GlobeNewswire – Page 324

MIL-OSI: Aterian Sets Date for First Quarter 2025 Earnings Announcement & Investor Conference Call

Source: GlobeNewswire (MIL-OSI)

SUMMIT, N.J., May 05, 2025 (GLOBE NEWSWIRE) — Aterian, Inc. (Nasdaq: ATER) (“Aterian” or the “Company”), a technology-enabled consumer products company, today announced that it will issue its financial results for the first quarter ended March 31, 2025 on Wednesday, May 14, 2025 after the close of the stock market. The Company will host a corresponding conference call at 5:00 p.m. ET that day to discuss the results.

Investors interested in participating in the live call can dial:

(800) 715-9871 (Domestic)
(646) 307-1963 (International)
Passcode: 1616427

Participants may also access the call through a live webcast at https://ir.aterian.io. The archived online replay will be available for a limited time after the call in the investors section of the Aterian corporate website.

About Aterian, Inc.
Aterian, Inc. (Nasdaq: ATER) is a technology-enabled consumer products company that builds and acquires leading e-commerce brands with top selling consumer products, in multiple categories, including home and kitchen appliances, health and wellness and air quality devices. The Company sells across the world’s largest online marketplaces with a focus on Amazon, Walmart and Target in the U.S. and on its own direct to consumer websites. Our primary brands include Squatty Potty, hOmeLabs, Mueller Living, PurSteam, Healing Solutions and Photo Paper Direct. To learn more about Aterian and its brands, visit aterian.io

Contact:
The Equity Group

Devin Sullivan
Managing Director
dsullivan@equityny.com

Conor Rodriguez
Associate
crodriguez@equityny.com

The MIL Network –

May 6, 2025

MIL-OSI: Onity Group to Present at Upcoming Investor Conferences

Source: GlobeNewswire (MIL-OSI)

WEST PALM BEACH, Fla., May 05, 2025 (GLOBE NEWSWIRE) — Onity Group Inc. (NYSE: ONIT) (“Onity” or the “Company”) today announced that executive management will participate in two upcoming conferences in May 2025.

Glen Messina, Chair, President and Chief Executive Officer, and Sean O’Neil, Executive Vice President and Chief Financial Officer, will meet with investors at the following conferences:

BTIG 5^thAnnual Housing Ecosystem Conference
Date: Wednesday, May 7, 2025
For more information, please contact USCorporateAccess@btig.com. Please note participants must be pre-registered to attend.

KBW Real Estate Finance & Technology Conference
Date: Tuesday, May 20, 2025
Virtual conference
For more information, please contact kbwevents@kbw.com.

An investor presentation will be made available on the Events & Presentations section of the Company’s shareholder relations page at onitygroup.com prior to the meetings on May 7 and May 20, 2025.

About Onity Group

Onity Group Inc. (NYSE: ONIT) is a leading non-bank financial services company providing mortgage servicing and originations solutions through its primary brands, PHH Mortgage and Liberty Reverse Mortgage. PHH Mortgage is one of the largest servicers in the country, focused on delivering a variety of servicing and lending programs to consumers and business clients. Liberty is one of the nation’s largest reverse mortgage lenders dedicated to providing loans that help customers meet their personal and financial needs. We are headquartered in West Palm Beach, Florida, with offices and operations in the United States, the U.S. Virgin Islands, India and the Philippines, and have been serving our customers since 1988. For additional information, please visit onitygroup.com.

For Further Information Contact:

Valerie Haertel, VP, Investor Relations
(561) 570-2969
shareholderrelations@onitygroup.com

The MIL Network –

May 6, 2025

MIL-OSI: T1 Energy Announces First Quarter 2025 Earnings Release and Conference Call Schedule

Source: GlobeNewswire (MIL-OSI)

AUSTIN, Texas and NEW YORK, May 05, 2025 (GLOBE NEWSWIRE) — T1 Energy Inc. (NYSE: TE) (“T1,” “T1 Energy,” or the “Company”) announced this afternoon that the Company will publish a press release detailing first quarter 2025 results and conduct a conference call on May 15, 2025.

The first quarter 2025 press release will be issued by 6:00 am U.S. Eastern Daylight Time. The conference call is scheduled to begin at 8:00 am Eastern Daylight Time.

To access the conference call, listeners should proceed as follows:

Click on the call link and complete the online registration form.
Upon registering, you will receive dial-in information and a unique PIN to join the call as well as an email confirmation with details.
Select a method for joining the call:
1. Dial in: A dial in number and unique PIN are displayed to connect directly by phone.
2. Call Me: Enter your phone number and a click “Call Me” for an immediate callback from the system. The call will come from a U.S. number.
The MIL Network –

May 6, 2025

MIL-OSI: Great Elm Capital Corp. Announces First Quarter 2025 Financial Results

Source: GlobeNewswire (MIL-OSI)

PALM BEACH GARDENS, Fla., May 05, 2025 (GLOBE NEWSWIRE) — Great Elm Capital Corp. (“we,” “our,” the “Company” or “GECC”) (NASDAQ: GECC), a business development company, today announced its financial results for the first quarter ended March 31, 2025.

First Quarter and Other Recent Highlights

GECC increased its quarterly distribution by 5.7% for the first quarter of 2025 to $0.37 per share, from $0.35 per share, which was paid on March 31, 2025.
- The Board of Directors approved a quarterly dividend of $0.37 per share for the second quarter of 2025, equating to a 14.7% annualized yield on GECC’s May 2, 2025 closing price of $10.09.
Total investment income (“TII”) for the quarter ended March 31, 2025 was a record $12.5 million.
- Highest cash income quarter in the Company’s history, with only 12% of GECC’s TII attributable to PIK and accretion income.
Net investment income (“NII”) for the quarter ended March 31, 2025 was $4.6 million, or $0.40 per share, as compared to $2.1 million, or $0.20 per share, for the quarter ended December 31, 2024.
- Increase in NII primarily driven by the receipt of distributions from the CLO Formation JV, LLC (“CLO JV”), as well as income from other new investments.
- GECC received $3.8 million of cash distributions from the CLO JV in the quarter ended March 31, 2025, as compared to $0.5 million in the quarter ended December 31, 2024. Additionally, in April, GECC received $4.3 million of cash distributions from the CLO JV.
Net assets were $132.3 million, or $11.46 per share, on March 31, 2025, as compared to $136.1 million, or $11.79 per share, on December 31, 2024.
- Decrease in NAV primarily driven by unrealized losses in certain investment positions marked down amid broader market volatility, which we expect would reverse over time assuming market conditions stabilize.
GECC’s asset coverage ratio was 163.8% as of March 31, 2025, as compared to 169.7% as of December 31, 2024.

Management Commentary

“We are pleased to report strong first quarter results, generating record total investment income of $12.5 million, driven by cash flows from our CLO JV and income from new investments, with NII that exceeded our increased quarterly distribution,” said Matt Kaplan, GECC’s Chief Executive Officer. “Looking ahead, we expect NII to increase in the second quarter, and we remain well positioned to cover our distributions over the course of 2025. We continue to closely monitor the uncertain macro environment and will look to thoughtfully deploy capital into opportunities with compelling risk-adjusted returns, with a focus on creating meaningful value for our shareholders.”

Financial Highlights – Per Share Data

	Q1/2024	Q2/2024	Q3/2024	Q4/2024	Q1/2025
Earnings Per Share (“EPS”)	($0.05)	($0.14)	$0.33	$0.17	$0.04
Net Investment Income (“NII”) Per Share	$0.37	$0.32	$0.39	$0.20	$0.40
Pre-Incentive Net Investment Income Per Share	$0.46	$0.40	$0.49	$0.20	$0.50
Net Realized and Unrealized Gains / (Losses) Per Share	($0.42)	($0.46)	($0.06)	($0.03)	($0.36)
Net Asset Value Per Share at Period End	$12.57	$12.06	$12.04	$11.79	$11.46
Distributions Paid / Declared Per Share	$0.35	$0.35	$0.35	$0.40	$0.37

Portfolio and Investment Activity

As of March 31, 2025, GECC held total investments of $341.9 million at fair value, as follows:

57 debt investments in corporate credit, totaling approximately $213.2 million, representing 62.4% of the fair market value of the Company’s total investments. Secured debt investments comprised a substantial majority of the fair market value of the Company’s debt investments.
An investment in Great Elm Specialty Finance, totaling approximately $42.8 million, comprised of one debt investment of $29.7 million and one equity investment of $13.0 million, representing 8.7% and 3.8%, respectively, of the fair market value of the Company’s total investments.
CLO investments, totaling approximately $52.2 million, representing 15.3% of the fair market value of the Company’s total investments.
Three dividend paying equity investments, totaling approximately $9.3 million, representing 2.7% of the fair market value of the Company’s total investments.
Other equity investments, totaling approximately $24.4 million, representing 7.1% of the fair market value of the Company’s total investments.

As of March 31, 2025, the weighted average current yield on the Company’s debt portfolio was 12.3%. Floating rate instruments comprised approximately 73% of the fair market value of debt investments (comparable to last quarter) and the Company’s fixed rate debt investments had a weighted average maturity of 3.0 years.

During the quarter ended March 31, 2025, we deployed approximately $37.4 million into 16 investments⁽¹⁾ at a weighted average current yield of 15.1%.

During the quarter ended March 31, 2025, we monetized, in part or in full, 36 investments for approximately $13.8 million⁽²⁾, at a weighted average current yield of 12.3%. Monetizations include $7.4 million of mandatory debt paydowns and redemptions at a weighted average current yield of 11.3%.

Financial Review

Total investment income for the quarter ended March 31, 2025 was $12.5 million, or $1.08 per share. Total expenses for the quarter ended March 31, 2025 were approximately $7.9 million, or $0.69 per share, inclusive of excise tax expense.

Net realized and unrealized losses for the quarter ended March 31, 2025 were approximately $4.1 million, or $0.36 per share.

Liquidity and Capital Resources

As of March 31, 2025, cash totaled approximately $1.3 million.

As of March 31, 2025, total debt outstanding (par value) was $207.4 million, comprised of 5.875% senior notes due June 2026 (NASDAQ: GECCO), 8.75% senior notes due September 2028 (NASDAQ: GECCZ), 8.50% senior notes due April 2029 (NASDAQ: GECCI) and 8.125% senior notes due December 2029 (NASDAQ: GECCH), and $12.0 million outstanding on the $25.0 million revolving line of credit.

Distributions

The Company’s Board of Directors has approved a quarterly cash distribution of $0.37 per share for the quarter ending June 30, 2025. The second quarter distribution will be payable on June 30, 2025 to stockholders of record as of June 16, 2025.

The distribution equates to a 14.7% annualized dividend yield on the Company’s closing market price on May 2, 2025 of $10.09 and a 12.9% annualized dividend yield on the Company’s March 31, 2025 NAV of $11.46 per share.

Conference Call and Webcast

GECC will discuss these results in a conference at 8:30 a.m. ET on May 6, 2025.

Conference Call Details

Date/Time:		Tuesday, May 6, 2025 – 8:30 a.m. ET

Participant Dial-In Numbers:
(United States):		877-407-0789
(International):		201-689-8562

To access the call, please dial-in approximately five minutes before the start time and, when asked, provide the operator with passcode “GECC”. An accompanying slide presentation will be available in pdf format via the “Events and Presentations” section of Great Elm Capital Corp.’s website here after the issuance of the earnings release.

Webcast

The call and presentation will also be simultaneously webcast over the internet via the “Events and Presentations” section of GECC’s website or by clicking on the webcast link here.

About Great Elm Capital Corp.

GECC is an externally managed business development company that seeks to generate current income and capital appreciation by investing in debt and income generating equity securities, including investments in specialty finance businesses and CLOs. For additional information, please visit http://www.greatelmcc.com.

Cautionary Statement Regarding Forward-Looking Statements

Statements in this communication that are not historical facts are “forward-looking” statements within the meaning of the federal securities laws. These statements include statements regarding our future business plans and expectations. These statements are often, but not always, made through the use of words or phrases such as “expect,” “anticipate,” “should,” “will,” “estimate,” “designed,” “seek,” “continue,” “upside,” “potential” and similar expressions. All such forward-looking statements involve estimates and assumptions that are subject to risks, uncertainties and other factors that could cause actual results to differ materially from the results expressed in the statements. The key factors that could cause actual results to differ materially from those projected in the forward-looking statements include, without limitation: conditions in the credit markets, our expected financings and investments, including interest rate volatility, inflationary pressure, the price of GECC common stock and the performance of GECC’s portfolio and investment manager. Information concerning these and other factors can be found in GECC’s Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission. GECC assumes no obligation to, and expressly disclaims any duty to, update any forward-looking statements contained in this communication or to conform prior statements to actual results or revised expectations except as required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

This press release does not constitute an offer of any securities for sale.

Endnotes:

⁽¹⁾ This includes new deals, additional fundings (inclusive of those on revolving credit facilities), refinancings and capitalized PIK income. Amounts included herein do not include investments in short-term securities, including United States Treasury Bills.
⁽²⁾ This includes scheduled principal payments, prepayments, sales and repayments (inclusive of those on revolving credit facilities). Amounts included herein do not include investments in short-term securities, including United States Treasury Bills.

