NewzIntel.com

Category: Finance

  • MIL-OSI: Kayne Anderson Energy Infrastructure Fund Provides Unaudited Balance Sheet Information and Announces Its Net Asset Value and Asset Coverage Ratios as of January 31, 2025

    Source: GlobeNewswire (MIL-OSI)

    HOUSTON, Feb. 03, 2025 (GLOBE NEWSWIRE) — Kayne Anderson Energy Infrastructure Fund, Inc. (the “Company”) (NYSE: KYN) today provided a summary unaudited statement of assets and liabilities and announced its net asset value and asset coverage ratios under the Investment Company Act of 1940 (the “1940 Act”) as of January 31, 2025.

    As of January 31, 2025, the Company’s net assets were $2.4 billion, and its net asset value per share was $14.46. As of January 31, 2025, the Company’s asset coverage ratio under the 1940 Act with respect to senior securities representing indebtedness was 623% and the Company’s asset coverage ratio under the 1940 Act with respect to total leverage (debt and preferred stock) was 476%.

     STATEMENT OF ASSETS AND LIABILITIES
    JANUARY 31, 2025   // (UNAUDITED)    		      
           
        (in millions)      
    Investments   $ 3,450.6        
    Cash and cash equivalents     1.8        
    Accrued income     9.9        
    Current tax asset, net     6.4        
    Other assets     0.4        
    Total assets     3,469.1        
               
    Credit facility     87.0        
    Notes     409.7        
    Unamortized notes issuance costs     (2.7 )      
    Preferred stock     153.6        
    Unamortized preferred stock issuance costs     (1.3 )      
    Total leverage     646.3        
               
    Payable for securities purchased     18.8        
    Other liabilities     16.3        
    Deferred tax liability, net     342.8        
    Total liabilities     377.9        
               
    Net assets   $ 2,444.9        
               

    The Company had 169,126,038 common shares outstanding as of January 31, 2025.

    Long-term investments were comprised of Midstream Energy Companies (94%), Utility Companies (4%) and Other (2%).  

    The Company’s ten largest holdings by issuer at January 31, 2025 were:

          Amount
    (in millions)*    		   % Long Term
    Investments
    1. Energy Transfer LP (Midstream Energy Company)   $390.7   11.3 %
    2. Enterprise Products Partners L.P. (Midstream Energy Company)     338.2   9.8 %
    3. The Williams Companies, Inc. (Midstream Energy Company)     327.6   9.5 %
    4. MPLX LP (Midstream Energy Company)     320.4   9.3 %
    5. Cheniere Energy, Inc. (Midstream Energy Company)               256.3   7.4 %
    6. Targa Resources Corp. (Midstream Energy Company)     208.8   6.1 %
    7. Kinder Morgan, Inc. (Midstream Energy Company)     207.3   6.0 %
    8. ONEOK, Inc. (Midstream Energy Company)     183.1   5.3 %
    9. TC Energy Corporation (Midstream Energy Company)     155.6   4.5 %
    10. Western Midstream Partners, LP (Midstream Energy Company)     151.2   4.4 %
                   
    * Includes ownership of common and preferred units.            
                   

    Portfolio holdings are subject to change without notice. The mention of specific securities is not a recommendation or solicitation for any person to buy, sell or hold any particular security. You can obtain a complete listing of holdings by viewing the Company’s most recent quarterly or annual report.

    Kayne Anderson Energy Infrastructure Fund, Inc. (NYSE: KYN) is a non-diversified, closed-end management investment company registered under the Investment Company Act of 1940, as amended, whose common stock is traded on the NYSE. The Company’s investment objective is to provide a high after-tax total return with an emphasis on making cash distributions to stockholders. KYN intends to achieve this objective by investing at least 80% of its total assets in securities of Energy Infrastructure Companies. See Glossary of Key Terms in the Company’s most recent quarterly report for a description of these investment categories and the meaning of capitalized terms.

    This press release shall not constitute an offer to sell or a solicitation to buy, nor shall there be any sale of any securities in any jurisdiction in which such offer or sale is not permitted. Nothing contained in this press release is intended to recommend any investment policy or investment strategy or consider any investor’s specific objectives or circumstances. Before investing, please consult with your investment, tax, or legal adviser regarding your individual circumstances.

    CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: This communication contains statements reflecting assumptions, expectations, projections, intentions, or beliefs about future events. These and other statements not relating strictly to historical or current facts constitute forward-looking statements as defined under the U.S. federal securities laws. Forward-looking statements involve a variety of risks and uncertainties. These risks include but are not limited to changes in economic and political conditions; regulatory and legal changes; energy industry risk; leverage risk; valuation risk; interest rate risk; tax risk; and other risks discussed in detail in the Company’s filings with the SEC, available at www.kaynefunds.com or www.sec.gov. Actual events could differ materially from these statements or our present expectations or projections. You should not place undue reliance on these forward-looking statements, which speak only as of the date they are made. Kayne Anderson undertakes no obligation to publicly update or revise any forward-looking statements made herein. There is no assurance that the Company’s investment objectives will be attained.

    Contact investor relations at 877-657-3863 or cef@kayneanderson.com.

    The MIL Network –

  • MIL-OSI USA: Welch Joins Stonecrop Meadows in Middlebury for Groundbreaking 

    US Senate News:

    Source: United States Senator Peter Welch (D-Vermont)

    Welch nominated the project for federal funding through Congressionally Directed Spending Process 
    MIDDLEBURY, VT – U.S. Senator Peter Welch (D-Vt.) today joined Vermont Governor Phil Scott, community members, and partners to celebrate the groundbreaking of Stonecrop Meadows in Middlebury. The new housing project will provide rental and owner-occupied housing at all income levels. Senator Welch nominated Stonecrop Meadows for Congressionally Directed Spending (CDS) as part of the Fiscal Year 2025 CDS process, which is currently in-progress.  
    “Ambitious initiatives like the Stonecrop Meadows project are essential to tackle our housing challenges in Vermont and across the country. I’m excited to celebrate the groundbreaking of this community-driven project, which I nominated to receive Congressionally Directed Spending. I’ll continue to fight for passage of this upcoming budget to ensure these funds make it to this critical project,” said Senator Welch. 

    The Stonecrop Meadows project is being built on 35 acres of Middlebury College-owned land off Seminary Street Extension. Phase 1, called the “Core Village” will be 80 units. At full buildout, this project will create 254 new homes. 
    Sen. Welch was joined by Vermont Governor Phil Scott; Vermont State Treasurer Mike Pieciak; Alex Farrell, Commissioner of the Vermont Department of Housing and Community Development (DHCD); Maura Collins, Executive Director of the Vermont Housing Finance Agency (VHFA); Gus Seelig, Executive Director of the Vermont Housing & Conservation Board (VHCB); Representatives from Middlebury College; community members; and Representatives from the Offices of Sen. Bernie Sanders (I-Vt.) and Rep. Becca Balint (VT-At-Large).   

    MIL OSI USA News –

  • MIL-OSI Security: U.S. Attorney’s Office Announces Zuni Woman Sentenced to 18 Year Prison Sentence for Fatal Kidnapping

    Source: Office of United States Attorneys

    ALBUQUERQUE – A Zuni woman was sentenced to 18 years in federal prison for her involvement in a 2019 kidnapping that resulted in the victim’s death. 

    There is no parole in the federal system.

    According to court documents, between July 1 and July 16, 2019, Kendra Panteah, 37, an enrolled member of the Zuni Pueblo, participated in confining John Doe in the trunk of his own vehicle. She then brought the vehicle and victim to her co-defendant, Gilbert John Jr., and proceeded to drive around the Navajo Nation for over 24 hours with the victim locked in the trunk. They then stopped near Bass Lake, NM. When John Doe attempted to escape, John Jr. repeatedly stabbed him with a machete, resulting in the victim’s death.

    After the killing, Panteah and John Jr. abandoned the vehicle with the body inside for several days. John Jr. later towed the vehicle to a remote location, doused it with gasoline, and set it on fire to destroy evidence. The victim was only identified through hip replacement devices found in the burned vehicle.

    Gilbert John Jr. pleaded guilty to second-degree murder and was sentenced to 21 years in prison in June of 2024.

    Upon her release from prison, Panteah will be subject to five years of supervised release.

    U.S. Attorney Alexander M.M. Uballez and Raul Bujanda, Special Agent in Charge of the FBI Albuquerque Field Office, made the announcement today.

    The Gallup Resident Agency of the FBI’s Albuquerque Field Office investigated this case with assistance from the Navajo Police Department and Department of Criminal Investigations. Assistant United States Attorneys Mark A. Probasco and Alexander F. Flores prosecuted the case.

    # # #

    MIL Security OSI –

  • MIL-OSI Security: U.S. Attorney’s Office Secures 17-Year Sentence in Child Exploitation Case

    Source: Office of United States Attorneys

    ALBUQUERQUE – A Navajo, New Mexico man was sentenced to 17 years in federal prison today for systematically sexually exploiting a minor through text messages and social media communications.

    There is no parole in the federal system.

    According to court documents, between February 1, 2021, and April 1, 2021, Dustin Rockmen, 33, an enrolled member of the Navajo Nation, sent text and Facebook communications to a minor under the age of 18 to persuade her to engage in illegal sexual acts. Rockmen engaged in repeated sexual acts with the victim, threatened her in order to get her to continue engaging in sexual acts with Rockmen, distributed an image of the victim engaged in a sexual act with Rockmen, and sent pornographic material to the victim.

    Upon his release from prison, Rockmen will be subject to five years of supervised release.

    U.S. Attorney Alexander M.M. Uballez and Raul Bujanda, Special Agent in Charge of the Federal Bureau of Investigation, made the announcement today.

    The Gallup Resident Agency of the FBI Albuquerque Field Office investigated this case with assistance from the Navajo Police Department. Assistant U.S. Attorney Robert James Booth II is prosecuting the case as part of Project Safe Childhood, a nationwide initiative to combat the growing epidemic of child sexual exploitation and abuse launched in May 2006 by the Department of Justice. Led by U.S. Attorneys’ Offices and CEOS, Project Safe Childhood marshals federal, state, and local resources to better locate, apprehend and prosecute individuals who exploit children via the Internet, as well as to identify and rescue victims. For more information about Project Safe Childhood, please visit Justice.gov/PSC.

    # # #

    MIL Security OSI –

  • MIL-OSI Security: DHS Agencies Support Super Bowl LIX Security

    Source: US Department of Homeland Security

    Continuing a 20+ Year Partnership, More Than 690 DHS Employees Work to Protect Estimated 73,000 Fans Attending the Big Game 

    WASHINGTON – Department of Homeland Security Secretary Kristi Noem traveled to New Orleans this week to observe DHS security operations for Super Bowl LIX. More than 690 employees representing 12 DHS agencies are in New Orleans, providing air security resources; venue, cyber, and infrastructure security assessments; chemical, biological, radiological, nuclear, and explosives detection technologies; intelligence analysis and threat assessments; intellectual property enforcement; and real-time situational awareness reporting as part of a 20-year partnership with the National Football League and state and local law enforcement.

    “Around 100,000 people will be celebrating the Super Bowl in and around the Superdome in New Orleans this weekend,” said Secretary Noem. “We will give law enforcement every resource they need to ensure a safe event. Thank you to our partners, Governor Landry, Mayor Cantrell and the New Orleans Police Department. If you see something, say something!”

    “Since day one, we have stood steadfast in our mission: to protect what matters most,” said Eric DeLaune, Homeland Security Investigations (HSI) New Orleans Special Agent in Charge and lead federal coordinator for Super Bowl LIX. “From securing critical infrastructure to providing real-time threat analysis, we are committed to safeguarding our communities. With over 690 DHS personnel deployed, we bring cutting-edge security resources and technologies to ensure every aspect of this event is protected.” 

    DHS has assessed this year’s Super Bowl as a Special Event Assessment Rating (SEAR) Level 1 event. For more information, visit the SEAR Fact Sheet webpage. Although no specific, credible threats related to this year’s game have been identified, the U.S. remains in a heightened threat environment, as evidenced by the recent terror attack in New Orleans on New Year’s Day.

    DHS security efforts for Super Bowl LIX include the following:

    • U.S. Customs and Border Protection’s (CBP): Air and Marine Operations (AMO) will enforce temporary flight restrictions around Caesars Superdome, providing “eye in the sky” intelligence, surveillance and reconnaissance flight operations in and around key venues, including the Superdome, airport, Bourbon Street and the Ernest N. Morial Convention Center. Additionally, CBP will provide video surveillance capabilities and non-intrusive inspections by scanning the cargo entering the stadium for contraband such as narcotics, weapons, and explosives. CBP will also work to intercept counterfeit NFL merchandise such as NFL jerseys, championship rings, T-shirts, caps and all sorts of souvenirs and memorabilia, which are often used to fund criminal organizations.
    • Homeland Security Investigations (HSI): An HSI Special Response Team is standing by to provide interior stadium tactical support, and HSI’s special agents will support will also CBP, local law enforcement agencies, and other private partners in identifying an investigating any flea markets, retail outlets, street vendors and online marketplaces selling counterfeit goods during the week leading up to the Super Bowl to protect consumers, who are expected to spend over $16.5 billion nationwide. HSI will also oversee the coordination of DHS assets with local, state, and federal law enforcement agencies to ensure essential public safety measures and resources are in the right place, at the right time. 
    • Cybersecurity and Infrastructure Security Agency (CISA): On Super Bowl Sunday, CISA will also deploy advisors and emergency communications coordinators to support local law enforcement, emergency responders, and private partners in New Orleans. Ahead of the event, the agency conducted physical and cybersecurity vulnerability assessments, planning exercises, and bomb safety workshops with state and local partners. 
    • Office of Intelligence &Analysis (I&A): I&A worked with the Federal Bureau of Investigation (FBI) to assess the threat landscape leading up to the Super Bowl, including sharing timely and actionable information and intelligence with their state and local partners.
    • Countering Weapons of Mass Destruction Office (CWMD): CWMD provided surge support from its Mobile Detection Deployment Program and its BioWatch program in coordination with the City of New Orleans.
    • U.S. Coast Guard (USCG): USCG Pacific Strike Team is supporting the Mobile Detection Deployment Program to bolster DHS’s ability to detect and interdict chemical, biological, radiological, and nuclear threats, and Canine Explosive Detection teams will support the safety and security of the event.
    • Transportation Security Administration (TSA): A TSA Supervisory Federal Air Marshal will staff the Fusion Watch Center during the event, and will use its National Deployment Force to increase the number of transportation security officers working at Louis Armstrong New Orleans International Airport to screen the increased number of departing passengers after the Super Bowl. TSA’s explosive detection canines and Visible Intermodal Prevention and Response (VIPR) teams will also work during Super Bowl week events at key venues.
    • Science & Technology Directorate (S&T): S&T will deploy easy-to assemble, expandable security barriers that can be installed quickly to provide critical asset protection and intrusion prevention.
    • Federal Emergency Management Agency (FEMA): FEMA will help keep fans safe by providing communication tools for state and local responders.
    • DHS Blue Campaign: This public awareness campaign is disseminating digital and out-of-home advertising in the New Orleans area to raise human trafficking awareness among visitors, local residents, and those working in industries, such as hotels, hospitality, and transportation, where frontline employees are more likely to be in a position to identify and report human trafficking. The campaign’s Blue Lightning Initiative is also partnering with Louis Armstrong New Orleans International Airport to raise awareness and train staff to recognize and report human trafficking.

    DHS reminds the public that “If You See Something, Say Something®” is more than a slogan. It is a call to action to report suspicious terrorism-related activity. Follow DHS’s security efforts on X: @DHSgov.

    MIL Security OSI –

  • MIL-OSI USA: Finance Committee Members Introduce Bipartisan Legislation to Ensure Medicare Patients’ Access to Cancer Detection Technologies

    US Senate News:

    Source: United States Senator for Idaho Mike Crapo

    Washington, D.C.–U.S. Senate Finance Committee Chairman Mike Crapo (R-Idaho) and Finance Committee member Michael Bennet (D-Colorado), with Ranking Member Ron Wyden (D-Oregon) and Finance Committee member Tim Scott (R-South Carolina), reintroduced the Medicare Multi-Cancer Early Detection (MCED) Screening Coverage Act that would ensure Medicare beneficiaries’ access to cutting-edge tests capable of detecting multiple types of cancer before symptoms appear.  Bipartisan companion legislation (H.R. 842) was also introduced in the U.S. House of Representatives. 

    “Breakthroughs in early cancer detection can drive more effective treatments and higher survival rates,” said Crapo.  “By providing a Medicare coverage pathway for multi-cancer early detection screening tests, this bipartisan bill would ensure seniors can receive lifesaving preventive care, a crucial step in combating the chronic disease epidemic.  With strong support from patients and families across the country, I look forward to advancing this legislation across the finish line and to President Trump’s desk.”

    “I know from personal experience that early cancer detection can make all the difference,” said Bennet.  “This bipartisan legislation will help save lives by ensuring Medicare beneficiaries across the country have access to the latest, breakthrough screening technologies.”

    “It should go without question that if we have the opportunity to implement more life-saving technology for diseases like cancer, we should do it,” said Scott.  “I am glad to join my colleagues on this important legislation to expand Medicare coverage for multi-cancer early detection tests to save more lives.”

    “The first step to beating cancer is by detecting it sooner than later,” said Wyden.  “This bipartisan bill will help more seniors in Medicare get preventive screening that enables a wider range of treatment options when cancer is detected early.  I look forward to working on a bipartisan basis on any effort to promote cancer treatment and prevention, including the use of the most up-to-date technologies in the Medicare program.”  

    The MCED would:

    • Establish a coverage pathway under Medicare for certain U.S. Food and Drug Administration (FDA)-approved MCED tests, which can screen for dozens of cancer types, many of which currently lack an effective screening option;
    • Authorize the U.S. Centers for Medicare and Medicaid Services (CMS) to provide Medicare coverage for FDA-approved MCED screening tests, enabling beneficiaries to access these technologies, which currently lack a viable coverage pathway under the program;
    • Maintain CMS authority to use an evidence-based process to determine coverage parameters for these new tests; and
    • State that new diagnostic technologies will supplement existing screenings and will not impact existing coverage and cost-sharing.

    The MCED also has the support of leading healthcare organizations across the United States.  Find quotes from the organizations here.

    Bill text can be found here.

    MIL OSI USA News –

  • MIL-OSI USA: Virginia Gang Members Sentenced to Decades in Prison for Kidnapping and Murder

    Source: US State Government of Utah

    Hezekiah Carney, 26, of Norfolk, Virginia, and Jayquan Jones, 22, of Richmond, Virginia, were each sentenced today to 38 years in prison for federal charges relating to the kidnapping and murder of a fellow Almighty Black P. Stone gang member. A total of four defendants have now been sentenced as part of the case.

    “The defendants assaulted and kidnapped a 25-year-old mother of two, drove her to a remote location, and murdered her by shooting her eight times,” said Supervisory Official Antoinette T. Bacon of the Justice Department’s Criminal Division. “Cold-blooded, senseless gang violence like this affects entire communities. Today’s sentencings underscore that protecting our communities from violent criminals is a top Department priority. I applaud the tremendous work of all our prosecutors and law enforcement partners, who made securing these significant sentences possible.”

    “This act of wanton violence exemplifies the senseless brutality we associate with organized gangs and emphasizes the importance of eradicating them from our communities,” said U.S. Attorney Erik S. Siebert for the Eastern District of Virginia. “The investigation and prosecution that brought these defendants to justice were successful because of the vital partnerships built with our law enforcement partners working together toward our common goal of public safety.”

    “When gang members resort to kidnapping and murder, they leave behind shattered lives and communities in fear,” said Assistant Director Chad Yarbrough of the FBI’s Criminal Investigative Division. “This sentencing should send a message that the FBI and our law enforcement partners are committed to holding dangerous criminals accountable, protecting innocent lives and ensuring our neighborhoods are safe from violence.”

    “Today’s sentencing marks another significant step towards justice for the victim, her family and the community. While no sentence can ever undo the pain caused by this tragic crime, we hope this outcome brings forth an amount of closure” said Special Agent in Charge Anthony Spotswood of the Bureau of Alcohol, Tobacco, Firearms and Explosives (ATF) Washington Field Division. “The ATF remains committed to working with our law enforcement partners as we protect our community and ensure those that commit violent crimes are held accountable for their actions.”

    According to court documents, in the early morning hours of May 6, 2023, Carney, along with co-defendants Jamica Langley, 25, of Richmond; Donnisha Goodman, 27, of Portsmouth, Virginia; and Acacia Jackson, 20, of New York, traveled to the victim’s residence in Richmond to beat her for a perceived gang infraction.

    The group left the apartment after beating the victim. About an hour later, Goodman, Jackson, Carney, and Langley returned to the victim’s apartment with fellow gang member Jones. Some of them were armed and wearing masks.

    The defendants forced the victim into a Hyundai Sonata and drove her approximately an hour east of Richmond to a remote area in York County, Virginia. After forcing the victim from the vehicle, Jones and Goodman executed her by shooting her at least eight times to the head, abdomen, back, buttocks, and legs.

    Upon returning to Portsmouth after the murder, Carney, the leader of the gang, directed Goodman, Jackson, and Langley to burn their clothing, stay together, and not to speak with law enforcement.

    The day after the murder, on May 7, 2023, the Norfolk Police Department located the Sonata with Jackson, Goodman, and Langley in the car. From the car, police recovered a 9mm cartridge that displayed the same markings as casings found at the murder scene.

    On Aug. 29, 2024, Carney, Goodman, and Jones pleaded guilty to using a firearm causing death, and Langley and Jackson pleaded guilty to conspiring to commit kidnapping. On Jan. 7, Goodman was sentenced to 35 years in prison and Langley was sentenced to 20 years in prison. Jackson is scheduled to be sentenced on Feb. 13.

    The FBI, ATF, and state and local law enforcement partners investigated the case.

    Trial Attorney Alyssa Levey-Weinstein of the Criminal Division’s Violent Crime and Racketeering Section and Assistant U.S. Attorneys Lisa McKeel and Mack Coleman for the Eastern District of Virginia prosecuted the case.

    MIL OSI USA News –

  • MIL-OSI Security: Norwood, Colorado Man Convicted Of Threatening Law Enforcement

    Source: Office of United States Attorneys

    DURANGO – The United States Attorney’s Office for the District of Colorado announces that Bryan Cornwell, 41, formerly of Norwood, Colorado, was convicted by a federal jury on two counts of transmitting threats in interstate commerce. The jury found Cornwell not guilty of a third count of the same charge.

    According to the facts established at trial, from late August through later October 2023, Cornwell knowingly sent over 80 emails containing graphic and threatening messages to a law enforcement official. The messages included threats to kill and seriously injure the official, such as repeated statements that “I AM GOING TO KILL YOU.” At the time that Cornwell sent the threatening messages, he was pending sentencing on a prior case where he admitted to threatening to blow up the San Miguel County Sheriff’s Office.

    Cornwell will be sentenced on April 2, 2025, in Durango, Colorado.

    United States District Court Judge Gordon P. Gallagher presided over the trial. The Federal Bureau of Investigation handled the investigation.  Assistant United States Attorney Jeffrey Graves handled the prosecution.

    Case Number: 24-cr-00047-GPG-JMC

    MIL Security OSI –

  • MIL-OSI Security: Willimantic Man Who Stole 38 Guns from Newington Store Pleads Guilty

    Source: Office of United States Attorneys

    Marc H. Silverman, Acting United States Attorney for the District of Connecticut, announced that KWITZPATRICK DUFFANY, 37, formerly of Willimantic, pleaded guilty today in New Haven federal court to firearm and drug offenses stemming from his theft of 38 firearms from a Newington gun store in 2023.

    According to court documents and statements made in court, on May 27, 2023, during non-business hours, Duffany entered Hoffman’s Gun Store in Newington by climbing onto the balcony over the main entrance, cutting into the siding with a knife, and dropping down from the ceiling.  Surveillance footage showed Duffany walking through the store and filling duffel bags with 38 guns.  He then exited the store through the same hole.  After stealing the guns, Duffany and two other individuals traveled to Hartford where Duffany traded several of the stolen guns for cash and drugs.  In the following days, Duffany sold most of the remaining guns in exchange for cash and narcotics, or he provided guns to other individuals to sell.

