Category: Finance

  • MIL-OSI Security: ‘Be Smart with Your Kid’s Smartphone’ Coming to Clay County

    Source: Federal Bureau of Investigation FBI Crime News (b)

    FBI, Clay County Sherriff’s Office and Clay County Schools Partner at Ridgeview High School

    JACKSONVILLE, FL—FBI Jacksonville will partner with the Clay County Sheriff’s Office and Clay County District Schools to host “Be Smart with your Kid’s Smartphone” on Thursday, February 27. The event will be held at Ridgeview High School and is free and open to all parents, guardians, and educators. Since 2018, over 3,000 child advocates have attended “Be Smart” events across northeast Florida to learn how to better protect youth from being targeted online by predators and extremists.

    “Be Smart with your Kids’ Smartphone” events are led by Special Agents from FBI Jacksonville who investigate crimes against children and terrorism matters. Together with deputies from the Clay County Sheriff’s Office, they will review the latest social media apps that offenders are using to target and manipulate local kids and provide an overview of schemes that specifically target teens. Please note that the content of these presentations may not be appropriate for youth, and parental discretion is advised.

    • Event: “Be Smart with your Kid’s Smartphone – Parent Edition” Where: Ridgeview High School, 466 Madison Avenue, Orange Park, Florida, 32065
    • When: Thursday, February 27, 2025, 6:30 – 8:00 p.m.
    • Who: Free and open to parents and educators from all schools and districts.
    • Notes: Seating is limited. Registration is highly suggested.

    MIL Security OSI

  • MIL-OSI: SHIB ON SOLANA ($SHIB) – The Next Evolution Of Shiba Has Arrived

    Source: GlobeNewswire (MIL-OSI)

    LEEDI, Estonia, Feb. 07, 2025 (GLOBE NEWSWIRE) — The legend of SHIBA INU continues to evolve, and this time, it’s faster, stronger, and more decentralized than ever before. Introducing $SHIB on Solana, a groundbreaking project that honors the legacy of the original SHIBA INU while leveraging the unparalleled speed, efficiency, and scalability of the Solana blockchain.

    The SHIBA community has long been a symbol of loyalty, innovation, and meme magic. Now, $SHIB on Solana takes this legacy to new heights, combining the spirit of the OG SHIBA with the cutting-edge technology of Solana. This is not just another token—it’s a movement, a tribute, and a revolution in the world of memecoins.

    WHY $SHIB ON SOLANA IS THE NEXT BIG MEME TOKEN?**  

    A Tribute to the OG SHIBA  
    $SHIB on Solana is a heartfelt homage to the original SHIBA INU, celebrating its journey and the values that made it a global phenomenon. By migrating to Solana, the project embraces faster transactions, lower fees, and a more accessible ecosystem, ensuring that the SHIBA spirit reaches even more people worldwide.

    Supply Burn & Scarcity
    In a bold move to ensure scarcity and long-term value, 50% of the total $SHIB supply has already been burned. This strategic burn mirrors the original SHIBA INU’s approach, creating a deflationary model that benefits holders. Additionally, liquidity pool (LP) fees are used to burn both OG SHIB and $SHIB on Solana, further reducing supply and increasing value over time.

    Strategic Airdrops & Liquidity Growth:
    To reward early adopters and true believers, $SHIB on Solana has launched a series of strategic airdrops. These airdrops are designed to incentivize long-term holding rather than short-term speculation. Combined with LP injections, the project ensures market stability and sustainable growth, making it a reliable choice for investors.

    Solana-Powered Growth  
    Built on Solana, $SHIB benefits from the blockchain’s blazing-fast transaction speeds and minimal fees. This makes it easier for users to trade, stake, and participate in the ecosystem without the high costs associated with other networks. Solana’s robust infrastructure and dedicated community provide the perfect foundation for $SHIB to thrive as the next unstoppable force in memecoins.

    THE SHIBA LEGACY CONTINUES – DON’T MISS HISTORY IN THE MAKING!  

    $SHIB on Solana is more than just a token—it’s a bridge between the past and the future. By combining the SHIBA spirit with Solana’s technological prowess, this project is poised to redefine what a memecoin can achieve.

    The question is: Will you be part of it?  

    TOKENOMICS AT A GLANCE  

    • Total Supply: 1,000,000,000
    • Burned Supply: 500,000,000 (50%)
    • Tax: 0%
    • Liquidity Pool (LP): Burned

    JOIN THE PACK. BE PART OF THE TRIBUTE.

    $SHIB on Solana is here to honor the past, embrace the present, and build the future. Whether you’re a longtime SHIBA enthusiast or a newcomer to the world of memecoins, this is your chance to be part of something truly special.

    Welcome to Shib on Solana.  

    For more information, visit https://shibonsol.io/ or follow us on social media.

    About Shib on Solana  
    Shib on Solana is a decentralized token built on the Solana blockchain, created as a tribute to the legendary SHIBA INU. By combining the SHIBA spirit with Solana’s speed and efficiency, the project aims to make memecoins more accessible, sustainable, and impactful than ever before.

    Media Contact:
    Shib on Solana Team
    Email: info@shibonsolana.com
    Website: https://shibonsol.io/
    Telegram: https://t.me/SHIBONSOL
    Twitter: https://x.com/SHIBTOKEN_SOL

    Disclaimer: This press release is provided by Shib on Solana. The statements, views, and opinions expressed in this content are solely those of the sponsor and do not necessarily reflect the views of this media platform. We do not endorse, verify, or guarantee the accuracy, completeness, or reliability of any information presented. This content is for informational purposes only and should not be considered as financial, investment, or trading advice. Investing in cloud mining and related opportunities involves significant risks, including the potential loss of capital. Readers are strongly encouraged to conduct their own research and consult with a qualified financial advisor before making any investment decisions.

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/7d7ce30e-ad90-4086-a1b3-8bc15d745266

    The MIL Network

  • MIL-OSI Security: Stamford Man Sentenced to More Than Six Years in Federal Prison for Robbing Three Banks in 2020

    Source: Federal Bureau of Investigation (FBI) State Crime News

    Marc H. Silverman, Acting United States Attorney for the District of Connecticut, announced that FRANCESCO PENSIERO, also known as Frank Pensiero, 52, of Stamford, was sentenced today by U.S. District Judge Victor A. Bolden in New Haven to 78 months of imprisonment, followed by three years of supervised release, for robbing three Connecticut banks in 2020.

    According to court documents and statements made in court, on October 13, 2020, Pensiero and an associate robbed the Chase Bank located at 2855 Main Street in Stratford.  During the robbery, Pensiero’s associate displayed a handgun on the teller counter and presented the teller with a note that read “this is a robbery give me all your money.”  The teller provided Pensiero’s associate with approximately $1,000 and Pensiero and his associate exited the bank.

    Later on October 13, 2020, Pensiero robbed the People’s United Bank located at 1160 Kings Highway Cutoff in Fairfield.  During the robbery, he pulled out a handgun and presented the teller a note that stated “This is a robbery.”  The teller provided Pensiero with $5,458 and Pensiero exited the bank.

    On October 28, 2020, Pensiero and his associate robbed the People’s United Bank located at 95 Main Street in New Canaan.  Pensiero displayed a handgun, provided the teller with a note demanding money, verbally threatened to kill the teller and other employees, and ordered the bank employees to lie on the floor.  Pensiero and his associate stole $9,130 during the robbery, and fled from the bank in a red Chevrolet Monte Carlo SS.  The following day, the car was set on fire on Green Avenue in New Canaan.

    Pensiero was arrested on a federal criminal complaint on January 27, 2023.  On June 3, 2024, he pleaded guilty to bank robbery.

    Pensiero’s criminal history includes convictions for bank robbery and other offenses.

    Pensiero’s associate was convicted of related state offenses stemming from these robberies.

    This investigation was conducted by the Federal Bureau of Investigation and the Stratford, Fairfield, and New Canaan Police Departments.  The case was prosecuted by Assistant U.S. Attorney Daniel P. Gordon.

    MIL Security OSI

  • MIL-OSI Security: Chinese National Restaurant Owner Pleads Guilty To Establishing A Commercial Enterprise For The Purpose Of Evading Immigration Laws

    Source: Office of United States Attorneys

    Jacksonville, Florida – United States Attorney Roger B. Handberg announces that Hua Yao Ke (38), of Jacksonville has pleaded guilty to establishing a commercial enterprise for the purpose of evading a provision of the immigration laws. Ke faces a maximum penalty of five years in federal prison. A sentencing hearing has not yet been scheduled.

    According to the plea agreement, Ke owned and operated the Kamiya 86 Sushi and Thai restaurant located in Ponte Vedra Beach, Florida. At the restaurant, he employed workers who were unlawfully present in the United States. Contrary to federal law, Ke did not require the workers to provide documents to establish that they could legally work in the United States.

    Ke also owned a residence at which he provided free housing to the undocumented workers, and he provided the workers with free transportation between the house and the restaurant. He also paid the workers in cash and did not withhold taxes and other payments from the workers’ wages.

    This case was investigated by Homeland Security Investigations and the Border Patrol, with assistance from the St. Johns County Sheriff’s Office. It is being prosecuted by Assistant United States Attorney Arnold B. Corsmeier.

    MIL Security OSI

  • MIL-OSI Security: New York Man Sentenced to 34 Months In Prison for Wire Fraud Conspiracy

    Source: Office of United States Attorneys

    HARRISBURG – The United States Attorney’s Office for the Middle District of Pennsylvania announced that Christopher Marquis Windsor, age 33, of Brooklyn, New York, was sentenced on February 5, 2025, to 34 months’ imprisonment by United States District Court Judge Jennifer P. Wilson for wire fraud conspiracy and interstate transportation of stolen goods.

    According to Acting U.S. Attorney John C. Gurganus, between November 14, 2017 and October 12, 2022, Windsor and multiple co-conspirators defrauded nearly 60 businesses across 23 states and the District of Columbia via a fraudulent scheme in which they used fictious names, sham email addresses, and fake credit cards to rent sound production (or audio) equipment from businesses. Instead of returning the rented audio equipment, Windsor and his co-conspirators sold the merchandise using online marketplaces, such as eBay, Facebook, OfferUp, and Reverb. Windsor’s conduct caused a loss of $1,077,651.84. 

    Judge Wilson further ordered Windsor to pay restitution in the amount of $984,919.66.

    The case was investigated by the Federal Bureau of Investigation, the Lancaster Police, Lower Paxton Police, Cincinnati Police, Rockville (MD) Police, Detroit Police, Atlanta Police, Madison (Wisconsin) Police, and Falls Township (PA) Police Departments. Assistant United States Attorney David C. Williams prosecuted the case.

    # # #

    MIL Security OSI

  • MIL-OSI Security: FATHER AND SON DUO SENTENCED TO FEDERAL PRISON FOR DISTRIBUTION AND RECEIPT OF CHILD PORNOGRAPHY

    Source: Office of United States Attorneys

    United States Attorney Ronald C. Gathe, Jr. announced that U.S. District Judge Judge John W. deGravelles sentenced Bobby Glenn Wall, Jr., age 46, of Parchman, Mississippi, to 192 months in federal prison following his conviction for distribution and receipt of child pornography. Wall, Jr. must serve fifteen years of supervised release upon completing his term of imprisonment and ordered to register as a sex offender upon his release.

    According to admissions made as part of his guilty plea, on December 14, 2021, while using the Facebook Messenger application on a cell phone in the Wilkinson County Jail in Mississippi, Wall, Jr. knowingly transmitted five images of child pornography to his father, Bobby Glenn Wall, in Denham Springs Louisiana, with each image depicting a prepubescent female. Wall Jr. had access to, at a minimum, 100 images of child pornography that he sent to his own Facebook Messenger account, five of which he then sent to his father in Denham Springs via Facebook Messenger.

    His father, Bobby Glenn Wall, age 68, of Denham Springs, Louisiana, was sentenced by U.S. District Judge John W. deGravelles to 160 months in federal prison following his conviction for the same incident involving distribution and receipt of child pornography.  Wall must serve five years of supervised release upon completing his term of imprisonment and ordered to register as a sex offender upon his release.

    According to admissions made as part of his guilty plea, Wall knowingly received five images of child pornography on his Facebook Messenger application, from his son, Wall, Jr.  Wall received one image of child pornography from his son, and, after telling his son “to keep them coming,” received 15 additional images of child pornography, to include images depicting masturbation and sex acts.

    This matter was investigated by the U.S. Department of Homeland Security – Homeland Security Investigations and is being prosecuted by Assistant United States Attorney Paul L. Pugliese. 

    MIL Security OSI

  • MIL-OSI Global: 3 ways the Trump administration could reinvest in rural America’s future

    Source: The Conversation – USA – By Randolph Hubach, Professor of Public Health, Purdue University

    Rural America can be idyllic, but many communities still need support. Mint Images via Getty Images

    Rural America faces many challenges that Congress and the federal government could help alleviate under the new Trump administration.

    Rural hospitals and their obstetrics wards have been closing at a rapid pace, leaving rural residents traveling farther for health care. Affordable housing is increasingly hard to find in rural communities, where pay is often lower and poverty higher than average. Land ownership is changing, leaving more communities with outsiders wielding influence over their local resources.

    As experts in rural health and policy at the Center for Rural and Migrant Health at Purdue University, we work with people across the United States to build resilient rural communities.

    Here are some ways we believe the Trump administration could work with Congress to boost these communities’ health and economies.

    1. Rural health care access

    One of the greatest challenges to rural health care is its vulnerability to shifts in policy and funding cuts because of rural areas’ high rates of Medicare and Medicaid beneficiaries.

    About 25% of rural residents rely on Medicaid, a federal program that provides health insurance for low-income residents. A disproportionate share of Medicare beneficiaries – people over 65 who receive federal health coverage – also live in rural areas. At the same time, the average health of rural residents lags the nation as a whole.

    Rural clinics and hospitals

    Funding from those federal programs affects rural hospitals, and rural hospitals are struggling.

    Nearly half of rural hospitals operate in the red today, and over 170 rural hospitals have closed since 2010. The low population density of rural areas can make it difficult for hospitals to cover operating costs when their patient volume is low. These hospital closures have left rural residents traveling an extra 20 miles (32 km) on average to receive inpatient health care services and an extra 40 miles (64 km) for specialty care services.

    The government has created programs to try to help keep hospitals operating, but they all require funding that is at risk. For example:

    • The Low-volume Hospital Adjustment Act, first implemented in 2005, has helped numerous rural hospitals by boosting their Medicare payments per patient, but it faces regular threats of funding cuts. It and several other programs to support Medicare-dependent hospitals are set to expire on March 31, 2025, when the next federal budget is due.

    • The rural emergency hospital model, created in 2020, helps qualifying rural facilities to maintain access to essential emergency and outpatient hospital services, also by providing higher Medicare payments. Thus far, only 30 rural hospitals have transitioned to this model, in part because they would have to eliminate inpatient care services, which also limits outpatient surgery and other medical services that could require overnight care in the event of an emergency.

    Rural emergency hospitals can get extra funding, but there’s a catch: They have no inpatient beds, so people in need of longer care must go farther.
    AP Photo/Rogelio V. Solis

    Services for pregnant women have also gotten harder to find in rural areas.

    Between 2011 and 2021, 267 rural hospitals discontinued obstetric services, representing 25% of the United States’ rural obstetrics units. In response, the federal government has implemented various initiatives to enhance access to care, such as the Rural Hospital Stabilization Pilot Program and the Rural Maternal and Obstetric Management Strategies Program. However, these programs also require funding.

    Expanding telehealth

    Before the COVID-19 pandemic, telehealth – the ability to meet with your doctor over video – wasn’t widely used. It could be difficult for doctors to ensure reimbursement, and the logistics of meeting federal requirements and privacy rules could be challenging.

    The pandemic changed that. Improving technology allowed telehealth to quickly expand, reducing people’s contact with sick patients, and the government issued waivers for Medicare and Medicaid to pay for telehealth treatment. That opened up new opportunities for rural patients to get health care and opportunities for providers to reach more patients.

    However, the Medicare and Medicaid waivers for most telehealth services were only temporary. Only payments for mental and behavioral health teleheath services continued, and those are set to expire with the federal budget in March 2025, unless they are renewed.

    One way to expand rural health care would be to make those waivers permanent.

    Increasing access to telehealth could also support people struggling with opioid addiction and other substance use disorders, which have been on the rise in rural areas.

    2. Affordable housing is a rural problem too

    Like their urban peers, rural communities face a shortage of affordable housing.

    Unemployment in rural areas today exceeds levels before the COVID-19 pandemic. Job growth and median incomes lag behind urban areas, and rural poverty rates are higher.

    Rural housing prices have been exacerbated by continued population growth over the past four years, lower incomes compared with their urban peers, limited employment opportunities and few high-quality homes available for rent or sale. Rural communities often have aging homes built upon outdated or inadequate infrastructure, such as deteriorating sewer and water lines.

    Rental homes in older towns can become run down. Community maintenance of pipes and other services also requires funding.
    LawrenceSawyer/E+ via Getty Images

    One proposal to help people looking for affordable rural housing is the bipartisan Neighborhood Homes Investment Act, which calls for creating a new federal tax credit to spur the development and renovation of family housing in distressed urban, suburban and rural neighborhoods.

    Similarly, the Section 502 Direct Loan Program through the U.S. Department of Agriculture, which subsidizes mortgages for low-income applicants to obtain safe housing, could be expanded with additional funding to enable more people to receive subsidized mortgages.

    3. Locally owned land benefits communities

    Seniors age 65 and older own 40% of the agricultural land in the U.S., according to the American Farmland Trust. That means that more than 360 million acres of farmland could be transferred to new owners in the next few decades. If their heirs aren’t interested in farming, that land could be sold to large operations or real estate developers.

    That affects rural communities because locally owned rural businesses tend to invest in their communities, and they are more likely to make decisions that benefit the community’s well-being.

    A farmer carries organic squash during harvest. Young farmers often struggle to find land to expand their operations.
    Thomas Barwick/Stone via Getty Images

    Congress can take some steps to help communities keep more farmland locally owned.

    The proposed Farm Transitions Act, for example, would establish a commission on farm transitions to study issues that affect locally owned farms and provide recommendations to help transition agricultural operations to the next generation of farmers and ranchers.

    About 30% of farmers have been in business for less than 10 years, and many of them rent the land they farm. Programs such as USDA’s farm loan programs and the Beginning Farmer and Rancher Development Program help support local land purchases and could be improved to identify and eliminate barriers that communities face.

    We believe that by addressing these issues, Congress and the new administration can help some of the country’s most vulnerable citizens. Efforts to build resilient and strong rural communities will benefit everyone.

    Randolph Hubach receives funding from the National Institutes of Health and the Health Resources and Services Administration.

    Cody Mullen receives funding from the Health Resources and Services Administration. He is affiliated with the National Rural Health Association.

    ref. 3 ways the Trump administration could reinvest in rural America’s future – https://theconversation.com/3-ways-the-trump-administration-could-reinvest-in-rural-americas-future-245451

    MIL OSI – Global Reports

  • MIL-OSI Security: Raleigh County Man Pleads Guilty to Money Laundering

    Source: Federal Bureau of Investigation (FBI) State Crime News

    BECKLEY, W.Va. – James E. Monroe Jr., 59, of Daniels, pleaded guilty today to money laundering.

    According to court documents and statements made in court, on February 25, 2022, Monroe filed a petition for personal bankruptcy. Monroe knew he was required to submit true and correct schedules listing his assets and a statement detailing his financial affairs as part of the bankruptcy process. Monroe admitted that he sold his collection of over 10,000 sports trading cards after filing for bankruptcy and without disclosing its existence or its post-petition sale in the bankruptcy filings as required. Monroe further admitted that he sold the collection to a friend online to convert the collection into cash and disguise the nature of the resulting proceeds.

    Monroe admitted that his asset schedules and statement of financial affairs also did not disclose the December 2021 sale of his marital home in the Glade Springs residential development for $525,000, or the existence of a retirement account, two loans he obtained by using the equity associated with his whole-life insurance policy as collateral, and a storage unit he rented in the Shady Spring area that contained property belonging to the bankruptcy estate. Monroe further admitted that his schedules falsely stated that his then-minor daughter lived with him and was his dependent when neither was true.

    Monroe is scheduled to be sentenced on May 15, 2025, and faces a maximum penalty of 20 years in prison, up to three years of supervised release, and a $500,000 fine.

    United States Attorney Will Thompson made the announcement and commended the investigative work of the Federal Bureau of Investigation (FBI). The United States Trustee’s Charleston field office, which serves West Virginia, made the criminal referral of this case to the U.S. Attorney’s Office. The United States Trustee Program is a component of the Department of Justice whose mission is to promote the integrity and efficiency of the bankruptcy system for the benefit of all stakeholders — debtors, creditors and the public.

    United States Magistrate Judge Omar J. Aboulhosn presided over the hearing. Assistant United States Attorney Jonathan T. Storage is prosecuting the case.

    A copy of this press release is located on the website of the U.S. Attorney’s Office for the Southern District of West Virginia. Related court documents and information can be found on PACER by searching for Case No. 5:24-cr-121.

    ###

     

    MIL Security OSI

  • MIL-OSI Security: Louisiana Doctor Sentenced for Illegally Distributing Over 1.8 Million Doses of Opioids in $5.4 Million Health Care Fraud Scheme

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    A Louisiana physician was sentenced yesterday to 87 months in prison for conspiring to illegally distribute over 1.8 million doses of Schedule II controlled substances, including oxycodone, hydrocodone, and morphine, and for defrauding health care benefit programs of more than $5.4 million.

    According to court documents and evidence presented at trial, Adrian Dexter Talbot M.D., 59, of Slidell, owned and operated Medex Clinical Consultants (Medex), located in Slidell. Medex was a medical clinic that accepted cash payments from individuals seeking prescriptions for Schedule II controlled substances. Talbot routinely ignored signs that individuals frequenting Medex were drug-seeking or abusing the drugs prescribed. In 2015, Talbot took a full-time job in Pineville, Louisiana, and although he was no longer physically present at the Slidell clinic, he pre-signed prescriptions, including for opioids and other controlled substances, to be distributed to individuals there whom he did not see or examine. In 2016, Talbot hired another practitioner who, at Talbot’s direction, also pre-signed prescriptions to be distributed to individuals in exchange for cash deposited into a Medex bank account. The evidence also demonstrated that Talbot falsified patient records to cover up the scheme and to make it appear as though he was routinely examining the patients. With Talbot’s knowledge, these individuals filled their prescriptions using their insurance benefits, thereby causing health care benefit programs, including Medicare, Medicaid, and Blue Cross Blue Shield of Louisiana, to be fraudulently billed for controlled substances that were prescribed without an appropriate patient examination or determination of medical necessity.

