Finance – Page 834 – NewzIntel.com

MIL-OSI United Kingdom: Press release: Pension reforms to go further to unlock billions to drive growth and boost working peoples’ pension pots

Source: United Kingdom – Prime Minister’s Office 10 Downing Street

Working people and businesses are set to benefit from new rules that will give more flexibility over how occupational defined benefit pension schemes are managed, as the government continues to remove blockages that are inhibiting its growth agenda that will improve lives of working people across the UK.

Prime Minister and Chancellor to tell leading CEOs that Britain is back and open for business.
Changes to pension rules will allow trapped surplus funds to be invested in the wider economy, fuelling economic growth.
Move is part of government action to remove blockages that are stopping growth – from regulation to planning processes.

Working people and businesses are set to benefit from new rules that will give more flexibility over how occupational defined benefit pension schemes are managed, as the government continues to remove blockages that are inhibiting its growth agenda that will improve lives of working people across the UK.

Hosting a meeting with leaders of Britain’s biggest businesses in the City of London today (Tuesday 28 January), the Prime Minister and the Chancellor will set out the details of changes and tell some of the country’s leading CEOs that Britain is back and open for business.

At the roundtable, the PM and Chancellor will outline how restrictions will be lifted on how well-funded, occupational defined benefit pension funds that are performing well will be able to invest their surplus funds.

This follows action taken by the government last week to bring a renewed focus on growth from some of the UK’s biggest regulators, a shake-up to legal challenges on planning applications, and new “brownfield passports” to speed up housing in commuter hotspots.

Prime Minister, Keir Starmer said:

The number one mission of my government is to secure growth, drive higher living standards for everyone, and get more money into people’s pockets.

To achieve the change our country needs requires nothing short of rewiring the economy. It needs creative reform, the removal of hurdles, and unrelenting focus. Whether it’s how public services are run, regulation or pension rules, my government will not accept the status quo. Today’s changes will unlock billions of investment, pushing forward in delivering my Plan for Change.

Chancellor of the Exchequer, Rachel Reeves said:

I know this government and businesses are united on growth being the top priority for our economy, which is why I am fighting every day to tear down the biggest barriers to growth, taking on regulators, planning processes and opposition to this urgent mission.

The Prime Minister and Chancellor will tell CEOs from some of the UK’s most successful companies that that the government is seeking to create the best possible conditions for the private sector to thrive. They will promise to work in partnership with businesses, to deliver high-quality jobs across the country, and the economic growth that will fund the schools, hospitals and roads that we all rely on.

Pension trustees and the sponsoring employers could then use this money to increase the productivity of their businesses – to boost wages and drive growth or unlock more money for pension scheme members.

High growth and more productive businesses boost the size of the economy which in turn will fund our vital public services.

This more efficient approach demonstrates that the government has been listening to business, and will give businesses more flexibility, allowing trapped surplus funds to be invested into the wider UK economy, or given to scheme members as additional benefits.

Where trustees agree to share a portion of scheme surplus with a sponsoring employer, the employer may choose to invest these funds in their core business, for example to purchase equipment or supplies, and/or provide additional benefits to members of the pension scheme.

Approximately 75% of schemes are currently in surplus, worth £160 billion, but restrictions have meant that businesses have struggled to invest them.

These reforms build on the Chancellor’s Mansion House reforms which will create pension megafunds as part of the biggest set of pension reforms in decades, unlocking billions of pounds of investment in exciting new businesses and infrastructure and local projects.

Over £1.1 trillion is held by pension funds in the UK and defined contribution pension schemes are set to manage £800 billion worth of assets by the end of the decade. This Government is determined to encourage these pension funds to deliver investment and drive economic growth – which is the only way to make people better off.

Jonathan Lipkin, Director of Policy, Strategy & Innovation at the Investment Association said:

Unlocking surplus capital from defined benefit schemes has the potential to both boost UK growth by opening up investment opportunities for companies and their stakeholders, as well as the possibility of higher pensions for scheme members. With around £1.1 trillion in assets, defined benefit schemes already make a significant contribution to the funding of the UK economy and public services.

With the right guardrails in place, the government’s proposals could help channel more funding into the economy, by enabling schemes to invest more widely and take on greater risk, while allowing for members to receive an uplift to pension benefits.

Zoe Alexander, Director of Policy and Advocacy at the Pensions and Lifetime Saving Association, said:

The PLSA backs surplus release, with the right protections in place to ensure member benefits are secure. Surpluses could be used to increase DB scheme benefits or could be redirected to fund contributions to sponsoring employers’ defined contribution workplace schemes.

Lowering the legislative threshold for allowing returns of surplus could potentially encourage trustees, in conjunction with their employers, to adopt a more ambitious mindset and take on slightly riskier investment strategies for their DB assets, including greater investment in UK assets.

Patrick Heath-Lay, Chief Executive Officer for The People’s Pension, said:

It is positive news to see the government is looking at the pension industry as a whole. This will help unlock more of the £2.9trillion that is held in UK pension savings, to benefit savers and the economy alike.

We look forward to other pension schemes following our plans and outlining how they will invest in private markets.

The roundtable discussion will focus on the government’s partnership approach to growth with business, including how regulation can better support the Growth Mission, and the role of business in achieving the UK’s ambitions in AI which the Prime Minister unveiled earlier this month. Every regulator has a role to play in the Growth Mission and the Chancellor is hosting a series of roundtables with the 17 regulators that the Prime Minister wrote to in December, to discuss their proposals to support growth in the coming year.

The meeting with CEOs comes days after the Chancellor’s return from the World Economic Forum, where she pitched Britain’s investment credentials and let global business leaders know that the UK is open for business again. She championed early reforms to planning, pensions, and regulation that make it easier to do business in Britain and remove barriers investors from overseas face.

On Wednesday, the Chancellor will make a speech where she will set out plans to push through further planning reforms to get Britian building again, rip up regulatory barriers so we can encourage more investment into the UK and announcements to boost trade and investment.

The government will set out the details of the surplus policy in its response to the Options for Defined Benefits consultation, due this Spring.

Further information:

Currently DB scheme surplus can only be accessed where schemes passed a resolution by 2016, so not all schemes can access surplus even if trustees and sponsors both want to do so.
Legislative changes could enable all DB schemes to change their rules to permit surplus extraction where there is trustee-employer agreement. This allows trustees to assess the suite of options available in striking a deal with employers on how best scheme members can also benefit – linked to improving member outcomes.
Trustees have an overarching fiduciary duty to act in the best interests of their members. When considering surplus extraction, trustees must fund the scheme and invest its assets in a way that leads to members receiving their full benefits.

Published 28 January 2025

MIL OSI United Kingdom –

January 28, 2025

MIL-OSI: Purpose Investments Files Preliminary Prospectus for the World’s First Solana ETF

Source: GlobeNewswire (MIL-OSI)

TORONTO, Jan. 27, 2025 (GLOBE NEWSWIRE) — Purpose Investments Inc. (“Purpose”), the pioneer behind the world’s first Bitcoin ETF and Ether ETF, is pleased to announce that it has filed a preliminary prospectus with Canadian securities regulators for the proposed launch of Purpose Solana ETF.

The Purpose Solana ETF seeks to invest substantially all of its assets in long-term holdings of Solana and to provide holders of ETF Units with the opportunity for long-term capital appreciation.

“At Purpose, we are committed to pioneering innovation and bridging the gap between traditional and decentralized finance to unlock new opportunities for investors,” said Som Seif, founder and CEO of Purpose Investments. “We have long believed in the transformative potential of crypto and decentralized finance and have taken a thoughtful, measured approach to making these innovations accessible to investors. In 2021, we led the way with the world’s first spot Bitcoin ETF, followed shortly by the first Ether ETF. With the continued evolution of the Solana blockchain network, we believe now is the time to provide investors with direct exposure to Solana, further expanding access to this emerging digital asset ecosystem.”

“We are committed to providing investors with access to this exciting opportunity in a simple, secure, and efficient manner through the ETF structure,” added Vlad Tasevski, Chief Innovation Officer of Purpose.

About Purpose Investments Inc.

Purpose Investments is an asset management company with more than $23 billion in assets under management. Purpose Investments has an unrelenting focus on client-centric innovation and offers a range of managed and quantitative investment products. Purpose Investments is led by well-known entrepreneur Som Seif and is a division of Purpose Unlimited, an independent technology-driven financial services company.

For further information, please contact:
Keera Hart
Keera.Hart@kaiserpartners.com
905-580-1257

A preliminary simplified prospectus relating to the ETFs (the “Preliminary Prospectus”) has been filed with the Canadian securities commissions or similar authorities. You cannot buy shares of the ETFs until the relevant securities commissions or similar authorities issue receipts for the final prospectus of the ETFs. Important information about the ETFs is contained in the Preliminary Prospectus. Copies of the Preliminary Prospectus may be obtained from Purpose or at www.purposeinvest.com.

Commissions, trailing commissions, management fees, and expenses may all be associated with mutual fund investments. Please read the prospectus before investing. Mutual funds are not guaranteed; their values change frequently, and past performance may not be repeated.

The MIL Network –

January 28, 2025

MIL-OSI: Kayne Anderson Energy Infrastructure Fund Files 2024 Annual Report

Source: GlobeNewswire (MIL-OSI)

HOUSTON, Jan. 27, 2025 (GLOBE NEWSWIRE) — Kayne Anderson Energy Infrastructure Fund, Inc. (the “Company”) (NYSE: KYN) announced today that the Company’s annual report for the fiscal year ended November 30, 2024 is available online at www.kaynefunds.com. To request a hard copy of this report, free of charge, please call 877-657-3863 or email cef@kayneanderson.com.

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 –

January 28, 2025

MIL-OSI USA: Senator Marshall Joins Newsmax National Report: RFK Jr. Will Execute President Trump’s Agenda

US Senate News:

Source: United States Senator for Kansas Roger Marshall

Washington, D.C. – U.S. Senator Roger Marshall, M.D. joined Newsmax: National Report to discuss CIA Director John Ratcliffe’s recent release of declassified COVID-19 origins documents confirming the intelligence community’s long-suspected lab leak theory, as well as former President Joe Biden’s preemptive pardoning of Covid Czar Dr. Anthony Fauci. Senator Marshall has been an advocate in calling for transparency around the lab leak theory and the Biden Administration’s lack of transparency.
Additionally, Senator Marshall shared his support for President Trump’s Secretary of Health and Human Services (HHS) Nominee, Robert F. Kennedy, Jr., as he prepares for his confirmation hearings this week in the Senate Finance and Health Committees. As the leader and founder of the Senate Make America Healthy Again Caucus, Senator Marshall discussed how RFK Jr. will combat America’s chronic disease epidemic.
You may click HERE or on the image above to watch Senator Marshall’s full interview.
Highlights from Senator Marshall’s interview include:
On CIA Director John Ratcliffe Releasing Classified Covid Origin Reports:
“I think number one is this is a sign of President Trump’s more transparency model. But look, most of the evidence, the preponderance of the evidence, supports that this virus came from a lab in Wuhan China, partially funded by Dr Fauci. We’ve known that for years. Look, China’s had five years to show us some type of an intermediate species, how this virus could have came from a bat, to some type of an animal, and then to humans. We’ve known from day one that this was very suspicious.”
“This is just transparency. Promises made, promises kept. President Trump has promised that he would make everything more transparent. Here’s John Ratcliffe implementing that plan.”
On President Biden’s pre-emptive pardoning of Dr. Fauci:
“Once again, what are they hiding? And of course, he did this with the entire Biden cartel as well. He pardoned them from future charges, which is just unheard of.”
“I think there’s going to be a preponderance of evidence coming out showing that Dr. Fauci is partially responsible for the 1 million Americans that died due to COVID, that he funded the research to develop this COVID virus, and it was then accidentally leaked from a lab in Wuhan, China. It’s a horrible, horrible [precedent] for the President to do this.”
On President Trump’s Nominee for HHS Secretary, Robert F. Kennedy Jr.:
“I don’t agree with RFK Jr. on everything, but I fully support him. I think he’s absolutely going to be a game-changer. I think there’s a groundswell of people, Americans who support RFK Jr. as well – and we need those people to reach out to their senators this week as RFK Jr. goes into nomination hearings. He actually has two hearings going forward, so we need folks to reach out and say ‘this is why we support him.’”
“Look, RFK Jr. is going to execute the President’s agenda. There’s some things in the past that RFK Jr. and I disagree with, but he’s going to put those beside him and focus on making America healthy again, and that’s all President Trump’s goal is here.”
“60% of Americans have some type of a chronic disease, and mostly that’s determined by what they eat and the toxins they’re exposed to. So I’m just looking forward to working with RFK Jr. again. He’s going to be a game changer and is going to give us an opportunity to address some of these challenges. He’s going to do a great job.”

MIL OSI USA News –

January 28, 2025

MIL-OSI Security: Chief Engineer of Vessel Guilty of Obstruction and Violating Ship Pollution Prevention Laws Sentenced to 3 Months Imprisonment

Source: Office of United States Attorneys

NEW ORLEANS, LOUISIANA – United States Attorney Duane A. Evans announced that FEI WANG “WANG,” age 38, pled guilty on January 24, 2025 to violating the Act to Prevent Pollution from Ships (APPS) and for obstructing proceedings, and was sentenced during the same proceeding to 3 months in prison, 3 years of supervised release and payment of a $200 mandatory special assessment fee.

WANG, a Chinese national, was the Chief Engineer of the M/V ASL Singapore, a Chinese-owned bulk carrier registered in Liberia and engaged in trade in the United States. The ASL Singapore arrived in New Orleans on February 26, 2024. The U.S. Coast Guard conducted an inspection, which included review of the vessel’s Oil Record Books. In his plea, WANG acknowledged presenting these books to the Coast Guard knowing they contained fraudulent entries and omitted information about discharging oily bilge water directly overboard before arriving in the United States. The falsified logs were intended to conceal the fact that since at least October 2023, when WANG boarded the vessel, the crew had dumped oily bilge water overboard directly from the bilge holding tank and was not complying with international treaties regulating oil pollution from ships.

According to court documents and statements, the crew used a portable pump and flexible hose—a so-called “magic pipe”—to dispose of oily bilge water in violation of MARPOL (the International Convention for the Prevention of Pollution from Ships), and without the use of the appropriate pollution prevention equipment and monitoring. This was done prior to WANG boarding the vessel and continued while he was Chief Engineer, in charge of all engine room operations. The vessel’s Oily Water Separator was never properly used during WANG’s time as Chief Engineer.

“Today’s sentencing highlights the commitment of the Coast Guard Investigative Service (CGIS) to hold individuals accountable for violations of MARPOL, particularly in cases involving the discharge of oily waste,” stated Damon J. Youmans, Special Agent in Charge, U.S. Department of Homeland Security, Coast Guard Investigative Service, Gulf Field Office. “CGIS will continue to collaborate with our partners from the Department of Justice’s Environmental Crimes Division, the U.S. Attorney’s Office, and the United States Coast Guard, Sector New Orleans to enforce environmental laws and investigate these offenses.”

The Coast Guard Investigative Service and the EPA Criminal Investigations Division investigated the case with assistance from U.S. Coast Guard Sector New Orleans. Assistant U.S. Attorneys Christine M. Calogero of the General Crimes Unit, and G. Dall Kammer, Chief of the General Crimes Unit, are prosecuting the case.

MIL Security OSI –

January 28, 2025

MIL-OSI Security: Fort Pierce man sentenced to 20 years for production of child sexual abuse material

Source: Office of United States Attorneys

MIAMI – On Jan. 23, U.S. District Judge Robin L. Rosenberg sentenced Blaine Korbin Hulten, to 20 years imprisonment, followed by 25 years of supervised release for production of child sexual abuse material (CSAM).

According to court record, Hulten, 24, of Fort Pierce, Fla., admitted to having sex with a 13-year-old minor and a 16-year-old minor, and to recording the sex act with the 16-year-old victim. Corroborating his confession, his social media records contained conversations with both minor victims, as well as evidence that Hulten was aware both victims were under the age of 18. Social media records also showed that Hulten distributed the recording of his 16-year-old victim using the social media platform.

Acting U.S. Attorney Michael S. Davis for the Southern District of Florida, Acting Special Agent in Charge José R. Figueroa Homeland Security Investigations (HSI) Miami Field Office, and John Budensiek, Martin County Sheriff, made the announcement.

HSI Fort Pierce and Martin County Sheriff’s Office investigated the case. Assistant United States Attorney Christopher Hudock prosecuted this case.

This case was brought 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 the Criminal Division’s Child Exploitation and Obscenity Section (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 www.projectsafechildhood.gov.

Related court documents and information may be found on the website of the District Court for the Southern District of Florida at www.flsd.uscourts.gov or at http://pacer.flsd.uscourts.gov under case number 22-cr-14027.

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MIL Security OSI –

January 28, 2025

MIL-OSI Security: Rapid City Man Sentenced to 30 Years in Federal Prison for Conspiracy to Distribute a Controlled Substance Resulting in Death

Source: Office of United States Attorneys

RAPID CITY – United States Attorney Alison J. Ramsdell announced today that U.S. District Judge Karen E. Schreier has sentenced a Rapid City, South Dakota, man convicted of Conspiracy to Distribute a Controlled Substance Resulting in Death.

Curtis Cummings, age 39, was sentenced to 30 years in federal prison, followed by five years of supervised release, restitution, and a $100 special assessment to the Federal Crime Victims Fund.

Cummings was indicted by a federal grand jury in June 2023. He was found guilty following a three-day jury trial on November 7, 2024.

The conviction arose from a conspiracy to distribute fentanyl operating in Rapid City, South Dakota. Cummings and his wife, Katey McGruder, obtained large amounts of fentanyl from a source in Colorado on a weekly basis. They would bring the fentanyl back to their Rapid City home where it was further distributed by Christina Sanchez and other conspirators. On April 26, 2022, Cummings and McGruder provided fentanyl to Sanchez, who provided the fentanyl to Wyatt Nygaard. Nygaard then provided the fentanyl to the victim who overdosed and died in the parking lot of a convenience store within minutes of ingesting the fentanyl.

This case was investigated by the Unified Narcotics Enforcement Team (UNET). UNET is comprised of law enforcement from the Pennington County Sheriff’s Office, Rapid City Police Department, South Dakota Division of Criminal Investigation, South Dakota Highway Patrol, and the South Dakota National Guard.

Assistant U.S. Attorneys Meghan Dilges and Edward Tarbay prosecuted the case. Nygaard was previously sentenced to over 23 years in federal prison. McGruder and Sanchez were previously sentenced to 20 years each of federal imprisonment.

Cummings was immediately remanded to the custody of the U.S. Marshals Service following his sentencing.

MIL Security OSI –

January 28, 2025

MIL-OSI: Five Star Bancorp Announces Quarterly and Annual Results

Source: GlobeNewswire (MIL-OSI)

RANCHO CORDOVA, Calif., Jan. 27, 2025 (GLOBE NEWSWIRE) — Five Star Bancorp (Nasdaq: FSBC) (“Five Star” or the “Company”), a holding company that operates through its wholly owned banking subsidiary, Five Star Bank (the “Bank”), today reported net income of $13.3 million for the three months ended December 31, 2024, as compared to $10.9 million for the three months ended September 30, 2024 and $10.8 million for the three months ended December 31, 2023. Net income for the year ended December 31, 2024 was $45.7 million, as compared to $47.7 million for the year ended December 31, 2023.

Financial and Other Highlights

Performance highlights and other developments for the Company for the periods noted below included the following:

	Three months ended
(in thousands, except per share and share data)	December 31, 2024			September 30, 2024			December 31, 2023
Return on average assets (“ROAA”)		1.31	%		1.18	%		1.26	%
Return on average equity (“ROAE”)		13.48	%		11.31	%		15.45	%
Pre-tax income	$	19,367		$	15,241		$	15,151
Pre-tax, pre-provision income⁽¹⁾	$	20,667		$	17,991		$	15,951
Net income	$	13,317		$	10,941		$	10,799
Basic earnings per common share	$	0.63		$	0.52		$	0.63
Diluted earnings per common share	$	0.63		$	0.52		$	0.63
Weighted average basic common shares outstanding		21,182,143			21,182,143			17,175,445
Weighted average diluted common shares outstanding		21,235,318			21,232,758			17,193,114
Shares outstanding at end of period		21,319,083			21,319,583			17,256,989

	Year ended
(in thousands, except per share and share data)	December 31, 2024			December 31, 2023
ROAA		1.23	%		1.44	%
ROAE		12.72	%		17.85	%
Pre-tax income	$	64,721		$	66,616
Pre-tax, pre-provision income⁽¹⁾	$	71,671		$	70,616
Net income	$	45,671		$	47,734
Basic earnings per common share	$	2.26		$	2.78
Diluted earnings per common share	$	2.26		$	2.78
Weighted average basic common shares outstanding		20,154,385			17,166,592
Weighted average diluted common shares outstanding		20,205,440			17,187,969
Shares outstanding at end of period		21,319,083			17,256,989

⁽¹⁾ See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.

James E. Beckwith, President and Chief Executive Officer, commented:

“While we focus on the future and maintaining a position of distinction and respect in the markets we serve, we proudly look back at 2024 as another outstanding year of achievement. We experienced consistent, strong financial performance with year-over-year growth in loans and deposits, a consistent shareholder dividend, and stable net interest margin. We also continued our successful execution of our San Francisco market expansion and now have 27 employees in the San Francisco Bay Area who contributed $229.5 million in deposits from June 5, 2023 to December 31, 2024. We have managed expenses and executed on conservative underwriting practices, which are foundational to our success.

Five Star Bank consistently executes on client and community-focused initiatives, and in 2024, we received a Super Premier rating from Findley Reports, an IDC Superior rating, and a Bauer Financial rating of 5 stars (out of five). We were also awarded the prestigious 2023 Raymond James Community Bankers Cup, were among S&P Global Market Intelligence’s 2023 Top 20 Best-Performing Community banks in the nation (with assets between $3 billion and $10 billion), and were ranked fifth on the 2024 Bank Director Magazine (RankingBanking) Best U.S. Banks with assets less than $5 billion. We also received the Greater Sacramento Economic Council’s Sustainability Award recognizing a company that has supported industry growth in the Greater Sacramento region.

In 2024, our senior leadership was recognized by the Sacramento Business Journal with a C-Suite Award, a Women Who Mean Business honor, a 40 Under 40 recognition, and placement on the Power 100 list. Our senior leadership was also recognized on the San Francisco Business Times’ Newsmaker 100 list, as part of the Independent Community Bankers of America’s 40 Under 40: Emerging Community Bank Leaders, among the Association of Latino Professionals for America’s 50 Most Powerful Latinas, and with a National Association of Women Business Owners’ Sacramento Valley Outstanding Women Leaders’ Executive Woman award.

Being recognized as community leaders ensures Five Star Bank remains top of mind in the markets we serve as we continue to build-out our market presence. I am humbled and proud of our team’s accomplishments and look forward to the future.”

Financial highlights included the following:

The San Francisco Bay Area team, which increased from 24 to 27 employees during the three months ended December 31, 2024, generated deposit balances totaling $229.5 million at December 31, 2024, an increase of $40.4 million from September 30, 2024.
Cash and cash equivalents were $352.3 million, representing 9.90% of total deposits at December 31, 2024, as compared to 7.38% at September 30, 2024.
Total deposits increased by $158.0 million, or 4.65%, during the three months ended December 31, 2024, due to increases in both non-wholesale and wholesale deposits, which the Company defines as brokered deposits and public time deposits. During the three months ended December 31, 2024, non-wholesale deposits increased by $8.0 million, or 0.27%, and wholesale deposits increased by $150.0 million, or 36.59%.
Consistent, disciplined management of expenses contributed to our efficiency ratio of 41.21% for the three months ended December 31, 2024, as compared to 43.37% for the three months ended September 30, 2024.
For the three months ended December 31, 2024, net interest margin was 3.36%, as compared to 3.37% for the three months ended September 30, 2024 and 3.19% for the three months ended December 31, 2023. For the year ended December 31, 2024, net interest margin was 3.32%, as compared to 3.42% for the year ended December 31, 2023. The effective Federal Funds rate fell to 4.33% as of December 31, 2024 from 4.83% as of September 30, 2024 and 5.33% as of December 31, 2023.
Other comprehensive loss was $2.6 million during the three months ended December 31, 2024. Unrealized losses, net of tax effect, on available-for-sale securities were $12.4 million as of December 31, 2024. Total carrying value of held-to-maturity and available-for-sale securities represented 0.07% and 2.48% of total interest-earning assets, respectively, as of December 31, 2024.
The Company’s common equity Tier 1 capital ratio was 11.02% and 10.93% as of December 31, 2024 and September 30, 2024, respectively. The Bank continues to meet all requirements to be considered “well-capitalized” under applicable regulatory guidelines.
Loan and deposit growth in the three and twelve months ended December 31, 2024 was as follows:

(in thousands)	December 31, 2024		September 30, 2024		$ Change		% Change
Loans held for investment	$	3,532,686	$	3,460,565	$	72,121	2.08	%
Non-interest-bearing deposits		922,629		906,939		15,690	1.73	%
Interest-bearing deposits		2,635,365		2,493,040		142,325	5.71	%

(in thousands)	December 31, 2024		December 31, 2023		$ Change		% Change
Loans held for investment	$	3,532,686	$	3,081,719	$	450,967	14.63	%
Non-interest-bearing deposits		922,629		831,101		91,528	11.01	%
Interest-bearing deposits		2,635,365		2,195,795		439,570	20.02	%

The ratio of nonperforming loans to loans held for investment at period end decreased from 0.06% at December 31, 2023 to 0.05% at December 31, 2024.
The Company’s Board of Directors declared, and the Company subsequently paid, a cash dividend of $0.20 per share during the three months ended December 31, 2024. The Company’s Board of Directors subsequently declared another cash dividend of $0.20 per share on January 16, 2025, which the Company expects to pay on February 10, 2025 to shareholders of record as of February 3, 2025.

Summary Results

Three months ended December 31, 2024, as compared to three months ended September 30, 2024

The Company’s net income was $13.3 million for the three months ended December 31, 2024, as compared to $10.9 million for the three months ended September 30, 2024. Net interest income increased by $3.1 million, primarily due to an increase in interest income driven by a larger average balance of interest-earning assets, partially offset by an increase in interest expense due to a larger average balance of deposits, as compared to September 30, 2024. The provision for credit losses decreased by $1.5 million, reflecting adjustments to expectations for credit losses based on economic trends and forecasts in the three months ended December 31, 2024 compared to the three months ended September 30, 2024. Non-interest income increased by $0.3 million, primarily due to income received on equity investments in venture-backed funds during the three months ended December 31, 2024, combined with a loss from equity investments in venture-backed funds during the three months ended September 30, 2024. Non-interest expense increased by $0.7 million, primarily due to: (i) increased salaries and employee benefits mainly resulting from increased loan production driving higher commissions expense period-over-period; and (ii) increased advertising and promotional expenses due to a larger number of events sponsored and attended period-over-period.

Three months ended December 31, 2024, as compared to three months ended December 31, 2023

The Company’s net income was $13.3 million for the three months ended December 31, 2024, as compared to $10.8 million for the three months ended December 31, 2023. Net interest income increased by $6.8 million, primarily due to an increase in interest income driven by higher average balances and yields on loans, partially offset by an increase in interest expense due to higher average balances and rates on deposits. The provision for credit losses increased by $0.5 million, reflecting adjustments to expectations for credit losses based on economic trends and forecasts in the three months ended December 31, 2024 compared to the three months ended December 31, 2023. Non-interest income decreased by $0.3 million, primarily due to lower swap referral and rate lock fees during the three months ended December 31, 2024 compared to the same quarter of the prior year. Non-interest expense increased by $1.8 million with an increase in salaries and employee benefits related to the Company’s expansion into the San Francisco Bay Area as the leading driver.

Year ended December 31, 2024, as compared to year ended December 31, 2023

The Company’s net income was $45.7 million for the year ended December 31, 2024, as compared to $47.7 million for the year ended December 31, 2023. Net interest income increased by $8.8 million, primarily due to an increase in interest income driven by higher average balances and yields on loans, partially offset by an increase in interest expense due to higher average balances and rates on deposits. The provision for credit losses increased by $3.0 million, or 73.75%, as loan originations in the year ended December 31, 2024 were almost double those for the year ended December 31, 2023. Non-interest income decreased by $1.1 million, primarily due to lower income received on equity investments in venture-backed funds during the year ended December 31, 2024 than during the year ended December 31, 2023. Non-interest expense increased by $6.7 million with an increase in salaries and employee benefits related to the Company’s expansion into the San Francisco Bay Area as the leading driver.

The following is a summary of the components of the Company’s operating results and performance ratios for the periods indicated:

	Three months ended
(in thousands, except per share data)	December 31, 2024			September 30, 2024			$ Change			% Change
Selected operating data:
Net interest income	$	33,489		$	30,386		$	3,103		10.21	%
Provision for credit losses		1,300			2,750			(1,450	)	(52.73)	%
Non-interest income		1,666			1,381			285		20.64	%
Non-interest expense		14,488			13,776			712		5.17	%
Pre-tax income		19,367			15,241			4,126		27.07	%
Provision for income taxes		6,050			4,300			1,750		40.70	%
Net income	$	13,317		$	10,941		$	2,376		21.72	%
Earnings per common share:
Basic	$	0.63		$	0.52		$	0.11		21.15	%
Diluted	$	0.63		$	0.52		$	0.11		21.15	%
Performance and other financial ratios:
ROAA		1.31	%		1.18	%
ROAE		13.48	%		11.31	%
Net interest margin		3.36	%		3.37	%
Cost of funds		2.65	%		2.72	%
Efficiency ratio		41.21	%		43.37	%

	Three months ended
(in thousands, except per share data)	December 31, 2024			December 31, 2023			$ Change			% Change
Selected operating data:
Net interest income	$	33,489		$	26,678		$	6,811		25.53	%
Provision for credit losses		1,300			800			500		62.50	%
Non-interest income		1,666			1,936			(270	)	(13.95)	%
Non-interest expense		14,488			12,663			1,825		14.41	%
Pre-tax income		19,367			15,151			4,216		27.83	%
Provision for income taxes		6,050			4,352			1,698		39.02	%
Net income	$	13,317		$	10,799		$	2,518		23.32	%
Earnings per common share:
Basic	$	0.63		$	0.63		$	—		—	%
Diluted	$	0.63		$	0.63		$	—		—	%
Performance and other financial ratios:
ROAA		1.31	%		1.26	%
ROAE		13.48	%		15.45	%
Net interest margin		3.36	%		3.19	%
Cost of funds		2.65	%		2.50	%
Efficiency ratio		41.21	%		44.25	%

	Year ended
(in thousands, except per share data)	December 31, 2024			December 31, 2023			$ Change			% Change
Selected operating data:
Net interest income	$	119,711		$	110,880		$	8,831		7.96	%
Provision for credit losses		6,950			4,000			2,950		73.75	%
Non-interest income		6,453			7,511			(1,058	)	(14.09)	%
Non-interest expense		54,493			47,775			6,718		14.06	%
Pre-tax income		64,721			66,616			(1,895	)	(2.84)	%
Provision for income taxes		19,050			18,882			168		0.89	%
Net income	$	45,671		$	47,734		$	(2,063	)	(4.32)	%
Earnings per common share:
Basic	$	2.26		$	2.78		$	(0.52	)	(18.71)	%
Diluted	$	2.26		$	2.78		$	(0.52	)	(18.71)	%
Performance and other financial ratios:
ROAA		1.23	%		1.44	%
ROAE		12.72	%		17.85	%
Net interest margin		3.32	%		3.42	%
Cost of funds		2.64	%		2.10	%
Efficiency ratio		43.19	%		40.35	%

Balance Sheet Summary

(in thousands)	December 31, 2024		December 31, 2023		$ Change			% Change
Selected financial condition data:
Total assets	$	4,053,278	$	3,593,125	$	460,153		12.81	%
Cash and cash equivalents		352,343		321,576		30,767		9.57	%
Total loans held for investment		3,532,686		3,081,719		450,967		14.63	%
Total investments		100,914		111,160		(10,246	)	(9.22)	%
Total liabilities		3,656,654		3,307,351		349,303		10.56	%
Total deposits		3,557,994		3,026,896		531,098		17.55	%
Subordinated notes, net		73,895		73,749		146		0.20	%
Total shareholders’ equity		396,624		285,774		110,850		38.79	%

Insured and collateralized deposits were approximately $2.4 billion, representing 66.92% of total deposits as of December 31, 2024. Net uninsured and uncollateralized deposits were approximately $1.2 billion as of December 31, 2024.
Commercial and consumer deposit accounts constituted 77.00% of total deposits. Deposit relationships of greater than $5 million represented 61.13% of total deposits and had an average age of approximately 9.28 years as of December 31, 2024.
Cash and cash equivalents as of December 31, 2024 were $352.3 million, representing 9.90% of total deposits at December 31, 2024, as compared to 10.62% as of December 31, 2023.
Total liquidity (consisting of cash and cash equivalents and unused and immediately available borrowing capacity as set forth below) was approximately $1.9 billion as of December 31, 2024.

