)   2025     2024  
                     
    Net loss   $ (2,643 )   $ (780 )
    Adjustments to reconcile net loss to net cash provided by operating activities:                
    Non-cash operating lease expense     2,575       2,567  
    Foreign currency adjustments     (54 )     (451 )
    Depreciation     20,726       20,565  
    Deferred income taxes     (2,706 )     (590 )
    Amortization of deferred financing costs     896       890  
    Amortization of intangible assets     6,058       7,771  
    Stock-based compensation expense     905       1,273  
    Change in fair value of warrant liabilities     –       (130 )
    Loss on extinguishment of debt     1,392       –  
    Net gain on the sale of property, plant and equipment     (188 )     (1,147 )
    Other operating activities     (46 )     65  
    Net changes in operating assets and liabilities:                
    Receivables     8,407       6,279  
    Inventory     (130 )     612  
    Other operating assets     (6,297 )     (2,420 )
    Accounts payable     4,296       (1,218 )
    Other operating liabilities     (2,424 )     (3,841 )
    Net cash provided by operating activities     30,767       29,445  
                     
    Cash flows from investing activities:                
    Purchases of property, plant and equipment     (19,491 )     (28,817 )
    Proceeds from sale of property, plant and equipment     3,232       5,236  
    Net cash used in investing activities     (16,259 )     (23,581 )
                     
    Cash flows from financing activities:                
    Proceeds on long term debt     425,000       –  
    Payments on long term debt     (375,000 )     –  
    Proceeds on revolving loan     124,474       167,611  
    Payments on revolving loan     (124,494 )     (170,138 )
    Dividends paid     (53,132 )        
    Payment of debt issuance costs     (8,153 )     –  
    Purchase of treasury stock     (8,508 )     (3,017 )
    Other financing activities     (136 )     1,409  
    Net cash used in financing activities     (19,949 )     (4,135 )
    Effect of foreign currency exchange rate changes on cash     188       366  
    Net increase (decrease) in cash and cash equivalents     (5,253 )     2,095  
    Cash and cash equivalents:                
    Beginning of period     43,041       15,861  
    End of period   $ 37,788     $ 17,956  
                     
     
    Concrete Pumping Holdings, Inc.
    Segment Revenue
                 
        Three Months Ended April 30,     Change  
    (in thousands, unless otherwise stated)   2025     2024     $     %  
    U.S. Concrete Pumping     62,109     $ 74,617     $ (12,508 )     (16.8 )%
    U.S. Concrete Waste Management Services(1)     18,057       16,898       1,159       6.9 %
    U.K. Operations     13,792       15,547       (1,755 )     (11.3 )%
    Total revenue   $ 93,958     $ 107,062     $ (13,104 )     (12.2 )%
    (1) For the three months ended April 30, 2025 and 2024, intersegment revenue of $0.1 million is excluded.
        Six Months Ended April 30,     Change  
    (in thousands, unless otherwise stated)   2025     2024     $     %  
    U.S. Concrete Pumping   $ 119,022     $ 141,300     $ (22,278 )     (15.8 )%
    U.S. Concrete Waste Management Services(1)     34,750       32,518       2,232       6.9 %
    U.K. Operations     26,632       30,955       (4,323 )     (14.0 )%
    Total revenue   $ 180,404     $ 204,773     $ (24,369 )     (11.9 )%
    (1) For the six months ended April 30, 2025 and 2024, intersegment revenue of $0.2 million isexcluded.
     
     
    Concrete Pumping Holdings, Inc.
    Segment Adjusted EBITDA and Net Income (Loss)

    During the first quarter of fiscal year 2025, the Company updated its methodology in which the Company allocates its corporate costs to better align with the manner in which the Company now allocates resources and measures performance. As a result, segment results for prior periods have been reclassified to conform to the current period presentation.

        Three Months Ended April 30, 2024     Six Months Ended April 30, 2024  
    (in thousands)   U.S. Concrete Pumping     U.S. Concrete Waste Management Services     U.S. Concrete Pumping     U.S. Concrete Waste Management Services  
    As Previously Reported                                
    Net income (loss)   $ (999 )   $ 3,001     $ (7,843 )   $ 5,406  
    Interest expense and amortization of deferred financing costs, net of interest income     6,193       –       11,947       –  
    EBITDA     15,979       6,188       23,016       11,568  
    Stock-based compensation     737       –       1,273       –  
    Other expense (income), net     (7 )     –       (27 )     (7 )
    Other Adjustments     514       –       3,668       –  
    Adjusted EBITDA     17,223       6,188       27,930       11,561  
                                     
    Recast Adjustment                                
    Net income (loss)   $ 1,936     $ (1,936 )   $ 5,578     $ (5,578 )
    Interest expense and amortization of deferred financing costs, net of interest income     (1,566 )     1,566       (3,323 )     3,323  
    EBITDA     370       (370 )     2,255       (2,255 )
    Stock-based compensation     (189 )     189       (350 )     350  
    Other expense (income), net     –       –       3       (3 )
    Other Adjustments     67       (67 )     (774 )     774  
    Adjusted EBITDA     248       (248 )     1,134       (1,134 )
                                     
    Current Report As Recast                                
    Net income (loss)   $ 937     $ 1,065     $ (2,265 )   $ (172 )
    Interest expense and amortization of deferred financing costs, net of interest income     4,627       1,566       8,624       3,323  
    EBITDA     16,349       5,818       25,271       9,313  
    Stock-based compensation     548       189       923       350  
    Other expense (income), net     (7 )     –       (24 )     (10 )
    Other Adjustments     581       (67 )     2,894       774  
    Adjusted EBITDA     17,471       5,940       29,064       10,427  
                                     
     
    Concrete Pumping Holdings, Inc.
    Segment Adjusted EBITDA and Net Income (Loss) Continued
           
        Net Income (Loss)  
        Three Months Ended April 30     Change  
    (in thousands, unless otherwise stated)   2025     2024     $     %  
    U.S. Concrete Pumping   $ (1,601 )   $ 937     $ (2,538 )     *  
    U.S. Concrete Waste Management Services     1,202       1,065       137       (12.9 )%
    U.K. Operations     395       1,044       (649 )     (62.2 )%
    Total   $ (4 )   $ 3,046     $ (3,050 )     (100.1 )%
    *Change is not meaningful                                
                                     