    On July 22, 2024, Talbot was convicted by a jury in the Eastern District of Louisiana of one count of conspiracy to unlawfully distribute and dispense controlled substances, four counts of unlawfully distributing and dispensing controlled substances, one count of maintaining a drug-involved premises, and one count of conspiracy to commit health care fraud.

    Supervisory Official Antoinette T. Bacon of the Justice Department’s Criminal Division, the U.S. Attorney’s Office for the Eastern District of Louisiana, Special Agent in Charge Jason E. Meadows of the Department of Health and Human Services Office of Inspector General (HHS-OIG), Special Agent in Charge Kris Raper of the Department of Veterans Affairs Office of Inspector General (VA-OIG)’s South Central Field Office, Assistant Director Chad Yarbrough of the FBI’s Criminal Investigative Division, Acting Special Agent in Charge Stephen A. Cyrus of the FBI New Orleans Field Office, and Louisiana Attorney General Liz Murrill made the announcement.

    HHS-OIG, VA-OIG, FBI, and the Louisiana Medicaid Fraud Control Unit investigated the case.

    Trial Attorneys Sara E. Porter and Gary A. Crosby II, Assistant Chief Justin Woodard, and Deputy Chief Kate Payerle of the Criminal Division’s Fraud Section prosecuted the case.

    The Fraud Section leads the Criminal Division’s efforts to combat health care fraud through the Health Care Fraud Strike Force Program. Since March 2007, this program, currently comprised of nine strike forces operating in 27 federal districts, has charged more than 5,400 defendants who collectively have billed federal health care programs and private insurers more than $27 billion. In addition, the Centers for Medicare & Medicaid Services, working in conjunction with HHS-OIG, are taking steps to hold providers accountable for their involvement in health care fraud schemes. More information can be found at www.justice.gov/criminal-fraud/health-care-fraud-unit. 

    MIL Security OSI

  • MIL-OSI: Portland Investment Counsel Inc. Recognized at the FundGrade A+® Awards

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, Feb. 07, 2025 (GLOBE NEWSWIRE) — Portland Investment Counsel Inc. (Portland) is pleased to announce that the Portland Life Sciences Alternative Fund, managed by Michael Lee-Chin, Executive Chairman and Portfolio Manager and Dragos Berbecel, Portfolio Manager of Portland, was awarded a 2024 FundGrade A+® Award in the Alternative Equity Focused category for the 12-month period ending December 31, 2024, out of a total of 58 funds.

    “We are deeply honored that Portland Life Sciences Alternative Fund has been recognized with a FundGrade A+® Award, a noteworthy achievement in Canada’s wealth management industry. This award reinforces our unwavering commitment to creating wealth for our investors and demonstrates our thesis that improved patient outcomes can lead to stronger investor outcomes. We extend our congratulations to all fellow recipients. Most importantly, we thank advisors and investors for their continued trust and confidence in our investment framework ” said Michael Lee-Chin.

    The annual FundGrade A+® Awards are presented by Fundata Canada Inc. to recognize Canadian investment funds that have consistently received a FundGrade rating every month in the previous year.

    To learn more about this award-winning fund, visit: Portland Life Sciences Alternative Fund.

    About Portland Investment Counsel Inc.
    Portland is an Investment Fund Manager, Portfolio Manager and Exempt Market Dealer. We have a reputation for being Owners and Operators thus we are insightful Investors. Portland provides portfolio management and exempt market dealer services as well as investment products. Our investor roots date back to 1987. www.portlandic.com

    About Fundata Canada Inc.’s FundGrade A+®rating
    FundGrade A+® is used with permission from Fundata Canada Inc., all rights reserved. The annual FundGrade A+® Awards are presented by Fundata Canada Inc. to recognize the “best of the best” among Canadian investment funds. The FundGrade A+® calculation is supplemental to the monthly FundGrade ratings and is calculated at the end of each calendar year. The FundGrade rating system evaluates funds based on their risk-adjusted performance, measured by Sharpe Ratio, Sortino Ratio, and Information Ratio. The score for each ratio is calculated individually, covering all time periods from 2 to 10 years. The scores are then weighted equally in calculating a monthly FundGrade. The top 10% of funds earn an A Grade; the next 20% of funds earn a B Grade; the next 40% of funds earn a C Grade; the next 20% of funds receive a D Grade; and the lowest 10% of funds receive an E Grade. To be eligible, a fund must have received a FundGrade rating every month in the previous year. The FundGrade A+® uses a GPA-style calculation, where each monthly FundGrade from “A” to “E” receives a score from 4 to 0, respectively. A fund’s average score for the year determines its GPA. Any fund with a GPA of 3.5 or greater is awarded a FundGrade A+® Award. For more information, see www.FundGradeAwards.com. Although Fundata makes every effort to ensure the accuracy and reliability of the data contained herein, the accuracy is not guaranteed by Fundata.

    Portland Investment Counsel Inc.
    Diana N. Oddi, Director, Communications and Marketing
    905.331.4250

    The MIL Network

  • MIL-OSI: Tenable Completes Acquisition of Vulcan Cyber

    Source: GlobeNewswire (MIL-OSI)

    COLUMBIA, Md., Feb. 07, 2025 (GLOBE NEWSWIRE) — Tenable® Holdings, Inc., (“Tenable”) (Nasdaq: TENB) the exposure management company, today announced it has closed its acquisition of Vulcan Cyber Ltd., (“Vulcan Cyber”), a leading innovator in exposure management.

    Vulcan Cyber’s capabilities will enhance Tenable’s industry-leading Exposure Management platform, delivering comprehensive visibility, prioritization and remediation across the entire attack surface.

    “As we welcome our new team members to Tenable, we will immediately begin working on the integration process to drive expanded data insights that will better prioritize risks and simplify remediation efforts for our customers,” said Steve Vintz, Co-CEO and CFO, Tenable. “This move accelerates our exposure management vision, which we believe will set a new standard for accuracy in risk mitigation in the industry.”

    With enhanced visibility, extended third-party data flows, superior risk prioritization, and automated remediation, Tenable One will consolidate and aggregate vast amounts of data into one of the most comprehensive Exposure Management platforms available on the market. This will empower organizations to confidently reduce risk across their entire environment.

    Financial Outlook

    Our financial outlook below reflects the impact of Vulcan Cyber.

    For the first quarter of 2025, we currently expect:

    • Revenue in the range of $233.0 million to $235.0 million.
    • Non-GAAP income from operations in the range of $40.0 million to $42.0 million.
    • Non-GAAP net income in the range of $32.0 million to $34.0 million, assuming interest income of $3.8 million, interest expense of $7.0 million and a provision for income taxes of $3.6 million.
    • Non-GAAP diluted earnings per share in the range of $0.26 to $0.27.
    • 124.0 million diluted weighted average shares outstanding.

    For the year ending December 31, 2025, we currently expect:

    • Calculated current billings in the range of $1.045 billion to $1.060 billion.
    • Revenue in the range of $975.0 million to $985.0 million.
    • Non-GAAP income from operations in the range of $205.0 million to $215.0 million.
    • Non-GAAP net income in the range of $175.0 million to $185.0 million, assuming interest income of $15.3 million, interest expense of $28.3 million and a provision for income taxes of $13.4 million.
    • Non-GAAP diluted earnings per share in the range of $1.41 to $1.49.
    • 124.5 million diluted weighted average shares outstanding.
    • Unlevered free cash flow in the range of $265.0 million to $275.0 million.

    Additional Resources

    • Read today’s blog post on the acquisition here.
    • Request a demo of Tenable One.

    About Tenable
    Tenable® is the exposure management company, exposing and closing the cybersecurity gaps that erode business value, reputation and trust. The company’s AI-powered exposure management platform radically unifies security visibility, insight and action across the attack surface, equipping modern organizations to protect against attacks from IT infrastructure to cloud environments to critical infrastructure and everywhere in between. By protecting enterprises from security exposure, Tenable reduces business risk for approximately 44,000 customers around the globe. Learn more at tenable.com.

    Forward-Looking Statements
    This press release contains forward-looking information related to Tenable, and its acquisition of Vulcan Cyber Ltd. that involves substantial risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed or implied by such statements. You can generally identify forward-looking statements by the use of forward-looking terminology such as the words: “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “explore,” “evaluate,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” or “will,” or the negative thereof or other variations thereon or comparable terminology. The forward-looking statements in this press release are based on Tenable’s current plans, objectives, estimates, expectations and intentions and inherently involve significant risks and uncertainties, many of which are beyond Tenable’s control. Forward-looking statements in this communication include, among other things, statements regarding the impact of the Vulcan Cyber acquisition on our future results of operations and financial position, statements about the potential benefits of the acquisition and product developments and other possible or assumed business strategies, potential growth opportunities, new products, potential market opportunities, and the anticipated timing of the closing of the acquisition. Risks and uncertainties include, among other things, our ability to successfully integrate Vulcan Cyber’s operations; our ability to implement our plans, expectations with respect to Vulcan Cyber’s business; our ability to realize the anticipated benefits of the acquisition, including the possibility that the expected benefits from the acquisition will not be realized or will not be realized within the expected time period; disruption from the acquisition making it more difficult to maintain business and operational relationships; the inability to retain key employees; the negative effects of the consummation of the acquisition on the market price of our common stock or on our operating results; unknown liabilities; attracting new customers and maintaining and expanding our existing customer base; our ability to scale and update our platform to respond to customers’ needs and rapid technological change, increased competition on our market and our ability to compete effectively, and expansion of our operations and increased adoption of our platform internationally.

    Additional risks and uncertainties that could affect our financial results are included in the section titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023, our Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 and other filings that we make from time to time with the Securities and Exchange Commission (“SEC”) which are available on the SEC’s website at www.sec.gov. In addition, any forward-looking statements contained in this communication are based on assumptions that we believe to be reasonable as of this date. Except as required by law, we assume no obligation to update these forward-looking statements, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.

    Contact Information

    Investor Relations
    investors@tenable.com

    Media Relations
    Tenable
    tenablepr@tenable.com

    RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

    The following adjustments to reconcile forecasted non-GAAP income from operations, non-GAAP net income, non-GAAP earnings per share, free cash flow and unlevered free cash flow are subject to a number of uncertainties and assumptions, each of which are inherently difficult to forecast. As a result, actual adjustments and GAAP results may differ materially.

    Forecasted Non-GAAP Income from Operations Three Months Ending
    March 31, 2025
      Year Ending
    December 31, 2025
    (in millions) Low   High   Low   High
    Forecasted loss from operations $ (27.0 )   $ (25.0 )   $ (21.0 )   $ (11.0 )
    Forecasted stock-based compensation   55.0       55.0       195.0       195.0  
    Forecasted acquisition-related expenses   6.0       6.0       6.0       6.0  
    Forecasted amortization of acquired intangible assets   6.0       6.0       25.0       25.0  
    Forecasted non-GAAP income from operations $ 40.0     $ 42.0     $ 205.0     $ 215.0  
    Forecasted Non-GAAP Net Income and Non-GAAP Earnings Per Share Three Months Ending
    March 31, 2025
      Year Ending
    December 31, 2025
    (in millions, except per share data) Low   High   Low   High
    Forecasted net loss(1) $ (36.0 )   $ (34.0 )   $ (56.0 )   $ (46.0 )
    Forecasted stock-based compensation   55.0       55.0       195.0       195.0  
    Forecasted tax impact of stock-based compensation   1.0       1.0       5.0       5.0  
    Forecasted acquisition-related expenses   6.0       6.0       6.0       6.0  
    Forecasted amortization of acquired intangible assets   6.0       6.0       25.0       25.0  
    Forecasted non-GAAP net income $ 32.0     $ 34.0     $ 175.0     $ 185.0  
                   
    Forecasted net loss per share, diluted(1) $ (0.30 )   $ (0.28 )   $ (0.46 )   $ (0.38 )
    Forecasted stock-based compensation   0.46       0.46       1.61       1.61  
    Forecasted tax impact of stock-based compensation   0.01       0.01       0.04       0.04  
    Forecasted acquisition-related expenses   0.05       0.05       0.05       0.05  
    Forecasted amortization of acquired intangible assets   0.05       0.05       0.21       0.21  
    Adjustment to diluted earnings per share(2)   (0.01 )     (0.02 )     (0.04 )     (0.04 )
    Forecasted non-GAAP earnings per share, diluted $ 0.26     $ 0.27     $ 1.41     $ 1.49  
                   
    Forecasted weighted-average shares used to compute GAAP net loss per share, diluted   120.5       120.5       121.0       121.0  
    Forecasted weighted-average shares used to compute non-GAAP earnings per share, diluted   124.0       124.0       124.5       124.5  

    ________________
    (1)  The forecasted GAAP net loss assumes income tax expense of $4.6 million and $18.4 million in the three months ending March 31, 2025 and year ending December 31, 2025, respectively.

    (2)  Adjustment to reconcile GAAP net loss per share, which excludes potentially dilutive shares, to non-GAAP earnings per share, which includes potentially dilutive shares.

       
    Forecasted Free Cash Flow and Unlevered Free Cash Flow Year Ending
    December 31, 2025
    (in millions) Low   High
    Forecasted net cash provided by operating activities $ 258.0     $ 268.0  
    Forecasted purchases of property and equipment   (17.0 )     (17.0 )
    Forecasted capitalized software development costs   (3.0 )     (3.0 )
    Forecasted free cash flow   238.0       248.0  
    Forecasted cash paid for interest and other financing costs   27.0       27.0  
    Forecasted unlevered free cash flow $ 265.0     $ 275.0  

    The MIL Network

  • MIL-OSI United Kingdom: Investment Conference

    Source: United Kingdom – Government Statements

    GAD’s inaugural Investment Conference attracted a packed house of professionals across investment, pensions and government.

    Credit: Unsplash

    The role of the Government Actuary’s Department (GAD) in investment issues in the public sector were among the topics discussed in our inaugural Investment Conference. The event attracted more than 140 people from almost 60 different organisations.

    GAD’s Investment Lead Chris Ward introduced the theme of the conference – ‘productive investment to maximise value’ and delegates heard from a wide range of speakers including:

    • Ireland Strategic Investment Fund
    • Border to Coast Pensions Partnership (a Local Government Pension Scheme Pool)

    Investment management firms:

    • Baillie Gifford
    • First Eagle
    • Novum Investment Management
    • Partners Group

    Credit: GAD

    Topics and discussions

    Delegates heard from experts who spoke to various topics such as:

    • alternative approaches to generating returns while having a wider economic and societal impact
    • the impact of scale and the scale of impact when it comes to pensions investing
    • how you can invest to grow your assets and create a positive impact
    • why now is the time for investing in growth and how volatility of asset pricing is different to investment risk

    Unique role

    In closing remarks, the Government Actuary Fiona Dunsire emphasised the role of those working in the public sector, and supporting the public sector, to contribute towards the government’s number one mission of kickstarting the UK’s economic growth.

    Commenting on the event Fiona said: “GAD has a unique role in connecting institutional investors with policy and opportunities, allowing barriers to be aired and addressed.”

    Updates to this page

    Published 7 February 2025

    MIL OSI United Kingdom

  • MIL-OSI Security: Tampa Man Indicted For Possessing Firearms As A Convicted Felon

    Source: Office of United States Attorneys

    Tampa, Florida –United States Attorney Roger B. Handberg announces the  return by a grand jury of an indictment charging Denzel Ingram (27, Tampa) with possession of a firearm by a convicted felon. If convicted, Ingram faces a maximum penalty of 15 years in federal prison. The indictment also notifies Ingram that the United States intends to forfeit a Shadow Systems firearm and a Smith & Wesson firearm, which were used in the commission of the offense.

    According to the indictment, on or about June 23, 2024, Ingram knowingly possessed a Shadow Systems firearm and a Smith & Wesson firearm. Prior to his possession, Ingram knew that he had been convicted of multiple felony offenses, including aggravated assault with a deadly weapon, throwing a deadly missile, and fleeing and attempting to elude a police officer. Therefore, he is prohibited from possessing a firearm or ammunition under federal law. 

    An indictment is merely a formal charge that a defendant has committed one or more violations of federal criminal law, and every defendant is presumed innocent unless, and until, proven guilty.

    This case was investigated by the Federal Bureau of Investigation, the Bureau of Alcohol, Tobacco, Firearms and Explosives, and the Tampa Police Department.  It will be prosecuted by Assistant United States Attorney Jeff Chang.

    This case is part of the Project Safe Neighborhoods (PSN), a program bringing together all levels of law enforcement and the communities they serve to reduce violent crime and gun violence, and to make our neighborhoods safer for everyone. On May 26, 2021, the Department launched a violent crime reduction strategy strengthening PSN based on these core principles: fostering trust and legitimacy in our communities, supporting community-based organizations that help prevent violence for occurring in the first place, setting focused and strategic enforcement priorities, and measuring the results.

    MIL Security OSI

  • MIL-OSI USA: Department of Conservation and Natural Resources Opens Historic Underground Railroad Site in Wrightsville to Public for First Time in History

    Source: US State of Pennsylvania

    February 06, 2025Wrightsville, PA

    Department of Conservation and Natural Resources Opens Historic Underground Railroad Site in Wrightsville to Public for First Time in History

    For the first time in 225 years, the public will gain access to Mifflin Farm, a documented Underground Railroad site and the location of a pivotal Civil War battle, Department of Conservation and Natural Resources (DCNR) Secretary Cindy Adams Dunn announced today during a visit to the site in honor of Black History Month.

    The 79-acre Mifflin Farm property, expected to open for tours this spring, includes the Mifflin House, a documented stop for freedom seekers on the Underground Railroad. Investments from DCNR, the Department of Community and Economic Development, the National Park Service, The Conservation Fund, several York County organizations, and private donors will open the site to the public for the first time in more than two centuries. The Susquehanna National Heritage Area is planning a discovery center and heritage park at the site, featuring walking trails interpreting the Underground Railroad and the Civil War battle in Wrightsville, with public access beginning this spring.

    “This site is integral in telling the story of Pennsylvania and its fight to end slavery,” said Secretary Dunn. “As we celebrate Black History Month, we must not forget those who fought for their own freedom, risking their lives to travel the Underground Railroad North. We must also remember those who fought for what was right, despite the prevailing norms of the time.”

    Speaker list:
    Nelson Polite, Jr., President, African American Historical Society of South Central Pennsylvania
    Mark Platts, President & CEO, Susquehanna National Heritage Area
    Secretary Cindy Adams Dunn, DCNR
    Neicy Deshields-Moulton, Genealogist
    Doug Hoke, York County Commissioner
    State Senator Kristin Phillips-Hill

    MIL OSI USA News

  • MIL-OSI: Arq Schedules Q4 & FY 2024 Earnings Conference Call and Upcoming Investor Events

    Source: GlobeNewswire (MIL-OSI)

    GREENWOOD VILLAGE, Colo., Feb. 07, 2025 (GLOBE NEWSWIRE) — Arq, Inc. (NASDAQ: ARQ) (the “Company” or “Arq”), a producer of activated carbon and other environmentally efficient carbon products for use in purification and sustainable materials, today announced the schedule and conference call details for its fourth quarter and full-year 2024 earnings results, as well as expected participation in upcoming investor conferences.

    Q4 & FY 2024 Earnings Conference Call

    The Company expects to release its fourth quarter and full-year 2024 financial results and file its annual Report on Form 10-K for the period ended December 31, 2024 after market close on Wednesday, March 5, 2025. A conference call to discuss the Company’s financial performance will be held on Thursday, March 6, 2025, beginning at 8:30 a.m. Eastern Time.

    The conference call webcast information will be available via the Investor Resources section of Arq’s website at www.arq.com. Interested parties may participate in the conference call by registering at https://www.webcast-eqs.com/arq20250306. Alternatively, the live conference call may be accessed by dialing (877) 407-0890 or (201) 389-0918 and referencing Arq.

    A supplemental investor presentation will be available on the Company’s Investor Resources section of the website prior to the start of the conference call.

    A replay of the event will be made available shortly after the event and accessible via the same webcast link referenced above. Alternatively, the replay may be accessed by dialing (877) 660-6853 or (201) 612-7415 and entering Access ID 13751420. The dial-in replay will expire after March 13, 2025.

    Upcoming Investor Conferences

    Additionally, Arq announced today that Company management expects to participate in the following upcoming investor conferences:

    Canaccord Genuity Sustainability Virtual Summit
    Date: February 26, 2025
    Location: Virtual

    37th Annual ROTH Conference
    Date: March 16-18, 2025
    Location: Dana Point, CA

    Gabelli Funds’ 16th Annual Specialty Chemicals Symposium
    Date: March 20, 2025
    Location: New York, NY / Virtual (Arq to attend virtually)

    About Arq

    Arq (NASDAQ: ARQ) is a diversified, environmental technology company with products that enable a cleaner and safer planet while actively reducing our environmental impact. As the only vertically integrated producer of activated carbon products in North America, we deliver a reliable domestic supply of innovative, hard-to-source, high-demand products. We apply our extensive expertise to develop groundbreaking solutions to remove harmful chemicals and pollutants from water, land and air. Learn more at: www.arq.com.

    Source: Arq, Inc.

    Investor Contact:

    Anthony Nathan, Arq
    Marc Silverberg, ICR
    investors@arq.com

    The MIL Network

  • MIL-OSI: iAnthus Strengthens Portfolio with $36.5M Sale of Select Arizona Assets to Sonoran Roots

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK and TORONTO, Feb. 07, 2025 (GLOBE NEWSWIRE) — iAnthus Capital Holdings, Inc. (“iAnthus” or the “Company”) (CSE: IAN, OTCQB: ITHUF), which owns, operates and partners with regulated cannabis operations across the United States, today announced that certain iAnthus subsidiaries entered into definitive agreements (the “Purchase Agreements”) with a leading Arizona cannabis operator, Pitchfork Enterprises, LLC d/b/a Sonoran Roots and its affiliates (“Sonoran Roots”), to sell three dispensaries and two processing/cultivation facilities in Arizona for aggregate consideration of approximately $36.5 million (the “Transaction”). This strategic transaction is part of the Company’s ongoing efforts to optimize its portfolio, strengthen its balance sheet, and focus on key markets with the greatest growth potential.