Media & Investor Contact:

Investor Relations
investorrelations@greatelmcap.com

GREAT ELM CAPITAL CORP.
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (unaudited)
Dollar amounts in thousands (except per share amounts)

	March 31, 2025			December 31, 2024
Assets
Investments
Non-affiliated, non-controlled investments, at fair value (amortized cost of $258,148 and $244,378, respectively)	$	253,112		$	240,958
Non-affiliated, non-controlled short-term investments, at fair value (amortized cost of $0 and $8,448, respectively)		–			8,448
Affiliated investments, at fair value (amortized cost of $12,378 and $12,378, respectively)		–			–
Controlled investments, at fair value (amortized cost of $94,829 and $87,014, respectively)		88,798			83,304
Total investments		341,910			332,710

Cash and cash equivalents		1,273			–
Receivable for investments sold		2,513			5,065
Interest receivable		4,090			3,306
Dividends receivable		360			364
Due from portfolio company		32			32
Due from affiliates		157			160
Deferred financing costs		213			237
Prepaid expenses and other assets		282			154
Total assets	$	350,830		$	342,028

Liabilities
Notes payable (including unamortized discount of $5,321 and $5,705, respectively)	$	190,079		$	189,695
Revolving credit facility		12,000			–
Payable for investments purchased		10,558			11,194
Interest payable		61			32
Accrued incentive fees payable		2,862			1,712
Distributions payable		–			577
Due to affiliates		1,562			1,385
Accrued expenses and other liabilities		1,413			1,320
Total liabilities	$	218,535		$	205,915

Commitments and contingencies	$	–		$	–

Net Assets
Common stock, par value $0.01 per share (100,000,000 shares authorized, 11,544,415 shares issued and outstanding and 11,544,415 shares issued and outstanding, respectively)	$	115		$	115
Additional paid-in capital		332,111			332,111
Accumulated losses		(199,931	)		(196,113	)
Total net assets	$	132,295		$	136,113
Total liabilities and net assets	$	350,830		$	342,028
Net asset value per share	$	11.46		$	11.79

GREAT ELM CAPITAL CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
Dollar amounts in thousands (except per share amounts)

	For the Three Months Ended March 31,
	2025			2024
Investment Income:
Interest income from:
Non-affiliated, non-controlled investments	$	6,402		$	5,987
Non-affiliated, non-controlled investments (PIK)		611			630
Affiliated investments		–			33
Controlled investments		953			931
Total interest income		7,966			7,581
Dividend income from:
Non-affiliated, non-controlled investments		236			386
Controlled investments		3,376			385
Total dividend income		3,612			771
Other commitment fees from non-affiliated, non-controlled investments		–			525
Other income from:
Non-affiliated, non-controlled investments		743			32
Non-affiliated, non-controlled investments (PIK)		174			–
Total other income		917			32
Total investment income	$	12,495		$	8,909

Expenses:
Management fees	$	1,272		$	940
Incentive fees		1,150			798
Administration fees		355			385
Custody fees		38			36
Directors’ fees		53			54
Professional services		424			388
Interest expense		4,251			2,807
Other expenses		308			303
Total expenses	$	7,851		$	5,711
Net investment income before taxes	$	4,644		$	3,198
Excise tax	$	68		$	5
Net investment income	$	4,576		$	3,193

Net realized and unrealized gains (losses):
Net realized gain (loss) on investment transactions from:
Non-affiliated, non-controlled investments	$	264		$	2,356
Total net realized gain (loss)		264			2,356
Net change in unrealized appreciation (depreciation) on investment transactions from:
Non-affiliated, non-controlled investments		(2,066	)		(3,533	)
Affiliated investments		–			(850	)
Controlled investments		(2,321	)		(1,624	)
Total net change in unrealized appreciation (depreciation)		(4,387	)		(6,007	)
Net realized and unrealized gains (losses)	$	(4,123	)	$	(3,651	)
Net increase (decrease) in net assets resulting from operations	$	453		$	(458	)

Net investment income per share (basic and diluted):	$	0.40		$	0.37
Earnings per share (basic and diluted):	$	0.04		$	(0.05	)
Weighted average shares outstanding (basic and diluted):		11,544,415			8,659,344

The MIL Network –

May 6, 2025

MIL-OSI: UPDATE – WTW appoints Deputy Regional Leader to North America

Source: GlobeNewswire (MIL-OSI)

NEW YORK, May 05, 2025 (GLOBE NEWSWIRE) — Willis, a WTW business (Nasdaq: WTW), today announced the appointment of David Lofstrom as Deputy Regional Leader, New England within Corporate Risk and Broking (CRB) in North America.

Lofstrom’s new position includes working closely with the full New England team to identify new opportunities while also helping to accelerate growth throughout the region. Additionally, he will focus on delivering enhanced value to clients by collaborating with various Industry Vertical Division (IVD) leaders and subject matter experts, while strengthening WTW’s position as an industry leader.

Based in Boston and reporting directly to Ionel Rizea, Chief Commercial Officer for CRB North America, Lofstrom brings more than thirty years of industry experience. Lofstrom joins Willis from Gallagher, where he most recently served as Area President in the Greater Boston region. He was responsible for branch performance, including sales, carrier and partner management, business development, M&A sourcing and integration and reinforcing the company’s culture in the New England area.

Ionel Rizea commented, “I am thrilled to welcome Dave to the team. His experience – particularly in the sales and business development space, complements our growth strategy for North America. His background in both brokerage and [client] risk management aligns closely with our CRB objective of providing innovative solutions to clients. I look forward to working with Dave.”

About WTW

At WTW (NASDAQ: WTW), we provide data-driven, insight-led solutions in the areas of people, risk, and capital. Leveraging the global view and local expertise of our colleagues serving 140 countries and markets, we help organizations sharpen their strategy, enhance organizational resilience, motivate their workforce, and maximize performance.

Working shoulder to shoulder with our clients, we uncover opportunities for sustainable success—and provide perspective that moves you.
Learn more at wtwco.com.

Media Contact

Douglas Menelly; Douglas.Menelly@wtwco.com | +1 (516) 972-0380

Arnelle Sullivan; Arnelle.Sullivan@wtwco.com | +1 (718) 208-0474

The MIL Network –

May 6, 2025

MIL-OSI: Plantro Ltd. Releases Investor Presentation to Fellow Shareholders of Information Services Corporation and Extends Tender Offer to May 20, 2025

Source: GlobeNewswire (MIL-OSI)

Presentation Highlights the Opportunity to Unlock Value for All ISC Shareholders and Reverse Long-Term Decline

Board Should Meaningfully Engage with Shareholders to Address Governance Issues at ISC

Tender Offer to Acquire up to 14% of Class A Limited Voting Shares Extended Until 5:00pm Eastern Time on May 20, 2025

BRIDGETOWN, Barbados, May 05, 2025 (GLOBE NEWSWIRE) — Plantro Ltd. (“Plantro”) today announced that it has released a presentation to fellow shareholders of Information Services Corporation (TSX: ISC) (“ISC” or the “Company”). The presentation is available here and will be filed and made available on ISC’s SEDAR+ profile at www.sedarplus.ca.

Plantro’s investor presentation, which is based on publicly available facts and data, highlights that the economics of ISC are ‘upside down’ and do not benefit long-term shareholders. Since ISC’s IPO in 2013, there has been a clear troubling trend: expense growth has consistently outpaced revenue growth. When expenses consistently outpace revenue, it sets the stage for serious financial challenges over the long-term. This has resulted in a long-term financial decline and decreasing returns.

Plantro has heard from other ISC shareholders who share its concerns that it is impossible for ISC to fund its ‘buy-to-grow’ strategy to meet its 2028 revenue and adjusted EBITDA targets through cash flow generation or without incurring significant new debt or issuing substantial equity. Plantro’s representatives have made multiple attempts to engage with the board of directors (the “Board”) and management of ISC to discuss these concerns and share Plantro’s plan to unlock near- and long-term value for shareholders. Unfortunately, the Board appears entrenched, as at every step, Plantro has been met with limited and perfunctory engagement.

Plantro calls on the Board to:

recommend in favour of its ongoing Tender Offer; and
meet with Plantro this week to discuss the governance and business issues at ISC.

Plantro anticipates that the Board, rather than address ISC’s governance issues, will further entrench and impugn Plantro’s motives. However, ISC shareholders should review the presentation, consider ISC’s current trajectory, and determine for themselves whether the status quo is acceptable.

Plantro believes that ISC has an exciting opportunity to unlock significant upside for shareholders. However, it has become clear that ISC’s serious governance issues are holding the Company back.

Tender Offer Extension & Elimination of Voting Tender

Plantro also announced that it is extending and amending its ongoing all-cash tender offer (the “Tender Offer”) to acquire up to 2,593,142 class A limited voting shares (the “Class A Shares”) in the capital of ISC. Pursuant to the terms of a second amended and restated offer document dated May 5, 2025 (the “Offer Document”), Plantro has extended the expiry date of the Tender Offer to 5:00pm (Eastern Time) on May 20, 2025, unless the Tender Offer is further varied, extended, or withdrawn in accordance with the terms of the Offer Document (the “Expiry Time”).

Despite the Board’s unwillingness to engage with Plantro, in order to be constructive, the Tender Offer has also been amended to eliminate the proxy voting tender, about which the Board had previously objected. Plantro is no longer asking shareholders to appoint representatives of Plantro as their nominee and proxy in respect of such shares owned by a shareholder. For clarity, Plantro is not soliciting shareholder proxies in respect of the upcoming 2025 annual meeting of shareholders of ISC scheduled to be held on May 13, 2025.

Shareholders of ISC who have already validly deposited and not withdrawn their Class A Shares are not required to take any further action to accept the Tender Offer. No Class A Shares will be taken up and paid for by Plantro pursuant to the Tender Offer until after the Expiry Time.

In addition to the above amendments, the size of the Tender Offer has been reduced by 184,100 Class A Shares to reflect that Plantro has acquired such number of shares in the market, all in compliance with the terms of the Tender Offer.

Other than as set out herein, all other terms of the Tender Offer remain unchanged. Details of the Tender Offer, including instructions for tendering Class A Shares, are included in the Offer Document (the Offer Document and the second amended and restated letter of transmittal dated May 5, 2025, the “Offer Documents”). The Offer Documents will be filed and made available on ISC’s SEDAR+ profile at www.sedarplus.ca. Shareholders of ISC should carefully read the Offer Documents prior to making a decision with respect to the Tender Offer.

About Plantro

Plantro is a privately held company, with an established track record of making successful investments in undervalued and high quality legal, financial, and information services businesses.

Shareholder Questions

Shareholders of ISC who have questions with respect to the Tender Offer, or who need assistance in depositing their Class A Shares, please contact the depositary or the information agent for the Tender Offer at the contact details below:

Depositary: Odyssey Trust Company
Toll Free (US & Canada): 1-888-290-1175
Calls (All Regions): 587-885-0960
Email: corp.actions@odysseytrust.com

Information Agent: Carson Proxy
North America Toll Free: 1-800-530-5189
Local and Text: 416-751-2066
Email: info@carsonproxy.com

Cautionary Statement Regarding Forward-Looking Information

This press release may contain forward-looking information and forward-looking statements within the meaning of applicable securities laws. Specifically, certain statements contained in this press release, including without limitation statements regarding the Tender Offer, taking up and paying for Class A Shares deposited under the Tender Offer, the expiry of the Tender Offer, Plantro’s perceived governance failings at ISC, and Plantro’s plan to unlock near- and long-term value at ISC, contain “forward-looking information” and are prospective in nature. In some cases, but not necessarily in all cases, forward-looking statements can be identified by the use of forward looking terminology such as “plans”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, “is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be achieved”. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking statements.

Statements containing forward-looking information are not based on historical facts, but rather on current expectations and projections about future events and are therefore subject to risks and uncertainties that could cause actual results to differ materially from the future outcomes expressed or implied by the statements containing forward-looking information.

Although Plantro believes that the expectations reflected in statements containing forward-looking information herein made by it (and not, for greater certainty, any forward-looking statements attributable to the Company) are reasonable, such statements involve risks and uncertainties, and undue reliance should not be placed on such statements. Material factors or assumptions that were applied in formulating the forward-looking information contained herein include the assumption that the business and economic conditions affecting the Company’s operations will continue substantially in the current state, including, without limitation, with respect to industry conditions, general levels of economic activity, continuity and availability of personnel, local and international laws and regulations, foreign currency exchange rates and interest rates, inflation, taxes, that there will be no unplanned material changes to the Company’s operations, and that the Company’s public disclosure record is accurate in all material respects and is not misleading (including by omission).

Plantro cautions that the foregoing list of material factors and assumptions is not exhaustive. While these factors and assumptions are considered by Plantro to be appropriate and reasonable in the circumstances as of the date of this press release, they are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, levels of activity, performance, or achievements to be materially different from those expressed or implied by such forward-looking information. Many of these assumptions are based on factors and events that are not within the control of Plantro and there is no assurance that they will prove correct.

Important facts that could cause outcomes to differ materially from those expressed or implied by such forward-looking information include, among other things, actions taken by the Company in respect of the Tender Offer, the content of subsequent public disclosures by the Company, the failure to satisfy the conditions to the Tender Offer, general economic conditions, legislative or regulatory changes and changes in capital or securities markets. If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptions underlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. Although Plantro has attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other risk factors not presently known to Plantro or that Plantro presently believes are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information.

Statements containing forward-looking information in this press release are based on Plantro’s beliefs and opinions at the time the statements are made, and there should be no expectation that such forward-looking information will be updated or supplemented as a result of new information, estimates or opinions, future events or results or otherwise, and Plantro disclaims any obligation to do so, except as required by applicable law. All of the forward-looking information contained in this press release is expressly qualified by the foregoing cautionary statements.

Media Contact: Gagnier Communications
Riyaz Lalani / Dan Gagnier
Email: Plantro@gagnierfc.com

A PDF accompanying this announcement is available at http://ml.globenewswire.com/Resource/Download/a15f0631-205c-4781-9fea-5ac936ebd5bd

The MIL Network –

May 6, 2025

MIL-OSI: Diamondback Energy, Inc. Announces First Quarter 2025 Financial and Operating Results

Source: GlobeNewswire (MIL-OSI)

MIDLAND, Texas, May 05, 2025 (GLOBE NEWSWIRE) — Diamondback Energy, Inc. (NASDAQ: FANG) (“Diamondback” or the “Company”) today announced financial and operating results for the first quarter ended March 31, 2025.