        Adjusted EBITDA  
        Three Months Ended April 30     Change  
    (in thousands, unless otherwise stated)   2025     2024     $     %  
    U.S. Concrete Pumping   $ 12,663     $ 17,471     $ (4,808 )     (27.5 )%
    U.S. Concrete Waste Management Services     6,655       5,940       715       12.0 %
    U.K. Operations     3,179       4,137       (958 )     (23.2 )%
    Total   $ 22,497     $ 27,548     $ (5,051 )     (18.3 )%
        Net Income (Loss)  
        Six Months Ended April 30     Change  
    (in thousands, unless otherwise stated)   2025     2024     $     %  
    U.S. Concrete Pumping   $ (4,681 )   $ (2,265 )   $ (2,416 )     (106.7 )%
    U.S. Concrete Waste Management Services     1,426       (172 )     1,598       *  
    U.K. Operations     612       1,527       (915 )     (59.9 )%
    Other     –       130       (130 )     *  
    Total   $ (2,643 )   $ (780 )   $ (1,863 )     (238.8 )%
    *Change is not meaningful                                
                                     
        Adjusted EBITDA  
        Six Months Ended April 30     Change  
    (in thousands, unless otherwise stated)   2025     2024     $     %  
    U.S. Concrete Pumping   $ 21,800     $ 29,064     $ (7,264 )     (25.0 )%
    U.S. Concrete Waste Management Services     11,701       10,427       1,274       12.2 %
    U.K. Operations     6,007       7,339       (1,332 )     (18.1 )%
    Total   $ 39,508     $ 46,830     $ (7,322 )     (15.6 )%
                                     
     
    Concrete Pumping Holdings, Inc.
    Quarterly Financial Performance
                                         
    (dollars in millions)   Revenue     Net Income     Adjusted EBITDA1     Capital Expenditures2     Adjusted EBITDA less Capital Expenditures     Earnings (Loss) Per Diluted Share  
                                                     
    Q1 2024   $ 98     $ (4 )   $ 19     $ 17     $ 3     $ (0.08 )
    Q2 2024   $ 107     $ 3     $ 28     $ 7     $ 21     $ 0.05  
    Q3 2024   $ 110     $ 8     $ 32     $ 6     $ 26     $ 0.13  
    Q4 2024   $ 111     $ 9     $ 34     $ 2     $ 32     $ 0.16  
    Q1 2025   $ 86     $ (3 )   $ 17     $ 4     $ 13     $ (0.06 )
    Q2 2025   $ 94     $ –     $ 22     $ 12     $ 10     $ (0.01 )
                                                     
    1Adjusted EBITDA is a financial measure that is not calculated in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”). See “Non-GAAP Financial Measures” below for a discussion of the definition of this measure and reconciliation of such measure to its most comparable GAAP measure.
    2Information on M&A or growth investments included in net capital expenditures have been included for relevant quarters below:
    *Q1 2024 capex includes approximately $5 million growth investment.
    *Q2 2024 capex includes approximately $1 million M&A and $3 million growth investment.
    *Q3 2024 capex includes approximately $4 million growth investment.
    *Q4 2024 capex includes approximately $3 million growth investment.
    *Q1 2025 capex includes approximately $2 million growth investment.
    *Q2 2025 capex includes approximately $2 million growth investment.
     
     
    Concrete Pumping Holdings, Inc.
    Reconciliation of Net Income to Reported EBITDA to Adjusted EBITDA
                 
        Three Months Ended April 30,     Six Months Ended April 30,  
    (dollars in thousands)   2025     2024     2025     2024  
    Consolidated                                
    Net income (loss)   $ (4 )   $ 3,046     $ (2,643 )   $ (780 )
    Interest expense and amortization of deferred financing costs, net of interest income     8,294       6,873       14,096       13,336  
    Income tax expense (benefit)     (2 )     2,180       (1,038 )     1,169  
    Depreciation and amortization     13,584       14,239       26,784       28,337  
    EBITDA     21,872       26,338       37,199       42,062  
    Loss on debt extinguishment     –       –       1,392       –  
    Stock based compensation     538       737       905       1,273  
    Change in fair value of warrant liabilities     –       –       –       (130 )
    Other expense (income), net     (28 )     (44 )     (62 )     (84 )
    Other adjustments(1)     115       517       74       3,709  
    Adjusted EBITDA   $ 22,497     $ 27,548     $ 39,508     $ 46,830  
                                     
    U.S. Concrete Pumping                                
    Net income (loss)   $ (1,601 )   $ 937     $ (4,681 )   $ (2,265 )
    Interest expense and amortization of deferred financing costs, net of interest income     5,211       4,627       8,522       8,624  
    Income tax expense (benefit)     (482 )     515       (1,662 )     (1,588 )
    Depreciation and amortization     9,006       10,270       18,081       20,500  
    EBITDA     12,134       16,349       20,260       25,271  
    Loss on debt extinguishment     –       –       862       –  
    Stock based compensation     371       548       609       923  
    Other expense (income), net     (4 )     (7 )     (18 )     (24 )
    Other adjustments(1)     162       581       87       2,894  
    Adjusted EBITDA   $ 12,663     $ 17,471     $ 21,800     $ 29,064  
                                     
    U.S. Concrete Waste Management Services                                
    Net income (loss)   $ 1,202     $ 1,065     $ 1,426     $ (172 )
    Interest expense and amortization of deferred financing costs, net of interest income     2,369       1,566       4,141       3,323  
    Income tax expense     332       1,067       415       1,982  
    Depreciation and amortization     2,651       2,120       4,927       4,180  
    EBITDA     6,554       5,818       10,909       9,313  
    Loss on debt extinguishment     –       –       530       –  
    Stock based compensation     167       189       296       350  
    Other expense (income), net     (12 )     –       (14 )     (10 )
    Other adjustments     (54 )     (67 )     (20 )     774  
    Adjusted EBITDA   $ 6,655     $ 5,940     $ 11,701     $ 10,427  
                                     
    (1) Other adjustments include the adjustment for non-recurring expenses and non-cash currency gains/losses. For the six months ended April 30, 2024, other adjustments includes a $3.5 million non-recurring charge related to sales tax litigation.
     
        Three Months Ended April 30,     Six Months Ended April 30,  
    (dollars in thousands)   2025     2024     2025     2024  
    U.K. Operations                                
    Net income   $ 395     $ 1,044     $ 612     $ 1,527  
    Interest expense, net     714       680       1,433       1,389  
    Income tax expense     148       598       209       775  
    Depreciation and amortization     1,927       1,849       3,776       3,657  
    EBITDA     3,184       4,171       6,030       7,348  
    Other expense (income), net     (12 )     (37 )     (30 )     (50 )
    Other adjustments     7       3       7       41  
    Adjusted EBITDA   $ 3,179     $ 4,137     $ 6,007     $ 7,339  
                                     
    Other                                
    Net income   $ –     $ –     $ –     $ 130  
    EBITDA     –       –       –       130  
    Change in fair value of warrant liabilities     –       –       –       (130 )
    Adjusted EBITDA   $ –     $ –     $ –     $ –  
                                     