    The Transaction includes two dispensaries, a processing facility and a cultivation/processing facility located in Mesa, Arizona, as well as one dispensary located in Phoenix, Arizona (collectively, the “Facilities”). These Facilities have consistently delivered high-quality cannabis products and experiences to their surrounding communities. The Transaction will allow iAnthus to redirect resources to its growth initiatives in Florida, Maryland, New Jersey, Massachusetts and New York while still maintaining a retail presence in Arizona with one dispensary in Mesa, Arizona.

    “This transaction aligns with our ‘smart growth, strong margins’ strategy by enabling us to double down on markets where we can deliver the most value to our customers and long-term business interests,” said Richard Proud, CEO of iAnthus. “By streamlining our Arizona operations, we are laying the foundation for a future defined by operational excellence, unmatched customer loyalty, and enhanced profitability. Our continued presence in Arizona through our Health for Life dispensary in Crismon, AZ, and our trusted MPX brand underscores our commitment to delivering exceptional products and experiences in every market we serve.”

    The Transaction represents a strategic milestone for iAnthus, allowing it to align resources with its long-term objectives. For iAnthus, the Transaction not only reinforces its commitment to smart growth by simplifying the Company’s operations but also provides significant capital to invest in its core markets and reduces the Company’s debt.

    “We are thrilled to announce the acquisition of select iAnthus Arizona assets, a transformational step for us in Arizona. This transaction is highly accretive and strategically enhances our market position, increasing our Ponderosa Dispensary footprint to seven retail locations with broad geographical coverage,” said Michael O’Brien, CEO of Sonoran Roots. “We are excited to continue providing exceptional cannabis products and experiences to customers in these locations.”

    Transaction Details

    Pursuant to the Purchase Agreements, iAnthus will sell and Sonoran Roots will acquire, substantially all of the assets related to or used in connection with the Facilities, including but not limited to all cannabis licenses associated with such businesses and related real property (collectively, the “Assets”), together with certain assumed liabilities related to the Assets.

    The purchase price (“Purchase Price”) for the Assets is approximately $36.5 million and will consist of approximately $20 million of cash payable at closing, subject to certain adjustments, and a secured promissory note to be issued by Sonoran Roots in the principal amount of $16.5 million (the “Note”). The Note will bear interest at a rate of six percent (6%) per annum compounded annually, with a term of sixty-six (66) months. The proceeds of the Transaction, net of related fees, costs and expenses, are expected to be used for working capital and general corporate purposes, together with the repayment of a portion of the Company’s various secured debt obligations.

    The Transaction is expected to close in 1Q2025, subject to customary conditions precedent including the receipt of applicable consents and regulatory approvals.

    Ducera Securities, LLC served as the financial advisor to the Company in connection with the Transaction. The Hawkeye Capital Markets team of Beech Hill Securities, Inc. acted as the financial advisor to Sonoran Roots in connection with the Transaction.

    All references to currency in this news release are in U.S. dollars.

    About iAnthus

    iAnthus owns and operates licensed cannabis cultivation, processing and dispensary facilities throughout the United States. For more information, visit www.iAnthus.com.

    About Sonoran Roots

    Sonoran Roots is a locally owned and operated, vertically integrated cannabis company based in Tempe, AZ. Upon closing the Transaction, the company will operate seven Ponderosa Dispensary retail locations serving Chandler, Flagstaff, Glendale, Mesa, Phoenix, Queen Creek, and Tucson. Production operations include indoor cultivation, processing & extraction, focused on its premium quality Sonoran Roots flower and Canamo Concentrates lines, as well as sales & distribution. For more information, visit www.sonoranroots.com.

    Forward Looking Statements
    Statements in this news release contain forward-looking statements. These forward-looking statements are made on the basis of the current beliefs, expectations and assumptions of management, are not guarantees of performance and are subject to significant risks and uncertainty. These forward-looking statements should, therefore, be considered in light of various important factors, including those set forth in Company’s reports that it files from time to time with the SEC and the Canadian securities regulators which you should review including, but not limited to, the Company’s Annual Report on Form 10-K filed with the SEC. When used in this news release, words such as “will”, “could”, “plan”, “estimate”, “expect”, “intend”, “may”, “potential”, “believe”, “should” and similar expressions, are forward-looking statements. Forward-looking statements may include, without limitation, statements relating to the Transaction, including the anticipated closing date thereof, the receipt of regulatory approvals thereto, the payment of the Purchase Price and use of proceeds, and other statements relating to the Company’s financial performance, business plans and development and results of operations.

    These forward-looking statements should not be relied upon as predictions of future events, and the Company cannot assure you that the events or circumstances discussed or reflected in these statements will be achieved or will occur. If such forward- looking statements prove to be inaccurate, the inaccuracy may be material. You should not regard these statements as a representation or warranty by the Company or any other person that it will achieve its objectives and plans in any specified timeframe, or at all. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this news release. The Company disclaims any obligation to publicly update or release any revisions to these forward-looking statements, whether as a result of new information, future events or otherwise, after the date of this news release or to reflect the occurrence of unanticipated events, except as required by law.

    Neither the Canadian Securities Exchange nor the United States Securities and Exchange Commission has reviewed, approved or disapproved the content of this news release.

    Corporate/Media/Investors:
    Justin Vu, Chief Financial Officer
    iAnthus Capital Holdings, Inc.
    1-646-518-9418
    investors@ianthuscapital.com

    The MIL Network

  • MIL-OSI: Wearable Devices Introduces AI-Powered LLM for Next-Level Gesture Control

    Source: GlobeNewswire (MIL-OSI)

    The Large MUAP Models (LMM) AI-powered neural gesture technology enables personalized, intuitive interactions for the AI and XR era

    Yokneam Illit, Israel, Feb. 07, 2025 (GLOBE NEWSWIRE) — Wearable Devices Ltd. (the “Company” or “Wearable Devices”) (Nasdaq: WLDS, WLDSW), an award-winning pioneer in artificial intelligence (“AI”)-based wearable gesture control technology, is proud to announce a groundbreaking advancement in human-computer interaction: Large MUAP Models (LMM). Building on the success of LLMs in natural language processing, Wearable Devices is actively developing LMMs with the goal to revolutionize how we interact with digital devices, aiming to offer personalized, intuitive gesture control powered by neural data.

    While still in development, this innovative technology, as previously announced, holds immense potential to redefine human-device interaction.

    The LMM Revolution: Decoding the Neural Alphabet

    Just as LLMs unlocked the power of language for AI, LMMs aim to unlock the power of neural gestures for seamless, natural interactions. By decoding Motor Unit Action Potentials (MUAPs)—the body’s language for communicating with muscles—Wearable Devices has created a new paradigm for gesture control. LMMs are harnessing the potential of big data to enable devices to understand and predict user intentions with unprecedented speed and precision, making interactions faster and more intuitive than ever before.

    Personalized Gestures for a Natural User Experience

    At the heart of LMMs is personalization. The technology learns from individual users, creating a unique neural profile that will enable gestures tailored to each person’s natural movements. Whether it’s a subtle thumb swipe to select an option or a pinch-to-zoom gesture in augmented reality, LMMs will make interactions feel effortless and intuitive. “With LMMs, we are decoding the neural alphabet, potentially unlocking a strategically vital technology that fuses human neurology with AI. This breakthrough has the potential to create sci-fi-like superhuman abilities, giving a fundamental edge to whoever masters it first,” said Guy Wagner, Chief Scientific Officer of Wearable Devices.

    Wearable Devices’ flagship products, such as the Mudra Band for Apple Watch and the Mudra Link for universal device control, are already demonstrating the power of neural interfaces. These devices allow users to control their digital environments with simple, natural gestures. LMMs have the potential to make our current technology user-personalized, paving the way for a future where wearable technology is seamlessly integrated into our daily lives.

    The Future of AI and XR: Powered by Neural Gestures

    As spatial computing becomes the next computing platform, LMMs will provide the intuitive, natural interactions needed to unlock its full potential. Wearable Devices is focused on developing this technology and plans to seek collaboration with leading companies to integrate LMMs into next-generation extended reality (XR) platforms, ensuring that users can interact with their digital environments in ways that feel as natural as moving their hands.

    “The future of XR and AI interactions is here, and it starts with your wrist,” added Mr. Wagner. “With LMMs, we are not just imagining the future—we are building it.”

    About Wearable Devices Ltd.

    Wearable Devices Ltd. is a pioneering growth company revolutionizing human-computer interaction through its AI-powered neural input technology for both consumer and business markets. Leveraging proprietary sensors, software, and advanced AI algorithms, the Company’s innovative products, including the Mudra Band for iOS and Mudra Link for Android, enable seamless, touch-free interaction by transforming subtle finger and wrist movements into intuitive controls. These groundbreaking solutions enhance gaming, and the rapidly expanding AR/VR/XR landscapes. The Company offers a dual-channel business model: direct-to-consumer sales and enterprise licensing. Its flagship Mudra Band integrates functional and stylish design with cutting-edge AI to empower consumers, while its enterprise solutions provide businesses with the tools to deliver immersive and interactive experiences. By setting the input standard for the XR market, Wearable Devices is redefining user experiences and driving innovation in one of the fastest-growing tech sectors. Wearable Devices’ ordinary shares and warrants trade on the Nasdaq under the symbols “WLDS” and “WLDSW,” respectively.

    Forward-Looking Statement Disclaimer

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

    Investor Relations Contact

    Michal Efraty
    IR@wearabledevices.co.il

    The MIL Network

  • MIL-OSI: Small Cap Growth Virtual Investor Conference: Presentations Now Available for Online Viewing

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Feb. 07, 2025 (GLOBE NEWSWIRE) — Virtual Investor Conferences, the leading proprietary investor conference series, today announced the presentations from the Small Cap Growth Virtual Investor Conference, held February 6th are now available for online viewing.

    REGISTER NOW AT: https://bit.ly/3Eu7J6w

    The company presentations will be available 24/7 for 90 days. Investors, advisors, and analysts may download investor materials from the company’s resource section.

    Select companies are accepting 1×1 management meeting requests through February 11th

    February 6th

    To facilitate investor relations scheduling and to view a complete calendar of Virtual Investor Conferences, please visit www.virtualinvestorconferences.com.

    About Virtual Investor Conferences®

    Virtual Investor Conferences (VIC) is the leading proprietary investor conference series that provides an interactive forum for publicly traded companies to seamlessly present directly to investors.

    Providing a real-time investor engagement solution, VIC is specifically designed to offer companies more efficient investor access. Replicating the components of an on-site investor conference, VIC offers companies enhanced capabilities to connect with investors, schedule targeted one-on-one meetings and enhance their presentations with dynamic video content. Accelerating the next level of investor engagement, Virtual Investor Conferences delivers leading investor communications to a global network of retail and institutional investors.

    Media Contact: 
    OTC Markets Group Inc. +1 (212) 896-4428, media@otcmarkets.com

    Virtual Investor Conferences Contact:
    John M. Viglotti
    SVP Corporate Services, Investor Access
    OTC Markets Group
    (212) 220-2221
    johnv@otcmarkets.com

    The MIL Network

  • MIL-OSI: Byrna Technologies Reports Record Results for Fiscal Fourth Quarter and Full Year 2024

    Source: GlobeNewswire (MIL-OSI)

    ANDOVER, Mass., Feb. 07, 2025 (GLOBE NEWSWIRE) — Byrna Technologies Inc. (“Byrna” or the “Company”) (Nasdaq: BYRN), a personal defense technology company specializing in the development, manufacture, and sale of innovative less-lethal personal security solutions, today reported select financial results for its fiscal fourth quarter (“Q4 2024”) and full year ended November 30, 2024.

    Fiscal Fourth Quarter 2024 and Recent Operational Highlights

    • Surpassed 500,000 launchers sold since inception, just five and a half years after the sale of Byrna’s first launcher in June 2019.
    • Increased launcher production in the first fiscal quarter of 2025 by 33% to 24,000 launchers a month to meet growing market demand and support operational growth.
    • Recently opened a new U.S.-based ammunition manufacturing facility in Fort Wayne, Indiana, as part of a re-shoring initiative, significantly expanding Byrna’s domestic production capacity and enhancing the Company’s supply chain for its payload ammunition.
    • Continued to generate a highly accretive return on ad spend (ROAS) above 5.0X through the celebrity endorsement program for the full year 2024 period, leading to a record $28.0 million of sales for the fourth quarter of 2024.
    • Added Megyn Kelly, Charlie Kirk, and Lara Trump as celebrity influencers to continue amplifying brand awareness and further support the normalization of its less-lethal solutions, while continuing to optimize marketing spend for maximum impact.
    • Partnered with the United States Concealed Carry Association (USCCA), gaining access to nearly one million USCCA members to promote less-lethal solutions while introducing Byrna customers to USCCA’s training, education, and self-defense liability insurance offerings.
    • Opened retail stores in the Greater Nashville Area, Scottsdale, Arizona, and Salem, New Hampshire. Byrna plans to open the Fort Wayne, Indiana store in the coming months.
    • Signed a Letter of Intent to launch a pilot store-within-a-store program at eleven Sportsman’s Warehouse locations, expanding Byrna’s retail footprint.

    Fiscal Fourth Quarter 2024 Financial Results
    Results compare Q4 2024 to the 2023 fiscal fourth quarter ended November 30, 2023 unless otherwise indicated.

    Net revenue for Q4 2024 was $28.0 million, compared to $15.6 million in the fiscal fourth quarter of 2023 (“Q4 2023”). The 79% year-over-year increase was primarily due to the transformational shift in Byrna’s advertising strategy implemented in September 2023 and the resulting normalization of Byrna and the less-lethal space generally.

    Gross profit for Q4 2024 was $17.6 million (63% of net revenue), up from $9.0 million (58% of net revenue) in Q4 2023. The increase in gross profit was driven by the increase in the proportion of sales made through the high-margin direct-to-consumer (DTC) channels (Byrna.com and Amazon.com), a reduction in component costs driven through an intensive cost reduction effort focused on “design for manufacturability” spearheaded by Byrna’s engineering team, and the economies of scale resulting from increased production volumes.

    Operating expenses for Q4 2024 were $13.5 million, compared to $9.7 million for Q4 2023, an increase of 39%. The increase in operating expenses was driven by an increase in variable selling costs (such as freight and third-party processing fees), increased marketing spend tied to the Company’s celebrity endorsement strategy, and higher payroll expenses in marketing and engineering as the Company has scaled to handle increased sales and production volumes.

    Net income for Q4 2024 was $9.7 million, compared to a net loss of ($0.8) million for Q4 2023, a $10.5 million improvement. This increase was driven by higher revenue and a $5.6 million income tax benefit. The tax benefit arose from the release of tax valuation allowances related to net operating loss carryforwards incurred in earlier years and other tax assets.

    Adjusted EBITDA1, a non-GAAP metric reconciled below, for Q4 2024 totaled $5.2 million, compared to $0.4 million in Q4 2023.

    Cash and cash equivalents at November 30, 2024 totaled $16.8 million compared to $20.5 million at November 30, 2023. The change in cash and cash equivalents is primarily due to an $8.9 million investment in short-term marketable securities to earn a higher yield on Byrna’s unused cash. Adding cash and short-term marketable securities, total funds available were $25.7 million, an increase of $5.2 million compared to November 30, 2023. Inventory at November 30, 2024 totaled $20.0 million compared to $13.9 million at November 30, 2023. The Company has no current or long-term debt.

    Fiscal Year 2024 Financial Results
    Results compare the 2024 fiscal year ended November 30, 2024 to the 2023 fiscal year ended November 30, 2023 unless otherwise indicated.

    Net revenue for FY 2024 was $85.8 million, a 101% increase from $42.6 million in the fiscal year ended November 30, 2023 (“FY 2023”), driven by the Company’s strategic shift in advertising, increased brand normalization, and higher DTC sales

    Gross profit for FY 2024 was $52.8 million (62% of net revenue), compared to $23.6 million (56% of net revenue) for FY 2023. The increase in gross profit margin was primarily due to a greater proportion of sales through high-margin DTC channels, lower component costs, and economies of scale.

    Operating expenses for FY 2024 were $46.1 million, compared to $31.4 million for FY 2023, reflecting a 47% increase to support growth. The increase was driven by higher variable selling costs, expanded marketing efforts, and additional personnel in marketing and engineering.

    Net income for FY 2024 was $12.8 million, compared to a net loss of ($8.2) million for FY 2023, a $21.0 million improvement. The increase in net income was driven by higher revenue and included a $5.7 million income tax benefit due to the full release of U.S. tax valuation allowances.

    Adjusted EBITDA1 for FY 2024 totaled $11.5 million, compared to a negative ($2.0) million for FY 2023. The increase in adjusted EBITDA was primarily due to an increase in revenue.

    Management Commentary
    Byrna CEO Bryan Ganz stated: “The fourth quarter was the culmination of a remarkable year for Byrna. We successfully generated a record $28.0 million in revenue while also expanding our gross margins to 62.8%. This success allowed us to deliver a 101% increase in revenue from the full year 2023 to 2024 and underscores the overall growth in brand recognition and normalization of the less-lethal space.

    “Our marketing strategy, anchored by the continued success of our celebrity influencer program, has continued to be instrumental in driving DTC sales and expanding brand awareness. For 2024, the program maintained a highly accretive return on ad spend (ROAS) above 5.0X, underscoring the effectiveness of this approach in normalizing less-lethal solutions. Building on this foundation, we have been adding a more robust, multi-channel marketing strategy that now includes traditional media such as cable and broadcast networks. This diversification complements our influencer program, which recently welcomed prominent voices like Megyn Kelly, Charlie Kirk, and Lara Trump.

    As we execute across multiple channels, we will continue to be disciplined in evaluating partnerships and optimizing ad spend to maximize impact and ROAS. We have prioritized celebrity endorsers who demonstrate strong ROAS and have discontinued partnerships that did not meet our minimum ROAS requirements. To date, the celebrity endorsers who were initially successful have continued to perform well, while those we discontinued never met our ROAS benchmarks. Unfortunately, we did lose one very successful celebrity endorser, Governor Mike Huckabee, due to his appointment as U.S. ambassador to Israel.

    “In addition to expanding our online DTC reach, we are making strides in building our brick-and-mortar footprint. With four company-owned stores up and running, we are optimistic that these stores will validate the company-owned store model and open the way to a rollout of Byrna company-owned stores in key markets throughout the United States. Given the high gross margins and the relatively inexpensive operating costs, we believe that these stores can contribute meaningfully to Byrna’s bottom line as they ramp up over the coming quarters. We are also pleased to announce that we have signed a letter of intent to partner with Sportsman’s Warehouse to launch a store-within-a-store model at 11 locations across the United States. Each of these Sportsman’s Warehouse locations will convert their existing archery range into a firing range for customers to experience our launchers, similar to our company-owned stores and premier dealers. If the initial pilot program is successful, Byrna expects to be in 90 more stores by the end of the year, accelerating the rate of our brick-and-mortar presence across the United States.

    “To ensure our production keeps pace with our growth initiatives, we have successfully increased launcher production to 24,000 units as of January at our Fort Wayne, Indiana launcher production facility. Additionally, we have begun producing payload ammunition at a new facility in Fort Wayne, located four miles from our launcher production facility. This state-of-the-art manufacturing facility will house eight advanced dousing and welding machines capable of producing both .68 and .61 caliber payload rounds for our existing launchers as well as our anticipated new Compact Launcher. We will also be able to produce .61 caliber fin-tail payload rounds for our Pepper and Max 12-gauge less-lethal rounds. Once fully operational later this year, these eight machines will collectively produce up to 10 million rounds per month, including 1.5 million fin-tail rounds for the 12-gauge platform. We believe the combination of Byrna Pepper and Max 12-gauge rounds, coupled with the Sportsman’s “store-within-a-store” partnership, will help spur the sale of our less-lethal 12-gauge rounds.

    The onshoring of ammunition production is part of Byrna’s larger ‘Made in America’ strategy. We remain committed to exiting China by mid-year and aim to source nearly 100% of the components for the Byrna SD, LE, and CL models from U.S. suppliers by the end of 2025. We expect that this transition will insulate us from any potential tariffs, create well-paying jobs for American workers, reduce lead times, and eliminate the risks associated with unreliable foreign suppliers. We expect it will also allow us to market the Byrna as ‘Made in America!’

    “Our momentum has carried into the new fiscal year with a strong holiday season in December, including $1.4 million in total product sales on Cyber Monday alone. International adoption has also been robust, particularly in Argentina, where the Cordoba Province committed to purchasing 1.7 million rounds of payload ammunition. This order, which will be shipped in 200,000-round monthly increments through the balance of 2025, reflects the extensive deployment of the 13,500 Byrna launchers purchased by the Cordoba Police Department to apprehend dangerous criminals and maintain the peace.

    “Looking ahead, we remain optimistic about our trajectory. The ongoing success of our marketing efforts has resulted in less-lethal becoming a much more widely accepted personal self-defense category. This is allowing us to advertise on an increasing number of cable and social media platforms. We believe that the market for less-lethal weapons among gun owners in the U.S. is in the tens of millions of consumers. This expanding market, along with our growing online presence, expanding retail presence, and increasing international opportunities, reinforces our confidence in the long-term demand for less-lethal weapons as a whole and for Byrna specifically. While the first quarter historically experiences a seasonal slowdown in consumer spending, we expect to achieve strong year-over-year growth as we continue executing our strategic initiatives. We believe that Byrna is well-positioned to generate additional cash and expand profitability in 2025 and beyond.”

    Conference Call
    The Company’s management will host a conference call today, February 7, 2025, at 9:00 a.m. Eastern time (6:00 a.m. Pacific time) to discuss these results, followed by a question-and-answer period.

    Toll-Free Dial-In: 877-709-8150
    International Dial-In: +1 201-689-8354
    Confirmation: 13750859

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

    The conference call will be broadcast live and available for replay here and via the Investor Relations section of Byrna’s website.