	December 31, 2024
(in thousands)	Line of Credit		Letters of Credit Issued		Borrowings		Available
Federal Home Loan Bank of San Francisco (“FHLB”) advances	$	1,212,209	$	701,500	$	—	$	510,709
Federal Reserve Discount Window		862,136		—		—		862,136
Correspondent bank lines of credit		175,000		—		—		175,000
Cash and cash equivalents		—		—		—		352,343
Total	$	2,249,345	$	701,500	$	—	$	1,900,188

The increase in total assets from December 31, 2023 to December 31, 2024 was primarily due to a $451.0 million increase in total loans held for investment and a $30.8 million increase in cash and cash equivalents, partially offset by a $10.2 million decrease in investments. The $451.0 million increase in total loans held for investment between December 31, 2023 and December 31, 2024 was the result of $1.1 billion in loan originations, partially offset by $263.0 million and $423.0 million in loan payoffs and paydowns, respectively. The $451.0 million increase in total loans held for investment included $281.4 million in purchased loans within the consumer concentration of the loan portfolio. The $30.8 million increase in cash and cash equivalents primarily resulted from net cash inflows related to financing and operating activities of $425.7 million and $52.3 million, respectively, partially offset by net cash outflows related to investing activities of $447.3 million.

The increase in total liabilities from December 31, 2023 to December 31, 2024 was primarily attributable to an increase in deposits of $531.1 million, partially offset by a decrease in other borrowings of $170.0 million. The $531.1 million increase in deposits was largely due to increases in money market, time, and non-interest-bearing demand deposits of $242.9 million, $203.6 million, and $91.5 million, respectively, partially offset by decreases in interest-bearing demand and savings deposits of $5.1 million and $1.8 million, respectively.

The increase in total shareholders’ equity from December 31, 2023 to December 31, 2024 was primarily a result of $80.9 million of additional common stock issued during the year and net income recognized of $45.7 million, partially offset by $16.2 million in cash dividends paid during the period.

Net Interest Income and Net Interest Margin

The following is a summary of the components of net interest income for the periods indicated:

	Three months ended
(in thousands)	December 31, 2024			September 30, 2024			$ Change		% Change
Interest and fee income	$	57,745		$	52,667		$	5,078	9.64	%
Interest expense		24,256			22,281			1,975	8.86	%
Net interest income	$	33,489		$	30,386		$	3,103	10.21	%
Net interest margin		3.36	%		3.37	%

	Three months ended
(in thousands)	December 31, 2024			December 31, 2023			$ Change		% Change
Interest and fee income	$	57,745		$	46,180		$	11,565	25.04	%
Interest expense		24,256			19,502			4,754	24.38	%
Net interest income	$	33,489		$	26,678		$	6,811	25.53	%
Net interest margin		3.36	%		3.19	%

	Year ended
(in thousands)	December 31, 2024			December 31, 2023			$ Change		% Change
Interest and fee income	$	206,951		$	174,382		$	32,569	18.68	%
Interest expense		87,240			63,502			23,738	37.38	%
Net interest income	$	119,711		$	110,880		$	8,831	7.96	%
Net interest margin		3.32	%		3.42	%

The following table shows the components of net interest income and net interest margin for the quarterly periods indicated:

	Three months ended
	December 31, 2024						September 30, 2024						December 31, 2023
(in thousands)	Average Balance		Interest Income/Expense		Yield/Rate		Average Balance		Interest Income/Expense		Yield/Rate		Average Balance		Interest Income/Expense		Yield/Rate
Assets
Interest-earning deposits in banks	$	363,828	$	4,335	4.74	%	$	126,266	$	1,657	5.22	%	$	157,775	$	2,100	5.28	%
Investment securities		103,930		607	2.33	%		106,256		620	2.32	%		106,483		651	2.43	%
Loans held for investment and sale		3,498,109		52,803	6.01	%		3,354,050		50,390	5.98	%		3,055,042		43,429	5.64	%
Total interest-earning assets		3,965,867		57,745	5.79	%		3,586,572		52,667	5.84	%		3,319,300		46,180	5.52	%
Interest receivable and other assets, net		91,736						91,965						80,360
Total assets	$	4,057,603					$	3,678,537					$	3,399,660

Liabilities and shareholders’ equity
Interest-bearing transaction accounts	$	298,518	$	1,249	1.66	%	$	302,188	$	1,237	1.63	%	$	291,967	$	1,091	1.48	%
Savings accounts		127,298		887	2.77	%		124,851		979	3.12	%		130,915		891	2.70	%
Money market accounts		1,596,116		13,520	3.37	%		1,578,244		14,688	3.70	%		1,347,111		10,824	3.19	%
Time accounts		617,596		7,438	4.79	%		326,640		4,172	5.08	%		417,434		5,322	5.06	%
Subordinated notes and other borrowings		73,872		1,162	6.25	%		76,988		1,205	6.23	%		88,401		1,374	6.16	%
Total interest-bearing liabilities		2,713,400		24,256	3.56	%		2,408,911		22,281	3.68	%		2,275,828		19,502	3.40	%
Demand accounts		921,881						852,872						821,651
Interest payable and other liabilities		29,234						32,062						24,886
Shareholders’ equity		393,088						384,692						277,295
Total liabilities & shareholders’ equity	$	4,057,603					$	3,678,537					$	3,399,660

Net interest spread					2.23	%					2.16	%					2.12	%
Net interest income/margin			$	33,489	3.36	%			$	30,386	3.37	%			$	26,678	3.19	%

Net interest income during the three months ended December 31, 2024 increased $3.1 million, or 10.21%, to $33.5 million compared to $30.4 million during the three months ended September 30, 2024. Net interest margin totaled 3.36% for the three months ended December 31, 2024, a decrease of one basis point compared to the prior quarter. The increase in net interest income is primarily attributable to an additional $5.1 million in interest income due to a $379.3 million, or 10.58%, increase in the average balance of interest-earning assets during the three months ended December 31, 2024 compared to the prior quarter. The increase in interest income was partially offset by a $2.0 million increase in deposit interest expense due to a $376.6 million, or 11.83%, increase in the average balance of deposits during the three months ended December 31, 2024 compared to the prior quarter.

As compared to the three months ended December 31, 2023, net interest income increased $6.8 million, or 25.53%, to $33.5 million compared to $26.7 million. Net interest margin totaled 3.36% for the three months ended December 31, 2024, an increase of 17 basis points compared to the same quarter of the prior year. The increase in net interest income is primarily attributable to an additional $9.4 million in loan interest income due to a $443.1 million, or 14.50%, increase in the average balance of loans and a 37 basis point improvement in the average yield on loans during the three months ended December 31, 2024 compared to the same quarter of the prior year. The increase in interest income was partially offset by a $5.0 million increase in deposit interest expense due to a $552.3 million, or 18.36%, increase in the average balance of deposits and a 19 basis point increase in the average cost of deposits during the three months ended December 31, 2024 compared to the same quarter of the prior year.

The following table shows the components of net interest income and net interest margin for the annual periods indicated:

	Year ended
	December 31, 2024						December 31, 2023
(in thousands)	Average Balance		Interest Income/Expense		Yield/Rate		Average Balance		Interest Income/Expense		Yield/Rate
Assets
Interest-earning deposits in banks	$	218,156	$	11,080	5.08	%	$	184,103	$	9,069	4.93	%
Investment securities		106,289		2,530	2.38	%		113,515		2,600	2.29	%
Loans held for investment and sale		3,283,874		193,341	5.89	%		2,947,603		162,713	5.52	%
Total interest-earning assets		3,608,319		206,951	5.74	%		3,245,221		174,382	5.37	%
Interest receivable and other assets, net		90,061						75,741
Total assets	$	3,698,380					$	3,320,962

Liabilities and shareholders’ equity
Interest-bearing transaction accounts	$	298,137	$	4,716	1.58	%	$	312,944	$	3,321	1.06	%
Savings accounts		124,208		3,584	2.89	%		140,060		3,073	2.19	%
Money market accounts		1,533,405		53,750	3.51	%		1,263,539		33,932	2.69	%
Time accounts		412,007		20,348	4.94	%		372,557		17,535	4.71	%
Subordinated notes and other borrowings		77,335		4,842	6.26	%		93,279		5,641	6.05	%
Total interest-bearing liabilities		2,445,092		87,240	3.57	%		2,182,379		63,502	2.91	%
Demand accounts		858,789						844,057
Interest payable and other liabilities		35,331						27,127
Shareholders’ equity		359,168						267,399
Total liabilities & shareholders’ equity	$	3,698,380					$	3,320,962

Net interest spread					2.17	%					2.46	%
Net interest income/margin			$	119,711	3.32	%			$	110,880	3.42	%

Net interest income during the year ended December 31, 2024 increased $8.8 million, or 7.96%, to $119.7 million compared to $110.9 million during the year ended December 31, 2023. Net interest margin totaled 3.32% for the year ended December 31, 2024, a decrease of 10 basis points compared to the prior year. The increase in net interest income is primarily attributable to an additional $30.6 million in loan interest income due to a $336.3 million, or 11.41%, increase in the average balance of loans and a 37 basis point improvement in the average yield on loans as compared to the prior year. The increase in interest income was partially offset by an additional $24.5 million in deposit interest expense due to a $293.4 million, or 10.00%, increase in the average balance of deposits and a 58 basis point increase in the average cost of deposits compared to the prior year.

Loans by Type

The following table provides loan balances, excluding deferred loan fees, by type as of December 31, 2024:

(in thousands)
Real estate:
Commercial	$	2,857,173
Commercial land and development		3,849
Commercial construction		111,318
Residential construction		4,561
Residential		32,774
Farmland		47,241
Commercial:
Secured		170,548
Unsecured		27,558
Consumer and other		279,584
Net deferred loan fees		(1,920	)
Total loans held for investment	$	3,532,686

Interest-bearing Deposits

The following table provides interest-bearing deposit balances by type as of December 31, 2024:

(in thousands)
Interest-bearing demand accounts	$	315,217
Money market accounts		1,525,293
Savings accounts		124,702
Time accounts		670,153
Total interest-bearing deposits	$	2,635,365

Asset Quality

Allowance for Credit Losses

At December 31, 2024, the Company’s allowance for credit losses was $37.8 million, as compared to $34.4 million at December 31, 2023. The $3.4 million increase in the allowance is due to a $7.5 million provision for credit losses recorded during the twelve months ended December 31, 2024, partially offset by net charge-offs of $4.1 million, mainly attributable to commercial and industrial loans, during the same period.

The Company’s ratio of nonperforming loans to loans held for investment decreased from 0.06% at December 31, 2023 to 0.05% at December 31, 2024. Loans designated as watch increased from $39.6 million to $123.4 million between December 31, 2023 and December 31, 2024. Loans designated as substandard increased from $2.0 million to $2.6 million between December 31, 2023 and December 31, 2024. There were no loans with doubtful risk grades at December 31, 2024 or December 31, 2023.

A summary of the allowance for credit losses by loan class is as follows:

	December 31, 2024				December 31, 2023
(in thousands)	Amount		% of Total		Amount		% of Total
Real estate:
Commercial	$	25,864	68.44	%	$	29,015	84.27	%
Commercial land and development		78	0.21	%		178	0.52	%
Commercial construction		2,268	6.00	%		718	2.08	%
Residential construction		64	0.17	%		89	0.26	%
Residential		270	0.71	%		151	0.44	%
Farmland		607	1.61	%		399	1.16	%
		29,151	77.14	%		30,550	88.73	%
Commercial:
Secured		5,866	15.52	%		3,314	9.62	%
Unsecured		278	0.74	%		189	0.55	%
		6,144	16.26	%		3,503	10.17	%
Consumer and other		2,496	6.60	%		378	1.10	%
Total allowance for credit losses	$	37,791	100.00	%	$	34,431	100.00	%

The ratio of allowance for credit losses to loans held for investment was 1.07% at December 31, 2024, as compared to 1.12% at December 31, 2023.

Non-interest Income

The following table presents the key components of non-interest income for the periods indicated:

	Three months ended
(in thousands)	December 31, 2024		September 30, 2024		$ Change			% Change
Service charges on deposit accounts	$	179	$	165	$	14		8.48	%
Gain on sale of loans		150		306		(156	)	(50.98)	%
Loan-related fees		400		406		(6	)	(1.48)	%
FHLB stock dividends		332		327		5		1.53	%
Earnings on bank-owned life insurance		182		162		20		12.35	%
Other income		423		15		408		2,720.00	%
Total non-interest income	$	1,666	$	1,381	$	285		20.64	%

Gain on sale of loans. The decrease related primarily to an overall decline in the volume of loans sold during the three months ended December 31, 2024 compared to the three months ended September 30, 2024. During the three months ended December 31, 2024, approximately $2.0 million of loans were sold with an effective yield of 7.60%, as compared to approximately $4.4 million of loans sold with an effective yield of 7.03% during the three months ended September 30, 2024.

Other income. The increase resulted primarily from $0.3 million of income received on equity investments in venture-backed funds during the three months ended December 31, 2024, combined with a $0.1 million loss from equity investments in venture-backed funds during the three months ended September 30, 2024.

The following table presents the key components of non-interest income for the periods indicated:

	Three months ended
(in thousands)	December 31, 2024		December 31, 2023			$ Change			% Change
Service charges on deposit accounts	$	179	$	165		$	14		8.48	%
Net gain (loss) on sale of securities		—		(167	)		167		(100.00)	%
Gain on sale of loans		150		317			(167	)	(52.68)	%
Loan-related fees		400		667			(267	)	(40.03)	%
FHLB stock dividends		332		314			18		5.73	%
Earnings on bank-owned life insurance		182		155			27		17.42	%
Other income		423		485			(62	)	(12.78)	%
Total non-interest income	$	1,666	$	1,936		$	(270	)	(13.95)	%

Net gain (loss) on sale of securities. The decrease in the net loss on sale of securities related to the sale of two municipal securities with a par value of approximately $0.8 million for a loss of approximately $0.2 million during the three months ended December 31, 2023, with no sales occurring during the three months ended December 31, 2024.

Gain on sale of loans. The decrease resulted from an overall decline in the volume of loans sold during the three months ended December 31, 2024, as compared to the three months ended December 31, 2023. During the three months ended December 31, 2024, approximately $2.0 million of loans were sold with an effective yield of 7.60%, as compared to approximately $5.9 million of loans sold with an effective yield of 5.41% during the three months ended December 31, 2023.

Loan-related fees. The decrease resulted from the recognition of $0.2 million lower rate lock fees and $0.1 million lower swap referral fees during the three months ended December 31, 2024 than the three months ended December 31, 2023.

Non-interest income for the periods indicated:

	Year ended
(in thousands)	December 31, 2024		December 31, 2023			$ Change			% Change
Service charges on deposit accounts	$	721	$	575		$	146		25.39	%
Net gain (loss) on sale of securities		—		(167	)		167		(100.00)	%
Gain on sale of loans		1,274		1,952			(678	)	(34.73)	%
Loan-related fees		1,605		1,719			(114	)	(6.63)	%
FHLB stock dividends		1,320		970			350		36.08	%
Earnings on bank-owned life insurance		644		510			134		26.27	%
Other income		889		1,952			(1,063	)	(54.46)	%
Total non-interest income	$	6,453	$	7,511		$	(1,058	)	(14.09)	%

Service charges on deposit accounts. The increase resulted primarily from a $0.2 million increase in wire transfer fees recognized, partially offset by a small decrease in other fees recognized during the year ended December 31, 2024 compared to the year ended December 31, 2023.

Net gain (loss) on sale of securities. The decrease in the net loss on sale of securities resulted from the sale of two municipal securities with a par value of approximately $0.8 million for a loss of approximately $0.2 million during the year ended December 31, 2023, with no sales occurring during the year ended December 31, 2024.

Gain on sale of loans. The decrease related primarily to an overall decline in the volume of loans sold during the year ended December 31, 2024 compared to the year ended December 31, 2023. During the year ended December 31, 2024, approximately $18.3 million of loans were sold with an effective yield of 6.96%, as compared to approximately $36.5 million of loans sold with an effective yield of 5.35% during the year ended December 31, 2023.

Loan-related fees. The decrease was primarily a result of a $0.2 million net decrease in income earned from the credit card program, partially offset by a small increase in loan fee income earned on various loan types and services.

FHLB stock dividends. The increase primarily relates to a 50 basis point increase in the annualized dividend rate earned year-over-year, while the average shares outstanding remained consistent.

Earnings on bank-owned life insurance. The increase was primarily due to additional policies purchased between December 31, 2024 and December 31, 2023.

Other income. The decrease resulted primarily from $0.5 million in income received on equity investments in venture-backed funds during the year ended December 31, 2024, as compared to $1.7 million in income received on equity investments in venture-back funds during the year ended December 31, 2023.

Non-interest Expense

The following table presents the key components of non-interest expense for the periods indicated:

	Three months ended
(in thousands)	December 31, 2024		September 30, 2024		$ Change			% Change
Salaries and employee benefits	$	8,360	$	7,969	$	391		4.91	%
Occupancy and equipment		649		626		23		3.67	%
Data processing and software		1,369		1,327		42		3.17	%
Federal Deposit Insurance Corporation (“FDIC”) insurance		440		405		35		8.64	%
Professional services		774		830		(56	)	(6.75)	%
Advertising and promotional		752		584		168		28.77	%
Loan-related expenses		321		292		29		9.93	%
Other operating expenses		1,823		1,743		80		4.59	%
Total non-interest expense	$	14,488	$	13,776	$	712		5.17	%

Salaries and employee benefits. The increase was primarily a result of: (i) a $0.1 million increase in salaries, benefits, and bonus expense; and (ii) a $0.5 million increase in commissions expense due to higher loan production, net of purchased consumer loans. These increases were partially offset by a $0.2 million increase in loan origination costs due to higher loan production, net of purchased consumer loans, period-over-period.

Advertising and promotional. The increase was primarily due to the timing of events sponsored and attended during the three months ended December 31, 2024 compared to the three months ended September 30, 2024.

The following table presents the key components of non-interest expense for the periods indicated:

	Three months ended
(in thousands)	December 31, 2024		December 31, 2023		$ Change		% Change
Salaries and employee benefits	$	8,360	$	7,182	$	1,178	16.40	%
Occupancy and equipment		649		583		66	11.32	%
Data processing and software		1,369		1,110		259	23.33	%
FDIC insurance		440		370		70	18.92	%
Professional services		774		658		116	17.63	%
Advertising and promotional		752		717		35	4.88	%
Loan-related expenses		321		268		53	19.78	%
Other operating expenses		1,823		1,775		48	2.70	%
Total non-interest expense	$	14,488	$	12,663	$	1,825	14.41	%

Salaries and employee benefits. The increase was primarily a result of: (i) a $1.0 million increase in salaries, benefits, and bonus expense, of which approximately $0.8 million related to employees hired to support expansion into the San Francisco Bay Area; and (ii) a $0.7 million increase in commissions expense due to higher loan production, net of purchased consumer loans. These increases were partially offset by a $0.5 million increase in loan origination costs due to higher loan production, net of purchased consumer loans, period-over-period.

Data processing and software. The increase was primarily due to: (i) increased usage of our digital banking platform; (ii) higher transaction volumes related to the increased number of loan and deposit accounts; and (iii) an increased number of licenses required for new users on our loan origination and documentation system.

Professional services. The increase was primarily due to increased audit and examination fees for services provided for the three months ended December 31, 2024 compared to the three months ended December 31, 2023.

The following table presents the key components of non-interest expense for the periods indicated:

	Year ended
(in thousands)	December 31, 2024		December 31, 2023		$ Change		% Change
Salaries and employee benefits	$	31,709	$	27,097	$	4,612	17.02	%
Occupancy and equipment		2,547		2,218		329	14.83	%
Data processing and software		5,088		4,015		1,073	26.72	%
FDIC insurance		1,635		1,557		78	5.01	%
Professional services		3,078		2,575		503	19.53	%
Advertising and promotional		2,411		2,403		8	0.33	%
Loan-related expenses		1,207		1,192		15	1.26	%
Other operating expenses		6,818		6,718		100	1.49	%
Total non-interest expense	$	54,493	$	47,775	$	6,718	14.06	%

Salaries and employee benefits. The increase was the result of: (i) a $3.5 million increase in salaries, benefits, and bonus, of which approximately $3.3 million related to employees hired to support expansion into the San Francisco Bay Area; and (ii) a $1.4 million increase in commissions paid, primarily to employees in the San Francisco Bay Area. The increase was partially offset by a $0.3 million increase in loan origination costs due to higher loan production, net of purchased consumer loans, period-over-period.

Occupancy and equipment. The increase related to rent expense for the San Francisco branch office and a new office lease to support back office staff during the year ended December 31, 2024, which did not exist for the full year ended December 31, 2023.

Data processing and software. The increase related to: (i) increased usage of our digital banking platform; (ii) higher transaction volumes related to the increased number of loan and deposit accounts; and (iii) an increased number of licenses required for new users on our loan origination and documentation system.

Professional services. The increase was due to an increase in audit, IT support, and other consulting fees for services provided for the year ended December 31, 2024 compared to the year ended December 31, 2023.

Other operating expenses. The increase is primarily related to a $0.2 million increase in IntraFi Network fees resulting from an overall increase in balances carried in the network, partially offset by a $0.1 million decrease in conference and training expenses.

Provision for Income Taxes

Three months ended December 31, 2024, as compared to the three months ended September 30, 2024

Provision for income taxes for the quarter ended December 31, 2024 increased by $1.8 million, or 40.70%, to $6.1 million, as compared to $4.3 million for the quarter ended September 30, 2024, which was primarily due to: (i) the increase in taxable income recognized during the three months ended December 31, 2024; and (ii) a $0.6 million provision to return true-up recorded during the three months ended December 31, 2024 related primarily to the timing of recognition of low income housing tax credits, which did not occur during the three months ended September 30, 2024. The effective tax rate was 31.24% and 28.21% for the three months ended December 31, 2024 and September 30, 2024, respectively.

Three months ended December 31, 2024, as compared to the three months ended December 31, 2023

Provision for income taxes increased by $1.7 million, or 39.02%, to $6.1 million for the three months ended December 31, 2024, as compared to $4.4 million for the three months ended December 31, 2023. This increase is due to: (i) the increase in taxable income for the three months ended December 31, 2024 compared to the three months ended December 31, 2023; and (ii) a $0.6 million provision to return true-up recorded during the three months ended December 31, 2024 related primarily to the timing of recognition of low income housing tax credits, which did not occur during the three months ended December 31, 2023. The effective tax rate was 31.24% and 28.72% for the three months ended December 31, 2024 and December 31, 2023, respectively.

Year ended December 31, 2024, as compared to the year ended December 31, 2023

Provision for income taxes increased by $0.2 million, or 0.89%, to $19.1 million for the year ended December 31, 2024, as compared to $18.9 million for the year ended December 31, 2023. This increase is due to a $0.6 million provision to return true-up recorded during the year ended December 31, 2024, partially offset by a decline in taxable income year-over-year. The effective tax rate was 29.43% and 28.34% for the years ended December 31, 2024 and December 31, 2023, respectively.

Webcast Details

Five Star Bancorp will host a live webcast for analysts and investors on Tuesday, January 28, 2025, at 1:00 pm ET (10:00 am PT), to discuss its fourth quarter and annual financial results. To view the live webcast, visit the “News & Events” section of the Company’s website under “Events” at https://investors.fivestarbank.com/news-events/events. The webcast will be archived on the Company’s website for a period of 90 days.

About Five Star Bancorp

Five Star is a bank holding company headquartered in Rancho Cordova, California. Five Star operates through its wholly owned banking subsidiary, Five Star Bank. The Bank has eight branches in Northern California.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of the Company’s beliefs concerning future events, business plans, objectives, expected operating results, and the assumptions upon which those statements are based. Forward-looking statements include without limitation, any statement that may predict, forecast, indicate, or imply future results, performance, or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words or phases of similar meaning. The Company cautions that the forward-looking statements are based largely on the Company’s expectations and are subject to a number of known and unknown risks and uncertainties that are subject to change based on factors which are, in many instances, beyond the Company’s control. Such forward-looking statements are based on various assumptions (some of which may be beyond the Company’s control) and are subject to risks and uncertainties, which change over time, and other factors, which could cause actual results to differ materially from those currently anticipated. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence or how they will affect the Company. If one or more of the factors affecting the Company’s forward-looking information and statements proves incorrect, then the Company’s actual results, performance, or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements contained in this press release. Therefore, the Company cautions you not to place undue reliance on the Company’s forward-looking information and statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and Quarterly Reports on Form 10-Q for the three months ended March 31, 2024, June 30, 2024, and September 30, 2024, in each case under the section entitled “Risk Factors,” and other documents filed by the Company with the Securities and Exchange Commission from time to time.

The Company disclaims any duty to revise or update the forward-looking statements, whether written or oral, to reflect actual results or changes in the factors affecting the forward-looking statements, except as specifically required by law.

Condensed Financial Data (Unaudited)

	Three months ended
(in thousands, except per share and share data)	December 31, 2024			September 30, 2024			December 31, 2023
Revenue and Expense Data
Interest and fee income	$	57,745		$	52,667		$	46,180
Interest expense		24,256			22,281			19,502
Net interest income		33,489			30,386			26,678
Provision for credit losses		1,300			2,750			800
Net interest income after provision		32,189			27,636			25,878
Non-interest income:
Service charges on deposit accounts		179			165			165
Net gain (loss) on sale of securities		—			—			(167	)
Gain on sale of loans		150			306			317
Loan-related fees		400			406			667
FHLB stock dividends		332			327			314
Earnings on bank-owned life insurance		182			162			155
Other income		423			15			485
Total non-interest income		1,666			1,381			1,936
Non-interest expense:
Salaries and employee benefits		8,360			7,969			7,182
Occupancy and equipment		649			626			583
Data processing and software		1,369			1,327			1,110
FDIC insurance		440			405			370
Professional services		774			830			658
Advertising and promotional		752			584			717
Loan-related expenses		321			292			268
Other operating expenses		1,823			1,743			1,775
Total non-interest expense		14,488			13,776			12,663
Income before provision for income taxes		19,367			15,241			15,151
Provision for income taxes		6,050			4,300			4,352
Net income	$	13,317		$	10,941		$	10,799

Comprehensive Income
Net income	$	13,317		$	10,941		$	10,799
Net unrealized holding (loss) gain on securities available-for-sale during the period		(3,747	)		3,549			5,744
Reclassification for net loss on sale of securities included in net income		—			—			167
Less: Income tax (benefit) expense related to other comprehensive (loss) income		(1,108	)		1,049			1,747
Other comprehensive (loss) income		(2,639	)		2,500			4,164
Total comprehensive income	$	10,678		$	13,441		$	14,963

Share and Per Share Data
Earnings per common share:
Basic	$	0.63		$	0.52		$	0.63
Diluted	$	0.63		$	0.52		$	0.63
Book value per share	$	18.60		$	18.29		$	16.56
Tangible book value per share⁽¹⁾	$	18.60		$	18.29		$	16.56
Weighted average basic common shares outstanding		21,182,143			21,182,143			17,175,445
Weighted average diluted common shares outstanding		21,235,318			21,232,758			17,193,114
Shares outstanding at end of period		21,319,083			21,319,583			17,256,989

Credit Quality
Allowance for credit losses to period end nonperforming loans		2,101.78	%		2,041.44	%		1,752.70	%
Nonperforming loans to loans held for investment		0.05	%		0.05	%		0.06	%
Nonperforming assets to total assets		0.05	%		0.05	%		0.05	%
Nonperforming loans plus performing loan modifications to loans held for investment		0.05	%		0.05	%		0.06	%

Selected Financial Ratios
ROAA		1.31	%		1.18	%		1.26	%
ROAE		13.48	%		11.31	%		15.45	%
Net interest margin		3.36	%		3.37	%		3.19	%
Loan to deposit		99.38	%		101.87	%		102.19	%

⁽¹⁾ See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.

	Year ended
(in thousands, except per share and share data)	December 31, 2024			December 31, 2023
Revenue and Expense Data
Interest and fee income	$	206,951		$	174,382
Interest expense		87,240			63,502
Net interest income		119,711			110,880
Provision for credit losses		6,950			4,000
Net interest income after provision		112,761			106,880
Non-interest income:
Service charges on deposit accounts		721			575
Net gain (loss) on sale of securities		—			(167	)
Gain on sale of loans		1,274			1,952
Loan-related fees		1,605			1,719
FHLB stock dividends		1,320			970
Earnings on bank-owned life insurance		644			510
Other income		889			1,952
Total non-interest income		6,453			7,511
Non-interest expense:
Salaries and employee benefits		31,709			27,097
Occupancy and equipment		2,547			2,218
Data processing and software		5,088			4,015
FDIC insurance		1,635			1,557
Professional services		3,078			2,575
Advertising and promotional		2,411			2,403
Loan-related expenses		1,207			1,192
Other operating expenses		6,818			6,718
Total non-interest expense		54,493			47,775
Income before provision for income taxes		64,721			66,616
Provision for income taxes		19,050			18,882
Net income	$	45,671		$	47,734

Comprehensive Income
Net income	$	45,671		$	47,734
Net unrealized holding (loss) gain on securities available-for-sale during the period		(858	)		2,228
Reclassification for net loss on sale of securities included in net income		—			167
Less: Income tax (benefit) expense related to other comprehensive (loss) income		(254	)		708
Other comprehensive (loss) income		(604	)		1,687
Total comprehensive income	$	45,067		$	49,421

Share and Per Share Data
Earnings per common share:
Basic	$	2.26		$	2.78
Diluted	$	2.26		$	2.78
Book value per share	$	18.60		$	16.56
Tangible book value per share⁽¹⁾	$	18.60		$	16.56
Weighted average basic common shares outstanding		20,154,385			17,166,592
Weighted average diluted common shares outstanding		20,205,440			17,187,969
Shares outstanding at end of period		21,319,083			17,256,989

Credit Quality
Allowance for credit losses to period end nonperforming loans		2,101.78	%		1,752.70	%
Nonperforming loans to loans held for investment		0.05	%		0.06	%
Nonperforming assets to total assets		0.05	%		0.05	%
Nonperforming loans plus performing loan modifications to loans held for investment		0.05	%		0.06	%

Selected Financial Ratios
ROAA		1.23	%		1.44	%
ROAE		12.72	%		17.85	%
Net interest margin		3.32	%		3.42	%
Loan to deposit		99.38	%		102.19	%

⁽¹⁾ See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.