     
    Concrete Pumping Holdings, Inc.
    Reconciliation of Net Debt
                                   
        April 30,     July 31,     October 31,     January 31,     April 30,  
    (in thousands)   2024     2024     2024     2025     2025  
    Senior Notes     375,000       375,000       375,000       425,000       425,000  
    Revolving loan draws outstanding     16,428       –       20       –       –  
    Less: Cash     (17,956 )     (26,333 )     (43,041 )     (85,132 )     (37,788 )
    Net debt   $ 373,472     $ 348,667     $ 331,979     $ 339,868     $ 387,212  
                                             
     
    Concrete Pumping Holdings, Inc.
    Reconciliation of Historical Adjusted EBITDA
                                           
    (dollars in thousands)   Q1 2024     Q2 2024     Q3 2024     Q4 2024     Q1 2025       Q2 2025  
    Consolidated                                                
    Net income (loss)   $ (3,826 )   $ 3,046     $ 7,560     $ 9,427     $ (2,639 )   $ (4 )
    Interest expense and amortization of deferred financing costs     6,463       6,873       6,261       5,976       5,802       8,294  
    Income tax expense (benefit)     (1,011 )     2,180       3,081       3,854       (1,036 )     (2 )
    Depreciation and amortization     14,097       14,239       14,491       14,283       13,200       13,584  
    EBITDA     15,723       26,338       31,393       33,540       15,327       21,872  
    Transaction expenses     –       –       –       –       –       –  
    Loss on debt extinguishment     –       –       –       –       1,392       –  
    Stock based compensation     536       737       644       477       367       538  
    Change in fair value of warrant liabilities     (130 )     –       –       –       –       –  
    Other expense (income), net     (39 )     (44 )     (276 )     (47 )     (34 )     (28 )
    Other adjustments(1)     3,191       517       (123 )     (290 )     (41 )     115  
    Adjusted EBITDA   $ 19,281     $ 27,548     $ 31,638     $ 33,680     $ 17,011     $ 22,497  
                                                     
    (1) Other adjustments include the adjustment for non-recurring expenses and non-cash currency gains/losses. For the first quarter of fiscal year 2024, other adjustments includes a $3.5 million non-recurring charge related to sales tax litigation.
     

    The MIL Network –

  • MIL-OSI: Byrna Technologies Announces Preliminary Fiscal Second Quarter Record Revenues of $28.5 Million

    Source: GlobeNewswire (MIL-OSI)

    ANDOVER, Mass., June 05, 2025 (GLOBE NEWSWIRE) — Byrna Technologies Inc. (“Byrna” or the “Company”) (Nasdaq: BYRN), a technology company, specializing in the development, manufacture, and sale of innovative less-lethal personal security solutions, today announced select preliminary financial results for the fiscal second quarter ended May 31, 2025.

    Preliminary Second Quarter Results
    Based on preliminary unaudited results, Byrna expects total revenue for the fiscal second quarter of 2025 to be $28.5 million, representing a 41% increase from $20.3 million in the fiscal second quarter of 2024. The record Q2 performance was driven by strong early demand for the new Byrna Compact Launcher (CL), which launched on May 1, along with meaningful channel expansion.

    E-commerce sales grew 15% year-over-year, supported by growing brand recognition and an increasingly balanced channel mix.

    Dealer sales rose 106% year-over-year to $7.5 million, driven by early success in the Company’s partnership with Sportsman’s Warehouse, which soft-launched Byrna products in select stores during the second quarter. As of quarter-end, the program had rolled out an initial group of stores featuring shop-in-shop formats, with in-store ‘Byrna Genius’ installations expected to begin in July to support continued growth and deepen in-store engagement. Growth in the dealer channel also reflected continued momentum from Byrna’s traditional distributor network.

    International sales rose 86%, including approximately $800,000 in royalty revenue from Byrna LATAM, which is up from a negligible base in the prior year period.

    To ensure sufficient supply for the CL launch and build inventory across product lines, Byrna produced 38,237 Compact Launchers in the quarter, contributing to a total of 63,835 launchers manufactured.

    Management Commentary
    “We are continuing to raise the bar at Byrna and are encouraged with our ability to generate a record $28.5 million in revenue for the second quarter,” said Byrna CEO Bryan Ganz. “While we saw softness in overall consumer spending throughout the quarter, the launch of the CL and sustained expansion of our total addressable market helped drive a 41% year-over-year increase in revenue. This success is a testament to the growing strength of our brand and the innovation behind the CL.

    “Over the past six months, we’ve steadily ramped production to support a successful launch of the CL. With the rollout now underway and a healthy inventory of SD and LE launchers in place, we are transitioning to a steady-state production cadence of 15,000 launchers per month. Combined with the ramping Sportsman’s Warehouse partnership and an expanded influencer roster—including the recent addition of Tucker Carlson—we’re well positioned to maintain momentum through the second half of 2025 and beyond.”

    Preliminary Fiscal Second Quarter 2025 Sales Breakdown:

    Sales Channel ($ in millions) Q2 2025
    		 Q2 2024
    		 % Change
    Web 16.6   14.4   15%
    Byrna Dedicated Dealers 7.5   3.6   106%
    Law Enforcement / Schools / Pvt Security 0.1   0.0   120%
    Retail Stores 0.8   0.2   223%
    International 3.6   1.9   86%
    Total Sales 28.5   20.3   41%


    Conference Call
    Byrna plans to report its full financial results for the fiscal second quarter in July, which will be accompanied by a conference call to discuss the results and address questions from investors and analysts. The conference call details will be announced prior to the event.

    About Byrna Technologies Inc.
    Byrna is a technology company specializing in the development, manufacture, and sale of innovative non-lethal personal security solutions. For more information on the Company, please visit the corporate website here or the Company’s investor relations site here. The Company is the manufacturer of the Byrna® SD personal security device, a state-of-the-art handheld CO2 powered launcher designed to provide a non-lethal alternative to a firearm for the consumer, private security, and law enforcement markets. To purchase Byrna products, visit the Company’s e-commerce store.

    Forward-Looking Statements
    This news release contains “forward-looking statements” within the meaning of the securities laws. All statements contained in this news release, other than statements of current and historical fact, are forward-looking. Often, but not always, forward-looking statements can be identified by the use of words such as “plans,” “expects,” “intends,” “anticipates,” and “believes” and statements that certain actions, events or results “may,” “could,” “would,” “should,” “might,” “occur,” “be achieved,” or “will be taken.” Forward-looking statements include descriptions of currently occurring matters which may continue in the future. Forward-looking statements in this news release include, but are not limited to, our statements related to preliminary revenue results for the second fiscal quarter 2025, the timing of the release of full financial results for the quarter, expectations for future sales growth and demand trends, the impact of marketing strategies, the anticipated performance of new products and retail store expansion, and the Company’s ability to sustain momentum throughout 2025. Forward-looking statements are not, and cannot be, a guarantee of future results or events. Forward-looking statements are based on, among other things, opinions, assumptions, estimates, and analyses that, while considered reasonable by the Company at the date the forward-looking information is provided, inherently are subject to significant risks, uncertainties, contingencies, and other factors that may cause actual results and events to be materially different from those expressed or implied.