    About Byrna Technologies Inc.
    Byrna is a technology company specializing in the development, manufacture, and sale of innovative less-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 less-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,” or “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 our expected sales during 2025, our ability to scale production lines, Byrna’s ability to remain self-sustaining, profitable and cash flow positive, Byrna’s ability to open new retail locations and realize revenue growth from them, the expected scale, timing and benefits of Byrna’s store-within-a-store partnership with Sportsman’s Warehouse, the benefits and continued success of Byrna’s celebrity endorser strategy, Byrna’s ability to re-shore production and cease purchasing parts from China on the anticipated timeline, the expected benefits of re-shoring production, the anticipated growth and potential size of the U.S. less-lethal market, and Byrna’s positioning for sustained growth in 2025 and 2026. 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 our supply chain; the further or prolonged disruption of new product development; production or distribution disruption or delays in entry or penetration of sales channels due to inventory constraints, competitive factors, increased transportation costs or interruptions, including due to weather, flooding or fires; prototype, parts and material shortages, particularly of parts sourced from limited or sole source providers; determinations by third party controlled distribution channels, including Amazon, not to carry or reduce inventory of the Company’s products; determinations by advertisers or social media platforms, or legislation that prevents or limits marketing of some or all Byrna products; the loss of marketing partners; increases in marketing expenditure may not yield expected revenue increases; 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 or manufacturing 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; 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 and Part II, Item 1A (“Risk Factors”) in the Company’s most recent Form 10-Q, 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

    -Financial Tables to Follow-

    BYRNA TECHNOLOGIES INC.
    Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)
    (Amounts in thousands except share and per share data)
    (Unaudited)
     
                       
        For the Three Months Ended   For the Twelve Months Ended  
        November 30,   November 30,  
          2024       2023       2024       2023    
    Net revenue   $ 27,979     $ 15,640     $ 85,756     $ 42,644    
    Cost of goods sold     10,417       6,596       32,984       18,997    
    Gross profit     17,561       9,044       52,772       23,647    
    Operating expenses     13,468       9,729       46,101       31,437    
    INCOME (LOSS) FROM OPERATIONS     4,094       (684 )     6,671       (7,790 )  
    OTHER INCOME (EXPENSE)                  
    Foreign currency transaction loss     (195 )     (32 )     (576 )     (270 )  
    Interest income     141       168       1,024       693    
    Loss from joint venture           22       (42 )     (603 )  
    Other income (expense)     1       27       7       (57 )  
    INCOME (LOSS) BEFORE INCOME TAXES     4,040       (499 )     7,084       (8,027 )  
    Income tax benefit     5,634       (330 )     5,708       165    
    NET INCOME (LOSS)   $ 9,674     $ (829 )   $ 12,792     $ (8,192 )  
                       
    Foreign currency translation adjustment for the period     (133 )     205       342       (436 )  
    Unrealized gain (loss) on marketable securities     65             65          
    COMPREHENSIVE INCOME (LOSS)   $ 9,606     $ (624 )   $ 13,199     $ (8,628 )  
                       
    Basic net income (loss) per share   $ 0.43     $ (0.04 )   $ 0.57     $ (0.37 )  
    Diluted net income (loss) per share   $ 0.41     $ (0.04 )   $ 0.55     $ (0.37 )  
                       
    Weighted-average number of common shares outstanding – basic     22,514,644       21,991,313       22,504,938       21,919,624    
    Weighted-average number of common shares outstanding – diluted     23,754,328       21,991,313       23,139,549       21,919,624    
                       
    BYRNA TECHNOLOGIES INC.
    Condensed Consolidated Balance Sheets
    (Amounts in thousands, except share and per share data)
               
        November 30,  
          2024       2023    
    ASSETS          
    CURRENT ASSETS          
    Cash and cash equivalents   $ 16,829     $ 20,498    
    Accounts receivable, net     2,630       2,945    
    Marketable Securities     8,904          
    Inventory, net     19,972       13,890    
    Prepaid expenses and other current assets     2,623       868    
    Total current assets     50,958       38,201    
               
    Deposits for equipment     2,665       1,163    
    Right-of-use-asset, net     2,452       1,805    
    Property and equipment, net     3,408       3,803    
    Intangible assets, net     3,337       3,583    
    Goodwill     2,258       2,258    
    Loan to joint venture       1,473    
    Deferred tax asset     5,837        
    Other assets     1,007       28    
    TOTAL ASSETS   $ 71,922     $ 52,314    
    LIABILITIES          
    CURRENT LIABILITIES          
    Accounts payable and accrued liabilities   $ 13,108     $ 6,158    
    Operating lease liabilities, current     539       644    
    Deferred revenue     1,791       1,844    
    Line of credit              
    Notes payable, current              
    Total current liabilities     15,438       8,646    
               
    Notes payable, non-current          
    Deferred revenue, non-current     17       91    
    Operating lease liabilities, non-current     2,098       1,258    
    Total Liabilities     17,553       9,995    
               
    COMMITMENTS AND CONTINGENCIES (NOTE 19)          
               
    Preferred stock, $0.001 par value, 5,000,000 shares authorized, no shares issued              
    Common stock, $0.001 par value, 50,000,000 shares authorized. 24,168,014 shares
    issued and 22,002,027 outstanding as of November 30, 2024 and, 24,018,612 shares issued and 21,852,625
    outstanding as of November 30, 2023
        24       24    
    Additional paid-in capital     133,030       130,426    
    Treasury stock (2,165,987 shares purchased as of November 30, 2024 and 2023)     (21,253 )     (17,500 )  
    Accumulated deficit     (56,783 )     (69,575 )  
    Accumulated other comprehensive loss     (649 )     (1,056 )  
               
    Total Stockholders’ Equity     54,369       42,319    
               
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY   $ 71,922     $ 52,314    
               

    Non-GAAP Financial Measures

    In addition to providing financial measurements based on generally accepted accounting principles in the United States (GAAP), we provide an additional financial metric that is not prepared in accordance with GAAP (non-GAAP) with presenting non-GAAP adjusted EBITDA. Management uses this non-GAAP financial measure, in addition to GAAP financial measures, to understand and compare operating results across accounting periods, for financial and operational decision making, for planning and forecasting purposes and to evaluate our financial performance. We believe that this non-GAAP financial measure helps us to identify underlying trends in our business that could otherwise be masked by the effect of certain expenses that we exclude in the calculations of the non-GAAP financial measure.

    Accordingly, we believe that this non-GAAP financial measure reflects our ongoing business in a manner that allows for meaningful comparisons and analysis of trends in the business and provides useful information to investors and others in understanding and evaluating our operating results, enhancing the overall understanding of our past performance and future prospects.

    This non-GAAP financial measure does not replace the presentation of our GAAP financial results and should only be used as a supplement to, not as a substitute for, our financial results presented in accordance with GAAP. There are limitations in the use of non-GAAP measures, because they do not include all the expenses that must be included under GAAP and because they involve the exercise of judgment concerning exclusions of items from the comparable non-GAAP financial measure. In addition, other companies may use other non-GAAP measures to evaluate their performance, or may calculate non-GAAP measures differently, all of which could reduce the usefulness of our non-GAAP financial measure as a tool for comparison.         

    Adjusted EBITDA

    Adjusted EBITDA is defined as net (loss) income as reported in our condensed consolidated statements of operations and comprehensive (loss) income excluding the impact of (I) depreciation and amortization; (ii) income tax provision (benefit); (iii) interest income (expense); (iv) stock-based compensation expense, (v) impairment loss, and (vi) one time, non-recurring other expenses or income. Our Adjusted EBITDA measure eliminates potential differences in performance caused by variations in capital structures (affecting finance costs), tax positions, the cost and age of tangible assets (affecting relative depreciation expense) and the extent to which intangible assets are identifiable (affecting relative amortization expense). We also exclude certain one-time and non-cash costs. Reconciliation of Adjusted EBITDA to net (loss) income, the most directly comparable GAAP measure, is as follows (in thousands):

          For the Three Months Ended   For the Twelve Months Ended  
          November 30,   November 30,  
            2024       2023       2024       2023    
    Net Income (Loss)   $ 9,673     $ (829 )   $ 12,792     $ (8,192 )  
                         
    Adjustments:                  
      Interest income     (141 )     (168 )     (1,024 )     (693 )  
      Income tax benefit     (5,634 )     330       (5,708 )     165    
      Depreciation and amortization     378       341       1,491       1,262    
    Non-GAAP EBITDA   $ 4,276     $ (326 )   $ 7,551     $ (7,458 )  
                         
    Stock-based compensation expense     788       686       3,403       5,375    
    Severance/Separation/Officer recruiting     93       30       524       82    
    Non-GAAP adjusted EBITDA   $ 5,157     $ 390     $ 11,478     $ (2,001 )  
                         

    1 See non-GAAP financial measures at the end of this press release for a reconciliation and a discussion of non-GAAP financial measures.

    The MIL Network

  • MIL-OSI: Arq Provides Update on Transformational GAC Project

    Source: GlobeNewswire (MIL-OSI)

    Construction of Arq’s GAC production facility remains on schedule, with initial production expected in Q1 2025

    Customer negotiations for GAC contracts progressing well

    GAC production ramp-up set to begin in H1 2025, with full run-rate of 25 million pounds targeted for H2 2025

    GREENWOOD VILLAGE, Colo., Feb. 07, 2025 (GLOBE NEWSWIRE) — Arq, Inc. (NASDAQ: ARQ) (the “Company” or “Arq”), a producer of activated carbon and other environmentally efficient carbon products for use in purification and sustainable materials, today provided an update on the continued execution of its Granular Activated Carbon (“GAC”) project.

    GAC Production and Ramp-Up Timeline

    Arq confirmed that initial production of its proprietary GAC at the Red River facility (“Red River”) remains on track to commence in Q1 2025, in line with most recent guidance. Following first production, the Company expects a ramp-up period to reach full production capacity of 25 million pounds annual run-rate of GAC in H2 2025. Once full run-rate capacity is achieved, the Company will have greater visibility on potential additional capacity enhancements.

    GAC Customer Engagement & Contract Update

    Arq continues to make meaningful progress in commercial discussions for GAC and continues to engage with a range of customers and testing opportunities. As noted on its Q3 2024 earnings call, in addition to PFAS-related customers, discussions with biogas and other industrial customers are advancing positively, with early pricing indications indicating a strong commercial opportunity. Given the need for in-situ pilot testing as a condition to securing long-term contracts from these customers, Arq has elected to strategically hold back additional contract commitments to diversify end-use markets and focus on profitability over volumes. The Company is planning to match its contracting and sales with the production ramp-up timeline in H2 2025.

    Capital Expenditures & Cost Management

    Arq reported capital expenditures related to its GAC expansion at Red River in Q4 2024 were slightly above expectations, bringing full-year 2024 capex for this project to approximately $80 million. The Company attributes this recent increase to several factors, including the need for additional external professional services, increased small-bore piping needs, and a commitment to maintaining previously communicated timelines. Given knowledge and experience gained from the first phase of construction, the Company does not anticipate similar cost overruns for a second phase of GAC development at the site. Arq continues to evaluate opportunities for additional cost optimization and efficiency gains as the Company scales production.

    Commencement of Legal Proceedings

    The Company announced today that it had commenced legal proceedings against its design firm for the GAC expansion project at Red River. The Company believes that the design firm was negligent and breached its contract with the Company and as a direct result of this negligence and breach of contract, the Company suffered a material increase in costs and time delays associated with the project versus original forecasts. The Company is seeking damages related to the increased costs and delays it believes resulted from such negligence and contractual breaches. Because of prior actions by the Company to bring certain professional services in-house and to other parties, including those previously disclosed, the Company believes there will be no impact on product performance and as noted above, GAC production is expected to commence in Q1 2025.

    Q4 & FY 2024 Earnings Conference Call

    Arq will release its Q4 and full-year 2024 financial results on March 5, 2025. The Company will provide separately additional details related to its earnings conference call, as well as its participation in upcoming investor conferences in the near term.

    Forward Looking Statements

    This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, which provides a “safe harbor” for such statements in certain circumstances. When used in this press release, the words “can,” “will,” “may,” “intends,” “expects,” “continuing,” “believes,” similar expressions and any other statements that are not historical facts are intended to identify those assertions as forward-looking statements. All statements that address activities, events or developments that the Company intends, expects or believes may occur in the future are forward-looking statements. These forward-looking statements include, but are not limited to, statements or expectations regarding: the estimated costs and timing associated with capital improvements at our facilities and the related anticipated production capacities, the expected timing for commercial production of the Company’s GAC products, potential future capacity enhancements at the Company’s facilities, anticipated commercial opportunities in various GAC markets, cost optimization and efficiency efforts associated with future phases of the Company’s GAC project and the Company’s GAC product performance. . These forward-looking statements involve risks and uncertainties. Actual events or results could differ materially from those discussed in the forward-looking statements as a result of various factors including, but not limited to, the Company’s ability to maintain relationships with customers, suppliers and others with whom it does business and meet supply requirements, or its results of operations and business generally; risks related to diverting management’s attention from the Company’s ongoing business operations; changes in construction costs or availability of construction materials; our inability to effectively manage construction and startup of the Red River facility or Corbin facility; our inability to ramp up our operations to effectively address recent and expected growth in our business; the timing and cost of capital expenditures and the resultant impact to our liquidity and cash flows; our inability to obtain required financing or obtain financing on terms that are favorable to us; opportunities for additional sales of our activated carbon products and end-market diversification; the Company’s ability to meet customer supply requirements; the rate of coal-fired power generation in the United States; timing and scope of new and pending regulations and any legal challenges to or extensions of compliance dates of them; impact of competition; availability, cost of and demand for alternative energy sources and other technologies; technical, start up and operational difficulties; competition within the industries in which the Company operates; loss of key personnel; ongoing effects of the inflation and macroeconomic uncertainty, including from the lingering effects of the pandemic and armed conflicts around the world, and such uncertainty’s effect on market demand and input costs, as well as other factors relating to our business, as described in our filings with the SEC, with particular emphasis on the risk factor disclosures contained in those filings. You are cautioned not to place undue reliance on the forward-looking statements and to consult filings we have made and will make with the SEC for additional discussion concerning risks and uncertainties that may apply to our business and the ownership of our securities. In addition to causing our actual results to differ, the factors listed above may cause our intentions to change from those statements of intention set forth in this press release. Such changes in our intentions may also cause our results to differ. We may change our intentions, at any time and without notice, based upon changes in such factors, our assumptions, or otherwise. The forward-looking statements speak only as to the date of this press release and the Company disclaims any duty to update such statements unless required by law.

    About Arq

    Arq (NASDAQ: ARQ) is a diversified, environmental technology Company with products that enable a cleaner and safer planet while actively reducing our environmental impact. As the only vertically integrated producer of activated carbon products in North America, we deliver a reliable domestic supply of innovative, hard-to-source, high-demand products. We apply our extensive expertise to develop groundbreaking solutions to remove harmful chemicals and pollutants from water, land and air. Learn more at: www.arq.com.

    Source: Arq, Inc.

    Investor Contact:
    Anthony Nathan, Arq
    Marc Silverberg, ICR
    investors@arq.com

    The MIL Network

  • MIL-OSI: CLEAR Launches New Lanes at Portland International Airport

    Source: GlobeNewswire (MIL-OSI)

    PORTLAND, ORE. and NEW YORK, Feb. 07, 2025 (GLOBE NEWSWIRE) — Today, CLEAR (NYSE: YOU), the secure identity company, is launching its identity verification technology at Portland International Airport (PDX), bringing frictionless and predictable travel experiences to Oregon. CLEAR’s launch at PDX is expected to create 53 jobs and generate over $3 million annually in local economic impact.

    “We are thrilled to welcome CLEAR, a world class service, to a world class airport! This valuable addition is now available to travelers at PDX, meeting the growing demand for convenience while upholding the city’s commitment to consumer rights and responsible technology use,” said Portland Metro Chamber President and CEO Andrew Hoan. “Technology should make life easier for all, and CLEAR’s approach at PDX reflects that balance—enhancing the traveler experience while respecting local policies and the rights of the public. Welcome CLEAR to Portland, and we look forward to seeing it benefit our community.”

    “When we opened our new main terminal last summer, we often got asked: Will CLEAR be coming to PDX? Today, we’re excited to deliver that option for our travelers,” said Dan Pippenger, Chief Aviation Officer at Port of Portland. “With the addition of CLEAR, we’re continuing to improve and streamline the travel experience while maintaining the highest standards of safety and security.”

    “We’re thrilled to bring CLEAR to Portland and help PDX travelers experience a smoother, more predictable journey,” said CLEAR CEO Caryn Seidman-Becker. “We share PDX’s dedication to enhancing the customer experience and are excited to be part of making travel to and from Oregon faster and easier.”

    Today’s launch represents continued growth in CLEAR’s national footprint, where it serves a total of 59 airports with its opt-in CLEAR Plus membership and over 27 million Members. Members use CLEAR’s network of dedicated lanes to seamlessly and securely verify their identity with their eyes or fingerprints, replacing the need to take out their wallet and driver’s license. After verification, a CLEAR Ambassador escorts Members through the dedicated lane and directly to TSA physical security, with the goal of saving them time waiting in line at the security checkpoint.

    CLEAR Plus – an opt-in membership that provides access to CLEAR’s expedited identity verification lanes – costs a little more than $16 a month billed annually, with preferred pricing available for Delta Air Lines, United Airlines, Alaska Airlines and American Express Members. Newly enrolling active military, veterans, and government officials are also eligible for discounted memberships, and additional family Members can be added to an existing CLEAR Plus account for $119 per adult per year.

    About Port of Portland
    With three airports, four marine terminals, and five business parks, the Port of Portland is an economic engine for transforming the region into a place where everyone is welcome, empowered, and connected to the opportunity to find a good job or grow their business. The Port works to pull down barriers and provide access to people and local businesses who have been left out of the region’s economic growth—including people of color, low-income workers, and people with disabilities. Collectively, the Port leads big projects in the region, including expanding PDX airport and making it more accessible and efficient; transforming a former marine terminal into a site for innovation in the housing construction and mass timber industries; and providing more options for Pacific Northwest businesses to send their products around the world. For more information, visit www.PortofPortland.com.

    About CLEAR (NYSE: YOU)
    CLEAR’s mission is to create frictionless experiences. With over 27 million Members and a growing network of partners across the world, CLEAR’s identity platform is transforming the way people live, work, and travel. Whether you are traveling, at the stadium, or on your phone, CLEAR connects you to the things that make you, you – making everyday experiences easier, more secure, and friction-free. CLEAR is committed to privacy done right. Members are always in control of their own information, and we never sell Member data. For more information, visit clearme.com.

    Forward-Looking Statements
    This release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any and such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results, developments and events may differ materially from those in the forward-looking statements as a result of various factors, including those described in the Company’s filings within the Securities and Exchange Commission, including the sections titled “Risk Factors” in our Annual Report on Form 10- K. The Company disclaims any obligation to update any forward-looking statements contained herein.

    Contact
    CLEAR
    media@clearme.com

    This press release was published by a CLEAR® Verified individual.

    The MIL Network

  • MIL-OSI: Plains All American Reports Fourth-Quarter and Full-Year 2024 Results; Provides Update on Efficient Growth Initiatives and Announces 2025 Guidance

    Source: GlobeNewswire (MIL-OSI)

    HOUSTON, Feb. 07, 2025 (GLOBE NEWSWIRE) — Plains All American Pipeline, L.P. (Nasdaq: PAA) and Plains GP Holdings (Nasdaq: PAGP) today reported fourth-quarter and full-year 2024 results, announced 2025 guidance and provided the following highlights:

    2024 Results

    • Fourth-quarter and full-year 2024 Net income attributable to PAA of $36 million and $772 million, respectively, and 2024 Net cash provided by operating activities of $726 million and $2.49 billion, respectively
    • Delivered strong fourth-quarter and full-year 2024 Adjusted EBITDA attributable to PAA above the top-end of guidance with $729 million and $2.78 billion, respectively
    • Generated full-year 2024 Adjusted Free Cash Flow (excluding changes in Assets & Liabilities; including impact from legal settlements) of $1.17 billion and exited the year with leverage at 3.0x
    • Net income for the quarter includes the impact of a $225 million charge resulting from the write-off of a receivable for Line 901 insurance proceeds and $140 million of non-cash charges related to the write-down of two U.S. NGL terminals

    Efficient Growth Initiatives

    • Closed all three previously announced bolt-on acquisitions for approximately $670 million net to PAA, including the acquisition of Ironwood Midstream Energy
    • Closed on previously announced purchase of approximately 12.7 million units, or 18%, of its Series A Preferred Units for a purchase price of approximately $330 million
    • Continue pursuing a long runway of synergistic and strong return bolt-on opportunities across the asset footprint

    2025 Outlook

    • Expect full-year 2025 Adjusted EBITDA attributable to PAA of $2.80 – $2.95 billion
    • Announced distribution increase of $0.25 per unit payable February 14, 2025, representing a 20% aggregate increase in the annualized distribution versus 2024 levels (new annual distribution of $1.52 per unit)
    • In January, successfully raised $1 billion in aggregate senior unsecured notes at 5.95% due 2035
    • Anticipate leverage ratio to be at or below the low-end of leverage target range of 3.25x to 3.75x, continuing to provide significant balance sheet optionality and flexibility
    • Expect to generate approximately $1.15 billion of Adjusted Free Cash Flow (excluding changes in Assets & Liabilities), which is reduced by approximately $580 million for previously announced bolt-on transactions closed in the first quarter
    • Remain focused on disciplined capital investments, anticipating full-year 2025 Growth Capital of +/- $400 million and Maintenance Capital of +/- $240 million net to PAA

    “We continue delivering strong financial and operating results and increasing return of capital to unitholders. As evidenced by our recently announced acquisitions, we have the ability to leverage our integrated asset base and financial strength to drive accretive transactions and deliver value to our customers and unitholders,” said Plains Chairman and CEO Willie Chiang. “We remain confident entering 2025, with strong operational momentum and focus on executing our efficient growth strategy. Our strong performance and positive outlook combined with the contribution from recent bolt-on acquisitions continues driving meaningful cash flow and underpins increasing returns to unitholders all while maintaining capital discipline and financial flexibility.”