    Duffany was arrested by the Connecticut State Police in Ashford in the early morning of June 1, 2023.  Surveillance footage from a nearby gas station showed Duffany hiding a satchel in a soda display case shortly before his arrest.  Investigators recovered the satchel and found a loaded Smith and Wesson 9mm handgun and drugs inside the bag.  The gun had been stolen from Hoffman’s Gun Store.

    Duffany pleaded guilty to one count of theft of firearms from a licensee, an offense that carries a maximum term of imprisonment of 10 years, and one count of possession with intent to distribute fentanyl and cocaine, an offense that carries a maximum term of imprisonment of 20 years.  Sentencing is scheduled for April 28.

    Duffany has been detained since his arrest.

    This matter is being investigated by the Bureau of Alcohol, Tobacco, Firearms and Explosives (ATF) and the Newington Police Department, with the assistance of the Connecticut State Police and the Willimantic Police Department.  The case is being prosecuted by Assistant U.S. Attorney Robert S. Dearington.

    Acting U.S. Attorney Silverman thanked the State’s Attorney for the Judicial District of New Britain for its cooperation in investigating and prosecuting this matter.

    MIL Security OSI –

  • MIL-OSI Security: Virginia Gang Members Sentenced to Decades in Prison for Kidnapping and Murder

    Source: United States Attorneys General 2

    Hezekiah Carney, 26, of Norfolk, Virginia, and Jayquan Jones, 22, of Richmond, Virginia, were each sentenced today to 38 years in prison for federal charges relating to the kidnapping and murder of a fellow Almighty Black P. Stone gang member. A total of four defendants have now been sentenced as part of the case.

    “The defendants assaulted and kidnapped a 25-year-old mother of two, drove her to a remote location, and murdered her by shooting her eight times,” said Supervisory Official Antoinette T. Bacon of the Justice Department’s Criminal Division. “Cold-blooded, senseless gang violence like this affects entire communities. Today’s sentencings underscore that protecting our communities from violent criminals is a top Department priority. I applaud the tremendous work of all our prosecutors and law enforcement partners, who made securing these significant sentences possible.”

    “This act of wanton violence exemplifies the senseless brutality we associate with organized gangs and emphasizes the importance of eradicating them from our communities,” said U.S. Attorney Erik S. Siebert for the Eastern District of Virginia. “The investigation and prosecution that brought these defendants to justice were successful because of the vital partnerships built with our law enforcement partners working together toward our common goal of public safety.”

    “When gang members resort to kidnapping and murder, they leave behind shattered lives and communities in fear,” said Assistant Director Chad Yarbrough of the FBI’s Criminal Investigative Division. “This sentencing should send a message that the FBI and our law enforcement partners are committed to holding dangerous criminals accountable, protecting innocent lives and ensuring our neighborhoods are safe from violence.”

    “Today’s sentencing marks another significant step towards justice for the victim, her family and the community. While no sentence can ever undo the pain caused by this tragic crime, we hope this outcome brings forth an amount of closure” said Special Agent in Charge Anthony Spotswood of the Bureau of Alcohol, Tobacco, Firearms and Explosives (ATF) Washington Field Division. “The ATF remains committed to working with our law enforcement partners as we protect our community and ensure those that commit violent crimes are held accountable for their actions.”

    According to court documents, in the early morning hours of May 6, 2023, Carney, along with co-defendants Jamica Langley, 25, of Richmond; Donnisha Goodman, 27, of Portsmouth, Virginia; and Acacia Jackson, 20, of New York, traveled to the victim’s residence in Richmond to beat her for a perceived gang infraction.

    The group left the apartment after beating the victim. About an hour later, Goodman, Jackson, Carney, and Langley returned to the victim’s apartment with fellow gang member Jones. Some of them were armed and wearing masks.

    The defendants forced the victim into a Hyundai Sonata and drove her approximately an hour east of Richmond to a remote area in York County, Virginia. After forcing the victim from the vehicle, Jones and Goodman executed her by shooting her at least eight times to the head, abdomen, back, buttocks, and legs.

    Upon returning to Portsmouth after the murder, Carney, the leader of the gang, directed Goodman, Jackson, and Langley to burn their clothing, stay together, and not to speak with law enforcement.

    The day after the murder, on May 7, 2023, the Norfolk Police Department located the Sonata with Jackson, Goodman, and Langley in the car. From the car, police recovered a 9mm cartridge that displayed the same markings as casings found at the murder scene.

    On Aug. 29, 2024, Carney, Goodman, and Jones pleaded guilty to using a firearm causing death, and Langley and Jackson pleaded guilty to conspiring to commit kidnapping. On Jan. 7, Goodman was sentenced to 35 years in prison and Langley was sentenced to 20 years in prison. Jackson is scheduled to be sentenced on Feb. 13.

    The FBI, ATF, and state and local law enforcement partners investigated the case.

    Trial Attorney Alyssa Levey-Weinstein of the Criminal Division’s Violent Crime and Racketeering Section and Assistant U.S. Attorneys Lisa McKeel and Mack Coleman for the Eastern District of Virginia prosecuted the case.

    MIL Security OSI –

  • MIL-OSI: dLocal to Report Fourth Quarter 2024 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    MONTEVIDEO, Uruguay, Feb. 03, 2025 (GLOBE NEWSWIRE) — DLocal Limited (NASDAQ: DLO, “dLocal” or the “Company”), a technology-first payments platform enabling global enterprise merchants to connect with billions of consumers in emerging markets, intends to release financial results for its fourth fiscal quarter ended December 31, 2024 on February 27, 2025 after market close.

    The Company will host a conference call and video webcast on February 27, 2025 at 5:00 p.m. Eastern Time.

    Please click here to pre-register for the conference call and obtain your dial in number and passcode. The live conference call can be also accessed via audio webcast at the investor relations section of the Company’s website, at https://investor.dlocal.com/. An archive of the webcast will be available for one year following the conclusion of the conference call.

    About dLocal

    dLocal powers local payments in emerging markets connecting global enterprise merchants with billions of emerging market consumers across APAC, the Middle East, Latin America, and Africa. Through the “One dLocal” concept (one direct API, one platform, and one contract), global companies can accept payments, send pay-outs and settle funds globally without the need to manage separate pay-in and pay-out processors, set up numerous local entities, and integrate multiple acquirers and payment methods in each market.

    Forward Looking Statements

    This press release contains certain forward-looking statements. These forward-looking statements convey dLocal’s current expectations or forecasts of future events. Forward-looking statements regarding dLocal involve known and unknown risks, uncertainties and other factors that may cause dLocal’s actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. Certain of these risks and uncertainties are described in the “Risk Factors,” and “Cautionary Note Regarding Forward-Looking Statements” sections of dLocal’s filings with the U.S. Securities and Exchange Commission. Unless required by law, dLocal undertakes no obligation to publicly update or revise any forward-looking statements to reflect circumstances or events after the date hereof.

    Investor Relations Contact:

    investor@dlocal.com

    Media Contact:

    marketing@dlocal.com

    The MIL Network –

  • MIL-OSI Security: New Orleans Man Pleads Guilty to Federal Firearm Charges

    Source: Office of United States Attorneys

    NEW ORLEANS, LOUISIANA – U.S. Attorney Duane A. Evans announced that on January 28, 2025, CURTIS SQUIRE (“SQUIRE”), age 27, pled guilty to being a felon in possession of a firearm, in violation of 18 U.S.C. §§ 922(g)(1) and 924(a)(8). SQUIRE faces up to fifteen years of imprisonment, up to a $250,000 fine, at least 3 years of supervised release, and a mandatory special assessment fee of $100.

    On February 25, 2024, members of the New Orleans Police Department (NOPD) were executed an arrest warrant for SQUIRE.  On February 25,2024, officers located and surrounded SQUIRE’s New Orleans  residence. After SQUIRE exited the residence, NOPD officers searched the house and recovered a Glock Model 23C, .40 caliber pistol, containing a large capacity magazine, and 20 live .40 caliber rounds.

    Prior to his possession of this firearm, SQUIRE had been convicted of crimes punishable by a term of imprisonment in excess of one year.

    This case is part of 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 from occurring in the first place, setting focused and strategic enforcement priorities, and measuring the results.

    The case was investigated by the Federal Bureau of Investigation and the New Orleans Police Department. Assistant United States Attorney Sarah Dawkins of the Violent Crime Unit is in charge of the prosecution.

    MIL Security OSI –

  • MIL-OSI: Guggenheim Investments Announces February 2025 Closed-End Fund Distributions

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Feb. 03, 2025 (GLOBE NEWSWIRE) — Guggenheim Investments today announced that certain closed-end funds have declared their distributions. The table below summarizes the distribution schedule for each closed-end fund (collectively, the “Funds” and each, a “Fund”).

    The following dates apply to the distributions:

    Record Date February 14, 2025
    Ex-Dividend Date February 14, 2025
    Payable Date February 28, 2025
     
    Distribution Schedule
    NYSE
    Ticker    		 Closed-End Fund Name Distribution
    Per Share    		 Change from Previous
    Distribution    		 Frequency
    AVK Advent Convertible and Income
    Fund    		 $0.1172†   Monthly
    GBAB Guggenheim Taxable Municipal
    Bond & Investment Grade Debt
    Trust    		 $0.12573†   Monthly
    GOF Guggenheim Strategic
    Opportunities Fund    		 $0.1821†   Monthly
    GUG Guggenheim Active Allocation
    Fund    		 $0.11875†   Monthly
     

    † A portion of this distribution is estimated to be a return of capital rather than income. Final determination of the character of distributions will be made at year-end. The Section 19(a) notice referenced below provides more information and can be found at www.guggenheiminvestments.com.

    You should not draw any conclusions about the Fund’s investment performance from the amount of this distribution or from the terms of the Fund’s Distribution Policy.

    Past performance is not indicative of future performance. As of this announcement, the sources of each fund distribution are estimates. Distributions may be paid from sources of income other than ordinary income, such as short-term capital gains, long-term capital gains or return of capital. Unless otherwise noted, the distributions above are not anticipated to include a return of capital. If a distribution consists of something other than ordinary income, a Section 19(a) notice detailing the anticipated source(s) of the distribution will be made available. The Section 19(a) notice will be posted to a Fund’s website and to the Depository Trust & Clearing Corporation so that brokers can distribute such notices to Shareholders of the Fund. Section 19(a) notices are provided for informational purposes only and not for tax reporting purposes. The final determination of the source and tax characteristics of all distributions will be made after the end of the year. This information is not legal or tax advice. Consult a professional regarding your specific legal or tax matters.

    About Guggenheim Investments

    Guggenheim Investments is the global asset management and investment advisory division of Guggenheim Partners, LLC (“Guggenheim”), with more than $243 billion* in assets under management across fixed income, equity, and alternative strategies. We focus on the return and risk needs of insurance companies, corporate and public pension funds, sovereign wealth funds, endowments and foundations, consultants, wealth managers, and high-net-worth investors. Our 235+ investment professionals perform rigorous research to understand market trends and identify undervalued opportunities in areas that are often complex and underfollowed. This approach to investment management has enabled us to deliver innovative strategies providing diversification opportunities and attractive long-term results.

    Guggenheim Investments includes Guggenheim Funds Investment Advisors, LLC (“GFIA”), Guggenheim Partners Investment Management, LLC (“GPIM”) and Guggenheim Funds Distributors, LLC (“GFD”). GFIA serves as Investment Adviser for GBAB, GOF and GUG. GPIM serves as Investment Sub-Adviser for GBAB, GOF and GUG. GFD serves as servicing agent for AVK. The Investment Adviser for AVK is Advent Capital Management, LLC and is not affiliated with Guggenheim.

    *Assets under management are as of 12.31.2024 and include leverage of $14.8bn. Guggenheim Investments represents the following affiliated investment management businesses of Guggenheim Partners, LLC: Guggenheim Partners Investment Management, LLC, Security Investors, LLC, Guggenheim Funds Distributors, LLC, Guggenheim Funds Investment Advisors, LLC, Guggenheim Corporate Funding, LLC, Guggenheim Wealth Solutions, LLC, Guggenheim Partners Europe Limited, Guggenheim Partners Japan Limited, GS GAMMA Advisors, LLC, and Guggenheim Private Investments, LLC.

    This information does not represent an offer to sell securities of the Funds and it is not soliciting an offer to buy securities of the Funds. There can be no assurance that the Funds will achieve their investment objectives. Investments in the Funds involve operating expenses and fees. The net asset value of the Funds will fluctuate with the value of the underlying securities. It is important to note that closed-end funds trade on their market value, not net asset value, and closed-end funds often trade at a discount to their net asset value. Past performance is not indicative of future performance. An investment in closed-end funds is subject to investment risk, including the possible loss of the entire amount that you invest. Some general risks and considerations associated with investing in a closed-end fund may include: Investment and Market Risk; Lower Grade Securities Risk; Equity Securities Risk; Foreign Securities Risk; Interest Rate Risk; Illiquidity Risk; Derivative Risk; Management Risk; Anti-Takeover Provisions; Market Disruption Risk and Leverage Risk. See www.guggenheiminvestments.com/cef for a detailed discussion of Fund-specific risks.

    Investors should consider the investment objectives and policies, risk considerations, charges and expenses of any investment before they invest. For this and more information, visit www.guggenheiminvestments.com or contact a securities representative or Guggenheim Funds Distributors, LLC 227 West Monroe Street, Chicago, IL 60606, 800-345-7999.

    Analyst Inquiries

    William T. Korver
    cefs@guggenheiminvestments.com

    Not FDIC-Insured | Not Bank-Guaranteed | May Lose Value
    Member FINRA/SIPC (02/25) 63728

    The MIL Network –

  • MIL-OSI USA: Shaheen Speaks with New Hampshire Nonprofits to Hear Concerns about Impact of Trump’s Federal Funding Cuts to Services They Provide Granite Staters

    US Senate News:

    Source: United States Senator for New Hampshire Jeanne Shaheen

    (Washington, DC) – U.S. Senator Jeanne Shaheen (D-NH), a top member of the U.S. Senate Appropriations Committee, spoke with representatives from New Hampshire nonprofits about the impacts the Trump administration’s order to stop federal grants and loans have on the key services they provide to children, students, seniors, veterans, people with disabilities and small businesses across the Granite State. Representatives from Easterseals New Hampshire, Families in Transition, the New Hampshire Community Development Finance Authority (CDFA), Waypoint, the NH Center for Nonprofits, Granite United Way and other organizations attended the meeting. 

    “Because of the White House’s confusing, far-reaching order to stop federal grants and loans, New Hampshire nonprofits and community organizations are concerned that they won’t be able to provide their vital, often life-saving services to Granite Staters,” said Shaheen. “As we work to get answers about who and what will be affected, I was thankful to hear from many of our great partners on the ground.” 

    On Wednesday night, Shaheen spoke on the Senate floor to condemn the Trump administration’s order to take away federal grants and loans that families, seniors and small businesses in all 50 states rely on for critical, often life-saving services. Shaheen illustrated the chaos caused by the extreme order by sharing the stories of many Granite Staters she has heard from in the past two days. 

    On Monday, the Trump administration’s Office of Management and Budget (OMB) announced a sweeping executive order pausing almost all forms of federal assistance to states, nonprofits, non-governmental organizations and more. Senator Shaheen immediately condemned the move and emphasized the impact it will have on communities. The full list that agencies were directed to review encompasses over 2,600 assistance programs, including Supplemental Nutrition Assistance (SNAP), Women, Infants and Children (WIC), community health centers, the Community Development Block Grant (CDBG), transportation and highway funding, energy assistance programs, water infrastructure funding, State Opioid Targeted Response grants, GI Bill, veteran compensation for service connected disabilities, Section 8 vouchers, school breakfast and lunch, Title I education grants, Temporary Assistance for Needy Families (TANF) and Head Start. 

    MIL OSI USA News –

  • MIL-OSI: RBB Bancorp Reports Fourth Quarter and Fiscal Year 2024 Earnings

    Source: GlobeNewswire (MIL-OSI)

    LOS ANGELES, Feb. 03, 2025 (GLOBE NEWSWIRE) — RBB Bancorp (NASDAQ:RBB) and its subsidiaries, Royal Business Bank (the “Bank”) and RBB Asset Management Company (“RAM”), collectively referred to herein as the “Company,” announced financial results for the quarter and fiscal year ended December 31, 2024.

    Fourth Quarter 2024 Highlights

    • Net income totaled $4.4 million, or $0.25 diluted earnings per share
    • Return on average assets of 0.44%, compared to 0.72% for the quarter ended September 30, 2024
    • Net interest margin of 2.76% compared to 2.68% for the quarter ended September 30, 2024
    • Book value and tangible book value per share(1) of $28.66 and $24.51 at December 31, 2024, compared to $28.81 and $24.64 at September 30, 2024

    The Company reported net income of $4.4 million, or $0.25 diluted earnings per share, for the quarter ended December 31, 2024, compared to net income of $7.0 million, or $0.39 diluted earnings per share, for the quarter ended September 30, 2024. Net income for the year ended December 31, 2024 totaled $26.7 million, or $1.47 diluted earnings per share, compared to net income of $42.5 million, or $2.24 diluted earnings per share, for the year ended December 31, 2023.

    “Declining funding costs and stable interest income drove net interest income and net interest margin higher in the fourth quarter,” said Johnny Lee, President of the Company and President and Chief Executive Officer of the Bank. “We continue to make good progress on our growth initiatives and expect we will resume loan growth in the first quarter and for the remainder of the year.  We did see an increase in nonperforming loans mainly due to one credit relationship that was downgraded late in the fourth quarter.  We are actively working to resolve our nonperforming loans as quickly as possible while minimizing the impact to earnings and capital.”

    “We are saddened by the devastation caused by the recent fires in Los Angeles,” said David Morris, Chief Executive Officer of the Company. “We stand ready to support our community and neighbors as they begin the process of rebuilding.”

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

    Net Interest Income and Net Interest Margin

    Net interest income was $26.0 million for the fourth quarter of 2024, compared to $24.5 million for the third quarter of 2024. The $1.4 million increase was due to a $130,000 increase in interest income and a $1.3 million decrease in interest expense. The increase in interest income was mostly due to higher interest income on cash and investment securities of $1.1 million offset by lower interest income on total loans of $952,000. The decrease in loan interest income was mostly due to lower average loans of $9.8 million and a 10 basis point decrease in the average loan yield due to decreases in market rates and a change in the loan mix. The increase in cash and investment interest income was attributed to higher average balances and a higher investment portfolio yield, offset by a lower yield on cash. The decrease in interest expense was mostly due to a 33 basis point decrease in total average interest-bearing deposit rates offset by higher average interest-bearing deposits of $33.8 million in the fourth quarter of 2024.

    Net interest margin (“NIM”) was 2.76% for the fourth quarter of 2024, an increase of 8 basis points from 2.68% for the third quarter of 2024. The increase was due to a 25 basis point decrease in the overall cost of funds, partially offset by a 15 basis point decrease in the yield on average interest-earning assets. The yield on average interest-earning assets decreased to 5.79% for the fourth quarter of 2024 from 5.94% for the third quarter of 2024 due mainly to a 55 basis point decrease in the yield on average cash and cash equivalents to 5.02%, a decrease in the loan yield of 10 basis points and the impact of a change in the mix of average-earnings assets. Average loans represented 82% of average interest-earning assets in the fourth quarter of 2024, a 2% decrease from the third quarter of 2024. The decrease in the loan yield was attributed mostly to a decrease in market rates and a change in the loan mix. 

    The overall cost of funds decreased to 3.32% in the fourth quarter of 2024 from 3.57% in the third quarter of 2024 due to a lower average cost of interest-bearing deposits. The overall funding mix for the fourth quarter of 2024 remained relatively unchanged from the third quarter of 2024 with the ratio of average noninterest-bearing deposits to average total funding sources of 16%. The all-in average spot rate for total deposits was 3.15% at December 31, 2024.

    Net interest income was $99.4 million for the year ended December 31, 2024, compared to $119.3 million for the year ended December 31, 2023. The $19.9 million decrease was due to a $15.4 million increase in interest expense and a $4.5 million decrease in interest income. The decrease in interest income was mostly due to lower interest income on total loans of $9.7 million offset by higher interest income on interest-earning deposits of $4.7 million. The decrease in loan interest income was mostly due to lower average loans of $164.3 million. The increase in cash and investment interest income was attributed to higher average cash balances and a higher investment portfolio yield, offset by a lower average of investment securities. The increase in interest expense was mostly due to a 72 basis point increase in total average interest-bearing deposit rates and higher average interest-bearing deposits of $30.1 million in the year ended December 31, 2024.

    NIM was 2.70% for the year ended December 31, 2024, a decrease of 46 basis points from 3.16% for the year ended December 31, 2023. The decrease was due to a 55 basis point increase in the overall cost of funds, partially offset by a 2 basis point increase in the yield on average interest-earning assets. The yield on average interest-earning assets increased to 5.88% for the year ended December 31, 2024 compared to the prior year due mainly to a 12 basis point increase in the yield on average cash and cash equivalents to 5.53%, an 18 basis point increase in the investment portfolio yield, offset by the impact of lower average loan balances. Average loans represented 83% of average interest-earning assets during 2024, and 85% during 2023.

    The overall cost of funds increased to 3.49% in the year ended December 31, 2024 from 2.94% in the year ended December 31, 2023 due to a higher average cost of interest-bearing deposits in response to higher average market interest rates. The overall funding mix for December 31, 2024 remained relatively unchanged from the prior year with a ratio of average noninterest-bearing deposits to average total funding sources of 16%.

    Provision for Credit Losses

    The provision for credit losses was $6.0 million for the fourth quarter of 2024 compared to $3.3 million for the third quarter of 2024. The fourth quarter of 2024 provision for credit losses was due to an increase in specific reserves of $4.3 million and net charge-offs of $2.0 million, partially offset by lower general reserves. The fourth quarter increase in specific reserves included $4.5 million for a construction loan secured by a partially completed mixed-use commercial project. Fourth quarter net charge-offs included $1.8 million for nonaccrual loans that were moved to held for sale (“HFS”). Net charge-offs on an annualized basis represented 0.26% of average loans for the fourth quarter of 2024 compared to 0.16% for the third quarter of 2024. The fourth quarter provision also took into consideration factors such as changes in loan balances, the loan portfolio mix, the outlook for economic conditions and market interest rates, and changes in credit quality metrics, including higher nonperforming loans, and changes in special mention and substandard loans during the period.

    The provision for credit losses was $9.9 million for the year ended December 31, 2024 compared to $3.4 million for the year ended December 31, 2023. The 2024 provision included the impact from an increase in specific reserves of $6.1 million and net charge-offs of $3.9 million. Net charge-offs totaled $3.9 million for the year ended December 31, 2024, compared to $3.1 million for the year ended December 31, 2023. Net charge-offs represented 0.13% of average loans for the fiscal year 2024 compared to 0.10% for the fiscal year 2023.

    Noninterest Income

    Noninterest income for the fourth quarter of 2024 was $2.7 million, a decrease of $3.0 million from $5.7 million for the third quarter of 2024. This decrease was mostly due to the third quarter of 2024 including a $2.8 million recovery of a fully charged off loan acquired in a bank acquisition.

    Noninterest income for the year ended December 31, 2024 was $15.3 million, an increase of $317,000 from $15.0 million for the year ended December 31, 2023. This increase was mostly due to a $2.9 million increase in recoveries on purchased loans, a $1.2 million increase in gain on sale of loans and an $883,000 increase in gain on OREO, offset by income from a $5.0 million Community Development Financial Institution Equitable Recovery Program award that was recognized during 2023.

    Noninterest Expense

    Noninterest expense for the fourth quarter of 2024 was $17.6 million, an increase of $228,000 from $17.4 million for the third quarter of 2024. This increase was mostly due to higher legal and professional expenses of $397,000, partially offset by lower occupancy and equipment expenses of $115,000. The annualized noninterest expenses to average assets ratio was 1.76% for the fourth quarter of 2024, down from 1.78% for the third quarter of 2024. The efficiency ratio was 61.5% for the fourth quarter of 2024, up from 57.5% for the third quarter of 2024 due mostly to lower noninterest income as the third quarter included a $2.8 million recovery of a fully charged off loan acquired in a bank acquisition.