    Any number of risk factors could affect our actual results and cause them to differ materially from those expressed or implied by the forward-looking statements in this news release, including, but not limited to, disappointing market responses to current or future products or services; prolonged, new, or exacerbated disruption of the Company’s supply chain; the further or prolonged disruption of new product development; production or distribution or delays in entry or penetration of sales channels due to inventory constraints, competitive factors, increased shipping costs or freight interruptions; prototype, parts and material shortages, particularly of parts sourced from limited or sole source providers; determinations by third party controlled distribution channels not to carry or reduce inventory of the Company’s products; determinations by advertisers to prohibit marketing of some or all Byrna products; the loss of marketing partners or endorsers; potential cancellations of existing or future orders including as a result of any fulfillment delays, introduction of competing products, negative publicity, or other factors; product design defects or recalls; litigation, enforcement proceedings or other regulatory or legal developments; changes in consumer or political sentiment affecting product demand; regulatory factors including the impact of commerce and trade laws and regulations; import-export related matters or tariffs, sanctions or embargos that could affect the Company’s supply chain or markets; delays in planned operations related to licensing, registration or permit requirements; and future restrictions on the Company’s cash resources, increased costs and other events that could potentially reduce demand for the Company’s products or result in order cancellations. The order in which these factors appear should not be construed to indicate their relative importance or priority. We caution that these factors may not be exhaustive; accordingly, any forward-looking statements contained herein should not be relied upon as a prediction of actual results. Investors should carefully consider these and other relevant factors, including those risk factors in Part I, Item 1A, (“Risk Factors”) in the Company’s most recent Form 10-K, should understand it is impossible to predict or identify all such factors or risks, should not consider the foregoing list, or the risks identified in the Company’s SEC filings, to be a complete discussion of all potential risks or uncertainties, and should not place undue reliance on forward-looking information. The Company assumes no obligation to update or revise any forward-looking information, except as required by applicable law.

    Investor Contact:
    Tom Colton and Alec Wilson
    Gateway Group, Inc.
    949-574-3860
    BYRN@gateway-grp.com

    The MIL Network –

  • MIL-OSI: Oportun Completes $439 Million Asset Backed Securitization

    Source: GlobeNewswire (MIL-OSI)

    SAN CARLOS, Calif., June 05, 2025 (GLOBE NEWSWIRE) — Oportun (Nasdaq: OPRT), a mission-driven financial services company, today announced the issuance of $439 million of two-year revolving fixed rate asset-backed notes secured by a pool of unsecured and secured installment loans.

    The offering included five classes of fixed rate notes: Class A, Class B, Class C, Class D, and Class E. Fitch rated all classes of notes, assigning ratings of AAA, AA-, A-, BBB-, and BB-, respectively. Goldman Sachs & Co. LLC served as the sole structuring agent and co-lead, and Deutsche Bank Securities Inc., Jefferies and Natixis Corporate & Investment Banking also served as co-leads.

    The weighted average coupon on the transaction was 5.57%, and the weighted average yield was 5.67%. The Class A notes were priced with a coupon of 4.88% per annum; the Class B notes were priced with a coupon of 5.28% per annum; the Class C notes were priced with a coupon of 5.52% per annum; the Class D notes were priced with a coupon of 6.45% per annum; and the Class E notes were priced at 98.95% with a coupon of 9.40% and a yield of 10.19% per annum.

    “This transaction marks an important milestone for Oportun and reflects a growing recognition of the strength and resilience of our business. Achieving our first AAA rating demonstrates how far we’ve come in expanding access to affordable credit,” said Paul Appleton, Interim Chief Financial Officer at Oportun. “The 5.67% yield on this bond issuance was 1.28% lower than our prior ABS transaction in January, reflecting robust investor demand and creating greater efficiency and value — both for Oportun and for the members we serve.”

    For more information visit oportun.com. The notes were offered pursuant to Rule 144A under the Securities Act of 1933, as amended.

    This press release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

    About Oportun
    Oportun (Nasdaq: OPRT) is a mission-driven financial services company that puts its members’ financial goals within reach. With intelligent borrowing, savings, and budgeting capabilities, Oportun empowers members with the confidence to build a better financial future. Since inception, Oportun has provided more than $20.3 billion in responsible and affordable credit, saved its members more than $2.4 billion in interest and fees, and helped its members set aside an average of more than $1,800 annually. For more information, visit Oportun.com.

    Investor Contact
    Dorian Hare
    (650) 590-4323
    ir@oportun.com

    Media Contact
     Michael Azzano
    Cosmo PR for Oportun
    (415) 596-1978
     michael@cosmo-pr.com

    The MIL Network –

  • MIL-OSI Russia: Dmitry Chernyshenko: Seven winners of the third wave of selection of research centers in the field of artificial intelligence will receive 4.7 billion rubles

    Translation. Region: Russian Federal

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

    At the Government Coordination Centre, Deputy Prime Minister Dmitry Chernyshenko presented the results of the selection of the third wave of research centres in the field of artificial intelligence (AI). The winning universities and research organisations will receive grants to conduct research and create breakthrough world-class industry solutions.

    Dmitry Chernyshenko reported that the winners were HSE University, Innopolis, ISP RAS, ITMO University, MIPT, Skoltech, and for the first time, Lomonosov Moscow State University will be involved in the research.

    “Each of the seven selected third wave centers will receive 676 million rubles for two years – until 2026 – to conduct fundamental research in the field of strong, trusted, multi-agent AI. The total amount of budget funding will be 4.7 billion rubles for all centers,” he added.

    The Deputy Prime Minister noted that President Vladimir Putin and Prime Minister Mikhail Mishustin set the task of focusing on fundamental areas in the field of AI and conducting research in other areas, but with the mandatory use of AI technologies. Within the framework of the federal project “Artificial Intelligence”, the operator of which is the Ministry of Economic Development, a grant competition is being held for research centers.

    “Investments in AI research centers have already proven their effectiveness. The first wave of centers dealt with issues of strong, trusted, ethical artificial intelligence. The second wave is dedicated to industry research for medicine, transport, industry and smart cities. These centers create almost half of all Russian scientific groundwork in AI. President Vladimir Putin set the task of publishing at least 450 papers at top-level conferences in the field of AI in the world by 2030 – A*. We see that investments are achieving results, so the Government continues to develop such support programs,” Dmitry Chernyshenko emphasized.

    He added that an important foresight session on fundamental and exploratory research in the field of AI was held in 2024. At it, leading Russian scientists with a global reputation identified 10 priority areas for the development of science in the field of artificial intelligence in the coming years.