    Plains All American Pipeline

    Summary Financial Information (unaudited)
    (in millions, except per unit data)

        Three Months Ended
    December 31,
      %     Twelve Months Ended
    December 31,
      %
    GAAP Results   2024   2023
      Change     2024
      2023
      Change
    Net income attributable to PAA   $ 36     $ 312       (88 )%     $ 772     $ 1,230       (37 )%
    Diluted net income/(loss) per common unit   $ (0.04 )   $ 0.35       (111 )%     $ 0.73     $ 1.40       (48 )%
    Diluted weighted average common units outstanding     704       701       %       702       699       %
    Net cash provided by operating activities   $ 726     $ 1,011       (28 )%     $ 2,490     $ 2,727       (9 )%
    Distribution per common unit declared for the period   $ 0.3800     $ 0.3175       20 %     $ 1.3325     $ 1.1200       19 %
                                                       
        Three Months Ended
    December 31,
      %     Twelve Months Ended
    December 31,
      %
    Non-GAAP Results (1)   2024   2023
      Change     2024
      2023
      Change
    Adjusted net income attributable to PAA   $ 357     $ 355       1 %     $ 1,318     $ 1,250       5 %
    Diluted adjusted net income per common unit   $ 0.42     $ 0.42       %     $ 1.51     $ 1.42       6 %
    Adjusted EBITDA   $ 867     $ 875       (1 )%     $ 3,326     $ 3,167       5 %
    Adjusted EBITDA attributable to PAA (2)   $ 729     $ 737       (1 )%     $ 2,779     $ 2,711       3 %
    Implied DCF per common unit and common unit equivalent   $ 0.64     $ 0.68       (6 )%     $ 2.49     $ 2.46       1 %
    Adjusted Free Cash Flow   $ 365     $ 710     **     $ 1,247     $ 1,798       (31 )%
    Adjusted Free Cash Flow after Distributions   $ 79     $ 458     **     $ 102     $ 809       (87 )%
    Adjusted Free Cash Flow (Excluding Changes in Assets & Liabilities) (3)   $ 134     $ 402       **     $ 1,173     $ 1,604       (27 )%
    Adjusted Free Cash Flow after Distributions (Excluding Changes in Assets & Liabilities) (3)   $ (152 )   $ 150     **     $ 28     $ 615       (95 )%
         
    ** Indicates that variance as a percentage is not meaningful.
    (1) See the section of this release entitled “Non-GAAP Financial Measures and Selected Items Impacting Comparability” and the tables attached hereto for information regarding our Non-GAAP financial measures, including their reconciliation to the most directly comparable measures as reported in accordance with GAAP, and certain selected items that PAA believes impact comparability of financial results between reporting periods.
    (2) Excludes amounts attributable to noncontrolling interests in the Plains Oryx Permian Basin LLC joint venture, Cactus II Pipeline LLC and Red River Pipeline LLC.
    (3) Fourth-quarter and full-year 2024 Adjusted Free Cash Flow (Excluding Changes in Assets & Liabilities) includes the negative impact of a $225 million charge resulting from the write-off of a receivable for Line 901 insurance proceeds.
         

    Summary of Selected Financial Data by Segment (unaudited)
    (in millions)

      Segment Adjusted EBITDA
      Crude Oil   NGL
    Three Months Ended December 31, 2024 $ 569     $ 154  
    Three Months Ended December 31, 2023 $ 563     $ 169  
    Percentage change in Segment Adjusted EBITDA versus 2023 period 1 %   (9 )%
               
      Segment Adjusted EBITDA
      Crude Oil   NGL
    Twelve Months Ended December 31, 2024 $ 2,276     $ 480  
    Twelve Months Ended December 31, 2023 $ 2,163     $ 522  
    Percentage change in Segment Adjusted EBITDA versus 2023 period 5 %   (8 )%
               

    Fourth-quarter 2024 Crude Oil Segment Adjusted EBITDA increased 1% versus comparable 2023 results primarily due to higher tariff volumes on our pipelines, tariff escalations and contributions from acquisitions. These items were partially offset by fewer market-based opportunities, as well as an increase in estimated costs for long-term environmental remediation obligations.

    Fourth-quarter 2024 NGL Segment Adjusted EBITDA decreased 9% versus comparable 2023 results primarily due to lower weighted average frac spreads in the fourth quarter of 2024.

    Plains GP Holdings

    PAGP owns an indirect non-economic controlling interest in PAA’s general partner and an indirect limited partner interest in PAA. As the control entity of PAA, PAGP consolidates PAA’s results into its financial statements, which is reflected in the condensed consolidating balance sheet and income statement tables attached hereto.

    Conference Call and Webcast Instructions

    PAA and PAGP will hold a joint conference call at 9:00 a.m. CT on Friday, February 7, 2025 to discuss fourth-quarter performance and related items.

    To access the internet webcast, please go to https://edge.media-server.com/mmc/p/xp2zqt6q/.

    Alternatively, the webcast can be accessed on our website at https://ir.plains.com/news-events/events-presentations. Following the live webcast, an audio replay will be available on our website and will be accessible for a period of 365 days. Slides will be posted prior to the call at the above referenced website.

    Non-GAAP Financial Measures and Selected Items Impacting Comparability

    To supplement our financial information presented in accordance with GAAP, management uses additional measures known as “non-GAAP financial measures” in its evaluation of past performance and prospects for the future and to assess the amount of cash that is available for distributions, debt repayments, common equity repurchases and other general partnership purposes. The primary additional measures used by management are Adjusted EBITDA, Adjusted EBITDA attributable to PAA, Implied Distributable Cash Flow (“DCF”), Adjusted Free Cash Flow and Adjusted Free Cash Flow after Distributions.

    Our definition and calculation of certain non-GAAP financial measures may not be comparable to similarly-titled measures of other companies. Adjusted EBITDA, Adjusted EBITDA attributable to PAA, Implied DCF and certain other non-GAAP financial performance measures are reconciled to Net Income, and Adjusted Free Cash Flow, Adjusted Free Cash Flow after Distributions and certain other non-GAAP financial liquidity measures are reconciled to Net Cash Provided by Operating Activities (the most directly comparable measures as reported in accordance with GAAP) for the historical periods presented in the tables attached to this release, and should be viewed in addition to, and not in lieu of, our Consolidated Financial Statements and accompanying notes. In addition, we encourage you to visit our website at www.plains.com (in particular the section under “Financial Information” entitled “Non-GAAP Reconciliations” within the Investor Relations tab), which presents a reconciliation of our commonly used non-GAAP and supplemental financial measures. We do not reconcile non-GAAP financial measures on a forward-looking basis as it is impractical to do so without unreasonable effort.

    Non-GAAP Financial Performance Measures

    Adjusted EBITDA is defined as earnings before (i) interest expense, (ii) income tax (expense)/benefit, (iii) depreciation and amortization (including our proportionate share of depreciation and amortization, including write-downs related to cancelled projects and impairments, of unconsolidated entities), (iv) gains and losses on asset sales, asset impairments and other, net, (v) gains and losses on investments in unconsolidated entities and (vi) interest income on promissory notes by and among PAA and certain Plains entities, and (vii) adjusted for certain selected items impacting comparability. Adjusted EBITDA attributable to PAA excludes the portion of Adjusted EBITDA that is attributable to noncontrolling interests.

    Management believes that the presentation of Adjusted EBITDA, Adjusted EBITDA attributable to PAA and Implied DCF provides useful information to investors regarding our performance and results of operations because these measures, when used to supplement related GAAP financial measures, (i) provide additional information about our core operating performance and ability to fund distributions to our unitholders through cash generated by our operations and (ii) provide investors with the same financial analytical framework upon which management bases financial, operational, compensation and planning/budgeting decisions. We also present these and additional non-GAAP financial measures, including adjusted net income attributable to PAA and basic and diluted adjusted net income per common unit, as they are measures that investors, rating agencies and debt holders have indicated are useful in assessing us and our results of operations. These non-GAAP financial performance measures may exclude, for example, (i) charges for obligations that are expected to be settled with the issuance of equity instruments, (ii) gains and losses on derivative instruments that are related to underlying activities in another period (or the reversal of such adjustments from a prior period), gains and losses on derivatives that are either related to investing activities (such as the purchase of linefill) or purchases of long-term inventory, and inventory valuation adjustments, as applicable, (iii) long-term inventory costing adjustments, (iv) items that are not indicative of our core operating results and/or (v) other items that we believe should be excluded in understanding our core operating performance. These measures may be further adjusted to include amounts related to deficiencies associated with minimum volume commitments whereby we have billed the counterparties for their deficiency obligation and such amounts are recognized as deferred revenue in “Other current liabilities” in our Consolidated Financial Statements. We also adjust for amounts billed by our equity method investees related to deficiencies under minimum volume commitments. Such amounts are presented net of applicable amounts subsequently recognized into revenue. Furthermore, the calculation of these measures contemplates tax effects as a separate reconciling item, where applicable. We have defined all such items as “selected items impacting comparability.” Due to the nature of the selected items, certain selected items impacting comparability may impact certain non-GAAP financial measures, referred to as adjusted results, but not impact other non-GAAP financial measures. We do not necessarily consider all of our selected items impacting comparability to be non-recurring, infrequent or unusual, but we believe that an understanding of these selected items impacting comparability is material to the evaluation of our operating results and prospects.

    Although we present selected items impacting comparability that management considers in evaluating our performance, you should also be aware that the items presented do not represent all items that affect comparability between the periods presented. Variations in our operating results are also caused by changes in volumes, prices, exchange rates, mechanical interruptions, acquisitions, divestitures, investment capital projects and numerous other factors. These types of variations may not be separately identified in this release, but will be discussed, as applicable, in management’s discussion and analysis of operating results in our Annual Report on Form 10-K.

    Non-GAAP Financial Liquidity Measures

    Management uses the non-GAAP financial liquidity measures Adjusted Free Cash Flow and Adjusted Free Cash Flow after Distributions to assess the amount of cash that is available for distributions, debt repayments, common equity repurchases and other general partnership purposes. Adjusted Free Cash Flow is defined as Net Cash Provided by Operating Activities, less Net Cash Provided by/(Used in) Investing Activities, which primarily includes acquisition, investment and maintenance capital expenditures, investments in unconsolidated entities and the impact from the purchase and sale of linefill, net of proceeds from the sales of assets and further impacted by distributions to and contributions from noncontrolling interests and proceeds from the issuance of related party notes. Adjusted Free Cash Flow is further reduced by cash distributions paid to our preferred and common unitholders to arrive at Adjusted Free Cash Flow after Distributions.

    We also present these measures and additional non-GAAP financial liquidity measures as they are measures that investors have indicated are useful. We present the Adjusted Free Cash Flow (Excluding Changes in Assets & Liabilities) for use in assessing our underlying business liquidity and cash flow generating capacity excluding fluctuations caused by timing of when amounts earned or incurred were collected, received or paid from period to period. Adjusted Free Cash Flow (Excluding Changes in Assets & Liabilities) is defined as Adjusted Free Cash Flow excluding the impact of “Changes in assets and liabilities, net of acquisitions” on our Condensed Consolidated Statements of Cash Flows. Adjusted Free Cash Flow (Excluding Changes in Assets & Liabilities) is further reduced by cash distributions paid to our preferred and common unitholders to arrive at Adjusted Free Cash Flow after Distributions (Excluding Changes in Assets & Liabilities).

           
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (in millions, except per unit data)
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023   2024   2023
    REVENUES $ 12,402     $ 12,698     $ 50,073     $ 48,712  
                   
    COSTS AND EXPENSES              
    Purchases and related costs   11,227       11,558       45,560       44,531  
    Field operating costs (1)   578       363       1,768       1,425  
    General and administrative expenses   93       87       381       350  
    Depreciation and amortization   258       273       1,026       1,048  
    (Gains)/losses on asset sales, asset impairments and other, net   159       (9 )     160       (152 )
    Total costs and expenses   12,315       12,272       48,895       47,202  
                   
    OPERATING INCOME   87       426       1,178       1,510  
                   
    OTHER INCOME/(EXPENSE)              
    Equity earnings in unconsolidated entities   154       92       452       369  
    Gain on investments in unconsolidated entities, net   15             15       28  
    Interest expense, net (2)   (112 )     (97 )     (430 )     (386 )
    Other income, net (2)   20       17       65       102  
                   
    INCOME BEFORE TAX   164       438       1,280       1,623  
    Current income tax expense (3)   (52 )     (41 )     (195 )     (145 )
    Deferred income tax benefit   7       2       28       24  
                   
    NET INCOME   119       399       1,113       1,502  
    Net income attributable to noncontrolling interests   (83 )     (87 )     (341 )     (272 )
    NET INCOME ATTRIBUTABLE TO PAA $ 36     $ 312     $ 772     $ 1,230  
                   
    NET INCOME/(LOSS) PER COMMON UNIT:              
    Net income/(loss) allocated to common unitholders — Basic and Diluted $ (27 )   $ 248     $ 514     $ 976  
    Basic and diluted weighted average common units outstanding   704       701       702       699  
    Basic and diluted net income/(loss) per common unit $ (0.04 )   $ 0.35     $ 0.73     $ 1.40  
         
    (1) Field operating costs include $225 million and $345 million for the three and twelve months ended December 31, 2024, respectively, resulting from adjustments related to the Line 901 incident that occurred in May 2015, including the write-off of a receivable for Line 901 insurance proceeds in the fourth quarter of 2024 and settlements in the third quarter of 2024.
    (2) PAA and certain Plains entities have issued promissory notes by and among such entities to facilitate financing. “Interest expense, net” and “Other income, net” each include $17 million and $48 million for the three and twelve months ended December 31, 2024, respectively, related to interest on such notes. These amounts offset and do not impact Net Income or Non-GAAP metrics such as Adjusted EBITDA, Implied DCF and Adjusted Free Cash Flow.
    (3) The increase in current income tax expense for the 2024 periods was largely associated with Canadian withholding tax on dividends from our Canadian entities to other Plains entities driven by timing of dividend payments.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    CONDENSED CONSOLIDATED BALANCE SHEET DATA
    (in millions)
           
      December 31,
    2024
      December 31,
    2023
    ASSETS      
    Current assets (including Cash and cash equivalents of $348 and $450, respectively) $ 4,802     $ 4,913  
    Property and equipment, net   15,424       15,782  
    Investments in unconsolidated entities   2,811       2,820  
    Intangible assets, net   1,677       1,875  
    Linefill   968       976  
    Long-term operating lease right-of-use assets, net   332       313  
    Long-term inventory   280       265  
    Other long-term assets, net   268       411  
    Total assets $ 26,562     $ 27,355  
           
    LIABILITIES AND PARTNERS’ CAPITAL      
    Current liabilities $ 4,950     $ 5,003  
    Senior notes, net   7,141       7,242  
    Other long-term debt, net   72       63  
    Long-term operating lease liabilities   313       274  
    Other long-term liabilities and deferred credits   990       1,041  
    Total liabilities   13,466       13,623  
           
    Partners’ capital excluding noncontrolling interests   9,813       10,422  
    Noncontrolling interests   3,283       3,310  
    Total partners’ capital   13,096       13,732  
    Total liabilities and partners’ capital $ 26,562     $ 27,355  
                   

    DEBT CAPITALIZATION RATIOS
    (in millions)

      December 31,
    2024
      December 31,
    2023
    Short-term debt $ 408     $ 446  
    Long-term debt   7,213       7,305  
    Total debt $ 7,621     $ 7,751  
           
    Long-term debt $ 7,213     $ 7,305  
    Partners’ capital excluding noncontrolling interests   9,813       10,422  
    Total book capitalization excluding noncontrolling interests (“Total book capitalization”) $ 17,026     $ 17,727  
    Total book capitalization, including short-term debt $ 17,434     $ 18,173  
           
    Long-term debt-to-total book capitalization   42 %     41 %
    Total debt-to-total book capitalization, including short-term debt   44 %     43 %
                   
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    COMPUTATION OF BASIC AND DILUTED NET INCOME/(LOSS) PER COMMON UNIT (1)
    (in millions, except per unit data)
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023   2024   2023
    Basic and Diluted Net Income/(Loss) per Common Unit              
    Net income attributable to PAA $ 36     $ 312     $ 772     $ 1,230  
    Distributions to Series A preferred unitholders   (44 )     (44 )     (175 )     (173 )
    Distributions to Series B preferred unitholders   (19 )     (20 )     (78 )     (76 )
    Amounts allocated to participating securities   (1 )     (1 )     (10 )     (10 )
    Other   1       1       5       5  
    Net income/(loss) allocated to common unitholders $ (27 )   $ 248     $ 514     $ 976  
                   
    Basic and diluted weighted average common units outstanding (2) (3)   704       701       702       699  
                   
    Basic and diluted net income/(loss) per common unit $ (0.04 )   $ 0.35     $ 0.73     $ 1.40  
         
    (1) We calculate net income/(loss) allocated to common unitholders based on the distributions pertaining to the current period’s net income. After adjusting for the appropriate period’s distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to common unitholders and participating securities in accordance with the contractual terms of our partnership agreement in effect for the period and as further prescribed under the two-class method.
    (2) The possible conversion of our Series A preferred units was excluded from the calculation of diluted net income/(loss) per common unit for each of the three and twelve months ended December 31, 2024 and 2023 as the effect was antidilutive.
    (3) Our equity-indexed compensation plan awards that contemplate the issuance of common units are considered potentially dilutive unless (i) they become vested only upon the satisfaction of a performance condition and (ii) that performance condition has yet to be satisfied. Equity-indexed compensation plan awards that are deemed to be dilutive are reduced by a hypothetical common unit repurchase based on the remaining unamortized fair value, as prescribed by the treasury stock method in guidance issued by the FASB.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    CONDENSED CONSOLIDATED CASH FLOW DATA
    (in millions)
       
      Twelve Months Ended
    December 31, 2024
      2024   2023
    CASH FLOWS FROM OPERATING ACTIVITIES      
    Net income $ 1,113     $ 1,502  
    Reconciliation of net income to net cash provided by operating activities:      
    Depreciation and amortization   1,026       1,048  
    (Gains)/losses on asset sales, asset impairments and other, net   160       (152 )
    Deferred income tax benefit   (28 )     (24 )
    Change in fair value of Preferred Distribution Rate Reset Option         (58 )
    Equity earnings in unconsolidated entities   (452 )     (369 )
    Distributions on earnings from unconsolidated entities   505       458  
    Gain on investments in unconsolidated entities, net   (15 )     (28 )
    Other   107       156  
    Changes in assets and liabilities, net of acquisitions   74       194  
    Net cash provided by operating activities   2,490       2,727  
           
    CASH FLOWS FROM INVESTING ACTIVITIES      
    Net cash used in investing activities (1)   (1,504 )     (702 )
           
    CASH FLOWS FROM FINANCING ACTIVITIES      
    Net cash used in financing activities (1)   (1,077 )     (1,976 )
           
    Effect of translation adjustment   (11 )      
           
    Net increase/(decrease) in cash and cash equivalents and restricted cash   (102 )     49  
           
    Cash and cash equivalents and restricted cash, beginning of period   450       401  
    Cash and cash equivalents and restricted cash, end of period $ 348     $ 450  
         
    (1)  PAA and certain Plains entities have issued promissory notes by and among such entities to facilitate financing. For the twelve months ended December 31, 2024, “Net cash used in investing activities” includes a cash outflow of $629 million associated with our investment in related party notes. An equal and offsetting cash inflow associated with our issuance of related party notes is included in “Net cash used in financing activities.”
         

    CAPITAL EXPENDITURES
    (in millions)

      Net to PAA (1)   Consolidated
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024
      2023
      2024
      2023
      2024
      2023
      2024
      2023
    Investment capital expenditures:                              
    Crude Oil $ 55     $ 75     $ 214     $ 245     $ 80     $ 100     $ 300     $ 334  
    NGL   41       14       115       65       41       14       115       65  
    Total Investment capital expenditures   96       89       329       310       121       114       415       399  
    Maintenance capital expenditures   68       58       242       214       73       63       261       231  
      $ 164     $ 147     $ 571     $ 524     $ 194     $ 177     $ 676     $ 630  
         
    (1)  Excludes expenditures attributable to noncontrolling interests.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    NON-GAAP RECONCILIATIONS
    (in millions, except per unit and ratio data)
           
    Computation of Basic and Diluted Adjusted Net Income Per Common Unit (1):
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023   2024   2023
    Basic and Diluted Adjusted Net Income per Common Unit              
    Net income attributable to PAA $ 36     $ 312     $ 772     $ 1,230  
    Selected items impacting comparability – Adjusted net income attributable to PAA (2)   321       43       546       20  
    Adjusted net income attributable to PAA $ 357     $ 355     $ 1,318     $ 1,250  
    Distributions to Series A preferred unitholders   (44 )     (44 )     (175 )     (173 )
    Distributions to Series B preferred unitholders   (19 )     (20 )     (78 )     (76 )
    Amounts allocated to participating securities   (1 )     (1 )     (11 )     (10 )
    Other   1       1       5       5  
    Adjusted net income allocated to common unitholders $ 294     $ 291     $ 1,059     $ 996  
                   
    Basic and diluted weighted average common units outstanding (3) (4)   704       701       702       699  
                   
    Basic and diluted adjusted net income per common unit $ 0.42     $ 0.42     $ 1.51     $ 1.42  
         
    (1) We calculate adjusted net income allocated to common unitholders based on the distributions pertaining to the current period’s net income. After adjusting for the appropriate period’s distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to the common unitholders and participating securities in accordance with the contractual terms of our partnership agreement in effect for the period and as further prescribed under the two-class method.
    (2) See the “Selected Items Impacting Comparability” table for additional information.
    (3) The possible conversion of our Series A preferred units was excluded from the calculation of diluted adjusted net income per common unit for each of the three and twelve months ended December 31, 2024 and 2023 as the effect was antidilutive.
    (4) Our equity-indexed compensation plan awards that contemplate the issuance of common units are considered potentially dilutive unless (i) they become vested only upon the satisfaction of a performance condition and (ii) that performance condition has yet to be satisfied. Equity-indexed compensation plan awards that are deemed to be dilutive are reduced by a hypothetical common unit repurchase based on the remaining unamortized fair value, as prescribed by the treasury stock method in guidance issued by the FASB.
         