    Noninterest expense for the year ended December 31, 2024 was $69.2 million, a decrease of $1.5 million from $70.7 million for the year ended December 31, 2023. This decrease was mostly due to lower legal and professional expenses of $3.7 million, partially offset by higher salaries and employee benefits of $1.6 million. The noninterest expenses to average assets ratio was 1.76% for the fiscal year 2024 and 2023. The efficiency ratio was 60.3% for the year ended December 31, 2024, up from 52.6% for the year ended December 31, 2023 due mostly to lower net interest income for 2024.

    Income Taxes

    The effective tax rate was 13.3% for the fourth quarter of 2024 and 26.9% for the third quarter of 2024. The decrease in the effective tax rate for the fourth quarter was due primarily to higher tax credits relative to pre-tax net income as compared to the prior quarter.

    The effective tax rate was 25.3% for the year ended December 31, 2024 and 29.5% for the year ended December 31, 2023. The decrease in the effective tax rate for 2024 was due primarily to higher tax credits as compared to the prior year.

    Balance Sheet

    At December 31, 2024, total assets were $4.0 billion, a $2.0 million increase compared to September 30, 2024, and a $33.5 million decrease compared to December 31, 2023.

    Loan and Securities Portfolio

    Loans held for investment (“HFI”) totaled $3.1 billion as of December 31, 2024, a decrease of $38.7 million compared to September 30, 2024 and a $21.4 million increase compared to December 31, 2023. The decrease from September 30, 2024 was primarily due to a $51.3 million decrease in commercial real estate (“CRE”) loans, a $6.9 million decrease in construction and land development (“C&D”) loans and an $826,000 decrease in Small Business Administration (“SBA”) loans, partially offset by a $20.6 million increase in single-family residential (“SFR”) mortgages and a $724,000 increase in commercial and industrial (“C&I”) loans. The loan to deposit ratio was 97.5% at December 31, 2024, compared to 98.6% at September 30, 2024 and 94.2% at December 31, 2023. 

    As of December 31, 2024, available-for-sale securities totaled $420.2 million, an increase of $114.5 million from September 30, 2024, primarily related to the purchase of $79.2 million in short-term commercial paper. As of December 31, 2024, net unrealized losses totaled $29.2 million, a $6.0 million increase due mostly to increases in treasury rates, when compared to net unrealized losses of $23.2 million as of September 30, 2024.

    Deposits

    Total deposits were $3.1 billion as of December 31, 2024, an $8.4 million decrease compared to September 30, 2024 and a $91.0 million decrease compared to December 31, 2023. The decrease during the fourth quarter of 2024 was due to a $27.8 million decrease in interest-bearing deposits, while noninterest-bearing deposits increased $19.4 million to $563.0 million as of December 31, 2024 compared to $543.6 million as of September 30, 2024. The decrease in interest-bearing deposits included a decrease in time deposits of $24.7 million and non-maturity deposits of $3.1 million. Wholesale deposits remained relatively unchanged at $147.5 million at December 31, 2024 compared to $147.3 million at September 30, 2024. Noninterest-bearing deposits represented 18.3% of total deposits at December 31, 2024 compared to 17.6% at September 30, 2024.

    Credit Quality

    Nonperforming assets totaled $81.0 million, or 2.03% of total assets, at December 31, 2024, compared to $60.7 million, or 1.52% of total assets, at September 30, 2024. The $20.4 million increase in nonperforming assets was due to the addition of one $26.4 million C&D loan, $2.0 million in SFR loans and $890,000 in SBA loans that migrated to nonaccrual status during the fourth quarter of 2024, partially offset by payoffs and paydowns of $6.7 million and partial charge-offs of $2.0 million.

    Nonperforming assets at December 31, 2024 include loans HFS with a total fair value of $11.2 million, which were transferred from HFI during the fourth quarter of 2024 after a $1.8 million charge-off against the allowance for credit losses. These loans were reported as nonperforming loans at September 30, 2024.

    Special mention loans totaled $65.3 million, or 2.14% of total loans, at December 31, 2024, compared to $77.5 million, or 2.51% of total loans, at September 30, 2024. The $12.2 million decrease was primarily due to CRE loans totaling $11.8 million that were upgraded to pass-rated and $1.8 million in payoffs and paydowns, offset by CRE loans totaling $1.4 million downgraded during the fourth quarter of 2024. All special mention loans are paying current.

    Substandard loans totaled $100.3 million, of which $11.2 million were HFS at December 31, 2024, compared to $79.8 million at September 30, 2024. This $20.5 million increase was primarily due to downgrades of one $26.4 million C&D loan, SFR loans totaling $2.0 million, C&I loans totaling $1.9 million and SBA loans totaling $747,000. These downgrades were offset by payoffs and paydowns totaling $6.5 million, upgrades totaling $2.0 million and partial charge-offs totaling $2.0 million. Of the total substandard loans at December 31, 2024, there are $19.3 million on accrual status, including an $11.7 million C&D loan that was in the process of renewal and also included in the 30-89 day delinquent category below.

    30-89 day delinquent loans, excluding nonperforming loans, totaled $22.1 million at December 31, 2024, compared to $10.6 million at September 30, 2024. The $11.5 million increase was mostly due to one $11.7 million C&D loan in process of renewal for a completed multifamily project at December 31, 2024, and since year end, it has been brought current and paid down by $1.5 million. Other changes in delinquent loans included additions totaling $5.5 million, offset by $3.2 million that returned to current status, $1.8 million that migrated to nonaccrual status and $735,000 in payoffs.

    As of December 31, 2024, the allowance for credit losses totaled $48.5 million and was comprised of an allowance for loan losses of $47.7 million and a reserve for unfunded commitments of $729,000 (included in “Accrued interest and other liabilities”). This compares to the allowance for credit losses of $44.5 million comprised of an allowance for loan losses of $43.7 million and a reserve for unfunded commitments of $779,000 at September 30, 2024. The $4.0 million increase in the allowance for credit losses for the fourth quarter of 2024 was due to a $6.0 million provision for credit losses offset by net charge-offs of $2.0 million. The increase in charge-offs in the fourth quarter of 2024 was primarily due to a decrease in the estimated fair value of collateral dependent loans and loans moved to HFS. The allowance for loan losses as a percentage of loans HFI increased to 1.56% at December 31, 2024, compared to 1.41% at September 30, 2024, due to an increase in specific reserves on one C&D loan mentioned previously. The allowance for loan losses as a percentage of nonperforming loans HFI was 68% at December 31, 2024, a decrease from 72% at September 30, 2024.

               
      For the Three Months Ended December 31, 2024     For the Year Ended December 31, 2024  
    (dollars in thousands) Allowance for loan losses     Reserve for unfunded loan commitments     Allowance for credit losses     Allowance for loan losses     Reserve for unfunded loan commitments   Allowance for credit losses  
    Beginning balance $ 43,685     $ 779     $ 44,464     $ 41,903     $ 640   $ 42,543  
    Provision for (reversal of) credit losses   6,050       (50 )     6,000       9,768       89     9,857  
    Less loans charged-off   (2,092 )     —       (2,092 )     (4,083 )     —     (4,083 )
    Recoveries on loans charged-off   86       —       86       141       —     141  
    Ending balance $ 47,729     $ 729     $ 48,458     $ 47,729     $ 729   $ 48,458  
                                                 

    Shareholders’ Equity

    At December 31, 2024, total shareholders’ equity was $507.9 million, a $1.9 million decrease compared to September 30, 2024, and a $3.4 million decrease compared to December 31, 2023. The decrease in shareholders’ equity for the fourth quarter of 2024 was due to higher net unrealized losses on available-for-sale securities of $4.2 million and common stock cash dividends paid of $2.9 million, offset by net income of $4.4 million, and equity compensation activity of $794,000. The decrease in shareholders’ equity for the year ended 2024 was due to common stock repurchases of $20.7 million, common stock cash dividends paid of $11.7 million and higher net unrealized losses on available-for-sale securities of $744,000, offset by net income of $26.7 million, and equity compensation activity of $3.1 million. Book value per share and tangible book value per share(1) decreased to $28.66 and $24.51 at December 31, 2024, down from $28.81 and $24.64 at September 30, 2024 and up from $27.47 and $23.48 at December 31, 2023.

    Contact:
    Lynn Hopkins, Chief Financial Officer
    (213) 716-8066
    lhopkins@rbbusa.com

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

    Corporate Overview

    RBB Bancorp is a community-based financial holding company headquartered in Los Angeles, California. As of December 31, 2024, the Company had total assets of $4.0 billion. Its wholly-owned subsidiary, Royal Business Bank, is a full service commercial bank, which provides consumer and business banking services predominately to the Asian-centric communities in Los Angeles County, Orange County, and Ventura County in California, in Las Vegas, Nevada, in Brooklyn, Queens, and Manhattan in New York, in Edison, New Jersey, in the Chicago neighborhoods of Chinatown and Bridgeport, Illinois, and on Oahu, Hawaii. Bank services include remote deposit, E-banking, mobile banking, commercial and investor real estate loans, business loans and lines of credit, commercial and industrial loans, SBA 7A and 504 loans, 1-4 single family residential loans, trade finance, a full range of depository account products and wealth management services. The Bank has nine branches in Los Angeles County, two branches in Ventura County, one branch in Orange County, California, one branch in Las Vegas, Nevada, three branches and one loan operation center in Brooklyn, three branches in Queens, one branch in Manhattan in New York, one branch in Edison, New Jersey, two branches in Chicago, Illinois, and one branch in Honolulu, Hawaii. The Company’s administrative and lending center is located at 1055 Wilshire Blvd., Los Angeles, California 90017, and its operations center is located at 7025 Orangethorpe Ave., Buena Park, California 90621. The Company’s website address is www.royalbusinessbankusa.com.

    Conference Call

    Management will hold a conference call at 11:00 a.m. Pacific time/2:00 p.m. Eastern time on Tuesday, February 4, 2025, to discuss the Company’s fourth quarter 2024 financial results.

    To listen to the conference call, please dial 1-888-506-0062 or 1-973-528-0011, the Participant ID code is 834092, conference ID RBBQ424. A replay of the call will be made available at 1-877-481-4010 or 1-919-882-2331, the passcode is 51830, approximately one hour after the conclusion of the call and will remain available through February 5, 2025.

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

    Disclosure

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

    Safe Harbor

    Certain matters set forth herein (including the exhibits hereto) constitute forward-looking statements relating to the Company’s current business plans and expectations and our future financial position and operating results. These forward-looking statements are subject to risks and uncertainties that could cause actual results, performance and/or achievements to differ materially from those projected. These risks and uncertainties include, but are not limited to, the effectiveness of the Company’s internal control over financial reporting and disclosure controls and procedures; the potential for additional material weaknesses in the Company’s internal controls over financial reporting or other potential control deficiencies of which the Company is not currently aware or which have not been detected; business and economic conditions generally and in the financial services industry, nationally and within our current and future geographic markets, including the tight labor market, ineffective management of the United States (“U.S.”) federal budget or debt or turbulence or uncertainly in domestic or foreign financial markets; the strength of the U.S. economy in general and the strength of the local economies in which we conduct operations; adverse developments in the banking industry highlighted by high-profile bank failures and the potential impact of such developments on customer confidence, liquidity and regulatory responses to these developments; our ability to attract and retain deposits and access other sources of liquidity; possible additional provisions for credit losses and charge-offs; credit risks of lending activities and deterioration in asset or credit quality; extensive laws and regulations and supervision that we are subject to, including potential supervisory action by bank supervisory authorities; increased costs of compliance and other risks associated with changes in regulation, including any amendments to the Dodd-Frank Wall Street Reform and Consumer Protection Act; compliance with the Bank Secrecy Act and other money laundering statutes and regulations; potential goodwill impairment; liquidity risk; failure to comply with debt covenants; fluctuations in interest rates; risks associated with acquisitions and the expansion of our business into new markets; inflation and deflation; real estate market conditions and the value of real estate collateral; the effects of having concentrations in our loan portfolio, including commercial real estate and the risks of geographic and industry concentrations; environmental liabilities; our ability to compete with larger competitors; our ability to retain key personnel; successful management of reputational risk; severe weather, natural disasters, earthquakes, fires, including direct and indirect costs and impacts on clients, the Company and its employees from the January 2025 Los Angeles County wildfires; or other adverse external events could harm our business; geopolitical conditions, including acts or threats of terrorism, actions taken by the U.S. or other governments in response to acts or threats of terrorism and/or military conflicts, including the conflicts between Russia and Ukraine, in the Middle East, and increasing tensions between China and Taiwan, which could impact business and economic conditions in the U.S. and abroad; public health crises and pandemics, and their effects on the economic and business environments in which we operate, including our credit quality and business operations, as well as the impact on general economic and financial market conditions; general economic or business conditions in Asia, and other regions where the Bank has operations; failures, interruptions, or security breaches of our information systems; climate change, including any enhanced regulatory, compliance, credit and reputational risks and costs; cybersecurity threats and the cost of defending against them; our ability to adapt our systems to the expanding use of technology in banking; risk management processes and strategies; adverse results in legal proceedings; the impact of regulatory enforcement actions, if any; certain provisions in our charter and bylaws that may affect acquisition of the Company; changes in tax laws and regulations; the impact of governmental efforts to restructure the U.S. financial regulatory system; the impact of future or recent changes in the Federal Deposit Insurance Corporation (“FDIC”) insurance assessment rate and the rules and regulations related to the calculation of the FDIC insurance assessments; the effect of changes in accounting policies and practices or accounting standards, as may be adopted from time-to-time by bank regulatory agencies, the SEC, the Public Company Accounting Oversight Board, the Financial Accounting Standards Board or other accounting standards setters, including Accounting Standards Update 2016-13 (Topic 326, “Measurement of Current Losses on Financial Instruments, commonly referenced as the Current Expected Credit Losses Model, which changed how we estimate credit losses and may further increase the required level of our allowance for credit losses in future periods; market disruption and volatility; fluctuations in the Company’s stock price; restrictions on dividends and other distributions by laws and regulations and by our regulators and our capital structure; issuances of preferred stock; our ability to raise additional capital, if needed, and the potential resulting dilution of interests of holders of our common stock; the soundness of other financial institutions; our ongoing relations with our various federal and state regulators, including the SEC, FDIC, FRB and California Department of Financial Protection and Innovation; our success at managing the risks involved in the foregoing items and all other factors set forth in the Company’s public reports, including its Annual Report as filed under Form 10-K for the year ended December 31, 2023, and particularly the discussion of risk factors within that document. The Company does not undertake, and specifically disclaims any obligation, to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements except as required by law. Any statements about future operating results, such as those concerning accretion and dilution to the Company’s earnings or shareholders, are for illustrative purposes only, are not forecasts, and actual results may differ.

                                 
    RBB BANCORP AND SUBSIDIARIES
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (Unaudited)
    (Dollars in thousands)
                                 
      December 31,     September 30,     June 30,     March 31,     December 31,  
      2024     2024     2024     2024     2023  
    Assets                                      
    Cash and due from banks $ 27,747     $ 26,388     $ 23,313     $ 21,887     $ 22,671  
    Interest-earning deposits with financial institutions   229,998       323,002       229,456       247,356       408,702  
    Cash and cash equivalents   257,745       349,390       252,769       269,243       431,373  
    Interest-earning time deposits with financial institutions   600       600       600       600       600  
    Investment securities available for sale   420,190       305,666       325,582       335,194       318,961  
    Investment securities held to maturity   5,191       5,195       5,200       5,204       5,209  
    Loans held for sale   11,250       812       3,146       3,903       1,911  
    Loans held for investment   3,053,230       3,091,896       3,047,712       3,027,361       3,031,861  
    Allowance for loan losses   (47,729 )     (43,685 )     (41,741 )     (41,688 )     (41,903 )
    Net loans held for investment   3,005,501       3,048,211       3,005,971       2,985,673       2,989,958  
    Premises and equipment, net   24,601       24,839       25,049       25,363       25,684  
    Federal Home Loan Bank (FHLB) stock   15,000       15,000       15,000       15,000       15,000  
    Cash surrender value of bank owned life insurance   60,296       59,889       59,486       59,101       58,719  
    Goodwill   71,498       71,498       71,498       71,498       71,498  
    Servicing assets   6,985       7,256       7,545       7,794       8,110  
    Core deposit intangibles   2,011       2,194       2,394       2,594       2,795  
    Right-of-use assets   28,048       29,283       30,530       31,231       29,803  
    Accrued interest and other assets   83,561       70,644       63,416       65,608       66,404  
    Total assets $ 3,992,477     $ 3,990,477     $ 3,868,186     $ 3,878,006     $ 4,026,025  
    Liabilities and shareholders’ equity                                      
    Deposits:                                      
    Noninterest-bearing demand $ 563,012     $ 543,623     $ 542,971     $ 539,517     $ 539,621  
    Savings, NOW and money market accounts   663,034       666,089       647,770       642,840       632,729  
    Time deposits, $250,000 and under   1,007,452       1,052,462       1,014,189       1,083,898       1,190,821  
    Time deposits, greater than $250,000   850,291       830,010       818,675       762,074       811,589  
    Total deposits   3,083,789       3,092,184       3,023,605       3,028,329       3,174,760  
    FHLB advances   200,000       200,000       150,000       150,000       150,000  
    Long-term debt, net of issuance costs   119,529       119,433       119,338       119,243       119,147  
    Subordinated debentures   15,156       15,102       15,047       14,993       14,938  
    Lease liabilities – operating leases   29,705       30,880       32,087       32,690       31,191  
    Accrued interest and other liabilities   36,421       23,150       16,818       18,765       24,729  
    Total liabilities   3,484,600       3,480,749       3,356,895       3,364,020       3,514,765  
    Shareholders’ equity:                                      
    Common stock   259,957       259,280       266,160       271,645       271,925  
    Additional paid-in capital   3,645       3,520       3,456       3,348       3,623  
    Retained earnings   264,460       262,946       262,518       259,903       255,152  
    Non-controlling interest   72       72       72       72       72  
    Accumulated other comprehensive loss, net   (20,257 )     (16,090 )     (20,915 )     (20,982 )     (19,512 )
    Total shareholders’ equity   507,877       509,728       511,291       513,986       511,260  
    Total liabilities and shareholders’ equity $ 3,992,477     $ 3,990,477     $ 3,868,186     $ 3,878,006     $ 4,026,025  
                                           
                                           
             
    RBB BANCORP AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF INCOME
    (Unaudited)
    (In thousands, except share and per share data) 
             
      For the Three Months Ended     For the Year Ended
      December 31, 2024   September 30, 2024   December 31, 2023     December 31, 2024   December 31, 2023
    Interest and dividend income:                              
    Interest and fees on loans $ 46,374   $ 47,326   $ 45,895     $ 184,567   $ 194,264
    Interest on interest-earning deposits   3,641     3,388     4,650       15,422     10,746
    Interest on investment securities   3,962     3,127     3,706       14,331     14,028
    Dividend income on FHLB stock   330     326     312       1,314     1,125
    Interest on federal funds sold and other   248     258     269       1,027     985
    Total interest and dividend income   54,555     54,425     54,832       216,661     221,148
    Interest expense:                              
    Interest on savings deposits, NOW and money market accounts   4,671     5,193     4,026       19,295     12,205
    Interest on time deposits   21,361     22,553     22,413       89,086     76,837
    Interest on long-term debt and subordinated debentures   1,660     1,681     2,284       6,699     9,951
    Interest on FHLB advances   886     453     440       2,217     2,869
    Total interest expense   28,578     29,880     29,163       117,297     101,862
    Net interest income before provision for credit losses   25,977     24,545     25,669       99,364     119,286
    Provision for (reversal of) credit losses   6,000     3,300     (431 )     9,857     3,362
    Net interest income after provision for (reversal of) credit losses   19,977     21,245     26,100       89,507     115,924
    Noninterest income:                              
    Service charges and fees   988     1,071     972       4,115     4,172
    Gain on sale of loans   376     447     116       1,586     374
    Loan servicing fees, net of amortization   492     605     616       2,265     2,576
    Increase in cash surrender value of life insurance   407     403     374       1,577     1,409
    (Loss) gain on OREO   —     —     (57 )     1,016     133
    Other income   466     3,220     5,373       4,776     6,354
    Total noninterest income   2,729     5,746     7,394       15,335     15,018
    Noninterest expense:                              
    Salaries and employee benefits   9,927     10,008     8,860       39,395     37,795
    Occupancy and equipment expenses   2,403     2,518     2,387       9,803     9,629
    Data processing   1,499     1,472     1,357       5,857     5,326
    Legal and professional   1,355     958     1,291       4,453     8,198
    Office expenses   399     348     349       1,455     1,512
    Marketing and business promotion   251     252     241       864     1,132
    Insurance and regulatory assessments   677     658     1,122       3,298     3,165
    Core deposit premium   182     200     215       784     923
    Other expenses   956     1,007     571       3,254     3,016
    Total noninterest expense   17,649     17,421     16,393       69,163     70,696
    Income before income taxes   5,057     9,570     17,101       35,679     60,246
    Income tax expense   672     2,571     5,028       9,014     17,781
    Net income $ 4,385   $ 6,999   $ 12,073     $ 26,665   $ 42,465
                                   
    Net income per share                              
    Basic $ 0.25   $ 0.39   $ 0.64     $ 1.47   $ 2.24
    Diluted $ 0.25   $ 0.39   $ 0.64     $ 1.47   $ 2.24
    Cash dividends declared per common share $ 0.16   $ 0.16   $ 0.16     $ 0.64   $ 0.64
    Weighted-average common shares outstanding                              
    Basic   17,704,992     17,812,791     18,887,501       18,121,764     18,965,346
    Diluted   17,796,840     17,885,359     18,900,351       18,183,319     18,985,233
                                   
                                   
         
    RBB BANCORP AND SUBSIDIARIES
    AVERAGE BALANCE SHEET AND NET INTEREST INCOME
    (Unaudited)
         
      For the Three Months Ended  
      December 31, 2024     September 30, 2024     December 31, 2023  
     (tax-equivalent basis, dollars in thousands) Average   Interest   Yield /     Average   Interest   Yield /     Average   Interest   Yield /  
    Balance   & Fees   Rate     Balance   & Fees   Rate     Balance   & Fees   Rate  
    Interest-earning assets                                                    
    Cash and cash equivalents (1) $ 308,455   $ 3,890   5.02 %   $ 260,205   $ 3,646   5.57 %   $ 333,940   $ 4,919   5.84 %
    FHLB Stock   15,000     330   8.75 %     15,000     326   8.65 %     15,000     312   8.25 %
    Securities                                                    
    Available for sale (2)   361,253     3,939   4.34 %     298,948     3,105   4.13 %     329,426     3,684   4.44 %
    Held to maturity (2)   5,194     48   3.68 %     5,198     46   3.52 %     5,212     46   3.50 %
    Total loans   3,059,786     46,374   6.03 %     3,069,578     47,326   6.13 %     3,055,232     45,895   5.96 %
    Total interest-earning assets   3,749,688   $ 54,581   5.79 %     3,648,929   $ 54,449   5.94 %     3,738,810   $ 54,856   5.82 %
    Total noninterest-earning assets   244,609                 242,059                 253,385            
    Total average assets $ 3,994,297               $ 3,890,988               $ 3,992,195            
                                                         
    Interest-bearing liabilities                                                    
    NOW   53,879     254   1.88 %   $ 55,757   $ 277   1.98 %   $ 54,378   $ 214   1.56 %
    Money market   463,850     3,735   3.20 %     439,936     4,093   3.70 %     422,582     3,252   3.05 %
    Saving deposits   162,351     682   1.67 %     164,515     823   1.99 %     148,354     560   1.50 %
    Time deposits, $250,000 and under   1,034,946     11,583   4.45 %     1,037,365     12,312   4.72 %     1,162,014     13,244   4.52 %
    Time deposits, greater than $250,000   835,583     9,778   4.66 %     819,207     10,241   4.97 %     781,833     9,169   4.65 %
    Total interest-bearing deposits   2,550,609     26,032   4.06 %     2,516,780     27,746   4.39 %     2,569,161     26,439   4.08 %
    FHLB advances   200,000     886   1.76 %     150,543     453   1.20 %     150,000     440   1.16 %
    Long-term debt   119,466     1,295   4.31 %     119,370     1,295   4.32 %     155,536     1,895   4.83 %
    Subordinated debentures   15,121     365   9.60 %     15,066     386   10.19 %     14,902     389   10.36 %
    Total interest-bearing liabilities   2,885,196     28,578   3.94 %     2,801,759     29,880   4.24 %     2,889,599     29,163   4.00 %
    Noninterest-bearing liabilities                                                    
    Noninterest-bearing deposits   539,900                 528,081                 535,554            
    Other noninterest-bearing liabilities   56,993                 52,428                 61,858            
    Total noninterest-bearing liabilities   596,893                 580,509                 597,412            
    Shareholders’ equity   512,208                 508,720                 505,184            
    Total liabilities and shareholders’ equity $ 3,994,297               $ 3,890,988               $ 3,992,195            
    Net interest income / interest rate spreads       $ 26,003   1.85 %         $ 24,569   1.70 %         $ 25,693   1.82 %
    Net interest margin             2.76 %               2.68 %               2.73 %
                                                         
    Total cost of deposits $ 3,090,509   $ 26,032   3.35 %   $ 3,044,861   $ 27,746   3.63 %   $ 3,104,715   $ 26,439   3.38 %
    Total cost of funds $ 3,425,096   $ 28,578   3.32 %   $ 3,329,840   $ 29,880   3.57 %   $ 3,425,153   $ 29,163   3.38 %
                                                         

    ____________________

    (1) Includes income and average balances for interest-earning time deposits and other miscellaneous interest-earning assets.
    (2) Interest income and average rates for tax-exempt securities are presented on a tax-equivalent basis.
    (3) Average loan balances include nonaccrual loans. Interest income on loans includes the effects of discount accretion and net deferred loan origination fees and costs accounted for as yield adjustments.
       