    “These areas are a strategic benchmark for public investment, which, as a rule, also attracts off-budget investment. The selection of the third wave was carried out taking into account these priorities, and we plan to conduct further research in Russia in relation to them. The Ministry of Economic Development and the Ministry of Education and Science are also preparing a unified research program in the field of AI, which will consolidate this logic,” concluded Dmitry Chernyshenko.

    He asked the selected centers to support the winners and prize winners of the AI Olympiads, who also took part in the event.

    A total of 19 applications from centers from 10 regions of Russia were submitted for selection. The centers’ programs state the key areas of foresight in fundamental and exploratory research in the field of AI, conducted in 2024: agent/multi-agent systems, elements of strong AI, fundamental and generative AI models.

    “Artificial intelligence today has a significant impact on the development of many sectors of the economy. On the instructions of the President, the national strategy for the development of AI until 2030 is being implemented. Support for the activities of research centers in this area is a critically important tool that allows us to create a research base for the comprehensive development of sovereign AI in the country,” said First Deputy Minister of Economic Development Maxim Kolesnikov.

    Grigory Bokov, Director of the Research Center for Artificial Intelligence at Lomonosov Moscow State University, said that the goal of their center is to develop modern artificial intelligence technologies, including in the direction of so-called general artificial intelligence, capable of solving a wide range of problems, just as humans do.

    “We combine deep scientific research with applied developments that can already be in demand in the economy, industry, medicine and education. The project involves specialists from seven departments of Moscow State University, including leading Russian and foreign scientists,” he said.

    Expert support for the competitive selection and subsequent support for the implementation of research center activity programs is provided by the Strategic Agency for Support and Formation of AI Developments (SAPFIR), a project office created on the basis of the Skolkovo Foundation.

    “In the next two years, SAPFIR will focus on supporting research centers to achieve all their goals in both the scientific and commercial parts. Their activities will contribute to the creation of a technological reserve for Russia in the field of artificial intelligence, as well as attracting and developing the best personnel in the country,” said SAPFIR Director Tatyana Soyuznova.

    Let us recall that in 2021, the first wave of research centers in the field of AI was selected as part of the federal project “Artificial Intelligence” (national program “Digital Economy”). Six scientific and educational organizations received state support totaling more than 8 billion rubles. Their work resulted in 165 articles in leading scientific journals, 206 publications at top-level conferences, as well as the creation and support of 15 frameworks. Together with 36 industrial partners, including Sber, Yandex, MTS and other large companies, the centers have already implemented about 50 applied solutions.

    As part of the second selection wave, support was received by industry AI centers based at leading universities and research centers, such as the N.N. Blokhin National Medical Research Center of Oncology, S.P. Korolev Samara University, and others. These centers focus on training industry specialists, creating databases, and supporting specialized frameworks. RUB 3.8 billion from the federal budget has been allocated to finance their activities in 2023–2026.

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

    MIL OSI Russia News –

  • MIL-OSI: Binah Capital Group Announces PKS Investments as Finalist in Two Categories for the 2025 Wealth Management Industry Awards

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, June 05, 2025 (GLOBE NEWSWIRE) — Binah Capital Group, Inc. (“Binah Capital”) (NASDAQ: BCG), a financial services enterprise supporting the growth of independent financial advisors, today announced that PKS Investments (“PKS”), a Binah Capital Group company, has been named a finalist in two categories for the prestigious 2025 Wealth Management Industry Awards (“The Wealthies”). The categories are Transition Support / Transition Services, recognizing PKS’s excellence in advisor transition solutions, and Chief Executive Officer of the Year, recognizing Katherine Flouton, CEO of PKS Investments.

    This dual recognition underscores Binah’s unmatched commitment to leadership and operational excellence in supporting independent financial advisors through critical growth and transition stages.

    With decades of experience and a proven, scalable process, PKS has successfully supported thousands of advisor transitions, helping firms navigate change with confidence, clarity, and continuity. Through high-touch service model, operational excellence, and strategic leadership, PKS has redefined the benchmark for transition support within the wealth management industry.

    “We are incredibly proud to see Katherine Flouton and PKS Investments recognized among the industry’s top innovators,” said Craig Gould, Chief Executive Officer of Binah Capital Group. “These nominations reflect our unwavering commitment to empowering independent advisors with the leadership, infrastructure, and flexibility they need to thrive in an evolving landscape.”

    Now in its 11th year, the Wealth Management Industry Awards is the only awards program of its kind to honor outstanding achievements by companies, organizations and individuals that support financial advisor success.

    A panel of judges made up of top names in the industry, led by WealthManagement.com director of editorial strategy and operations David Armstrong, chose the finalists and will determine the winners, which each year recognizes the firms and individuals who are bringing new innovations to market that make a real difference to the daily activities of financial advisors. Winners will be announced at a gala and awards ceremony in New York City on September 4th.

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

    About Purshe Kaplan Sterling Investments
    Purshe Kaplan Sterling Investments (PKS) is a leading independent broker-dealer offering comprehensive support services for financial advisors nationwide. PKS’s flexible affiliation models, operational precision, and client-first philosophy enable advisors to deliver outstanding service while growing their businesses with confidence.

    Contact:

    Binah Capital Investor Relations
    ir@binahcap.com

    Binah Capital Public Relations
    media@binahcap.com

    The MIL Network –

  • MIL-OSI USA: Securing a Healthier Future for SUNY Downstate

    Source: US State of New York

    overnor Kathy Hochul today received the Downstate Community Advisory Board proposal for the more than $1 billion State reinvestment in SUNY Downstate’s hospital. Following months of community input and engagement, the advisory board advanced a proposal that aims to stabilize and renovate the facility and deliver a modern hospital to Central Brooklyn.

    “Central Brooklyn deserves world-class health care, and with this historic $1 billion investment, we’re securing a brighter, healthier future for SUNY Downstate and the communities it serves,” Governor Hochul said. “This plan was shaped by the voices of those who know and rely on Downstate — community members, faculty and staff — and their input was critical to getting this right. I’m grateful to SUNY and the advisory board for their commitment to building a strong, sustainable future SUNY Downstate, and I look forward to thoroughly reviewing the proposed plan.”

    The proposal from the advisory board will:

    • Retain all current inpatient and outpatient services, including maternity and kidney transplant services
    • Convert all double occupancy rooms to private rooms with showers and add additional rooms, resulting in 225 operational beds (with the goal of increasing the current 165 average daily census)
    • Modernize and expand the emergency department to 45 stations
    • Establish/renovate dedicated inpatient specialty units for cardiology, oncology, and orthopedics
    • Build a new hospital annex, including a state-of-the-art ambulatory surgery center that expands services in oncology and cardiology
    • Address the mechanical, electrical, and plumbing infrastructure issues that have resulted in repeated system failures
    • Improve leadership and operations to achieve greater operational sustainability

    SUNY Chancellor John B. King Jr. said, “SUNY Downstate has long served as a cornerstone of care for Brooklynites – and as a result of Governor Hochul’s leadership and investment, it will continue to do so long into the future. Thank you to Governor Hochul, to the advisory board, and to every community member who contributed to this proposal that will ensure a strong and sustainable SUNY Downstate hospital for the communities we are proud to serve.”