FIRST QUARTER 2025 AND RECENT HIGHLIGHTS

Average oil production of 475.9 MBO/d (850.7 MBOE/d)
Net cash provided by operating activities of $2.4 billion; Operating Cash Flow Before Working Capital Changes (as defined and reconciled below) of $2.5 billion
Cash capital expenditures of $942 million
Free Cash Flow (as defined and reconciled below) of $1.5 billion; Adjusted Free Cash Flow (as defined and reconciled below) of $1.6 billion
Declared Q1 2025 base cash dividend of $1.00 per share payable on May 22, 2025; implies a 2.9% annualized yield based on May 2, 2025 closing share price of $136.81
Repurchased 3,656,044 shares of common stock in Q1 2025 for $575 million excluding excise tax (at a weighted average price of $157.15 per share); repurchased 1,965,180 shares of common stock to date in Q2 2025 for $255 million excluding excise tax (at a weighted average price of $129.71 per share)
Total Q1 2025 return of capital of $864 million; represents ~55% of Adjusted Free Cash Flow (as defined and reconciled below) from stock repurchases and the declared Q1 2025 base dividend
As previously announced, closed acquisition of certain subsidiaries of Double Eagle IV Midco, LLC (“Double Eagle”) on April 1st
Closed drop down transaction to Viper Energy, Inc. (“Viper”), a subsidiary of Diamondback, on May 1st

UPDATED 2025 GUIDANCE HIGHLIGHTS

As a result of recent commodity price volatility, Diamondback is reducing activity in order to prioritize free cash flow generation. The Company believes this revised plan enhances capital efficiency and provides flexibility to (i) cut additional capital if prices weaken further or (ii) resume its original 2025 plan if commodity prices strengthen.

Full year oil production of 480 – 495 MBO/d (857 – 900 MBOE/d)
Full year 2025 cash capital expenditures guidance of $3.4 – $3.8 billion
The Company expects to drill 385 – 435 gross (349 – 395 net) wells and complete between 475 – 550 gross (444 – 514 net) wells with an average lateral length of approximately 11,500 feet in 2025
Q2 2025 oil production guidance of 485 – 500 MBO/d (866 – 900 MBOE/d)
Q2 2025 cash capital expenditures guidance of $800 – $900 million
Implies full year 2025 oil production per million dollars of cash capital expenditures (“MBO per $MM of CAPEX”) of 49.4, ~10% better than the Company’s original full year 2025 guidance provided in February 2025

OPERATIONS UPDATE

The tables below provide a summary of operating activity for the first quarter of 2025.

Total Activity (Gross Operated):
	Number of Wells Drilled	Number of Wells Completed
Midland Basin	124	116
Delaware Basin	2	7
Total	126	123

Total Activity (Net Operated):
	Number of Wells Drilled	Number of Wells Completed
Midland Basin	116	112
Delaware Basin	2	7
Total	118	119

During the first quarter of 2025, Diamondback drilled 124 gross wells in the Midland Basin and two gross wells in the Delaware Basin. The Company turned 116 operated wells to production in the Midland Basin and seven gross wells in the Delaware Basin, with an average lateral length of 11,978 feet. Operated completions during the first quarter consisted of 30 Wolfcamp A wells, 28 Lower Spraberry wells, 22 Wolfcamp B wells, 17 Jo Mill wells, eight Middle Spraberry wells, four Dean wells, four Barnett wells, three Third Bone Spring wells, three Wolfcamp D wells, two Second Bone Spring wells and two Upper Spraberry wells.

FINANCIAL UPDATE

Diamondback’s first quarter 2025 net income was $1.4 billion, or $4.83 per diluted share. Adjusted net income (as defined and reconciled below) for the first quarter was $1.3 billion, or $4.54 per diluted share.

First quarter 2025 net cash provided by operating activities was $2.4 billion.

During the first quarter of 2025, Diamondback spent $864 million on operated drilling and completions, $21 million on capital workovers and non-operated drilling and completions and $57 million on infrastructure, environmental and midstream, for total cash capital expenditures of $942 million.

First quarter 2025 Consolidated Adjusted EBITDA (as defined and reconciled below) was $2.9 billion. Adjusted EBITDA net of non-controlling interest (as defined and reconciled below) for the first quarter was $2.8 billion.

Diamondback’s first quarter 2025 Free Cash Flow (as defined and reconciled below) was $1.5 billion. Adjusted Free Cash Flow (as reconciled and defined below) for the first quarter was $1.6 billion.

First quarter 2025 average unhedged realized prices were $70.95 per barrel of oil, $2.11 per Mcf of natural gas and $23.94 per barrel of natural gas liquids (“NGLs”), resulting in a total equivalent unhedged realized price of $47.77 per BOE.

Diamondback’s cash operating costs for the first quarter of 2025 were $10.48 per BOE, including lease operating expenses (“LOE”) of $5.33 per BOE, cash general and administrative (“G&A”) expenses of $0.72 per BOE, production and ad valorem taxes of $2.98 per BOE and gathering, processing and transportation expenses of $1.45 per BOE.

As of March 31, 2025, Diamondback had $1.3 billion in standalone cash and no borrowings outstanding under its revolving credit facility, with approximately $2.5 billion available for future borrowings under the facility and approximately $3.8 billion of total liquidity. As of March 31, 2025, the Company had consolidated total debt of $14.1 billion and consolidated net debt (as defined and reconciled below) of $12.3 billion, up from consolidated total debt of $13.2 billion and consolidated net debt of $13.0 billion as of December 31, 2024.

DIVIDEND DECLARATIONS

Diamondback announced today that the Company’s Board of Directors declared a base cash dividend of $1.00 per common share for the first quarter of 2025 payable on May 22, 2025 to stockholders of record at the close of business on May 15, 2025.

Future base and variable dividends remain subject to review and approval at the discretion of the Company’s Board of Directors.

COMMON STOCK REPURCHASE PROGRAM

During the first quarter of 2025, Diamondback repurchased ~3.7 million shares of common stock at an average share price of $157.15 for a total cost of approximately $575 million, excluding excise tax. To date, Diamondback has repurchased ~30.2 million shares of common stock at an average share price of $137.55 for a total cost of approximately $4.2 billion and has approximately $1.8 billion remaining on its current share buyback authorization. Subject to factors discussed below, Diamondback intends to continue to purchase common stock under the common stock repurchase program opportunistically with cash on hand, free cash flow from operations and proceeds from potential liquidity events such as the sale of assets. This repurchase program has no time limit and may be suspended from time to time, modified, extended or discontinued by the Board at any time. Purchases under the repurchase program may be made from time to time in privately negotiated transactions, or in open market transactions in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended, and will be subject to market conditions, applicable regulatory and legal requirements and other factors. Any common stock purchased as part of this program will be retired.

FULL YEAR 2025 GUIDANCE

Below is Diamondback’s updated guidance for the full year 2025, which includes second quarter production, cash tax and capital guidance. Given recent weakness in commodity prices, the Company is reducing its activity levels and lowering its capital budget to prioritize free cash generation. Diamondback will continue to closely monitor the macro environment and has flexibility to (i) cut additional capital if prices weaken further or (ii) resume its original 2025 plan if commodity prices strengthen.

	2025 Guidance	2025 Guidance
	Diamondback Energy, Inc.	Viper Energy, Inc.

2025 Net production – MBOE/d	857 – 900 (from 883 – 909)	74.5 – 79.0
2025 Oil production – MBO/d	480 – 495 (from 485 – 498)	41.0 – 43.5
Q2 2025 Oil production – MBO/d (total – MBOE/d)	485 – 500 (866 – 900)	40.0 – 43.0 (72.5 – 78.0)

Unit costs ($/BOE)
Lease operating expenses, including workovers	$5.65 – $6.05 (from $5.90 – $6.30)
G&A
Cash G&A	$0.60 – $0.75	$0.80 – $1.00
Non-cash equity-based compensation	$0.25 – $0.35	$0.10 – $0.20
DD&A	$14.00 – $15.00	$15.50 – $16.50
Interest expense (net of interest income)	$0.40 – $0.65 (from $0.25 – $0.50)	$2.00 – $2.50
Gathering, processing and transportation	$1.40 – $1.60 (from $1.20 – $1.40)

Production and ad valorem taxes (% of revenue)	~7%	~7%
Corporate tax rate (% of pre-tax income)	23%
Cash tax rate (% of pre-tax income)	19% – 22% (from 17% – 20%)	21% – 23%
Q2 2025 Cash taxes ($ – million)⁽¹⁾	$340 – $400	$10 – $15

Capital Budget ($ – million)
Operated drilling and completion	$2,780 – $3,090 (from $3,130 – $3,440)
Capital workovers, non-operated properties and science	$280 – $320
Infrastructure, environmental and midstream⁽²⁾	$340 – $390 (from $390 – $440)
2025 Total capital expenditures	$3,400 – $3,800 (from $3,800 – $4,200)
Q2 2025 Capital expenditures	$800 – $900

Gross horizontal wells drilled (net)	385 – 435 (349 – 395) (from 446 – 471 (406 – 428))
Gross horizontal wells completed (net)	475 – 550 (444 – 514) (from 557 – 592 (526 – 560))
Average lateral length (Ft.)	~11,500′
FY 2025 Midland Basin well costs per lateral foot	$550 – $590 (from $555 – $605)
FY 2025 Delaware Basin well costs per lateral foot	$860 – $910
Midland Basin completed net lateral feet (%)	~95%
Delaware Basin completed net lateral feet (%)	~5%

^⁽¹⁾	Includes approximately $170 million of cash taxes related to the Viper dropdown transaction.
^⁽²⁾	Includes approximately $60 million in estimated midstream capital expenditures for the full year 2025.

CONFERENCE CALL

Diamondback will host a conference call and webcast for investors and analysts to discuss its results for the first quarter of 2025 on Tuesday, May 6, 2025 at 8:00 a.m. CT. Access to the webcast, and replay which will be available following the call, may be found here. The live webcast of the earnings conference call will also be available via Diamondback’s website at www.diamondbackenergy.com under the “Investor Relations” section of the site.

About Diamondback Energy, Inc.

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

Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, which involve risks, uncertainties, and assumptions. All statements, other than statements of historical fact, including statements regarding Diamondback’s: future performance; business strategy; future operations (including drilling plans and capital plans); estimates and projections of revenues, losses, costs, expenses, returns, cash flow, and financial position; reserve estimates and its ability to replace or increase reserves; anticipated benefits or other effects of strategic transactions (including the recently completed Endeavor merger, the recently completed Double Eagle acquisition and other acquisitions or divestitures); and plans and objectives of management (including plans for future cash flow from operations and for executing environmental strategies) are forward-looking statements. When used in this news release, the words “aim,” “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “future,” “guidance,” “intend,” “may,” “model,” “outlook,” “plan,” “positioned,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” and similar expressions (including the negative of such terms) as they relate to Diamondback are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Although Diamondback believes that the expectations and assumptions reflected in its forward-looking statements are reasonable as and when made, they involve risks and uncertainties that are difficult to predict and, in many cases, beyond Diamondback’s control. Accordingly, forward-looking statements are not guarantees of future performance and Diamondback’s actual outcomes could differ materially from what Diamondback has expressed in its forward-looking statements.

Factors that could cause the outcomes to differ materially include (but are not limited to) the following: changes in supply and demand levels for oil, natural gas, and natural gas liquids, and the resulting impact on the price for those commodities; the impact of public health crises, including epidemic or pandemic diseases and any related company or government policies or actions; changes in U.S. energy, environmental, monetary and trade policies, including with respect to tariffs or other trade barriers, and any resulting trade tensions; actions taken by the members of OPEC and Russia affecting the production and pricing of oil, as well as other domestic and global political, economic, or diplomatic developments, including any impact of the ongoing war in Ukraine and the Israel-Hamas war on the global energy markets and geopolitical stability; instability in the financial markets; inflationary pressures; higher interest rates and their impact on the cost of capital; regional supply and demand factors, including delays, curtailment delays or interruptions of production, or governmental orders, rules or regulations that impose production limits; federal and state legislative and regulatory initiatives relating to hydraulic fracturing, including the effect of existing and future laws and governmental regulations; physical and transition risks relating to climate change; those risks described in Item 1A of Diamondback’s Annual Report on Form 10-K, filed with the SEC on February 26, 2025, and those risks disclosed in its subsequent filings on Forms 10-K, 10-Q and 8-K, which can be obtained free of charge on the SEC’s website at http://www.sec.gov and Diamondback’s website at www.diamondbackenergy.com/investors.

In light of these factors, the events anticipated by Diamondback’s forward-looking statements may not occur at the time anticipated or at all. Moreover, Diamondback operates in a very competitive and rapidly changing environment and new risks emerge from time to time. Diamondback cannot predict all risks, nor can it assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those anticipated by any forward-looking statements it may make. Accordingly, you should not place undue reliance on any forward-looking statements. All forward-looking statements speak only as of the date of this letter or, if earlier, as of the date they were made. Diamondback does not intend to, and disclaims any obligation to, update or revise any forward-looking statements unless required by applicable law.