(in thousands)	December 31, 2024			September 30, 2024			December 31, 2023
Balance Sheet Data
Cash and due from financial institutions	$	33,882		$	44,531		$	26,986
Interest-bearing deposits in banks		318,461			206,321			294,590
Time deposits in banks		4,121			4,118			5,858
Securities – available-for-sale, at fair value		98,194			104,238			108,083
Securities – held-to-maturity, at amortized cost		2,720			2,720			3,077
Loans held for sale		3,247			2,910			11,464
Loans held for investment		3,532,686			3,460,565			3,081,719
Allowance for credit losses		(37,791	)		(37,583	)		(34,431	)
Loans held for investment, net of allowance for credit losses		3,494,895			3,422,982			3,047,288
FHLB stock		15,000			15,000			15,000
Operating leases, right-of-use asset		6,245			6,590			5,284
Premises and equipment, net		1,584			1,657			1,623
Bank-owned life insurance		19,375			19,192			17,180
Interest receivable and other assets		55,554			56,745			56,692
Total assets	$	4,053,278		$	3,887,004		$	3,593,125

Non-interest-bearing deposits	$	922,629		$	906,939		$	831,101
Interest-bearing deposits		2,635,365			2,493,040			2,195,795
Total deposits		3,557,994			3,399,979			3,026,896
Subordinated notes, net		73,895			73,859			73,749
Other borrowings		—			—			170,000
Operating lease liability		6,857			7,101			5,603
Interest payable and other liabilities		17,908			16,135			31,103
Total liabilities		3,656,654			3,497,074			3,307,351

Common stock		302,531			302,251			220,505
Retained earnings		106,464			97,411			77,036
Accumulated other comprehensive loss, net of taxes		(12,371	)		(9,732	)		(11,767	)
Total shareholders’ equity		396,624			389,930			285,774
Total liabilities and shareholders’ equity	$	4,053,278		$	3,887,004		$	3,593,125

Quarterly Average Balance Data
Average loans held for investment and sale	$	3,498,109		$	3,354,050		$	3,055,042
Average interest-earning assets		3,965,867			3,586,572			3,319,300
Average total assets		4,057,603			3,678,537			3,399,660
Average deposits		3,561,409			3,184,795			3,009,078
Average total equity		393,088			384,692			277,295

Capital Ratios
Total shareholders’ equity to total assets		9.79	%		10.03	%		7.95	%
Tangible shareholders’ equity to tangible assets⁽¹⁾		9.79	%		10.03	%		7.95	%
Total capital (to risk-weighted assets)		13.99	%		13.94	%		12.30	%
Tier 1 capital (to risk-weighted assets)		11.02	%		10.93	%		9.07	%
Common equity Tier 1 capital (to risk-weighted assets)		11.02	%		10.93	%		9.07	%
Tier 1 leverage ratio		10.05	%		10.83	%		8.73	%

⁽¹⁾ See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.

Non-GAAP Reconciliation (Unaudited)

The Company uses financial information in its analysis of the Company’s performance that is not in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Company believes that these non-GAAP financial measures provide useful information to management and investors that is supplementary to the Company’s financial condition, results of operations, and cash flows computed in accordance with GAAP. However, the Company acknowledges that its non-GAAP financial measures have a number of limitations. As such, investors should not view these disclosures as a substitute for results determined in accordance with GAAP. Additionally, these non-GAAP measures are not necessarily comparable to non-GAAP financial measures that other banking companies use. Other banking companies may use names similar to those the Company uses for the non-GAAP financial measures the Company discloses, but may calculate them differently. Investors should understand how the Company and other companies each calculate their non-GAAP financial measures when making comparisons.

Tangible shareholders’ equity to tangible assets is defined as total equity less goodwill and other intangible assets, divided by total assets less goodwill and other intangible assets. The most directly comparable GAAP financial measure is total shareholders’ equity to total assets. We had no goodwill or other intangible assets at the end of any period indicated. As a result, tangible shareholders’ equity to tangible assets is the same as total shareholders’ equity to total assets at the end of each of the periods indicated.

Tangible book value per share is defined as total shareholders’ equity less goodwill and other intangible assets, divided by the outstanding number of common shares at the end of the period. The most directly comparable GAAP financial measure is book value per share. We had no goodwill or other intangible assets at the end of any period indicated. As a result, tangible book value per share is the same as book value per share at the end of each of the periods indicated.

Pre-tax, pre-provision income is defined as pre-tax income plus provision for credit losses. The most directly comparable GAAP financial measure is pre-tax income.

The following reconciliation tables provide a more detailed analysis of this non-GAAP financial measure:

	Three months ended
(in thousands)	December 31, 2024		September 30, 2024		December 31, 2023
Pre-tax, pre-provision income
Pre-tax income	$	19,367	$	15,241	$	15,151
Add: provision for credit losses		1,300		2,750		800
Pre-tax, pre-provision income	$	20,667	$	17,991	$	15,951

	Year ended
(in thousands)	December 31, 2024		December 31, 2023
Pre-tax, pre-provision income
Pre-tax income	$	64,721	$	66,616
Add: provision for credit losses		6,950		4,000
Pre-tax, pre-provision income	$	71,671	$	70,616

Investor Contact:
Heather C. Luck, Chief Financial Officer
Five Star Bancorp
(916) 626-5008
hluck@fivestarbank.com

Media Contact:
Shelley R. Wetton, Chief Marketing Officer
Five Star Bancorp
(916) 284-7827
swetton@fivestarbank.com

The MIL Network –

January 28, 2025

MIL-OSI USA: Welch Convenes Businesses, State Officials to Talk Trump’s Tariffs Threats and the Impact on Vermont’s Local Economy, Hardworking Families

US Senate News:

Source: United States Senator Peter Welch (D-Vermont)
ST. ALBANS, VT – Today, U.S. Senator Peter Welch (D-Vt.), a member of the Senate Finance Committee, convened Vermont businesses and state and local leaders for a roundtable discussion on President Trump’s threats to reignite a trade war with Canada and other U.S. trade allies by imposing dramatic tariffs on goods imported from Canada. Senator Welch advocated for a ‘Do No Harm’ policy approach and warned against imposing tariffs that get passed on to the consumer—Vermont families.
“We saw the harmful impact of the Trump Tariffs during his first term, and we can’t accept a return to that chaotic trade policy. Canada is Vermont’s biggest trading partner, and one of our most important allies nationally. Our trade relationship needs to be strong, because the success of hardworking families, businesses, farms, and manufacturers depends on it,” said Senator Welch. “President Trump’s plans are still unknown, but what we do know today is that a trade war is not the answer. We need a ‘Do No Harm’ policy. This is about jobs, and this is about the consistency Vermont businesses deserve. I’ll advocate in Washington for Vermonters, and push for open markets, which are necessary to keep our economy strong.”
Senator Welch was joined by leaders in the technology, agriculture, energy, services, construction and manufacturing industries. Participants talked about the importance of Canada as an economic partner for Vermont’s local communities, and how the proposed Trump Tariffs could be detrimental to the state’s businesses, farms, and manufacturers, leading to higher costs for hardworking families.
View photos from the event below:
Sen. Welch was joined today by the Vermont Chamber of Commerce; the Vermont Association of General Contractors; Manufacturing Solutions, Inc.; H20 Innovation; A.N. Deringer, Inc.; Poulin Grain; Green Mountain Power; Vermont State Treasurer Mike Pieciak; Brett Long, Deputy Commissioner, Vermont Department of Economic Development; and Tim Smith, Mayor, St. Albans.
Attendees at the roundtable spoke about the impact of the tariffs on their businesses and their concerns regarding President Trump’s rhetoric regarding trade since taking office last week. In many cases, Vermont manufacturers buy inputs from Canada to manufacture into products. However, the ability of Vermont’s small manufacturing businesses to absorb a 25% increase in costs on parts or raw materials is limited. If President Trump follows through on his threats of a 25% tariff on Canada and Mexico, Vermonters could see higher homebuilding costs, increased costs of grain for farmers, more expensive equipment for maple producers, and costlier electricity.
The tariffs could also further exacerbate inequalities found within the current U.S. tax system. As trade wars accelerate, some families—especially those with young children—end up being disproportionately impacted by high tariffs, as the U.S. imports 97% of clothing, and infant formulas are hit by tariffs of 17.5%.

MIL OSI USA News –

January 28, 2025

MIL-OSI Security: Boston Gang Member Pleads Guilty to Drug Conspiracies

Source: Office of United States Attorneys

BOSTON – A member of the violent Boston-based gang, H-Block, has pleaded guilty in federal court in Boston to drug conspiracy charges.

Avery Lewis, a/k/a “Wave,” 32, of Dorchester pleaded guilty on Jan. 21, 2025 to two counts of conspiracy to possess with intent to distribute cocaine and one count of possession with intent to distribute cocaine. U.S. District Court Judge Myong J. Joun scheduled sentencing for May 13, 2025.

Lewis was one of 10 H-Block gang members and associates charged in August 2024 following a multi-year investigation of H-Block beginning in 2021 in response to an uptick in gang-related drug trafficking, shootings and violence. Over 500 grams of cocaine, cocaine base (crack cocaine) and fentanyl, as well as over 20,000 doses of drug-laced paper were seized during the investigation.

According to the charging documents, the H-Block street gang is one of the most feared and influential city-wide gangs in Boston. Originally formed in the 1980s as the Humboldt Raiders in the Roxbury section of Boston, the gang re-emerged in the 2000s as H-Block. Current members of H-Block have a history of violent confrontation with law enforcement, including an incident in 2015 when a member shot a Boston Police officer at point blank range without warning or provocation.

Lewis was a long-time H-Block gang member and daily street-level dealer with a regular roster of customers. Over the course of the investigation, Lewis sold cocaine to an undercover officer on several occasions and coordinated other drug trafficking criminal activities with H-Block gang members.

Lewis’ criminal history includes a 2017 cocaine conviction for possessing 86 bags of cocaine inside his apartment as well as a 2013 conviction for unlawfully possessing a firearm with an obliterated serial number.

Lewis is the first defendant to plead guilty in the case.

The charges of conspiracy to possess with intent to distribute cocaine and possession with intent to distribute cocaine each provide for a sentence of up to 20 years in prison, at least three years and up to a lifetime of supervised release and a fine of up to $1 million. Sentences are imposed by a federal district court judge based upon the U.S. Sentencing Guidelines and statutes which govern the determination of a sentence in a criminal case.

United States Attorney Leah B. Foley; Boston Police Commissioner Michael Cox; Stephen Belleau, Acting Special Agent in Charge of the Drug Enforcement Administration, New England Field Division; Special Agent in Charge Andrew Murphy of the U.S. Secret Service Boston Field Office; Jodi Cohen, Special Agent in Charge of the Federal Bureau of Investigation, Boston Division; and Jonathan Mellone, Special Agent in Charge of the Depart of Labor, Office of Inspector General made the announcement. The investigation was supported by the Massachusetts State Police; Suffolk County District Attorney’s Office; Massachusetts Department of Corrections; and the Braintree, Quincy, Randolph and Watertown Police Departments. Assistant United States Attorney John T. Dawley of the Organized Crime & Gang Unit and Jeremy Franker of the Justice Department’s Violent Crime & Racketeering Section are prosecuting the cases.

The case was investigated under the Organized Crime Drug Enforcement Task Forces (OCDETF). OCDETF identifies, disrupts, and dismantles the highest-level criminal organizations that threaten the United States using a prosecutor-led, intelligence-driven, multi-agency approach. For more information about Organized Crime Drug Enforcement Task Forces, please visit Justice.gov/OCDETF.

The details contained in the charging documents are allegations. The remaining defendants are presumed innocent unless and until proven guilty beyond a reasonable doubt in a court of law.

MIL Security OSI –

January 28, 2025

MIL-OSI: Brompton Energy Split Corp. Announces Preferred Share Distribution Rate

Source: GlobeNewswire (MIL-OSI)

TORONTO, Jan. 27, 2025 (GLOBE NEWSWIRE) — (TSX: ESP, ESP.PR.A) Brompton Energy Split Corp. (the “Fund”) announces that the distribution rate for the preferred shares (the “Preferred Shares”) for the new term from March 29, 2025 to March 30, 2027 will be $0.725 per Preferred Share per annum (7.25% on the par value of $10) payable quarterly. The new Preferred Share distribution rate is based on current market rates for preferred shares with similar terms.

The Fund invests in an actively managed portfolio consisting primarily of equity securities of dividend-paying (at the time of investment) global energy issuers with a market capitalization of at least $2 billion (at the time of investment) which may include companies operating in energy subsectors and related industries such as oil & gas exploration and production, equipment, services, pipelines, transportation, infrastructure, utilities, among others. The Fund may also invest up to 25% of the value of the portfolio (as measured at the time of investment) in equity securities of other global natural resource issuers which include companies that own, explore, mine, process or develop natural resource commodities or supply goods and services to those companies, including directly or indirectly through exchange-traded funds.

In connection with the extension, shareholders who do not wish to continue their investment in the Fund, will be able to retract Preferred Shares or class A shares (the “Class A Shares”) on March 28, 2025 pursuant to a special retraction right and receive a retraction price that is calculated in the same way that such price would be calculated if the Fund were to terminate on March 28, 2025. Pursuant to this option, the retraction price may be less than the market price if the security is trading at a premium to net asset value. To exercise this retraction right, shareholders must provide notice to their investment dealer by February 28, 2025 at 5:00 p.m. (Toronto time). Alternatively, shareholders may sell their Preferred Shares and/or Class A Shares through their securities dealer for the market price at any time, potentially at a higher price than would be achieved through retraction, or shareholders may take no action and continue to hold their shares.

About Brompton Funds

Founded in 2000, Brompton is an experienced investment fund manager with income and growth focused investment solutions including exchange-traded funds (ETFs) and other TSX traded investment funds. For further information, please contact your investment advisor, call Brompton’s investor relations line at 416-642-6000 (toll-free at 1-866-642-6001), email info@bromptongroup.com or visit our website at www.bromptongroup.com.

You will usually pay brokerage fees to your dealer if you purchase or sell shares of the investment funds on the Toronto Stock Exchange or other alternative Canadian trading system (an “exchange”). If the shares are purchased or sold on an exchange, investors may pay more than the current net asset value when buying shares of the investment fund and may receive less than the current net asset value when selling them.

There are ongoing fees and expenses associated with owning shares of an investment fund. An investment fund must prepare disclosure documents that contain key information about the fund. You can find more detailed information about the Fund in the public filings available at www.sedarplus.ca. Investment funds are not guaranteed, their values change frequently, and past performance may not be repeated.

Certain statements contained in this document constitute forward-looking information within the meaning of Canadian securities laws. Forward-looking information may relate to matters disclosed in this document and to other matters identified in public filings relating to the Fund, to the future outlook of the Fund and anticipated events or results and may include statements regarding the future financial performance of the Fund. In some cases, forward-looking information can be identified by terms such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “intend”, “estimate”, “predict”, “potential”, “continue” or other similar expressions concerning matters that are not historical facts. Actual results may vary from such forward-looking information. Investors should not place undue reliance on forward-looking statements. These forward-looking statements are made as of the date hereof and we assume no obligation to update or revise them to reflect new events or circumstances.

The MIL Network –

January 28, 2025

MIL-OSI: IBEX Limited to Announce Second Quarter 2025 Financial Results on February 6th, 2025

Source: GlobeNewswire (MIL-OSI)

WASHINGTON, Jan. 27, 2025 (GLOBE NEWSWIRE) — IBEX Limited (“ibex”) (Nasdaq: IBEX), a leading global provider of business process outsourcing (BPO) and customer engagement technology solutions, today announced it will report second quarter 2025 financial results after the market close on Thursday, February 6, 2025. Management will host a conference call and webcast to discuss the Company’s financial results, recent developments, and business outlook at 4:30 p.m. ET.

About ibex
ibex delivers innovative business process outsourcing (BPO), smart digital marketing, online acquisition technology, and end-to-end customer engagement solutions to help companies acquire, engage and retain valuable customers. Today, ibex operates a global CX delivery center model consisting of approximately 30 operations facilities around the world, while deploying next generation technology to drive superior customer experiences for many of the world’s leading companies across retail, e-commerce, healthcare, fintech, utilities and logistics.

ibex leverages its diverse global team of over 30,000 employees together with industry-leading technology, including the AI-powered ibex Wave iX solutions suite, to manage nearly 175 million critical customer interactions, adding over $2.2B in lifetime customer revenue each year and driving a truly differentiated customer experience. To learn more, visit our website at ibex.co and connect with us on LinkedIn.

Investor Contact
Michael Darwal
ibex
Michael.Darwal@ibex.co

Media Contact
Dan Burris
ibex
Daniel.Burris@ibex.co

The MIL Network –

January 28, 2025

MIL-OSI: Oxford Park Income Fund, Inc. Announces December Net Asset Value and Declaration of Distributions for the Months Ending April, May, and June 2025

Source: GlobeNewswire (MIL-OSI)

GREENWICH, Conn., Jan. 27, 2025 (GLOBE NEWSWIRE) — Oxford Park Income Fund, Inc. (“Oxford Park”, “the Fund”, “our”) announced today the following financial results and related information:

On January 24, 2025, the Board of Directors of the Fund declared the following distributions on our common shares of beneficial interest as follows:

Month Ending	Record Date	Payment Date	Amount Per Share
April 30, 2025	April 23, 2025	April 30, 2025	$0.30
May 31, 2025	May 23, 2025	May 30, 2025	$0.30
June 30, 2025	June 23, 2025	June 30, 2025	$0.30

The unaudited Net Asset Value (“NAV”) per share as of December 31, 2024, stood at:

Class A: Net asset value, per share	$27.71
Class I: Net asset value, per share	$27.70
Class L: Net asset value, per share	$27.59

The fair value of the Fund’s portfolio investments may be materially impacted after December 31, 2024, by circumstances and events that are not yet known. To the extent the Fund’s portfolio investments are impacted by market volatility in the U.S. or worldwide, the Fund may experience a material impact on its future net investment income, the fair value of its portfolio investments, its financial condition and the financial condition of its portfolio investments. Investing in our securities involves a number of significant risks. For a discussion of the additional risks applicable to an investment in our securities, please refer to the section titled “Risks” in our prospectus and any subsequent filings with the Securities and Exchange Commission, as applicable.

The financial data included in this press release has been prepared by, and is the responsibility of, Oxford Park Income Fund, Inc.’s management. PricewaterhouseCoopers LLP has not audited, reviewed, compiled, or applied agreed-upon procedures with respect to the financial data. Accordingly, PricewaterhouseCoopers LLP does not express an opinion or any other form of assurance with respect thereto.

About Oxford Park Income Fund, Inc.

The Fund is registered under the Investment Company Act of 1940, as a non-diversified, closed-end management investment company, that continuously offers its common shares and is operated as a “tender offer fund”. The Fund currently seeks to achieve its investment objective of maximizing risk-adjusted total returns as the Fund identifies opportunities in the CLO market through its network of broker-dealers, agent banks, and collateral managers. The Fund primarily invests in debt and equity tranches of CLO vehicles. The Fund’s investment strategy may also include warehouse facilities, which are financing structures intended to aggregate loans that may be used to form the basis of a CLO vehicle.

Disclaimer

There is no assurance that the Fund will continue to declare distributions or that they will continue at these rates. Distributions may be comprised of any combination of net investment income and/or net capital gain, and, if the Fund distributes an amount in excess of net investment income and net capital gains, a portion of such distribution will constitute a return of capital. A return of capital distribution may reduce the amount of investable funds. The ultimate tax character of the Fund’s earnings cannot be determined until tax returns are prepared after the end of the fiscal year. The information provided is based on estimates available as of December 31, 2024. Shareholders should know that return of capital will reduce the tax basis of their shares and potentially increase the taxable gain, if any, upon disposition of their shares.

Forward-Looking Statements

This press release contains forward-looking statements subject to the inherent uncertainties in predicting future results and conditions. Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “anticipates,” “expects,” “estimates” and similar expressions) should also be considered to be forward-looking statements. These statements are not guarantees of future performance, conditions or results and involve a number of risks and uncertainties. Certain factors could cause actual results and conditions to differ materially from those projected in these forward-looking statements. These factors are identified from time to time in our filings with the Securities and Exchange Commission. We undertake no obligation to update such statements to reflect subsequent events, except as may be required by law.

Securities Disclosure

This press release is provided for informational purposes only, does not constitute an offer to sell securities of the Fund and is not a prospectus. Such offering is only made by the Fund’s prospectus, which includes details as to the Fund’s offering and other material information. Securities offered through Skyway Capital Markets, LLC, member FINRA and SIPC. Skyway Capital Markets, LLC and Oxford Funds, LLC are not affiliated. Investing in the Fund involves risk of loss of some or all principal invested. Speak to your tax professional prior to investing. This is neither an offer to sell nor a solicitation to purchase any security. Please refer to the prospectus for additional information about the Fund. The prospectus should be read carefully before investing.

Contact:
Bruce Rubin
203-983-5280

The MIL Network –

January 28, 2025

MIL-OSI Security: Crimestoppers GNO and U.S. Marshals New Orleans Task Force Operation Boo Dat Concludes with Over 50 Arrests and an Endangered Teen Recovery

Source: US Marshals Service

New Orleans, LA – Crimestoppers Greater New Orleans (GNO) and the U.S. Marshals Service New Orleans Task Force sponsored their annual Operation Boo Dat 2024 from Oct. 22, 2024, to Jan. 18, 2025. The operation was a partnership between New Orleans Police Department, Orleans Parish Sheriff’s Office, Jefferson Parish Sheriff’s Office, Kenner Police Department, St. Bernard Parish Sheriff’s Office, St. Tammany Parish Sheriff’s Office, Louisiana Probation and Parole, Homeland Security Investigations, and USMS New Orleans Task Force resulted in 51 arrests, with 16 of the arrests being for felony sex offender registration violations. A missing/endangered 13-year-old female was also recovered for NOPD during the operation and that recovery led to an immigration violation arrest of a 16-year-old male who was believed to have been involved in juvenile gang activity across the New Orleans metro area. Twenty-one of the 51 arrested fugitives were arrested during the operation on felony warrants related to open sex-based offenses. Crimestoppers GNO provided critical support during the operation to include a media released photo spread of 31 fugitives. The photo spread resulted in the arrests or clearing of 11 of the photo spread targets. The 20 remaining targets are still at large and Crimestoppers GNO rewards are available for information that leads to their arrest.

During the operation, sex offender compliance checks were also conducted in Orleans, Jefferson, St. Bernard, and St. Tammany parishes. These compliance checks require law enforcement officers to physically visit the sex offender’s reported address of residence to verify that the offender still lives at the provided address. Countless hours of follow-up investigative work are often required during and after a compliance check. The compliance checks led to the arrests of 16 fugitives wanted for violating their sex offender registration (Failure to Register or Update as a Sex Offender—FTR). Several of the FTR arrests were based off Crimestoppers GNO tips.

Highlights of Operation Boo Dat 2024 included:

— The Nov. 1, 2024, arrest of Kevin Dubon-Carrasco, who was wanted by JPSO on an October 2024 warrant for sexual battery, indecent behavior with juveniles, and domestic abuse battery-child endangerment. The alleged victim was an 8-year-old child. Dubon-Carrasco was arrested in the 3300 block of Green Acres, Metairie, and later rebooked with immigration violations.

— The Nov. 6, 2024, arrest of Michael K. Brooks on an August 2024 NOPD warrant for aggravated battery by shooting, home invasion, and first-degree rape. He was also wanted out of Fort Smith, Arkansas, on an active warrant for aggravated assault. After an almost three-hour standoff with Brooks fleeing on foot through a neighborhood in the 2400 block of Sixth Street, he was finally arrested with assistance from NOPD Special Operations Division.

— The Nov. 13, 2024, USMS Missing Child Unit recovery of an endangered 13-year-old female runaway for NOPD. She had been listed as a runaway for NOPD 3rd District earlier in November. She had a prior history of running away and allegations of prior sexual abuse. It was determined via investigation that she was associated with alleged teenage gang members known to operate in New Orleans and Jefferson Parish and be in possession of firearms and rifles. With critical assistance from HSI and SBPSO she was recovered in Chalmette, and a 16-year-old male was taken into immigration custody based on the female’s recovery.

— The Nov. 19, 2024, arrest of Jose Briseno-Molina, who was wanted by the Montgomery County Texas Sheriff’s Office on a warrant for aggravated sexual assault of children. The alleged victims were under the age of 13. Briseno-Molina is alleged to have fled Texas to Jefferson Parish, working at a barber shop to raise money before allegedly planning to flee to Mexico. USMS Southern District of Texas contacted the USMS New Orleans Task Force for assistance and, with critical support from JPSO, the task force arrested Briseno-Molina in the 700 block of Terry Parkway in Jefferson Parish. An ICE immigration hold was also placed on him.

— The Dec. 4, 2024, arrest of Ashley Karl Carambat, wanted on a November 2024 STPSO warrant for pornography involving juveniles under the age of 13 and aggravated crimes against nature. Information was developed by the USMS New Orleans Task Force that Carambat had relocated to the Mobile, Alabama, area and a collateral lead was sent to the USMS Gulf Coast Regional Fugitive Task Force, who arrested her in Spanish Fort, Alabama.

— The Dec. 19, 2024, arrest of Jalil Jonas Williams on an NOPD warrant for second-degree murder. Williams, who was on active LA P&P supervision, is alleged to have murdered a Cox Cable technician in the 8000 block of Dwyer Road Dec. 16, 2024. He was also wanted for an attempted armed robbery in the French Quarter and is a person of interest in another armed robbery in Jefferson Parish. With assistance from a Crimestoppers GNO tip he was arrested at the New Orleans Bus/Train Station where he was awaiting a bus to allegedly flee from New Orleans. He was in possession of a firearm at the time of his arrest.

— The Dec. 20, 2024, arrest of Parnell Wilson, wanted by the Tangipahoa Parish Sheriff’s Office on a July 2024 warrant for two counts of first-degree rape of a child (an 8-year-old girl). Wilson was on active Louisiana Probation and Parole supervision. The USMS New Orleans Task Force, working with LA P&P, developed information that Wilson was going back and forth between New Orleans and Tangipahoa Parish and refusing to comply with his supervision. He was finally arrested at the LA P&P Office in New Orleans based on work done by the USMS New Orleans Task Force and LA P&P.

“Operation Boo Dat demonstrates the commitment of the U.S. Marshals Service, Crimestoppers GNO, and our local law enforcement to protect our communities from violence and exploitation,” said Eastern District of Louisiana U.S. Marshal Enix Smith III.

“Together, we will continue to prioritize the safety and well-being of our residents and hold accountable those who threaten them.”

Any information can be provided to the U.S. Marshals Service at (504) 589-6872 or via email at usms.wanted@usdoj.gov. Crimestoppers GNO may also be contacted with tips at (504) 822-1111.

MIL Security OSI –

January 28, 2025

MIL-OSI: Timberland Bancorp’s First Fiscal Quarter Net Income Increases to $6.86 Million

Source: GlobeNewswire (MIL-OSI)

Quarterly EPS Increases 12% to $0.86 from $0.77 One Year Ago
Quarterly Return on Average Assets Increases to 1.41%
Quarterly Return on Average Equity Increases to 11.03%
Quarterly Net Interest Margin Increases to 3.64%

HOQUIAM, Wash., Jan. 27, 2025 (GLOBE NEWSWIRE) — Timberland Bancorp, Inc. (NASDAQ: TSBK) (“Timberland” or “the Company”), the holding company for Timberland Bank (the “Bank”), today reported net income of $6.86 million, or $0.86 per diluted common share for the quarter ended December 31, 2024. This compares to net income of $6.36 million, or $0.79 per diluted common share for the preceding quarter and $6.30 million, or $0.77 per diluted common share, for the comparable quarter one year ago.

“We started off our 2025 fiscal year on solid footing, with net income, earnings per share and profitability metrics all improving compared to the prior quarter,” stated Dean Brydon, Chief Executive Officer. “Fiscal first quarter net income and earnings per share increased 8% and 9%, respectively, compared to the prior quarter, reflecting an improvement in our net interest margin and lower provisions for credit losses compared to the prior quarter. Compared to the first fiscal quarter a year ago, net income and earnings per share increased 9% and 12%, respectively. In addition to all key performance metrics improving compared to the prior quarter and year ago quarter, tangible book value per share continued to trend upward.”

“As a result of Timberland’s solid earnings and strong capital position, our Board of Directors announced a quarterly cash dividend to shareholders of $0.25 per share, payable on February 28, 2025, to shareholders of record on February 14, 2025,” stated Jonathan Fischer, President and Chief Operating Officer. “This represents the 49th consecutive quarter Timberland will have paid a cash dividend.”

“A highlight of the quarter was our net interest margin expanding six basis points to 3.64%, compared to the preceding quarter,” said Marci Basich, Chief Financial Officer. “The improvement was primarily driven by a reduction in funding costs as the weighted average cost of interest-bearing liabilities decreased by eight basis points during the quarter. Total deposits decreased $17 million, or 1%, during the quarter, in part due to some larger customers ending the calendar year with lower balances, while total borrowings stayed unchanged at $20 million compared to the prior quarter end.”

“While we experienced an increase in loan originations during the quarter, they were more than offset by a significant increase in loan payoffs, resulting in a 1% decrease in net loans compared to the prior quarter end,” Brydon continued. “Some of the larger payoffs were on participation loans, as well as our largest substandard loan. Credit quality metrics are also holding up relatively well. While we experienced higher than normal net charge-offs during the quarter of $242,000 related to one loan, all other credit quality metrics improved. Non-performing assets improved to 16 basis points of total assets at the end of the first quarter, compared to 20 basis points three months earlier, total delinquencies decreased by 10% during the quarter and non-accrual loans decreased by nearly 30%. We remain encouraged by the overall strength of our loan portfolio and opportunities for loan growth in our markets.”

“During the quarter we were excited to partner with the Federal Home Loan Bank of Des Moines and their Member Impact Fund grant program. Timberland applied for grants on behalf of 43 local non-profit organizations in our market areas and we were pleased that all were approved. The Member Impact Fund provided $3 for every $1 we donated to an eligible non-profit organization in our community. In total, $772,000 was donated to 43 local non-profit organizations. We were thrilled to be a part of the grant program that helped make a positive impact and advance housing and community development needs in the communities we serve,” added Fischer.

Earnings and Balance Sheet Highlights (at or for the periods ended December 31, 2024, compared to December 31, 2023, or September 30, 2024):

Earnings Highlights:

Earnings per diluted common share (“EPS”) increased 9% to $0.86 for the current quarter from $0.79 for the preceding quarter and 12% from $0.77 for the comparable quarter one year ago;
Net income increased 8% to $6.86 million for the current quarter from $6.36 million for the preceding quarter and 9% from $6.30 million for the comparable quarter one year ago;
Return on average equity (“ROE”) and return on average assets (“ROA”) for the current quarter were 11.03% and 1.41%, respectively;
Net interest margin (“NIM”) for the current quarter expanded to 3.64% from 3.58% for the preceding quarter and 3.60% for the comparable quarter one year ago; and
The efficiency ratio for the current quarter improved to 56.27% from 56.79% for the preceding quarter and 56.50% for the comparable quarter one year ago.