         
    RBB BANCORP AND SUBSIDIARIES
    AVERAGE BALANCE SHEET AND NET INTEREST INCOME
    (Unaudited)
         
      For the Year Ended  
      December 31, 2024     December 31, 2023  
     (tax-equivalent basis, dollars in thousands) Average   Interest   Yield /     Average   Interest   Yield /  
    Balance   & Fees   Rate     Balance   & Fees   Rate  
    Interest-earning assets                                  
    Cash and cash equivalents (1) $ 297,331   $ 16,449   5.53 %   $ 216,851   $ 11,731   5.41 %
    FHLB Stock   15,000     1,314   8.76 %     15,000     1,125   7.50 %
    Securities                                  
    Available for sale (2)   324,644     14,242   4.39 %     331,357     13,928   4.20 %
    Held to maturity (2)   5,200     188   3.62 %     5,509     198   3.59 %
    Total loans   3,041,337     184,567   6.07 %     3,205,625     194,264   6.06 %
    Total interest-earning assets   3,683,512   $ 216,760   5.88 %     3,774,342   $ 221,246   5.86 %
    Total noninterest-earning assets   243,258                 246,980            
    Total average assets $ 3,926,770               $ 4,021,322            
                                       
    Interest-bearing liabilities                                  
    NOW $ 56,158     1,105   1.97 %   $ 58,191   $ 725   1.25 %
    Money market   436,925     15,231   3.49 %     429,102     10,565   2.46 %
    Saving deposits   162,243     2,959   1.82 %     126,062     915   0.73 %
    Time deposits, $250,000 and under   1,074,291     50,059   4.66 %     1,146,513     47,150   4.11 %
    Time deposits, greater than $250,000   803,187     39,027   4.86 %     742,839     29,687   4.00 %
    Total interest-bearing deposits   2,532,804     108,381   4.28 %     2,502,707     89,042   3.56 %
    FHLB advances   162,705     2,217   1.36 %     172,219     2,869   1.67 %
    Long-term debt   119,324     5,182   4.34 %     169,182     8,477   5.01 %
    Subordinated debentures   15,039     1,517   10.09 %     14,821     1,474   9.95 %
    Total interest-bearing liabilities   2,829,872     117,297   4.14 %     2,858,929     101,862   3.56 %
    Noninterest-bearing liabilities                                  
    Noninterest-bearing deposits   531,458                 602,291            
    Other noninterest-bearing liabilities   53,970                 59,562            
    Total noninterest-bearing liabilities   585,428                 661,853            
    Shareholders’ equity   511,470                 500,540            
    Total liabilities and shareholders’ equity $ 3,926,770               $ 4,021,322            
    Net interest income / interest rate spreads       $ 99,463   1.74 %         $ 119,384   2.30 %
    Net interest margin             2.70 %               3.16 %
                                       
    Total cost of deposits $ 3,064,262   $ 108,381   3.54 %   $ 3,104,998   $ 89,042   2.87 %
    Total cost of funds $ 3,361,330   $ 117,297   3.49 %   $ 3,461,220   $ 101,862   2.94 %
                                       

    ____________________

    (1) Includes income and average balances for interest-earning time deposits and other miscellaneous interest-earning assets.
    (2) Interest income and average rates for tax-exempt securities are presented on a tax-equivalent basis.
    (3) Average loan balances include nonaccrual loans. Interest income on loans includes the effects of discount accretion and net deferred loan origination fees and costs accounted for as yield adjustments.
       
               
    RBB BANCORP AND SUBSIDIARIES
    SELECTED FINANCIAL HIGHLIGHTS
    (Unaudited)
               
      At or for the Three Months Ended     At or for the Year Ended December 31,  
      December 31,   September 30,     December 31,                  
        2024     2024     2023     2024     2023  
    Per share data (common stock)                                  
    Book value $ 28.66     $ 28.81     $ 27.47     $ 28.66     $ 27.47  
    Tangible book value (1) $ 24.51     $ 24.64     $ 23.48     $ 24.51     $ 23.48  
    Performance ratios                                  
    Return on average assets, annualized   0.44 %     0.72 %     1.20 %     0.68 %     1.06 %
    Return on average shareholders’ equity, annualized   3.41 %     5.47 %     9.48 %     5.21 %     8.48 %
    Return on average tangible common equity, annualized (1)   3.98 %     6.40 %     11.12 %     6.09 %     9.97 %
    Noninterest income to average assets, annualized   0.27 %     0.59 %     0.73 %     0.39 %     0.37 %
    Noninterest expense to average assets, annualized   1.76 %     1.78 %     1.63 %     1.76 %     1.76 %
    Yield on average earning assets   5.79 %     5.94 %     5.82 %     5.88 %     5.86 %
    Yield on average loans   6.03 %     6.13 %     5.96 %     6.07 %     6.06 %
    Cost of average total deposits (2)   3.35 %     3.63 %     3.38 %     3.54 %     2.87 %
    Cost of average interest-bearing deposits   4.06 %     4.39 %     4.08 %     4.28 %     3.56 %
    Cost of average interest-bearing liabilities   3.94 %     4.24 %     4.00 %     4.14 %     3.56 %
    Net interest spread   1.85 %     1.70 %     1.82 %     1.74 %     2.30 %
    Net interest margin   2.76 %     2.68 %     2.73 %     2.70 %     3.16 %
    Efficiency ratio (3)   61.48 %     57.51 %     49.58 %     60.30 %     52.64 %
    Common stock dividend payout ratio   64.00 %     41.03 %     25.00 %     43.54 %     28.57 %
                                           

    ____________________

    (1) Non-GAAP measure. See Non–GAAP reconciliations set forth at the end of this press release.
    (2) Total deposits include non-interest bearing deposits and interest-bearing deposits.
    (3) Ratio calculated by dividing noninterest expense by the sum of net interest income before provision for credit losses and noninterest income.
       
         
    RBB BANCORP AND SUBSIDIARIES
    SELECTED FINANCIAL HIGHLIGHTS
    (Unaudited)
    (Dollars in thousands)
         
      At or for the quarter ended  
      December 31,     September 30,     December 31,  
      2024     2024     2023  
    Credit Quality Data:                      
    Special mention loans $ 65,329     $ 77,501     $ 32,842  
    Special mention loans to total loans   2.14 %     2.51 %     1.08 %
    Substandard loans HFI $ 89,141     $ 79,831     $ 61,099  
    Substandard loans HFS $ 11,195     $ —     $ —  
    Substandard loans HFI to total loans HFI   2.92 %     2.58 %     2.02 %
    Loans 30-89 days past due, excluding nonperforming loans $ 22,086     $ 10,625     $ 16,803  
    Loans 30-89 days past due, excluding nonperforming loans, to total loans   0.72 %     0.34 %     0.55 %
    Nonperforming loans HFI $ 69,843     $ 60,662     $ 31,619  
    Nonperforming loans HFS $ 11,195     $ —     $ —  
    OREO $ —     $ —     $ —  
    Nonperforming assets $ 81,038     $ 60,662     $ 31,619  
    Nonperforming loans HFI to total loans HFI   2.29 %     1.96 %     1.04 %
    Nonperforming assets to total assets   2.03 %     1.52 %     0.79 %
                           
    Allowance for loan losses $ 47,729     $ 43,685     $ 41,903  
    Allowance for loan losses to total loans HFI   1.56 %     1.41 %     1.38 %
    Allowance for loan losses to nonperforming loans HFI   68.34 %     72.01 %     132.52 %
    Net charge-offs $ 2,006     $ 1,201     $ 109  
    Net charge-offs to average loans   0.26 %     0.16 %     0.01 %
                           
    Capital ratios (1)                      
    Tangible common equity to tangible assets (2)   11.08 %     11.13 %     11.06 %
    Tier 1 leverage ratio   11.92 %     12.19 %     11.99 %
    Tier 1 common capital to risk-weighted assets   17.94 %     18.16 %     19.07 %
    Tier 1 capital to risk-weighted assets   18.52 %     18.75 %     19.69 %
    Total capital to risk-weighted assets   24.49 %     24.80 %     25.92 %
                           

    ____________________

    (1 ) December 31, 2024 capital ratios are preliminary.
    (2 ) Non-GAAP measure. See Non-GAAP reconciliations set forth at the end of this press release.
         
                   
    RBB BANCORP AND SUBSIDIARIES
    SELECTED FINANCIAL HIGHLIGHTS
    (Unaudited)
                   
    Loan Portfolio Detail As of December 31, 2024   As of September 30, 2024     As of December 31, 2023  
    (dollars in thousands) $   %   $     %     $     %  
    Loans:                                    
    Commercial and industrial $ 129,585   4.2 %   $ 128,861     4.2 %   $ 130,096     4.3 %
    SBA   47,263   1.5 %     48,089     1.6 %     52,074     1.7 %
    Construction and land development   173,290   5.7 %     180,196     5.8 %     181,469     6.0 %
    Commercial real estate (1)   1,201,420   39.3 %     1,252,682     40.5 %     1,167,857     38.5 %
    Single-family residential mortgages   1,494,022   48.9 %     1,473,396     47.7 %     1,487,796     49.1 %
    Other loans   7,650   0.4 %     8,672     0.2 %     12,569     0.4 %
    Total loans (2) $ 3,053,230   100.0 %   $ 3,091,896     100.0 %   $ 3,031,861     100.0 %
    Allowance for loan losses   (47,729 )       (43,685 )           (41,903 )      
    Total loans, net $ 3,005,501       $ 3,048,211           $ 2,989,958        
                                         

    _____________________

    (1) Includes non-farm and non-residential loans, multi-family residential loans and non-owner occupied single family residential loans.
    (2) Net of discounts and deferred fees and costs of $488, $467, and $542 as of December 31, 2024, September 30, 2024, and December 31, 2023, respectively.
       
                   
    Deposits As of December 31, 2024   As of September 30, 2024     As of December 31, 2023  
    (dollars in thousands) $   %   $   %     $   %  
    Deposits:                                
    Noninterest-bearing demand $ 563,012   18.3 %   $ 543,623   17.6 %   $ 539,621   17.0 %
    Savings, NOW and money market accounts   663,034   21.5 %     666,089   21.5 %     632,729   19.9 %
    Time deposits, $250,000 and under   882,438   28.6 %     926,877   30.0 %     876,918   27.6 %
    Time deposits, greater than $250,000   827,854   26.8 %     808,304   26.1 %     719,892   22.7 %
    Wholesale deposits (1)   147,451   4.8 %     147,291   4.8 %     405,600   12.8 %
    Total deposits $ 3,083,789   100.0 %   $ 3,092,184   100.0 %   $ 3,174,760   100.0 %
                                       

    ______________________

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

    Non-GAAP Reconciliations

    Tangible Book Value Reconciliations

    Tangible book value per share is a non-GAAP disclosure. Management measures tangible book value per share to assess the Company’s capital strength and business performance and believes this is helpful to investors as additional tools for further understanding our performance. The following is a reconciliation of tangible book value to the Company shareholders’ equity computed in accordance with GAAP, as well as a calculation of tangible book value per share as of December 31, 2024, September 30, 2024, and December 31, 2023.

                         
    (dollars in thousands, except share and per share data) December 31, 2024     September 30, 2024     December 31, 2023  
    Tangible common equity:                      
    Total shareholders’ equity $ 507,877     $ 509,728     $ 511,260  
    Adjustments                      
    Goodwill   (71,498 )     (71,498 )     (71,498 )
    Core deposit intangible   (2,011 )     (2,194 )     (2,795 )
    Tangible common equity $ 434,368     $ 436,036     $ 436,967  
    Tangible assets:                      
    Total assets-GAAP $ 3,992,477     $ 3,990,477     $ 4,026,025  
    Adjustments                      
    Goodwill   (71,498 )     (71,498 )     (71,498 )
    Core deposit intangible   (2,011 )     (2,194 )     (2,795 )
    Tangible assets $ 3,918,968     $ 3,916,785     $ 3,951,732  
    Common shares outstanding   17,720,416       17,693,416       18,609,179  
    Common equity to assets ratio   12.72 %     12.77 %     12.70 %
    Tangible common equity to tangible assets ratio   11.08 %     11.13 %     11.06 %
    Book value per share $ 28.66     $ 28.81     $ 27.47  
    Tangible book value per share $ 24.51     $ 24.64     $ 23.48  
                           
                           

    Return on Average Tangible Common Equity

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

               
      Three Months Ended     Year Ended December 31,  
    (dollars in thousands) December 31, 2024     September 30, 2024     December 31, 2023     2024     2023  
    Net income available to common shareholders $ 4,385     $ 6,999     $ 12,073     $ 26,665     $ 42,465  
    Average shareholders’ equity   512,208       508,720       505,184       511,470       500,540  
    Adjustments:                                      
    Average goodwill   (71,498 )     (71,498 )     (71,498 )     (71,498 )     (71,498 )
    Average core deposit intangible   (2,129 )     (2,326 )     (2,935 )     (2,425 )     (3,282 )
    Adjusted average tangible common equity $ 438,581     $ 434,896     $ 430,751     $ 437,547     $ 425,760  
    Return on average common equity   3.41 %     5.47 %     9.48 %     5.21 %     8.48 %
    Return on average tangible common equity   3.98 %     6.40 %     11.12 %     6.09 %     9.97 %

    The MIL Network –

  • MIL-OSI: Prospect Capital Schedules Second Fiscal Quarter Earnings Release and Conference Call

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Feb. 03, 2025 (GLOBE NEWSWIRE) — Prospect Capital Corporation (NASDAQ: PSEC) (the “Company” or “Prospect”) today announced it expects to file with the Securities and Exchange Commission its report on Form 10-Q containing results for the fiscal quarter ended December 31, 2024 on Monday, February 10, 2025. The Company also expects to issue its earnings press release on Monday, February 10, 2025, after the close of the markets.

    The Company will host a conference call on Tuesday, February 11, 2025 at 9:00 a.m. Eastern Time. The conference call dial-in number will be 888-338-7333. A recording of the conference call will be available for approximately 30 days. To hear a replay, call 877-344-7529 and use passcode 2146236.

    The conference call will also be available via a live listen-only webcast on the Company’s website, www.prospectstreet.com. Please allow extra time prior to the call to visit the site and download any necessary software that may be needed to listen to the Internet broadcast.

    About Prospect Capital Corporation

    Prospect is a business development company lending to and investing in private businesses. Prospect’s investment objective is to generate both current income and long-term capital appreciation through debt and equity investments.

    Prospect has elected to be treated as a business development company under the Investment Company Act of 1940. We have elected to be treated as a regulated investment company under the Internal Revenue Code of 1986.

    Caution Concerning Forward-Looking Statements

    This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, whose safe harbor for forward-looking statements does not apply to business development companies. Any such statements, other than statements of historical fact, are highly likely to be affected by other unknowable future events and conditions, including elements of the future that are or are not under our control, and that we may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual developments and results are highly likely to vary materially from any forward-looking statements. Such statements speak only as of the time when made, and we undertake no obligation to update any such statement now or in the future.

    For additional information, contact:

    Grier Eliasek, President and Chief Operating Officer
    grier@prospectcap.com
    Telephone (212) 448-0702

    The MIL Network –

  • MIL-OSI: DMG Blockchain Solutions Announces Preliminary January Mining Results

    Source: GlobeNewswire (MIL-OSI)

    VANCOUVER, British Columbia, Feb. 03, 2025 (GLOBE NEWSWIRE) — DMG Blockchain Solutions Inc. (TSX-V: DMGI) (OTCQB: DMGGF) (FRANKFURT: 6AX) (“DMG” or the “Company”), a vertically integrated blockchain and data center technology company, today announces its preliminary mining results for January 2025.

    • Bitcoin Mined: 31 BTC (vs 32 BTC in Dec 2024)
    • Hashrate: 1.75 EH/s (vs 1.68 EH/s in Dec 2024)
    • Bitcoin Holdings: 431 BTC (vs 406 BTC in Dec 2024)

    DMG’s CEO, Sheldon Bennett, commented, “In January, we continued to make incremental hashrate gains. We have been focused on expanding our hashrate to 2.1 EH/s in the current quarter based on utilizing leading-edge hydro direct liquid cooling (DLC) technology. We deployed our first megawatt of hydro miners, and hence, we exited January at 1.8 EH/s. We still expect to energize the remaining five megawatts in the current quarter.”

    About DMG Blockchain Solutions Inc.

    DMG is a publicly traded and vertically integrated blockchain and data center technology company that manages, operates and develops end-to-end digital solutions to monetize the digital asset and artificial intelligence compute ecosystems. Systemic Trust Company, a wholly owned subsidiary of DMG, is an integral component of DMG’s carbon-neutral Bitcoin ecosystem, which enables financial institutions to move Bitcoin in a sustainable and regulatory-compliant manner.

    For additional information about DMG Blockchain Solutions and its initiatives, please visit www.dmgblockchain.com. Follow @dmgblockchain on X, LinkedIn and Facebook, and subscribe to the DMG YouTube channel to stay updated with the latest developments and insights.

    For further information, please contact:

    On behalf of the Board of Directors,

    Sheldon Bennett, CEO & Director
    Tel: +1 (778) 300-5406
    Email: investors@dmgblockchain.com
    Web: www.dmgblockchain.com

    For Investor Relations:
    investors@dmgblockchain.com

    For Media Inquiries:
    Chantelle Borrelli
    Head of Communications
    chantelle@dmgblockchain.com

    Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

    Cautionary Note Regarding Forward-Looking Information

    This news release contains forward-looking information or statements based on current expectations. Forward-looking statements contained in this news release include statements regarding DMG’s strategies and plans, energizing the remaining 5 MW of hydro miners in the current quarter, the opportunity and plans to monetize bitcoin transactions and provide additional products and services to customers and users, the continued investment in Bitcoin network software infrastructure and applications, the expected allocation of capital, developing and executing on the Company’s products and services, increasing self-mining, increasing hashrate, efforts to improve the operation of its mining fleet, the launch of products and services, events, courses of action, and the potential of the Company’s technology and operations, among others, are all forward-looking information.

    Future changes in the Bitcoin network-wide mining difficulty rate or Bitcoin hashrate may materially affect the future performance of DMG’s production of bitcoin, and future operating results could also be materially affected by the price of bitcoin and an increase in hashrate mining difficulty.

    Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations, or intentions regarding the future. Such information can generally be identified by the use of forwarding-looking wording such as “may”, “expect”, “estimate”, “anticipate”, “intend”, “believe” and “continue” or the negative thereof or similar variations. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company, including but not limited to, market and other conditions, volatility in the trading price of the common shares of the Company, business, economic and capital market conditions; the ability to manage operating expenses, which may adversely affect the Company’s financial condition; the ability to remain competitive as other better financed competitors develop and release competitive products; regulatory uncertainties; access to equipment; market conditions and the demand and pricing for products; the demand and pricing of bitcoin; the demand and pricing of Gen AI data centers and usage; security threats, including a loss/theft of DMG’s bitcoin; DMG’s relationships with its customers, distributors and business partners; the inability to add more power to DMG’s facilities; DMG’s ability to successfully define, design and release new products in a timely manner that meet customers’ needs; the ability to attract, retain and motivate qualified personnel; competition in the industry; the impact of technology changes on the products and industry; failure to develop new and innovative products; the ability to successfully maintain and enforce our intellectual property rights and defend third-party claims of infringement of their intellectual property rights; the impact of intellectual property litigation that could materially and adversely affect the business; the ability to manage working capital; and the dependence on key personnel. DMG may not actually achieve its plans, projections, or expectations. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which the Company will operate in the future, including the demand for its products, the ability to successfully develop software, that there will be no regulation or law that will prevent the Company from operating its business, anticipated costs, the ability to secure sufficient capital to complete its business plans, the ability to achieve goals and the price of bitcoin. Given these risks, uncertainties, and assumptions, you should not place undue reliance on these forward-looking statements. The securities of DMG are considered highly speculative due to the nature of DMG’s business. For further information concerning these and other risks and uncertainties, refer to the Company’s filings on www.sedarplus.ca. In addition, DMG’s past financial performance may not be a reliable indicator of future performance.

    Factors that could cause actual results to differ materially from those in forward-looking statements include, failure to obtain regulatory approval, the continued availability of capital and financing, equipment failures, lack of supply of equipment, power and infrastructure, failure to obtain any permits required to operate the business, the impact of technology changes on the industry, the impact of viruses and diseases on the Company’s ability to operate, secure equipment, and hire personnel, competition, security threats including stolen bitcoin from DMG or its customers, consumer sentiment towards DMG’s products, services and blockchain and Gen AI technology generally, failure to develop new and innovative products, litigation, adverse weather or climate events, increase in operating costs, increase in equipment and labor costs, equipment failures, decrease in the price of Bitcoin, failure of counterparties to perform their contractual obligations, government regulations, loss of key employees and consultants, and general economic, market or business conditions. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The reader is cautioned not to place undue reliance on any forward-looking information. The forward-looking statements contained in this news release are made as of the date of this news release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Additionally, the Company undertakes no obligation to comment on the expectations of or statements made by third parties in respect of the matters discussed above.

    The MIL Network –

  • MIL-OSI: Ingersoll Rand Continues Momentum on Inorganic Growth in 2025

    Source: GlobeNewswire (MIL-OSI)

    • Acquisition extends company’s capabilities in wastewater treatment, a key high-growth, sustainable end market
    • Enables Ingersoll Rand to provide more comprehensive wastewater treatment solutions, allowing for greater energy efficiency and increased productivity for customers
    • Creates opportunities to accelerate topline growth through access to municipal markets
    • Attractive purchase multiple of approximately 10x 2024E Adjusted EBITDA

    DAVIDSON, N.C., Feb. 03, 2025 (GLOBE NEWSWIRE) — Ingersoll Rand Inc., (NYSE: IR) a global provider of mission-critical flow creation and life science and industrial solutions, has acquired SSI Aeration, Inc. and its subsidiaries (collectively “SSI”) to extend its capabilities in wastewater treatment.

    SSI is a global leader in the design and manufacturing of wastewater treatment plant equipment with approximately $30 million in annual revenue. Its product portfolio is focused on innovative and energy-efficient engineered membrane diffusers including fine bubble diffusers, coarse bubble diffusers, and aeration systems. The acquisition will enable Ingersoll Rand to combine several technologies like low pressure compressors with SSI’s aeration offerings to provide a comprehensive, end-to-end solution. With manufacturing facilities in the United States, South Korea, and India, SSI will join the Industrial Technologies and Services segment (IT&S).

    “Inorganic growth remains a key part of our company’s overall growth strategy in 2025,” said Vicente Reynal, chairman and chief executive officer of Ingersoll Rand. “We look at potential acquisitions through the lens of how they will help us optimize our solutions, and we look forward to growing our presence in the wastewater treatment market with the addition of SSI.”

    About Ingersoll Rand Inc.