Diamondback Energy, Inc.
Condensed Consolidated Balance Sheets
(unaudited, in millions, except share amounts)

	March 31,			December 31,
	2025			2024
Assets
Current assets:
Cash and cash equivalents ($560 million and $27 million related to Viper)	$	1,816		$	161
Restricted cash		225			3
Accounts receivable:
Joint interest and other, net		257			198
Oil and natural gas sales, net ($146 million and $149 million related to Viper)		1,334			1,387
Inventories		117			116
Derivative instruments		267			168
Prepaid expenses and other current assets		67			77
Total current assets		4,083			2,110
Property and equipment:
Oil and natural gas properties, full cost method of accounting ($22,019 million and $22,666 million excluded from amortization at March 31, 2025 and December 31, 2024, respectively) ($6,097 million and $5,713 million related to Viper and $2,279 million and $2,180 million excluded from amortization related to Viper)		83,727			82,240
Other property, equipment and land		1,452			1,440
Accumulated depletion, depreciation, amortization and impairment ($1,148 million and $1,081 million related to Viper)		(20,283	)		(19,208	)
Property and equipment, net		64,896			64,472
Funds held in escrow		208			1
Equity method investments		383			375
Derivative instruments		61			2
Deferred income taxes, net ($249 million and $185 million related to Viper)		235			173
Other assets		200			159
Total assets	$	70,066		$	67,292
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable – trade	$	124		$	253
Accrued capital expenditures		754			690
Current maturities of debt		914			900
Other accrued liabilities		761			1,020
Revenues and royalties payable		1,575			1,491
Derivative instruments		75			43
Income taxes payable		550			414
Total current liabilities		4,753			4,811
Long-term debt ($822 million and $1,083 million related to Viper)		12,996			12,075
Derivative instruments		93			106
Asset retirement obligations		586			573
Deferred income taxes		9,887			9,826
Other long-term liabilities		8			39
Total liabilities		28,323			27,430
Stockholders’ equity:
Common stock, $0.01 par value; 800,000,000 shares authorized; 287,287,926 and 290,984,373 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively		3			3
Additional paid-in capital		33,125			33,501
Retained earnings (accumulated deficit)		5,352			4,238
Accumulated other comprehensive income (loss)		(7	)		(6	)
Total Diamondback Energy, Inc. stockholders’ equity		38,473			37,736
Non-controlling interest		3,270			2,126
Total equity		41,743			39,862
Total liabilities and stockholders’ equity	$	70,066		$	67,292


Diamondback Energy, Inc.
Condensed Consolidated Statements of Operations
(unaudited, $ in millions except per share data, shares in thousands)

	Three Months Ended March 31,
		2025			2024
Revenues:
Oil, natural gas and natural gas liquid sales	$	3,657		$	2,101
Sales of purchased oil		374			116
Other operating income		17			10
Total revenues		4,048			2,227
Costs and expenses:
Lease operating expenses		408			255
Production and ad valorem taxes		228			119
Gathering, processing and transportation		111			77
Purchased oil expense		382			117
Depreciation, depletion, amortization and accretion		1,097			469
General and administrative expenses		73			46
Merger and integration expense		37			12
Other operating expenses		39			14
Total costs and expenses		2,375			1,109
Income (loss) from operations		1,673			1,118
Other income (expense):
Interest expense, net		(40	)		(39	)
Other income (expense), net		27			(3	)
Gain (loss) on derivative instruments, net		226			(48	)
Gain (loss) on extinguishment of debt		—			2
Income (loss) from equity investments, net		8			2
Total other income (expense), net		221			(86	)
Income (loss) before income taxes		1,894			1,032
Provision for (benefit from) income taxes		403			223
Net income (loss)		1,491			809
Net income (loss) attributable to non-controlling interest		86			41
Net income (loss) attributable to Diamondback Energy, Inc.	$	1,405		$	768

Earnings (loss) per common share:
Basic	$	4.83		$	4.28
Diluted	$	4.83		$	4.28
Weighted average common shares outstanding:
Basic		289,612			178,477
Diluted		289,612			178,477


Diamondback Energy, Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited, in millions)

	Three Months Ended March 31,
		2025			2024
Cash flows from operating activities:
Net income (loss)	$	1,491		$	809
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Provision for (benefit from) deferred income taxes		6			52
Depreciation, depletion, amortization and accretion		1,097			469
(Gain) loss on extinguishment of debt		—			(2	)
(Gain) loss on derivative instruments, net		(226	)		48
Cash received (paid) on settlement of derivative instruments		85			(4	)
(Income) loss from equity investment, net		(8	)		(2	)
Equity-based compensation expense		18			14
Other		24			16
Changes in operating assets and liabilities:
Accounts receivable		(6	)		(95	)
Income tax receivable		3			12
Prepaid expenses and other current assets		6			89
Accounts payable and accrued liabilities		(374	)		(110	)
Income taxes payable		135			70
Revenues and royalties payable		84			(35	)
Other		20			3
Net cash provided by (used in) operating activities		2,355			1,334
Cash flows from investing activities:
Additions to oil and natural gas properties		(942	)		(609	)
Property acquisitions		(750	)		(153	)
Proceeds from sale of assets		41			12
Other		(2	)		(1	)
Net cash provided by (used in) investing activities		(1,653	)		(751	)
Cash flows from financing activities:
Proceeds from borrowings under credit facilities		2,277			90
Repayments under credit facilities		(2,538	)		(80	)
Proceeds from senior notes		1,200			—
Repayment of senior notes		—			(25	)
Repurchased shares under buyback program		(575	)		(42	)
Proceeds from partial sale of investment in Viper Energy, Inc.		—			451
Net proceeds from Viper’s issuance of common stock		1,232			—
Dividends paid to stockholders		(290	)		(548	)
Dividends/distributions to non-controlling interest		(95	)		(44	)
Other		(36	)		(71	)
Net cash provided by (used in) financing activities		1,175			(269	)
Net increase (decrease) in cash and cash equivalents		1,877			314
Cash, cash equivalents and restricted cash at beginning of period		164			585
Cash, cash equivalents and restricted cash at end of period	$	2,041		$	899


Diamondback Energy, Inc.
Selected Operating Data
(unaudited)

	Three Months Ended
	March 31, 2025		December 31, 2024		March 31, 2024
Production Data:
Oil (MBbls)		42,835		43,785		24,874
Natural gas (MMcf)		100,578		107,249		50,602
Natural gas liquids (MBbls)		16,961		19,615		8,653
Combined volumes (MBOE)⁽¹⁾		76,559		81,275		41,961

Daily oil volumes (BO/d)		475,944		475,924		273,341
Daily combined volumes (BOE/d)		850,656		883,424		461,110

Average Prices:
Oil ($ per Bbl)	$	70.95	$	69.48	$	75.06
Natural gas ($ per Mcf)	$	2.11	$	0.48	$	0.99
Natural gas liquids ($ per Bbl)	$	23.94	$	19.27	$	21.26
Combined ($ per BOE)	$	47.77	$	42.71	$	50.07

Oil, hedged ($ per Bbl)⁽²⁾	$	70.06	$	68.72	$	74.13
Natural gas, hedged ($ per Mcf)⁽²⁾	$	3.34	$	0.82	$	1.36
Natural gas liquids, hedged ($ per Bbl)⁽²⁾	$	23.94	$	19.27	$	21.26
Average price, hedged ($ per BOE)⁽²⁾	$	48.89	$	42.76	$	49.97

Average Costs per BOE:
Lease operating expenses	$	5.33	$	5.67	$	6.08
Production and ad valorem taxes		2.98		2.77		2.84
Gathering, processing and transportation expense		1.45		1.17		1.84
General and administrative – cash component		0.72		0.69		0.76
Total operating expense – cash	$	10.48	$	10.30	$	11.52

General and administrative – non-cash component	$	0.24	$	0.20	$	0.34
Depreciation, depletion, amortization and accretion	$	14.33	$	14.22	$	11.18
Interest expense, net	$	0.52	$	0.42	$	0.93

(1)	Bbl equivalents are calculated using a conversion rate of six Mcf per one Bbl.
(2)	Hedged prices reflect the effect of our commodity derivative transactions on our average sales prices and include gains and losses on cash settlements for matured commodity derivatives, which we do not designate for hedge accounting. Hedged prices exclude gains or losses resulting from the early settlement of commodity derivative contracts.

NON-GAAP FINANCIAL MEASURES

ADJUSTED EBITDA

Adjusted EBITDA is a supplemental non-GAAP financial measure that is used by management and external users of our financial statements, such as industry analysts, investors, lenders and rating agencies. The Company defines Adjusted EBITDA as net income (loss) attributable to Diamondback Energy, Inc., plus net income (loss) attributable to non-controlling interest (“net income (loss)”) before non-cash (gain) loss on derivative instruments, net, interest expense, net, depreciation, depletion, amortization and accretion, depreciation and interest expense related to equity method investments, (gain) loss on extinguishment of debt, if any, non-cash equity-based compensation expense, capitalized equity-based compensation expense, merger and integration expenses, other non-cash transactions and provision for (benefit from) income taxes, if any. Adjusted EBITDA is not a measure of net income as determined by United States generally accepted accounting principles (“GAAP”). Management believes Adjusted EBITDA is useful because the measure allows it to more effectively evaluate the Company’s operating performance and compare the results of its operations from period to period without regard to its financing methods or capital structure. The Company adds the items listed above to net income (loss) to determine Adjusted EBITDA because these amounts can vary substantially from company to company within its industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Further, the Company excludes the effects of significant transactions that may affect earnings but are unpredictable in nature, timing and amount, although they may recur in different reporting periods. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with GAAP or as an indicator of the Company’s operating performance or liquidity. Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic costs of depreciable assets. The Company’s computation of Adjusted EBITDA may not be comparable to other similarly titled measures of other companies or to such measure in our credit facility or any of our other contracts.

The following tables present a reconciliation of the GAAP financial measure of net income (loss) attributable to Diamondback Energy, Inc. to the non-GAAP financial measure of Adjusted EBITDA:

Diamondback Energy, Inc.
Reconciliation of Net Income (Loss) to Adjusted EBITDA
(unaudited, in millions)

	Three Months Ended
	March 31, 2025			December 31, 2024			March 31, 2024
Net income (loss) attributable to Diamondback Energy, Inc.	$	1,405		$	1,074		$	768
Net income (loss) attributable to non-controlling interest		86			216			41
Net income (loss)		1,491			1,290			809
Non-cash (gain) loss on derivative instruments, net		(141	)		(51	)		44
Interest expense, net		40			34			39
Depreciation, depletion, amortization and accretion		1,097			1,156			469
Depreciation and interest expense related to equity method investments		21			30			23
(Gain) loss on extinguishment of debt		—			—			(2	)
Non-cash equity-based compensation expense		23			24			21
Capitalized equity-based compensation expense		(5	)		(8	)		(7	)
Merger and integration expenses		37			30			12
Other non-cash transactions		(19	)		2			2
Provision for (benefit from) income taxes		403			115			223
Consolidated Adjusted EBITDA		2,947			2,622			1,633
Less: Adjustment for non-controlling interest		146			118			86
Adjusted EBITDA attributable to Diamondback Energy, Inc.	$	2,801		$	2,504		$	1,547

ADJUSTED NET INCOME

Adjusted net income is a non-GAAP financial measure equal to net income (loss) attributable to Diamondback Energy, Inc. plus net income (loss) attributable to non-controlling interest (“net income (loss)”) adjusted for non-cash (gain) loss on derivative instruments, net, (gain) loss on extinguishment of debt, if any, merger and integration expense, other non-cash transactions and related income tax adjustments, if any. The Company’s computation of adjusted net income may not be comparable to other similarly titled measures of other companies or to such measure in our credit facility or any of our other contracts. Management believes adjusted net income helps investors in the oil and natural gas industry to measure and compare the Company’s performance to other oil and natural gas companies by excluding from the calculation items that can vary significantly from company to company depending upon accounting methods, the book value of assets and other non-operational factors. Further, in order to allow investors to compare the Company’s performance across periods, the Company excludes the effects of significant transactions that may affect earnings but are unpredictable in nature, timing and amount, although they may recur in different reporting periods.

The following table presents a reconciliation of the GAAP financial measure of net income (loss) attributable to Diamondback Energy, Inc. to the non-GAAP measure of adjusted net income:

Diamondback Energy, Inc.
Adjusted Net Income
(unaudited, $ in millions except per share data, shares in thousands)

	Three Months Ended March 31, 2025
	Amounts			Amounts Per Diluted Share
Net income (loss) attributable to Diamondback Energy, Inc.⁽¹⁾	$	1,405		$	4.83
Net income (loss) attributable to non-controlling interest		86			0.30
Net income (loss)⁽¹⁾		1,491			5.13
Non-cash (gain) loss on derivative instruments, net		(141	)		(0.49	)
Merger and integration expense		37			0.13
Other non-cash transactions		(19	)		(0.07	)
Adjusted net income excluding above items⁽¹⁾		1,368			4.70
Income tax adjustment for above items		26			0.09
Adjusted net income⁽¹⁾		1,394			4.79
Less: Adjusted net income attributable to non-controlling interest		74			0.25
Adjusted net income attributable to Diamondback Energy, Inc.⁽¹⁾	$	1,320		$	4.54

Weighted average common shares outstanding:
Basic					289,612
Diluted					289,612

(1) The Company’s earnings (loss) per diluted share amount has been computed using the two-class method in accordance with GAAP. The two-class method is an earnings allocation which reflects the respective ownership among holders of common stock and participating securities. Diluted earnings per share using the two-class method is calculated as (i) net income attributable to Diamondback Energy, Inc, (ii) less the reallocation of $6 million in earnings attributable to participating securities, (iii) divided by diluted weighted average common shares outstanding for the respective periods.

OPERATING CASH FLOW BEFORE WORKING CAPITAL CHANGES AND FREE CASH FLOW

Operating cash flow before working capital changes, which is a non-GAAP financial measure, represents net cash provided by operating activities as determined under GAAP without regard to changes in operating assets and liabilities. The Company believes operating cash flow before working capital changes is a useful measure of an oil and natural gas company’s ability to generate cash used to fund exploration, development and acquisition activities and service debt or pay dividends. The Company also uses this measure because changes in operating assets and liabilities relate to the timing of cash receipts and disbursements that the Company may not control and may not relate to the period in which the operating activities occurred. This allows the Company to compare its operating performance with that of other companies without regard to financing methods and capital structure.

Free Cash Flow, which is a non-GAAP financial measure, is cash flow from operating activities before changes in working capital in excess of cash capital expenditures. The Company believes that Free Cash Flow is useful to investors as it provides measures to compare both cash flow from operating activities and additions to oil and natural gas properties across periods on a consistent basis as adjusted for non-recurring tax impacts from divestitures, merger and integration expenses, the early termination of derivative contracts and settlements of treasury locks. These measures should not be considered as an alternative to, or more meaningful than, net cash provided by operating activities as an indicator of operating performance. The Company’s computation of Free Cash Flow may not be comparable to other similarly titled measures of other companies. The Company uses Free Cash Flow to reduce debt, as well as return capital to stockholders as determined by the Board of Directors.