Balance Sheet Highlights:

Total assets decreased 1% from the prior quarter and increased 1% year-over-year;
Net loans receivable decreased 1% from the prior quarter and increased 6% year-over-year;
Total deposits decreased 1% from the prior quarter and increased slightly (less than 1%) year-over-year;
Total shareholders’ equity increased 2% from the prior quarter and increased 5% year-over-year; 27,260 shares of common stock were repurchased during the current quarter for $883,000;
Non-performing assets to total assets ratio was 0.16% at December 31, 2024 compared to 0.20% at September 30, 2024 and 0.18% at December 31, 2023;
Book and tangible book (non-GAAP) values per common share increased to $31.33 and $29.37, respectively, at December 31, 2024; and
Liquidity (both on-balance sheet and off-balance sheet) remained strong at December 31, 2024 with only $20 million in borrowings and additional secured borrowing line capacity of $656 million available through the Federal Home Loan Bank (“FHLB”) and the Federal Reserve.

Operating Results

Operating revenue (net interest income before the provision for credit losses plus non-interest income) for the current quarter increased 1% to $19.67 million from $19.48 million for the preceding quarter and increased 5% from $18.80 million for the comparable quarter one year ago. The increase in operating revenue compared to the preceding quarter was primarily due to an increase in interest income from loans and a decrease in funding costs, which was partially offset by a decrease in non-interest income and decreases in interest income on investment securities and interest bearing deposits in banks.

Net interest income increased $423,000, or 3%, to $16.97 million for the current quarter from $16.55 million for the preceding quarter and increased $966,000 or 6%, from $16.00 million for the comparable quarter one year ago. The increase in net interest income compared to the preceding quarter was primarily due a $12.72 million increase in average total interest-earning assets and a decrease in the weighted average cost of interest-bearing liabilities to 2.62% from 2.70% for the preceding quarter. Timberland’s NIM for the current quarter expanded to 3.64% from 3.58% for the preceding quarter and 3.60% for the comparable quarter one year ago. The NIM for the current quarter was increased by approximately 3 basis points due to the collection of $115,000 in pre-payment penalties, non-accrual interest, and late fees and the accretion of $8,000 of the fair value discount on acquired loans. The NIM for the preceding quarter was increased by approximately one basis point due to the collection of $20,000 in pre-payment penalties, non-accrual interest, and late fees, and the accretion of $7,000 of the fair value discount on acquired loans. The NIM for the comparable quarter one year ago was increased by approximately three basis points due to the collection of $142,000 in pre-payment penalties, non-accrual interest, and late fees, and the accretion of $10,000 of the fair value discount on acquired loans.

A $52,000 provision for credit losses on loans was recorded for the quarter ended December 31, 2024. The provision was primarily due to changes in the composition of the loan portfolio and net charge-offs. This compares to a $444,000 provision for credit losses on loans for the preceding quarter and a $379,000 provision for credit losses on loans for the comparable quarter one year ago. In addition, a $20,000 recapture of credit losses on unfunded commitments and a $5,000 recapture of credit losses on investment securities were recorded for the current quarter.

Non-interest income decreased $235,000, or 8% to $2.70 million for the current quarter from $2.93 million for the preceding quarter and decreased $101,000, or 4%, from $2.80 million for the comparable quarter one year ago. The decrease in non-interest income compared to the preceding quarter was primarily due to a decrease in gain on sales of loans and smaller changes in several other categories.

Total operating (non-interest) expenses for the current quarter increased $5,000, or less than 1%, to $11.07 million from $11.06 million for the preceding quarter and increased $443,000, or 4%, from $10.62 million for the comparable quarter one year ago. The increase in operating expenses compared to the preceding quarter was primarily due to increases in salaries and employee benefits and smaller increases in several other expense categories. These increases were partially offset by decreases in deposit operations expense, and smaller decreases in several other expense categories. The efficiency ratio for the current quarter was 56.27% compared to 56.79% for the preceding quarter and 56.50% for the comparable quarter one year ago.

The provision for income taxes for the current quarter increased $141,000, or 9%, to $1.71 million from $1.57 million for the preceding quarter, primarily due to higher taxable income. Timberland’s effective income tax rate was 20.0% for the quarter ended December 31, 2024 compared to 19.8% for the quarter ended September 30, 2024 and 19.7% for the quarter ended December 31, 2023.

Balance Sheet Management

Total assets decreased $14.00 million, or 1%, during the quarter to $1.91 billion at December 31, 2024 from $1.92 billion at September 30, 2024 and increased $14.37 million, or 1%, from $1.90 billion one year ago. The decrease during the current quarter was primarily due to an $11.20 million decrease in investment securities, a $9.70 million decrease in net loans receivable and smaller decreases in several other categories. These decreases were partially offset by smaller increases in several other asset categories.

Liquidity

Timberland has continued to maintain a strong liquidity position, both on-balance sheet and off-balance sheet. Liquidity, as measured by the sum of cash and cash equivalents, CDs held for investment, and available for sale investment securities, was 15.0% of total liabilities at December 31, 2024, compared to 14.7% at September 30, 2024, and 12.7% one year ago. Timberland had secured borrowing line capacity of $656 million available through the FHLB and the Federal Reserve at December 31, 2024. With a strong and diversified deposit base, only 19% of Timberland’s deposits were uninsured or uncollateralized at December 31, 2024. (Note: This calculation excludes public deposits that are fully collateralized.)

Loans

Net loans receivable decreased $9.70 million, or 1%, during the quarter to $1.41 billion at December 31, 2024 from $1.42 billion at September 30, 2024. This decrease was primarily due to a $15.47 million increase in the undisbursed portion of construction loans, a $3.43 million decrease in commercial business loans and a $2.17 million decrease in commercial real estate loans. These decreases were partially offset by a $7.32 million increase in one- to four-family loans, a $1.55 million increase in construction loans and smaller increases in several other loan categories.

Loan Portfolio
($ in thousands)

	December 31, 2024					September 30, 2024						December 31, 2023
	Amount			Percent		Amount			Percent			Amount			Percent
Mortgage loans:
One- to four-family (a)	$	306,443		20	%	$	299,123		20		%	$	263,122		18	%
Multi-family		177,861		12			177,350		11				147,321		10
Commercial		597,054		39			599,219		40				579,038		40
Construction – custom and
owner/builder		124,104		8			132,101			9			134,878		9
Construction – speculative one-to four-family		8,887		1			11,495		1				17,609		1
Construction – commercial		22,841		2			29,463		2				36,702		3
Construction – multi-family		48,940		3			28,401		2				57,019		4
Construction – land
development		15,977		1			17,741		1				18,878		1
Land		30,538		2			29,366		2				28,697		2
Total mortgage loans		1,332,645		88			1,324,259		88				1,283,264		88

Consumer loans:
Home equity and second
mortgage		48,851		3			47,913		3				39,403		3
Other		2,889		—			3,129		—				2,926		—
Total consumer loans		51,740		3			51,042		3				42,329		3

Commercial loans:
Commercial business loans		135,312		9			138,743		9				136,942		9
SBA PPP loans		204		—			260		—				423		—
Total commercial loans		135,516		9			139,003		9				137,365		9
Total loans		1,519,901		100	%		1,514,304		100		%		1,462,958		100	%
Less:
Undisbursed portion of
construction loans in
process		(85,350	)				(69,878	)					(104,683	)
Deferred loan origination
fees		(5,444	)				(5,425	)					(5,337	)
Allowance for credit losses		(17,288	)				(17,478	)					(16,655	)
Total loans receivable, net	$	1,411,819				$	1,421,523					$	1,336,283

_______________________
(a) Does not include one- to four-family loans held for sale totaling $411, $0, and $1,425 at December 31, 2024, September 30, 2024, and December 31, 2023, respectively.

The following table provides a breakdown of commercial real estate (“CRE”) mortgage loans by collateral type as of December 31, 2024:

CRE Loan Portfolio Breakdown by Collateral
($ in thousands)

Collateral Type	Balance		Percent of CRE Portfolio		Percent of Total Loan Portfolio		Average Balance Per Loan		Non- Accrual
Industrial warehouse	$	126,435	21	%	8	%	$	1,228	$	195
Medical/dental offices		84,786	14		6			1,265		—
Office buildings		67,600	11		4			768		—
Other retail buildings		52,313	9		3			545		—
Mini-storage		33,773	6		2			1,351		—
Hotel/motel		32,367	5		2			2,697		—
Restaurants		27,977	5		2			560		273
Gas stations/conv. stores		24,881	4		2			1,037		—
Churches		15,874	3		1			934		—
Nursing homes		13,745	2		1			1,964		—
Mobile home parks		10,694	2		1			465		—
Shopping centers		10,648	2		1			1,774		—
Additional CRE		95,961	16		6			706		230
Total CRE	$	597,054	100	%	39	%	$	913	$	698

Timberland originated $72.07 million in loans during the quarter ended December 31, 2024, compared to $48.82 million for the preceding quarter and $88.93 million for the comparable quarter one year ago. Timberland continues to originate fixed-rate one- to four-family mortgage loans, a portion of which are sold into the secondary market for asset-liability management purposes and to generate non-interest income. During the current quarter, fixed-rate one- to four-family mortgage loans totaling $2.31 million were sold compared to $5.62 million for the preceding quarter and $3.80 million for the comparable quarter one year ago.

Investment Securities

Timberland’s investment securities and CDs held for investment decreased $13.93 million, or 5%, to $241.50 million at December 31, 2024, from $255.43 million at September 30, 2024. The decrease was primarily due to maturities of U.S. Treasury investment securities (classified as held to maturity) and scheduled amortization. Partially offsetting these decreases, was the purchase of additional U.S. government agency mortgage-backed investment securities and U.S. Treasury investment securities, all of which were classified as available for sale.

Deposits

Total deposits decreased $17.25 million, or 1%, during the quarter to $1.63 billion at December 31, 2024, from $1.65 billion at September 30, 2024. The quarter’s decrease consisted of a $15.51 million decrease in money market account balance, a $10.21 million decrease in non-interest bearing account balances, and a $9.92 decrease NOW checking account balances. These decreases were partially offset by a $17.53 million increase in certificate of deposit account balances and an $852,000 increase in savings account balances.

Deposit Breakdown ($ in thousands)
	December 31, 2024					September 30, 2024						December 31, 2023
	Amount		Percent			Amount		Percent				Amount			Percent
Non-interest-bearing demand	$	402,911	25		%	$	413,116	25		%		$	433,065		27		%
NOW checking		323,412	20			333,329		20					389,463		24
Savings		206,845	13			205,993		13					215,948		13
Money market		311,413	19			326,922		20					269,686		17
Certificates of deposit under $250		212,764	13			205,970		12					181,762		11
Certificates of deposit $250 and over		122,997	7			113,579		7					96,145		6
Certificates of deposit – brokered		50,074	3			48,759		3					41,000		2
Total deposits	$	1,630,416		100	%	$	1,647,668	100	%		$			1,627,069	100	%

Borrowings

Total borrowings were $20.00 million at both December 31, 2024 and September 30, 2024. At December 31, 2024, the weighted average rate on the borrowings was 3.97%.

Shareholders’ Equity and Capital Ratios

Total shareholders’ equity increased $3.79 million, or 2%, to $249.20 million at December 31, 2024, from $245.41 million at September 30, 2024, and increased $11.83 million, or 5%, from $237.37 million at December 31, 2023. The quarter’s increase in shareholders’ equity was primarily due to net income of $6.86 million, which was partially offset by the payment of $1.99 million in dividends to shareholders, an $812,000 change in the accumulated other comprehensive income (loss) category for fair value adjustments on available for sale investment securities, and the repurchase of 27,260 shares of common stock for $883,000 (an average price of $32.38 per share). There were 127,906 shares available to be repurchased in accordance with the terms of its existing stock repurchase plan at December 31, 2024.

Timberland remains well capitalized with a total risk-based capital ratio of 19.95%, a Tier 1 leverage capital ratio of 12.32%, a tangible common equity to tangible assets ratio (non-GAAP) of 12.34%, and a shareholders’ equity to total assets ratio of 13.05% at September 30, 2024. Timberland’s held to maturity investment securities were $156.11 million at December 31, 2024, with a net unrealized loss of $8.44 million (pre-tax). Although not permitted by U.S. Generally Accepted Accounting Principles (“GAAP”), including these unrealized losses in accumulated other comprehensive income (loss) (“AOCI”) would result in a ratio of shareholders’ equity to total assets of 12.75%, compared to 13.05%, as reported.

Asset Quality

Timberland’s non-performing assets to total assets ratio improved to 0.16% at December 31, 2024, compared to 0.20% at September 30, 2024 and 0.18% at December 31, 2023. Net charge-offs totaled $242,000 for the current quarter compared to net charge-offs of $12,000 for the preceding quarter and net charge-offs of $2,000 for the comparable quarter one year ago. During the current quarter, provisions for credit losses of $52,000 on loans were made, which was partially offset by a $20,000 recapture of credit losses on unfunded commitments and a $5,000 recapture of credit losses on investment securities. The allowance for credit losses (“ACL”) for loans as a percentage of loans receivable was 1.21% at December 31, 2024, compared to 1.21% at September 30, 2024 and 1.23% one year ago.

Total delinquent loans (past due 30 days or more) and non-accrual loans decreased $458,000 or 10%, to $4.02 million at December 31, 2024, from $4.49 million at September 30, 2024. Non-accrual loans decreased $1.15 million, or 30%, to $2.73 million at December 31, 2024 from $3.89 million at September 30, 2024. The quarterly decrease in non-accrual loans was primarily due to decreases in commercial business loans and commercial real estate loans on non-accrual status.

Non-Accrual Loans
($ in thousands)

	December 31, 2024			September 30, 2024			December 31, 2023
	Amount		Quantity	Amount		Quantity	Amount		Quantity
Mortgage loans:
One- to four-family	$	47	1	$	49	1	$	602	4
Commercial		698	5		1,158	6		683	2
Construction – custom and
owner/builder		—	—		—	—		150	1
Total mortgage loans		745	6		1,207	7		1,435	7

Consumer loans:
Home equity and second
mortgage		587	3		618	3		171	1
Other		—	—		—	—		—	—
Total consumer loans		587	3		618	3		171	1

Commercial business loans		1,401	11		2,060	8		1,760	6
Total loans	$	2,733	20	$	3,885	18	$	3,366	14

Timberland had two properties classified as other real estate owned (“OREO”) at December 31, 2024:

	December 31, 2024			September 30, 2024			December 31, 2023
	Amount		Quantity	Amount		Quantity	Amount		Quantity
Other real estate owned:
Commercial	$	221	1	$	—	—	$	—	—
Land		—	1		—	1		—	1
Total mortgage loans	$	221	2	$	—	1	$	—	1

About Timberland Bancorp, Inc.
Timberland Bancorp, Inc., a Washington corporation, is the holding company for Timberland Bank. The Bank opened for business in 1915 and primarily serves consumers and businesses across Grays Harbor, Thurston, Pierce, King, Kitsap and Lewis counties, Washington with a full range of lending and deposit services through its 23 branches (including its main office in Hoquiam).

Disclaimer

Certain matters discussed in this press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to our financial condition, results of operations, plans, objectives, future performance or business. Forward-looking statements are not statements of historical fact, are based on certain assumptions and often include the words “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would” and “could.” Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, assumptions and statements about future economic performance. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially from the results anticipated or implied by our forward-looking statements, including, but not limited to: potential adverse impacts to economic conditions in our local market areas, other markets where the Company has lending relationships, or other aspects of the Company’s business operations or financial markets, including, without limitation, as a result of employment levels, labor shortages and the effects of inflation, a potential recession or slowed economic growth; continuing elevated levels of inflation and the impact of current and future monetary policies of the Board of Governors of the Federal Reserve System (“Federal Reserve”) in response thereto; the effects of any federal government shutdown; credit risks of lending activities, including any deterioration in the housing and commercial real estate markets which may lead to increased losses and non-performing loans in our loan portfolio resulting in our ACL not being adequate to cover actual losses and thus requiring us to materially increase our ACL through the provision for credit losses; changes in general economic conditions, either nationally or in our market areas; changes in the levels of general interest rates, and the relative differences between short and long-term interest rates, deposit interest rates, our net interest margin and funding sources; fluctuations in the demand for loans, the number of unsold homes, land and other properties and fluctuations in real estate values in our market areas; secondary market conditions for loans and our ability to sell loans in the secondary market; results of examinations of us by the Federal Reserve and of our bank subsidiary by the Federal Deposit Insurance Corporation (“FDIC”), the Washington State Department of Financial Institutions, Division of Banks or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, institute a formal or informal enforcement action against us or our bank subsidiary which could require us to increase our ACL, write-down assets, change our regulatory capital position or affect our ability to borrow funds or maintain or increase deposits or impose additional requirements or restrictions on us, any of which could adversely affect our liquidity and earnings; the impact of bank failures or adverse developments at other banks and related negative press about the banking industry in general on investor and depositor sentiment; legislative or regulatory changes that adversely affect our business including changes in banking, securities and tax law, in regulatory policies and principles, or the interpretation of regulatory capital or other rules; our ability to attract and retain deposits; our ability to control operating costs and expenses; the use of estimates in determining fair value of certain of our assets, which estimates may prove to be incorrect and result in significant declines in valuation; difficulties in reducing risks associated with the loans in our consolidated balance sheet; staffing fluctuations in response to product demand or the implementation of corporate strategies that affect our work force and potential associated charges; disruptions, security breaches, or other adverse events, failures or interruptions in, or attacks on, our information technology systems or on the third-party vendors who perform several of our critical processing functions; our ability to retain key members of our senior management team; costs and effects of litigation, including settlements and judgments; our ability to implement our business strategies; our ability to manage loan delinquency rates; increased competitive pressures among financial services companies; changes in consumer spending, borrowing and savings habits; the availability of resources to address changes in laws, rules, or regulations or to respond to regulatory actions; our ability to pay dividends on our common stock; the quality and composition of our securities portfolio and the impact if any adverse changes in the securities markets, including on market liquidity; inability of key third-party providers to perform their obligations to us; changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the Financial Accounting Standards Board (“FASB”), including additional guidance and interpretation on accounting issues and details of the implementation of new accounting methods; the economic impact of climate change, severe weather events, natural disasters, pandemics, epidemics and other public health crises, acts of war or terrorism, civil unrest and other external events on our business; other economic, competitive, governmental, regulatory, and technological factors affecting our operations, pricing, products and services; and other risks described elsewhere in this press release and in the Company’s other reports filed with or furnished to the Securities and Exchange Commission.

Any of the forward-looking statements that we make in this press release and in the other public statements we make are based upon management’s beliefs and assumptions at the time they are made. We do not undertake and specifically disclaim any obligation to publicly update or revise any forward-looking statements included in this press release to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking statements discussed in this document might not occur and we caution readers not to place undue reliance on any forward-looking statements. These risks could cause our actual results for fiscal 2025 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us, and could negatively affect the Company’s consolidated financial condition and results of operations as well as its stock price performance.

TIMBERLAND BANCORP INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME		Three Months Ended
($ in thousands, except per share amounts) (unaudited)		Dec. 31,			Sept. 30,			Dec. 31,
		2024			2024			2023
	Interest and dividend income
	Loans receivable	$	21,032		$	20,589		$	18,395
	Investment securities		2,138			2,237			2,311
	Dividends from mutual funds, FHLB stock and other investments		86			95			91
	Interest bearing deposits in banks		2,001			2,114			1,699
	Total interest and dividend income		25,257			25,035			22,496

	Interest expense
	Deposits		8,084			8,277			6,143
	Borrowings		203			211			349
	Total interest expense		8,287			8,488			6,492
	Net interest income		16,970			16,547			16,004
	Provision for credit losses – loans		52			444			379
	Recapture of credit losses – investment securities		(5	)		(13	)		(10	)
	Prov. for (recapture of ) credit losses – unfunded commitments		(20	)		59			(33	)
	Net int. income after provision for (recapture of) credit losses		16,943			16,057			15,668

	Non-interest income
	Service charges on deposits		999			1,037			1,023
	ATM and debit card interchange transaction fees		1,267			1,293			1,264
	Gain on sales of loans, net		43			135			78
	Bank owned life insurance (“BOLI”) net earnings		167			175			156
	Recoveries on investment securities, net		3			3			5
	Other		218			289			272
	Total non-interest income, net		2,697			2,932			2,798

	Non-interest expense
	Salaries and employee benefits		6,092			5,867			5,911
	Premises and equipment		950			933			973
	Gain on sales/disposition of premises and equipment, net		—			1			—
	Advertising		181			205			186
	OREO and other repossessed assets, net		—			4			—
	ATM and debit card processing		521			588			615
	Postage and courier		121			137			126
	State and local taxes		346			343			319
	Professional fees		346			410			253
	FDIC insurance		210			209			210
	Loan administration and foreclosure		128			125			105
	Technology and communications		1,140			1,163			974
	Deposit operations		332			446			320
	Amortization of core deposit intangible (“CDI”)		45			57			56
	Other, net		655			574			576
	Total non-interest expense, net		11,067			11,062			10,624

	Income before income taxes		8,573			7,927			7,842
	Provision for income taxes		1,713			1,572			1,546
	Net income	$	6,860		$	6,355		$	6,296

	Net income per common share:
	Basic	$	0.86		$	0.80		$	0.78
	Diluted		0.86			0.79			0.77

	Weighted average common shares outstanding:
	Basic		7,958,275			7,954,112			8,114,209
	Diluted		7,999,504			7,995,024			8,166,048

TIMBERLAND BANCORP INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS
($ in thousands, except per share amounts) (unaudited)		Dec. 31,			Sept. 30,			Dec. 31,
		2024			2024			2023
Assets
Cash and due from financial institutions		$	24,538		$	29,071		$	28,656
Interest-bearing deposits in banks			139,533			135,657			129,365
	Total cash and cash equivalents		164,071			164,728			158,021

Certificates of deposit (“CDs”) held for investment, at cost			7,470			10,209			12,449
Investment securities:
	Held to maturity, at amortized cost (net of ACL – investment securities)		156,105			172,097			266,085
	Available for sale, at fair value		77,080			72,257			40,446
Investments in equity securities, at fair value			840			866			848
FHLB stock			2,037			2,037			2,001
Other investments, at cost			3,000			3,000			3,000
Loans held for sale			411			—			1,425

Loans receivable			1,429,107			1,439,001			1,352,938
Less: ACL – loans			(17,288	)		(17,478	)		(16,655	)
	Net loans receivable		1,411,819			1,421,523			1,336,283

Premises and equipment, net			21,617			21,486			21,584
OREO and other repossessed assets, net			221			—			—
BOLI			23,777			23,611			23,122
Accrued interest receivable			7,095			6,990			6,731
Goodwill			15,131			15,131			15,131
CDI			406			451			621
Loan servicing rights, net			1,195			1,372			1,925
Operating lease right-of-use assets			1,400			1,475			1,698
Other assets			15,805			6,242			3,745
	Total assets	$	1,909,480		$	1,923,475		$	1,895,115

Liabilities and shareholders’ equity
Deposits: Non-interest-bearing demand		$	402,911		$	413,116		$	433,065
Deposits: Interest-bearing			1,227,505			1,234,552			1,194,004
	Total deposits		1,630,416			1,647,668			1,627,069

Operating lease liabilities			1,501			1,575			1,796
FHLB borrowings			20,000			20,000			20,000
Other liabilities and accrued expenses			8,364			8,819			8,881
	Total liabilities		1,660,281			1,678,062			1,657,746

Shareholders’ equity
Common stock, $.01 par value; 50,000,000 shares authorized; 7,954,673 shares issued and outstanding – December 31, 2024 7,960,127 shares issued and outstanding – September 30, 2024 8,120,708 shares issued and outstanding – December 31, 2023			29,593			29,862			34,869
Retained earnings			220,398			215,531			203,327
Accumulated other comprehensive income (loss)			(792	)		20			(827	)
	Total shareholders’ equity		249,199			245,413			237,369
	Total liabilities and shareholders’ equity	$	1,909,480		$	1,923,475		$	1,895,115

	Three Months Ended
PERFORMANCE RATIOS:		Dec. 31, 2024			Sept. 30, 2024			Dec. 31, 2023
Return on average assets (a)			1.41	%		1.32	%		1.36	%
Return on average equity (a)			11.03	%		10.43	%		10.75	%
Net interest margin (a)			3.64	%		3.58	%		3.60	%
Efficiency ratio			56.27	%		56.79	%		56.50	%

ASSET QUALITY RATIOS AND DATA:
Non-accrual loans		$	2,733		$	3,885		$	3,366
Loans past due 90 days and still accruing			—			—			—
Non-performing investment securities			45			51			85
OREO and other repossessed assets			221			—			—
Total non-performing assets (b)		$	2,999		$	3,936		$	3,451

Non-performing assets to total assets (b)			0.16	%		0.20	%		0.18	%
Net charge-offs during quarter		$	242		$	12		$	2
Allowance for credit losses – loans to non-accrual loans			633	%		450	%		495	%
Allowance for credit losses – loans to loans receivable (c)			1.21	%		1.21	%		1.23	%


CAPITAL RATIOS:
Tier 1 leverage capital			12.32	%		12.12	%		12.14	%
Tier 1 risk-based capital			18.69	%		18.14	%		18.22	%
Common equity Tier 1 risk-based capital			18.69	%		18.14	%		18.22	%
Total risk-based capital			19.95	%		19.39	%		19.50	%
Tangible common equity to tangible assets (non-GAAP)			12.34	%		12.05	%		11.79	%

BOOK VALUES:
Book value per common share		$	31.33		$	30.83		$	29.23
Tangible book value per common share (d)			29.37			28.87			27.29

________________________________________________

(a) Annualized
(b) Non-performing assets include non-accrual loans, loans past due 90 days and still accruing, non-performing investment securities and OREO and other repossessed assets.
(c) Does not include loans held for sale and is before the allowance for credit losses.
(d) Tangible common equity divided by common shares outstanding (non-GAAP).

AVERAGE BALANCES, YIELDS, AND RATES – QUARTERLY
($ in thousands)
(unaudited)

	For the Three Months Ended
	December 31, 2024					September 30, 2024						December 31, 2023
	Amount			Rate			Amount			Rate			Amount			Rate

Assets
Loans receivable and loans held for sale	$	1,438,144		5.80	%		$	1,428,125		5.74	%		$	1,332,971		5.52	%
Investment securities and FHLB stock (1)		247,236		3.57				254,567		3.64				317,164		3.03
Interest-earning deposits in banks and CDs		166,764		4.76				156,732		5.37				126,253		5.38
Total interest-earning assets		1,852,144		5.42				1,839,424		5.41				1,776,388		5.07
Other assets		75,534						80,940						81,612
Total assets	$	1,927,678					$	1,920,364					$	1,858,000

Liabilities and Shareholders’ Equity
NOW checking accounts	$	328,455		1.38	%		$	337,955		1.40	%		$	376,682		1.51	%
Money market accounts		324,424		3.42				321,151		3.62				224,939		2.34
Savings accounts		205,650		0.28				207,457		0.27				220,042		0.22
Certificates of deposit accounts		331,785		4.09				316,897		4.20				268,628		3.97
Brokered CDs		46,414		4.98				48,719		5.54				42,725		5.38
Total interest-bearing deposits		1,236,728		2.59				1,232,179		2.67				1,133,016		2.18
Borrowings		20,000		4.03				20,000		4.20				28,804		4.81
Total interest-bearing liabilities		1,256,728		2.62				1,252,179		2.70				1,161,820		2.22

Non-interest-bearing demand deposits		414,149						414,603						450,027
Other liabilities		10,146						11,151						11,878
Shareholders’ equity		246,655						242,431						234,275
Total liabilities and shareholders’ equity	$	1,927,678					$	1,920,364					$	1,858,000

Interest rate spread				2.80	%					2.71	%					2.85	%
Net interest margin (2)				3.64	%					3.58	%					3.60	%
Average interest-earning assets to
average interest-bearing liabilities		147.38	%					146.90	%					152.90	%

          _____________________________________
(1) Includes other investments
(2) Net interest margin = annualized net interest income /
     average interest-earning assets

Non-GAAP Financial Measures
In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures. Timberland believes that certain non-GAAP financial measures provide investors with information useful in understanding the Company’s financial performance; however, readers of this report are urged to review these non-GAAP financial measures in conjunction with GAAP results as reported.

Financial measures that exclude intangible assets are non-GAAP measures. To provide investors with a broader understanding of capital adequacy, Timberland provides non-GAAP financial measures for tangible common equity, along with the GAAP measure. Tangible common equity is calculated as shareholders’ equity less goodwill and CDI. In addition, tangible assets equal total assets less goodwill and CDI.

The following table provides a reconciliation of ending shareholders’ equity (GAAP) to ending tangible shareholders’ equity (non-GAAP) and ending total assets (GAAP) to ending tangible assets (non-GAAP).

($ in thousands)	December 31, 2024			September 30, 2024			December 31, 2023

Shareholders’ equity	$	249,199		$	245,413		$	237,369
Less goodwill and CDI		(15,537	)		(15,582	)		(15,752	)
Tangible common equity	$	233,662		$	229,831		$	221,617

Total assets	$	1,909,480		$	1,923,475		$	1,895,115
Less goodwill and CDI		(15,537	)		(15,582	)		(15,752	)
Tangible assets	$	1,893,943		$	1,907,893		$	1,879,363

The MIL Network –

January 28, 2025

MIL-OSI: Aimfinity Investment Corp. I Announces Extension of the Deadline for an Initial Business Combination to February 28, 2025

Source: GlobeNewswire (MIL-OSI)

Wilmington, Delaware, Jan. 27, 2025 (GLOBE NEWSWIRE) — Aimfinity Investment Corp. I (the “Company” or “AIMA”) (Nasdaq: AIMAU), a special purpose acquisition company incorporated as a Cayman Islands exempted company, today announced that, in order to extend the date by which the Company mush complete its initial business combination from January 28, 2025 to February 28, 2025, on January 27, 2025, I-Fa Chang, manager of the sponsor of the Company, has deposited into its trust account (the “Trust Account”) an aggregate of $55,823.8, or for $0.05 per Class A ordinary share held by public shareholders (the “Monthly Extension Payment”).

Pursuant to the Company’s fourth amended & restated memorandum and articles of association (“Current Charter”), effectively January 9, 2025, the Company may extend on a monthly basis from January 28, 2025 until October 28, 2025 or such an earlier date as may be determined by its board to complete a business combination by depositing the Monthly Extension Payment for each month into the Trust Account. This is the first of nine monthly extensions sought under the Current Charter of the Company.

About Aimfinity Investment Corp. I

Aimfinity Investment Corp. I is a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. The Company has not selected any business combination target and has not, nor has anyone on its behalf, initiated any substantive discussions, directly or indirectly, with any business combination target with respect to an initial business combination with it. While the Company will not be limited to a particular industry or geographic region in its identification and acquisition of a target company, it will not complete its initial business combination with a target that is headquartered in China (including Hong Kong and Macau) or conducts a majority of its business in China (including Hong Kong and Macau).