    Ingersoll Rand Inc. (NYSE:IR), driven by an entrepreneurial spirit and ownership mindset, is dedicated to Making Life Better for our employees, customers, shareholders, and planet. Customers lean on us for exceptional performance and durability in mission-critical flow creation and life science and industrial solutions. Supported by over 80+ respected brands, our products and services excel in the most complex and harsh conditions. Our employees develop customers for life through their daily commitment to expertise, productivity, and efficiency. For more information, visit www.IRCO.com.

    Forward-Looking Statements
    This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements related to Ingersoll Rand Inc.’s (the “Company” or “Ingersoll Rand”) expectations regarding the performance of its business, its financial results, its liquidity and capital resources and other non-historical statements. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “forecast,” “outlook,” “target,” “endeavor,” “seek,” “predict,” “intend,” “strategy,” “plan,” “may,” “could,” “should,” “will,” “would,” “will be,” “on track to” “will continue,” “will likely result,” “guidance” or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. All statements other than historical facts are forward-looking statements.

    These forward-looking statements are based on Ingersoll Rand’s current expectations and are subject to risks and uncertainties, which may cause actual results to differ materially from these current expectations. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, (1) adverse impact on our operations and financial performance due to natural disaster, catastrophe, global pandemics (including COVID-19), geopolitical tensions, cyber events or other events outside of our control; (2) unexpected costs, charges or expenses resulting from completed and proposed business combinations; (3) uncertainty of the expected financial performance of the Company; (4) failure to realize the anticipated benefits of completed and proposed business combinations; (5) the ability of the Company to implement its business strategy; (6) difficulties and delays in achieving revenue and cost synergies; (7) inability of the Company to retain and hire key personnel; (8) evolving legal, regulatory and tax regimes; (9) changes in general economic and/or industry specific conditions; (10) actions by third parties, including government agencies; and (11) other risk factors detailed in Ingersoll Rand’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”), as such factors may be updated from time to time in its periodic filings with the SEC, which are available on the SEC’s website at http://www.sec.gov. The foregoing list of important factors is not exclusive.

    Any forward-looking statements speak only as of the date of this release. Ingersoll Rand undertakes no obligation to update any forward-looking statements, whether as a result of new information or development, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on any of these forward-looking statements.

    Contacts:

    Investor Relations:
    Matthew.Fort@irco.com

    Media:
    Sara.Hassell@irco.com

    The MIL Network –

  • MIL-OSI Australia: $41 million in payroll tax-free wages claimed under Bulk-Billing Support Initiative, supporting primary healthcare

    Source: New South Wales Premiere

    Published: 4 February 2025

    Released by: Minister for Finance, Minister for Health

    Bulk-billing GPs have claimed more than $41 million in payroll tax-free wages under the Minns Labor Government’s Bulk-Billing Support Initiative in the first three months.

    This allows GP clinics to keep offering bulk-billed appointments and ensure primary healthcare is affordable and available to families and households across NSW.

    Between 4 September 2024 and 31 December 2024 clinics claimed a rebate on $41,575,708 of GP wages, resulting in a $2,244,205 payroll tax rebate.

    GP clinics in metropolitan Sydney have claimed 55 per cent of the payroll tax rebate, while clinics in the rest of the state have claimed the remaining 45 per cent.

    Under the $189 million initiative, the NSW Government established an ongoing payroll tax rebate for clinics employing contractor GPs which meet bulk-billing thresholds. It also waived $104 million of historical payroll tax liabilities which began accruing under the previous Liberal-National Government.

    Before creating the Bulk-Billing Support Initiative, medical peak bodies warned that without action on the historical tax liabilities GP clinics would close and that half of clinics were prepared to pass on a $20 fee to patients to cover their tax obligations.

    The eligibility threshold for the payroll tax rebate – 80% in metropolitan Sydney and 70% in other areas of NSW – was designed to support current bulk-billing levels, provide accessible and affordable primary healthcare, and relieve pressure on the state’s emergency departments.

    The Bulk-Billing Support Initiative is the first time the NSW government has intervened to support bulk-billing. It is designed to relieve pressure on emergency departments, with NSW Health estimating that a 1 per cent decrease in bulk-billing equates to around 3,000 additional emergency presentations.

    Revenue NSW expects more clinics to register throughout the year, and claim part of their annual return at the end of the 2024-25 financial year.

    The Bulk-Billing Support Initiative’s tax rebate covers GP appointments which are bulk-billed to patients covered by Medicare or veterans with a Gold, White or Orange DVA card.

    Quotes attributable to Minister for Health Ryan Park:

    “The lack of access and availability of bulk-billing GPs is taking an enormous toll on our hospitals.

    “This initiative is critical to alleviating pressure on our emergency departments.”

    Quotes attributable to Minister for Finance Courtney Houssos:

    “This is the first time the NSW Government has made a strategic investment to support bulk-billing rates.

    “By relieving cost pressures on GP clinics, they can keep bulk-billed appointments available and accessible to patients.

    “This is an important step as we roll out the Bulk-Billing Support Initiative and shows the government is delivering important cost-of-living relief to families and households across NSW.

    “It’s encouraging to see clinics begin to take up the Bulk-Billing Support Initiative. As we progress through the year we expect to see more clinics claiming the rebate and the benefits flowing to patients and their families.”

    MIL OSI News –

  • MIL-OSI Australia: Short-term Regional, Rural and Remote employment program expanded

    Source: New South Wales Premiere

    Published: 4 February 2025

    Released by: Minister for Regional Health

    A highly successful regional, rural and remote deployment program for key health care roles is set to be expanded over the next three years, with NSW Health recruiting nurses, midwives and allied health professionals to be posted to short term placements across NSW.

    The NSW Health Deployment Program was first established in May 2023 to create a pipeline of skilled health professionals for short-term roles.

    The short-term positions of between two and 13 weeks offer healthcare professionals the opportunity to travel and work in regional, rural and remote parts of NSW they may never have visited, with accommodation and travel costs covered.  

    The NSW Government is currently seeking healthcare workers from more than 20 professions including nurses, midwives and allied health professionals for a range of short-term positions in hospitals and health facilities across NSW.

    The initial success of the program so far has seen 90 staff undertake hundreds of deployments across the state in priority roles such as nursing, midwifery, occupational therapy, podiatry, speech pathology and physiotherapy.

    NSW Health will now increase the team to around 400 to further strengthen its support to regional, rural and remote areas

    Healthcare workers seeking a role with NSW Health, or current staff, are encouraged to register their interest via the NSW Health website.

    The Minns Labor Government has introduced a series of measures to strengthen the state’s health workforce including:

    • Implementing the Safe Staffing Levels initiative in our emergency departments
    • Providing permanent funding for 1,112 FTE nurses and midwives on an ongoing basis
    • Abolishing the wages cap and delivering the highest pay increase in more than a decade for nurses and other health workers
    • Investing an additional $200.1 million in key worker accommodation
    • Beginning to roll out 500 additional paramedics in regional, rural and remote communities
    • Boosting subsidies for regional health workers.

    Quotes attributable to Minister for Regional Health, Ryan Park:

    “Recruitment and retention of healthcare staff in rural, regional and remote hospitals is one of our biggest, if not the biggest issue we face.

    “This is a fantastic and unique opportunity for staff to expand their skills and also immerse themselves into a new community.

    “This innovative program is not only attracting health workers to regional, rural and remote communities but also strengthening these areas by maintaining essential health services.

    “These deployments give health workers the chance to explore and immerse themselves in new communities, and pleasingly I’ve heard stories of many health professionals who have found the experience so rewarding they’ve chosen to stay, providing lasting benefits for patients, the community, and the health system.”

    Quotes attributable to NSW Health Deputy Secretary for Rural and Regional Health Luke Sloane:

    “The deployment program offers a fantastic career opportunity for a range of healthcare staff who are seeking new experiences and a career reset as well as a great lifestyle change.

    “It’s also an incredibly rewarding personal experience, with many who take part forming new friendships in close-knit communities who welcome them with open arms.”

    Quotes attributable to NSW Health Deployment Program participant, Speech Pathologist Saffron Foy:

    “I joined the NSW Health Deployment program because I wanted a bit of a change and I loved the experience of working in unique and supportive rural communities.

    “At first it was a little nerve wracking, but the teams I was deployed to were so welcoming and inclusive that the nerves were shaken pretty quickly.

    “I really recommend giving it a go and experiencing something new because it lets you experience a different lifestyle and allows you to improve and expand your skills.”

    MIL OSI News –

  • MIL-OSI Security: Delaware County Man Convicted at Trial of Defrauding Pandemic Relief Programs of $8.4 Million

    Source: Office of United States Attorneys

    PHILADELPHIA – United States Attorney Jacqueline C. Romero announced that Francis J. Battista, 39, of Aston, Pennsylvania, was convicted at trial on all charges against him — 12 counts of wire fraud, three counts of aggravated identity theft, and seven counts of money laundering — for defrauding federal COVID-19 assistance programs of $8.4 million. United States District Court Judge Paul S. Diamond remanded the defendant into custody following the verdict on Friday afternoon.

    Battista was charged by indictment with these offenses in June of 2022.

    As proven at trial, between March 2020 and June 2021, the defendant fraudulently applied for 19 loans from the Paycheck Protection Program (PPP) and the Economic Injury Disaster Loan (EIDL) program, seeking over $10 million in proceeds. PPP and EIDL were federal government programs intended to provide emergency financial assistance to small businesses and their workers, who were suffering the economic effects of the COVID-19 pandemic.

    Battista applied for one fraudulent PPP loan using his own name, and submitted fake and fabricated documents in support of the application. For the rest of his applications, he used other people’s names and personal identifying information on applications and the bogus support documents submitted in support of those applications. In one instance, Battista falsely renewed the Pennsylvania photo ID card of a deceased family friend, had it mailed to his house, and then used it to apply for a PPP loan.

    Nine of Battista’s 19 loan applications were funded, with the defendant receiving $8.4 million in PPP payments. Battista used the proceeds of the loans to attempt to purchase waterfront property in Florida, buy a Range Rover, engage in risky stock trading that resulted in millions of dollars of losses, and pay for his children’s private school, among other unauthorized expenses.

    The government has located and seized $6.3 million of those funds through forfeiture proceedings.

    Battista will be sentenced on a date to be determined and faces a maximum possible sentence of 316 years in prison.

    “Frank Battista tried to cash in on a public health crisis, diverting federal money meant to support businesses and workers hobbled by the pandemic,” said U.S. Attorney Romero. “He didn’t care that he was defrauding the government and all of us taxpayers — he just wanted to live larger on somebody else’s dime. As his case shows, my office and our partners are committing to prosecuting these shameless COVID crooks and holding them fully accountable.”

    “Mr. Battista took advantage of our nation’s generosity in a time of need by fraudulently applying for and obtaining COVID-19 program funds,” said Yury Kruty, Special Agent in Charge of IRS-Criminal Investigation.  “IRS-CI, along with our law enforcement partners, will continue to aggressively investigate those who scheme to exploit federal relief programs for their personal gain.”  

    “The Secret Service is proud to work alongside our federal partners to bring these defendants to justice,” said Glenn M. Dennis, Special Agent in Charge of the U.S. Secret Service. “Criminals exploiting the Paycheck Protection Program and Economic Injury Disaster Loan Program steal valuable funds from the American taxpayer and from businesses who rightfully needed these programs to continue operation during the pandemic. The Secret Service is committed to continuing our work with federal, state, and local law enforcement to track down and prosecute those who abused the PPP and EDIL Programs.”

    The case was investigated by the U.S. Treasury Inspector General for Tax Administration, U.S. Small Business Administration Office of Inspector General, Internal Revenue Service Criminal Investigation, and the U.S. Secret Service. The case is being prosecuted by Assistant United States Attorneys Nancy E. Potts and Eric D. Gill.

    MIL Security OSI –

  • MIL-OSI Security: Paving Contractor Sentenced for Tax Evasion

    Source: Office of United States Attorneys

    BOSTON – The owner of a paving company doing business north of Boston was sentenced on Jan. 30, 2025 for a multi-year income tax evasion scheme.

    Richard Cooper, 71, of Billerica, was sentenced by U.S. District Court Judge Denise J. Casper to six months in prison to be followed by two years of supervised release. Cooper was also ordered to pay $989,819 in restitution to the Internal Revenue Service. In October 2024, Cooper pleaded guilty to four counts of tax evasion.

    From 2017 to 2020, in addition to depositing customer payments into bank accounts in the name of his company, Rick Cooper Paving, Cooper also cashed more than $5.1 million in customer checks. When Cooper had his taxes prepared, he did not tell his preparer about the checks he was cashing, resulting in his tax returns underreporting the business’ gross receipts by millions. As a result, Cooper kept over $1.1 million that he should have paid in federal and state income taxes.

    United States Attorney Leah B. Foley and Thomas Demeo, Acting Special Agent in Charge of the Internal Revenue Service Criminal Investigation, Boston Field Office made the announcement today. Assistant U.S. Attorney Kriss Basil, Deputy Chief of the Securities, Financial & Cyber Fraud Unit prosecuted the case.
     

    MIL Security OSI –

  • MIL-OSI: NXP Semiconductors Reports Fourth Quarter and Full-Year 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    EINDHOVEN, The Netherlands, Feb. 03, 2025 (GLOBE NEWSWIRE) — NXP Semiconductors N.V. (NASDAQ: NXPI) today reported financial results for the fourth quarter and full-year, which ended December 31, 2024. “NXP delivered full-year 2024 revenue of $12.61 billion, a decrease of 5 percent year-on-year. In the fourth quarter, revenue was $3.11 billion, a decrease of 9 percent year-on-year, modestly above the mid-point of our guidance range. In review, NXP delivered resilient results throughout 2024, reflecting solid execution, consistent gross margin, and healthy free cash flow generation despite a challenging market environment. We rigorously focus on managing what is in our control, to navigate a soft landing while executing our growth strategy,” said Kurt Sievers, NXP President and Chief Executive Officer.

    Key Highlights for the Fourth Quarter and Full-year 2024:

    • Fourth quarter revenue was $3.11 billion, down 9 percent year-on-year. Full-year revenue was 12.61 billion, down 5 percent year-on-year;
    • Fourth quarter GAAP gross margin was 53.9 percent, GAAP operating margin was 21.7 percent and GAAP diluted Net Income per Share was $1.93. Full year GAAP gross margin was 56.4 percent, GAAP operating margin was 27.1 percent and GAAP diluted Net Income per Share was $9.73;
    • Fourth quarter Non-GAAP gross margin was 57.5 percent, non-GAAP operating margin was 34.2 percent, and non-GAAP diluted Net Income per Share was $3.18. Full-year Non-GAAP gross margin was 58.1 percent, non-GAAP operating margin was 34.6 percent, and non-GAAP diluted Net Income per Share was $13.09;
    • Fourth quarter cash flow from operations was $391 million, with net capex investments of $99 million, resulting in non-GAAP free cash flow of $292 million. Full-year cash flow from operations was $2,782 million, with net capex investments of $693 million, resulting in non-GAAP free cash flow of $2,089 million;
    • During the fourth quarter of 2024, NXP continued to execute its capital return policy with the payment of $258 million in cash dividends, and the repurchase of $455 million of its common shares. The total capital return of $713 million in the quarter represented 244 percent of fourth quarter non-GAAP free cash flow. On a trailing twelve month basis, capital return to shareholders represented $2.4 billion or 115 percent of non-GAAP free cash flow. The interim dividend for the fourth quarter 2024 was paid in cash on January 8, 2025 to shareholders of record as of December 5, 2024. Subsequent to the end of the fourth quarter, between January 1, 2025 and January 31, 2025, NXP executed via a 10b5-1 program additional share repurchases totaling $101 million;
    • On October 15, 2024, NXP introduced the S32J family of high-performance automotive Ethernet switches and network controllers to enable the next generation of software-defined vehicle development (SDV). The S32J family shares a common switch core with the NXP S32 portfolio of automotive processing devices to maximize software re-use and simplify network configuration and integration;
    • On October 23, 2024, NXP announced Audi has adopted the Trimension® NCJ29Dx Ultra Wide Band (UWB) product family in its advanced UWB platform delivering precise and secure real-time localization to enable hands-free secure car access via smart mobile device and other UWB-based features. Cars featuring NXP’s Trimension UWB devices, including the Audi Q6 e-tron, will hit the road in 2024;
    • On November 12, 2024, NXP announced the i.MX 94 family, the newest addition to its i.MX 9 series of applications processors, designed for industrial control, telematics, gateways, and building and energy control. The i.MX94 family includes Ethernet Time Sensitive Networking (TSN) switching capabilities;
    • On November 12, 2024, NXP announced industry-first wireless battery management system (BMS) based on Ultra-Wideband (UWB) connectivity, expanding its “FlexCom” family of wired and wireless BMS solutions. The new UWB-based BMS solutions enable increased battery energy density, decoupling the mechanical and electrical development for faster time to market;
    • On December 17, 2024, NXP announced it had entered into an definitive agreement to acquire Aviva Links, a provider of Automotive SerDes Alliance (ASA) compliant in-vehicle connectivity solutions in an all-cash transaction valued at $242.5 million. The acquisition of Aviva Links expands NXP’s market leading in-vehicle networking (IVN) portfolio with the industry’s most advanced ASA compliant portfolio, supporting SerDes point-to-point (ASA-ML) and Ethernet-based connectivity (ASA-MLE) with data rates up to 16 Gbps;
    • On January 7, 2025, NXP announced it had entered into an definitive agreement to acquire TT Tech Auto, a leader in safety-critical systems and middleware for software-defined vehicles (SDVs). The all-cash transaction is valued at $625 million, and accelerates the NXP CoreRide platform, enabling automakers to reduce complexity, maximize system performance and shorten time to market. TT Tech Auto’s MotionWise middleware platform has a proven industry track record and is designed to manage the interconnected systems in SDVs, prioritizing safety-critical functions while ensuring seamless integration.

    Summary of Reported Fourth Quarter and Full-year 2024 ($ millions, unaudited) (1)

      Q4 2024 Q3 2024 Q4 2023 Q – Q Y – Y 2024 2023 Y – Y
    Total Revenue $ 3,111   $ 3,250   $ 3,422   -4 % -9 % $ 12,614   $ 13,276   -5 %
    GAAP Gross Profit $ 1,678   $ 1,866   $ 1,937   -10 % -13 % $ 7,119   $ 7,553   -6 %
    Gross Profit Adjustments (i) $ (111 ) $ (26 ) $ (73 )     $ (213 ) $ (209 )  
    Non-GAAP Gross Profit $ 1,789   $ 1,892   $ 2,010   -5 % -11 % $ 7,332   $ 7,762   -6 %
    GAAP Gross Margin   53.9 %   57.4 %   56.6 %       56.4 %   56.9 %  
    Non-GAAP Gross Margin   57.5 %   58.2 %   58.7 %       58.1 %   58.5 %  
    GAAP Operating Income (Loss) $ 675   $ 990   $ 907   -32 % -26 % $ 3,417   $ 3,661   -7 %
    Operating Income Adjustments (i) $ (390 ) $ (163 ) $ (312 )     $ (952 ) $ (1,001 )  
    Non-GAAP Operating Income $ 1,065   $ 1,153   $ 1,219   -8 % -13 % $ 4,369   $ 4,662   -6 %
    GAAP Operating Margin   21.7 %   30.5 %   26.5 %       27.1 %   27.6 %  
    Non-GAAP Operating Margin   34.2 %   35.5 %   35.6 %       34.6 %   35.1 %  
    GAAP Net Income (Loss) attributable to Stockholders $ 495   $ 718   $ 697       $ 2,510   $ 2,797    
    Net Income Adjustments (i) $ (322 ) $ (172 ) $ (269 )     $ (866 ) $ (864 )  
    Non-GAAP Net Income (Loss) Attributable to Stockholders $ 817   $ 890   $ 966       $ 3,376   $ 3,661    
    GAAP diluted Net Income (Loss) per Share (ii) $ 1.93   $ 2.79   $ 2.68       $ 9.73   $ 10.70    
    Non-GAAP diluted Net Income (Loss) per Share (ii) $ 3.18   $ 3.45   $ 3.71       $ 13.09   $ 14.01    
    Additional information                
      Q4 2024 Q3 2024 Q4 2023 Q – Q Y – Y 2024 2023 Y – Y
    Automotive $ 1,790 $ 1,829 $ 1,899 -2 % -6 % $ 7,151 $ 7,484 -4 %
    Industrial & IoT $ 516 $ 563 $ 662 -8 % -22 % $ 2,269 $ 2,351 -3 %
    Mobile $ 396 $ 407 $ 406 -3 % -2 % $ 1,497 $ 1,327 13 %
    Comm. Infra. & Other $ 409 $ 451 $ 455 -9 % -10 % $ 1,697 $ 2,114 -20 %
    DIO   151   149   132          
    DPO   65   60   72          
    DSO   30   30   24          
    Cash Conversion Cycle   116   119   84          
    Channel Inventory (weeks)   8   8   7          
    Gross Financial Leverage (iii) 2.1x 1.9x 2.1x          
    Net Financial Leverage (iv) 1.5x 1.3x 1.3x          
                     
    1. Additional Information for the Fourth Quarter and Full-year 2024:
      1. For an explanation of GAAP to non-GAAP adjustments, please see “Non-GAAP Financial Measures”.
      2. Refer to Table 1 below for the weighted average number of diluted shares for the presented periods.
      3. Gross financial leverage is defined as gross debt divided by trailing twelve months adjusted EBITDA.
      4. Net financial leverage is defined as net debt divided by trailing twelve months adjusted EBITDA.

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

          Guidance Range
          GAAP   Reconciliation   non-GAAP
          Low   Mid   High       Low   Mid   High
        Total Revenue $2,725   $2,825   $2,925       $2,725   $2,825   $2,925  
        Q-Q -12%   -9%   -6%       -12%   -9%   -6%  
        Y-Y -13%   -10%   -6%       -13%   -10%   -6%  
        Gross Profit $1,489   $1,559   $1,630   $(31)   $1,520   $1,590   $1,661  
        Gross Margin 54.6%   55.2%   55.7%       55.8%   56.3%   56.8%  
        Operating Income (loss) $652   $712   $773   $(178)   $830   $890   $951  
        Operating Margin 23.9%   25.2%   26.4%       30.5%   31.5%   32.5%  
        Financial Income (expense) $(90)   $(90)   $(90)   $(10)   $(80)   $(80)   $(80)  
        Tax rate 18.0%-19.0%       17.0%-18.0%
        Equity-accounted investees $(4)   $(4)   $(4)   $(3)   $(1)   $(1)   $(1)  
        Non-controlling interests $(5)   $(5)   $(5)       $(5)   $(5)   $(5)  
        Shares – diluted 256.0   256.0   256.0       256.0   256.0   256.0  
        Earnings Per Share – diluted $1.75   $1.95   $2.14       $2.39   $2.59   $2.79  
                                     

        Note (1) Additional Information:

        1. GAAP Gross Profit is expected to include Purchase Price Accounting (“PPA”) effects, $(7) million; Share-based Compensation, $(16) million; Other Incidentals, $(8) million;
        2. GAAP Operating Income (loss) is expected to include PPA effects, $(35) million; Share-based Compensation, $(128) million; Restructuring and Other Incidentals, $(15) million;
        3. GAAP Financial Income (expense) is expected to include Other financial expense $(10) million;
        4. GAAP Results relating to equity-accounted investees is expected to include results relating to non-foundry equity-accounted investees $(3) million;
        5. GAAP diluted EPS is expected to include the adjustments noted above for PPA effects, Share-based Compensation, Restructuring and Other Incidentals in GAAP Operating Income (loss), the adjustment for Other financial expense, the adjustment for Non-controlling interests & Other and the adjustment on Tax due to the earlier mentioned adjustments.

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

        Non-GAAP Financial Measures

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

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

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

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

        Conference Call and Webcast Information

        The company will host a conference call with the financial community on Tuesday, February 4, 2025 at 8:00 a.m. U.S. Eastern Standard Time (EST) to review the fourth quarter 2024 results in detail.

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

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

        About NXP Semiconductors

        NXP Semiconductors N.V. (NASDAQ: NXPI) is the trusted partner for innovative solutions in the automotive, industrial & IoT, mobile, and communications infrastructure markets. NXP’s “Brighter Together” approach combines leading-edge technology with pioneering people to develop system solutions that make the connected world better, safer, and more secure. The company has operations in more than 30 countries and posted revenue of $12.61 billion in 2024. Find out more at www.nxp.com.