The following tables present a reconciliation of the GAAP financial measure of net cash provided by operating activities to the non-GAAP measure of operating cash flow before working capital changes and to the non-GAAP measure of Free Cash Flow:

Diamondback Energy, Inc.
Operating Cash Flow Before Working Capital Changes and Free Cash Flow
(unaudited, in millions)

	Three Months Ended
	March 31, 2025			December 31, 2024
Net cash provided by operating activities	$	2,355		$	2,341
Less: Changes in cash due to changes in operating assets and liabilities:
Accounts receivable		(6	)		(103	)
Income tax receivable		3			(3	)
Prepaid expenses and other current assets		6			(24	)
Accounts payable and accrued liabilities		(374	)		114
Income taxes payable		135			138
Revenues and royalties payable		84			59
Other		20			(100	)
Total working capital changes		(132	)		81
Operating cash flow before working capital changes		2,487			2,260
Additions to oil and natural gas properties		(942	)		(933	)
Total Cash CAPEX		(942	)		(933	)
Free Cash Flow		1,545			1,327
Merger and integration expenses		37			30
Treasury locks		1			—
Adjusted Free Cash Flow	$	1,583		$	1,357

NET DEBT

The Company defines the non-GAAP measure of net debt as total debt (excluding debt issuance costs, discounts, premiums and unamortized basis adjustments) less cash and cash equivalents. Net debt should not be considered an alternative to, or more meaningful than, total debt, the most directly comparable GAAP measure. Management uses net debt to determine the Company’s outstanding debt obligations that would not be readily satisfied by its cash and cash equivalents on hand. The Company believes this metric is useful to analysts and investors in determining the Company’s leverage position because the Company has the ability to, and may decide to, use a portion of its cash and cash equivalents to reduce debt.

Diamondback Energy, Inc.
Net Debt
(unaudited, in millions)

	March 31, 2025			Net Q1 Principal Borrowings/(Repayments)			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
	(in millions)
Diamondback Energy, Inc.⁽¹⁾	$	13,269		$	1,200		$	12,069		$	12,284		$	11,169		$	5,669
Viper Energy, Inc.⁽¹⁾		830			(261	)		1,091			830			1,007			1,103
Total debt		14,099		$	939			13,160			13,114			12,176			6,772
Cash and cash equivalents		(1,816	)					(161	)		(370	)		(6,908	)		(896	)
Net debt	$	12,283					$	12,999		$	12,744		$	5,268		$	5,876

(1)	Excludes debt issuance costs, discounts, premiums and unamortized basis adjustments.

DERIVATIVES

As of May 2, 2025, the Company had the following outstanding consolidated derivative contracts, including derivative contracts at Viper Energy, Inc. The Company’s derivative contracts are based upon reported settlement prices on commodity exchanges, with crude oil derivative settlements based on New York Mercantile Exchange West Texas Intermediate pricing and Crude Oil Brent pricing and with natural gas derivative settlements based on the New York Mercantile Exchange Henry Hub pricing. When aggregating multiple contracts, the weighted average contract price is disclosed.

	Crude Oil (Bbls/day, $/Bbl)
	Q2 2025		Q3 2025		Q4 2025		Q1 2026
Long Puts – Crude Brent Oil		50,000		36,000		21,000		4,000
Long Put Price ($/Bbl)		$58.30		$56.39		$55.00		$55.00
Deferred Premium ($/Bbl)		$-1.50		$-1.50		$-1.47		$-1.45
Long Puts – WTI (Magellan East Houston)		96,000		102,000		65,000		15,000
Long Put Price ($/Bbl)		$55.10		$54.75		$54.62		$55.00
Deferred Premium ($/Bbl)		$-1.59		$-1.61		$-1.63		$-1.66
Long Puts – WTI (Cushing)		152,000		146,000		86,000		25,000
Long Put Price ($/Bbl)		$55.53		$54.40		$53.98		$55.00
Deferred Premium ($/Bbl)		$-1.59		$-1.55		$-1.55		$-1.32
Basis Swaps – WTI (Midland)		71,000		76,000		76,000		—
Basis Swaps – WTI (Midland)		$1.05		$1.05		$1.05		—
Roll Swaps – WTI		25,000		25,000		25,000		—
Roll Swaps – WTI		$0.93		$0.93		$0.93		—

	Natural Gas (Mmbtu/day, $/Mmbtu)
	Q2 2025		Q3 2025		Q4 2025		FY 2026		FY 2027
Costless Collars – Henry Hub		690,000		690,000		690,000		620,000		40,000
Floor Price ($/Mmbtu)		$2.49		$2.49		$2.49		$2.77		$3.00
Ceiling Price ($/Mmbtu)		$5.28		$5.28		$5.28		$6.33		$6.65
Natural Gas Basis Swaps – Waha Hub		610,000		610,000		610,000		460,000		240,000
Natural Gas Basis Swaps – Waha Hub		$-0.88		$-0.88		$-0.88		$-1.62		$-1.48
Natural Gas Basis Swaps – Houston Ship Channel		13,407		20,000		20,000		40,000		—
Natural Gas Basis Swaps – Houston Ship Channel		$-0.49		$-0.49		$-0.49		$-0.37		—

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

The MIL Network –

May 6, 2025

MIL-OSI: Gibson Energy Reports 2025 First Quarter Results Driven by Record Infrastructure EBITDA and All-Time High Volumes at Gateway and Edmonton

Source: GlobeNewswire (MIL-OSI)

^{All financial figures are in Canadian dollars unless otherwise noted}

CALGARY, Alberta, May 05, 2025 (GLOBE NEWSWIRE) — Gibson Energy Inc. (TSX:GEI) (“Gibson” or the “Company”) announced today its financial and operating results for the three months ended March 31, 2025.

Key Highlights:

All-time high volumes at both the Gateway and Edmonton terminals drove record Infrastructure Adjusted EBITDA⁽¹⁾ of $155 million
Realized recurring and non-recurring cost savings of approximately $6 million, increasing DCF per share in the first quarter by 7%, with line of sight to $18 million of total savings, relative to our target of over $25 million
Secured a strategic long-term partnership with Baytex Energy Corp. (“Baytex”)
Appointed Riley Hicks as Senior Vice President and Chief Financial Officer effective February 4, 2025, and Dave Gosse as Senior Vice President and Chief Operating Officer to become effective May 20, 2025
Subsequent to the quarter, completed the Gateway dredging project safely, on time and on budget

“We are off to a solid start to 2025, delivering record quarterly Infrastructure EBITDA,” said Curtis Philippon, President & Chief Executive Officer. “Our cost focus efforts continue to deliver results, and we are seeing great progress on our key capital projects at Gateway. With a revitalized leadership team in place and disciplined execution underway, we are well positioned to deliver a strong finish to the year.”

Financial Highlights:

Revenue of $2,748 million decreased by $541 million in the first quarter, compared to $3,289 million in the first quarter of 2024, primarily due to the impact of reduced sales volumes and lower commodity prices within the Marketing segment
Infrastructure Adjusted EBITDA⁽¹⁾ of $155 million in the first quarter, a $4 million or 2% increase from the first quarter of 2024, primarily due to increased throughput at the Edmonton Terminal and Gateway, and lower operating and other costs, partially offset by lower volume at the Hardisty Terminal, and the disposal of non-core assets in the prior period
Marketing Adjusted EBITDA⁽¹⁾ of $0 in the first quarter, a $33 million decrease from the first quarter of 2024, primarily due to the Crude Marketing business’ lower contribution as continued increased demand for Canadian heavy oil has maintained steep backwardation and limited volatility, impacting storage, quality and time-based opportunities. For the Refined Products business, slightly stronger crack spreads during the quarter were offset by higher feedstock costs driven by continued strength in the WCS differential, as well as the impact of seasonal reduction in demand for asphalt products
Adjusted EBITDA⁽¹⁾ on a consolidated basis of $142 million in the first quarter, a $28 million or 16% decrease from the first quarter of 2024, primarily due to lower contributions from the Marketing segment and the other factors impacting segment EBITDA noted above, as well as the impact of unrealized gains and losses on derivative financial instruments recorded in both periods
Net income of $50 million in the first quarter, a $9 million or 23% increase from the first quarter of 2024, primarily due to the impact of items affecting segment EBITDA noted above as well as lower general and administrative costs primarily due to executive transition and restructuring costs in the prior period, partially offset by higher corporate foreign exchange losses
Distributable Cash Flow⁽¹⁾ of $91 million in the first quarter, a $24 million or 21% decrease from the first quarter of 2024, primarily due to lower Adjusted EBITDA from the Marketing segment, partially offset by increased Infrastructure Adjusted EBITDA
Dividend Payout ratio⁽²⁾ on a trailing twelve-month basis of 77%, which is within the 70% – 80% target range
Net debt to Adjusted EBITDA⁽²⁾ ratio of 3.7x at March 31, 2025, compared to 3.5x at March 31, 2024, primarily due to lower contributions from the Company’s Marketing segment and higher interest expenses compared to the same period last year

Strategic Developments:

Appointed Riley Hicks as Senior Vice President and Chief Financial Officer, effective February 4, 2025; Riley joined Gibson in 2018 and has held various finance and commercial roles, including most recently Senior Vice President Corporate Development, Marketing and Strategy
Entered into a long-term strategic partnership with Baytex; under the initial 10-year take-or-pay and area dedication agreement, Gibson will invest approximately $50 million in new liquids infrastructure and Baytex will direct production to Gibson’s core Edmonton terminal, enhancing the Company’s quality of cash flows
Surpassed a major safety milestone, with over 9 million hours worked without a lost time injury
Subsequent to the quarter, Dave Gosse was appointed as Senior Vice President and Chief Operating Officer, to become effective May 20, 2025; with more than 30 years of operational and engineering leadership, in roles including President of Energy Transfer Canada, Dave adds strong expertise to Gibson’s executive team
Subsequent to the quarter, successfully completed the dredging project at Gateway safely, on time and on budget, making Gateway one of only two terminals in Texas capable of loading up to 1.6 million barrels on a Very Large Crude Carrier and up to full capacity on a Suezmax vessel

(1) Adjusted EBITDA and distributable cash flow are non-GAAP financial measures. See the “Specified Financial Measures” section of this release.
(2) Net debt to adjusted EBITDA ratio and dividend payout ratio are non-GAAP financial ratios. See the “Specified Financial Measures” section of this release.

Management’s Discussion and Analysis and Financial Statements
The 2025 first quarter Management’s Discussion and Analysis and unaudited Condensed Consolidated Financial Statements provide a detailed explanation of Gibson’s financial and operating results for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. These documents are available at www.gibsonenergy.com and on SEDAR+ at www.sedarplus.ca.

Earnings Conference Call & Webcast Details
A conference call and webcast will be held to discuss the 2025 first quarter financial and operating results at 7:00am Mountain Time (9:00am Eastern Time) on Tuesday, May 6, 2025.

To register for the call, view dial-in numbers, and obtain a dial-in PIN, please access the following URL:

Registration at least five minutes prior to the conference call is recommended.

This call will also be broadcast live on the Internet and may be accessed directly at the following URL:

The webcast will remain accessible for a 12-month period at the above URL.

Supplementary Information

Gibson has also made available certain supplementary information regarding the 2025 first quarter financial and operating results, available at www.gibsonenergy.com.

About Gibson
Gibson is a leading liquids infrastructure company with its principal businesses consisting of storage, optimization, processing, and gathering of liquids and refined products, as well as waterborne vessel loading. Headquartered in Calgary, Alberta, the Company’s operations are located across North America, with core terminal assets in Hardisty and Edmonton, Alberta, Ingleside and Wink, Texas, and a facility in Moose Jaw, Saskatchewan.

Gibson shares trade under the symbol GEI and are listed on the Toronto Stock Exchange. For more information, visit www.gibsonenergy.com.

Forward-Looking Statements

Certain statements contained in this press release constitute forward-looking information and statements (collectively, forward-looking statements). All statements other than statements of historical fact are forward-looking statements. The use of any of the words ‘‘anticipate’’, ‘‘plan’’, ‘‘contemplate’’, ‘‘continue’’, ‘‘estimate’’, ‘‘expect’’, ‘‘intend’’, ‘‘propose’’, ‘‘might’’, ‘‘may’’, ‘‘will’’, ‘‘shall’’, ‘‘project’’, ‘‘should’’, ‘‘could’’, ‘‘would’’, ‘‘believe’’, ‘‘predict’’, ‘‘forecast’’, ‘‘pursue’’, ‘‘potential’’ and ‘‘capable’’ and similar expressions are intended to identify forward looking statements. The forward-looking statements reflect Gibson’s beliefs and assumptions with respect to, among other things, future cost savings to be realized by the Company, the future effective date of appointment of the Company’s new Senior Vice President and Chief Operating Officer, results through the remainder of the current fiscal year, and the capital expenditure in relation to the project with Baytex, and Gibson’s ability to achieve the anticipated benefits of such project, including the enhancement of the quality of the Company’s cash flows. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this press release should not be unduly relied upon. These statements speak only as of the date of this press release. The Company does not undertake any obligations to publicly update or revise any forward-looking statements except as required by securities law. Actual results could differ materially from those anticipated in these forward-looking statements as a result of numerous risks and uncertainties including, but not limited to, the risks and uncertainties described in “Forward-Looking Information” and “Risk Factors” included in the Company’s Annual Information Form dated February 18, 2025, and Management’s Discussion and Analysis dated May 5, 2025, as filed on SEDAR+ and available on the Gibson website at www.gibsonenergy.com.

For further information, please contact:

Investor Relations
(403) 776-3077
investor.relations@gibsonenergy.com

Media Relations
(403) 476-6334
communications@gibsonenergy.com

Specified Financial Measures
This press release refers to certain financial measures that are not determined in accordance with GAAP, including non-GAAP financial measures and non-GAAP financial ratios. Readers are cautioned that non-GAAP financial measures and non-GAAP financial ratios do not have standardized meanings prescribed by GAAP and, therefore, may not be comparable to similar measures presented by other entities. Management considers these to be important supplemental measures of the Company’s performance and believes these measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in industries with similar capital structures.