Additional Information and Where to Find It

As previously disclosed, on October 13, 2023, the Company entered into that certain Agreement and Plan of Merger (as may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and between the Company, Docter Inc., a Delaware corporation (the “Company”), Aimfinity Investment Merger Sub I, a Cayman Islands exempted company and wholly-owned subsidiary of Parent (“Purchaser”), and Aimfinity Investment Merger Sub II, Inc., a Delaware corporation and wholly-owned subsidiary of Purchaser (“Merger Sub”), pursuant to which the Company is proposing to enter into a business combination with Docter involving an reincorporation merger and an acquisition merger. This press release does not contain all the information that should be considered concerning the proposed business combination and is not intended to form the basis of any investment decision or any other decision in respect of the business combination. AIMA’s stockholders and other interested persons are advised to read, when available, the proxy statement/prospectus and the amendments thereto and other documents filed in connection with the proposed business combination, as these materials will contain important information about AIMA, Purchaser or Docter, and the proposed business combination. When available, the proxy statement/prospectus and other relevant materials for the proposed business combination will be mailed to stockholders of AIMA as of a record date to be established for voting on the proposed business combination. Such stockholders will also be able to obtain copies of the proxy statement/prospectus and other documents filed with the Securities and Exchange Commission (the “SEC”), without charge, once available, at the SEC’s website at www.sec.gov, or by directing a request to AIMA’s principal office at 221 W 9th St, PMB 235 Wilmington, Delaware 19801.

Forward-Looking Statements

This press release contains certain “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended. Statements that are not historical facts, including statements about the pending transactions described herein, and the parties’ perspectives and expectations, are forward-looking statements. Such statements include, but are not limited to, statements regarding the proposed transaction, including the anticipated initial enterprise value and post-closing equity value, the benefits of the proposed transaction, integration plans, expected synergies and revenue opportunities, anticipated future financial and operating performance and results, including estimates for growth, the expected management and governance of the combined company, and the expected timing of the transactions. The words “expect,” “believe,” “estimate,” “intend,” “plan” and similar expressions indicate forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to various risks and uncertainties, assumptions (including assumptions about general economic, market, industry and operational factors), known or unknown, which could cause the actual results to vary materially from those indicated or anticipated.

Such risks and uncertainties include, but are not limited to: (i) risks related to the expected timing and likelihood of completion of the pending business combination, including the risk that the transaction may not close due to one or more closing conditions to the transaction not being satisfied or waived, such as regulatory approvals not being obtained, on a timely basis or otherwise, or that a governmental entity prohibited, delayed or refused to grant approval for the consummation of the transaction or required certain conditions, limitations or restrictions in connection with such approvals; (ii) risks related to the ability of AIMA and Docter to successfully integrate the businesses; (iii) the occurrence of any event, change or other circumstances that could give rise to the termination of the applicable transaction agreements; (iv) the risk that there may be a material adverse change with respect to the financial position, performance, operations or prospects of AIMA or Docter; (v) risks related to disruption of management time from ongoing business operations due to the proposed transaction; (vi) the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of AIMA’s securities; (vii) the risk that the proposed transaction and its announcement could have an adverse effect on the ability of Docter to retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers and on their operating results and businesses generally; (viii): risks relating to the medical device industry, including but not limited to governmental regulatory and enforcement changes, market competitions, competitive product and pricing activity; and (ix) risks relating to the combined company’s ability to enhance its products and services, execute its business strategy, expand its customer base and maintain stable relationship with its business partners.

A further list and description of risks and uncertainties can be found in the prospectus filed on April 26, 2022 relating to AIMA’s initial public offering, the annual report of AIMA on Form 10-K for the fiscal year ended on December 31, 2022, filed on April 17, 2023, and in the Registration Statement/proxy statement that will be filed with the SEC by AIMA and/or its affiliates in connection with the proposed transactions, and other documents that the parties may file or furnish with the SEC, which you are encouraged to read. 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. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements relate only to the date they were made, and Aimfinity, Docter, and their subsidiaries undertake no obligation to update forward-looking statements to reflect events or circumstances after the date they were made except as required by law or applicable regulation.

No Offer or Solicitation

This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of any potential transaction and does not constitute an offer to sell or a solicitation of an offer to buy any securities of AIMA, Purchaser or Docter, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act.

Participants in the Solicitation

AIMA, Docter, and their respective directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of AIMA’s shareholders in connection with the proposed transaction. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of AIMA’s shareholders in connection with the proposed business combination will be set forth in the proxy statement/prospectus on Form F-4 to be filed with the SEC.

Contact Information:

Aimfinity Investment Corp. I
I-Fa Chang
Chief Executive Officer
221 W 9th St, PMB 235
Wilmington, Delaware 19801
ceo@aimfinityspac.com

The MIL Network –

January 28, 2025

MIL-OSI: Brown & Brown, Inc. announces fourth quarter 2024 results, including total revenues of $1.2 billion, an increase of 15.4%; Organic Revenue growth of 13.8%; diluted net income per share of $0.73; and Diluted Net Income Per Share – Adjusted of $0.86

Source: GlobeNewswire (MIL-OSI)

DAYTONA BEACH, Fla., Jan. 27, 2025 (GLOBE NEWSWIRE) — Brown & Brown, Inc. (NYSE:BRO) (the “Company”) announced its unaudited financial results for the fourth quarter and full year of 2024.

Revenues for the fourth quarter of 2024 under U.S. generally accepted accounting principles (“GAAP”) were $1.2 billion, increasing $158 million, or 15.4%, compared to the fourth quarter of the prior year, with commissions and fees increasing by 15.4% and Organic Revenue increasing by 13.8%. Income before income taxes was $275 million, decreasing 22.8% from the fourth quarter of the prior year with Income Before Income Taxes Margin decreasing to 23.2% from 34.7% as a result of a gain on disposal of certain third-party claims administration and adjusting services businesses sold in the fourth quarter of 2023. EBITDAC – Adjusted was $390 million, increasing 22.6% from the fourth quarter of the prior year with EBITDAC Margin – Adjusted increasing to 32.9% from 31.0%. Net income attributable to the Company was $210 million, decreasing $59 million, or 21.9%, and diluted net income per share decreased to $0.73, or 22.3%, with Diluted Net Income Per Share – Adjusted increasing to $0.86, or 24.6%, each as compared to the fourth quarter of the prior year.

Revenues for the twelve months ended December 31, 2024 under GAAP were $4.8 billion, increasing $548 million, or 12.9%, as compared to 2023, with commissions and fees increasing by 12.1%, and Organic Revenue increasing by 10.4%. Income before income taxes was $1.3 billion, increasing 13.7% with Income Before Income Taxes Margin increasing to 27.1% from 26.9% as compared to 2023. EBITDAC – Adjusted was $1.7 billion, which was an increase of 17.0% and EBITDAC Margin – Adjusted increased to 35.2% from 33.9% as compared to 2023. Net income attributable to the Company was $1.0 billion, increasing $122 million, or 14.0%, with diluted net income per share increasing to $3.46, or 13.4%, and Diluted Net Income Per Share – Adjusted increasing to $3.84, or 18.2%, each as compared to 2023.

J. Powell Brown, president and chief executive officer of the Company, noted, “The fourth quarter was outstanding. We are extremely pleased with our 10.4% Organic Revenue growth for 2024. These results were only possible through the incredible efforts of our 17,000+ teammates.”

Reconciliation of Commissions and Fees
to Organic Revenue
(in millions, unaudited)

	Three Months Ended December 31,						Twelve Months Ended December 31,
	2024			2023			2024			2023
Commissions and fees	$	1,161		$	1,006		$	4,705		$	4,199
Profit-sharing contingent commissions		(57	)		(42	)		(166	)		(130	)
Core commissions and fees	$	1,104		$	964		$	4,539		$	4,069
Acquisitions		(26	)					(146	)
Dispositions					(20	)					(101	)
Foreign Currency Translation					3						10
Organic Revenue	$	1,078		$	947		$	4,393		$	3,978
Organic Revenue growth	$	131					$	415
Organic Revenue growth %		13.8	%					10.4	%

See information regarding non-GAAP measures presented later in this press release.

Reconciliation of Diluted Net Income Per Share to
Diluted Net Income Per Share – Adjusted
(unaudited)

	Three Months Ended December 31,						Change						Twelve Months Ended December 31,						Change
	2024			2023			$			%			2024			2023			$			%
Diluted net income per share	$	0.73		$	0.94		$	(0.21	)		(22.3	%)	$	3.46		$	3.05		$	0.41			13.4	%
Change in estimated acquisition earn-out payables		0.02			(0.02	)		0.04						—			0.06			(0.06	)
(Gain)/loss on disposal ⁽¹⁾		(0.02	)		(0.35	)		0.33						(0.09	)		(0.37	)		0.28
Acquisition/Integration Costs		—			0.01			(0.01	)					—			0.04			(0.04	)
Amortization		0.13			0.11			0.02						0.47			0.44			0.03
1Q23 Nonrecurring Cost		—			—			—						—			0.03			(0.03	)
Diluted Net Income Per Share – Adjusted	$	0.86		$	0.69		$	0.17			24.6	%	$	3.84		$	3.25		$	0.59			18.2	%

(1) Includes the gain on disposal of $0.35 associated with the sale of certain third-party claims administration and adjusting services businesses sold in the fourth quarter of 2023.

See information regarding non-GAAP measures presented later in this press release.

Reconciliation of Income Before Income Taxes to EBITDAC and
EBITDAC – Adjusted and Income Before Income Taxes Margin⁽¹⁾ to
EBITDAC Margin and EBITDAC Margin – Adjusted
(in millions, unaudited)

	Three Months Ended December 31,						Twelve Months Ended December 31,
	2024			2023			2024			2023
Total revenues	$	1,184		$	1,026		$	4,805		$	4,257
Income before income taxes	$	275		$	356		$	1,303		$	1,146
Income Before Income Taxes Margin ⁽¹⁾		23.2	%		34.7	%		27.1	%		26.9	%
Amortization		48			43			178			166
Depreciation		11			10			44			40
Interest		46			47			193			190
Change in estimated acquisition earn-out payables		11			(9	)		2			21
EBITDAC	$	391		$	447		$	1,720		$	1,563
EBITDAC Margin		33.0	%		43.6	%		35.8	%		36.7	%
(Gain)/loss on disposal ⁽²⁾		(1	)		(134	)		(31	)		(143	)
Acquisition/Integration Costs		—			5			—			13
1Q23 Nonrecurring Cost					—						11
EBITDAC – Adjusted	$	390		$	318		$	1,689		$	1,444
EBITDAC Margin – Adjusted		32.9	%		31.0	%		35.2	%		33.9	%

(1) “Income Before Income Taxes Margin” is defined as income before income taxes divided by total revenues.

(2) Includes the gain on disposal of $134.6 million associated with the sale of certain third-party claims administration and adjusting services businesses sold in the fourth quarter of 2023.

See information regarding non-GAAP measures presented later in this press release.

Brown & Brown, Inc.
Consolidated Statements of Income
(in millions, except per share data; unaudited)

	Three Months Ended December 31,						Twelve Months Ended December 31,
	2024			2023			2024			2023
REVENUES
Commissions and fees	$	1,161		$	1,006		$	4,705		$	4,199
Investment income		22			18			93			52
Other income, net		1			2			7			6
Total revenues		1,184			1,026			4,805			4,257
EXPENSES
Employee compensation and benefits		582			554			2,406			2,187
Other operating expenses		212			159			710			650
Gain on disposal		(1	)		(134	)		(31	)		(143	)
Amortization		48			43			178			166
Depreciation		11			10			44			40
Interest		46			47			193			190
Change in estimated acquisition earn-out payables		11			(9	)		2			21
Total expenses		909			670			3,502			3,111
Income before income taxes		275			356			1,303			1,146
Income taxes		63			87			301			275
Net income before non-controlling interests		212			269			1,002			871
Less: Net income attributable to non-controlling interests		2			—			9			—
Net income attributable to the Company	$	210		$	269		$	993		$	871
Net income per share:
Basic	$	0.73		$	0.94		$	3.48		$	3.07
Diluted	$	0.73		$	0.94		$	3.46		$	3.05
Weighted average number of shares outstanding:
Basic		283			280			282			280
Diluted		284			282			284			281

Brown & Brown, Inc.
Consolidated Balance Sheets
(in millions, except per share data, unaudited)

	December 31, 2024			December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	675		$	700
Fiduciary cash		1,827			1,603
Short-term investments		10			11
Commission, fees, and other receivables		895			790
Fiduciary receivables		1,116			1,125
Reinsurance recoverable		1,527			125
Prepaid reinsurance premiums		520			462
Other current assets		354			314
Total current assets		6,924			5,130
Fixed assets, net		319			270
Operating lease assets		200			199
Goodwill		7,970			7,341
Amortizable intangible assets, net		1,814			1,621
Investments		19			21
Other assets		366			301
Total assets	$	17,612		$	14,883
LIABILITIES AND EQUITY
Current liabilities:
Fiduciary liabilities	$	2,943		$	2,727
Losses and loss adjustment reserve		1,543			131
Unearned premiums		577			462
Accounts payable		373			459
Accrued expenses and other liabilities		653			608
Current portion of long-term debt		225			569
Total current liabilities		6,314			4,956
Long-term debt less unamortized discount and debt issuance costs		3,599			3,227
Operating lease liabilities		189			179
Deferred income taxes, net		711			616
Other liabilities		362			326
Equity:
Common stock, par value $0.10 per share; authorized 560 shares; issued 306 shares and outstanding 286 shares at 2024, issued 304 shares and outstanding 285 shares at 2023, respectively		31			30
Additional paid-in capital		1,118			1,027
Treasury stock, at cost 20 shares at 2024 and 2023		(748	)		(748	)
Accumulated other comprehensive loss		(109	)		(19	)
Non-controlling interests		17			–
Retained earnings		6,128			5,289
Total equity		6,437			5,579
Total liabilities and equity	$	17,612		$	14,883

Brown & Brown, Inc.
Consolidated Statements of Cash Flows
(in millions, unaudited)

	Twelve Months Ended December 31,
	2024			2023
Cash flows from operating activities:
Net income before non-controlling interests	$	1,002		$	871
Adjustments to reconcile net income before non-controlling interests to net cash provided by operating activities:
Amortization		178			166
Depreciation		44			40
Non-cash stock-based compensation		101			89
Change in estimated acquisition earn-out payables		2			22
Deferred income taxes		13			12
Net gain on sales/disposals of investments, businesses, fixed assets and customer accounts		(29	)		(140	)
Payments on acquisition earn-outs in excess of original estimated payables		(37	)		(29	)
Other		5			5
Changes in operating assets and liabilities, net of effect from acquisitions and divestitures:
Commissions, fees and other receivables (increase)/decrease		(94	)		(106	)
Reinsurance recoverable (increase)/decrease		(1,402	)		706
Prepaid reinsurance premiums (increase)/decrease		(58	)		(68	)
Other assets (increase)/decrease		(98	)		(118	)
Losses and loss adjustment reserve increase/(decrease)		1,411			(710	)
Unearned premiums increase/(decrease)		115			50
Accounts payable increase/(decrease)		(47	)		260
Accrued expenses and other liabilities increase/(decrease)		35			43
Other liabilities increase/(decrease)		33			(83	)
Net cash provided by operating activities		1,174			1,010
Cash flows from investing activities:
Additions to fixed assets		(82	)		(69	)
Payments for businesses acquired, net of cash acquired		(890	)		(631	)
Proceeds from sales of businesses, fixed assets and customer accounts		70			107
Purchases of investments		(7	)		(7	)
Proceeds from sales of investments		11			13
Net cash used in investing activities		(898	)		(587	)
Cash flows from financing activities:
Fiduciary receivables and liabilities, net		191			189
Payments on acquisition earn-outs		(117	)		(90	)
Proceeds from long-term debt		599			—
Payments on long-term debt		(719	)		(251	)
Deferred debt issuance costs		(5	)		—
Borrowings on revolving credit facility		500			420
Payments on revolving credit facility		(350	)		(320	)
Issuances of common stock for employee stock benefit plans		44			40
Repurchase shares to fund tax withholdings for non-cash stock-based compensation		(55	)		(40	)
Cash dividends paid		(154	)		(135	)
Other financing activities		2			—
Net cash used in financing activities		(64	)		(187	)
Effect of foreign exchange rate changes in cash and cash equivalents inclusive of fiduciary cash		(13	)		34
Net increase in cash and cash equivalents inclusive of fiduciary cash		199			270
Cash and cash equivalents inclusive of fiduciary cash at beginning of period		2,303			2,033
Cash and cash equivalents inclusive of fiduciary cash at end of period	$	2,502		$	2,303

Conference call, webcast and slide presentation

A conference call to discuss the results of the fourth quarter and full year of 2024 will be held on Tuesday, January 28, 2025, at 8:00 AM (EST). The Company may refer to a slide presentation during its conference call. You can access the webcast and the slides from the “Investor Relations” section of the Company’s website at bbinsurance.com.

About Brown & Brown

Brown & Brown, Inc. (NYSE: BRO) is a leading insurance brokerage firm, delivering risk management solutions to individuals and businesses since 1939. With over 17,000 teammates and 500+ locations worldwide, we are committed to providing innovative strategies to help protect what our customers value most. For more information or to find an office near you, please visit bbinsurance.com.

Forward-looking statements

This press release may contain certain statements relating to future results which are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which are intended to be covered by the safe harbors created by those laws. You can identify these statements by forward-looking words such as “may,” “will,” “should,” “expect,” “anticipate,” “believe,” “intend,” “estimate,” “plan” and “continue” or similar words. We have based these statements on our current expectations about potential future events. Although we believe the expectations expressed in the forward-looking statements included in this press release are based upon reasonable assumptions within the bounds of our knowledge of our business, a number of factors could cause actual results to differ materially from those expressed in any forward-looking statements, whether oral or written, made by us or on our behalf. Many of these factors have previously been identified in filings or statements made by us or on our behalf. Important factors which could cause our actual results to differ, possibly materially from the forward-looking statements in this press release include but are not limited to the following items: the Company’s determination as it finalizes its financial results for the fourth quarter and full year 2024 that its financial results differ from the current preliminary unaudited numbers set forth herein; the inability to hire, retain and develop qualified employees, as well as the loss of any of our executive officers or other key employees; a cybersecurity attack or any other interruption in information technology and/or data security that may impact our operations or the operations of third parties that support us; acquisition-related risks that could negatively affect the success of our growth strategy, including the possibility that we may not be able to successfully identify suitable acquisition candidates, complete acquisitions, successfully integrate acquired businesses into our operations and expand into new markets; risks related to our international operations, which may result in additional risks or require more management time and expense than our domestic operations to achieve or maintain profitability; the requirement for additional resources and time to adequately respond to dynamics resulting from rapid technological change; the loss of or significant change to any of our insurance company relationships, which could result in loss of capacity to write business, additional expense, loss of market share or material decrease in our commissions; the effect of natural disasters on our profit-sharing contingent commissions, insurer capacity or claims expenses within our capitalized captive insurance facilities; adverse economic conditions, political conditions, outbreaks of war, disasters, or regulatory changes in states or countries where we have a concentration of our business; the inability to maintain our culture or a significant change in management, management philosophy or our business strategy; fluctuations in our commission revenue as a result of factors outside of our control; the effects of sustained inflation or higher interest rates; claims expense resulting from the limited underwriting risk associated with our participation in capitalized captive insurance facilities; risks associated with our automobile and recreational vehicle dealer services (“F&I”) businesses; changes in, or the termination of, certain programs administered by the U.S. federal government from which we derive revenues; the limitations of our system of disclosure and internal controls and procedures in preventing errors or fraud, or in informing management of all material information in a timely manner; the significant control certain shareholders have over the Company; changes in data privacy and protection laws and regulations or any failure to comply with such laws and regulations; improper disclosure of confidential information; our ability to comply with non-U.S. laws, regulations and policies; the potential adverse effect of certain actual or potential claims, regulatory actions or proceedings on our businesses, results of operations, financial condition or liquidity; uncertainty in our business practices and compensation arrangements with insurance carriers due to potential changes in regulations; regulatory changes that could reduce our profitability or growth by increasing compliance costs, technology compliance, restricting the products or services we may sell, the markets we may enter, the methods by which we may sell our products and services, or the prices we may charge for our services and the form of compensation we may accept from our customers, carriers and third-parties; increasing scrutiny and changing laws and expectations from regulators, investors and customers with respect to our environmental, social and governance practices and disclosure; a decrease in demand for liability insurance as a result of tort reform legislation; our failure to comply with any covenants contained in our debt agreements; the possibility that covenants in our debt agreements could prevent us from engaging in certain potentially beneficial activities; changes in the U.S.-based credit markets that might adversely affect our business, results of operations and financial condition; changes in current U.S. or global economic conditions, including an extended slowdown in the markets in which we operate; disintermediation within the insurance industry, including increased competition from insurance companies, technology companies and the financial services industry, as well as the shift away from traditional insurance markets; conditions that result in reduced insurer capacity; quarterly and annual variations in our commissions that result from the timing of policy renewals and the net effect of new and lost business production; intangible asset risk, including the possibility that our goodwill may become impaired in the future; future pandemics, epidemics or outbreaks of infectious diseases, and the resulting governmental and societal responses; other risks and uncertainties as may be detailed from time to time in our public announcements and Securities and Exchange Commission (“SEC”) filings; and other factors that the Company may not have currently identified or quantified. Assumptions as to any of the foregoing, and all statements, are not based upon historical fact, but rather reflect our current expectations concerning future results and events. Forward-looking statements that we make or that are made by others on our behalf are based upon a knowledge of our business and the environment in which we operate, but because of the factors listed above, among others, actual results may differ from those in the forward-looking statements. Consequently, these cautionary statements qualify all of the forward-looking statements we make herein. We cannot assure you that the results or developments anticipated by us will be realized, or even if substantially realized, that those results or developments will result in the expected consequences for us or affect us, our business or our operations in the way we expect. We caution readers not to place undue reliance on these forward-looking statements. All forward-looking statements made herein are made only as of the date of this press release, and the Company does not undertake any obligation to publicly update or correct any forward-looking statements to reflect events or circumstances that subsequently occur or of which the Company hereafter becomes aware.

Non-GAAP supplemental financial information
This press release contains references to “non-GAAP financial measures” as defined in SEC Regulation G, consisting of Organic Revenue, EBITDAC, EBITDAC Margin, EBITDAC – Adjusted, EBITDAC Margin – Adjusted and Diluted Net Income Per Share – Adjusted. We present these measures because we believe such information is of interest to the investment community and because we believe it provides additional meaningful methods to evaluate the Company’s operating performance from period to period on a basis that may not be otherwise apparent on a GAAP basis due to the impact of certain items that have a high degree of variability, that we believe are not indicative of ongoing performance and that are not easily comparable from period to period. This non-GAAP financial information should be considered in addition to, not in lieu of, the Company’s consolidated income statements and balance sheets as of the relevant date. Consistent with Regulation G, a description of such information is provided below and a reconciliation of such items to GAAP information can be found within this press release as well as in our periodic filings with the SEC.

We view Organic Revenue and Organic Revenue growth as important indicators when assessing and evaluating our performance on a consolidated basis and for each of our three segments, because it allows us to determine a comparable, but non-GAAP, measurement of revenue growth that is associated with the revenue sources that were a part of our business in both the current and prior year and that are expected to continue in the future. In addition, we believe Diluted Net Income Per Share – Adjusted provides a meaningful representation of our operating performance and improves the comparability of our results between periods by excluding the impact of the change in estimated acquisition earn-out payables, the impact of amortization of intangible assets and certain other non-recurring or infrequently occurring items. We also view EBITDAC, EBITDAC – Adjusted, EBITDAC Margin and EBITDAC Margin – Adjusted as important indicators when assessing and evaluating our performance, as they present more comparable measurements of our operating margins in a meaningful and consistent manner. As disclosed in our most recent proxy statement, we use Organic Revenue growth, Diluted Net Income Per Share – Adjusted and EBITDAC Margin – Adjusted as key performance metrics for our short-term and long-term incentive compensation plans for executive officers and other key employees.

Beginning January 1, 2024, we no longer exclude Foreign Currency Translation from the calculation of EBITDAC – Adjusted, EBITDAC Margin – Adjusted and Diluted Net Income Per Share – Adjusted. Prior periods are presented accordingly on the same basis so that the calculations of EBITDAC – Adjusted, EBITDAC Margin – Adjusted and Diluted Net Income Per Share – Adjusted are comparable for both periods. We no longer exclude Foreign Currency Translation from the calculation of these earnings measures because fluctuations in Foreign Currency Translation affect both our revenues and expenses, largely offsetting each other. Therefore, excluding Foreign Currency Translation from these earnings measures provides no meaningful incremental value in evaluating our financial performance.

Beginning January 1, 2024, amortization of intangible assets is excluded from the calculation of Diluted Net Income Per Share – Adjusted. Prior periods are presented accordingly on the same basis so that the calculation of Diluted Net Income Per Share – Adjusted is comparable for both periods. We exclude the impact of amortization of intangible assets from the calculation of Diluted Net Income Per Share – Adjusted because amortization of intangible assets is a non-cash expense that is not indicative of the performance of our business and provides no meaningful incremental value in evaluating our financial performance.

Non-GAAP Revenue Measures

Organic Revenue is our core commissions and fees less: (i) the core commissions and fees earned for the first 12 months by newly acquired operations; (ii) divested business (core commissions and fees generated from offices, books of business or niches sold or terminated during the comparable period); and (iii) Foreign Currency Translation (as defined below). The term “core commissions and fees” excludes profit-sharing contingent commissions and therefore represents the revenues earned directly from specific insurance policies sold and specific fee-based services rendered. Organic Revenue can be expressed as a dollar amount or a percentage rate when describing Organic Revenue growth.

Non-GAAP Earnings Measures

EBITDAC is defined as income before interest, income taxes, depreciation, amortization and the change in estimated acquisition earn-out payables.
EBITDAC Margin is defined as EBITDAC divided by total revenues.
EBITDAC – Adjusted is defined as EBITDAC, excluding (i) (gain)/loss on disposal, (ii) for 2023, Acquisition/Integration Costs (as defined below) and (iii) for 2023, the 1Q23 Nonrecurring Cost (as defined below).
EBITDAC Margin – Adjusted is defined as EBITDAC – Adjusted divided by total revenues.
Diluted Net Income Per Share – Adjusted is defined as diluted net income per share, excluding the after-tax impact of (i) the change in estimated acquisition earn-out payables, (ii) (gain)/loss on disposal, (iii) for 2023, Acquisition/Integration Costs (as defined below), (iv) for 2023, the 1Q23 Nonrecurring Cost (as defined below) and (v) amortization.

Definitions Related to Certain Components of Non-GAAP Measures

“Acquisition/Integration Costs” means the acquisition and integration costs (e.g., costs associated with regulatory filings, legal/accounting services, due diligence and the costs of integrating our information technology systems) arising out of our acquisitions of GRP (Jersey) Holdco Limited and its business, Orchid Underwriters Agency and CrossCover Insurance Services, and BdB Limited companies, which are not considered to be normal, recurring or part of the ongoing operations.
“Foreign Currency Translation” means the period-over-period impact of foreign currency translation, which is calculated by applying current-year foreign exchange rates to the various functional currencies in our business to our reporting currency of US dollars for the same period in the prior year.
“1Q23 Nonrecurring Cost” means approximately $11.0 million expensed and substantially paid in the first quarter of 2023 to resolve a business matter, which is not considered to be normal, recurring or part of the ongoing operations.
“(Gain)/loss on disposal,” a caption on our consolidated statements of income which reflects net proceeds received as compared to net book value related to sales of books of business and other divestiture transactions, such as the disposal of a business through sale or closure.

Our industry peers may provide similar supplemental non-GAAP information with respect to one or more of these measures, although they may not use the same or comparable terminology and may not make identical adjustments and, therefore comparability may be limited. This supplemental non-GAAP financial information should be considered in addition to, and not in lieu of, the Company’s condensed consolidated financial statements.

For more information:

R. Andrew Watts
Chief Financial Officer
(386) 239-5770

The MIL Network –

January 28, 2025

MIL-OSI Security: Greenfield Man Sentenced to 15 Months’ Imprisonment for Paying Healthcare Kickbacks

Source: Office of United States Attorneys

Gregory J. Haanstad, United States Attorney for the Eastern District of Wisconsin, announced that, on January 24, 2025, Mohammed Kazim Ali was sentenced to 15 months’ incarceration for paying healthcare kickbacks in violation of the Anti-Kickback Statute. Ali was also ordered to pay over $2.2 million in restitution to Medicaid and Medicare as well as a $75,000 fine.

Ali and his co-defendant, Justin Hanson, owned a Milwaukee-area clinical laboratory called Noah Associates. According to court records, beginning in 2017, Ali and Hanson engaged in a three-year-long scheme to pay kickbacks to the owner of a Milwaukee substance use treatment clinic in exchange for referrals of Medicaid and Medicare patients for urine drug testing performed by Noah Associates. Ali and Hanson paid over $400,000 in kickbacks to procure the tests. The tests, however, were not ordered by any physician and were not medically necessary for the treatment of patients. After one physician learned that his credentials were being used without his authorization to order the tests, the physician told Ali to stop. Ali nonetheless continued to have Noah Associates accept and bill the government for tests falsely ordered under that physician’s credentials for months. As a result of the scheme, Medicaid and Medicare paid Noah Associates over $2.2 million for the unnecessary tests. Ali personally received over $800,000 from Noah Associates during the scheme.

At sentencing, United States District Judge J.P. Stadtmueller emphasized the seriousness of Ali’s crime, including Ali’s manipulation and breach of trust of the Medicaid and Medicare programs to receive millions of dollars that were not truly earned. Judge Stadtmueller further noted that Ali knew that his conduct was criminal yet still engaged in a long-running, creative fraud scheme—a decision that Judge Stadtmueller criticized as “beyond belief.”

In addition to his sentence, Ali will also be excluded from participation in the Medicaid and Medicare programs and has shut down Noah Associates. His co-defendant, Hanson, has also pleaded guilty for paying healthcare kickbacks and will be sentenced on March 21, 2025.

“Paying kickbacks for patient referrals is illegal because, as this case demonstrates, kickbacks result in Medicaid and Medicare paying for unnecessary services,” said United States Attorney Haanstad. “Rather than bill the government for tests that patients actually needed, Ali abused the Medicaid and Medicare programs for ill-gotten gains. The United States Attorney’s Office is committed to prevent frauds against Medicaid and Medicare.”

“This sentence demonstrates the FBI’s commitment to investigating individuals like Mr. Ali who erode the public’s trust in our healthcare systems,” said Special Agent in Charge Michael Hensle of the FBI Milwaukee Field Office. “The FBI will continue to work with our law enforcement partners to ensure that those responsible for healthcare fraud are exposed and brought to justice. The safety and well-being of Wisconsin residents remains our highest priority.”

“Individuals and medical providers who accept kickbacks in exchange for the referral of patients covered under a Federal health care program place personal profit ahead of patient care, which can ultimately lead to the delivery of costly, medically unnecessary services,” said Mario M. Pinto, of the U.S. Department of Health and Human Services, Office of Inspector General (HHS-OIG), Chicago Region. “Our agency is committed to working with our law enforcement partners to bring those who violate laws intended to protect patients, and our Federal health care programs, to justice.”

The Federal Bureau of Investigation and the Office of the Inspector General, Department of Health and Human Services investigated the case. Assistant United States Attorneys Michael Carter and Julie Stewart handled the prosecution.

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For further information contact:

Public Information Officer

Kenneth.Gales@usdoj.gov

(414) 297-1700

Follow us on Twitter

MIL Security OSI –

January 28, 2025

MIL-OSI Security: Huntington Man Sentenced to Prison for Fentanyl Crime and Violating Supervised Release

Source: Office of United States Attorneys

HUNTINGTON, W.Va. – Tyson Davis Sr., 45, of Huntington, was sentenced today to seven years and two months in prison, to be followed by three years of supervised release, for distribution of fentanyl and violating supervised release.