    Net Income/(Loss) Per Common Unit to Adjusted Net Income Per Common Unit Reconciliation:

      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023
      2024
      2023
    Basic and diluted net income/(loss) per common unit $ (0.04 )   $ 0.35     $ 0.73     $ 1.40  
    Selected items impacting comparability per common unit (1)   0.46       0.07       0.78       0.02  
    Basic and diluted adjusted net income per common unit $ 0.42     $ 0.42     $ 1.51     $ 1.42  
         
    (1)  See the “Selected Items Impacting Comparability” and the “Computation of Basic and Diluted Adjusted Net Income/(Loss) Per Common Unit” tables for additional information.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    Net Income to Adjusted EBITDA attributable to PAA and Implied DCF Reconciliation:
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023   2024   2023
    Net Income $ 119     $ 399     $ 1,113     $ 1,502  
    Interest expense, net of certain items (1)   95       97       382       386  
    Income tax expense   45       39       167       121  
    Depreciation and amortization   258       273       1,026       1,048  
    (Gains)/losses on asset sales, asset impairments and other, net   159       (9 )     160       (152 )
    Gain on investments in unconsolidated entities, net   (15 )           (15 )     (28 )
    Depreciation and amortization of unconsolidated entities (2)   26       20       84       87  
    Selected items impacting comparability – Adjusted EBITDA (3)   180       56       409       203  
    Adjusted EBITDA $ 867     $ 875     $ 3,326     $ 3,167  
    Adjusted EBITDA attributable to noncontrolling interests   (138 )     (138 )     (547 )     (456 )
    Adjusted EBITDA attributable to PAA $ 729     $ 737     $ 2,779     $ 2,711  
                   
    Adjusted EBITDA $ 867     $ 875     $ 3,326     $ 3,167  
    Interest expense, net of certain non-cash items (4)   (92 )     (92 )     (365 )     (367 )
    Maintenance capital   (73 )     (63 )     (261 )     (231 )
    Investment capital of noncontrolling interests (5)   (24 )     (24 )     (86 )     (87 )
    Current income tax expense   (52 )     (41 )     (195 )     (145 )
    Distributions from unconsolidated entities in excess of/(less than) adjusted equity earnings (6)         (15 )     11       (37 )
    Distributions to noncontrolling interests (7)   (114 )     (97 )     (425 )     (333 )
    Implied DCF $ 512     $ 543     $ 2,005     $ 1,967  
    Preferred unit cash distributions paid (7)   (63 )     (64 )     (254 )     (241 )
    Implied DCF Available to Common Unitholders $ 449     $ 479     $ 1,751     $ 1,726  
                   
    Weighted Average Common Units Outstanding   704       701       702       699  
    Weighted Average Common Units and Common Unit Equivalents   775       772       773       770  
                   
    Implied DCF per Common Unit (8) $ 0.64     $ 0.68     $ 2.49     $ 2.47  
    Implied DCF per Common Unit and Common Unit Equivalent (9) $ 0.64     $ 0.68     $ 2.49     $ 2.46  
                   
    Cash Distribution Paid per Common Unit $ 0.3175     $ 0.2675     $ 1.2700     $ 1.0700  
    Common Unit Cash Distributions (7) $ 223     $ 188     $ 891     $ 748  
    Common Unit Distribution Coverage Ratio 2.01x   2.55x   1.97x   2.31x
                   
    Implied DCF Excess $ 226     $ 291     $ 860     $ 978  
         
    (1)  Represents “Interest expense, net” as reported on our Condensed Consolidated Statements of Operations, net of interest income associated with promissory notes by and among PAA and certain Plains entities.
    (2) Adjustment to exclude our proportionate share of depreciation and amortization expense (including write-downs related to cancelled projects and impairments) of unconsolidated entities.
    (3) See the “Selected Items Impacting Comparability” table for additional information.
    (4) Amount excludes certain non-cash items impacting interest expense such as amortization of debt issuance costs and terminated interest rate swaps.
    (5) Investment capital expenditures attributable to noncontrolling interests that reduce Implied DCF available to PAA common unitholders.
    (6)  Comprised of cash distributions received from unconsolidated entities less equity earnings in unconsolidated entities (adjusted for our proportionate share of depreciation and amortization, including write-downs related to cancelled projects and impairments, and selected items impacting comparability of unconsolidated entities).
    (7) Cash distributions paid during the period presented.
    (8) Implied DCF Available to Common Unitholders for the period divided by the weighted average common units outstanding for the period.
    (9) Implied DCF Available to Common Unitholders for the period, adjusted for Series A preferred unit cash distributions paid, divided by the weighted average common units and common unit equivalents outstanding for the period. Our Series A preferred units are convertible into common units, generally on a one-for-one basis and subject to customary anti-dilution adjustments, in whole or in part, subject to certain minimum conversion amounts.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    Net Income Per Common Unit to Implied DCF Per Common Unit and Common Unit Equivalent Reconciliation:
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023
      2024
      2023
    Basic net income/(loss) per common unit $ (0.04 )   $ 0.35     $ 0.73     $ 1.40  
    Reconciling items per common unit (1) (2)   0.68       0.33       1.76       1.07  
    Implied DCF per common unit $ 0.64     $ 0.68     $ 2.49     $ 2.47  
                   
    Basic net income/(loss) per common unit $ (0.04 )   $ 0.35     $ 0.73     $ 1.40  
    Reconciling items per common unit and common unit equivalent (1) (3)   0.68       0.33       1.76       1.06  
    Implied DCF per common unit and common unit equivalent $ 0.64     $ 0.68     $ 2.49     $ 2.46  
         
    (1) Represents adjustments to Net Income to calculate Implied DCF Available to Common Unitholders. See the “Net Income to Adjusted EBITDA attributable to PAA and Implied DCF Reconciliation” table for additional information.
    (2) Based on weighted average common units outstanding for the period of 704 million, 701 million, 702 million and 699 million, respectively.
    (3) Based on weighted average common units outstanding for the period, as well as weighted average Series A preferred units outstanding of 71 million for each of the periods presented.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    Net Cash Provided by Operating Activities to Non-GAAP Financial Liquidity Measures Reconciliation:
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023   2024   2023
    Net cash provided by operating activities $ 726     $ 1,011     $ 2,490     $ 2,727  
    Adjustments to reconcile Net cash provided by operating activities to Adjusted Free Cash Flow:              
    Net cash used in investing activities (1)   (264 )     (257 )     (1,504 )     (702 )
    Cash contributions from noncontrolling interests   17       53       57       106  
    Cash distributions paid to noncontrolling interests (2)   (114 )     (97 )     (425 )     (333 )
    Proceeds from the issuance of related party notes (1)               629        
    Adjusted Free Cash Flow (3) $ 365     $ 710     $ 1,247     $ 1,798  
    Cash distributions (4)   (286 )     (252 )     (1,145 )     (989 )
    Adjusted Free Cash Flow after Distributions (3)(5) $ 79     $ 458     $ 102     $ 809  
                   
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023   2024   2023
    Adjusted Free Cash Flow (3) $ 365     $ 710     $ 1,247     $ 1,798  
    Changes in assets and liabilities, net of acquisitions (6)   (231 )     (308 )     (74 )     (194 )
    Adjusted Free Cash Flow (Excluding Changes in Assets & Liabilities) (7)(8) $ 134     $ 402     $ 1,173     $ 1,604  
    Cash distributions (4)   (286 )     (252 )     (1,145 )     (989 )
    Adjusted Free Cash Flow after Distributions (Excluding Changes in Assets & Liabilities) (7)(8) $ (152 )   $ 150     $ 28     $ 615  
         
    (1)  PAA and certain Plains entities have issued promissory notes by and among such entities to facilitate financing. “Proceeds from the issuance of related party notes” has an equal and offsetting cash outflow associated with our investment in related party notes, which is included as a component of “Net cash used in investing activities.”
    (2)  Cash distributions paid during the period presented.
    (3)  Management uses the non-GAAP financial liquidity measures Adjusted Free Cash Flow and Adjusted Free Cash Flow after Distributions to assess the amount of cash that is available for distributions, debt repayments, common equity repurchases and other general partnership purposes. Adjusted Free Cash Flow after Distributions shortages, if any, may be funded from previously established reserves, cash on hand or from borrowings under our credit facilities or commercial paper program.
    (4)  Cash distributions paid to preferred and common unitholders during the period.
    (5)  Excess Adjusted Free Cash Flow after Distributions is retained to establish reserves for future distributions, capital expenditures, debt reduction and other partnership purposes. Adjusted Free Cash Flow after Distributions shortages may be funded from previously established reserves, cash on hand or from borrowings under our credit facilities or commercial paper program.
    (6)  See the “Condensed Consolidated Cash Flow Data” table.
    (7)   Management uses the non-GAAP financial liquidity measures Adjusted Free Cash Flow (Excluding Changes in Assets & Liabilities) and Adjusted Free Cash Flow after Distributions (Excluding Changes in Assets & Liabilities) to assess the underlying business liquidity and cash flow generating capacity excluding fluctuations caused by timing of when amounts earned or incurred were collected, received or paid from period to period.
    (8)  Fourth-quarter and full-year 2024 Adjusted Free Cash Flow (Excluding Changes in Assets & Liabilities) includes the negative impact of a $225 million charge resulting from the write-off of a receivable for Line 901 insurance proceeds.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    SELECTED ITEMS IMPACTING COMPARABILITY
    (in millions)
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023   2024   2023
    Selected Items Impacting Comparability: (1)              
    Derivative activities and inventory valuation adjustments (2) $ (6 )   $ 43     $ (85 )   $ (101 )
    Long-term inventory costing adjustments (3)   17       (62 )     9       (35 )
    Deficiencies under minimum volume commitments, net (4)   41       (8 )     31       (12 )
    Equity-indexed compensation expense (5)   (8 )     (8 )     (36 )     (36 )
    Foreign currency revaluation (6)   1       (11 )     17       (8 )
    Line 901 incident (7)   (225 )     (10 )     (345 )     (10 )
    Transaction-related expenses (8)                     (1 )
    Selected items impacting comparability – Adjusted EBITDA $ (180 )   $ (56 )   $ (409 )   $ (203 )
    Gain on investments in unconsolidated entities, net   15             15       28  
    Gains/(losses) on asset sales, asset impairments and other, net (9)   (159 )     9       (160 )     152  
    Tax effect on selected items impacting comparability   3       4       13       13  
    Aggregate selected items impacting noncontrolling interests               (5 )     (10 )
    Selected items impacting comparability – Adjusted net income attributable to PAA $ (321 )   $ (43 )   $ (546 )   $ (20 )
         
    (1)  Certain of our non-GAAP financial measures may not be impacted by each of the selected items impacting comparability. See the “Net Income to Adjusted EBITDA attributable to PAA and Implied DCF Reconciliation” and “Computation of Basic and Diluted Adjusted Net Income Per Common Unit” table for additional details on how these selected items impacting comparability affect such measures.
    (2) We use derivative instruments for risk management purposes and our related processes include specific identification of hedging instruments to an underlying hedged transaction. Although we identify an underlying transaction for each derivative instrument we enter into, there may not be an accounting hedge relationship between the instrument and the underlying transaction. In the course of evaluating our results, we identify differences in the timing of earnings from the derivative instruments and the underlying transactions and exclude the related gains and losses in determining adjusted results such that the earnings from the derivative instruments and the underlying transactions impact adjusted results in the same period. In addition, we exclude gains and losses on derivatives that are related to (i) investing activities, such as the purchase of linefill, and (ii) purchases of long-term inventory. We also exclude the impact of corresponding inventory valuation adjustments, as applicable. For applicable periods, we excluded gains and losses from the mark-to-market of the embedded derivative associated with the Preferred Distribution Rate Reset Option of our Series A preferred units.
    (3) We carry crude oil and NGL inventory that is comprised of minimum working inventory requirements in third-party assets and other working inventory that is needed for our commercial operations. We consider this inventory necessary to conduct our operations and we intend to carry this inventory for the foreseeable future. Therefore, we classify this inventory as long-term on our balance sheet and do not hedge the inventory with derivative instruments (similar to linefill in our own assets). We treat the impact of changes in the average cost of the long-term inventory (that result from fluctuations in market prices) and write-downs of such inventory that result from price declines as a selected item impacting comparability.
    (4) We, and certain of our equity method investees, have certain agreements that require counterparties to deliver, transport or throughput a minimum volume over an agreed upon period. Substantially all of such agreements were entered into with counterparties to economically support the return on capital expenditure necessary to construct the related asset. Some of these agreements include make-up rights if the minimum volume is not met. We record a receivable from the counterparty in the period that services are provided or when the transaction occurs, including amounts for deficiency obligations from counterparties associated with minimum volume commitments. If a counterparty has a make-up right associated with a deficiency, we defer the revenue attributable to the counterparty’s make-up right and subsequently recognize the revenue at the earlier of when the deficiency volume is delivered or shipped, when the make-up right expires or when it is determined that the counterparty’s ability to utilize the make-up right is remote. We include the impact of amounts billed to counterparties for their deficiency obligation, net of applicable amounts subsequently recognized into revenue or equity earnings, as a selected item impacting comparability. We believe the inclusion of the contractually committed revenues associated with that period is meaningful to investors as the related asset has been constructed, is standing ready to provide the committed service and the fixed operating costs are included in the current period results.
    (5) Our total equity-indexed compensation expense includes expense associated with awards that will be settled in units and awards that will be settled in cash. The awards that will be settled in units are included in our diluted net income per unit calculation when the applicable performance criteria have been met. We consider the compensation expense associated with these awards as a selected item impacting comparability as the dilutive impact of the outstanding awards is included in our diluted net income per unit calculation, as applicable. The portion of compensation expense associated with awards that will be settled in cash is not considered a selected item impacting comparability.
    (6) During the periods presented, there were fluctuations in the value of the Canadian dollar to the U.S. dollar, resulting in the realization of foreign exchange gains and losses on the settlement of foreign currency transactions as well as the revaluation of monetary assets and liabilities denominated in a foreign currency. The associated gains and losses are not integral to our results and were thus classified as a selected item impacting comparability.
    (7) Includes costs recognized during the period related to the Line 901 incident that occurred in May 2015. For the 2024 periods, includes the write-off of a receivable for Line 901 insurance proceeds in the fourth quarter of 2024 and the impact of settlements in the third quarter of 2024.
    (8) Includes expenses associated with the Rattler Permian Transaction.
    (9) For the 2024 periods, primarily includes non-cash charges related to the write-down of two U.S. NGL terminals. For the twelve months ended December 31, 2023 primarily includes gains related to the sale of our Keyera Fort Saskatchewan facility.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    SELECTED FINANCIAL DATA BY SEGMENT
    (in millions)
             
      Three Months Ended
    December 31, 2024
        Three Months Ended
    December 31, 2023
      Crude Oil   NGL     Crude Oil   NGL
    Revenues (1) $ 11,959     $ 535       $ 12,187     $ 623  
    Purchases and related costs (1)   (11,019 )     (300 )       (11,306 )     (364 )
    Field operating costs (2)(3)   (503 )     (75 )       (274 )     (89 )
    Segment general and administrative expenses (2) (4)   (74 )     (19 )       (68 )     (19 )
    Equity earnings in unconsolidated entities   154               92        
                     
    Other segment items: (5)                
    Depreciation and amortization of unconsolidated entities   26               20        
    Derivative activities and inventory valuation adjustments   (16 )     22         (52 )     9  
    Long-term inventory costing adjustments   (9 )     (8 )       58       4  
    Deficiencies under minimum volume commitments, net   (41 )             8        
    Equity-indexed compensation expense   8               8        
    Foreign currency revaluation   (4 )     (1 )       18       5  
    Line 901 incident   225               10        
    Segment amounts attributable to noncontrolling interests (6)   (137 )             (138 )      
    Segment Adjusted EBITDA $ 569     $ 154       $ 563     $ 169  
                     
    Maintenance capital expenditures $ 48     $ 25       $ 39     $ 24  
         
    (1) Includes intersegment amounts.
    (2) Field operating costs and Segment general and administrative expenses include equity-indexed compensation expense.
    (3) Field operating costs for the three months ended December 31, 2024 include higher expenses related to (i) $225 million resulting from the write-off of a receivable for Line 901 insurance proceeds and (ii) an increase in estimated costs for long-term environmental remediation obligations.
    (4) Segment general and administrative expenses reflect direct costs attributable to each segment and an allocation of other expenses to the segments. The proportional allocations by segment require judgment by management and are based on the business activities that exist during each period.
    (5) Represents adjustments utilized by our CODM in the evaluation of segment results. Many of these adjustments are also considered selected items impacting comparability when calculating consolidated non-GAAP financial measures such as Adjusted EBITDA. See the “Selected Items Impacting Comparability” table for additional discussion.
    (6) Reflects amounts attributable to noncontrolling interests in the Permian JV, Cactus II Pipeline LLC and Red River Pipeline LLC.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    SELECTED FINANCIAL DATA BY SEGMENT
    (in millions)
             
      Twelve Months Ended
    December 31, 2024
        Twelve Months Ended
    December 31, 2023
      Crude Oil   NGL     Crude Oil   NGL
    Revenues (1) $ 48,720     $ 1,724       $ 47,174     $ 1,935  
    Purchases and related costs (1)   (45,033 )     (898 )       (43,805 )     (1,123 )
    Field operating costs (2)(3)   (1,440 )     (328 )       (1,053 )     (372 )
    Segment general and administrative expenses (2) (4)   (298 )     (83 )       (271 )     (79 )
    Equity earnings in unconsolidated entities   452               369        
                     
    Other segment items: (5)                
    Depreciation and amortization of unconsolidated entities   84               87        
    Derivative activities and inventory valuation adjustments   5       80         17       142  
    Long-term inventory costing adjustments   1       (10 )       22       13  
    Deficiencies under minimum volume commitments, net   (31 )             12        
    Equity-indexed compensation expense   36               35       1  
    Foreign currency revaluation   (22 )     (5 )       19       5  
    Line 901 incident   345               10        
    Transaction-related expenses                 1        
    Segment amounts attributable to noncontrolling interests (6)   (543 )             (454 )      
    Segment Adjusted EBITDA $ 2,276     $ 480       $ 2,163     $ 522  
                     
    Maintenance capital expenditures $ 183     $ 78       $ 145     $ 86  
         
    (1) Includes intersegment amounts.
    (2) Field operating costs and Segment general and administrative expenses include equity-indexed compensation expense.
    (3) Field operating costs for the twelve months ended December 31, 2024 include higher expenses related to (i) $225 million resulting from the write-off of a receivable for Line 901 insurance proceeds, (ii) $120 million associated with settlements related to the Line 901 incident that occurred in May 2015 and (iii) an increase in estimated costs for long-term environmental remediation obligations.
    (4) Segment general and administrative expenses reflect direct costs attributable to each segment and an allocation of other expenses to the segments. The proportional allocations by segment require judgment by management and are based on the business activities that exist during each period.
    (5) Represents adjustments utilized by our CODM in the evaluation of segment results. Many of these adjustments are also considered selected items impacting comparability when calculating consolidated non-GAAP financial measures such as Adjusted EBITDA. See the “Selected Items Impacting Comparability” table for additional discussion.
    (6) Reflects amounts attributable to noncontrolling interests in the Permian JV, Cactus II Pipeline LLC and Red River Pipeline LLC.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    OPERATING DATA BY SEGMENT
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024
      2023
      2024
      2023
    Crude Oil Segment Volumes                              
    Crude oil pipeline tariff (by region) (1)                              
    Permian Basin (2)   6,846       6,710       6,731       6,356  
    South Texas / Eagle Ford (2)   421       411       403       410  
    Mid-Continent (2)   478       503       506       507  
    Gulf Coast (2)   214       250       218       260  
    Rocky Mountain (2)   461       452       474       372  
    Western   259       237       256       214  
    Canada   349       340       346       341  
    Total crude oil pipeline tariff (1) (2)   9,028       8,903       8,934       8,460  
                                   
    Commercial crude oil storage capacity (2) (3)   72       72       72       72  
                                   
    Crude oil lease gathering purchases (1)   1,661       1,518       1,586       1,452  
                                   
    NGL Segment Volumes (1)                              
    NGL fractionation   138       127       132       115  
    NGL pipeline tariff   224       188       213       180  
    Propane and butane sales   127       125       92       86  
         
    (1) Average volumes in thousands of barrels per day calculated as the total volumes (attributable to our interest for assets owned by unconsolidated entities or through undivided joint interests) for the period divided by the number of days in the period. Volumes associated with assets acquired during the period represent total volumes for the number of days we actually owned the assets divided by the number of days in the period.
    (2) Includes volumes (attributable to our interest) from assets owned by unconsolidated entities.
    (3) Average monthly capacity in millions of barrels calculated as total volumes for the period divided by the number of months in the period.
         
    PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    NON-GAAP SEGMENT RECONCILIATIONS
    (in millions)
           
    Supplemental Adjusted EBITDA attributable to PAA Reconciliation:      
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024
      2023
      2024
      2023
    Crude Oil Segment Adjusted EBITDA $ 569     $ 563     $ 2,276     $ 2,163  
    NGL Segment Adjusted EBITDA   154       169       480       522  
    Adjusted other income, net (1)   6       5       23       26  
    Adjusted EBITDA attributable to PAA (2) $ 729     $ 737     $ 2,779     $ 2,711  
         
    (1)  Represents “Other income, net” as reported on our Condensed Consolidated Statements of Operations, excluding interest income on promissory notes by and among PAA and certain Plains entities, as well as other income, net attributable to noncontrolling interests, adjusted for selected items impacting comparability. See the “Selected Items Impacting Comparability” table for additional information.
    (2) See the “Net Income to Adjusted EBITDA attributable to PAA and Implied DCF Reconciliation” table for reconciliation to Net Income.
         
    PLAINS GP HOLDINGS AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
    (in millions, except per share data)
             
      Three Months Ended
    December 31, 2024
        Three Months Ended
    December 31, 2023
          Consolidating             Consolidating    
      PAA   Adjustments (1)   PAGP     PAA   Adjustments (1)   PAGP
    REVENUES $ 12,402     $     $ 12,402       $ 12,698     $     $ 12,698  
                             
    COSTS AND EXPENSES                        
    Purchases and related costs   11,227             11,227         11,558             11,558  
    Field operating costs   578             578         363             363  
    General and administrative expenses   93       1       94         87       1       88  
    Depreciation and amortization   258             258         273             273  
    (Gains)/losses on asset sales, asset impairments and other, net   159             159         (9 )           (9 )
    Total costs and expenses   12,315       1       12,316         12,272       1       12,273  
                             
    OPERATING INCOME   87       (1 )     86         426       (1 )     425  
                             
    OTHER INCOME/(EXPENSE)                        
    Equity earnings in unconsolidated entities   154             154         92             92  
    Gain on investments in unconsolidated entities, net   15             15                      
    Interest expense, net   (112 )     17       (95 )       (97 )           (97 )
    Other income, net   20       (17 )     3         17             17  
                             
    INCOME BEFORE TAX   164       (1 )     163         438       (1 )     437  
    Current income tax expense   (52 )           (52 )       (41 )           (41 )
    Deferred income tax (expense)/benefit   7       (2 )     5         2       (16 )     (14 )
                             
    NET INCOME   119       (3 )     116         399       (17 )     382  
    Net income attributable to noncontrolling interests   (83 )     (44 )     (127 )       (87 )     (243 )     (330 )
    NET INCOME/(LOSS) ATTRIBUTABLE TO PAGP $ 36     $ (47 )   $ (11 )     $ 312     $ (260 )   $ 52  
                             
    Basic and diluted weighted average Class A shares outstanding     197                 196  
                             
    Basic and diluted net income/(loss) per Class A share   $ (0.05 )             $ 0.27  
         
    (1)  Represents the aggregate consolidating adjustments necessary to produce consolidated financial statements for PAGP.
         