    The advisory board’s task was to consider recommendations to establish a reasonable, scalable and fiscally responsible plan for the financial health, viability, and sustainability of SUNY Downstate within a range of available funds.

    The advisory board – consisting of healthcare and community leaders – worked throughout the past nearly six months to gather input and ideas directly from the community to inform the proposal. Over the course of their deliberations, the advisory board:

    • Held four public hearings (one more than statutorily required) on January 22, February 27, March 13, and April 28, with two in Community Board #9 and two in Community Board #17
    • Met with numerous community stakeholders including the SUNY Downstate Medical School Department Chairs, the Brooklyn for Downstate advocacy group (twice), the leadership at SUNY Downstate, and other regional healthcare providers
    • Carefully reviewed analysis of the community health needs (including the Brooklyn for Downstate data needs analysis and recommendations for the future of SUNY Downstate, the Community Health Needs Assessment 2022 prepared by the NYC Health & Hospitals, and the New York State Department of Health’s Study of Healthcare System Inequities and Perinatal Access in Brooklyn report), Downstate Hospital’s financials, and the condition of Downstate Hospital’s physical plant
    • Engaged a team of consultants to provide expert analysis, infrastructure assessment, financial modeling, architectural and engineering scenarios, and coordination, including ADENA Consulting Group, LLC, QPK Design, Ramboll, Ewing Cole, and Kaufman Hall. In addition, at stakeholders’ request, the advisory board engaged Deloitte to independently assess the reasonableness of the financial modeling and identify options to reduce the ongoing operating deficit.

    After gathering public and stakeholder input over many months, the approach now recommended by the advisory board was presented to the public as an option under consideration at the fourth public hearing on April 28. View materials from the public hearings here.

    Downstate’s hospital provides inpatient and outpatient health care services in Central Brooklyn and leads in research and scholarship to address health disparities in New York City and across the state.

    Last year, SUNY Downstate’s hospital faced a $100 million annual deficit and was at risk of being unable to operate without additional funding, while contending with a hospital facility in disrepair and vulnerable to major crises, including recent major infrastructure incidents.

    In response, Governor Hochul worked with the Legislature and SUNY to develop a plan to engage community leaders in developing a sustainable future for Downstate and provided a historic capital investment. The Governor championed $750 million in capital funding for SUNY Downstate’s hospital in the 2024-25 and 2025-26 Enacted State Budgets, and directed SUNY to dedicate its anticipated $50 million annual capital allocations in each of the next seven years to bring the total investment to more than $1 billion.

    SUNY Downstate Health Sciences University President Dr. Wayne J. Riley said, “This plan represents an extraordinary investment in SUNY Downstate’s hospital and a bright future for our patients, our students, and our faculty and staff. I want to thank Governor Hochul, the Brooklyn legislative delegation, the SUNY Board of Trustees and Chancellor King, the faculty and staff of SUNY Downstate, and the faith leaders, labor organizations, and other community stakeholders who have worked together to envision a strong and achievable future for SUNY Downstate.”

    SUNY Trustee and Chair of the Academic Medical Centers and Hospitals Committee Eric Corngold said, “SUNY is proud of the unique and important role SUNY Downstate plays in Central Brooklyn and New York State. We are committed to a strong and sustainable future for SUNY Downstate and grateful to Governor Hochul for a historic investment in SUNY Downstate’s hospital.”

    New York State Health Commissioner Dr. James V. McDonald said, “Governor Hochul has shown a strong commitment to strengthening health care across New York—from expanding mental health services to supporting the nursing workforce and modernizing medical facilities. Investing in SUNY Downstate’s hospital is a critical step that will improve health outcomes and better serve the residents of Central Brooklyn.”

    SUNY Downstate Chair of the Department of Community and Family Health Dr. Enitza George, M.D., MBA, MSAI. said, “After six months of working with the DCAB members, I believe these recommendations truly reflect our commitment to listening to the community. We carefully considered what’s needed and balanced it with what’s possible given the current funding. I’m genuinely excited about what’s next—for Brooklyn as a whole and for Downstate in particular.”

    SUNY Downstate Community Advisory Board Member Pastor Louis Hilton Straker Jr. said, “Reinvesting in Downstate will not only mean improved care, it will also mean a sense of safety and dignity for Central Brooklynites. Over the last year, we’ve seen how different voices and perspectives can enter a room and come together to deliver for our communities. Let Downstate serve as a sign of hope on what we can do when New Yorkers stand by each other and insist on solutions.”

    SUNY Downstate Community Advisory Board Member Dr. Lesly Kernisant said, “In my decades of caring for Brooklyn patients, a simple fact is clear: modern facilities and comprehensive services lead to improved care. This investment in SUNY Downstate’s future–which includes vital support for maternal health care–marks an important moment in the collective effort to reduce health disparities and secure a better future for our community.”

    Senate Majority Leader Andrea Stewart-Cousins said, “Securing this historic investment in SUNY Downstate is a major victory for Brooklyn—preserving critical services, modernizing the hospital, and reaffirming our commitment to equitable, high-quality care. By establishing the Community Advisory Board, we ensured that the voices of patients, workers, and the community were central to every discussion about Downstate’s future. I applaud Senator Myrie and all my Brooklyn colleagues whose tireless advocacy made this moment possible and who continue to lead the charge toward the full revitalization of SUNY Downstate Medical Center.”

    Assemblymember Amy Paulin said, “Securing $1 billion for Downstate is historic – I applaud Governor Hochul and the community leaders who helped shape this proposal. This is an important moment to be investing in our healthcare ecosystem, and Downstate’s modernization can serve as a model for vulnerable facilities across the state.”

    Assemblymember Brian Cunningham said, “As the representative for Central Brooklyn and SUNY Downstate, I have made it a priority to advocate to Governor Hochul and legislative leaders for the investments this hospital needs to serve our community and the city. Through this year’s budget process, we fought to secure critical funding for Downstate and for the healthcare infrastructure that so many New Yorkers rely on. With federal threats to Medicaid mounting, this new commitment from the state could not be more important. I commend the Governor for her leadership in protecting access to care and driving equity across the healthcare system.