For further details on these specified financial measures, including relevant reconciliations, see the “Specified Financial Measures” section of the Company’s MD&A for the three months ended March 31, 2025 and 2024, which is incorporated by reference herein and is available on Gibson’s SEDAR+ profile at www.sedarplus.ca and Gibson’s website at www.gibsonenergy.com.

a) Adjusted EBITDA

Noted below is the reconciliation to the most directly comparable GAAP measures of the Company’s segmented and consolidated adjusted EBITDA for the three months ended March 31, 2025, and 2024:

Three months ended March 31,	Infrastructure			Marketing			Corporate and Adjustments				Total
($ thousands)	2025		2024	2025		2024	2025		2024		2025		2024

Segment profit	154,079		145,663	13,860		19,381	—		—		167,939		165,044
Unrealized (gain) loss on financial instruments	(455	)	4,149	(13,746	)	14,217	—		—		(14,201	)	18,366
General and administrative	—		—	—		—	(14,323	)	(21,920	)	(14,323	)	(21,920	)
Adjustments to share of profit from equity accounted investees	1,173		1,481	—		—	—		—		1,173		1,481
Executive transition and restructuring costs	—		—	—		—	2,405		7,135		2,405		7,135
Renewable power purchase agreement	—		—	—		—	(806	)	—		(806	)	—
Adjusted EBITDA	154,797		151,293	114		33,598	(12,724	)	(14,785	)	142,187		170,106

	Three months ended March 31,
($ thousands)	2025		2024

Net Income	49,953		40,489

Income tax expense	14,044		12,455
Depreciation, amortization, and impairment charges	42,532		43,431
Finance costs, net	33,658		35,403
Unrealized (gain) loss on derivative financial instruments	(14,201	)	18,366
Unrealized loss on renewable power purchase agreement	6,787		9,476
Share-based compensation	3,128		5,064
Acquisition and integration costs	—		1,305
Adjustments to share of profit from equity accounted investees	1,173		1,481
Corporate foreign exchange loss (gain) and other	2,708		(4,499	)
Executive transition and restructuring costs	2,405		7,135
Adjusted EBITDA	142,187		170,106

b) Distributable Cash Flow

The following is a reconciliation of distributable cash flow from operations to its most directly comparable GAAP measure, cash flow from operating activities:

	Three months ended March 31,
($ thousands)	2025		2024

Cash flow from operating activities	121,852		192,833
Adjustments:
Changes in non-cash working capital and taxes paid	15,417		(26,078	)
Replacement capital	(5,808	)	(4,372	)
Cash interest expense, including capitalized interest	(31,549	)	(33,878	)
Acquisition and integration costs⁽¹⁾	—		1,305
Executive transition and restructuring costs⁽¹⁾	2,405		—
Lease payments	(6,317	)	(8,034	)
Current income tax	(5,226	)	(7,312	)
Distributable cash flow	90,774		114,464

c) Dividend Payout Ratio

	Twelve months ended March 31,
	2025		2024
Distributable cash flow	351,583		392,853
Dividends declared	270,630		247,946
Dividend payout ratio	77	%	63	%

d) Net Debt To Adjusted EBITDA Ratio

	Twelve months ended March 31,
	2025		2024

Current and long-term debt	2,619,116		2,643,464
Lease liabilities	47,752		58,480
Less: unsecured hybrid debt	(450,000	)	(450,000	)
Less: cash and cash equivalents	(46,090	)	(108,858	)

Net debt	2,170,778		2,143,086
Adjusted EBITDA	582,223		605,095
Net debt to adjusted EBITDA ratio	3.7		3.5

The MIL Network –

May 6, 2025

MIL-OSI: Viper Energy, Inc., a Subsidiary of Diamondback Energy, Inc., Reports First Quarter 2025 Financial and Operating Results

Source: GlobeNewswire (MIL-OSI)

MIDLAND, Texas, May 05, 2025 (GLOBE NEWSWIRE) — Viper Energy, Inc., (NASDAQ:VNOM) (“Viper” or the “Company”), a subsidiary of Diamondback Energy, Inc. (NASDAQ:FANG) (“Diamondback”), today announced financial and operating results for the first quarter ended March 31, 2025.

FIRST QUARTER HIGHLIGHTS

As previously announced, Q1 2025 average production of 31,311 bo/d (57,378 boe/d)
Q1 2025 consolidated net income (including non-controlling interest) of $153 million; net income attributable to Viper of $75 million, or $0.62 per Class A common share
Q1 2025 cash available for distribution to Viper’s Class A common shares (as defined and reconciled below) of $100 million, or $0.76 per Class A common share
Declared Q1 2025 base cash dividend of $0.30 per Class A common share; implies a 2.9% annualized yield based on the May 2, 2025, Class A common share closing price of $42.08
Declared Q1 2025 variable cash dividend of $0.27 per Class A common share; total base-plus-variable dividend of $0.57 per Class A common share implies a 5.4% annualized yield based on the May 2, 2025, Class A common share closing price of $42.08
Total Q1 2025 return of capital to Class A shareholders of $75 million, or $0.57 per Class A common share, represents 75% of cash available for distribution
442 total gross (8.0 net 100% royalty interest) horizontal wells turned to production on Viper’s acreage during Q1 2025 with an average lateral length of 11,946 feet

RECENT EVENTS AND FORWARD OUTLOOK

As previously announced, on May 1, 2025, closed the Drop Down transaction, whereby Viper Energy Partners LLC (“OpCo”), the Company’s operating subsidiary, acquired all of the equity interests of certain mineral and royalty subsidiaries of Diamondback for consideration of $1.0 billion of cash and 69.6 million limited liability company units of OpCo and an equivalent number of shares of the Company’s Class B common stock (the “Drop Down”)
Following the close of the Drop Down, Viper’s long-term issuer default rating was upgraded to BBB- by Fitch; represents second investment grade rating for Viper
As of May 2, 2025, during the second quarter of 2025, repurchased 239,374 shares of the Company’s Class A common stock for an aggregate purchase price of approximately $9 million, excluding excise tax (average price of $37.85 per Class A common share)
As of May 2, 2025, during the second quarter of 2025, repurchased approximately $36 million in aggregate principal amount of the Company’s 5.375% Senior Notes due 2027 (“2027 Notes”)
Initiating average daily production guidance for Q2 2025 of 40,000 to 43,000 bo/d (72,500 to 78,000 boe/d)
Maintaining average daily production for the balance of 2025, following the closing of the Drop Down, of 47,000 to 49,000 bo/d (85,000 to 88,000 boe/d), resulting in expected full year 2025 average daily production of 41,000 to 43,500 bo/d (74,500 to 79,000 boe/d)

“As previously announced, we are excited the transformative Drop Down transaction between Viper and Diamondback has closed. As a result of the conservative financing of this transaction, as well as Viper’s continued strong financial and operating results, we expect leverage to remain below 1.0x even in a sustained $50 per barrel WTI environment. Given the strength of our balance sheet, we will look to use this period of volatility to our advantage where we can, as highlighted by the opportunistic share repurchases we have been able to make so far this quarter,” stated Kaes Van’t Hof, Chief Executive Officer of Viper.

Mr. Van’t Hof continued, “Despite the potential for sustained weakness in commodity prices and reduced activity levels, we expect Viper’s production to remain durable and are maintaining our previous guidance for oil production for the balance of 2025, although we continue to monitor operator activity levels. The symbiotic relationship between Diamondback and Viper is highlighted during times like these where Diamondback continues to focus its development on wells where Viper owns high royalty interests, and therefore enhances Diamondback’s consolidated capital efficiency. Further, the roughly 45% of Viper’s current production that is operated by third parties is predominately exposed to well-capitalized operators in the best parts of the Permian Basin, led by Exxon operating almost half of our third party production.”

FINANCIAL UPDATE

As previously announced, Viper’s first quarter 2025 average unhedged realized prices were $71.33 per barrel of oil, $2.08 per Mcf of natural gas and $24.52 per barrel of natural gas liquids, resulting in a total equivalent realized price of $47.25/boe.

As previously announced, Viper’s first quarter 2025 average hedged realized prices were $70.26 per barrel of oil, $3.74 per Mcf of natural gas and $24.52 per barrel of natural gas liquids, resulting in a total equivalent realized price of $48.99/boe.

During the first quarter of 2025, the Company recorded total operating income of $245 million and consolidated net income (including non-controlling interest) of $153 million.

As of March 31, 2025, the Company had a cash balance of $560 million and total long-term debt outstanding (excluding debt issuance costs, discounts and premiums) of $830 million, resulting in net debt (as defined and reconciled below) of $270 million. Viper’s outstanding long-term debt as of March 31, 2025 consisted of $430 million in aggregate principal amount of its 2027 Notes, $400 million in aggregate principal amount of its 7.375% Senior Notes due 2031 and no borrowings on its revolving credit facility, leaving $1.3 billion available for future borrowings and $1.9 billion of total liquidity.

As of May 1, 2025, after giving effect to the closing of the Drop Down, Viper had roughly $255 million in borrowings on its revolving credit facility, leaving approximately $995 million available for future borrowings and a similar amount of total liquidity.

As of May 2, 2025, during the second quarter of 2025, Viper had repurchased approximately $36 million in aggregate principal amount of the Company’s 2027 Notes.

FIRST QUARTER 2025 CASH DIVIDEND & CAPITAL RETURN PROGRAM

Viper announced today that the Company’s Board of Directors (the “Board”) declared a base cash dividend of $0.30 per Class A common share for the first quarter of 2025, payable on May 22, 2025 to Class A common shareholders of record at the close of business on May 15, 2025.

The Board also declared a variable cash dividend of $0.27 per Class A common share for the first quarter of 2025, payable on May 22, 2025 to Class A common shareholders of record at the close of business on May 15, 2025.

As of May 2, 2025, during the second quarter of 2025, Viper repurchased 239,374 shares of Class A common stock for an aggregate purchase price of approximately $9 million, excluding excise tax (average price of $37.85 per Class A common share). In total, since the initiation of Viper’s common stock repurchase program on November 9, 2020 through May 2, 2025, the Company has repurchased 13,683,957 shares of Class A common stock for an aggregate purchase price of approximately $325 million, reflecting an average price of $23.74 per Class A common share. Future base and variable cash dividends and stock repurchases are at the discretion of the Board and are subject to a number of factors discussed in Viper’s reports filed with the Securities and Exchange Commission.

OPERATIONS UPDATE

During the first quarter of 2025, Viper estimates that 442 gross (8.0 net 100% royalty interest) horizontal wells with an average royalty interest of 1.8% were turned to production on its acreage position with an average lateral length of 11,946 feet. Of these 442 gross wells, Diamondback is the operator of 108 gross wells, with an average royalty interest of 4.0%, and the remaining 334 gross wells, with an average royalty interest of 1.1%, are operated by third parties.

As of March 31, 2025, Viper’s footprint of mineral and royalty interests was 37,573 net royalty acres on a historical basis and 60,725 net royalty acres on a pro forma basis, after giving effect to the Drop Down.

Our gross well information as of May 1, 2025 is as follows, after giving effect to the Drop Down:

	Diamondback Operated	Third-Party Operated	Total
Q1 2025 Horizontal wells turned to production⁽¹⁾⁽²⁾:
Gross wells	108	334	442
Net 100% royalty interest wells	4.3	3.7	8.0
Average percent net royalty interest	4.0%	1.1%	1.8%

Horizontal producing well count:
Gross wells	3,725	11,546	15,271
Net 100% royalty interest wells	235.0	165.0	400.0
Average percent net royalty interest	6.3%	1.4%	2.6%

Horizontal active development well count:
Gross wells	239	682	921
Net 100% royalty interest wells	13.0	10.4	23.4
Average percent net royalty interest	5.4%	1.5%	2.5%

Line of sight wells:
Gross wells	417	677	1,094
Net 100% royalty interest wells	27.1	8.9	36.0
Average percent net royalty interest	6.5%	1.3%	3.3%

(1) Represents wells turned to production on Viper’s standalone acreage position; does not give effect to the Drop Down.
(2) Average lateral length of 11,946 feet.

The 921 gross wells currently in the process of active development are those wells that have been spud and are expected to be turned to production within approximately the next six to eight months. Further in regard to the active development on Viper’s asset base, after giving effect to the Drop Down, there are currently 63 gross rigs operating on Viper’s acreage, 16 of which are operated by Diamondback. The 1,094 line-of-sight wells are those that are not currently in the process of active development, but for which Viper has reason to believe that they will be turned to production within approximately the next 15 to 18 months. The expected timing of these line-of-sight wells is based primarily on permitting by third-party operators or Diamondback’s current expected completion schedule. Existing permits or active development of Viper’s royalty acreage does not ensure that those wells will be turned to production.

GUIDANCE UPDATE

Below is Viper’s guidance for the full year 2025, as well as average production guidance for Q2 2025, which gives effect to the Drop Down. Given recent market volatility, Diamondback and our other operators are closely monitoring the macro environment and may review their operating plans for the remainder of 2025, and thus our production guidance could be subject to change.


	Viper Energy, Inc.

Q2 2025 Net Production – Mbo/d	40.0 – 43.0
Q2 2025 Net Production – Mboe/d	72.5 – 78.0
Full Year 2025 Net Production – Mbo/d	41.0 – 43.5
Full Year 2025 Net Production – Mboe/d	74.5 – 79.0

Unit costs ($/boe)
Depletion	$15.50 – $16.50
Cash G&A	$0.80 – $1.00
Non-Cash Share-Based Compensation	$0.10 – $0.20
Net Interest Expense	$2.00 – $2.50

Production and Ad Valorem Taxes (% of Revenue)	~7%
Cash Tax Rate (% of Pre-Tax Income Attributable to the Company)⁽¹⁾	21% – 23%
Q2 2025 Cash Taxes ($ – million)⁽²⁾	$10 – $15

(1) Pre-tax income attributable to the Company is reconciled below.
(2) Attributable to the Company.