        Forward-looking Statements

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

        For further information, please contact:

        NXP-CORP

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

        ($ in millions except share data) Three months ended   Full-year
          December 31,
        2024        		   September 29,
        2024        		   December 31,
        2023        		     2024       2023  
                           
        Revenue $ 3,111     $ 3,250     $ 3,422     $ 12,614     $ 13,276  
        Cost of revenue   (1,433 )     (1,384 )     (1,485 )     (5,495 )     (5,723 )
        Gross profit   1,678       1,866       1,937       7,119       7,553  
        Research and development   (612 )     (577 )     (651 )     (2,347 )     (2,418 )
        Selling, general and administrative   (323 )     (265 )     (311 )     (1,164 )     (1,159 )
        Amortization of acquisition-related intangible assets   (28 )     (29 )     (63 )     (136 )     (300 )
        Total operating expenses   (963 )     (871 )     (1,025 )     (3,647 )     (3,877 )
        Other income (expense)   (40 )     (5 )     (5 )     (55 )     (15 )
        Operating income (loss)   675       990       907       3,417       3,661  
        Financial income (expense):                  
        Extinguishment of debt   —       —       —       —       —  
        Other financial income (expense)   (91 )     (82 )     (78 )     (318 )     (309 )
        Income (loss) before income taxes   584       908       829       3,099       3,352  
        Benefit (provision) for income taxes   (77 )     (173 )     (124 )     (545 )     (523 )
        Results relating to equity-accounted investees   (2 )     (6 )     (2 )     (12 )     (7 )
        Net income (loss)   505       729       703       2,542       2,822  
        Less: Net income (loss) attributable to non-controlling interests   10       11       6       32       25  
        Net income (loss) attributable to stockholders   495       718       697       2,510       2,797  
                           
        Earnings per share data:                  
        Net income (loss) per common share attributable to stockholders in $        
        Basic $ 1.95     $ 2.82     $ 2.71     $ 9.84     $ 10.83  
        Diluted $ 1.93     $ 2.79     $ 2.68     $ 9.73     $ 10.70  
                           
        Weighted average number of shares of common stock outstanding during the period (in thousands):        
        Basic   254,349       254,458       257,285       255,208       258,381  
        Diluted   256,628       257,717       260,298       257,848       261,370  
                           

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

          ($ in millions) As of
            December 31,
        2024        		   September 29,
        2024        		   December 31,
        2023
        ASSETS          
        Current assets:          
          Cash and cash equivalents $ 3,292   $ 2,748   $ 3,862
          Short-term deposits   —     400     409
          Accounts receivable, net   1,032     1,070     894
          Inventories, net   2,356     2,234     2,134
          Other current assets   625     574     565
        Total current assets   7,305     7,026     7,864
                     
        Non-current assets:          
          Deferred tax assets   1,251     1,131     992
          Other non-current assets   1,796     1,510     1,297
          Property, plant and equipment, net   3,267     3,309     3,323
          Identified intangible assets, net   836     735     922
          Goodwill   9,930     9,958     9,955
        Total non-current assets   17,080     16,643     16,489
                     
        Total assets   24,385     23,669     24,353
                     
        LIABILITIES AND EQUITY          
        Current liabilities:          
          Accounts payable   1,017     899     1,164
          Restructuring liabilities-current   147     52     92
          Other current liabilities   1,434     1,542     1,855
          Short-term debt   500     499     1,000
        Total current liabilities   3,098     2,992     4,111
                     
        Non-current liabilities:          
          Long-term debt   10,354     9,683     10,175
          Restructuring liabilities   10     4     9
          Other non-current liabilities   1,392     1,246     1,098
        Total non-current liabilities   11,756     10,933     11,282
                     
          Non-controlling interests   348     338     316
          Stockholders’ equity   9,183     9,406     8,644
        Total equity   9,531     9,744     8,960
                   
        Total liabilities and equity   24,385     23,669     24,353
                     

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

        ($ in millions) Three months ended   Full-year
          December 31,
        2024        		   September 29,
        2024        		   December 31,
        2023        		     2024       2023  
        Cash flows from operating activities:                  
        Net income (loss) $ 505     $ 729     $ 703     $ 2,542     $ 2,822  
        Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:                  
        Depreciation, amortization and impairment   259       218       269       925       1,106  
        Share-based compensation   117       115       107       461       411  
        Amortization of discount (premium) on debt, net   1       —       —       3       2  
        Amortization of debt issuance costs   2       2       2       7       8  
        Net (gain) loss on sale of assets   (1 )     —       —       (3 )     (1 )
        Results relating to equity-accounted investees   2       6       2       12       7  
        (Gain) loss on equity securities, net   6       7       —       18       (1 )
        Deferred tax expense (benefit)   (145 )     (40 )     (97 )     (272 )     (267 )
        Changes in operating assets and liabilities:                  
        (Increase) decrease in receivables and other current assets   (25 )     (167 )     (20 )     (207 )     (138 )
        (Increase) decrease in inventories   (122 )     (86 )     6       (222 )     (353 )
        Increase (decrease) in accounts payable and other liabilities   16       118       101       (188 )     (119 )
        (Increase) decrease in other non-current assets   (218 )     (134 )     65       (306 )     16  
        Exchange differences   (1 )     7       7       14       22  
        Other items   (5 )     4       (8 )     (2 )     (2 )
        Net cash provided by (used for) operating activities   391       779       1,137       2,782       3,513  
                           
        Cash flows from investing activities:                  
        Purchase of identified intangible assets   (36 )     (26 )     (44 )     (149 )     (179 )
        Capital expenditures on property, plant and equipment   (130 )     (186 )     (175 )     (727 )     (827 )
        Insurance recoveries received for equipment damage   —       —       —       2       —  
        Proceeds from the disposals of property, plant and equipment   1       —       —       4       1  
        Advance payment from sale of property, plant and equipment   30       —       —       30       —  
        Investment in short-term deposits   —       —       (409 )     —       (409 )
        Proceeds of short-term deposits   400       —       —       409       —  
        Purchase of investments   (67 )     (159 )     (1 )     (260 )     (94 )
        Proceeds from the sale of investments   —       —       —       5       —  
        Net cash provided by (used for) investing activities   198       (371 )     (629 )     (686 )     (1,508 )
                           
        Cash flows from financing activities:                  
        Repurchase of long-term debt   —       —       —       (1,000 )     —  
        Proceeds from the issuance of long-term debt   670       —       —       670       —  
        Cash paid for debt issuance costs   (1 )     —       —       (1 )     —  
        Dividends paid to common stockholders   (258 )     (259 )     (261 )     (1,038 )     (1,006 )
        Proceeds from issuance of common stock through stock plans   3       39       1       82       71  
        Purchase of treasury shares and restricted stock unit
        withholdings        		   (455 )     (305 )     (434 )     (1,373 )     (1,053 )
        Other, net   —       (1 )     —       (2 )     (2 )
        Net cash provided by (used for) financing activities   (41 )     (526 )     (694 )     (2,662 )     (1,990 )
                           
        Effect of changes in exchange rates on cash positions   (4 )     7       6       (4 )     2  
        Increase (decrease) in cash and cash equivalents   544       (111 )     (180 )     (570 )     17  
        Cash and cash equivalents at beginning of period   2,748       2,859       4,042       3,862       3,845  
        Cash and cash equivalents at end of period   3,292       2,748       3,862       3,292       3,862  
                           
        Net cash paid during the period for:                  
        Interest   92       27       83       243       261  
        Income taxes, net of refunds   280       196       221       867       919  
        Net gain (loss) on sale of assets:                  
        Cash proceeds from the sale of assets   1       —       —       4       1  
        Book value of these assets   —       —       —       (1 )     —  
        Non-cash investing activities:                  
        Non-cash capital expenditures   161       125       266       161       266  
                           

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

        ($ in millions except share data) Three months ended   Full-year
          December 31,
        2024        		   September 29,
        2024        		   December 31,
        2023        		     2024       2023  
        GAAP Gross Profit $ 1,678     $ 1,866     $ 1,937     $ 7,119     $ 7,553  
        PPA Effects   (11 )     (12 )     (13 )     (47 )     (53 )
        Restructuring   (21 )     —       (13 )     (28 )     (11 )
        Share-based compensation   (15 )     (14 )     (14 )     (59 )     (54 )
        Other incidentals   (64 )     —       (33 )     (79 )     (91 )
        Non-GAAP Gross Profit $ 1,789     $ 1,892     $ 2,010     $ 7,332     $ 7,762  
        GAAP Gross margin   53.9 %     57.4 %     56.6 %     56.4 %     56.9 %
        Non-GAAP Gross margin   57.5 %     58.2 %     58.7 %     58.1 %     58.5 %
        GAAP Research and development $ (612 )   $ (577 )   $ (651 )   $ (2,347 )   $ (2,418 )
        Restructuring   (50 )     —       (49 )     (57 )     (59 )
        Share-based compensation   (60 )     (58 )     (55 )     (234 )     (211 )
        Other incidentals   (5 )     —       (1 )     (6 )     (5 )
        Non-GAAP Research and development $ (497 )   $ (519 )   $ (546 )   $ (2,050 )   $ (2,143 )
        GAAP Selling, general and administrative $ (323 )   $ (265 )   $ (311 )   $ (1,164 )   $ (1,159 )
        PPA effects   —       (1 )     (1 )     (2 )     (3 )
        Restructuring   (41 )     —       (22 )     (40 )     (28 )
        Share-based compensation   (42 )     (43 )     (38 )     (168 )     (146 )
        Other incidentals   (12 )     (2 )     (5 )     (45 )     (32 )
        Non-GAAP Selling, general and administrative $ (228 )   $ (219 )   $ (245 )   $ (909 )   $ (950 )
        GAAP Operating income (loss) $ 675     $ 990     $ 907     $ 3,417     $ 3,661  
        PPA effects   (39 )     (42 )     (77 )     (185 )     (356 )
        Restructuring   (112 )     —       (84 )     (125 )     (98 )
        Share-based compensation   (117 )     (115 )     (107 )     (461 )     (411 )
        Other incidentals   (122 )     (6 )     (44 )     (181 )     (136 )
        Non-GAAP Operating income (loss) $ 1,065     $ 1,153     $ 1,219     $ 4,369     $ 4,662  
        GAAP Operating margin   21.7 %     30.5 %     26.5 %     27.1 %     27.6 %
        Non-GAAP Operating margin   34.2 %     35.5 %     35.6 %     34.6 %     35.1 %
        GAAP Income tax benefit (provision) $ (77 )   $ (173 )   $ (124 )   $ (545 )   $ (523 )
        Income tax effect   87       9       54       141       170  
        Non-GAAP Income tax benefit (provision) $ (164 )   $ (182 )   $ (178 )   $ (686 )   $ (693 )
        GAAP Net income (loss) attributable to stockholders $ 495     $ 718     $ 697       2,510       2,797  
        PPA Effects   (39 )     (42 )     (77 )     (185 )     (356 )
        Restructuring   (112 )     —       (84 )     (125 )     (98 )
        Share-based compensation   (117 )     (115 )     (107 )     (461 )     (411 )
        Other incidentals   (122 )     (6 )     (44 )     (181 )     (136 )
        Other adjustments:                      
        Adjustments to financial income (expense)   (17 )     (12 )     (9 )     (43 )     (26 )
        Income tax effect   87       9       54       141       170  
        Results relating to equity-accounted investees, excluding Foundry investees1   (2 )     (6 )     (2 )     (12 )     (7 )
        Non-GAAP Net income (loss) attributable to stockholders $ 817     $ 890     $ 966     $ 3,376     $ 3,661  
                           
                           
        Additional Information:                  
        1. Refer to Table 7 below for further information regarding the results relating to equity-accounted investees.
                           
        GAAP net income (loss) per common share attributable to stockholders – diluted $ 1.93     $ 2.79     $ 2.68     $ 9.73     $ 10.70  
        PPA Effects   (0.15 )     (0.16 )     (0.30 )     (0.72 )     (1.36 )
        Restructuring   (0.44 )     —       (0.32 )     (0.48 )     (0.38 )
        Share-based compensation   (0.46 )     (0.45 )     (0.41 )     (1.79 )     (1.57 )
        Other incidentals   (0.47 )     (0.02 )     (0.17 )     (0.70 )     (0.52 )
        Other adjustments:                  
        Adjustments to financial income (expense)   (0.07 )     (0.05 )     (0.03 )     (0.17 )     (0.10 )
        Income tax effect   0.34       0.04       0.21       0.55       0.65  
        Results relating to equity-accounted investees, excluding Foundry investees1   —       (0.02 )     (0.01 )     (0.05 )     (0.03 )
        Non-GAAP net income (loss) per common share attributable to stockholders – diluted $ 3.18     $ 3.45     $ 3.71     $ 13.09     $ 14.01  
                           
                           
        Additional Information:                  
        1. Refer to Table 7 below for further information regarding the results relating to equity-accounted investees.


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

          ($ in millions) Three months ended   Full-year
            December 31,
        2024        		   September 29,
        2024        		   December 31,
        2023        		     2024       2023  
        GAAP Financial income (expense) $ (91 )   $ (82 )   $ (78 )   $ (318 )   $ (309 )
          Foreign exchange loss   3       (3 )     (6 )     (3 )     (15 )
          Other financial expense   (20 )     (9 )     (3 )     (40 )     (11 )
        Non-GAAP Financial income (expense) $ (74 )   $ (70 )   $ (69 )   $ (275 )   $ (283 )
                             

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

          ($ in millions) Three months ended   Full-year
            December 31,
        2024        		   September 29,
        2024        		   December 31,
        2023        		     2024       2023  
        GAAP Other income (expense) $ (40 )   $ (5 )   $ (5 )   $ (55 )   $ (15 )
          Other incidentals   (41 )     (4 )     (5 )     (51 )     (8 )
        Non-GAAP Other income (expense) $ 1     $ (1 )   $ —     $ (4 )   $ (7 )
                           

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

          ($ in millions) Three months ended   Full-year
            December 31,
        2024        		   September 29,
        2024        		   December 31,
        2023        		     2024       2023  
        GAAP Results relating to equity-accounted investees $ (2 )   $ (6 )   $ (2 )   $ (12 )   $ (7 )
          Results of equity-accounted investees, excluding Foundry investees1   (2 )     (6 )     (2 )     (12 )     (7 )
        Non-GAAP Results relating to equity-accounted investees $ —     $ —     $ —     $ —     $ —  
                           
        Additional Information:
        1. We adjust our results relating to equity-accounted investees for those results from investments over which NXP has significant influence, but not control, and whose business activities are not related to the core operating performance of NXP. Our equity-investments in foundry partners are part of our long-term core operating performance and accordingly those results comprise the Non-GAAP Results relating to equity-accounted investees.

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

        ($ in millions) Three months ended   Full-year
          December 31,
        2024        		   September 29,
        2024        		   December 31,
        2023        		     2024       2023  
        GAAP Net income (loss) $ 505     $ 729     $ 703     $ 2,542     $ 2,822  
        Reconciling items to EBITDA (Non-GAAP)                  
        Financial (income) expense   91       82       78       318       309  
        (Benefit) provision for income taxes   77       173       124       545       523  
        Depreciation and impairment   190       149       167       630       652  
        Amortization   69       69       102       295       454  
        EBITDA (Non-GAAP) $ 932     $ 1,202     $ 1,174     $ 4,330     $ 4,760  
        Reconciling items to adjusted EBITDA (Non-GAAP)                  
        Results of equity-accounted investees, excluding Foundry investees1   2       6       2       12       7  
        Restructuring   112       —       84       125       98  
        Share-based compensation   117       115       107       461       411  
        Other incidental items2   77       6       44       136       134  
        Adjusted EBITDA (Non-GAAP) $ 1,240     $ 1,329     $ 1,411     $ 5,064     $ 5,410  
        Trailing twelve month adjusted EBITDA (Non-GAAP) $ 5,064     $ 5,235     $ 5,410     $ 5,064     $ 5,410  
                           
        Additional Information:                  
        1. Refer to Table 7 above for further information regarding the results relating to equity-accounted investees.
        2. Excluding from total other incidental items, charges included in depreciation, amortization or impairment reconciling items:        
                   – other incidental items   45       —       —       45       2  
                           
                           
                           
        ($ in millions) Three months ended   Full-year
          December 31,
        2024        		   September 29,
        2024        		   December 31,
        2023        		     2024       2023  
        Net cash provided by (used for) operating activities $ 391     $ 779     $ 1,137     $ 2,782     $ 3,513  
        Net capital expenditures on property, plant and equipment   (99 )     (186 )     (175 )     (693 )     (826 )
        Non-GAAP free cash flow $ 292     $ 593     $ 962     $ 2,089     $ 2,687  
        Trailing twelve month non-GAAP free cash flow $ 2,089     $ 2,759     $ 2,687     $ 2,089     $ 2,687  
        Trailing twelve month non-GAAP free cash flow as percent of Revenue   17 %     21 %     20 %     17 %     20 %
                           

      The MIL Network –

  • MIL-OSI: XAI Octagon Floating Rate & Alternative Income Trust Declares its Monthly Common Shares Distribution of $0.077 per Share

    Source: GlobeNewswire (MIL-OSI)

    CHICAGO, Feb. 03, 2025 (GLOBE NEWSWIRE) — XAI Octagon Floating Rate & Alternative Income Trust (the “Trust”) has declared its regular monthly distribution of $0.077 per share on the Trust’s common shares (NYSE: XFLT), payable on March 3, 2025, to common shareholders of record as of February 18, 2025, as noted below. The amount of the distribution represents no change from the previous month’s distribution amount of $0.077 per share.

    The following dates apply to the declaration:

    Ex-Dividend Date February 18, 2025
       
    Record Date February 18, 2025
       
    Payable Date March 3, 2025
       
    Amount $0.077 per common share
       
    Change from Previous Month No change
     

    Common share distributions may be paid from net investment income (regular interest and dividends), capital gains and/or a return of capital. The specific tax characteristics of the distributions will be reported to the Trust’s common shareholders on Form 1099 after the end of the 2025 calendar year. Shareholders should not assume that the source of a distribution from the Trust is net income or profit. For further information regarding the Trust’s distributions, please visit www.xainvestments.com.

    The Trust’s net investment income and capital gain can vary significantly over time; however, the Trust seeks to maintain more stable common share monthly distributions over time. The Trust’s investments in CLOs are subject to complex tax rules and the calculation of taxable income attributed to an investment in CLO subordinated notes can be dramatically different from the calculation of income for financial reporting purposes under accounting principles generally accepted in the United States (“U.S. GAAP”), and, as a result, there may be significant differences between the Trust’s GAAP income and its taxable income. The Trust’s final taxable income for the current fiscal year will not be known until the Trust’s tax returns are filed.

    As a registered investment company, the Trust is subject to a 4% excise tax that is imposed if the Trust does not distribute to common shareholders by the end of any calendar year at least the sum of (i) 98% of its ordinary income (not taking into account any capital gain or loss) for the calendar year and (ii) 98.2% of its capital gain in excess of its capital loss (adjusted for certain ordinary losses) for a one-year period generally ending on October 31 of the calendar year (unless an election is made to use the Trust’s fiscal year). In certain circumstances, the Trust may elect to retain income or capital gain to the extent that the Board of Trustees, in consultation with Trust management, determines it to be in the interest of shareholders to do so.

    The common share distributions paid by the Trust for any particular period may be more than the amount of net investment income from that period. As a result, all or a portion of a distribution may be a return of capital, which is in effect a partial return of the amount a common shareholder invested in the Trust, up to the amount of the common shareholder’s tax basis in their common shares, which would reduce such tax basis. Although a return of capital may not be taxable, it will generally increase the common shareholder’s potential gain, or reduce the common shareholder’s potential loss, on any subsequent sale or other disposition of common shares.

    The distribution shall be paid on the Payment Date unless the payment of such distribution is deferred by the Board of Trustees upon a determination that such deferral is required in order to comply with applicable law to ensure that the Trust remains solvent and able to pay its debts as they become due and continue as a going concern, or to comply with the applicable terms or financial covenants of the Trust’s senior securities.

    Future common share distributions will be made if and when declared by the Trust’s Board of Trustees, based on a consideration of number of factors, including the Trust’s continued compliance with terms and financial covenants of its senior securities, the Trust’s net investment income, financial performance and available cash. There can be no assurance that the amount or timing of common share distributions in the future will be equal or similar to that described herein or that the Board of Trustees will not decide to suspend or discontinue the payment of common share distributions in the future.

    The investment objective of the Trust is to seek attractive total return with an emphasis on income generation across multiple stages of the credit cycle. The Trust seeks to achieve its investment objective by investing in a dynamically managed portfolio of opportunities primarily within the private credit markets. Under normal market conditions, the Trust will invest at least 80% of its Managed Assets in floating rate credit instruments and other structured credit investments. There can be no assurance that the Trust will achieve its investment objective.

    The Trust’s common shares are traded on the New York Stock Exchange under the symbol “XFLT,” and the Trust’s 6.50% Series 2026 Term Preferred Shares are traded on the New York Stock Exchange under the symbol “XFLTPRA”.

    About XA Investments

    XA Investments LLC (“XAI”) serves as the Trust’s investment adviser. XAI is a Chicago-based firm founded by XMS Capital Partners in 2016. XAI serves as the investment adviser for two listed closed-end funds and an interval closed-end fund. The listed closed-end funds, the XAI Octagon Floating Rate & Alternative Income Trust (NYSE: XFLT) and XAI Madison Equity Premium Income Fund (NYSE: MCN) both trade on the New York Stock Exchange. The interval closed-end fund, Octagon XAI CLO Income Fund (OCTIX), is newly launched and has been made widely available to investors.

    In addition to investment advisory services, the firm also provides investment fund structuring and consulting services focused on registered closed-end funds to meet institutional client needs. XAI offers custom product build and consulting services, including development and market research, sales, marketing, and fund management.

    XAI believes that the investing public can benefit from new vehicles to access a broad range of alternative investment strategies and managers. XAI provides individual investors with access to institutional-caliber alternative managers. For more information, please visit www.xainvestments.com.

    About XMS Capital Partners
    XMS Capital Partners, LLC, established in 2006, is a global, independent, financial services firm providing M&A, corporate advisory and asset management services to clients. It has offices in Chicago, Boston and London. For more information, please visit www.xmscapital.com.

    About Octagon Credit Investors
    Octagon Credit Investors, LLC (“Octagon”) serves as the Trust’s investment sub-adviser. Octagon is a 25+ year old, $33.2B below-investment grade corporate credit investment adviser focused on leveraged loan, high yield bond and structured credit (CLO debt and equity) investments. Through fundamental credit analysis and active portfolio management, Octagon’s investment team identifies attractive relative value opportunities across below-investment grade asset classes, sectors and issuers. Octagon’s investment philosophy and methodology encourage and rely upon dynamic internal communication to manage portfolio risk. Over its history, the firm has applied a disciplined, repeatable and scalable approach in its effort to generate attractive risk-adjusted returns for its investors. For more information, please visit www.octagoncredit.com.

    XAI does not provide tax advice; please consult a professional tax advisor regarding your specific tax situation. Income may be subject to state and local taxes, as well as the federal alternative minimum tax.

    Investors should consider the investment objectives and policies, risk considerations, charges and expenses of the Trust carefully before investing. For more information on the Trust, please visit the Trust’s webpage at www.xainvestments.com.

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

             
    NOT FDIC INSURED   NO BANK GUARANTEE   MAY LOSE VALUE
             

    Paralel Distributors, LLC – Distributor

    Media Contact:
    Kimberly Flynn, President
    XA Investments LLC
    Phone: 888-903-3358
    Email: KFlynn@XAInvestments.com
    www.xainvestments.com

    The MIL Network –

  • MIL-OSI: Orrstown Financial Services, Inc. Announces Appointment of Barbara Brobst to the Board of Directors

    Source: GlobeNewswire (MIL-OSI)

    HARRISBURG, Pa., Feb. 03, 2025 (GLOBE NEWSWIRE) — Orrstown Financial Services, Inc. (NASDAQ: ORRF) (the “Company”) today announced that Barbara E. Brobst has been appointed to an open position on the Boards of Directors of the Company and its principal subsidiary, Orrstown Bank, effective February 1, 2025.