    Assemblymember Rodneyse Bichotte Hermelyn said, “SUNY Downstate was founded 165 years ago, and served as a vital healthcare institution and safety-net hospital, helping over 300,000 Brooklynites annually, regardless of their ability to pay. In recent years, our borough’s only academic medical center kept trying to provide innovative, high-quality-care for all, while its 19th century infrastructure crumbled; putting the Downstate Hospital in serious peril; while leaving our most vulnerable constituents with next-to-nothing for healthcare. Gov. Hochul took decisive action, when other leaders swept this problem under the rug, and worked with the Brooklyn Delegation and our communities to deliver a one billion-dollar solution ensuring a bright future for SUNY Downstate and the Brooklynites who depend on it. Thank you to the Advisory Board for providing a blueprint to revitalize SUNY Downstate into a world-class, state-of-the-art health center that will truly save the lives of Brooklynites today and for decades to come.”

    New York City Council Member Farah N. Louis said, “I wholeheartedly applaud Governor Hochul for this historic and transformative $1 billion investment in SUNY Downstate Medical Center—a bold commitment that demonstrates extraordinary leadership and responsiveness to the urgent needs of Central Brooklyn residents. Knowing that this funding will restore full inpatient and outpatient care over 200 beds is a massive achievement in our fight to save this institution. As our community continues to advocate for a transformative and responsive investment, I am proud that our concerns were heard to bring modernized facilities and high-quality services to the working-class families of Central Brooklyn. Governor Hochul listened to the needs of our neighborhoods and I look forward to the strengthening of this essential institution.”

    New York City Council Member Mercedes Narcisse said, “This $1 billion investment and the restoration of 225 beds are crucial steps in ensuring Downstate stays open and continues to serve our community. I am deeply grateful to Governor Hochul for her leadership and unwavering commitment to preserving this essential healthcare institution in Central Brooklyn. By implementing the majority of the Downstate Community Advisory Board’s recommendations, we are listening to those who know best and ensuring a brighter, healthier future for all who rely on Downstate.”

    Bishop Orlando Findlayter said, “We’ve seen private hospitals across the city close or limit services in recent years, which has been a rising threat to the healthcare of New Yorkers in underserved communities. But thanks to leadership from the Governor and our local community, Downstate will ensure the long-term commitment of all existing inpatient and outpatient services, and will serve as a beacon of care and community.”

    Assemblymember Latrice Walker said, “The release of the Downstate Community Advisory proposal for the reinvestment of more than $1 billion is a victory for the entire Central Brooklyn community, including the constituents of my district who rely on SUNY Downstate Hospital. I’d like to thank all the people who have fought so hard to get us to this point. That includes advocates, SUNY leadership, lawmakers, union leaders, and members of the faith and medical communities. And, of course, we would not be at this critical juncture without the leadership of Gov. Kathy Hochul. The proposal, which follows months of community input, retains kidney transplant and maternity services – which are priorities for my community, as we battle high rates of diabetes and fight for better Black maternal health outcomes. I look forward to the modernization of the emergency department, infrastructure upgrades and many other improvements stemming from the proposal. We have collectively struck a decisive blow in the ongoing effort to combat health disparities in Brooklyn communities of color. The quality of one’s care should not be determined by zip code.”

    MIL OSI USA News –

  • MIL-OSI Africa: African Medical Centre of Excellence (AMCE) Opens its Doors to the Public as it Seeks to Transform Healthcare in Africa

    Source: Africa Press Organisation – English (2) – Report:

    ABUJA, Nigeria, June 5, 2025/APO Group/ —

    The African Medical Centre of Excellence (AMCE) officially opened today, marking a historic milestone in Africa’s journey towards healthcare sovereignty. The US$300 million tertiary medical facility, developed by African Export-Import Bank (Afreximbank) (www.Afreximbank.com) in partnership with King’s College Hospital London, welcomed His Excellency President Bola Ahmed Tinubu as guest of honour, represented by His Excellency, Senator Kashim Shettima, Vice President of the Federal Republic of Nigeria, alongside high-ranking Government and private sector officials, including the Minsters of Health, Finance, and Foreign Affairs, Nigeria Customs Services, Nigeria Immigration Services, Nigerian National Petroleum Corporation Limited (NNPCL) and Bank of Industry (BOI), among others.

    Located in Abuja and designed to meet the highest global standards, AMCE Abuja offers world-class services across oncology, haematology, cardiology, and general medical services. More than a hospital, the facility represents a bold statement of Africa’s determination to reduce dependence on foreign health systems and reverse the estimated US$6-10 billion Africans spend annually seeking treatment abroad.

    The opening of AMCE Abuja comes at a critical time, as Africa seeks to strengthen its healthcare systems and reduce reliance on external providers. The COVID-19 pandemic exposed the vulnerabilities of this reliance, with global supply shortages putting immense pressure on African nations. Similarly, past responses to health crises like Ebola have reinforced the urgent need for resilient, homegrown solutions. Decades after independence, millions of Africans continue to suffer from diseases like sickle cell and malaria, conditions that could be better managed with targeted local research and investment. Yet these illnesses often receive limited global attention or funding, leaving critical treatment gaps. AMCE Abuja represents a bold step forward, bringing world-class care to the continent, centering African health priorities, and laying the groundwork for a healthier, more self-reliant future. In strategic partnership with Bank of Industry (BOI), and Nigerian National Petroleum Corporation Limited (NNPCL), AMCE reflects what’s possible when African institutions unite with shared purpose.

     “Today, we are not merely unveiling a building, we are making a bold, collective statement: we will no longer accept medical vulnerability as destiny. The African Medical Centre of Excellence stands as proof that Africa is ready to compete with the best in global healthcare. I commend Afreximbank and its visionary President, Professor Benedict Oramah, and salute the partnership with King’s College Hospital for turning this audacious dream into reality. This is what happens when African institutions confront African challenges with African solutions.

    “Over the past two years, we have taken deliberate steps to transform Nigeria’s health sector—from unlocking the healthcare value chain through the Presidential Initiative (PVAC), to expanding pharmaceutical production, regulatory systems, and diagnostic access, and securing over $2.2 billion in new investments through the Nigeria Health Sector Renewal Initiative. But excellence must be sustained. That’s why we’re investing in the roads, power, and connectivity that enable great institutions to thrive. With the largest stem cell lab in West Africa and plans for a medical school, this Centre is more than a hospital, it is a place to heal the sick, and to train the future.” — H.E. Bola Ahmed Tinubu, GCFR, President and Commander-in-Chief of the Armed Forces, Federal Republic of Nigeria, represented by H.E. Senator Kashim Shettima, Vice President of the Federal Republic of Nigeria

    Commenting on the momentous achievement, Prof. Benedict Oramah, President and Chairman of the Board of Directors of both Afreximbank and AMCE, thanked the Federal Government of Nigeria for providing the land on which the AMCE stands, adding: ” In 2013, I had my own close call when I became seriously ill and was evacuated to King’s College Hospital in London, where a frantic battle to save my life ensued. Being here today is a testament to the power of cutting-edge medical research, clinical knowledge, and a solid healthcare ecosystem. The event we mark today is proof that society is better off saving lives than burying its dead, and that it is a living person who can contribute to development and social transformation. This experience led me to conclude that one of the major contributions I could make to Africa was to help Afreximbank deliver on its health and medical strategy in every way possible. Our vision for the African Medical Centre of Excellence is not just to provide top-notch healthcare but to serve as a catalyst for the transformation of the African health sector, making a bold statement to the world that Africa is finally taking its destiny into its own hands in healthcare sovereignty and global standards.”