CONFERENCE CALL

Viper will host a conference call and webcast for investors and analysts to discuss its results for the first quarter of 2025 on Tuesday, May 6, 2025 at 10:00 a.m. CT. Access to the live audio-only webcast, and replay which will be available following the call, may be found here. The live webcast of the earnings conference call will also be available via Viper’s website at www.viperenergy.com under the “Investor Relations” section of the site.

About Viper Energy, Inc.

Viper is a corporation formed by Diamondback to own, acquire and exploit oil and natural gas properties in North America, with a focus on owning and acquiring mineral and royalty interests in oil-weighted basins, primarily the Permian Basin in West Texas. For more information, please visit www.viperenergy.com.

About Diamondback Energy, Inc.

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

Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which involve risks, uncertainties, and assumptions. All statements, other than statements of historical fact, including statements regarding Viper’s: future performance; business strategy; future operations; estimates and projections of operating income, losses, costs and expenses, returns, cash flow, and financial position; production levels on properties in which Viper has mineral and royalty interests, developmental activity by other operators; reserve estimates and Viper’s ability to replace or increase reserves; anticipated benefits or other effects of strategic transactions (including the Drop Down and any other acquisitions or divestitures); and plans and objectives (including Diamondback’s plans for developing Viper’s acreage and Viper’s cash dividend policy and common stock repurchase program) are forward-looking statements. When used in this news release, the words “aim,” “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “future,” “guidance,” “intend,” “may,” “model,” “outlook,” “plan,” “positioned,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” and similar expressions (including the negative of such terms) as they relate to Viper are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Although Viper believes that the expectations and assumptions reflected in its forward-looking statements are reasonable as and when made, they involve risks and uncertainties that are difficult to predict and, in many cases, beyond its control. Accordingly, forward-looking statements are not guarantees of Viper’s future performance and the actual outcomes could differ materially from what Viper expressed in its forward-looking statements.

Factors that could cause the outcomes to differ materially include (but are not limited to) the following: changes in supply and demand levels for oil, natural gas, and natural gas liquids, and the resulting impact on the price for those commodities; the impact of public health crises, including epidemic or pandemic diseases, and any related company or government policies or actions; changes in U.S. energy, environmental, monetary and trade policies, including with respect to tariffs or other trade barriers, and any resulting trade tensions; actions taken by the members of OPEC and Russia affecting the production and pricing of oil, as well as other domestic and global political, economic, or diplomatic developments, including any impact of the ongoing war in Ukraine and the Israel-Hamas war on the global energy markets and geopolitical stability; instability in the financial sector; higher interest rates and their impact on the cost of capital; regional supply and demand factors, including delays, curtailment delays or interruptions of production on Viper’s mineral and royalty acreage, or governmental orders, rules or regulations that impose production limits on such acreage; federal and state legislative and regulatory initiatives relating to hydraulic fracturing, including the effect of existing and future laws and governmental regulations; physical and transition risks relating to climate change and the risks and other factors disclosed in Viper’s filings with the Securities and Exchange Commission, including its Forms 10-K, 10-Q and 8-K, which can be obtained free of charge on the Securities and Exchange Commission’s web site at http://www.sec.gov.

In light of these factors, the events anticipated by Viper’s forward-looking statements may not occur at the time anticipated or at all. Moreover, new risks emerge from time to time. Viper cannot predict all risks, nor can it assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those anticipated by any forward-looking statements it may make. Accordingly, you should not place undue reliance on any forward-looking statements made in this news release. All forward-looking statements speak only as of the date of this news release or, if earlier, as of the date they were made. Viper does not intend to, and disclaims any obligation to, update or revise any forward-looking statements unless required by applicable law.

Viper Energy, Inc.
Condensed Consolidated Balance Sheets
(unaudited, in millions, except par values and share data)

	March 31,			December 31,
		2025			2024
Assets
Current assets:
Cash and cash equivalents	$	560		$	27
Royalty income receivable (net of allowance for credit losses)		146			149
Royalty income receivable—related party		41			31
Income tax receivable		2			2
Derivative instruments		31			18
Prepaid expenses and other current assets		12			11
Total current assets		792			238
Property:
Oil and natural gas interests, full cost method of accounting ($2,279 and $2,180 excluded from depletion at March 31, 2025 and December 31, 2024, respectively)		6,097			5,713
Land		6			6
Accumulated depletion and impairment		(1,148	)		(1,081	)
Property, net		4,955			4,638
Derivative instruments		12			—
Deferred income taxes (net of allowances)		249			185
Funds held in escrow		223			1
Other assets		7			7
Total assets	$	6,238		$	5,069
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable—related party	$	2		$	2
Accrued liabilities		66			43
Derivative instruments		5			2
Income taxes payable		18			2
Total current liabilities		91			49
Long-term debt, net		822			1,083
Derivative instruments		2			—
Other long-term liabilities		—			30
Total liabilities		915			1,162
Stockholders’ equity:
Class A Common Stock, $0.000001 par value: 1,000,000,000 shares authorized; 131,323,078 shares issued and outstanding as of March 31, 2025 and 102,977,142 shares issued and outstanding as of December 31, 2024		—			—
Class B Common Stock, $0.000001 par value: 1,000,000,000 shares authorized; 87,831,750 shares issued and outstanding as of March 31, 2025 and 85,431,453 shares issued and outstanding as of December 31, 2024		—			—
Additional paid-in capital		2,566			1,569
Retained earnings (accumulated deficit)		108			118
Total Viper Energy, Inc. stockholders’ equity		2,674			1,687
Non-controlling interest		2,649			2,220
Total equity		5,323			3,907
Total liabilities and stockholders’ equity	$	6,238		$	5,069

Viper Energy, Inc.
Condensed Consolidated Statements of Operations
(unaudited, in millions, except per share amounts, shares in thousands)

	Three Months Ended March 31,
		2025			2024
Operating income:
Oil income	$	201		$	177
Natural gas income		15			7
Natural gas liquids income		28			21
Royalty income		244			205
Lease bonus income		1			—
Total operating income		245			205
Costs and expenses:
Production and ad valorem taxes		17			14
Depletion		67			47
General and administrative expenses—related party		4			2
General and administrative expenses		2			3
Total costs and expenses		90			66
Income (loss) from operations		155			139
Other income (expense):
Interest expense, net		(13	)		(20	)
Gain (loss) on derivative instruments, net		32			(7	)
Total other income (expense), net		19			(27	)
Income (loss) before income taxes		174			112
Provision for (benefit from) income taxes		21			13
Net income (loss)		153			99
Net income (loss) attributable to non-controlling interest		78			56
Net income (loss) attributable to Viper Energy, Inc.	$	75		$	43

Net income (loss) attributable to common shares:
Basic	$	0.62		$	0.49
Diluted	$	0.62		$	0.49
Weighted average number of common shares outstanding:
Basic		120,926			87,537
Diluted		121,030			87,629

Viper Energy, Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited, in millions)

	Three Months Ended March 31,
		2025			2024
Cash flows from operating activities:
Net income (loss)	$	153		$	99
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Provision for (benefit from) deferred income taxes		(1	)		(1	)
Depletion		67			47
(Gain) loss on derivative instruments, net		(32	)		7
Net cash receipts (payments) on derivatives		9			(3	)
Other		1			2
Changes in operating assets and liabilities:
Royalty income receivable		3			(23	)
Royalty income receivable—related party		(10	)		(30	)
Accounts payable and accrued liabilities		(4	)		5
Accounts payable—related party		—			(1	)
Income taxes payable		15			12
Other		—			1
Net cash provided by (used in) operating activities		201			115
Cash flows from investing activities:
Acquisitions of oil and natural gas interests		(486	)		(21	)
Proceeds from sale of oil and natural gas interests		—			1
Net cash provided by (used in) investing activities		(486	)		(20	)
Cash flows from financing activities:
Proceeds from borrowings under credit facility		295			90
Repayment on credit facility		(556	)		(80	)
Net proceeds from public offering		1,232			—
Dividends to stockholders		(85	)		(44	)
Dividends to Diamondback		(59	)		(67	)
Dividends to other non-controlling interest		(9	)		—
Net cash provided by (used in) financing activities		818			(101	)
Net increase (decrease) in cash and cash equivalents		533			(6	)
Cash, cash equivalents and restricted cash at beginning of period		27			26
Cash, cash equivalents and restricted cash at end of period	$	560		$	20

Viper Energy, Inc.
Selected Operating Data
(unaudited)

	Three Months Ended
	March 31, 2025		December 31, 2024		March 31, 2024
Production Data:
Oil (MBbls)		2,818		2,747		2,312
Natural gas (MMcf)		7,221		7,236		5,589
Natural gas liquids (MBbls)		1,142		1,209		954
Combined volumes (Mboe)⁽¹⁾		5,164		5,162		4,198

Average daily oil volumes (bo/d)		31,311		29,859		25,407
Average daily combined volumes (boe/d)		57,378		56,109		46,132

Average sales prices:
Oil ($/Bbl)	$	71.33	$	69.91	$	76.61
Natural gas ($/Mcf)	$	2.08	$	0.84	$	1.22
Natural gas liquids ($/Bbl)	$	24.52	$	22.15	$	22.17
Combined ($/boe)⁽²⁾	$	47.25	$	43.56	$	48.85

Oil, hedged ($/Bbl)⁽³⁾	$	70.26	$	69.00	$	75.64
Natural gas, hedged ($/Mcf)⁽³⁾	$	3.74	$	1.05	$	1.12
Natural gas liquids ($/Bbl)⁽³⁾	$	24.52	$	22.15	$	22.17
Combined price, hedged ($/boe)⁽³⁾	$	48.99	$	43.38	$	48.19

Average Costs ($/boe):
Production and ad valorem taxes	$	3.29	$	3.13	$	3.43
General and administrative – cash component		0.97		0.72		1.08
Total operating expense – cash	$	4.26	$	3.85	$	4.51

General and administrative – non-cash stock compensation expense	$	0.19	$	0.16	$	0.12
Interest expense, net	$	2.52	$	3.70	$	4.67
Depletion	$	12.97	$	12.51	$	11.18

(1) Bbl equivalents are calculated using a conversion rate of six Mcf per one Bbl.
(2) Realized price net of all deducts for gathering, transportation and processing.
(3) Hedged prices reflect the impact of cash settlements of our matured commodity derivative transactions on our average sales prices.

NON-GAAP FINANCIAL MEASURES

Adjusted EBITDA is a supplemental non-GAAP (as defined below) financial measure that is used by management and external users of our financial statements, such as industry analysts, investors, lenders and rating agencies. Viper defines Adjusted EBITDA as net income (loss) attributable to the Company, plus net income (loss) attributable to non-controlling interest (“net income (loss)”) before interest expense, net, non-cash share-based compensation expense, depletion, non-cash (gain) loss on derivative instruments, (gain) loss on extinguishment of debt, if any, other non-cash operating expenses, if any, other non-recurring expenses, if any, and provision for (benefit from) income taxes. Adjusted EBITDA is not a measure of net income as determined by United States’ generally accepted accounting principles (“GAAP”). Management believes Adjusted EBITDA is useful because it allows them to more effectively evaluate Viper’s operating performance and compare the results of its operations from period to period without regard to its financing methods or capital structure. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income, royalty income, cash flow from operating activities or any other measure of financial performance or liquidity presented as determined in accordance with GAAP. Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic costs of depreciable assets, none of which are components of Adjusted EBITDA.

Viper defines cash available for distribution to the Company’s shareholders generally as an amount equal to its Adjusted EBITDA for the applicable quarter less cash needed for income taxes payable for the current period, debt service, contractual obligations, fixed charges and reserves for future operating or capital needs that the Board may deem appropriate, lease bonus income, net of tax, distribution equivalent rights payments, preferred dividends, and an adjustment for changes in ownership interests that occurred subsequent to the quarter, if any. Management believes cash available for distribution is useful because it allows them to more effectively evaluate Viper’s operating performance excluding the impact of non-cash financial items and short-term changes in working capital. Viper’s computations of Adjusted EBITDA and cash available for distribution may not be comparable to other similarly titled measures of other companies or to such measure in its credit facility or any of its other contracts. Viper further defines cash available for variable dividends as at least 75 percent of cash available for distribution less base dividends declared and repurchased shares as part of its share buyback program for the applicable quarter.

The following tables present a reconciliation of the GAAP financial measure of net income (loss) to the non-GAAP financial measures of Adjusted EBITDA, cash available for distribution and cash available for variable dividends:

Viper Energy, Inc.
(unaudited, in millions, except per share data)

	Three Months Ended March 31, 2025
Net income (loss) attributable to Viper Energy, Inc.	$	75
Net income (loss) attributable to non-controlling interest		78
Net income (loss)		153
Interest expense, net		13
Non-cash share-based compensation expense		1
Depletion		67
Non-cash (gain) loss on derivative instruments		(23	)
Provision for (benefit from) income taxes		21
Consolidated Adjusted EBITDA		232
Less: Adjusted EBITDA attributable to non-controlling interest		99
Adjusted EBITDA attributable to Viper Energy, Inc.	$	133

Adjustments to reconcile Adjusted EBITDA to cash available for distribution:
Income taxes payable for the current period	$	(23	)
Debt service, contractual obligations, fixed charges and reserves		(9	)
Lease bonus income, net of tax		(1	)
Cash available for distribution to Viper Energy, Inc. shareholders	$	100

	Three Months Ended March 31, 2025
	Amounts		Amounts Per Common Share
Reconciliation to cash available for variable dividends:
Cash available for distribution to Viper Energy, Inc. shareholders	$	100	$	0.76

Return of Capital	$	75	$	0.57
Less:
Base dividend		39		0.30
Cash available for variable dividends	$	36	$	0.27

Total approved base and variable dividend per share			$	0.57

Class A common stock outstanding				131,323

The following table presents a reconciliation of the GAAP financial measure of income (loss) before income taxes to the non-GAAP financial measure of pre-tax income attributable to the Company. Management believes this measure is useful to investors given it provides the basis for income taxes payable by Viper, which is an adjustment to reconcile Adjusted EBITDA to cash available for distribution to holders of the Company’s Class A common stock.