    Ms. Brobst served as the Executive Vice President, Chief Human Resources Officer of the Company and the Bank from 2015 to 2022. Prior to that, she served as Senior Vice President for Human Resources of the Bank from 2011 to 2015 and Senior Vice President and Senior Trust Officer of the Bank from 2000 to 2011. Ms. Brobst is an experienced banking executive with over 40 years of experience and significant expertise in Trust, Wealth, and Investment Services, Governance, Strategic Planning, and Human Resource Management. She has extensive ties to south-central Pennsylvania, having previously served on the Board of Directors of several non-profit, charitable and professional organizations in the region.

    “Barb’s expertise in wealth management and human capital management, combined with her 40 plus years of banking experience and extensive knowledge of our south-central Pennsylvania markets, makes her a valuable resource for both our board and management team and an exceptional addition to our Board of Directors,” said Joel Zullinger, Chairman of the Board of Directors.

    About Orrstown

    With $5.4 billion in assets, Orrstown Financial Services, Inc. and its wholly-owned subsidiary, Orrstown Bank, provide a wide range of consumer and business financial services in Berks, Cumberland, Dauphin, Franklin, Lancaster, Perry, and York Counties, Pennsylvania and Anne Arundel, Baltimore, Harford, Howard, and Washington Counties, Maryland, as well as Baltimore City, Maryland. The Company’s lending area also includes adjacent counties in Pennsylvania and Maryland, as well as Loudon County, Virginia and Berkeley, Jefferson and Morgan Counties, West Virginia. Orrstown Bank is an Equal Housing Lender and its deposits are insured up to the legal maximum by the FDIC. Orrstown Financial Services, Inc.’s common stock is traded on Nasdaq (ORRF). For more information about Orrstown Financial Services, Inc. and Orrstown Bank, visit www.orrstown.com.

    For media inquiries or further information, please contact:

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

    The MIL Network –

  • MIL-OSI: DeckTrade Just Changed the Game—Introducing the AI Tool That Could Save Your Portfolio!

    Source: GlobeNewswire (MIL-OSI)

    London, UK, Feb. 03, 2025 (GLOBE NEWSWIRE) — In an era where crypto volatility is the norm, DeckTrade has officially raised the bar by launching a revolutionary AI-Powered Risk Management Tool—a feature designed not just to manage risks but to save portfolios from catastrophic losses. This groundbreaking development is more than just an update; it’s a complete game-changer for crypto traders worldwide, offering advanced predictive capabilities, real-time market insights, and automated risk mitigation strategies.

    If you’ve ever felt the sting of sudden market crashes, unexpected price drops, or emotionally driven trading mistakes, this is the tool you’ve been waiting for. DeckTrade has created a technology that doesn’t just react to the market—it predicts potential risks before they can harm your investments.

     Why This Is a Game-Changer for Crypto Traders

    The cryptocurrency market is notorious for its wild swings. Prices can soar or plummet in minutes, leaving traders vulnerable to substantial losses. Traditional risk management strategies often fall short, relying heavily on manual monitoring, delayed reactions, and emotional decision-making.

    Enter DeckTrade’s AI-Powered Risk Management Tool—an intelligent system that works 24/7, analyzing real-time data, market trends, and historical patterns to identify threats before they materialize. Unlike outdated tools that merely flag risks after the damage is done, this AI tool offers proactive protection, enabling traders to safeguard their portfolios with precision and confidence.

    What Makes DeckTrade’s AI Tool So Powerful?

    1. Predictive Risk Analysis:
      Leveraging advanced machine learning algorithms, the AI tool can forecast potential market downturns, identify volatility triggers, and anticipate price fluctuations before they happen. It’s like having a financial crystal ball—but powered by data.
    2. Real-Time Alerts:
      The system sends instant notifications when potential risks are detected, allowing traders to act swiftly. Whether it’s a sudden Bitcoin drop or an unexpected altcoin surge, you’ll be the first to know.
    3. Automated Risk Mitigation:
      Tired of watching charts 24/7? The AI tool can automatically execute stop-loss orders, adjust leverage, and even rebalance portfolios based on pre-set risk thresholds, minimizing the chance of emotional decision-making.
    4. Customizable Risk Profiles:
      Every trader is different. Whether you’re a conservative investor or an aggressive day trader, DeckTrade’s AI allows you to customize risk parameters to match your strategy and goals.
    5. Market Sentiment Analysis:
      The AI scans global news, social media trends, and market sentiment to detect external factors that could impact crypto prices—giving you an edge that no manual analysis can match.
    6. Seamless Integration:
      The tool is fully integrated into the DeckTrade platform, offering a user-friendly dashboard where traders can monitor risks, adjust settings, and review performance metrics effortlessly.

    The Cost of Ignoring Risk in Crypto Trading

    Let’s face it: Crypto is risky.
    Without proper risk management, even the most experienced traders can face devastating losses. Consider these common pitfalls:

    • Flash Crashes: In 2021, Bitcoin dropped nearly 30% in a single day, wiping out billions of dollars.
    • Emotional Trading: Fear and greed often lead to impulsive decisions, causing traders to sell low and buy high.
    • Overleveraging: Many traders get trapped by excessive leverage, amplifying losses beyond recovery.
    • Lack of Diversification: Overexposure to a single asset can be disastrous when that asset tanks unexpectedly.

    DeckTrade’s AI tool is designed to prevent these mistakes. By analyzing risks in real-time and providing actionable insights, it helps traders make informed decisions—without the emotional baggage.

    Testimonials from Australian Traders Who Are Already Benefiting

    Since its soft launch earlier this year, Australian traders have been raving about the AI-powered tool:

    • “I used to stress about overnight trades. Now, DeckTrade’s AI tool watches the market for me. It’s like having a personal risk manager on call 24/7.” — Liam P., Sydney, NSW
    • “Crypto is unpredictable, but this AI tool gives me peace of mind. I’ve avoided major losses thanks to its real-time alerts.” — Sophie T., Brisbane, QLD
    • “I was skeptical at first, but after the last Bitcoin dip, the AI’s predictive alert saved me thousands. I’ll never trade without it again.” — Daniel K., Melbourne, VIC
    • “DeckTrade’s AI doesn’t just manage risk; it helps me find opportunities. It’s like having an edge over the market.” — Emily G., Perth, WA
    • “Since using the tool, my trading has become more strategic. I’m making decisions based on data, not emotions.” — Olivia R., Adelaide, SA

    How the AI Actually Works (Simplified)

    While the backend technology is complex, here’s a simple breakdown of how DeckTrade’s AI operates:

    1. Data Collection: The AI continuously gathers data from global exchanges, financial news outlets, blockchain networks, and social media.
    2. Pattern Recognition: It identifies historical patterns that led to previous market crashes or rallies.
    3. Real-Time Analysis: The AI compares live data with historical trends to detect anomalies.
    4. Risk Scoring: Each potential threat is assigned a risk score, triggering alerts or automatic actions if thresholds are met.
    5. Learning Loop: The AI learns from every trade, constantly refining its predictive models for greater accuracy over time.

     This isn’t just a “set it and forget it” tool—it’s an adaptive system that evolves with the market, ensuring it stays effective even as trading conditions change.

    Who Can Benefit from DeckTrade’s AI Tool?

    • Beginners: Avoid common mistakes by relying on AI-driven insights.
    • Day Traders: React to market changes faster than manual analysis allows.
    • Long-Term Investors: Protect your portfolio from sudden crashes without constant monitoring.
    • High-Net-Worth Individuals: Manage large investments with sophisticated, automated risk controls.
    • Institutions: Leverage enterprise-grade risk management capabilities for institutional portfolios.

    DeckTrade Management Team Speaks Out

    “Crypto trading is no longer just about luck or timing—it’s about having the right tools. Our AI-powered risk management tool is designed to save portfolios, reduce stress, and give traders a competitive advantage. This isn’t just an update; it’s a new era for secure trading.” — DeckTrade Management Team

    Why Choose DeckTrade?

    In addition to this groundbreaking AI tool, DeckTrade offers:

    • 99.9% Uptime: Ensuring you never miss a trade due to technical issues.
    • Military-Grade Security: Protecting your data and assets with top-tier encryption.
    • Low Fees: Maximizing your profits without hidden charges.
    • Global Accessibility: Trade anytime, anywhere, on desktop or mobile.
    • Dedicated Support: A responsive customer service team ready to assist 24/7.

    Final Thoughts: Don’t Get Left Behind

    The crypto market moves fast. Traders who adapt and leverage cutting-edge tools like DeckTrade’s AI-powered risk management system will have a decisive advantage over those who don’t.

    If you’re serious about protecting your portfolio, reducing stress, and maximizing profits, this is the moment to act. The future of crypto trading isn’t just about chasing gains—it’s about managing risks intelligently.

    Your portfolio deserves more than luck. It deserves DeckTrade’s AI.

    Decktrade: https://deck-trade.co

    Disclaimer: The information provided in this press release is not a solicitation for investment, nor is it intended as investment advice, financial advice, or trading advice. It is strongly recommended you practice due diligence, including consultation with a professional financial advisor, before investing in or trading cryptocurrency and securities.

    The MIL Network –

  • MIL-OSI: Capital Southwest Announces Financial Results for Third Fiscal Quarter Ended December 31, 2024 and Announces Increase in Total Dividends to $0.64 per share for the Quarter Ending March 31, 2025

    Source: GlobeNewswire (MIL-OSI)

    DALLAS, Feb. 03, 2025 (GLOBE NEWSWIRE) — Capital Southwest Corporation (“Capital Southwest,” “CSWC” or the “Company”) (Nasdaq: CSWC), an internally managed business development company focused on providing flexible financing solutions to support the acquisition and growth of middle market businesses, today announced its financial results for the third fiscal quarter ended December 31, 2024.

    Third Quarter Fiscal Year 2025 Financial Highlights

    • Total Investment Portfolio: $1.7 billion
      • Credit Portfolio of $1.5 billion:
        • 98% 1st Lien Senior Secured Debt
        • $313.4 million in new committed credit investments during the quarter
        • Weighted Average Yield on Debt Investments: 12.1%
        • Current non-accruals with a fair value of $45.8 million, representing 2.7% of the total investment portfolio
      • Equity Portfolio of $158.8 million
        • $4.1 million in new equity co-investments during the quarter
    • Pre-Tax Net Investment Income: $30.7 million, or $0.64 per weighted average share outstanding
    • Estimated Undistributed Taxable Income (“UTI”): $0.68 per share as of December 31, 2024
    • LTM Operating Leverage: 1.6% for the quarter ended December 31, 2024
    • Dividends: Paid $0.58 per share Regular Dividend and $0.05 per share Supplemental Dividend
      • 115% LTM Pre-Tax NII Regular Dividend Coverage
      • Total Dividends for the quarter ended December 31, 2024 of $0.63 per share
    • Net Realized and Unrealized Depreciation: $13.7 million, or 0.8% of total investments at fair value
      • $12.3 million of net appreciation related to the equity portfolio
      • $26.0 million of net depreciation related to the credit portfolio
    • Balance Sheet:
      • Cash and Cash Equivalents: $36.0 million
      • Total Net Assets: $830.4 million
      • Net Asset Value (“NAV”) per Share: $16.59

    In commenting on the Company’s results, Bowen Diehl, President and Chief Executive Officer, stated, “The December quarter was an active quarter for Capital Southwest, with approximately $318 million of new committed originations. Our portfolio continued to generate significant income for our shareholders, producing $0.64 of pre-tax net investment income per share for the quarter, which outearned both our $0.58 per share regular dividend and our $0.05 per share supplemental dividend paid for the quarter. In consideration of the continued performance of our portfolio, the Board of Directors has again declared a regular dividend of $0.58 per share for the quarter ending March 31, 2025. Our Board of Directors also has declared an increase in our supplemental dividend to $0.06 per share for the quarter ending March 31, 2025, resulting in total dividends for the quarter of $0.64 per share. While future dividend declarations are at the discretion of our Board of Directors, it is our intent to continue to distribute quarterly supplemental dividends for the foreseeable future. We continued to efficiently raise equity capital during the quarter, raising over $53 million on our Equity ATM Program. In addition, during the quarter, we successfully raised $230 million of 5.125% unsecured convertible notes due 2029, which further diversified our balance sheet liability structure. Finally, we received a ‘green light’ letter from the U.S. Small Business Administration to file an application to obtain a license to operate a second SBIC subsidiary. If approved, a second SBIC license will provide Capital Southwest with access to up to an additional $175 million in cost effective debt capital.”

    Third Quarter Fiscal Year Investment Activities

    Originations

    During the quarter ended December 31, 2024, the Company originated $317.5 million in new commitments, consisting of investments in nine new portfolio companies totaling $175.2 million and add-on commitments in 20 portfolio companies totaling $142.3 million. New portfolio company investment transactions that closed during the quarter ended December 31, 2024 are summarized as follows:

    Undisclosed Portfolio Company, $32.0 million 1stLien Senior Secured Debt, $5.0 million Revolving Loan, $0.5 million Equity

    Musiker Discovery Programs, Inc., $23.0 million 1stLien Senior Secured Debt, $7.5 million Delayed Draw Term Loan, $5.0 million Revolving Loan: The company provides pre-college, enrichment, and gifted summer programs to students in grades 1-12.

    Superior Health Parent LLC, $17.5 million 1stLien Senior Secured Debt, $10.0 million Delayed Draw Term Loan, $3.0 million Revolving Loan: The company is a provider of home health and hospice services across eight agencies in Louisiana.

    Mid-Florida Endodontics Management Company, LLC, $16.1 million 1stLien Senior Secured Debt, $10.0 million Delayed Draw Term Loan, $3.0 million Revolving Loan: The company provides endodontic services, primarily focused on root canals and related examinations and retreatments.

    Undisclosed Portfolio Company, $8.0 million 1stLien Senior Secured Debt, $2.0 million Revolving Loan, $1.0 million Equity

    Red Dog Operations Holding Company LLC, $7.5 million 1stLien Senior Secured Debt, $2.0 million Revolving Loan, $1.0 million Preferred Equity: The company is a family-owned provider of boarding, daycare, grooming, and other ancillary pet services across six facilities in the Cincinnati and Boston areas.

    Cumbria Capital MSO, LLC, $5.4 million 1stLien Senior Secured Debt, $2.0 million Delayed Draw Term Loan, $1.5 million Revolving Loan: The company is a medical practice offering treatment for a variety of gastrointestinal and liver disorders.

    Undisclosed Portfolio Company, $6.7 million 1stLien Senior Secured Debt

    Undisclosed Portfolio Company, $4.0 million 1stLien Senior Secured Debt, $1.0 million Revolving Loan, $0.5 million Equity

    Prepayments and Exits

    During the quarter ended December 31, 2024, the Company received full prepayments on two debt investments totaling $26.7 million.

    Versicare Management LLC: Proceeds of $23.7 million, generating an IRR of 17.1%.

    Research Now Group, LLC: Proceeds of $2.9 million, generating an IRR of (9.6)%.

    Third Fiscal Quarter 2025 Operating Results

    For the quarter ended December 31, 2024, Capital Southwest reported total investment income of $52.0 million, compared to $48.7 million in the prior quarter. The increase in investment income was primarily attributable to an increase in prepayment and other fees received during the quarter.

    For the quarter ended December 31, 2024, total operating expenses (excluding interest expense) were $6.6 million, compared to $6.1 million in the prior quarter. The increase was primarily attributable to an increase in accrued bonus compensation in the current quarter and an increase in general and administrative expenses primarily due to the write off of deferred offering costs related to our previous shelf registration statement during the current quarter.

    For the quarter ended December 31, 2024, interest expense was $14.7 million, compared to $12.6 million in the prior quarter. The increase was primarily attributable to an increase in average debt outstanding.

    For the quarter ended December 31, 2024, total pre-tax net investment income was $30.7 million, compared to $30.0 million in the prior quarter.

    For the quarter ended December 31, 2024, there was a tax provision of $0.4 million, compared to a tax benefit of $1.2 million in the prior quarter. The benefit in the prior quarter included a $1.5 million deferred tax benefit, which is primarily attributable to an increase in the tax basis of investments held by our wholly owned subsidiary, Capital Southwest Equity Investments, Inc., due to pass-through income, resulting in a decrease in tax appreciation.

    During the quarter ended December 31, 2024, Capital Southwest recorded total net realized and unrealized losses on investments of $13.7 million, compared to $8.5 million of total net realized and unrealized losses in the prior quarter. For the quarter ended December 31, 2024, the total net realized and unrealized losses on investments reflected net realized and unrealized gains on equity investments of $12.3 million and net realized and unrealized losses on debt investments of $26.0 million. The net increase in net assets resulting from operations was $16.3 million for the quarter, compared to $22.7 million in the prior quarter.

    The Company’s NAV at both December 31, 2024 and September 30, 2024 was $16.59 per share. Increases in NAV per share are attributable to the issuance of common stock at a premium to NAV per share through the Equity ATM Program (as described below), offset by net realized and unrealized losses on investments.

    Liquidity and Capital Resources

    At December 31, 2024, Capital Southwest had approximately $36.0 million in unrestricted cash and money market balances and $376.2 million of unused capacity under the Corporate Credit Facility (as defined below) and the SPV Credit Facility (as defined below). The regulatory debt to equity ratio at the end of the quarter was 0.90 to 1.

    As of December 31, 2024, Capital Southwest had the following borrowings outstanding:

    • $190.0 million of total debt outstanding on the Corporate Credit Facility
    • $118.0 million of total debt outstanding on the SPV Credit Facility
    • $148.7 million, net of unamortized debt issuance costs, of the 3.375% Notes due October 2026
    • $70.1 million, net of unamortized debt issuance costs, of the 7.75% Notes due August 2028
    • $222.7 million, net of amortized debt issuance costs, of the 5.125% convertible notes due November 2029
    • $170.7 million, net of unamortized debt issuance costs, of SBA Debentures (as defined below)

    In August 2016, CSWC entered into a senior secured credit facility (the “Corporate Credit Facility”) to provide additional liquidity to support its investment and operational activities. Borrowings under the Corporate Credit Facility accrue interest on a per annum basis at a rate equal to the applicable SOFR rate plus 2.15%. On August 2, 2023, CSWC entered into the Third Amended and Restated Senior Secured Revolving Credit Agreement (the “Credit Agreement”) that (1) increased commitments under the Corporate Credit Facility from $400 million to $435 million; (2) added an uncommitted accordion feature that could increase the maximum commitments up to $750 million; (3) extended the end of the Corporate Credit Facility’s revolving period from August 9, 2025 to August 2, 2027 and extended the final maturity from August 9, 2026 to August 2, 2028; and (4) amended several financial covenants. On December 7, 2023, the Company entered into an Incremental Commitment and Assumption Agreement that increased the total commitments under the accordion feature of the Credit Agreement by $25 million, which increased total commitments from $435 million to $460 million. The $25 million increase was provided by one new lender, bringing the total bank syndicate to ten participants. On September 12, 2024, the Company entered into an Incremental Commitment and Assumption Agreement that increased the total commitments under the accordion feature of the Credit Agreement by $25 million, which increased total commitments from $460 million to $485 million. The $25 million increase was provided by one new lender, bringing the total bank syndicate to 11 participants.

    Capital Southwest SPV LLC (“SPV”) is a wholly owned special purpose vehicle that was formed to hold investments for the SPV Credit Facility (as defined below) to support our investment and operating activities. On March 20, 2024, SPV entered into a special purpose vehicle financing credit facility (the “SPV Credit Facility”). The SPV Credit Facility included an initial commitment of $150 million. Pursuant to the terms of the loan agreement, on June 20, 2024, total commitments automatically increased from $150 million to $200 million. The SPV Credit Facility also includes an accordion feature that allows increases up to $400 million of total commitments from new and existing lenders on the same terms and conditions as the existing commitments. Borrowings under the SPV Credit Facility bear interest at three-month Term SOFR plus 2.50% per annum during the revolving period ending on March 20, 2027 and three-month Term SOFR plus an applicable margin of 2.85% thereafter. SPV (i) paid unused commitment fees of 0.10% through April 20, 2024 and (ii) pays unused commitment fees of 0.35% thereafter, on the unused lender commitments under the SPV Credit Facility, in addition to other customary fees. Under the SPV Credit Facility, SPV also pays a utilization fee based on the amount of borrowings utilized. The SPV Credit Facility matures on March 20, 2029.

    On November 4, 2024, the Company issued $230.0 million in aggregate principal amount of 5.125% convertible notes due 2029 (the “2029 Convertible Notes”), including the underwriters’ full exercise of their option to purchase an additional $30.0 million in aggregate principal amount to cover over-allotments. The 2029 Convertible Notes bear interest at a rate of 5.125% per year, payable quarterly on February 15, May 15, August 15 and November 15 of each year, beginning on February 15, 2025. The 2029 Convertible Notes will mature on November 15, 2029, unless earlier converted, redeemed or repurchased. The conversion rate was initially 40.0000 shares of common stock per $1,000 principal amount of 2029 Convertible Notes (equivalent to an initial conversion price of $25.00 per share of common stock), subject to adjustment in some events.

    On December 9, 2024, the Company redeemed $140.0 million in aggregate principal amount of the issued and outstanding 4.50% notes due 2026 (the “January 2026 Notes”) in full. The January 2026 Notes were redeemed at 100% of their principal amount, plus the accrued and unpaid interest thereon, through, but excluding the redemption date. Accordingly, the Company recognized a realized loss on extinguishment of debt, equal to the write-off of the related unamortized debt issuance costs, of $0.4 million during the quarter ended December 31, 2024. There was no “make-whole” premium required to be paid in connection with the redemption.

    The Company has an “at-the-market” offering (the “Equity ATM Program”), pursuant to which the Company may offer and sell, from time to time through sales agents, shares of its common stock. On May 21, 2024, the Company increased the maximum amount of shares of its common stock to be sold through the Equity ATM Program from $650 million to $1 billion. During the quarter ended December 31, 2024, the Company sold 2,364,147 shares of its common stock under the Equity ATM Program at a weighted-average price of $22.68 per share, raising $53.6 million of gross proceeds. Net proceeds were $52.9 million after commissions to the sales agents on shares sold. As of December 31, 2024, the Company has $358.6 million available under the Equity ATM Program.

    On April 20, 2021, our wholly owned subsidiary, Capital Southwest SBIC I, LP (“SBIC I”), received a license from the Small Business Administration (the “SBA”) to operate as a Small Business Investment Company (“SBIC”) under Section 301(c) of the Small Business Investment Act of 1958, as amended. The SBIC license allows SBIC I to obtain leverage by issuing SBA-guaranteed debentures (“SBA Debentures”), subject to the issuance of a leverage commitment by the SBA. SBA debentures are loans issued to an SBIC that have interest payable semi-annually and a ten-year maturity. The interest rate is fixed shortly after issuance at a market-driven spread over U.S. Treasury Notes with ten-year maturities. As of December 31, 2024, SBIC I had a total leverage commitment from the SBA in the amount of $175.0 million, all of which was drawn.

    Share Repurchase Program

    On July 28, 2021, the Company’s board of directors (the “Board”) approved a share repurchase program authorizing the Company to repurchase up to $20 million of its outstanding shares of common stock in the open market at certain thresholds below its NAV per share, in accordance with guidelines specified in Rules 10b5-1(c)(1)(i)(B) and 10b-18 under the Securities Exchange Act of 1934, as amended. On August 31, 2021, the Company entered into a share repurchase agreement, which became effective immediately, and the Company will cease purchasing its common stock under the share repurchase program upon the earlier of, among other things: (1) the date on which the aggregate purchase price for all shares equals $20 million including, without limitation, all applicable fees, costs and expenses; or (2) upon written notice by the Company to the broker that the share repurchase agreement is terminated. During the quarter ended December 31, 2024, the Company did not repurchase any shares of the Company’s common stock under the share repurchase program.

    Regular Dividend of $0.58 Per Share and Supplemental Dividend of $0.06 Per Share for Quarter Ended March 31, 2025

    On January 29, 2025, the Board declared a total dividend of $0.64 per share for the quarter ending March 31, 2025, comprised of a Regular Dividend of $0.58 per share and a Supplemental Dividend of $0.06 per share.

    The Company’s dividend will be payable as follows:

    Regular Dividend
       
    Amount Per Share: $0.58
    Ex-Dividend Date: March 14, 2025
    Record Date: March 14, 2025
    Payment Date: March 31, 2025
       
    Supplemental Dividend
       
    Amount Per Share: $0.06
    Ex-Dividend Date: March 14, 2025
    Record Date: March 14, 2025
    Payment Date: March 31, 2025
       

    When declaring dividends, the Board reviews estimates of taxable income available for distribution, which may differ from net investment income under generally accepted accounting principles. The final determination of taxable income for each year, as well as the tax attributes for dividends in such year, will be made after the close of the tax year.