    PLAINS GP HOLDINGS AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
    (in millions, except per share data)
             
      Twelve Months Ended
    December 31, 2024
        Twelve Months Ended
    December 31, 2023
          Consolidating             Consolidating    
      PAA   Adjustments (1)   PAGP     PAA   Adjustments (1)   PAGP
    REVENUES $ 50,073     $     $ 50,073       $ 48,712     $     $ 48,712  
                             
    COSTS AND EXPENSES                        
    Purchases and related costs   45,560             45,560         44,531             44,531  
    Field operating costs   1,768             1,768         1,425             1,425  
    General and administrative expenses   381       6       387         350       6       356  
    Depreciation and amortization   1,026             1,026         1,048       3       1,051  
    (Gains)/losses on asset sales, asset impairments and other, net   160             160         (152 )           (152 )
    Total costs and expenses   48,895       6       48,901         47,202       9       47,211  
                             
    OPERATING INCOME   1,178       (6 )     1,172         1,510       (9 )     1,501  
                             
    OTHER INCOME/(EXPENSE)                        
    Equity earnings in unconsolidated entities   452             452         369             369  
    Gain on investments in unconsolidated entities, net   15             15         28             28  
    Interest expense, net   (430 )     48       (382 )       (386 )           (386 )
    Other income, net   65       (48 )     17         102             102  
                             
    INCOME BEFORE TAX   1,280       (6 )     1,274         1,623       (9 )     1,614  
    Current income tax expense   (195 )           (195 )       (145 )           (145 )
    Deferred income tax (expense)/benefit   28       (37 )     (9 )       24       (68 )     (44 )
                             
    NET INCOME   1,113       (43 )     1,070         1,502       (77 )     1,425  
    Net income attributable to noncontrolling interests   (341 )     (626 )     (967 )       (272 )     (955 )     (1,227 )
    NET INCOME ATTRIBUTABLE TO PAGP $ 772     $ (669 )   $ 103       $ 1,230     $ (1,032 )   $ 198  
                             
    Basic and diluted weighted average Class A shares outstanding     197                 195  
                             
    Basic and diluted net income per Class A share   $ 0.52               $ 1.01  
         
    (1)  Represents the aggregate consolidating adjustments necessary to produce consolidated financial statements for PAGP.
         
    PLAINS GP HOLDINGS AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    CONDENSED CONSOLIDATING BALANCE SHEET DATA
    (in millions)
             
      December 31, 2024     December 31, 2023
          Consolidating             Consolidating    
      PAA   Adjustments (1)   PAGP     PAA   Adjustments (1)   PAGP
    ASSETS                        
    Current assets $ 4,802     $ (26 )   $ 4,776       $ 4,913     $ 3     $ 4,916  
    Property and equipment, net   15,424             15,424         15,782             15,782  
    Investments in unconsolidated entities   2,811             2,811         2,820             2,820  
    Intangible assets, net   1,677             1,677         1,875             1,875  
    Deferred tax asset         1,220       1,220               1,239       1,239  
    Linefill   968             968         976             976  
    Long-term operating lease right-of-use assets, net   332             332         313             313  
    Long-term inventory   280             280         265             265  
    Other long-term assets, net   268             268         411             411  
    Total assets $ 26,562     $ 1,194     $ 27,756       $ 27,355     $ 1,242     $ 28,597  
                             
    LIABILITIES AND PARTNERS’ CAPITAL                        
    Current liabilities $ 4,950     $ (26 )   $ 4,924       $ 5,003     $ 2     $ 5,005  
    Senior notes, net   7,141             7,141         7,242             7,242  
    Other long-term debt, net   72             72         63             63  
    Long-term operating lease liabilities   313             313         274             274  
    Other long-term liabilities and deferred credits   990             990         1,041             1,041  
    Total liabilities   13,466       (26 )     13,440         13,623       2       13,625  
                             
    Partners’ capital excluding noncontrolling interests   9,813       (8,462 )     1,351         10,422       (8,874 )     1,548  
    Noncontrolling interests   3,283       9,682       12,965         3,310       10,114       13,424  
    Total partners’ capital   13,096       1,220       14,316         13,732       1,240       14,972  
    Total liabilities and partners’ capital $ 26,562     $ 1,194     $ 27,756       $ 27,355     $ 1,242     $ 28,597  
         
    (1)  Represents the aggregate consolidating adjustments necessary to produce consolidated financial statements for PAGP.
         
    PLAINS GP HOLDINGS AND SUBSIDIARIES
    FINANCIAL SUMMARY (unaudited)
    COMPUTATION OF BASIC AND DILUTED NET INCOME/(LOSS) PER CLASS A SHARE
    (in millions, except per share data)
           
      Three Months Ended
    December 31,
      Twelve Months Ended
    December 31,
      2024   2023
      2024
      2023
    Basic and Diluted Net Income/(Loss) per Class A Share              
    Net income/(loss) attributable to PAGP $ (11 )   $ 52     $ 103     $ 198  
    Basic and diluted weighted average Class A shares outstanding   197       196       197       195  
                   
    Basic and diluted net income/(loss) per Class A share $ (0.05 )   $ 0.27     $ 0.52     $ 1.01  
                                   

    Forward-Looking Statements

    Except for the historical information contained herein, the matters discussed in this release consist of forward-looking statements that involve certain risks and uncertainties that could cause actual results or outcomes to differ materially from results or outcomes anticipated in the forward-looking statements. These risks and uncertainties include, among other things, the following:

    • general economic, market or business conditions in the United States and elsewhere (including the potential for a recession or significant slowdown in economic activity levels, the risk of persistently high inflation and supply chain issues, the impact of global public health events, such as pandemics, on demand and growth, and the timing, pace and extent of economic recovery) that impact (i) demand for crude oil, drilling and production activities and therefore the demand for the midstream services we provide and (ii) commercial opportunities available to us;
    • declines in global crude oil demand and/or crude oil prices or other factors that correspondingly lead to a significant reduction of North American crude oil and NGL production (whether due to reduced producer cash flow to fund drilling activities or the inability of producers to access capital, or both, the unavailability of pipeline and/or storage capacity, the shutting-in of production by producers, government-mandated pro-ration orders, or other factors), which in turn could result in significant declines in the actual or expected volume of crude oil and NGL shipped, processed, purchased, stored, fractionated and/or gathered at or through the use of our assets and/or the reduction of the margins we can earn or the commercial opportunities that might otherwise be available to us;
    • fluctuations in refinery capacity and other factors affecting demand for various grades of crude oil and NGL and resulting changes in pricing conditions or transportation throughput requirements;
    • unanticipated changes in crude oil and NGL market structure, grade differentials and volatility (or lack thereof);
    • the effects of competition and capacity overbuild in areas where we operate, including downward pressure on rates, volumes and margins, contract renewal risk and the risk of loss of business to other midstream operators who are willing or under pressure to aggressively reduce transportation rates in order to capture or preserve customers;
    • the successful operation of joint ventures and joint operating arrangements we enter into from time to time, whether relating to assets operated by us or by third parties, and the successful integration and future performance of acquired assets or businesses;
    • the availability of, and our ability to consummate, acquisitions, divestitures, joint ventures or other strategic opportunities and realize benefits therefrom;
    • environmental liabilities, litigation or other events that are not covered by an indemnity, insurance or existing reserves;
    • negative societal sentiment regarding the hydrocarbon energy industry and the continued development and consumption of hydrocarbons, which could influence consumer preferences and governmental or regulatory actions that adversely impact our business;
    • the occurrence of a natural disaster, catastrophe, terrorist attack (including eco-terrorist attacks) or other event that materially impacts our operations, including cyber or other attacks on our or our service providers’ electronic and computer systems;
    • weather interference with business operations or project construction, including the impact of extreme weather events or conditions (including wildfires and drought);
    • the impact of current and future laws, rulings, legislation, governmental regulations, executive orders, trade policies, tariffs, accounting standards and statements, and related interpretations that (i) prohibit, restrict or regulate the development of oil and gas resources and the related infrastructure on lands dedicated to or served by our pipelines, (ii) negatively impact our ability to develop, operate or repair midstream assets, or (iii) otherwise negatively impact our business or increase our exposure to risk;
    • negative impacts on production levels in the Permian Basin or elsewhere due to issues associated with (or laws, rules or regulations relating to) hydraulic fracturing and related activities (including wastewater injection or disposal), including earthquakes, subsidence, expansion or other issues;
    • the pace of development of natural gas or other infrastructure and its impact on expected crude oil production growth in the Permian Basin;
    • the refusal or inability of our customers or counterparties to perform their obligations under their contracts with us (including commercial contracts, asset sale agreements and other agreements), whether justified or not and whether due to financial constraints (such as reduced creditworthiness, liquidity issues or insolvency), market constraints, legal constraints (including governmental orders or guidance), the exercise of contractual or common law rights that allegedly excuse their performance (such as force majeure or similar claims) or other factors;
    • loss of key personnel and inability to attract and retain new talent;
    • disruptions to futures markets for crude oil, NGL and other petroleum products, which may impair our ability to execute our commercial or hedging strategies;
    • the effectiveness of our risk management activities;
    • shortages or cost increases of supplies, materials or labor;
    • maintenance of our credit ratings and ability to receive open credit from our suppliers and trade counterparties;
    • our inability to perform our obligations under our contracts, whether due to non-performance by third parties, including our customers or counterparties, market constraints, third-party constraints, supply chain issues, legal constraints (including governmental orders or guidance), or other factors or events;
    • the incurrence of costs and expenses related to unexpected or unplanned capital or maintenance expenditures, third-party claims or other factors;
    • failure to implement or capitalize, or delays in implementing or capitalizing, on investment capital projects, whether due to permitting delays, permitting withdrawals or other factors;
    • tightened capital markets or other factors that increase our cost of capital or limit our ability to obtain debt or equity financing on satisfactory terms to fund additional acquisitions, investment capital projects, working capital requirements and the repayment or refinancing of indebtedness;
    • the amplification of other risks caused by volatile or closed financial markets, capital constraints, liquidity concerns and inflation;
    • the use or availability of third-party assets upon which our operations depend and over which we have little or no control;
    • the currency exchange rate of the Canadian dollar to the United States dollar;
    • inability to recognize current revenue attributable to deficiency payments received from customers who fail to ship or move more than minimum contracted volumes until the related credits expire or are used;
    • significant under-utilization of our assets and facilities;
    • increased costs, or lack of availability, of insurance;
    • fluctuations in the debt and equity markets, including the price of our units at the time of vesting under our long-term incentive plans;
    • risks related to the development and operation of our assets; and
    • other factors and uncertainties inherent in the transportation, storage, terminalling and marketing of crude oil, as well as in the processing, transportation, fractionation, storage and marketing of NGL as discussed in the Partnerships’ filings with the Securities and Exchange Commission.

    About Plains:

    PAA is a publicly traded master limited partnership that owns and operates midstream energy infrastructure and provides logistics services for crude oil and natural gas liquids (“NGL”). PAA owns an extensive network of pipeline gathering and transportation systems, in addition to terminalling, storage, processing, fractionation and other infrastructure assets serving key producing basins, transportation corridors and major market hubs and export outlets in the United States and Canada. On average, PAA handles over 8 million barrels per day of crude oil and NGL.

    PAGP is a publicly traded entity that owns an indirect, non-economic controlling general partner interest in PAA and an indirect limited partner interest in PAA, one of the largest energy infrastructure and logistics companies in North America.

    PAA and PAGP are headquartered in Houston, Texas. For more information, please visit www.plains.com.

    Contacts:

    Blake Fernandez
    Vice President, Investor Relations
    (866) 809-1291
     
    Michael Gladstein
    Director, Investor Relations
    (866) 809-1291

    The MIL Network

  • MIL-OSI: SPS Commerce Completes Acquisition of Carbon6 Technologies

    Source: GlobeNewswire (MIL-OSI)

    MINNEAPOLIS, Feb. 07, 2025 (GLOBE NEWSWIRE) — SPS Commerce, Inc. (NASDAQ: SPSC), a leader in retail cloud services, today announced it has completed the acquisition of Carbon6 Technologies, Inc. (Carbon6), a provider of software tools to Amazon sellers, including specialized offerings for revenue recovery for both first-party (1P) and third-party (3P) suppliers.

    “We are very excited to welcome Carbon6 employees and customers to SPS Commerce,” said Chad Collins, CEO of SPS Commerce. “Together, we believe we will deliver unmatched solutions for first-party and third-party sellers and establish SPS as a leading provider in the emerging category of revenue recovery.”

    About SPS Commerce

    SPS Commerce is the world’s leading retail network, connecting trading partners around the globe to optimize supply chain operations for all retail partners. We support data-driven partnerships with innovative cloud technology, customer-obsessed service, and accessible experts so our customers can focus on what they do best. Over 45,000 recurring revenue customers in retail, grocery, distribution, supply, manufacturing, and logistics are using SPS as their retail network. SPS has achieved 95 consecutive quarters of revenue growth and is headquartered in Minneapolis. For additional information, contact SPS at 866-245-8100 or visit www.spscommerce.com.

    SPS COMMERCE, SPS, SPS logo and INFINITE RETAIL POWER are marks of SPS Commerce, Inc. and registered in the U.S. Patent and Trademark Office, along with other SPS marks. Such marks may also be registered or otherwise protected in other countries.

    Forward-Looking Statements

    This press release contains forward-looking statements, including information about management’s view of SPS Commerce’s future expectations, plans and prospects, including our views regarding financial performance expectations, future execution within our business, and the opportunity we see in the retail supply chain world within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of SPS Commerce to be materially different than those expressed or implied in such statements. Certain of these risk factors and others are included in documents SPS Commerce files with the Securities and Exchange Commission, including but not limited to, SPS Commerce’s Annual Report on Form 10-K for the year ended December 31, 2023, as well as subsequent reports filed with the Securities and Exchange Commission. Other unknown or unpredictable factors also could have material adverse effects on SPS Commerce’s future results. The forward-looking statements included in this press release are made only as of the date hereof. SPS Commerce cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, SPS Commerce expressly disclaims any intent or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

    Contact:
    Investor Relations
    The Blueshirt Group
    Irmina Blaszczyk
    Lisa Laukkanen
    SPSC@blueshirtgroup.com
    415-217-4962

    SPS-F

    The MIL Network

  • MIL-OSI: Xtract One Technologies to be used for Hospital Weapons Detection Screening in Manitoba

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, Feb. 07, 2025 (GLOBE NEWSWIRE) — Xtract One Technologies (TSX: XTRA)(OTCQX: XTRAF)(FRA: 0PL) (“Xtract One” or the “Company”) today announced its Xtract One Gateway (“Gateway”) has been selected to protect key hospital locations in Manitoba, including at the province’s Health Sciences Centre and Crisis Response Centre locations operated by Shared Health.

    The system will redefine the security experience by not only balancing powerful threat detection with seamless flow for individuals, but also enhancing safety standards and optimizing operational efficiency.

    “Healthcare environments today face two security challenges: providing top-tier security while ensuring that both patients and caregivers feel safe and comfortable,” said Peter Evans, CEO of Xtract One. “This is a trend we’re seeing across the healthcare sector, where providers are actively looking for solutions to these growing challenges, and we welcome the opportunity to play a role in securing health facility environments.”

    Xtract One’s portfolio of screening solutions are designed specifically for scanning individuals and their belongings, allowing seamless passage through checkpoints and reducing the need for separate bag searches, thereby improving screening times dramatically. Gateway unobtrusively scans individuals, their pockets, their bags and backpacks for potential mass casualty weapons while distinguishing harmless personal items like laptops, tablets, three-ring binders, notebooks, eyeglass cases, keys, and phones, streamlining access into and out of facilities without disrupting the flow of movement.

    To learn more, visit www.xtractone.com.

    About Xtract One
    Xtract One Technologies is a leading technology-driven provider of threat detection and security solutions leveraging AI to deliver seamless and secure experiences. The Company makes unobtrusive weapons and threat detection systems that enable facility operators to prioritize and deliver improved “Walk-right-In” experiences while providing unprecedented 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, X, and LinkedIn.

    Forward Looking Statements
    This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements”. Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties 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. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

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

    The MIL Network

  • MIL-OSI USA: Governor Newsom signs executive order to further prepare for future urban firestorms, stepping up already nation-leading strategies

    Source: US State of California 2

    Feb 6, 2025

    What you need to know: Governor Newsom signed an executive order to launch key initiatives to continue adapting to future extreme firestorm events in urban communities and leading the way to build a more resilient state.

    Sacramento, CaliforniaAdding to California’s nation-leading fire safety  standards, Governor Gavin Newsom today signed an executive order to further improve community hardening and wildfire mitigation strategies to neighborhood resilience statewide. A copy of the executive order is available here.

    We are living in a new reality of extremes. Believe the science – and your own damn eyes: Mother Nature is changing the way we live and we must continue adapting to those changes. California’s resilience means we will keep updating our standards in the most fire-prone areas.

    Governor Gavin Newsom

    The executive order issued by Governor Newsom does the following:

    • Directs the State Board of Forestry to accelerate its work to adopt regulations known as “Zone 0,” which will require an ember-resistant zone within 5 feet of structures located in the highest fire severity zones in the state.
    • Tasks the Office of the State Fire Marshal with releasing updated Fire Hazard Severity Zone maps for areas under local government responsibility, adding 1.4 million new acres of land into the two higher tiers of fire severity, which will update building and local planning requirements for these communities statewide.
    • Requires the Department of Forestry and Fire Protection (CAL FIRE) and the Governor’s Office of Emergency Services (Cal OES) to work with local, federal and tribal partners on improvements to the Federal resource ordering system for wildfire response. 

    Protecting homes 

    Science has shown that combustible material within the immediate five feet of a structure contributes the greatest risk of embers directly or indirectly igniting the home. “Zone 0” regulations under development for new and existing construction would require an ember-resistant zone within the immediate 5-feet of structures in local area Very High Fire Hazard Severity Zones in Local Responsibility Areas, and Fire Hazard Severity Zones in State Responsibility Areas.

    Zone 0 regulations would move forward this year in tandem with financial assistance and relief for homeowners, proposed in the Governor’s January Budget, and to be augmented by the California Conservation Corps supporting work in vulnerable communities and in coordination with local Fire Safe Councils. While it is anticipated that the regulations would apply to new construction upon taking effect, requirements for existing homes would likely be phased in over three years to allow homeowners to prepare and prioritize mitigations and secure financial assistance.

    Research suggests that the cost of building a home with Zone 0 mitigations already incorporated adds little to no cost to building a comparable home without those features. 

    Updating fire hazard severity areas

    To ensure future resiliency against urban firestorms, local government planners and developers will have to factor in wildfire-hardening requirements in building planning, design, and construction within nearly 2.3 million acres of land in areas where local governments are responsible for wildfire prevention and response, known as local responsibility areas.

    The release of updated Fire Hazard Severity Zones for Local Responsibility Area maps would identify new areas where new development is required to adhere to the highest standards of wildfire resilient building codes and land-use planning. These new zones and maps would add approximately 1.4 million new acres of land into the two higher tiers of fire hazard severity. Specifically, they would expand current wildfire building resiliency requirements in the High-Fire Hazard Severity Zone to approximately 1.16 million new acres, and they would expand both current wildfire building and local planning resiliency requirements in the Very High- Fire Hazard Severity Zone to approximately 247,000 new acres. 

    The release of these updated zones and maps, which are expected to be released one region at a time beginning in Northern California, would begin a 120-day clock for local government jurisdictions to adopt local ordinances incorporating the State Fire Marshal’s recommendations.

    The release of these Local Responsibility Area maps would follow last year’s release of equivalent updated zones and maps in the State Responsibility Area, and follow months of planning discussions, including consultation with insurance providers who have developed their own models to determine risk, premiums and coverage that are independent of the state’s Fire Hazard Severity Zone maps.

    Investing in wildfire prevention

    Overall, the state has more than doubled investments in wildfire prevention and landscape resilience efforts, providing more than $2.5 billion in wildfire resilience since 2020, with an additional $1.5 billion from the 2024 Climate Bond to be committed beginning this year for proactive projects that protect communities from wildfire and promote healthy natural landscapes. Of note, since 2021, the State has made strategic investments in at least 61 fuels reduction projects near the Palisades and Eaton fire perimeters through projects treated over 14,500 acres.

    The Newsom Administration has invested $2 billion to support CAL FIRE operations, a 47% increase since 2018, which has helped build CAL FIRE from 5,829 positions to 10,741 in that same period, and the Administration is now implementing shorter workweeks for state firefighters to prioritize firefighter well-being while adding 2,400 additional state firefighters to CAL FIRE’s ranks over the next five years. 

    Augmenting technological advancements and pre-deployment opportunities 

    The Newsom Administration has also overseen the expansion of California’s aerial firefighting fleet, including the addition of more than 16 helicopters with several equipped for night operations, expanded five helitack bases, and assumed ownership of seven C-130 air tankers, making it the largest fleet of its kind globally. 

    California is also leveraging AI-powered tools to spot fires quicker, has deployed the Fire Integrated Real-Time Intelligence System (FIRIS) to provide real-time mapping of wildfires, and has partnered with the U.S. Department of Defense to use satellites for wildfire detection and invested in LiDAR technology to create detailed 3D maps of high-risk areas, helping firefighters better understand and navigate complex terrains. 

    In anticipation of severe fire weather conditions in early January 2025, Cal OES approved the prepositioning of 65 fire engines, as well as more than 120 additional firefighting resources and personnel in Los Angeles, Orange, Santa Barbara, Ventura, Riverside, San Bernardino, and San Diego counties, and CAL FIRE moved firefighting resources to Southern California including 45 additional engines and six hand crews to the region. 

    During the wildfires, California was able to mobilize more than 16,000 personnel including firefighters, National Guard servicemembers, California Highway Patrol officers and transportation teams to support the response to the Los Angeles firestorms, and more than 2,000 firefighting apparatus composed of engines, aircraft, dozers and water tenders to aid in putting out the fires. 