    President Oramah also announced the launch of the Africa Life Sciences Foundation to act as the vehicle for mobilising appropriate risk capital to drive research efforts and called on African and non-African governments, banks, high net worth individuals and corporate organisations to join the Bank in investing in the hospital, through this platform.

    Brian Deaver, Chief Executive Officer of AMCE, highlighted the facility’s comprehensive approach: “Today, we don’t just open a hospital—we launch a healthcare revolution for Africa. AMCE represents a paradigm shift in how specialised medical care is delivered on the continent. Our integrated model encompasses early diagnosis, advanced treatment, and long-term disease management, creating a seamless continuum of care that improves patient outcomes and health experiences.”

    He added: “Our mission extends beyond treatment to include world-class medical education, groundbreaking research, and continuous innovation. By combining international expertise with local talent development, AMCE will build sustainable healthcare capacity that serves generations to come.  

    AMCE’s opening signals a new era for Africa — one in which self-reliance replaces dependency, and world-class care is no longer the privilege of a few but the standard for many. By anchoring healthcare delivery, talent development, and innovation on the continent, AMCE is not just stemming the outflow of medical dollars, but redefining Africa’s place in the global health ecosystem.

    Through its clinical partnerships with King’s College Hospital, London and The Christie NHS Foundation Trust, AMCE will be home to advance research, education, and medical excellence by fostering continuous knowledge exchange. In its next phase, AMCE will expand to include a second 350-bed hospital, medical and nursing schools, a medical sciences foundation, research centres, and residential facilities. Together, this integrated ecosystem will position Nigeria as a leading hub for specialist healthcare, medical training, and clinical research on the continent.

    Professor Clive Kay, Chief Executive Officer of King’s College Hospital NHS Foundation Trust said, “We are proud to partner with Afreximbank on this important initiative. The African Medical Centre of Excellence represents a positive step forward, and by bringing together world-class clinical standards, training, and research, we aim to share our expertise and support the development of a sustainable model of care that responds directly to the needs of African patients”.

    Now open, AMCE welcomes patients, healthcare professionals, researchers, and partners to join its mission of delivering world-class healthcare, fostering innovation, and building a healthier, more self-reliant Africa. AMCE is the largest specialised private hospital in Nigeria and West Africa focusing on cardiovascular services, haematology, comprehensive oncology, and general medical services. It currently boasts of 170 beds with a plan to expand this to 500 beds upon completion. It features the largest stem cell laboratory in the region, fifteen post stem cell isolation rooms in West Africa alongside five theatres and three catheterisation laboratories. It also features a 20 bed intensive care unit, six critical care unit beds and 20 chemotherapy chairs with compounding pharmacy among others. Some of the specialised equipment in Nigeria and the region are exclusively hosted by AMCE Abuja. They include the 18 Mev cyclotron, 3 Tesla Magnetic Resonance Imaging, 256 slices computed tomography, brachytherapy machine with iridium source, 4 biosafety cabinets and 128 slices computed tomography machines, among others. 

    MIL OSI Africa –

  • MIL-OSI Africa: Ecobank Transnational Incorporated Appoints Group Chief Financial Officer Ayo Adepoju as Group Executive Director

    Source: Africa Press Organisation – English (2) – Report:

    LOMÉ, Togo, June 5, 2025/APO Group/ —

    The Board of Directors of Ecobank Transnational Incorporated (ETI) (www.Ecobank.com), the parent company of the Ecobank Group, is pleased to announce the appointment of Ayo Adepoju, the current group chief financial officer (CFO), to the Board as Group Executive Director, effective June 4, 2025. 

    Ayo brings two decades of broad-based leadership experience and deep institutional knowledge as a proud product of the Ecobank Group. His expertise spans financial management, capital markets, strategic planning, capital raising and structuring, treasury management, investor relations, business performance management, governance, enterprise transformation, financial due diligence, internal control, and risk-based audit. 

    As a distinguished finance executive, he has been instrumental in shaping the Group’s financial transformation, capital strategy, and long-term resilience. Since joining Ecobank in 2012, he has held several key leadership positions, including Group Financial Controller, Group Head of Business Performance and Analytics, and currently Group CFO. 

    Over the years, Ayo has led numerous strategic initiatives, including landmark capital market transactions such as Eurobonds, Basel III-compliant instruments, and sustainability-linked debt. These efforts have significantly enhanced Ecobank’s presence in international capital markets and strengthened transparency and investor engagement. 

    Prior to joining Ecobank, he worked at PricewaterhouseCoopers (PwC) in London and Lagos, serving in the Financial Services Practice. 

    Commenting on the appointment, Papa Madiaw Ndiaye, Chairman of the Ecobank Group, stated: “On behalf of my fellow directors, I commend Ayo for his outstanding performance and warmly welcome him to the ETI board. His proven leadership has fostered trusted relationships with the Board and made this appointment both natural and strategic for the Group’s future. I believe that Ayo embodies Ecobank’s renewed talent philosophy, a homegrown leader with global exposure and a compelling track record. His intellect, integrity, and impact-driven leadership have long been evident. His appointment to the Board is a testament to our belief in recognizing and elevating excellence from within.” 

    Jeremy Awori, Group Chief Executive Officer, added: “Ayo has played a critical role in strengthening Ecobank’s financial resilience and enabling sustainable business growth. His ability to manage complexity, innovate in financial strategy, align finance with enterprise-wide transformation, and lead collaboratively has made him a critical member of our executive team. I look forward to deepening our partnership as we drive forward our Growth, Transformation and Returns strategy.” 

    Ayo holds a First-Class Honours degree from the University of Lagos and is a Fellow of both the Institute of Chartered Accountants of Nigeria (ICAN) and the Chartered Institute of Management Accountants (CIMA), UK. He also holds an MBA from Warwick Business School and a Ph.D. in Organizational Leadership from Regent University, USA. 

    He has completed executive education programs at Wharton, London Business School, and most recently in 2024, the Advanced Management Program at Harvard Business School. An official member of the Forbes Finance Council, he is also a published author and respected thought leader in finance and organizational strategy. 

    This appointment reinforces Ecobank’s continued commitment to nurturing internal talent and promoting leadership excellence across Africa.  

    MIL OSI Africa –