According to court documents and statements made in court, on June 14, 2023, Davis sold approximately 2.93 grams of fentanyl to a confidential informant while in a parked vehicle in Huntington. Davis admitted to the transaction. Investigators conducted three additional controlled buys with Davis using the confidential informant, on June 8, August 3 and October 24, 2023. Davis sold a total of 24.057 grams of substances containing fentanyl to the confidential informant during the four transactions.

Laboratory analysis of the drugs determined that the substances sold by Davis on June 8 and June 14, 2023, were at least 58 percent pure fentanyl, and the substance sold by Davis on August 3, 2023, was at least 46 percent pure fentanyl. According to investigators, the fentanyl they seize typically ranges from 0.5 percent to 7 percent pure fentanyl.

Davis has a long criminal history that includes multiple convictions for drug and firearms-related offenses. At the time of this offense, Davis was serving a term of supervised release as a result of his May 17, 2021 conviction for possession of a firearm in furtherance of a drug trafficking crime. Today’s sentence includes two years and six months in prison for committing a crime while on supervised release.

United States Attorney Will Thompson made the announcement and commended the investigative work of the Federal Bureau of Investigation (FBI), the Cabell County Sheriff’s Office, and the Drug Enforcement Administration (DEA).

United States District Judge Robert C. Chambers imposed the sentence. Assistant United States Attorney Lesley C. Shamblin prosecuted the case.

A copy of this press release is located on the website of the U.S. Attorney’s Office for the Southern District of West Virginia. Related court documents and information can be found on PACER by searching for Case No. 3:24-cr-23.

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MIL Security OSI –

January 28, 2025

MIL-OSI Security: Raleigh County Woman and Man Plead Guilty to Federal Drug Crimes

Source: Office of United States Attorneys

BECKLEY, W.Va. – Heather Danielle Dunbar, 37, of Terry, pleaded guilty today to distribution of methamphetamine. Dunbar admitted to her role in a drug trafficking organization (DTO) that distributed methamphetamine, fentanyl and cocaine base, also known as “crack,” in Beckley and elsewhere within the Southern District of West Virginia. A co-defendant, David Anthony Lacy, 52, of Beckley, pleaded guilty today to use of a communication facility to facilitate a drug trafficking offense in a separate case.

According to court documents and statements made in court, on October 17, 2023, Dunbar sold 1 ounce of methamphetamine in exchange for $320 to a confidential informant at the residence of co-conspirator Tilford Joe Bradley Jr. in Beckley. Dunbar admitted to the transaction and further admitted to additional drug transactions. On October 23, 2023, Dunbar sold 25.94 grams of methamphetamine in exchange for $320. On December 26, 2023, Dunbar sold approximately 2.3 grams of fentanyl in exchange for $325. Each time, Dunbar sold the controlled substances to a confidential informant.

On June 28, 2023, law enforcement officers executed a search warrant at Bradley’s residence, where Dunbar was staying. Officers seized 38 grams of fentanyl, 6 grams of cocaine, multiple digital scales, a money counter, a large quantity of small plastic bags, and a blender containing white residue. Dunbar admitted that she intended to help Bradley distribute the seized controlled substances in and around the Southern District of West Virginia.

Dunbar further admitted to working with Bradley to distribute methamphetamine, fentanyl and crack in and around the Southern District of West Virginia during the months of April and May 2024. On April 9, 2024, Bradley called Dunbar and they discussed weighing $600 worth of drugs for an individual waiting to purchase them. On May 3, 2024, Dunbar and Bradley discussed selling $100 worth of cocaine to an individual. Dunbar admitted that she now knows that law enforcement intercepted her phone calls with Bradley.

Lacy received cocaine base, also known as “crack,” from Bradley and redistributed it in and around the Southern District of West Virginia throughout the month of April 2024. Lacy admitted that he called Bradley using his cell phone to discuss and arrange drug transactions. On April 24, 2024, Lacy called Bradley and asked for about 3.5 grams of crack, and told Bradley that he needed to discuss buying fentanyl from Bradley to redistribute. Lacy admitted that he now knows that law enforcement officers intercepted those phone calls.

Dunbar is scheduled to be sentenced on May 22, 2025, and faces a maximum penalty of 20 years in prison, at least three years of supervised release, and a $1,000,000 fine. Lacy is scheduled to be sentenced on May 29, 2025, and faces a maximum penalty of four years in prison, up to one year of supervised release, and a $250,000 fine.

Bradley, 47, of Beckley, pleaded guilty on January 21, 2025 to possession with intent to distribute methamphetamine and awaits sentencing. Dunbar, Lacy and Bradley are among 12 individuals indicted on charges alleging the defendants conspired to distribute methamphetamine, fentanyl, and crack within the Southern District of West Virginia from in or about June 2023 to in or about May 2024. Dunbar, Lacy and Bradley are also among 10 defendants who have pleaded guilty. The charges against the other defendants are pending. An indictment is merely an allegation and all defendants are presumed innocent unless and until proven guilty beyond a reasonable doubt in a court of law.

United States Attorney Will Thompson made the announcement and commended the investigative work of the Federal Bureau of Investigation (FBI), the Bureau of Alcohol, Tobacco, Firearms and Explosives (ATF), and the Beckley/Raleigh County Drug and Violent Crime Unit, which consists of officers from the West Virginia State Police, the Raleigh County Sheriff’s Department, and the Beckley Police Department.

United States Magistrate Judge Omar J. Aboulhosn presided over the hearings. Assistant United States Attorney Andrew D. Isabell is prosecuting the cases.

The investigation was part of the Department of Justice’s Organized Crime Drug Enforcement Task Force (OCDETF). The program was established in 1982 to conduct comprehensive, multilevel attacks on major drug trafficking and money laundering organizations and is the keystone of the Department of Justice’s drug reduction strategy. OCDETF combines the resources and expertise of its member federal agencies in cooperation with state and local law enforcement. The principal mission of the OCDETF program is to identify, disrupt and dismantle the most serious drug trafficking organizations, transnational criminal organizations and money laundering organizations that present a significant threat to the public safety, economic, or national security of the United States.

A copy of this press release is located on the website of the U.S. Attorney’s Office for the Southern District of West Virginia. Related court documents and information can be found on PACER by searching for Case Nos. 5:24-cr-90 (Dunbar) and 5:25-cr-1 (Lacy).

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MIL Security OSI –

January 28, 2025

MIL-OSI Security: Philadelphia Woman Sentenced to over Three Years in Prison for Stabbing on the Choctaw Indian Reservation

Source: Office of United States Attorneys

Jackson, MS – A Philadelphia woman was sentenced to 40 months in federal prison for stabbing a man in the Pearl River community of the Mississippi Band of Choctaw Indians Reservation.

According to court documents, Telinah Kowi Tek Farve, 24, stabbed a man at a tribal home in the Pearl River Community in March of 2023. Farve was indicted by a federal grand jury in April of 2023, and pled guilty in April of 2024.

Acting U.S. Attorney Patrick A. Lemon and Special Agent in Charge Robert Eikhoff of the Federal Bureau of Investigation made the announcement.

The Choctaw Police Department and the Federal Bureau of Investigation investigated the case.

Assistant U.S. Attorneys Kevin J. Payne and Brian K. Burns prosecuted the case.

This case was brought as part of Project Safe Neighborhood (PSN), a nationwide initiative that was launched in 2001 and works to reduce violent crime and gun violence. It’s a collaboration between federal, state, local, tribal, and territorial law enforcement, prosecutors, and community leaders. PSN is coordinated by the U.S. Attorneys’ Offices in the 94 federal judicial districts throughout the 50 states and U.S. territories. For more information about Project Safe Neighborhood, please visit www.psn.gov.

MIL Security OSI –

January 28, 2025

MIL-OSI Security: Final Two Defendants Plead Guilty to Roles in Charleston Methamphetamine Trafficking Organization

Source: Office of United States Attorneys

CHARLESTON, W.Va. – Today, Kirt Ray King, 48, of Charleston, pleaded guilty to conspiracy to distribute 500 grams or more of a mixture and substance containing methamphetamine and Anthony Michael Mowery, 48, of Parkersburg, pleaded guilty to conspiracy to distribute 50 grams or more of a mixture and substance containing methamphetamine. King and Mowery admitted to their roles in a Drug Trafficking Organization (DTO) that distributed methamphetamine in the Charleston area.

According to court documents and statements made in court, from in or about January 2024 to in or about May 2024, King and Mowery conspired with others to distribute methamphetamine in Charleston and within the Southern District of West Virginia.

King and Mowery are scheduled to be sentenced on April 21, 2025. King faces a mandatory minimum of 10 years and up to life in prison, at least five years and up to a lifetime of supervised release, and a $10,000,000 fine. Mowery faces a mandatory minimum of five years and up to 40 in prison, at least four years of supervised release, and a $5,000,000 fine.

King and Mowery are among four defendants indicted in the case. Co-defendant Michael Dale Cain, 49, of Parkersburg, pleaded guilty on November 6, 2024, and co-defendant John Wayne Harkless, 46, of Charleston, pleaded guilty on November 20, 2024, each to conspiracy to distribute methamphetamine. Cain and Harkless await sentencing.

United States Attorney Will Thompson made the announcement and commended the investigative work of the Federal Bureau of Investigation (FBI).

United States District Judge Joseph R. Goodwin presided over the hearings. Assistant United States Attorney Jeremy B. Wolfe is prosecuting the case.

The investigation was part of the Department of Justice’s Organized Crime Drug Enforcement Task Force (OCDETF). The program was established in 1982 to conduct comprehensive, multilevel attacks on major drug trafficking and money laundering organizations and is the keystone of the Department of Justice’s drug reduction strategy. OCDETF combines the resources and expertise of its member federal agencies in cooperation with state and local law enforcement. The principal mission of the OCDETF program is to identify, disrupt and dismantle the most serious drug trafficking organizations, transnational criminal organizations and money laundering organizations that present a significant threat to the public safety, economic, or national security of the United States.

A copy of this press release is located on the website of the U.S. Attorney’s Office for the Southern District of West Virginia. Related court documents and information can be found on PACER by searching for Case No. 2:24-cr-95.

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MIL Security OSI –

January 28, 2025

MIL-OSI Security: St. Lucie County company and woman sentenced for conspiring to harbor aliens by means of employment

Source: Office of United States Attorneys

MIAMI – On Jan. 24, Martinez Builders Supply, d/b/a East Coast Trust (ECT) and Kelly Yanira Del Valle, 43, of Fort Pierce, Florida, were sentenced after pleading guilty to conspiring to harbor aliens by means of employment in August and October 2024. Del Valle also pleaded guilty for filing false tax returns and aiding the filing of false tax returns.

ECT was sentenced to two years of probation, to include the implementation of a corporate compliance program, ordered to forfeit $450,000 to the United States and ordered to pay a $100,000 fine. Del Valle was sentenced to 13 months in prison, to be followed by three years of supervised release, ordered to forfeit $100,000 to the United States and to pay $100,146 in restitution to the IRS.

From June 2018 through August 2021, Del Valle, who was employed by ECT at the time, along with several of ECT’s officers and employees, conspired to harbor migrants by means of employment. In June 2018, Homeland Security Investigations (HSI) law enforcement agents conducted an audit of ECT. The audit revealed that dozens of ECT’s employees were migrants, who were not authorized to work in the United States. To conceal, harbor, and shield the undocumented migrants from HSI, Del Valle and several of ECT’s officers and employees, transferred the undocumented migrants from ECT’s payroll to the payroll of two shell companies. The undocumented migrants continued to work at ECT while purportedly being employed and paid by the shell companies. ECT paid Del Valle a fee for each undocumented migrant that she transferred from ECT’s to the shell companies’ payroll.

Between June 2018 and July 2021, ECT, through its agents and employees, transferred money to bank accounts operated by Del Valle in the name of the shell companies for the express purpose of paying the undocumented migrants who worked at ECT.

On Aug. 6, 2021, HSI law enforcement agents discovered 28 undocumented migrants working at ECT’s headquarters in St. Lucie County.

Acting U.S. Attorney Michael S. Davis for the Southern District of Florida, Acting Special Agent in Charge José R. Figueroa Homeland Security Investigations (HSI) Miami and Special Agent in Charge Emmanuel Gomez of the IRS Criminal Investigation (IRS-CI), Miami Field Office, made the announcement.

The HSI Fort Pierce Field Office and IRS CI Miami Filed Office investigated the case with assistance from the U.S. Immigration and Customs Enforcement (ICE), Enforcement and Removal Operations (ERO), U.S. Border Patrol Miami Sector, U.S. Secret Service (USSS), Miami Field Office, St. Lucie County Sheriff’s Office, and Fort Pierce Police Department (FPPD). Assistant U.S. Attorney Michael D. Porter prosecuted the case.

Related court documents and information may be found on the website of the District Court for the Southern District of Florida at www.flsd.uscourts.gov or at http://pacer.flsd.uscourts.gov, under case numbers 24-cr-14019 and 24-cr-14035.

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MIL Security OSI –

January 28, 2025

MIL-OSI Security: Lancaster County Brothers Plead Guilty to Vape Shop Armed Robbery

Source: Office of United States Attorneys

COLUMBIA, S.C. —Marterrious Tyresse Hannah, 22, and Jaimon Tywan Hannah, 22, both of Lancaster County, have pleaded guilty to their involvement in an armed robbery of a local vape shop. Marterrious pleaded guilty to conspiracy to commit an armed robbery, armed robbery, and possession of a firearm during an armed robbery. Jaimon pleaded guilty to the armed robbery of the vape shop.

Evidence obtained in the investigation revealed that on July 31, 2023, Marterious Hannah and Jaimon Hannah, brothers, arranged to visit a local vape shop to purchase a handgun from the store clerk, an individual they knew. At the time of sale, Jaimon brandished a handgun and proceeded to rob the clerk. While the Hannah brothers were inside the premise, two other men entered through the open front door and assisted with committing the armed robbery. The robbers stole a safe that contained money, cash from the store clerk, and vape products from the store. At least two defendants were armed as seen on surveillance video. The defendants also stole the firearm they had come to purchase from the store clerk. The firearm was later used and recovered in North Carolina during the commission of a violent crime.

Both defendants face a maximum penalty of 20 years in federal prison and face a fine of up to $250,000, restitution, and five years of supervision to follow the term of imprisonment. United States District Judge Mary Geiger Lewis accepted the guilty pleas and will sentence the defendants after receiving and reviewing a sentencing report prepared by the U.S. Probation Office.

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.

This case was investigated by the FBI Columbia Field Office, U.S. Department of Homeland Security, Homeland Security Investigations, and the Lancaster County Sheriff’s Office. Assistant U.S. Attorney William K. Witherspoon is prosecuting the case.

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MIL Security OSI –

January 28, 2025

MIL-OSI Security: Waterbury Drug Trafficker Sentenced to More Than 18 Years in Federal Prison

Source: Office of United States Attorneys

Marc H. Silverman, Acting United States Attorney for the District of Connecticut, announced that GAWAYNE FISHER, also known as “Fruit” and “Tank,” 49, of Waterbury, was sentenced today by U.S. District Judge Victor A. Bolden in New Haven to 217 months of imprisonment, followed by five years of supervised release, for heading a large-scale drug trafficking ring while on federal supervised release.

According to court documents and statements made in court, in August 2009, Fisher was sentenced in New Haven federal court to 10 years of imprisonment and eight years of supervised release for cocaine trafficking offenses. He was released from prison in February 2015.

In 2022, the DEA New Haven Task Force, the DEA Tactical Diversion Squad, the Waterbury Police Department, and other law enforcement agencies determined that Fisher was trafficking narcotics while on federal supervised release. The investigation, which included court-authorized wiretaps on multiple phones, physical surveillance, and controlled purchases of narcotics, revealed that Fisher and others were selling large quantities of heroin, fentanyl, and cocaine, as well as counterfeit oxycodone and alprazolam (Xanax) pills.

Fisher and three of his associates were arrested on April 13, 2023. On that date, a search of a West Main Street apartment in Waterbury that Fisher used as a stash location revealed approximately 16 kilograms of cocaine, three kilograms of fentanyl, 125,000 individual glassine bags containing fentanyl, and $7,574 in cash. A search of Fisher’s residence on Beverly Avenue in Waterbury, and his vehicle, revealed approximately $175,110 in cash. In addition, a search of a residence on Yale Street in Waterbury that Fisher’s co-conspirator used as a stash location revealed drug-processing equipment, approximately three kilograms of loose fentanyl, and approximately 75,000 individual bags containing fentanyl.

Fisher has been detained since his arrest. On January 11, 2024, he pleaded guilty to one count of conspiracy to distribute and to possess with intent to distribute 400 grams or more of fentanyl and five kilograms or more of cocaine, and one count of money laundering.

Judge Bolden sentenced Fisher to 180 months of imprisonment for the narcotics trafficking and money laundering offenses, and a consecutive 37 months of imprisonment for violating the conditions of his supervised release.

This investigation was conducted by the DEA New Haven Task Force, the DEA Tactical Diversion Squad, and the Waterbury Police Department, with the assistance of the Federal Bureau of Investigation, U.S. Marshals Service, Connecticut State Police, Internal Revenue Service – Criminal Investigation Division, and the New Haven, Naugatuck, Ansonia, West Haven, Meriden, East Haven, Branford, Shelton, and Bristol Police Departments.

This case is being prosecuted by Assistant U.S. Attorney Natasha M. Freismuth through the Organized Crime Drug Enforcement Task Forces (OCDETF) Program. OCDETF identifies, disrupts, and dismantles drug traffickers, money launderers, gangs, and transnational criminal organizations through a prosecutor-led and intelligence-driven approach that leverages the strengths of federal, state, and local law enforcement agencies. Additional information about the OCDETF Program can be found at https://www.justice.gov/OCDETF.

MIL Security OSI –

January 28, 2025

MIL-OSI Security: Two Lancaster Men Sentenced On Money Laundering Offenses

Source: Office of United States Attorneys

HARRISBURG – The United States Attorney’s Office for the Middle District of Pennsylvania announced that Christopher Lopez, age 41, and Michael Torres, age 43, both of Lancaster, Pennsylvania, were sentenced on January 23, 2025, by United States District Court Judge Jennifer P. Wilson on money laundering charges. Lopez received a sentence of one year and one day in prison and Torres was sentenced to six months in prison. Both defendants were ordered to serve one year on supervised release following completion of their prison terms.

According to Acting United States Attorney John C. Gurganus, Lopez owned C&D Motorsports, a car dealership located in Lancaster, where Torres was employed as a salesperson. Agents with the Internal Revenue Service, Criminal Investigation (IRS-CI) began investigating C&D Motorsports and Lopez in 2019 after receiving reports that C&D Motorsports catered to known drug traffickers who were known to have purchased vehicles from the dealership, and that the dealership had not been filing currency transaction reports for cash sales in excess of $10,000, as required by federal law.

IRS-CI conducted an undercover operation during which agents purported to be a drug trafficker and his girlfriend. The undercover agents met with Torres and Lopez at C&D Motorsports on October 16, 2019, and discussed purchasing a vehicle using cash from drug trafficking and ensuring that the vehicle would be put in the girlfriend’s name and that the drug trafficker’s name would be omitted from paperwork filed in connection with the sale. On December 11, 2019, the undercover agents returned to C&D Motorsports to meet with both Torres and Lopez to complete a cash purchase of a vehicle, which Lopez and Torres caused to be titled in a third party’s name. A federal grand jury returned an indictment in February 2022, charging Lopez and Torres with conspiring to commit money laundering involving proceeds represented to have been from drug trafficking.

Following a four-day trial in February 2024, a jury found both Lopez and Torres guilty of conspiring together to accept more than $33,000 in cash proceeds that were represented to be from the sale of cocaine, and to conceal the nature, source, ownership, and control of those proceeds by having the vehicle titled in a third party’s name.

“IRS Criminal Investigation is committed to unraveling complex financial transactions and money laundering schemes where individuals attempt to conceal the true source of their money,” stated Amy MacNeely, Acting Special Agent in Charge, IRS-Criminal Investigation, Philadelphia Field Office.

This prosecution is part of an Organized Crime Drug Enforcement Task Forces (OCDETF) investigation. OCDETF identifies, disrupts, and dismantles the highest-level drug traffickers, money launderers, gangs, and transnational criminal organizations that threaten the United States by using a prosecutor-led, intelligence-driven, multi-agency approach that leverages the strengths of federal, state, and local law enforcement agencies against criminal networks.

The case was investigated by the IRS Criminal Investigation and the Drug Enforcement Administration. Assistant U.S. Attorneys Christian Haugsby and Joseph Terz prosecuted the case.

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MIL Security OSI –

January 28, 2025

MIL-OSI: Talen Energy, Other Parties Reach Reliability Must Run Settlement Agreement for Brandon Shores and H.A. Wagner Power Plants

Source: GlobeNewswire (MIL-OSI)

HOUSTON, Jan. 27, 2025 (GLOBE NEWSWIRE) — Talen Energy Corporation (“Talen”) (NASDAQ: TLN) announced today that it, PJM Interconnection, L.L.C. (“PJM”), and a broad coalition of the Maryland Public Service Commission, Maryland customers, electric utilities, and Sierra Club have agreed on the terms by which Talen will operate its Brandon Shores and H.A. Wagner power plants until May 31, 2029, beyond their scheduled May 31, 2025 retirement dates. The agreement, colloquially called a “reliability-must-run” or “RMR” agreement, is intended to provide the power necessary to maintain grid and transmission reliability in and around the City of Baltimore until necessary transmission upgrades to provide reliable power to the area from other sources are complete.

The settlement, which must be approved by FERC and may be contested by the PJM Independent Market Monitor, will provide fixed payments to Talen at $312/MW-day ($145 million annually) and $137/MW-day ($35 million annually) to operate Brandon Shores and H.A. Wagner, respectively. These figures include a $5 million performance incentive for Brandon Shores and a $2.5 million performance incentive for H.A. Wagner. The settlement will separately reimburse Talen for fuel costs and variable operations and maintenance expenses.

Several recent FERC proceedings related to future PJM base residual capacity auction parameters include questions about how to treat RMR generation resources in the capacity markets. Under the terms of the settlement, Brandon Shores and H.A. Wagner will not be considered capacity resources and will not have separate capacity obligations or be subject to capacity performance penalties. The settling parties have, however, agreed that PJM will consider the Brandon Shores and H.A. Wagner plants to be part of the capacity market supply stack. The “offer” price for the plants in upcoming auctions will depend on the outcome of PJM’s pending Section 205 proceeding, which proposes to include RMR resources administratively in supply as price-takers.

“This RMR agreement is an important milestone in the collective efforts of PJM, Talen, the Maryland Public Service Commission, and other representatives of Maryland consumers to ensure the reliable supply of electricity to the people of Baltimore and its surrounding area,” said Mac McFarland, President and Chief Executive Officer of Talen. “Talen is pleased to do its part to help provide critical infrastructure with an RMR structure that simultaneously creates reliable electricity in Baltimore and protects Maryland consumer rates.”

About Talen

Talen Energy (NASDAQ: TLN) is a leading independent power producer and energy infrastructure company dedicated to powering the future. We own and operate approximately 10.7 gigawatts of power infrastructure in the United States, including 2.2 gigawatts of nuclear power and a significant dispatchable fossil fleet. We produce and sell electricity, capacity, and ancillary services into wholesale U.S. power markets, with our generation fleet principally located in the Mid-Atlantic and Montana. Our team is committed to generating power safely and reliably, delivering the most value per megawatt produced and driving the energy transition. Talen is also powering the digital infrastructure revolution. We are well-positioned to capture this significant growth opportunity, as data centers serving artificial intelligence increasingly demand more reliable, clean power. Talen is headquartered in Houston, Texas. For more information, visit https://www.talenenergy.com/.

Investor Relations:
Ellen Liu
Senior Director, Investor Relations
InvestorRelations@talenenergy.com

Media:
Taryne Williams
Director, Corporate Communications
Taryne.Williams@talenenergy.com

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the federal securities laws, which statements are subject to substantial risks and uncertainties. These forward-looking statements are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this communication, or incorporated by reference into this communication, are forward-looking statements. Throughout this communication, we have attempted to identify forward-looking statements by using words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecasts,” “goal,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “will,” or other forms of these words or similar words or expressions or the negative thereof, although not all forward-looking statements contain these terms. Forward-looking statements address future events and conditions concerning, among other things capital expenditures, earnings, litigation, regulatory matters, hedging, liquidity and capital resources and accounting matters. Forward-looking statements are subject to substantial risks and uncertainties that could cause our future business, financial condition, results of operations or performance to differ materially from our historical results or those expressed or implied in any forward-looking statement contained in this communication. All of our forward-looking statements include assumptions underlying or relating to such statements that may cause actual results to differ materially from expectations, and are subject to numerous factors that present considerable risks and uncertainties.

The MIL Network –

January 28, 2025

MIL-OSI: Capital Bancorp, Inc. Announces 4Q and Full Year 2024 Results; Successful Close of the IFH Acquisition; Robust Organic Loan and Deposit Growth; Diversified Business Model Drives Strong Performance

Source: GlobeNewswire (MIL-OSI)

Fourth Quarter 2024 Results

Net Income of $7.5 million, or $0.45 per share, and return on average assets of 0.96%
- Net Income of $15.5 million, or $0.92 per share, and return on average assets of 1.97% as adjusted to exclude the impact of merger-related expenses, initial Integrated Financial Holdings, Inc. (“IFH”) Allowance for Credit Losses (“ACL”) provision, and a non-recurring legacy IFH equity and debt investment write-down (non-GAAP)⁽¹⁾
Tangible Book Value Per Share⁽¹⁾ of $18.77, decreased 6.8%, or $1.36 as compared to $20.13 (3Q 2024), resulting from the acquisition of IFH and related purchase accounting impacts
Return on average equity of 8.50%, and return on average tangible common equity⁽¹⁾ of 9.47%
- Core return on average equity⁽¹⁾ of 17.68%, and core return on average tangible common equity⁽¹⁾ of 19.19%
Net Interest Income increased $6.0 million, or 15.6% (not annualized), from 3Q 2024
Net Interest Margin (“NIM”) decreased to 5.87% as compared to 6.41% (3Q 2024)
- Core NIM, as adjusted to exclude the impact of credit card loans (non-GAAP)⁽¹⁾ decreased to 4.05% as compared to 4.08% (3Q 2024)
- Net purchase accounting accretion of $0.7 million for 4Q 2024 accounted for 9 basis points of the reported 5.87% NIM and 10 basis points of the reported 4.05% core NIM, respectively
Fee Revenue (noninterest income) totaled $11.9 million, or 21.2% of total revenue for 4Q 2024
- Core Fee Revenue of $14.5 million, or 24.7% of total core revenue, increased $7.9 million from 3Q 2024, excluding a non-recurring equity and debt investment write-down of $2.6 million (non-GAAP)⁽¹⁾, primarily due to the acquisition of IFH
Gross Loan Growth in the quarter of $522.6 million includes $373.5 million from the acquisition of IFH, and $149.1 million from organic growth, or 28.2% annualized for 4Q 2024
- Commercial and industrial loans of $554.6 million, or 21.0% of total gross loans at December 31, 2024 increased $282.7 million from September 30, 2024
Total Deposit Growth in the quarter of $575.7 million includes $459.0 million from the acquisition of IFH, and $116.7 million from organic growth, or 21.2% annualized for 4Q 2024
- Noninterest bearing deposits increased $92.8 million, or 51.4% annualized from 3Q 2024
The ratio of allowance for credit losses to total loans equaled 1.85% at December 31, 2024 including 1.44% for the legacy Capital Bank portfolio, down 7 basis points from 3Q. The additional ACL coverage results from the initial $15.5 million impact from the acquisition of the IFH portfolio.
Cash Dividend of $0.10 per share declared by the Board of Directors

ROCKVILLE, Md., Jan. 27, 2025 (GLOBE NEWSWIRE) — Capital Bancorp, Inc. (the “Company”) (NASDAQ: CBNK), the holding company for Capital Bank, N.A. (the “Bank”), today reported net income of $7.5 million, or $0.45 per diluted share, for the fourth quarter 2024, compared to net income of $8.7 million, or $0.62 per diluted share, for the third quarter 2024, and $9.0 million, or $0.65 per diluted share, for the fourth quarter 2023. On October 1, 2024, the Company successfully completed its previously announced merger with IFH. Net income for the fourth quarter 2024 would have been $15.5 million, or $0.92 per diluted share if adjusted to exclude the impact of merger-related expenses, the initial IFH ACL provision, and a non-recurring equity and debt investment write down (non-GAAP)⁽¹⁾, compared to $9.2 million, or $0.66 per diluted share, for the third quarter 2024.

The Company also declared a cash dividend on its common stock of $0.10 per share. The dividend is payable on February 26, 2025 to shareholders of record on February 10, 2025.

“We are pleased to have successfully closed our acquisition of Integrated Financial Holdings, and we are now focused on merger integration and executing on the opportunities from our complementary lines of business,” said Ed Barry, CEO of the Company and the Bank. “We continue to benefit from our diversified business model which is driving growth across our platforms.”

“The really strong performance of the commercial bank during the quarter was highlighted by record loan growth, solid deposit growth, and stable core net interest margin. I am particularly pleased by the growth of our commercial and industrial loans,” said Steven J. Schwartz, Chairman of the Company. “This outstanding organic growth is expected to continue to be a major contributing factor in our overall earnings growth in 2025 and beyond. The acquisition of IFH, while creating a lot of noise in the financial results of the 4th quarter, provides us with a new line of business – loan servicing, processing, and packaging – and a significant expansion of our government-guaranteed lending platform.”

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

Acquisition of Integrated Financial Holdings, Inc.
On October 1, 2024, the Company successfully completed its previously announced merger with IFH. Pursuant to the terms of the Merger Agreement, each share of IFH’s common stock, par value $1.00 per share (“IFH Common Stock”) was converted into the right to receive (a) 1.115 shares of common stock of the Company, par value $0.01 per share (“Capital Common Stock”); and (b) $5.36 in cash per share of IFH Common Stock held immediately prior to the Effective Time, in addition to cash in lieu of fractional shares. In addition, each stock option granted by IFH to purchase shares of IFH Common Stock, whether vested or unvested, outstanding immediately prior to the Effective Time, was assumed by the Company and converted into an equivalent option to purchase Capital Common Stock, with the same terms and conditions as applied to the IFH stock option.

Total assets, including purchase accounting adjustments, of $559.4 million acquired in connection with the IFH acquisition included gross loans of $373.5 million, loans held for sale of $41.7 million and total deposits of $459.0 million at October 1, 2024.

During 2024, the Company incurred pre-tax merger-related expenses of $3.9 million, including expenses totaling $2.6 million for the fourth quarter 2024, generally consistent with modeled expectations.

The fourth quarter earnings were also impacted by pre-tax provision credit losses on acquired loans of $4.2 million (“Initial IFH ACL Provision”) along with a non-recurring $2.6 million write-down of a legacy IFH equity and debt investment in a start-up. The net remaining value of the equity and debt investment is $0.2 million at December 31, 2024.

The following table provides a reconciliation of the Company’s net income under GAAP to non-GAAP results excluding merger-related expenses, Initial IFH ACL Provision, and the non-recurring equity and debt write-down.