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    What they’re saying: 

    • Sacramento Mayor Darrell Steinberg, original author of the Mental Health Services Act: “Twenty years ago, I never could have dreamed that we would have the strong leadership we have today, committing billions and making courageous policy changes that question the conventional wisdom on mental health. Now, with the passage of Proposition 1. California is delivering on decades old promises to help people living with brain-based illnesses, to live better lives, to live independently and to live with dignity in our communities. This is a historic moment and the hard work is ahead of us.“
    • Senator Susan Eggman (D-Stockton), author of Senate Bill 326: “Today marks a day of hope for thousands of Californians who are struggling with mental illness – many of whom are living unhoused. I am tremendously grateful to my fellow Californian’s for passing this important measure.  And I am very appreciative of this Governor’s leadership to transform our behavioral health care system!”
    • Assemblymember Jacqui Irwin (D-Thousand Oaks), author of Assembly Bill 531: “This started as an audacious proposal to address the root cause of homelessness and today, Californians can be proud to know that they did the right thing by passing Proposition 1. Now, it’s time for all of us to get to work, and make sure these reforms are implemented and that we see results.”

    Bigger picture: Transforming the Mental Health Services Act into the Behavioral Health Services Act and building more community mental health treatment sites and supportive housing is the last main pillar of Governor Newsom’s Mental Health Movement – pulling together significant recent reforms like 988 crisis line, CalHOPE, CARE Court, conservatorship reform, CalAIM behavioral health expansion (including mobile crisis care and telehealth), Medi-Cal expansion to all low-income Californians, Children and Youth Behavioral Health Initiative (including expanding services in schools and on-line), Older Adult Behavioral Health Initiative, Veterans Mental Health Initiative, Behavioral Health Community Infrastructure Program, Behavioral Health Bridge Housing, Health Care Workforce for All and more.

    More details on next step here

    Recent news

    News What you need to know: Building on yesterday’s positive meetings on Capitol Hill and with President Trump, Governor Newsom continued his bipartisan outreach in meetings with House and Senate leadership that focused on securing critical disaster aid for the…

    News What you need to know: Governor Gavin Newsom today announced he will issue an executive order to harden communities from wind-propelled wildfires that turn into urban firestorms.  Washington, D.C. — After meeting with key state and federal leaders on recovery…

    News What you need to know: Governor Gavin Newsom traveled to Washington, DC to meet with President Trump and members of Congress — focusing on securing critical disaster aid for the survivors of the Los Angeles fires and ensuring impacted families who lost their…

    MIL OSI USA News

  • MIL-OSI: Sampo plc: Managers’ Transactions (Thorsrud)

    Source: GlobeNewswire (MIL-OSI)

    Sampo plc, managers’ transactions, 7 February 2025 at 1:30 pm EET

    Sampo plc: Managers’ Transactions (Thorsrud)

    Sampo plc (business code 0142213-3) has received the following notification under Article 19 of the Market Abuse Regulation.

    ____________________________________________

    Person subject to the notification requirement
    Name: Morten Thorsrud
    Position: Other senior manager
    Issuer: Sampo plc

    LEI: 743700UF3RL386WIDA22
    Notification type: INITIAL NOTIFICATION
    Reference number: 95304/4/6
    ____________________________________________

    Transaction date: 2025-02-07
    Venue: NASDAQ HELSINKI LTD (XHEL)
    Instrument type: SHARE
    ISIN: FI4000552500
    Nature of transaction: ACQUISITION

    Transaction details
    (1): Volume: 5,050 Unit price: 41.08 EUR

    Aggregated transactions (1):
    Volume: 5,050 Volume weighted average price: 41.08 EUR
    ____________________________________________

    Transaction date: 2025-02-07
    Venue: NASDAQ HELSINKI LTD (XHEL)
    Instrument type: SHARE
    ISIN: FI4000552500
    Nature of transaction: ACQUISITION

    Transaction details
    (1): Volume: 2,450 Unit price: 41.1323 EUR

    Aggregated transactions (1):
    Volume: 2,450 Volume weighted average price: 41.1323 EUR
    ____________________________________________

    In total, all reported above are 7,500 shares.

    SAMPO PLC

    Sami Taipalus
    Head of Investor Relations
    tel. +358 10 516 0030

    Distribution:
    Nasdaq Helsinki
    Nasdaq Stockholm
    Nasdaq Copenhagen
    London Stock Exchange
    FIN-FSA
    The principal media
    www.sampo.com

    The MIL Network

  • MIL-OSI: Hyperscale Data Announces 19.2 Bitcoin Mined in January 2025

    Source: GlobeNewswire (MIL-OSI)

    LAS VEGAS, Feb. 07, 2025 (GLOBE NEWSWIRE) — Hyperscale Data, Inc. (NYSE American: GPUS), a diversified holding company (“Hyperscale Data” or the “Company”), today announced that its wholly owned subsidiary Sentinum, Inc. (“Sentinum”) mined approximately 19.2 Bitcoin in the month of January 2025, which were mined at the Company’s data center in Michigan (the “Data Center”). The January monthly mining run rate of approximately $1.9 million in Bitcoin mining revenue is based upon a current Bitcoin price of approximately $97,000.

    Milton “Todd” Ault III, Executive Chairman of Hyperscale Data, stated, “We are transitioning to becoming a provider of high-performance computing (“HPC”) services powering AI solutions, which we believe holds greater promise in the foreseeable future, and we expect the transition will be completed at the end of September 2025. In the meantime, we remain confident in our mining operations and maintain our medium-term view on Bitcoin as an appreciating asset that supports the Company’s overall capital allocation strategy. We also expect to bring Bitcoin mining machines back online at our Montana location by the end of March, which will bolster our mining activities. Assuming Bitcoin maintains its current price of approximately $97,000, and that the Company has fully transitioned the Data Center’s existing power capacity of 30MW from self-mining of Bitcoin to HPC services in September of this year, we anticipate generating approximately $20 million in Bitcoin mining revenue in 2025. If our transition to HPC services is delayed, then we would realize additional revenue from our Bitcoin operations.”

    Hyperscale Data notes that all estimates and other projections are subject to the volatility in Bitcoin market price, the fluctuation in the mining difficulty level, the ability to build out and provide the necessary power for miners, and other factors that may impact the results of Bitcoin mining production or operations.

    For more information on Hyperscale Data and its subsidiaries, Hyperscale Data recommends that stockholders, investors and any other interested parties read Hyperscale Data’s public filings and press releases available under the Investor Relations section at hyperscaledata.com or available at www.sec.gov.

    About Hyperscale Data, Inc.

    Hyperscale Data is transitioning from a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact to becoming solely an owner and operator of data centers to support high performance computing services. Through its wholly and majority-owned subsidiaries and strategic investments, Hyperscale Data owns and operates a data center at which it mines digital assets and offers colocation and hosting services for the emerging artificial intelligence ecosystems and other industries. It also provides, through its wholly owned subsidiary, Ault Capital Group, Inc., mission-critical products that support a diverse range of industries, including an artificial intelligence software platform, social gaming platform, equipment rental services, defense/aerospace, industrial, automotive, medical/biopharma and hotel operations. In addition, Hyperscale Data is actively engaged in private credit and structured finance through a licensed lending subsidiary. Hyperscale Data’s headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141.

    Forward-Looking Statements

    This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “believes,” “plans,” “anticipates,” “projects,” “estimates,” “expects,” “intends,” “strategy,” “future,” “opportunity,” “may,” “will,” “should,” “could,” “potential,” or similar expressions. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties.

    Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update any of them publicly in light of new information or future events. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors. More information, including potential risk factors, that could affect the Company’s business and financial results are included in the Company’s filings with the U.S. Securities and Exchange Commission, including, but not limited to, the Company’s Forms 10-K, 10-Q and 8-K. All filings are available at www.sec.gov and on the Company’s website at www.hyperscaledata.com.

    Hyperscale Data Investor Contact:
    IR@hyperscaledata.com or 1-888-753-2235

    The MIL Network

  • MIL-OSI: Prairie Operating Co. Announces Public Offering of Common Stock

    Source: GlobeNewswire (MIL-OSI)

    HOUSTON, Texas, Feb. 07, 2025 (GLOBE NEWSWIRE) — Prairie Operating Co. (“Prairie” or the “Company”) (Nasdaq: PROP), an independent oil and gas company focused on the acquisition and development of crude oil, natural gas and natural gas liquids, announced today that it has commenced an underwritten public offering of $200 million of shares of its common stock, par value $0.01 (“common stock”). The Company expects to grant the underwriters a 30-day option to purchase up to an aggregate value of $30 million of additional shares of the Company’s common stock.

    The Company intends to use the net proceeds from the offering to fund a portion of the purchase price for the Company’s proposed acquisition of certain oil and gas assets from Bayswater Exploration and Production and certain of its affiliates (the “Bayswater Acquisition”). The Company intends to use the remaining net proceeds from the offering, including any net proceeds from the underwriters’ exercise of their option to purchase additional shares, for other general corporate purposes, which may include advancing the Company’s development and drilling program, repayment of existing indebtedness or financing other potential acquisition opportunities.

    Citigroup is acting as lead book-running manager for the offering. KeyBanc Capital Markets Inc., MUFG Securities Americas Inc., Piper Sandler & Co., and Truist Securities, Inc. are also acting as joint book-running managers. Fifth Third Securities, Inc., Clear Street LLC, First Citizens Capital Securities, LLC, Johnson Rice & Company L.L.C., and Pickering Energy Partners are acting as co-managers.

    The offering is being made pursuant to a shelf registration statement on Form S-3, including a base prospectus, which was filed with the U.S. Securities and Exchange Commission (the “SEC”) and became effective on December 20, 2024. The preliminary prospectus supplement, and accompanying base prospectus, relating to the offering, and a final prospectus supplement, when available, will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. Copies of the preliminary prospectus supplement, and accompanying base prospectus, relating to the offering, and the final prospectus supplement, when available, may be obtained by sending a request to: Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: 1-800-831-9146; KeyBanc Capital Markets Inc., Attn: Equity Syndicate, 127 Public Square, 7th Floor, Cleveland, OH 44114, telephone: 1-800-859-1783; MUFG Securities Americas Inc., Attention: Equity Capital Markets, 1221 Avenue of the Americas, 6th Floor, New York, New York 10020, telephone: 212-405-7440, email: ECM@us.sc.mufg.jp; Piper Sandler & Co., Attention: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, Minnesota 55402, by telephone at (800) 747-3924, or by email at prospectus@psc.com; Truist Securities, Inc., Attention: Prospectus Department, 3333 Peachtree Road NE, 9th floor, Atlanta, Georgia 30326, by telephone at (800) 685-4786, or by email at TruistSecurities.prospectus@Truist.com; or by accessing the SEC’s website at www.sec.gov.

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

    About Prairie

    Houston-based Prairie Operating Co. is an independent oil and gas company focused on the acquisition and development of crude oil, natural gas and natural gas liquids. The Company’s assets and operations are concentrated in the oil and liquids-rich regions of the Denver-Julesburg (DJ) Basin, with a primary focus on the Niobrara and Codell formations. The Company is committed to the responsible development of its oil and natural gas resources and is focused on maximizing returns through consistent growth, capital discipline, and sustainable cash flow generation.

    For more information, visit www.prairieopco.com.

    Forward-Looking Statements

    This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of historical fact, included in this press release, regarding our strategy, future operations, financial position, estimated reserves, revenues and income or losses, projected costs and capital expenditures, prospects, acquisition opportunities, plans and objectives of management are forward-looking statements. When used in this press release and the documents incorporated by reference herein, the words “plan,” “may,” “endeavor,” “will,” “would,” “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “forecast” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are (or were when made) based on current expectations and assumptions about future events and are (or were when made) based on currently available information as to the outcome and timing of future events. Forward-looking statements in this press release may include, for example, statements about: the Company’s ability to successfully finance and consummate the Bayswater Acquisition, including the risk that the Company may fail to complete the Bayswater Acquisition on the terms and timing currently contemplated or at all, fail to enter into the New Credit Agreement on expected terms and/or fail to realize the expected benefits of the Bayswater Acquisition; the Company’s financial performance following the Bayswater Acquisition; this public offering, the timing thereof and the use of proceeds therefrom; estimates of the Company’s oil, natural gas and NGLs reserves; drilling prospects, inventories, projects and programs; estimates of future oil and natural gas production from our oil and gas assets, including estimates of any increases or decreases in production; the availability and adequacy of cash flow to meet the Company’s requirements; financial strategy, liquidity and capital required for the Company’s development program and other capital expenditures; the availability of additional capital for the Company’s operations; changes in the Company’s business and growth strategy, including the Company’s ability to successfully operate and expand its business; the Company’s integration of acquisitions, including the Bayswater Acquisition; changes or developments in applicable laws or regulations, including with respect to taxes; and actions taken or not taken by third-parties, including the Company’s contractors and competitors. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements described under the heading “Risk Factors” in the prospectus supplement, the accompanying base prospectus, the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, as amended, our Quarterly Reports on Forms 10-Q filed with the Securities and Exchange Commission and our other filings with the SEC, all of which can be accessed on the SEC’s website at www.sec.gov. The Company cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control. These risks include, but are not limited to: the Company’s and Bayswater’s ability to satisfy the conditions of the Bayswater Acquisition in a timely manner or at all, including the Company’s ability to successfully finance the Bayswater Acquisition; the Company’s ability to recognize the anticipated benefits of the Bayswater Acquisition, which may be affected by, among other things, competition and the Company’s ability to grow and manage growth profitably following the Bayswater Acquisition; the Company’s ability to fund its development and drilling plan; the possibility that the Company may be unable to achieve expected cash flow, production levels, drilling, operational efficiencies and other anticipated benefits within the expected time-frames, or at all, and to successfully integrate the Bayswater Assets, and/or any other assets or operations the Company has acquired or may acquire in the future with those of the Company; the Company’s integration of the Bayswater Assets with those of the Company may be more difficult, time-consuming or costly than expected; the Company’s operating costs, customer loss and business disruption may be greater than expected following the Bayswater Acquisition or the public announcements of the Bayswater Acquisition; the Company’s ability to grow its operations, and to fund such operations, on the anticipated timeline or at all; uncertainties inherent in estimating quantities of oil, natural gas and NGL reserves and projecting future rates of production and the amount and timing of development expenditures; commodity price and cost volatility and inflation; the ability to maintain necessary permits and approvals to develop our assets; safety and environmental requirements that may subject the Company to unanticipated liabilities; changes in the regulations governing our business and operations, including the businesses and operations we have acquired or may acquire in the future, such as, but not limited to, those pertaining to the environment, our drilling program and the pricing of our future production; the Company’s success in retaining or recruiting, or changes required in, the Company’s officers, key employees or directors; general economic, financial, legal, political, and business conditions and changes in domestic and foreign markets; the risks related to the growth of the Company’s business; the effects of competition on the Company’s future business; and other factors detailed under the section entitled “Risk Factors” in the Prospectus Supplement and, accompanying base prospectus related to the offering and the periodic filings with the Securities and Exchange Commission. Reserve engineering is a process of estimating underground accumulations of oil, natural gas and NGLs that cannot be measured in an exact way. The accuracy of any reserve estimate depends on the quality of available data, the interpretation of such data and price and cost assumptions made by reserve engineers. In addition, the results of drilling, testing and production activities may justify upward or downward revisions of estimates that were made previously. If significant, such revisions would change the schedule of any further production and development drilling. Accordingly, reserve estimates may differ significantly from the quantities of oil, natural gas and NGLs that are ultimately recovered. Should one or more of the risks or uncertainties described herein or should underlying assumptions prove incorrect, the Company’s actual results and plans could differ materially from those express in any forward-looking statements. All forward-looking statements, expressed or implied, 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.

    Investor Relations Contact:
    Wobbe Ploegsma
    info@prairieopco.com
    832.274.3449

    The MIL Network

  • MIL-OSI Global: We Do Not Part by Han Kang: a haunting story which forces the reader to remember a horrific incident in Korea’s past that it tried to erase

    Source: The Conversation – UK – By Hyunseon Lee, Professorial Research Associate at Department of East Asian Languages and Cultures, and Centre for Creative Industries, Media and Screen Studies, SOAS, University of London

    Jeju inhabitants awaiting execution in late 1948 wikimedia, CC BY

    We Do Not Part is the latest book by Korean writer Han Kang, who won the Nobel prize in literature in 2024. The book begins in fragments that ebb between dark dream, waking nightmare and memories of how the book’s protagonist Kyungha got to this terrible way of living.

    Even for those who do not know much about Korean history, it is fairly clear that something awful has changed Kyungha. When she closes her eyes images of women clutching children, black tree trunks jutting like limbs from the earth and so much snow flood into her mind.

    This experience has sapped all life from Kyungha and she is, when we meet her, simply waiting for death. That is, until her friend Inseon injures herself and asks Kyungha to travel to her home on the island of Jeju, south of mainland Korea, to look after her beloved pet bird, Ama.

    When she gets there, a violent snowstorm leaves her trapped in Inseon’s compound. Here, she stumbles upon the investigation into her friend’s family and its connection to the Jeju 4.3 massacre in the 1940s.

    In the early morning of April 3 1948, 359 members of the South Korean Workers’ Party and partisans carried out attacks on 12 police facilities and the homes of conservative leaders. They killed 12 people, including family members, before fleeing to the Halla Mountains. The term “Jeju 4.3” came from the date the incident is considered by many to have begun, even though it officially lasted from March 1 1947 to September 21 1954.


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    What followed was a massive counterinsurgency operation by the South Korean government (with US backing) to exterminate communists and their sympathisers on the island. While officially numbers are still not known, it is believed that more than 30,000 Jeju people (10% of Jeju’s population at the time), including women and children, were killed.

    In We Do Not Part, we find out that Inseon’s mother, who died several years earlier, was a survivor of Jeju 4.3. Han Kang’s impressive approach to presenting the memories of Jeju 4.3 is multi-layered, subtle, fragmentary and contains a high degree of sensitivity as she recounts the massacre from the perspective of Inseon and her mother.

    Inseon is part of a what the Holocaust and cultural memory scholar Marianne Hirsch termed the “postmemory generation”. She is the child of a survivor who has inherited a “catastrophic [history] not through direct recollection but through haunting postmemories”.

    Inseon has absorbed the stories of her mother as her own. For instance, in one of the first extracts of Inseon’s memories she speaks of her mother and her sister finding their family dead in the snow.

    I remember her. The girl roaming the schoolyard, searching well into the evening. A child of 13 clinging to her 17-year-old sister as if her sister wasn’t a child herself, hanging on by a sleeve, too scared to see but unable to look away.

    However, Inseon doesn’t remember. She wasn’t there. But, as Hirsch writes of the postmemory generation, such distinct “memories” are mediated by “imaginative investments, projections and creations”.

    Han Kang’s skilful use of Inseon’s postmemory carefully gives voice to the feelings of Inseon’s mother. Han Kang does this through presenting these in fragments that recount first Inseon’s investigative work, and then Inseon’s mother’s research into the family’s losses. These are inserted in passages of recounted conversations, writing and descriptions of photographs and films.

    These pieces are scattered amid Kyungha’s time in the dreamlike and snow buried compound. The intermingling of past and present, dream and reality, art and life creates an almost hallucinatory quality where the edges blur as Kyungha inherits Inseon’s memories – which she inherited from her mother. In each transference, these stories become new.

    This retelling and remembering is important. The 1947 to 1949 uprising is considered by some historians, particularly the American historian Bruce Cummings, as the precursor to the Korean civil war, which left the country divided into North and South. However, for almost 50 years, the very existence of the massacre was officially censored and repressed.

    It was only in 2000s that the incident was recognised and the National Committee for Investigation of the Truth about the Jeju 4.3 Incident was established. In 2003, then-president Roh Moo-hyun apologised for the deaths of the innocents and the state repression against the survivors, who had been severely stigmatised as enemies of the state and branded “red insurgents” (pokto).

    Hang Kang’s novel makes it clear that Jeju 4.3 is not simply an issue of the past, but one of the present that persists and lives on in the lives of all who it has touched. Inseon was born the only daughter of a mother who witnessed the massacre and a father who survived, not only on Jeju, but also afterwards on the Korean mainland. This parentage means she cannot forget nor repress it, it constantly intrudes into her life.

    Han Kang urges the public to bear witness, the reader does so through Kyungha. As she delves into the history through memory and official documents, we too do the same. In this act of reading we remember and name the tragedy.

    Ultimately, this becomes an act of commemoration of the victims whose spirits still seem unable to leave this life as they remain on the island in the form of wind, birds, trees, snow and sea. We see, as Kyungha sees, Jeju 4.3 has left too much pain and too many scars on the souls for them to forget and leave.

    We Do Not Part is captivating, moving and from sentence to sentence Han Kang’s sensitive approach to Jeju 4.3 makes us reflect on why we still need to remember and commemorate this tragedy and the many others that still go ignored.

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

    ref. We Do Not Part by Han Kang: a haunting story which forces the reader to remember a horrific incident in Korea’s past that it tried to erase – https://theconversation.com/we-do-not-part-by-han-kang-a-haunting-story-which-forces-the-reader-to-remember-a-horrific-incident-in-koreas-past-that-it-tried-to-erase-249200

    MIL OSI – Global Reports

  • MIL-OSI United Kingdom: New deal for agriculture

    Source: Scottish Government

    Flexible grants to drive efficiency, support nature and climate friendly farming.

    Farmers and crofters will benefit from £20 million additional capital support this year and £26 million next year, First Minister John Swinney has confirmed.

    Speaking at the NFU Scotland annual conference he outlined how at least £14 million of the funding will deliver a Future Farming Investment Scheme, providing flexible capital grants.

    Other significant announcements included:

    • an additional £7 million in 2025 through the Agri-environment climate scheme (AECS) to undertake activities supporting nature, climate and biodiversity alongside food production
    • hosting a new entrant’s summit bringing key individuals together to find solutions to attract more people into farming
    • a three year programme of national land Lidar laser scanning to accurately map terrain
    • committing £75,000 to RSABI (founded as the Royal Scottish Agricultural Benevolent Institution) to provide mental health support for farmers and crofters
    • further details of how the routemap to implementing a new framework of agriculture support will work
    • a commitment to delivering ultra-high frequency (UHF) electronic identification for cows to improve traceability

    Mr Swinney said:

    “I want to see a farming sector that is equipped and ready to meet the challenges and seize the opportunities of the future. That is why at least £14 million will be delivered through our Future Farming Investment Scheme.

    “We will work at pace to consult with industry to ensure the capital grant scheme guidance and priorities work for a range of businesses and that the application processes are simple and straightforward. They will not be prescriptive, as long as the funds are used to drive efficiency or support nature and climate friendly farming your bid will be valid and could receive support.

    “A flourishing Scotland means a flourishing rural Scotland. And for rural Scotland to thrive, farming must thrive. I look forward to working with the industry – building on the constructive working relationships we have with NFU Scotland to show that this government is committed to continuing to support our nation’s farmers.”

    MIL OSI United Kingdom