    Capital Southwest maintains a dividend reinvestment plan (“DRIP”) that provides for the reinvestment of dividends on behalf of its registered stockholders who hold their shares with Capital Southwest’s transfer agent and registrar, American Stock Transfer and Trust Company.  Under the DRIP, if the Company declares a dividend, registered stockholders who have opted into the DRIP by the dividend record date will have their dividend automatically reinvested into additional shares of Capital Southwest common stock. 

    Third Quarter 2025 Earnings Results Conference Call and Webcast

    Capital Southwest has scheduled a conference call on Tuesday, February 4, 2025, at 11:00 a.m. Eastern Time to discuss the third quarter 2025 financial results. You may access the call by using the Investor Relations section of Capital Southwest’s website at www.capitalsouthwest.com, or by using http://edge.media-server.com/mmc/p/viedrjap.

    An audio archive of the conference call will also be available on the Investor Relations section of Capital Southwest’s website.

    For a more detailed discussion of the financial and other information included in this press release, please refer to the Capital Southwest’s Form 10-Q for the period ended December 31, 2024 to be filed with the Securities and Exchange Commission (the “SEC”) and Capital Southwest’s Third Fiscal Quarter 2025 Earnings Presentation to be posted on the Investor Relations section of Capital Southwest’s website at www.capitalsouthwest.com.

    About Capital Southwest

    Capital Southwest Corporation (Nasdaq: CSWC) is a Dallas, Texas-based, internally managed business development company with approximately $1.7 billion in investments at fair value as of December 31, 2024. Capital Southwest is a middle market lending firm focused on supporting the acquisition and growth of middle market businesses with $5 million to $50 million investments across the capital structure, including first lien, second lien and non-control equity co-investments. As a public company with a permanent capital base, Capital Southwest has the flexibility to be creative in its financing solutions and to invest to support the growth of its portfolio companies over long periods of time.

    Forward-Looking Statements
    This press release contains historical information and forward-looking statements with respect to the business and investments of Capital Southwest, including, but not limited to, the statements about Capital Southwest’s future performance and financial performance and financial condition, Capital Southwest’s ability to continue to grow its balance sheet, the timing, form and amount of any distributions or supplemental dividends in the future, and Capital Southwest’s receipt of a second SBIC license. Receipt of a green light letter provides no assurance that the SBA will ultimately issue an SBIC license, and Capital Southwest has received no assurance or indication from the SBA as such, or of a timeframe in which it would receive its second SBIC license, should one be granted. Forward-looking statements are statements that are not historical statements and can often be identified by words such as “will,” “believe,” “expect” and similar expressions and variations or negatives of these words. These statements are based on management’s current expectations, assumptions and beliefs. They are not guarantees of future results and are subject to numerous risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statement. These risks include risks related to: changes in the markets in which Capital Southwest invests; changes in the financial, capital, and lending markets; changes in the interest rate environment and its impact on our business and our portfolio companies; regulatory changes; tax treatment; our ability to operate SBIC I as a small business investment company; an economic downturn and its impact on the ability of our portfolio companies to operate and the investment opportunities available to us; the impact of supply chain constraints and labor shortages on our portfolio companies; and the elevated levels of inflation and its impact on our portfolio companies and the industries in which we invests.

    Readers should not place undue reliance on any forward-looking statements and are encouraged to review Capital Southwest’s Annual Report on Form 10-K for the year ended March 31, 2024 and any subsequent filings with the SEC, including the “Risk Factors” sections therein, for a more complete discussion of the risks and other factors that could affect any forward-looking statements. Except as required by the federal securities laws, Capital Southwest does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changing circumstances or any other reason after the date of this press release.

    Investor Relations Contact:

    Michael S. Sarner, Chief Financial Officer
    214-884-3829

     
    CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES
    (In thousands, except shares and per share data)
           
      December 31,   March 31,
        2024       2024  
      (Unaudited)    
    Assets      
    Investments at fair value:      
    Non-control/Non-affiliate investments (Cost: $1,481,051 and $1,276,690, respectively) $ 1,471,215     $ 1,286,355  
    Affiliate investments (Cost: $223,612 and $200,013, respectively)   221,044       190,206  
    Control investments (Cost: $8,619 and $0, respectively)   9,027       —  
    Total investments (Cost: $1,713,282 and $1,476,703, respectively)   1,701,286       1,476,561  
    Cash and cash equivalents   36,013       32,273  
    Receivables:      
    Dividends and interest   28,237       22,928  
    Escrow   —       16  
    Other   4,056       7,276  
    Income tax receivable   668       336  
    Debt issuance costs (net of accumulated amortization of $9,685 and $7,741, respectively)   9,938       10,928  
    Other assets   8,867       6,440  
    Total assets $ 1,789,065     $ 1,556,758  
           
    Liabilities      
    SBA Debentures (net of $4,279 and $4,305, respectively, of unamortized debt issuance costs) $ 170,721     $ 148,695  
    January 2026 Notes (net of $0 and $612, respectively, of unamortized debt issuance costs)   —       139,388  
    October 2026 Notes (net of $1,346 and $1,923, respectively, of unamortized debt issuance costs)   148,654       148,077  
    August 2028 Notes (net of $1,800 and $2,182, respectively, of unamortized debt issuance costs)   70,075       69,693  
    2029 Convertible Notes (net of $7,256 and $0, respectively, of unamortized debt issuance costs)   222,744       —  
    Credit Facilities   308,000       265,000  
    Other liabilities   20,993       17,381  
    Accrued restoration plan liability   556       570  
    Income tax payable   1,251       281  
    Deferred tax liability   15,629       11,997  
    Total liabilities   958,623       801,082  
           
    Commitments and contingencies (Note 11)      
           
    Net Assets      
    Common stock, $0.25 par value: authorized, 75,000,000 shares at December 31, 2024 and March 31, 2024; issued, 50,051,332 shares at December 31, 2024 and 45,050,759 shares at March 31, 2024   12,513       11,263  
    Additional paid-in capital   903,513       796,945  
    Total distributable (loss) earnings   (85,584 )     (52,532 )
    Total net assets   830,442       755,676  
    Total liabilities and net assets $ 1,789,065     $ 1,556,758  
    Net asset value per share (50,051,332 shares outstanding at December 31, 2024 and 45,050,759 shares outstanding at March 31, 2024) $ 16.59     $ 16.77  
                   
                   
     
    CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF OPERATIONS
    (Unaudited)
    (In thousands, except shares and per share data)
                   
      Three Months Ended   Nine Months Ended
      December 31,   December 31,
        2024       2023       2024       2023  
    Investment income:              
    Interest income:              
    Non-control/Non-affiliate investments $ 37,789     $ 33,627     $ 114,346     $ 97,924  
    Affiliate investments   4,767       4,214       14,253       12,691  
    Control investments   333       —       975       —  
    Payment-in-kind interest income:              
    Non-control/Non-affiliate investments   2,717       3,452       7,025       5,329  
    Affiliate investments   529       621       1,670       1,926  
    Dividend income:              
    Non-control/Non-affiliate investments   586       2,447       3,525       3,233  
    Affiliate investments   —       96       51       187  
    Control investments   —       2,129       —       6,439  
    Fee income:              
    Non-control/Non-affiliate investments   3,671       1,655       6,589       2,949  
    Affiliate investments   525       115       1,443       632  
    Control investments   8       17       75       62  
    Other income   1,048       193       2,081       332  
    Total investment income   51,973       48,566       152,033       131,704  
    Operating expenses:              
    Compensation   2,388       3,919       7,844       8,762  
    Share-based compensation   1,544       1,188       4,306       3,387  
    Interest   14,717       11,473       39,751       31,635  
    Professional fees   998       919       3,450       2,863  
    General and administrative   1,643       1,301       4,699       3,877  
    Total operating expenses   21,290       18,800       60,050       50,524  
    Income before taxes   30,683       29,766       91,983       81,180  
    Federal income, excise and other taxes   474       392       1,016       841  
    Deferred taxes   (107 )     515       627       (270 )
    Total income tax provision   367       907       1,643       571  
    Net investment income $ 30,316     $ 28,859     $ 90,340     $ 80,609  
    Realized (loss) gain              
    Non-control/Non-affiliate investments $ (12,889 )   $ (7,849 )   $ (22,374 )   $ (13,445 )
    Affiliate investments   84       —       251       (6,503 )
    Control investments   —       —       (260 )     —  
    Income tax benefit (provision)   —       7       —       (286 )
    Total net realized (loss) gain on investments, net of tax   (12,805 )     (7,842 )     (22,383 )     (20,234 )
    Net unrealized (depreciation) appreciation on investments              
    Non-control/Non-affiliate investments   (5,229 )     8,569       (19,455 )     4,648  
    Affiliate investments   7,745       (6,829 )     7,193       1,302  
    Control investments   (354 )     778       408       2,944  
    Income tax (provision) benefit   (3,009 )     (51 )     (2,720 )     1,012  
    Total net unrealized (depreciation) appreciation on investments, net of tax   (847 )     2,467       (14,574 )     9,906  
    Net realized and unrealized (losses) gains on investments   (13,652 )     (5,375 )     (36,957 )     (10,328 )
    Realized loss on extinguishment of debt   (387 )     —       (387 )     (361 )
    Realized loss on disposal of fixed assets   (9 )     —       (9 )     —  
    Net increase in net assets from operations $ 16,268     $ 23,484     $ 52,987     $ 69,920  
                   
    Pre-tax net investment income per share – basic $ 0.64     $ 0.72     $ 1.95     $ 2.05  
    Net investment income per share – basic $ 0.63     $ 0.70     $ 1.92     $ 2.04  
    Net increase in net assets from operations – diluted $ 0.34     $ 0.57     $ 1.12     $ 1.77  
    Net increase in net assets from operations – basic $ 0.34     $ 0.57     $ 1.13     $ 1.77  
    Weighted average shares outstanding – basic   48,315,228       41,513,773       47,079,617       39,610,643  
    Weighted average shares outstanding – diluted   54,121,844       41,513,773       49,022,194       39,610,643  

    The MIL Network –

  • MIL-OSI: Diamondback Energy, Inc. Announces Appointment to the Board of Directors

    Source: GlobeNewswire (MIL-OSI)

    MIDLAND, Texas, Feb. 03, 2025 (GLOBE NEWSWIRE) — Travis Stice, Chief Executive Officer and Chairman of the Board of Directors (the “Board”) of Diamondback Energy, Inc. (NASDAQ: FANG) (“Diamondback” or the “Company”), is pleased to announce that effective February 3, 2025, the Company added Darin G. Holderness to the Board of Directors.

    Mr. Holderness has over 30 years of experience in various roles of increasing responsibility in the energy sector, including, among others, founder and Chief Financial Officer of P&A Exchange LLC, an oilfield services company, Chief Financial Officer of ProPetro Holding Corp., an oilfield services company, Senior Vice President, Chief Financial Officer and Treasurer of Concho Resources, an oil and gas exploration and production company, and over nine years with KPMG LLP, where his practice focused on the energy sector. Mr. Holderness has served on the board of directors of JMR Services LLC, an oilfield services company focused on the plug and abandonment of oil and gas wells, since May 2024. Mr. Holderness also served on the board of directors of Ranger Oil Corporation from September 2016 to October 2021, including as its chairman from February 2018 to January 2021, and served on the board of directors of Rock Solid Lifestyles, Inc. from September 2016 to April 2024. Mr. Holderness graduated from Boise State University with a Bachelor of Business Administration in Accounting in 1986 and is a Certified Public Accountant.

    “Diamondback is excited to announce the addition of Darin to the Board of Directors as the fourth Board member from the Endeavor merger completed late last year.  Darin knows the Permian Basin and knows the Diamondback story well from his time spent in various roles throughout the Permian.  I am confident his skillset, particularly as a member of the audit committee, will complement the Board well,” stated Mr. Stice.

    About Diamondback Energy, Inc.

    Diamondback is an independent oil and natural gas company headquartered in Midland, Texas focused on the acquisition, development, exploration and exploitation of unconventional, onshore oil and natural gas reserves primarily in the Permian Basin in West Texas. For more information, please visit www.diamondbackenergy.com.

    Investor Contact:
    Adam Lawlis
    +1 432.221.7467
    alawlis@diamondbackenergy.com

    The MIL Network –

  • MIL-OSI: Cipher Mining Announces January 2025 Operational Update

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Feb. 03, 2025 (GLOBE NEWSWIRE) — Cipher Mining Inc. (NASDAQ:CIFR) (“Cipher” or the “Company”) today released its unaudited production and operations update for January 2025.

    Key Highlights

    Key Metrics January 2025
    BTC Mined1 219
    BTC Sold 471
    BTC Held2 1,091
    Deployed Mining Rigs 75,000
    Month End Operating Hashrate (EH/s) 13.5
    Month End Fleet Efficiency (J/TH) 18.9


    1     Includes January power sales estimates (based on current meter data and nodal prices) equivalent to 1 bitcoin (using month-end bitcoin price of $102,297) and 29 BTC mined at JV data centers representing Cipher’s ownership

    2 Includes ~325 BTC pledged as collateral

    Management Commentary for January

    Cipher continued to make progress at its Black Pearl site, nearing completion of the Phase 1 buildings, which cover more than 100,000 square feet. In addition, the Company continued discussions with potential tenants and financing partners, aligning with management’s vision to establish Cipher as a leader in HPC data center development.

    Bitcoin Production and Operations Updates for January 2025

    Cipher produced ~2191 BTC in January. As part of its regular treasury management process, Cipher sold ~471 BTC in January, ending the month with a balance of ~1,0912 BTC.

    Construction at Black Pearl site. Each of miner wings 1-3 is ~1,000 feet long and will hold approximately 13,440 mining rigs.

    About Cipher

    Cipher is focused on the development and operation of industrial-scale data centers for bitcoin mining and HPC hosting. Cipher aims to be a market leader in innovation, including in bitcoin mining growth, data center construction and as a hosting partner to the world’s largest HPC companies. To learn more about Cipher, please visit https://www.ciphermining.com/.

    Forward Looking Statements

    This press release contains certain forward-looking statements within the meaning of the federal securities laws of the United States. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Any statements made in this press release that are not statements of historical fact, such as, statements about its beliefs and expectations regarding its planned business model and strategy, its bitcoin mining and HPC data center development and management plans and objectives, are forward-looking statements and should be evaluated as such. These forward-looking statements generally are identified by the words “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “seeks,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “strategy,” “future,” “forecasts,” “opportunity,” “predicts,” “potential,” “would,” “will likely result,” “continue,” and similar expressions (including the negative versions of such words or expressions).

    These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Cipher and its management, are inherently uncertain. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: volatility in the price of Cipher’s securities due to a variety of factors, including changes in the competitive and regulated industry in which Cipher operates, Cipher’s evolving business model and strategy and efforts it may make to modify aspects of its business model or engage in various strategic initiatives, variations in performance across competitors, changes in laws and regulations affecting Cipher’s business, and the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the Securities and Exchange Commission (“SEC”), as any such factors may be updated from time to time in the Company’s other filings with the SEC, including without limitation, the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Cipher assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

    The Company maintains a dedicated investor website at https://investors.ciphermining.com/investors (“Investors’ Website”). Financial and other important information regarding the Company is routinely posted on and accessible through the Investors Website. Cipher uses its Investors’ Website as a distribution channel of material information about the Company, including through press releases, investor presentations, reports and notices of upcoming events. Cipher intends to utilize its Investors’ Website as a channel of distribution to reach public investors and as a means of disclosing material non-public information for complying with disclosure obligations under Regulation FD. In addition, you may sign up to automatically receive email alerts and other information about the Company by visiting the “Email Alerts” option under the Investors Resources section of Cipher’s Investors’ Website and submitting your email address.

    Contacts:
    Investor Contact:
    Courtney Knight
    Head of Investor Relations at Cipher Mining 
    courtney.knight@ciphermining.com

    Media Contact:
    Ryan Dicovitsky / Kendal TillDukas
    Linden Public Relations 
    CipherMining@DLPR.com

    1 Includes January power sales estimates (based on current meter data and nodal prices) equivalent to 1 bitcoin (using month-end bitcoin price of $102,297) and 29 BTC mined at JV data centers representing Cipher’s ownership

    2 Includes ~325 BTC pledged as collateral

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/6a183532-b55f-42d1-ae4d-82b3ba284880

    The MIL Network –

  • MIL-OSI: Synaptics Announces CEO Transition

    Source: GlobeNewswire (MIL-OSI)

    • Michael Hurlston Steps Down as President and CEO to Pursue Another Opportunity
    • Ken Rizvi, CFO and Senior Vice President, Appointed Interim CEO
    • Company Reports Preliminary Financial Results for Fiscal Second Quarter 2025

    SAN JOSE, Calif., Feb. 03, 2025 (GLOBE NEWSWIRE) — Synaptics® Incorporated (Nasdaq: SYNA) today announced a leadership transition under which Michael Hurlston is stepping down as President and Chief Executive Officer and as a member of the Board of Directors, effective immediately. As separately announced today, Hurlston will assume the role of CEO at Lumentum Holdings Inc.

    Synaptics’ Board of Directors has appointed Ken Rizvi, Chief Financial Officer, as Interim CEO during this transition. In addition, Nelson Chan, Chairman of the Synaptics Board, will assume the role of Executive Chairman until a new CEO is named.

    The Board has commenced a search for Synaptics’ next CEO and is in the process of engaging an executive search firm. The Board will consider both internal and external candidates.

    “On behalf of the Board of Directors, I want to thank Michael for his invaluable contributions to Synaptics over the last five years and for his dedication to transforming the company into a driving force behind innovation and growth in AI at the Edge,” said Nelson Chan. “We are deeply grateful for his leadership, and we wish him well in his future endeavors. I am confident that Ken and Synaptics’ strong leadership team will ensure seamless execution during this transition. We are well positioned to continue delivering next-generation products and solutions to our customers and advancing our strategic goals.”

    “It has been a privilege to work alongside the talented team at Synaptics, and I want to thank them for their dedication throughout this journey,” said Michael Hurlston. “I am extremely proud of Synaptics’ success, and the innovative and diversified portfolio of solutions that the company is delivering to customers around the world.”

    “Michael has left an indelible mark on the company and built a strong foundation for the next phase of our growth,” said Ken Rizvi, CFO and Interim CEO. “We have enormous opportunities ahead and I look forward to working closely with the Board and the Synaptics leadership team to execute on our growth roadmap and capitalize on the increasing demand for our products and solutions.”

    In connection with today’s announcement, Synaptics released preliminary financial results for the second quarter of fiscal 2025. The company expects fiscal Q2 revenue of $267 million. On a GAAP and non-GAAP basis, the company expects gross margin to be in line with the mid-point of the guidance provided on November 7, 2024, operating expenses to be slightly above the mid-point of the guidance, and EPS to be above the mid-point of the guidance. The guidance provided on November 7, 2024 is shown below:

           
           
      GAAP Non-GAAP
    Adjustment    		 Non-GAAP
           
    Revenue $265M ± $15M N/A N/A
           
    Gross Margin* 45.0 percent ±

    1.5 percent

    		 $23M 53.5 percent ± 1.0
    percent
           
    Operating Expense** $136M ± $4M $40M ± $2M $96M ± $2M
           
    Earnings (loss) per share*** ($0.45) ± $0.20 $1.30 $0.85 ± $0.20
           
           

    * Projected Non-GAAP gross margin excludes intangible asset amortization and share-based compensation.
    ** Projected Non-GAAP operating expense excludes share-based compensation, restructuring costs, and acquisition and integration related costs.
    *** Projected Non-GAAP earnings per share excludes share-based compensation, restructuring costs, acquisition and integration related costs, and other non-cash and Non-GAAP tax adjustments.

    Synaptics will provide further financial details when it reports second quarter fiscal 2025 results on Thursday, February 6, 2025, after the market closes. The company will host a conference call for analysts and investors at 2:00 p.m. PT (5:00 p.m. ET) during which management may discuss forward-looking information.  

    To participate on the live call, analysts and investors should pre-register at Synaptics Q2 FY2025 Earnings Call Registration.

    The preliminary financial results for the second quarter of fiscal 2025 are preliminary and are subject to completion and may change as a result of management’s continued review. Such preliminary financial results are subject to the finalization of quarter-end financial and accounting procedures. As a result, the preliminary financial results may materially differ from the actual results when they are completed and publicly disclosed.

    About Synaptics Incorporated  
    Synaptics (Nasdaq: SYNA) is driving innovation in AI at the Edge, bringing AI closer to end users and transforming how we engage with intelligent connected devices, whether at home, at work, or on the move. As a go-to partner for forward-thinking product innovators, Synaptics powers the future with its cutting-edge Synaptics Astra™ AI-Native embedded compute, Veros™ wireless connectivity, and multimodal sensing solutions. We’re making the digital experience smarter, faster, more intuitive, secure, and seamless. From touch, display, and biometrics to AI-driven wireless connectivity, video, vision, audio, speech, and security processing, Synaptics is the force behind the next generation of technology enhancing how we live, work, and play. Follow Synaptics on LinkedIn, X, and Facebook, or visit www.synaptics.com.

    Cautionary Statement Regarding Forward-Looking Statements  
    This press release contains statements that are not historical facts but rather forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements related to the company’s current expectations and projections relating to its financial condition, results of operations, including the preliminary financial results for the second quarter of fiscal 2025, plans, including the company’s search for a CEO, objectives, future performance and business. Such forward-looking statements may include words such as “expect,” “anticipate,” “intend,” “believe,” “estimate,” “plan,” “target,” “strategy,” “continue,” “may,” “will,” “should,” variations of such words, or other words and terms of similar meaning. All forward-looking statements are based upon the company’s current expectations or various assumptions. The company’s expectations and assumptions are expressed in good faith, and the company believes there is a reasonable basis for them. However, there can be no assurance that such forward-looking statements will materialize or prove to be correct as forward-looking statements are inherently subject to known and unknown risks, uncertainties and other factors which may cause actual future results, performance or achievements to differ materially from the future results, performance or achievements expressed in or implied by such forward-looking statements. Numerous risks, uncertainties and other factors may cause actual results to differ materially from those set out in the forward-looking statements, including risks related to the completion of the company’s quarter-end financial and accounting procedures, the company’s dependence on its solutions for the Core IoT and Enterprise and Automotive product applications market for a substantial portion of its revenue; the volatility of the company’s net revenue from its solutions for Core IoT and Enterprise and Automotive product applications; the company’s dependence on one or more large customers; the company’s exposure to industry downturns and cyclicality in its target markets; the company’s ability to successfully offer product solutions for new markets; the company’s expectations regarding technology and strategic investments and the anticipated timing or benefits thereof; the company’s ability to execute on its cost reduction initiatives and to achieve expected synergies and expense reductions; the company’s ability to maintain and build relationships with its customers; the company’s dependence on third parties to maintain satisfactory manufacturing yields and deliverable schedule; the company’s indemnification obligations for any third party claims; the uncertainty surrounding macroeconomic factors in the United States, and globally, impacting the supply chain environment, inflationary pressure, workforce reductions, regional instabilities and hostilities (including the conflict in the Middle East), the company’s ability to recruit and retain key personnel, and other risks as identified in the “Risk Factors,” “Management’ Discussion and Analysis of Financial Condition and Results of Operations” and “Business” sections of the company’s most recent Annual Report on Form 10-K and the company’s most recent Quarterly Report on Form 10-Q; and other risks as identified from time to time in the company’s Securities and Exchange Commission reports. For any forward-looking statements contained in this or any other document, the company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and the company assumes no obligation to update publicly or revise any forward-looking statements in light of new information or future events, except as required by law.

    Synaptics and the Synaptics logo are trademarks of Synaptics in the United States and/or other countries. All other marks are the property of their respective owners.

    For further information, please contact:  

    Investor Relations  
    Munjal Shah  
    Synaptics  
    +1-408-518-7639
    munjal.shah@synaptics.com

    Media Contact  
    Neeta Shenoy 
    Synaptics 
    +1-408-425-2654
    neeta.shenoy@synaptics.com

    The MIL Network –