	Fourth Quarter 2024								Third Quarter 2024
(in thousands, except per share data)	Income Before Income Taxes		Income Tax Expense		Net Income		Diluted Earnings per Share		Income Before Income Taxes		Income Tax Expense(Benefit)			Net Income		Diluted Earnings per Share
GAAP Earnings	$	10,776	$	3,243	$	7,533	$	0.45	$	11,499	$	2,827		$	8,672	$	0.62
Add: Merger-Related Expenses		2,615		464		2,151				520		(37	)		557
Add: Non-recurring Equity and Debt Investment Write-Down		2,620		—		2,620				—		—			—
Add: Initial IFH ACL Provision		4,194		1,025		3,169				—		—			—
Non-GAAP Earnings	$	20,205	$	4,732	$	15,473	$	0.92	$	12,019	$	2,790		$	9,229	$	0.66

	Year Ended December 31, 2024
(in thousands, except per share data)	Income Before Income Taxes		Income Tax Expense		Net Income		Diluted Earnings per Share
GAAP Earnings	$	41,832	$	10,860	$	30,972	$	2.11
Add: Merger-Related Expenses		3,930		622		3,308
Add: Non-recurring Equity and Debt Investment Write-Down		2,620		—		2,620
Add: Initial IFH ACL Provision		4,194		1,025		3,169
Non-GAAP Earnings	$	52,576	$	12,507	$	40,069	$	2.73

^{Note: The tax benefit associated with merger-related expenses has been adjusted to reflect the estimated nondeductible portion of the expenses.}

Fourth Quarter 2024 Highlights

Earnings Summary

Net income of $7.5 million, or $0.45 per diluted share, decreased $1.1 million compared to $8.7 million, or $0.62 per diluted share, for the third quarter 2024. Net income of $15.5 million, or $0.92 per diluted share, as adjusted to exclude the impact of merger-related expenses, Initial IFH ACL Provision and a $2.6 million non-recurring equity and debt investment write-down (non-GAAP)⁽¹⁾ for the fourth quarter 2024 compared to $9.2 million, or $0.66 per diluted share, for the third quarter 2024.

Net interest income of $44.3 million increased $6.0 million, or 15.6%, compared to the third quarter 2024.
- Interest income of $61.7 million increased $9.1 million, or 17.3%, over the third quarter 2024, primarily from $7.9 million in portfolio loan interest income, as growth in average balances increased $539.3 million. Interest income from interest-bearing deposits held at other financial institutions increased $0.3 million, as average balances increased $49.1 million to $140.2 million. Interest income included $0.7 million from net purchase accounting amortization.
- Interest expense of $17.4 million increased $3.1 million, or 21.9% over the third quarter 2024 due to increases in time deposits and borrowed funds of $2.7 million and $0.6 million, respectively, offset by a decrease in customer money market deposits of $0.3 million. Average balances increased $367.8 million, $53.5 million and $65.3 million, respectively. Interest expense included $1.4 million from net purchase accounting accretion.
The provision for credit losses was $7.8 million, an increase of $4.1 million from the third quarter 2024, which included the Initial IFH ACL Provision of $4.2 million, $2.4 million from organic commercial portfolio loan growth and $1.2 million from OpenSky provision in the quarter. Net charge-offs totaled $2.4 million, a $0.2 million decrease over the third quarter 2024, including $2.1 million from credit card related loans. At December 31, 2024, the allowance for credit losses to total loans ratio was 1.85%, up 34 basis points from the ratio at September 30, 2024 due to the initial purchase credit deteriorated (“PCD”) credit mark and initial non-PCD ACL provision. Excluding IFH, legacy Capital Bank ACL coverage ratio was 1.44%, a decrease of 7 basis points from the third quarter 2024.

Earnings Summary (Continued)

Noninterest income of $11.9 million increased $5.3 million as compared to the third quarter 2024 primarily due to contributions from the IFH acquisition. Government loan servicing revenue (Windsor) totaled $4.0 million, government lending revenue totaled $2.3 million and loan servicing rights totaled $1.0 million, offset by a non-recurring equity and debt write-down of $2.6 million related to an IFH investment. Other income increased $1.0 million including $0.9 million related to an investment in an SBIC, while credit card fees declined $0.3 million.
Noninterest expense of $37.5 million increased $7.8 million as compared to the third quarter 2024, primarily from the IFH acquisition. Noninterest expense of $34.9 million, excluding merger-related expenses of $2.6 million, increased $5.7 million as compared to the third quarter 2024. Highlights include:
- The fourth quarter 2024 includes $0.3 million of intangible amortization resulting from the transaction.
- Salaries and employee benefits expenses of $16.5 million increased $3.2 million, primarily related to the acquisition of IFH.
- Occupancy and equipment expenses of $3.0 million increased $1.2 million, primarily related to increased contract expense from the IFH acquisition of $0.5 million and software depreciation of $0.4 million.
- Estimated total cost synergies resulting from the acquisition totaled $1.5 million in the fourth quarter 2024, generally consistent with modeled expectations.
Income tax expense of $3.2 million, or 30.1% of pre-tax income for the fourth quarter 2024, increased $0.4 million from $2.8 million, or 24.6% of pre-tax income for the third quarter 2024. The elevated tax rate in the quarter resulted from non-deductibility of an equity and debt write-down along with some merger-related expenses. Excluding merger-related expenses and the non-recurring equity and debt write-down, the effective income tax rate for the fourth quarter 2024 would have been 22.6%.

Balance Sheet

Total assets of $3.2 billion at December 31, 2024 increased $646.1 million, or 25.2% (not annualized), from September 30, 2024. Total assets, including $559.4 million acquired with the IFH acquisition, net of purchase accounting, included gross loans of $373.5 million, loans held for sale of $41.7 million and total deposits of $459.0 million at October 1, 2024.

Cash and cash equivalents of $205.3 million at December 31, 2024 increased $48.6 million from September 30, 2024.
Total portfolio loans of $2.6 billion at December 31, 2024 increased $522.6 million, or 24.8% (not annualized) from September 30, 2024. Total average loans increased $539.3 million quarter over quarter.
- Owner-occupied commercial real estate loans increased $88.6 million, or 25.2% (not annualized) from September 30, 2024.
- The average portfolio loans-to-deposit ratio of 99.27% for the three months ended December 31, 2024 remained stable.
Total deposits of $2.8 billion at December 31, 2024 increased $575.7 million, or 26.3% (not annualized), from September 30, 2024. The increase includes $190.6 million of customer time deposits, $92.8 million of noninterest-bearing deposits primarily related to growth in title company deposit balances, $130.2 million of growth in customer money market deposits and $180.0 million of growth in brokered time deposits, partially offset by a decrease in interest-bearing demand accounts of $27.6 million.
- Insured and protected deposits were approximately $1.6 billion as of December 31, 2024, representing 57.1% of the Company’s deposit portfolio.
- Low and no interest bearing deposits of $1.1 billion, 38.5% of deposits, increased $74.9 million, or 7.6% (not annualized) from September 30, 2024. Average noninterest-bearing deposits of $729.9 million increased $49.2 million, or 7.2% (not annualized), and represented 27.9% of total average deposits at December 31, 2024.
The investment securities portfolio continues to be classified as available-for-sale and had a fair market value of $223.6 million, or 7.0% of total assets, an effective duration of 3.0 years, with U.S. Treasury Securities representing 57% of the overall investment portfolio at December 31, 2024. The accumulated other comprehensive income (loss) on the investment securities portfolio increased $2.9 million during the quarter to ($11.5 million) as of December 31, 2024, which represents 3.2% of total stockholders’ equity. The Company does not have a held-to-maturity investment securities portfolio.
Liquidity – The Company maintains stable and reliable sources of available borrowings, generally consistent with prior quarter. Sources of available borrowings at December 31, 2024 totaled $803.0 million, including available collateralized lines of credit of $595.7 million, unsecured lines of credit with other banks of $76.0 million and unpledged investment securities available as collateral for potential additional borrowings of $131.4 million.
Capital Positions – As of December 31, 2024, the Company reported a common equity tier 1 capital ratio of 13.74%, compared to 14.78% at September 30, 2024. At December 31, 2024, the Company and the Bank maintain regulatory capital ratios that exceed all capital adequacy requirements.

Financial Metrics

Net Interest Margin – Net interest margin decreased 54 basis points to 5.87% for the three months ended December 31, 2024, compared to prior quarter. Core net interest margin, as adjusted to exclude the impact of OpenSky^™ credit card loans (non-GAAP)⁽¹⁾, decreased 3 basis points to 4.05% as compared to prior quarter. Net purchase accounting accretion for the fourth quarter 2024 was 9 basis points and 10 basis points for NIM and core NIM, respectively.

The average yield on interest earning assets of 8.17% decreased 62 basis points compared to the prior quarter, including 40 basis points from inclusion of IFH commercial assets. The yield on portfolio loans, as adjusted to exclude the impact of OpenSky^™ credit card loans (non-GAAP)⁽¹⁾, of 6.98% for the fourth quarter 2024, decreased 17 basis points, primarily as a consequence of reduced market interest rates.
The total cost of deposits decreased 14 basis points to 2.50% for the fourth quarter 2024 as compared to the prior quarter. The total cost of interest-bearing deposits decreased 46 basis points to 3.46% for the fourth quarter 2024 as compared to the prior quarter.

Efficiency Ratios – The efficiency ratio was 66.7% for the three months ended December 31, 2024, compared to 66.1% for the three months ended September 30, 2024. The efficiency ratio was 59.3%, as adjusted to exclude the impact of merger-related expenses and a non-recurring equity and debt investment write-down (non-GAAP)⁽¹⁾, for the three months ended December 31, 2024 compared to 64.9% for the three months ended September 30, 2024.

Credit Metrics and Asset Quality – The ratio of allowance for credit losses to total loans equaled 1.85% at December 31, 2024, an increase of 34 basis points from September 20, 2024, which includes a 1.44% ACL coverage ratio for the legacy Capital Bank portfolio, down 7 basis points from 3Q. The additional ACL coverage results from the initial $15.5 million reserve on the $373.5 million IFH loan portfolio. Underlying credit performance and metrics were relatively stable and consistent with prior quarter when excluding the impact of the combination with IFH.

Nonperforming assets increased 34 basis points to 0.94% of total assets at December 31, 2024 as compared to September 30, 2024. Total nonaccrual loans at December 31, 2024 increased $14.8 million to $30.2 million compared to September 30, 2024. At December 31, 2024, special mention loans totaled $60.0 million, or 2.3% of total portfolio loans, as compared to $20.3 million, or 1.0% of total portfolio loans, at September 30, 2024. At December 31, 2024, substandard loans totaled $48.4 million, or 1.8% of total portfolio loans, as compared to $23.8 million, or 1.1% of total portfolio loans, at September 30, 2024.

Performance Ratios – Annualized return on average assets (“ROAA”) and annualized return on average equity (“ROAE”), and ROATCE were 0.96%, 8.50%, and 9.47% respectively, for the three months ended December 31, 2024, compared to 1.42%, 12.59%, and 12.59% respectively, for the three months ended September 30, 2024.

Annualized ROAA, annualized ROAE, and annualized ROATCE were 1.97%, 17.46%, and 19.19% respectively, as adjusted to exclude the impact of merger-related expenses, Initial IFH ACL Provision, and a non-recurring equity and debt investment write-down (non-GAAP)⁽¹⁾, for the three months ended December 31, 2024, compared to 1.51%, 13.40%, and 13.40% respectively, for the three months ended September 30, 2024.

Tangible Book Value – Book value per common share of $21.31 at December 31, 2024 increased $1.19 when compared to September 30, 2024. Tangible book value per common share⁽¹⁾ decreased $1.36, or 6.8%, to $18.77 at December 31, 2024 when compared to September 30, 2024. Tangible book value was impacted by the purchase accounting adjustments made in consequence of the IFH acquisition. The Company did not have goodwill or other intangible assets prior to the fourth quarter 2024. Therefore, tangible book value per share⁽¹⁾ was equal to book value per share for periods prior to the fourth quarter 2024.

Commercial Bank

Continued Portfolio Loan Growth – Gross portfolio loans, excluding OpenSky^™ credit card loans, increased $522.9 million, to $2.5 billion, at December 31, 2024 compared to September 30, 2024.

The $522.9 million gross portfolio loan growth includes commercial real estate loans of $156.4 million, residential real estate loans of $64.9 million and commercial and industrial loans of $282.7 million. Historical gross portfolio loan balances are disclosed in the Composition of Loans table within the Historical Financial Highlights.

Net Interest Income – Interest income of $45.2 million increased $9.4 million from prior quarter, driven by loan growth and higher loan yields. Interest expense of $17.1 million increased $3.1 million, driven by an increase in average balances in the fourth quarter 2024.

Credit Metrics – Nonperforming assets, comprised solely of nonaccrual loans, increased 34 basis point to 0.94% of total assets at December 31, 2024 compared to September 30, 2024. Total nonaccrual loans at December 31, 2024 increased to $30.2 million compared to $15.5 million at September 30, 2024 due primarily to the acquisition of IFH.

Classified and Criticized Loans – At December 31, 2024, special mention loans totaled $60.0 million, or 2.3% of total portfolio loans, as compared to $20.3 million, or 1.0% of total portfolio loans, at September 30, 2024. At December 31, 2024, substandard loans totaled $48.4 million, or 1.8% of total portfolio loans, as compared to $23.8 million, or 1.1% of total portfolio loans, at September 30, 2024.

OpenSky^™

Revenues – Total revenue of $19.2 million decreased $0.5 million from the prior quarter. Interest income of $15.5 million decreased $0.2 million from the prior quarter. Average OpenSky^™ credit card loan balances, net of reserves and deferred fees of $121.0 million for the fourth quarter 2024, increased $1.5 million, or 1.3% (not annualized), compared to prior quarter. Noninterest income of $3.7 million decreased $0.4 million as compared to the prior quarter, primarily related to lower annual fee income.

Noninterest Expense – Total noninterest expense of $12.6 million decreased $0.7 million, primarily related to a reduction in quarterly advertising expense.

Loan and Deposit Balances – Loan balances, net of reserves, of $127.8 million at December 31, 2024 increased by $0.7 million, or 0.5%, compared to $127.1 million at September 30, 2024. Corresponding deposit balances of $166.4 million at December 31, 2024 decreased $4.4 million, or 2.6%, compared to $170.8 million at September 30, 2024. Gross unsecured loan balances of $42.4 million at December 31, 2024 increased $2.7 million, or 6.8%, compared to $39.7 million at September 30, 2024. During the fourth quarter 2024, the number of credit card accounts increased by 3,614 to 552,566 from September 30, 2024.

OpenSky^™Credit – Portfolio credit metrics continue to be generally consistent with modeled expectations during the fourth quarter 2024. The provision for credit losses of $1.2 million decreased $1.1 million when compared to the prior quarter.

Capital Bank Home Loans

Originations of loans held for sale totaled $90.0 million during the fourth quarter, with $77.4 million of mortgage loans sold resulting in a gain on sale of loans of $1.9 million, representing a 2.45% of gain on sale as a percentage of total loans sold.

Windsor Advantage

Windsor Advantage is a loan service provider that offers community banks and credit unions with a comprehensive outsourced U.S. Small Business Association (“SBA”) 7(a) and U.S. Department of Agriculture (“USDA”) lending platform. Windsor Advantage generates fee income for the Company in connection with its servicing, processing and packaging of such loans for its financial institution clients.

Fee Income – Gross government loan servicing revenue totaled $4.6 million, including $0.5 million of Capital Bank related servicing fees, during the fourth quarter 2024. Windsor’s total servicing portfolio was $2.5 billion at December 31, 2024.

COMPARATIVE FINANCIAL HIGHLIGHTS – Unaudited

	Quarter Ended									4Q24 vs 3Q24					4Q24 vs 4Q23
(in thousands, except per share data)	December 31, 2024			September 30, 2024			December 31, 2023			$ Change			% Change		$ Change			% Change
Earnings Summary
Interest income	$	61,707		$	52,610		$	46,969		$	9,097		17.3	%	$	14,738		31.4	%
Interest expense		17,380			14,256			12,080			3,124		21.9	%		5,300		43.9	%
Net interest income		44,327			38,354			34,889			5,973		15.6	%		9,438		27.1	%
Provision for credit losses		7,828			3,748			2,808			4,080		108.9	%		5,020		178.8	%
Provision for (release of) credit losses on unfunded commitments		122			17			(106	)		105		617.6	%		228		(215.1	)%
Noninterest income		11,913			6,635			5,936			5,278		79.5	%		5,977		100.7	%
Noninterest expense		37,514			29,725			26,907			7,789		26.2	%		10,607		39.4	%
Income before income taxes		10,776			11,499			11,216			(723	)	(6.3	)%		(440	)	(3.9	)%
Income tax expense		3,243			2,827			2,186			416		14.7	%		1,057		48.4	%
Net income	$	7,533		$	8,672		$	9,030		$	(1,139	)	(13.1	)%	$	(1,497	)	(16.6	)%

Pre-tax pre-provision net revenue (“PPNR”) ⁽¹⁾	$	18,726		$	15,264		$	13,918		$	3,462		22.7	%	$	4,808		34.5	%
PPNR, as adjusted⁽¹⁾	$	23,961		$	15,784		$	13,918		$	8,177		51.8	%	$	10,043		72.2	%

Common Share Data
Earnings per share – Basic	$	0.45		$	0.62		$	0.65		$	(0.17	)	(27.4	)%	$	(0.20	)	(30.8	)%
Earnings per share – Diluted	$	0.45		$	0.62		$	0.65		$	(0.17	)	(27.4	)%	$	(0.20	)	(30.8	)%
Earnings per share – Diluted, as adjusted⁽¹⁾	$	0.92		$	0.66		$	0.65		$	0.26		39.4	%	$	0.27		41.5	%
Weighted average common shares – Basic		16,595			13,914			13,897
Weighted average common shares – Diluted		16,729			13,951			13,989

Return Ratios
Return on average assets (annualized)		0.96	%		1.42	%		1.63	%
Return on average assets, as adjusted (annualized)⁽¹⁾		1.97	%		1.51	%		1.63	%
Return on average equity (annualized)		8.50	%		12.59	%		14.44	%
Return on average equity, as adjusted (annualized)⁽¹⁾		17.46	%		13.40	%		14.44	%
Return on average tangible common equity (annualized)⁽¹⁾		9.47	%		12.59	%		14.44	%
Core return on average equity, as adjusted (annualized)⁽¹⁾		17.68	%		13.40	%		14.44	%
Core return on average tangible common equity, as adjusted (annualized)⁽¹⁾		19.19	%		13.40	%		14.44	%

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

COMPARATIVE FINANCIAL HIGHLIGHTS – Unaudited (Continued)

	Year Ended
	December 31,
(in thousands, except per share data)		2024			2023		$ Change			% Change
Earnings Summary
Interest income	$	213,301		$	183,206		$	30,095		16.4	%
Interest expense		58,555			41,680			16,875		40.5	%
Net interest income		154,746			141,526			13,220		9.3	%
Provision for credit losses		17,720			9,610			8,110		84.4	%
Provision for (release of) credit losses on unfunded commitments		385			(101	)		486		(481.2	)%
Noninterest income		31,410			24,975			6,435		25.8	%
Noninterest expense		126,219			110,767			15,452		14.0	%
Income before income taxes		41,832			46,225			(4,393	)	(9.5	)%
Income tax expense		10,860			10,354			506		4.9	%
Net income	$	30,972		$	35,871		$	(4,899	)	(13.7	)%

Pre-tax pre-provision net revenue (“PPNR”) ⁽¹⁾	$	59,937		$	55,734		$	4,203		7.5	%
PPNR, as adjusted⁽¹⁾	$	66,487		$	55,734		$	10,753		19.3	%

Common Share Data
Earnings per share – Basic	$	2.12		$	2.56		$	(0.44	)	(17.2	)%
Earnings per share – Diluted	$	2.11		$	2.55		$	(0.44	)	(17.3	)%
Earnings per share – Diluted, as adjusted⁽¹⁾	$	2.73		$	2.55
Weighted average common shares – Basic		14,584			14,003
Weighted average common shares – Diluted		14,660			14,081

Return Ratios
Return on average assets (annualized)		1.21	%		1.64	%
Return on average assets, as adjusted (annualized)⁽¹⁾		1.57	%		1.64	%
Return on average equity (annualized)		10.78	%		14.91	%
Return on average equity, as adjusted (annualized)⁽¹⁾		13.94	%		14.91	%

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

COMPARATIVE FINANCIAL HIGHLIGHTS – Unaudited (Continued)

	Quarter Ended							Quarter Ended
	December 31,							September 30,		June 30,		March 31,
(in thousands, except per share data)		2024		2023	% Change				2024		2024		2024
Balance Sheet Highlights
Assets	$	3,206,911	$	2,226,176		44.1	%	$	2,560,788	$	2,438,583	$	2,324,238
Investment securities available-for-sale		223,630		208,329		7.3	%		208,700		207,917		202,254
Mortgage loans held for sale		21,270		7,481		184.3	%		19,554		19,219		10,303
Portfolio loans receivable ⁽²⁾		2,630,163		1,903,288		38.2	%		2,107,522		2,021,588		1,964,525
Allowance for credit losses		48,652		28,610		70.1	%		31,925		30,832		29,350
Deposits		2,761,939		1,895,996		45.7	%		2,186,224		2,100,428		2,005,695
FHLB borrowings		22,000		22,000		—	%		52,000		32,000		22,000
Other borrowed funds		12,062		27,062		(55.4	)%		12,062		12,062		12,062
Total stockholders’ equity		355,139		254,860		39.3	%		280,111		267,854		259,465
Tangible common equity ⁽¹⁾		312,685		254,860		22.7	%		280,111		267,854		259,465

Common shares outstanding		16,662		13,923		19.7	%		13,918		13,910		13,890
Book value per share	$	21.31	$	18.31		16.4	%	$	20.13	$	19.26	$	18.68
Tangible book value per share ⁽¹⁾	$	18.77	$	18.31		2.5	%	$	20.13	$	19.26	$	18.68
Dividends per share	$	0.10	$	0.08		25.0	%	$	0.10	$	0.08	$	0.08

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

Consolidated Statements of Income (Unaudited)
	Three Months Ended												Year Ended
(in thousands)	December 31, 2024			September 30, 2024		June 30, 2024		March 31, 2024		December 31, 2023			December 31, 2024			December 31, 2023
Interest income
Loans, including fees	$	58,602		$	50,047	$	48,275	$	45,991	$	45,109		$	202,915		$	174,760
Investment securities available-for-sale		1,539			1,343		1,308		1,251		1,083			5,441			4,815
Federal funds sold and other		1,566			1,220		1,032		1,127		777			4,945			3,631
Total interest income		61,707			52,610		50,615		48,369		46,969			213,301			183,206

Interest expense
Deposits		16,385			13,902		13,050		12,833		11,759			56,170			39,625
Borrowed funds		995			354		508		528		321			2,385			2,055
Total interest expense		17,380			14,256		13,558		13,361		12,080			58,555			41,680

Net interest income		44,327			38,354		37,057		35,008		34,889			154,746			141,526
Provision for credit losses		7,828			3,748		3,417		2,727		2,808			17,720			9,610
Provision for (release of) credit losses on unfunded commitments		122			17		104		142		(106	)		385			(101	)
Net interest income after provision for credit losses		36,377			34,589		33,536		32,139		32,187			136,641			132,017
Noninterest income
Service charges on deposits		241			235		200		207		240			883			964
Credit card fees		3,733			4,055		4,330		3,881		3,970			15,999			17,273
Mortgage banking revenue		1,821			1,882		1,990		1,453		1,166			7,146			4,896
Government lending revenue		2,301			—		—		—		—			2,301			—
Government loan servicing revenue		3,993			—		—		—		—			3,993			—
Loan servicing rights (government guaranteed)		1,013			—		—		—		—			1,013			—
Non-recurring equity and debt investment write-down		(2,620	)		—		—		—		—			(2,620	)		—
Other income		1,431			463		370		431		560			2,695			1,842
Total noninterest income		11,913			6,635		6,890		5,972		5,936			31,410			24,975
Noninterest expenses
Salaries and employee benefits		16,513			13,345		13,272		12,907		11,638			56,037			48,754
Occupancy and equipment		2,976			1,791		1,864		1,613		1,573			8,244			5,673
Professional fees		2,150			1,980		1,769		1,947		1,930			7,846			9,270
Data processing		7,210			6,930		6,788		6,761		6,128			27,689			25,686
Advertising		1,032			1,223		2,072		2,032		1,433			6,359			6,161
Loan processing		969			615		476		371		198			2,431			1,633
Foreclosed real estate expenses, net		—			1		—		1		—			2			7
Merger-related expenses		2,615			520		83		712		—			3,930			—
Operational losses		993			1,008		782		931		1,490			3,714			4,613
Other operating		3,056			2,312		2,387		2,212		2,517			9,967			8,970
Total noninterest expenses		37,514			29,725		29,493		29,487		26,907			126,219			110,767
Income before income taxes		10,776			11,499		10,933		8,624		11,216			41,832			46,225
Income tax expense		3,243			2,827		2,728		2,062		2,186			10,860			10,354
Net income	$	7,533		$	8,672	$	8,205	$	6,562	$	9,030		$	30,972		$	35,871

Consolidated Balance Sheets
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(audited)
(in thousands, except share data)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023
Assets
Cash and due from banks	$	25,433		$	23,462		$	19,294		$	12,361		$	14,513
Interest-bearing deposits at other financial institutions		179,841			133,180			117,160			72,787			39,044
Federal funds sold		58			58			57			56			407
Total cash and cash equivalents		205,332			156,700			136,511			85,204			53,964
Investment securities available-for-sale		223,630			208,700			207,917			202,254			208,329
Restricted investments		4,479			5,895			4,930			4,441			4,353
Loans held for sale		21,270			19,554			19,219			10,303			7,481
Portfolio loans receivable, net of deferred fees and costs		2,630,163			2,107,522			2,021,588			1,964,525			1,903,288
Less allowance for credit losses		(48,652	)		(31,925	)		(30,832	)		(29,350	)		(28,610	)
Total portfolio loans held for investment, net		2,581,511			2,075,597			1,990,756			1,935,175			1,874,678
Premises and equipment, net		15,525			5,959			5,551			4,500			5,069
Accrued interest receivable		16,664			12,468			12,162			12,258			11,494
Goodwill		21,126			—			—			—			—
Intangible assets		14,072			—			—			—			—
Loan servicing assets		5,511			—			—			—			—
Deferred tax asset		16,670			10,748			12,150			12,311			12,252
Bank owned life insurance		43,956			38,779			38,414			38,062			37,711
Other assets		37,165			26,388			10,973			19,730			10,845
Total assets	$	3,206,911		$	2,560,788		$	2,438,583		$	2,324,238		$	2,226,176

Liabilities
Deposits
Noninterest-bearing	$	810,928		$	718,120		$	684,574		$	665,812		$	617,373
Interest-bearing		1,951,011			1,468,104			1,415,854			1,339,883			1,278,623
Total deposits		2,761,939			2,186,224			2,100,428			2,005,695			1,895,996
Federal Home Loan Bank advances		22,000			52,000			32,000			22,000			22,000
Other borrowed funds		12,062			12,062			12,062			12,062			27,062
Accrued interest payable		9,393			8,503			6,573			6,009			5,583
Other liabilities		46,378			21,888			19,666			19,007			20,675
Total liabilities		2,851,772			2,280,677			2,170,729			2,064,773			1,971,316

Stockholders’ equity
Common stock		167			139			139			139			139
Additional paid-in capital		128,598			55,585			55,005			54,229			54,473
Retained earnings		237,843			232,995			225,824			218,731			213,345
Accumulated other comprehensive loss		(11,469	)		(8,608	)		(13,114	)		(13,634	)		(13,097	)
Total stockholders’ equity		355,139			280,111			267,854			259,465			254,860
Total liabilities and stockholders’ equity	$	3,206,911		$	2,560,788		$	2,438,583		$	2,324,238		$	2,226,176

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

	Three Months Ended December 31, 2024							Three Months Ended September 30, 2024							Three Months Ended December 31, 2023
	Average Outstanding Balance		Interest Income/ Expense		Average Yield/ Rate⁽¹⁾			Average Outstanding Balance		Interest Income/ Expense		Average Yield/ Rate⁽¹⁾			Average Outstanding Balance		Interest Income/ Expense		Average Yield/ Rate⁽¹⁾
	(in thousands)
Assets
Interest earning assets:
Interest-bearing deposits	$	140,206	$	1,446		4.10	%	$	91,089	$	1,137		4.97	%	$	65,336	$	680		4.13	%
Federal funds sold		58		—		—			57		1		6.98			1,574		21		5.29
Investment securities available-for-sale		236,951		1,539		2.58			221,303		1,343		2.41			223,132		1,083		1.93
Restricted investments		7,292		120		6.55			4,911		82		6.64			4,518		76		6.67
Loans held for sale		25,614		193		3.00			9,967		161		6.43			4,601		83		7.16
Portfolio loans receivable⁽²⁾⁽³⁾		2,592,960		58,409		8.96			2,053,619		49,886		9.66			1,863,298		45,026		9.59
Total interest earning assets		3,003,081		61,707		8.17			2,380,946		52,610		8.79			2,162,459		46,969		8.62
Noninterest earning assets		117,026							56,924							40,020
Total assets	$	3,120,107						$	2,437,870						$	2,202,479

Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand accounts	$	257,446		424		0.66		$	228,365		321		0.56		$	195,539		90		0.18
Savings		13,497		20		0.59			4,135		5		0.48			5,184		2		0.15
Money market accounts		763,526		7,131		3.72			698,239		7,442		4.24			680,697		7,139		4.16
Time deposits		847,618		8,810		4.13			479,824		6,134		5.09			380,731		4,528		4.72
Borrowed funds		97,116		995		4.08			43,655		354		3.23			41,823		321		3.05
Total interest-bearing liabilities		1,979,203		17,380		3.49			1,454,218		14,256		3.90			1,303,974		12,080		3.68
Noninterest-bearing liabilities:
Noninterest-bearing liabilities		58,460							28,834							27,529
Noninterest-bearing deposits		729,907							680,731							622,941
Stockholders’ equity		352,537							274,087							248,035
Total liabilities and stockholders’ equity	$	3,120,107						$	2,437,870						$	2,202,479

Net interest spread						4.68	%						4.89	%						4.94	%
Net interest income			$	44,327						$	38,354						$	34,889
Net interest margin⁽⁴⁾						5.87	%						6.41	%						6.40	%

_______________
⁽¹⁾Annualized.
⁽²⁾Includes nonaccrual loans.
⁽³⁾For the three months ended December 31, 2024, September 30, 2024, and December 31, 2023, collectively, portfolio loans yield excluding credit card loans was 6.98%, 7.15% and 6.89%, respectively.
⁽⁴⁾For the three months ended December 31, 2024, September 30, 2024, and December 31, 2023, collectively, credit card loans accounted for 182, 233 and 248 basis points of the reported net interest margin, respectively.

	Year Ended December 31,
		2024							2023
	Average Outstanding Balance		Interest Income/ Expense		Average Yield/ Rate⁽¹⁾			Average Outstanding Balance		Interest Income/ Expense		Average Yield/ Rate⁽¹⁾
	(in thousands)
Assets
Interest earning assets:
Interest-bearing deposits	$	98,319	$	4,569		4.65	%	$	70,407	$	3,211		4.56	%
Federal funds sold		57		3		5.26			1,597		74		4.63
Investment securities available-for-sale		228,909		5,441		2.38			245,466		4,815		1.96
Restricted investments		5,563		373		6.71			5,016		346		6.90
Loans held for sale		12,121		569		4.69			5,755		382		6.64
Portfolio loans receivable⁽²⁾⁽³⁾		2,142,638		202,346		9.44			1,816,968		174,378		9.60
Total interest earning assets		2,487,607		213,301		8.57			2,145,209		183,206		8.54
Noninterest earning assets		66,442							43,090
Total assets	$	2,554,049						$	2,188,299

Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand accounts	$	221,437	$	1,003		0.45	%	$	201,194	$	298		0.15	%
Savings		6,732		27		0.40			5,768		8		0.14
Money market accounts		704,002		28,741		4.08			642,013		23,510		3.66
Time deposits		561,369		26,399		4.70			360,464		15,809		4.39
Borrowed funds		63,686		2,385		3.74			59,302		2,055		3.47
Total interest-bearing liabilities		1,557,226		58,555		3.76			1,268,741		41,680		3.29
Noninterest-bearing liabilities:
Noninterest-bearing liabilities		34,043							24,026
Noninterest-bearing deposits		675,360							655,013
Stockholders’ equity		287,420							240,519
Total liabilities and stockholders’ equity	$	2,554,049						$	2,188,299

Net interest spread						4.81	%						5.25	%
Net interest income			$	154,746						$	141,526
Net interest margin⁽⁴⁾						6.22	%						6.60	%

⁽¹⁾Annualized.
⁽²⁾Includes nonaccrual loans.
⁽³⁾For the years ended December 31, 2024 and 2023, collectively, portfolio loans yield excluding credit card loans was 7.03% and 6.65%, respectively.
⁽⁴⁾For the years ended December 31, 2024 and 2023, collectively, credit card loans accounted for 222 and 264 basis points of the reported net interest margin, respectively.

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

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

The following schedule presents financial information for the periods indicated. Total assets are presented as of December 31, 2024, September 30, 2024, and December 31, 2023.

Segments
For the three months ended December 31, 2024
(in thousands)	Commercial Bank			CBHL			OpenSky^™		Windsor Advantage		Corporate⁽²⁾			Eliminations			Consolidated
Interest income	$	45,195		$	192		$	15,454	$	—	$	874		$	(8	)	$	61,707
Interest expense		17,086			131			—		—		171			(8	)		17,380
Net interest income		28,109			61			15,454		—		703			—			44,327
Provision for credit losses		6,651			—			1,177		—		—			—			7,828
Provision for credit losses on unfunded commitments		122			—			—		—		—			—			122
Net interest income after provision		21,336			61			14,277		—		703			—			36,377
Noninterest income (loss)		4,547			1,676			3,743		4,566		(2,619	)		—			11,913
Noninterest expense⁽¹⁾		16,539			2,377			12,595		2,670		3,333			—			37,514
Net income (loss) before taxes	$	9,344		$	(640	)	$	5,425	$	1,896	$	(5,249	)	$	—		$	10,776

Total assets	$	2,994,356		$	21,691		$	125,913	$	7,922	$	376,930		$	(319,901	)	$	3,206,911

For the three months ended September 30, 2024
(in thousands)	Commercial Bank			CBHL			OpenSky^™		Windsor Advantage		Corporate⁽²⁾			Eliminations			Consolidated
Interest income	$	35,805		$	161		$	15,625	$	—	$	1,049		$	(30	)	$	52,610
Interest expense		13,984			108			—		—		194			(30	)		14,256
Net interest income		21,821			53			15,625		—		855			—			38,354
Provision for credit losses		1,453			—			2,294		—		1			—			3,748
Provision for credit losses on unfunded commitments		17			—			—		—		—			—			17
Net interest income after provision		20,351			53			13,331		—		854			—			34,589
Noninterest income		726			1,811			4,096		—		2			—			6,635
Noninterest expense⁽¹⁾		12,422			2,395			13,276		—		1,632			—			29,725
Net income (loss) before taxes	$	8,655		$	(531	)	$	4,151	$	—	$	(776	)	$	—		$	11,499

Total assets	$	2,358,555		$	19,831		$	121,587	$	—	$	300,325		$	(239,510	)	$	2,560,788

For the three months ended December 31, 2023
(in thousands)	Commercial Bank			CBHL			OpenSky^™		Windsor Advantage		Corporate⁽²⁾			Eliminations			Consolidated
Interest income	$	30,957		$	83		$	15,035	$	—	$	964		$	(70	)	$	46,969
Interest expense		11,884			31			—		—		235			(70	)		12,080
Net interest income		19,073			52			15,035		—		729			—			34,889
Provision for (release of) credit losses		691			—			2,125		—		(8	)		—			2,808
Release of credit losses on unfunded commitments		(106	)		—			—		—		—			—			(106	)
Net interest income after provision		18,488			52			12,910		—		737			—			32,187
Noninterest income		773			1,166			3,996		—		1			—			5,936
Noninterest expense⁽¹⁾		12,303			1,617			12,669		—		318			—			26,907
Net income (loss) before taxes	$	6,958		$	(399	)	$	4,237	$	—	$	420		$	—		$	11,216

Total assets	$	2,051,945		$	8,589		$	117,477	$	—	$	277,565		$	(229,400	)	$	2,226,176

________________________
⁽¹⁾ Noninterest expense includes $6.3 million, $6.2 million, and $5.7 million in data processing expense in OpenSky’s^™ segment for the three months ended December 31, 2024, September 30, 2024, and December 31, 2023, respectively.
⁽²⁾ The Corporate segment invests idle cash in revenue-producing assets including interest-bearing cash accounts, loan participations and other appropriate investments for the Company.

Segments
For the year ended December 31, 2024
(in thousands)	Commercial Bank			CBHL			OpenSky^™		Windsor Advantage		Corporate⁽²⁾			Eliminations			Consolidated
Interest income	$	147,464		$	568		$	61,785	$	—	$	3,646		$	(162	)	$	213,301
Interest expense		57,536			363			—		—		818			(162	)		58,555
Net interest income		89,928			205			61,785		—		2,828			—			154,746
Provision for credit losses		10,331			—			7,329		—		60			—			17,720
Provision for credit losses on unfunded commitments		385			—			—		—		—			—			385
Net interest income after provision		79,212			205			54,456		—		2,768			—			136,641
Noninterest income (loss)		6,654			6,684			16,122		4,566		(2,616	)		—			31,410
Noninterest expense⁽¹⁾		53,429			9,377			53,245		2,670		7,498			—			126,219
Net income (loss) before taxes	$	32,437		$	(2,488	)	$	17,333	$	1,896	$	(7,346	)	$	—		$	41,832

Total assets	$	2,994,356		$	21,691		$	125,913	$	7,922	$	376,930		$	(319,901	)	$	3,206,911

For the year ended December 31, 2023
(in thousands)	Commercial Bank			CBHL			OpenSky™		Windsor Advantage		Corporate⁽²⁾			Eliminations			Consolidated
Interest income	$	116,408		$	382		$	62,476	$	—	$	4,238		$	(298	)	$	183,206
Interest expense		40,896			135			—		—		947			(298	)		41,680
Net interest income		75,512			247			62,476		—		3,291			—			141,526
Provision for credit losses		1,540			—			7,948		—		122			—			9,610
Release of credit losses on unfunded commitments		(101	)		—			—		—		—			—			(101	)
Net interest income after provision		74,073			247			54,528		—		3,169			—			132,017
Noninterest income		2,737			4,909			17,325		—		4			—			24,975
Noninterest expense⁽¹⁾		48,347			8,155			52,752		—		1,513			—			110,767
Net income (loss) before taxes	$	28,463		$	(2,999	)	$	19,101	$	—	$	1,660		$	—		$	46,225

Total assets	$	2,051,945		$	8,589		$	117,477	$	—	$	277,565		$	(229,400	)	$	2,226,176

⁽¹⁾ Noninterest expense includes $24.9 million and $23.7 million in data processing expense in OpenSky’s^™ segment for the years ended December 31, 2024 and 2023, respectively.
⁽²⁾ The Corporate segment invests idle cash in revenue-producing assets including interest-bearing cash accounts, loan participations and other appropriate investments for the Company.

HISTORICAL FINANCIAL HIGHLIGHTS – Unaudited
	Quarter Ended
(in thousands, except per share data)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023
Earnings:
Net income	$	7,533		$	8,672		$	8,205		$	6,562		$	9,030
Earnings per common share, diluted		0.45			0.62			0.59			0.47			0.65
Net interest margin		5.87	%		6.41	%		6.46	%		6.24	%		6.40	%
Net interest margin, excluding credit card loans ⁽¹⁾		4.05	%		4.08	%		4.00	%		3.85	%		3.92	%
Return on average assets⁽²⁾		0.96	%		1.42	%		1.40	%		1.15	%		1.63	%
Return on average equity⁽²⁾		8.50	%		12.59	%		12.53	%		10.19	%		14.44	%
Efficiency ratio		66.70	%		66.07	%		67.11	%		71.95	%		65.91	%

Balance Sheet:
Total portfolio loans receivable, net deferred fees	$	2,630,163		$	2,107,522		$	2,021,588		$	1,964,525		$	1,902,643
Total deposits		2,761,939			2,186,224			2,100,428			2,005,695			1,895,996
Total assets		3,206,911			2,560,788			2,438,583			2,324,238			2,226,176
Total stockholders’ equity		355,139			280,111			267,854			259,465			254,860
Total average portfolio loans receivable, net deferred fees		2,592,960			2,053,619			1,992,630			1,927,372			1,863,298
Total average deposits		2,611,994			2,091,294			2,010,736			1,957,559			1,885,092
Portfolio loans-to-deposit ratio (period-end balances)		95.23	%		96.40	%		96.25	%		97.95	%		100.35	%
Portfolio loans-to-deposit ratio (average balances)		99.27	%		98.20	%		99.10	%		98.46	%		98.84	%

Asset Quality Ratios:
Nonperforming assets to total assets		0.94	%		0.60	%		0.58	%		0.62	%		0.72	%
Nonperforming loans to total loans		1.15	%		0.73	%		0.70	%		0.73	%		0.84	%
Net charge-offs to average portfolio loans ⁽²⁾		0.37	%		0.51	%		0.39	%		0.41	%		0.53	%
Allowance for credit losses to total loans		1.85	%		1.51	%		1.53	%		1.49	%		1.50	%
Allowance for credit losses to non-performing loans		160.88	%		206.50	%		219.40	%		204.37	%		178.34	%

Bank Capital Ratios:
Total risk based capital ratio		12.82	%		13.76	%		14.51	%		14.36	%		14.81	%
Tier 1 risk based capital ratio		11.56	%		12.50	%		13.25	%		13.10	%		13.56	%
Leverage ratio		9.12	%		9.84	%		10.36	%		10.29	%		10.51	%
Common equity Tier 1 capital ratio		11.56	%		12.50	%		13.25	%		13.10	%		13.56	%
Tangible common equity		9.31	%		9.12	%		9.53	%		9.66	%		9.91	%
Holding Company Capital Ratios:
Total risk based capital ratio		15.48	%		16.65	%		16.98	%		16.83	%		17.38	%
Tier 1 risk based capital ratio		13.83	%		14.88	%		15.19	%		15.03	%		15.55	%
Leverage ratio		11.07	%		11.85	%		11.93	%		11.87	%		12.14	%
Common equity Tier 1 capital ratio		13.74	%		14.78	%		15.08	%		14.92	%		15.43	%
Tangible common equity		11.07	%		10.94	%		10.98	%		11.16	%		11.45	%

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

HISTORICAL FINANCIAL HIGHLIGHTS – Unaudited (Continued)
	Quarter Ended
(in thousands, except per share data)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023
Composition of Loans:
Commercial real estate, non owner-occupied	$	471,329		$	403,487		$	397,080		$	377,224		$	351,116
Commercial real estate, owner-occupied		440,026			351,462			319,370			330,840			307,911
Residential real estate		688,552			623,684			601,312			577,112			573,104
Construction real estate		321,252			301,909			294,489			290,016			290,108
Commercial and industrial		554,550			271,811			255,686			254,577			239,208
Lender finance		28,574			29,546			33,294			13,484			11,085
Business equity lines of credit		3,090			2,663			2,989			14,768			14,117
Credit card, net of reserve⁽³⁾		127,766			127,098			122,217			111,898			123,331
Other consumer loans		2,089			2,045			1,930			738			950
Portfolio loans receivable	$	2,637,228		$	2,113,705		$	2,028,367		$	1,970,657		$	1,910,930
Deferred origination fees, net		(7,065	)		(6,183	)		(6,779	)		(6,132	)		(7,642	)
Portfolio loans receivable, net	$	2,630,163		$	2,107,522		$	2,021,588		$	1,964,525		$	1,903,288

Composition of Deposits:
Noninterest-bearing	$	810,928		$	718,120		$	684,574		$	665,812		$	617,373
Interest-bearing demand		238,881			266,493			266,070			193,963			199,308
Savings		13,488			3,763			4,270			4,525			5,211
Money markets		816,708			686,526			672,455			678,435			663,129
Customer time deposits		548,901			358,300			317,911			302,319			268,619
Brokered time deposits		333,033			153,022			155,148			160,641			142,356
Total deposits	$	2,761,939		$	2,186,224		$	2,100,428		$	2,005,695		$	1,895,996

Capital Bank Home Loan Metrics:
Origination of loans held for sale	$	89,998		$	74,690		$	82,363		$	52,080		$	45,152
Mortgage loans sold		77,399			67,296			66,417			40,377			34,140
Gain on sale of loans		1,897			1,644			1,732			1,238			1,015
Purchase volume as a % of originations		90.42	%		90.98	%		96.48	%		97.83	%		89.99	%
Gain on sale as a % of loans sold⁽⁴⁾		2.45	%		2.44	%		2.61	%		3.07	%		2.97	%
Mortgage commissions	$	620		$	598		$	582		$	490		$	465

OpenSky^™Portfolio Metrics:
Open customer accounts		552,566			548,952			537,734			526,950			525,314
Secured credit card loans, gross	$	87,226		$	89,641		$	90,961		$	85,663		$	95,300
Unsecured credit card loans, gross		42,430			39,730			33,560			28,508			30,817
Noninterest secured credit card deposits		166,355			170,750			173,499			171,771			173,857

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

Appendix

Reconciliation of Non-GAAP Measures

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

Earnings Metrics, as Adjusted	Quarter Ended
(in thousands, except per share data)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023

Net Income	$	7,533		$	8,672		$	8,205		$	6,562		$	9,030
Add: Merger-Related Expenses, net of tax		2,151			557			62			538			—
Add: Non-recurring equity and debt investment write-down		2,620			—			—			—			—
Add: IFH ACL Provision, net of tax		3,169			—			—			—			—
Net Income, as Adjusted	$	15,473		$	9,229		$	8,267		$	7,100		$	9,030

Weighted Average Common Shares – Diluted		16,729			13,951			13,895			13,919			13,989
Earnings per Share – Diluted	$	0.45		$	0.62		$	0.59		$	0.47		$	0.65
Earnings per Share – Diluted, as Adjusted	$	0.92		$	0.66		$	0.59		$	0.51		$	0.65

Average Assets	$	3,120,107		$	2,437,870		$	2,353,868		$	2,299,234		$	2,202,479
Return on Average Assets⁽¹⁾		0.96	%		1.42	%		1.40	%		1.15	%		1.63	%
Return on Average Assets, as Adjusted⁽¹⁾		1.97	%		1.51	%		1.41	%		1.24	%		1.63	%

Average Equity	$	352,537		$	274,087		$	263,425		$	258,892		$	248,035
Return on Average Equity⁽¹⁾		8.50	%		12.59	%		12.53	%		10.19	%		14.44	%
Return on Average Equity, as Adjusted⁽¹⁾		17.46	%		13.40	%		12.62	%		11.03	%		14.44	%

Net Interest Income (a)	$	44,327		$	38,354		$	37,057		$	35,008		$	34,889
Noninterest Income		11,913			6,635			6,890			5,972			5,936
Total Revenue	$	56,240		$	44,989		$	43,947		$	40,980		$	40,825
Noninterest Expense	$	37,514		$	29,725		$	29,493		$	29,487		$	26,907
Efficiency Ratio⁽²⁾		66.70	%		66.07	%		67.11	%		71.95	%		65.91	%

Noninterest Income	$	11,913		$	6,635		$	6,890		$	5,972		$	5,936
Add: Non-recurring equity and debt investment write-down		2,620			—			—			—			—
Noninterest Income, as Adjusted (b)	$	14,533		$	6,635		$	6,890		$	5,972		$	5,936
Total Revenue, as Adjusted (a) + (b)	$	58,860		$	44,989		$	43,947		$	40,980		$	40,825

Noninterest Expense	$	37,514		$	29,725		$	29,493		$	29,487		$	26,907
Less: Merger-Related Expenses		2,615			520			83			712			—
Noninterest Expense, as Adjusted	$	34,899		$	29,205		$	29,410		$	28,775		$	26,907
Efficiency Ratio, as Adjusted⁽²⁾		59.29	%		64.92	%		66.92	%		70.22	%		65.91	%

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

Earnings Metrics, as Adjusted	Year Ended
(in thousands, except per share data)	December 31, 2024			December 31, 2023

Net Income	$	30,972		$	35,871
Add: Merger-Related Expenses, net of tax		3,308			—
Add: Non-recurring equity and debt investment write-down		2,620			—
Add: IFH ACL Provision, net of tax		3,169			—
Net Income, as Adjusted	$	40,069		$	35,871

Weighted average common shares – Diluted		14,660			14,081
Earnings per share – Diluted	$	2.11		$	2.55
Earnings per share – Diluted, as Adjusted	$	2.73		$	2.55

Average Assets	$	2,554,049		$	2,188,299
Return on Average Assets⁽¹⁾		1.21	%		1.64	%
Return on Average Assets, as Adjusted⁽¹⁾		1.57	%		1.64	%

Average Equity	$	287,420		$	240,519
Return on Average Equity⁽¹⁾		10.78	%		14.91	%
Return on Average Equity, as Adjusted⁽¹⁾		13.94	%		14.91	%

Net Interest Income (a)	$	154,746		$	141,526
Noninterest Income		31,410			24,975
Total Revenue	$	186,156		$	166,501
Noninterest Expense	$	126,219		$	110,767
Efficiency Ratio⁽²⁾		67.80	%		66.53	%

Noninterest Income	$	31,410		$	24,975
Add: Non-recurring equity and debt investment write-down		2,620			—
Noninterest Income, as Adjusted (b)	$	34,030		$	24,975
Total Revenue, as Adjusted (a) + (b)	$	188,776		$	166,501

Noninterest Expense	$	126,219		$	110,767
Less: Merger-Related Expenses		3,930			—
Noninterest Expense, as Adjusted	$	122,289		$	110,767
Efficiency Ratio, as Adjusted⁽²⁾		64.78	%		66.53	%

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

Net Interest Margin, as Adjusted	Quarter Ended
(in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023

Net Interest Income	$	44,327		$	38,354		$	37,057		$	35,008		$	34,889
Less: Credit Card Loan Income		15,022			15,137			15,205			14,457			14,677
Net Interest Income, as Adjusted	$	29,305		$	23,217		$	21,852		$	20,551		$	20,212
Average Interest Earning Assets		3,003,081			2,380,946			2,307,070			2,254,663			2,162,459
Less: Average Credit Card Loans		120,993			119,458			111,288			110,483			114,551
Total Average Interest Earning Assets, as Adjusted	$	2,882,088		$	2,261,488		$	2,195,782		$	2,144,180		$	2,047,908
Net Interest Margin, as Adjusted		4.05	%		4.08	%		4.00	%		3.85	%		3.92	%


Net Interest Margin, as Adjusted	Year Ended
(in thousands)	December 31, 2024			December 31, 2023

Net Interest Income	$	154,746		$	141,526
Less: Credit Card Loan Income		59,821			61,096
Net Interest Income, as Adjusted	$	94,925		$	80,430
Average Interest Earning Assets		2,487,607			2,145,209
Less: Average Credit Card Loans		115,581			114,450
Total Average Interest Earning Assets, as Adjusted	$	2,372,026		$	2,030,759
Net Interest Margin, as Adjusted		4.00	%		3.96	%

Portfolio Loans Receivable Yield, as Adjusted	Quarter Ended
(in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023

Portfolio Loans Receivable Interest Income	$	58,409		$	49,886		$	48,143		$	45,908		$	45,026
Less: Credit Card Loan Income		15,022			15,137			15,205			14,457			14,677
Portfolio Loans Receivable Interest Income, as Adjusted	$	43,387		$	34,749		$	32,938		$	31,451		$	30,349
Average Portfolio Loans Receivable		2,592,960			2,053,619			1,992,630			1,927,372			1,863,298
Less: Average Credit Card Loans		120,993			119,458			111,288			110,483			114,551
Total Average Portfolio Loans Receivable, as Adjusted	$	2,471,967		$	1,934,161		$	1,881,342		$	1,816,889		$	1,748,747
Portfolio Loans Receivable Yield, as Adjusted		6.98	%		7.15	%		7.04	%		6.96	%		6.89	%


Portfolio Loans Receivable Yield, as Adjusted	Year Ended
(in thousands)	December 31, 2024			December 31, 2023

Portfolio Loans Receivable Interest Income	$	202,346		$	174,378
Less: Credit Card Loan Income		59,821			61,096
Portfolio Loans Receivable Interest Income, as Adjusted	$	142,525		$	113,282
Average Portfolio Loans Receivable		2,142,638			1,816,968
Less: Average Credit Card Loans		115,581			114,450
Total Average Portfolio Loans Receivable, as Adjusted	$	2,027,057		$	1,702,518
Portfolio Loans Receivable Yield, as Adjusted		7.03	%		6.65	%

Pre-tax, Pre-Provision Net Revenue (“PPNR”)	Quarter Ended
(in thousands)	December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024		December 31, 2023

Net Income	$	7,533	$	8,672	$	8,205	$	6,562	$	9,030
Add: Income Tax Expense		3,243		2,827		2,728		2,062		2,186
Add: Provision for Credit Losses		7,828		3,748		3,417		2,727		2,808
Add: Provision for (Release of) Credit Losses on Unfunded Commitments		122		17		104		142		(106	)
Pre-tax, Pre-Provision Net Revenue (“PPNR”)	$	18,726	$	15,264	$	14,454	$	11,493	$	13,918


Pre-tax, Pre-Provision Net Revenue (“PPNR”)	Year Ended
(in thousands)	December 31, 2024		December 31, 2023

Net Income	$	30,972	$	35,871
Add: Income Tax Expense		10,860		10,354
Add: Provision for Credit Losses		17,720		9,610
Add: Provision for (Release of) Credit Losses on Unfunded Commitments		385		(101	)
Pre-tax, Pre-Provision Net Revenue (“PPNR”)	$	59,937	$	55,734

PPNR, as Adjusted	Quarter Ended
(in thousands)	December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024		December 31, 2023

Net Income	$	7,533	$	8,672	$	8,205	$	6,562	$	9,030
Add: Income Tax Expense		3,243		2,827		2,728		2,062		2,186
Add: Provision for Credit Losses		7,828		3,748		3,417		2,727		2,808
Add: Provision for (Release of) Credit Losses on Unfunded Commitments		122		17		104		142		(106	)
Add: Merger-Related Expenses		2,615		520		83		712		—
Add: Non-recurring equity and debt investment write-down		2,620		—		—		—		—
PPNR, as Adjusted	$	23,961	$	15,784	$	14,537	$	12,205	$	13,918


PPNR, as Adjusted	Year Ended
(in thousands)	December 31, 2024		December 31, 2023

Net Income	$	30,972	$	35,871
Add: Income Tax Expense		10,860		10,354
Add: Provision for Credit Losses		17,720		9,610
Add: Provision for (Release of) Credit Losses on Unfunded Commitments		385		(101	)
Add: Merger-Related Expenses		3,930		—
Add: Non-recurring equity and debt investment write-down		2,620		—
PPNR, as Adjusted	$	66,487	$	55,734

Allowance for Credit Losses to Total Portfolio Loans	Quarter Ended
(in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023

Allowance for Credit Losses	$	48,652		$	31,925		$	30,832		$	29,350		$	28,610
Total Portfolio Loans		2,630,163			2,107,522			2,021,588			1,964,525			1,903,288
Allowance for Credit Losses to Total Portfolio Loans		1.85	%		1.51	%		1.53	%		1.49	%		1.50	%

Nonperforming Assets to Total Assets	Quarter Ended
(in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023

Total Nonperforming Assets	$	30,241		$	15,460		$	14,053		$	14,361		$	16,042
Total Assets		3,206,911			2,560,788			2,438,583			2,324,238			2,226,176
Nonperforming Assets to Total Assets		0.94	%		0.60	%		0.58	%		0.62	%		0.72	%

Nonperforming Loans to Total Portfolio Loans	Quarter Ended
(in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023

Total Nonperforming Loans	$	30,241		$	15,460		$	14,053		$	14,361		$	16,042
Total Portfolio Loans		2,630,163			2,107,522			2,021,588			1,964,525			1,903,288
Nonperforming Loans to Total Portfolio Loans		1.15	%		0.73	%		0.70	%		0.73	%		0.84	%

Net Charge-Offs to Average Portfolio Loans	Quarter Ended
(in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023

Total Net Charge-Offs	$	2,427		$	2,655		$	1,935		$	1,987		$	2,477
Total Average Portfolio Loans		2,592,960			2,053,619			1,992,630			1,927,372			1,863,298
Net Charge-Offs to Average Portfolio Loans, Annualized		0.37	%		0.51	%		0.39	%		0.41	%		0.53	%

Net Charge-offs to Average Portfolio Loans	Year Ended
(in thousands)	December 31, 2024			December 31, 2023

Total Net Charge-Offs	$	9,004		$	8,473
Total Average Portfolio Loans		2,142,638			1,816,968
Net Charge-Offs to Average Portfolio Loans, Annualized		0.42	%		0.47	%

Tangible Book Value per Share	Quarter Ended
(in thousands, except share and per share data)	December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024		December 31, 2023

Total Stockholders’ Equity	$	355,139	$	280,111	$	267,854	$	259,465	$	254,860
Less: Preferred Equity		—		—		—		—		—
Less: Intangible Assets		42,454		—		—		—		—
Tangible Common Equity	$	312,685	$	280,111	$	267,854	$	259,465	$	254,860
Period End Shares Outstanding		16,662,405		13,917,891		13,910,467		13,889,563		13,922,532
Tangible Book Value per Share	$	18.77	$	20.13	$	19.26	$	18.68	$	18.31

Return on Average Tangible Common Equity	Quarter Ended
(in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023

Net Income	$	7,533		$	8,672		$	8,205		$	6,562		$	9,030
Add: Intangible Amortization, Net of Tax		198			—			—			—			—
Net Tangible Income	$	7,731		$	8,672		$	8,205		$	6,562		$	9,030
Average Equity		352,537			274,087			263,425			258,892			248,035
Less: Average Intangible Assets		27,653			—			—			—			—
Net Average Tangible Common Equity	$	324,884		$	274,087		$	263,425		$	258,892		$	248,035
Return on Average Equity		8.50	%		12.59	%		12.53	%		10.19	%		14.44	%
Return on Average Tangible Common Equity		9.47	%		12.59	%		12.53	%		10.19	%		14.44	%

Core Return on Average Tangible Common Equity	Quarter Ended
(in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023

Net Income, as Adjusted	$	15,473		$	9,229		$	8,267		$	7,100		$	9,030
Add: Intangible Amortization, Net of Tax		198			—			—			—			—
Net Tangible Income, as Adjusted	$	15,671		$	9,229		$	8,267		$	7,100		$	9,030
Core Return on Average Equity, as Adjusted		17.68	%		13.40	%		12.62	%		11.03	%		14.44	%
Core Return on Average Tangible Common Equity, as Adjusted		19.19	%		13.40	%		12.62	%		11.03	%		14.44	%

ABOUT CAPITAL BANCORP, INC.

Capital Bancorp, Inc., Rockville, Maryland is a registered bank holding company incorporated under the laws of Maryland. Capital Bancorp has been providing financial services since 1999 and now operates bank branches in six locations in the greater Washington, D.C. and Baltimore, Maryland markets, one bank branch in Fort Lauderdale, Florida and one bank branch in Chicago, Illinois. Capital Bancorp had assets of approximately $3.2 billion at December 31, 2024 and its common stock is traded in the NASDAQ Global Market under the symbol “CBNK.” More information can be found at the Company’s website www.CapitalBankMD.com under its investor relations page.

FORWARD-LOOKING STATEMENTS

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

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

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

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

MEDIA CONTACT: Ed Barry (240) 283-1912

WEB SITE: www.CapitalBankMD.com

The MIL Network –

January 28, 2025

MIL-OSI: Awilco Drilling PLC: Cancellation of Share Premium Account Completed

Source: GlobeNewswire (MIL-OSI)

Reference is made to the resolution passed at the extraordinary general meeting of Awilco Drilling PLC on 25 October 2024 regarding the cancellation of the Company’s share premium account. The process has now been completed and the court order has been registered at Companies House. The amount arising from the Reduction is credited to reserves and the Company now has greater flexibility to make dividend payments to shareholders. The Board is evaluating the Company’s strategic options and will notify the market as soon as a conclusion is reached.

Aberdeen, 27 January 2025

For further information please contact:

Eric Jacobs, CEO of Awilco Drilling PLC
Phone: +47 9529 2271

Cathrine Haavind, Investor Relations of Awilco Drilling PLC
Phone: +47 9342 8464
Email: ch@awilcodrilling.com

This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act.

The MIL Network –

January 28, 2025

MIL-OSI: Sale of Shareholding in Avenir LNG Limited

Source: GlobeNewswire (MIL-OSI)

Golar LNG Limited (“Golar”) has entered into a share purchase agreement for the sale of all its shares in Avenir LNG Limited (“Avenir LNG” or “Avenir”) to Stolt-Nielsen Gas Ltd. for a total consideration of approximately USD 40 million (the “Transaction”). The Transaction is expected to be completed during the first quarter of 2025, subject to fulfilment of the conditions under the share purchase agreement.

Golar will remain a 25% shareholder and debt provider to Higas Srl, the HIGAS LNG storage terminal in Sardinia, (“HIGAS”) that was spun off from Avenir LNG in October 2024. As of end October 2024, the book value of HIGAS was USD 40.5 million (on a 100% basis), of which $24.7m was shareholder loans and $15.8m shareholders equity.

Golar CEO Karl-Fredrik Staubo commented: “The sale of Golar’s shareholding in Avenir LNG is in line with our strategy to focus on expanding our market leading FLNG position. Golar is proud to have founded Avenir LNG into one of the largest small-scale LNG shipping companies globally alongside our partners Stolt Nielsen and Höegh. Following the sale of Hygo Energy Transition Ltd. in 2021, our Avenir LNG investment was no longer deemed a core asset of Golar’s portfolio. We wish the Avenir LNG team and Stolt-Nielsen all the best for the future development of Avenir.”

FORWARD LOOKING STATEMENTS
This press release contains forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended) which reflect management’s current expectations, estimates and projections about its operations. All statements, other than statements of historical facts, that address activities and events that will, should, could or may occur in the future are forward-looking statements. Words such as “may,” “could,” “should,” “would,” “expect,” “plan,” “anticipate,” “intend,” “forecast,” “believe,” “estimate,” “predict,” “propose,” “potential,” “continue,” “subject to” or the negative of these terms and similar expressions are intended to identify such forward-looking statements.

These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control and are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Golar LNG Limited undertakes no obligation to update publicly any forward-looking statements whether as a result of new information, future events or otherwise, unless required by applicable law.

Hamilton, Bermuda
January 27, 2025

Investor Questions: +44 207 063 7900
Karl Fredrik Staubo – CEO
Eduardo Maranhão – CFO
Stuart Buchanan – Head of Investor Relations

This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act

The MIL Network –

January 28, 2025

Category: Finance

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