Viper Energy, Inc.
Pre-tax income attributable to Viper Energy, Inc.
(unaudited, in millions)

	Three Months Ended March 31, 2025
	Three Months Ended March 31, 2025
Income (loss) before income taxes	$	174
Less: Net income (loss) attributable to non-controlling interest		78
Pre-tax income attributable to Viper Energy, Inc.	$	96

Income taxes payable for the current period	$	23
Effective cash tax rate attributable to Viper Energy, Inc.		24.0	%

Adjusted net income (loss) is a non-GAAP financial measure equal to net income (loss) attributable to the Company plus net income (loss) attributable to non-controlling interest adjusted for non-cash (gain) loss on derivative instruments, net, (gain) loss on extinguishment of debt, if any, other non-cash operating expenses, if any, other non-recurring expenses, if any, and related income tax adjustments. The Company’s computation of adjusted net income may not be comparable to other similarly titled measures of other companies or to such measure in our credit facility or any of our other contracts. Management believes adjusted net income helps investors in the oil and natural gas industry to measure and compare the Company’s performance to other oil and natural gas companies by excluding from the calculation items that can vary significantly from company to company depending upon accounting methods, the book value of assets and other non-operational factors.

The following table presents a reconciliation of the GAAP financial measure of net income (loss) attributable to the Company to the non-GAAP financial measure of adjusted net income (loss):

Viper Energy, Inc.
Adjusted Net Income (Loss)
(unaudited, in millions, except per share data)

	Three Months Ended March 31, 2025
	Amounts			Amounts Per Diluted Share
Net income (loss) attributable to Viper Energy, Inc. ⁽¹⁾	$	75		$	0.62
Net income (loss) attributable to non-controlling interest		78			0.64
Net income (loss)⁽¹⁾		153			1.26
Non-cash (gain) loss on derivative instruments, net		(23	)		(0.19	)
Adjusted income excluding above items⁽¹⁾		130			1.07
Income tax adjustment for above items		3			0.03
Adjusted net income (loss)⁽¹⁾		133			1.10
Less: Adjusted net income (loss) attributed to non-controlling interests		68			0.56
Adjusted net income (loss) attributable to Viper Energy, Inc. ⁽¹⁾	$	65		$	0.54

Weighted average Class A common shares outstanding:
Basic					120,926
Diluted					121,030

(1) The Company’s earnings (loss) per diluted share amount has been computed using the two-class method in accordance with GAAP. The two-class method is an earnings allocation which reflects the respective ownership among holders of Class A common shares and participating securities. Diluted earnings per share using the two-class method is calculated as (i) net income attributable to the Company, (ii) less any reallocation of earnings attributable to participating securities, and (iii) divided by diluted weighted average Class A common shares outstanding.

RECONCILIATION OF LONG-TERM DEBT TO NET DEBT

The Company defines the non-GAAP measure of net debt as debt (excluding debt issuance costs, discounts and premiums) less cash and cash equivalents. Net debt should not be considered an alternative to, or more meaningful than, total debt, the most directly comparable GAAP measure. Management uses net debt to determine the Company’s outstanding debt obligations that would not be readily satisfied by its cash and cash equivalents on hand. The Company believes this metric is useful to analysts and investors in determining the Company’s leverage position because the Company has the ability to, and may decide to, use a portion of its cash and cash equivalents to reduce debt.

	March 31, 2025			Net Q1 Principal Borrowings/ (Repayments)			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
	(in millions)
Total long-term debt⁽¹⁾	$	830		$	(261	)	$	1,091		$	831		$	1,007		$	1,103
Cash and cash equivalents		(560	)					(27	)		(169	)		(35	)		(20	)
Net debt	$	270					$	1,064		$	662		$	972		$	1,083

(1) Excludes debt issuance costs, discounts & premiums.

Derivatives

As of the filing date, the Company had the following outstanding derivative contracts. The Company’s derivative contracts are based upon reported settlement prices on commodity exchanges, with crude oil derivative settlements based on New York Mercantile Exchange West Texas Intermediate pricing and Crude Oil Brent. When aggregating multiple contracts, the weighted average contract price is disclosed.

	Crude Oil (Bbls/day, $/Bbl)
	Q2 2025			Q3 2025			Q4 2025		FY 2026		FY 2027
Deferred Premium Puts – WTI (Cushing)		20,000			18,000			—		—		—
Strike	$	55.00		$	55.00		$	—	$	—	$	—
Premium	$	(1.61	)	$	(1.60	)	$	—	$	—	$	—

	Natural Gas (Mmbtu/day, $/Mmbtu)
	Q2 2025		Q3 2025		Q4 2025		FY 2026		FY 2027
Costless Collars – Henry Hub		60,000		60,000		60,000		60,000		—
Floor	$	2.50	$	2.50	$	2.50	$	2.75	$	—
Ceiling	$	4.93	$	4.93	$	4.93	$	6.64	$	—

	Natural Gas (Mmbtu/day, $/Mmbtu)
	Q2 2025			Q3 2025			Q4 2025			FY 2026			FY 2027
Natural Gas Basis Swaps – Waha Hub		60,000			60,000			60,000			60,000			40,000
Swap Price	$	(0.80	)	$	(0.80	)	$	(0.80	)	$	(1.50	)	$	(1.40	)

Investor Contact:

Chip Seale
+1 432.247.6218
cseale@viperenergy.com

Source: Viper Energy, Inc.; Diamondback Energy, Inc.

The MIL Network –

May 6, 2025

MIL-OSI: ARRAY Technologies Enhances ARRAY STI H250™ Tracker with SmarTrack® Backtracking and Diffuse Capabilities

Source: GlobeNewswire (MIL-OSI)

ALBUQUERQUE, N.M., May 05, 2025 (GLOBE NEWSWIRE) — ARRAY Technologies (NASDAQ: ARRY) (“ARRAY” or the “Company”), a leading global provider of solar tracking technology products, software and services, today announced the expansion of its SmarTrack^® software to include backtracking and diffuse optimization capabilities for its ARRAY STI H250™ dual-row tracker. This advancement brings algorithm training and optimization tools, already proven on the DuraTrack^® platform, to H250 installations across Europe and other global markets.

“Our H250 tracker has long been a trusted solution in markets with challenging site conditions, and the addition of SmarTrack Backtracking and Diffuse takes its performance to the next level,” said Neil Manning, president and chief operating officer of ARRAY Technologies. “By applying algorithmic training and real-time sensor data, we’re empowering our customers to optimize their solar energy output across more geographies and more terrain types, ultimately improving project returns.”

Engineered to tackle the challenges of irregular terrain, the H250 tracker is widely deployed in Europe, South America, and Africa. With the addition of SmarTrack® Backtracking and Diffuse, project developers and asset owners can now further improve energy production in complex environments and variable weather conditions. These tools help trackers automatically adjust to minimize shading and maximize light capture, even on cloudy days.

ARRAY SmarTrack™ Backtracking uses algorithmic training and terrain analysis and production data to reduce shading and maximize morning and evening energy generation. The system intelligently adjusts each motor block based on its unique slope characteristics, leading to sustained improvements in energy yield. Once optimized, backtracking parameters remain valid for the life of the project.
ARRAY SmarTrack™ Diffuse allows projects to continue performing at a high level during overcast conditions. By analyzing real-time Global Horizontal Irradiance (GHI) sensor data, the system dynamically flattens tracker angles to capture more scattered light, increasing energy capture when direct sunlight is limited.

These capabilities were validated in Spain and Brazil and are available for immediate deployment on new and existing H250 projects. In combination with ARRAY’s hardware and integrated software platform, SmarTrack is currently optimizing over 5 GW of solar capacity worldwide.

To learn more about SmarTrack software or the H250 tracker, visit arraytechinc.com.

About ARRAY
ARRAY Technologies (NASDAQ: ARRY) is a leading global provider of solar tracking technology to utility-scale and distributed generation customers who construct, develop, and operate solar PV sites. With solutions engineered to withstand the harshest weather conditions, ARRAY’s high-quality solar trackers, software platforms and field services combine to maximize energy production and deliver value to our customers for the entire lifecycle of a project. Founded and headquartered in the United States, ARRAY is rooted in manufacturing and driven by technology – relying on its domestic manufacturing, diversified global supply chain, and customer-centric approach to design, deliver, commission, train, and support solar energy deployment around the world. For more news and information on ARRAY, please visit arraytechinc.com.

Forward Looking Statement
This press release contains forward-looking statements. These statements are not historical facts but rather are based on the Company’s current expectations and projections regarding its business, operations and other factors relating thereto. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates” and similar expressions are used to identify these forward-looking statements. These statements are only predictions and as such are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors. Forward-looking statements should be evaluated together with the risks and uncertainties that affect our business and operations, particularly those described in more detail in the Company’s most recent Annual Report on Form 10-K and other documents on file with the SEC, each of which can be found on our website www.arraytechinc.com. Except as required by law, we assume no obligation to update these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

Media Contact
Nicole Stewart
505-589-8257
nicole.stewart@arraytechinc.com

Investor Relations Contact
ARRAY Technologies, Inc.
Investor Relations
investors@arraytechinc.com

The MIL Network –

May 6, 2025

MIL-OSI: Nasdaq Reports April 2025 Volumes

Source: GlobeNewswire (MIL-OSI)

NEW YORK, May 05, 2025 (GLOBE NEWSWIRE) — Nasdaq (Nasdaq: NDAQ) today reported monthly volumes for April 2025 on its Investor Relations website. A data sheet showing this information can be found at: http://ir.nasdaq.com/financials/volume-statistics .

About Nasdaq

Nasdaq (Nasdaq: NDAQ) is a leading global technology company serving corporate clients, investment managers, banks, brokers, and exchange operators as they navigate and interact with the global capital markets and the broader financial system. We aspire to deliver world-leading platforms that improve the liquidity, transparency, and integrity of the global economy. Our diverse offering of data, analytics, software, exchange capabilities, and client-centric services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions, and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com.

Cautionary Note Regarding Forward-Looking Statements
Information set forth in this communication contains forward-looking statements that involve a number of risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to (i) projections relating to our future financial results, total shareholder returns, growth, trading volumes, products and services, ability to transition to new business models, taxes and achievement of synergy targets, (ii) statements about the closing or implementation dates and benefits of certain acquisitions, divestitures and other strategic, restructuring, technology, de-leveraging and capital allocation initiatives, (iii) statements about our integrations of our recent acquisitions, (iv) statements relating to any litigation or regulatory or government investigation or action to which we are or could become a party, and (v) other statements that are not historical facts. Forward-looking statements involve a number of risks, uncertainties or other factors beyond Nasdaq’s control. These factors include, but are not limited to, Nasdaq’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors detailed in Nasdaq’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q which are available on Nasdaq’s investor relations website at http://ir.nasdaq.com and the SEC’s website at www.sec.gov. Nasdaq undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

Media Relations Contacts:

Nick Jannuzzi
+1.973.760.1741
Nicholas.Jannuzzi@Nasdaq.com

Investor Relations Contact:

Ato Garrett
+1.212.401.8737
Ato.Garrett@Nasdaq.com

-NDAQF-

The MIL Network –

May 6, 2025

MIL-OSI: GigaCloud Technology Inc. to Announce First Quarter 2025 Financial Results and Host Conference Call on May 12, 2025

Source: GlobeNewswire (MIL-OSI)

EL MONTE, Calif., May 05, 2025 (GLOBE NEWSWIRE) — GigaCloud Technology Inc. (Nasdaq: GCT) (“GigaCloud” or the “Company”), a pioneer of global end-to-end B2B ecommerce technology solutions for large parcel merchandise, today announced that it will report its financial results for the first quarter ended March 31, 2025 after the market closes on Monday, May 12, 2025. The Company will host a conference call to discuss its financial results on the same day at 6:30 PM Eastern Time.

To access the conference call, participants should pre-register here to receive the dial-in information and a unique PIN. All participants are encouraged to dial-in 15 minutes prior to the conference call’s start time.

A live and archived webcast of the conference call will be accessible on the Company’s investor relations website at https://investors.gigacloudtech.com/news-events/events.

About GigaCloud Technology Inc.
GigaCloud Technology Inc. is a pioneer of global end-to-end B2B ecommerce technology solutions for large parcel merchandise. The Company’s B2B ecommerce platform, the “GigaCloud Marketplace,” integrates everything from discovery, payments and logistics tools into one easy-to-use platform. The Company’s global marketplace seamlessly connects manufacturers, primarily in Asia, with resellers, primarily in the U.S., Asia and Europe, to execute cross-border transactions with confidence, speed and efficiency. GigaCloud offers a comprehensive solution that transports products from the manufacturer’s warehouse to the end customer’s doorstep, all at one fixed price. The Company first launched its marketplace in January 2019 by focusing on the global furniture market and has since expanded into additional categories, including home appliances and fitness equipment. For more information, please visit the Company’s website: https://investors.gigacloudtech.com/

For investor and media inquiries, please contact:

GigaCloud Technology Inc.
ir@gigacloudtech.com

The MIL Network –

May 6, 2025

MIL-OSI: red violet to Participate in the 20th Annual Needham Technology, Media, & Consumer Conference

Source: GlobeNewswire (MIL-OSI)

BOCA RATON, Fla., May 05, 2025 (GLOBE NEWSWIRE) — Red Violet, Inc. (NASDAQ: RDVT), a leading analytics and information solutions provider, today announced that it will participate in the 20th Annual Needham Technology, Media, & Consumer Conference being held May 8-13, 2025. Derek Dubner, Chief Executive Officer, and Daniel MacLachlan, Chief Financial Officer, will virtually host investor meetings on May 12, 2025.

About red violet®
At red violet, we build proprietary technologies and apply analytical capabilities to deliver identity intelligence. Our technology powers critical solutions, which empower organizations to operate with confidence. Our solutions enable the real-time identification and location of people, businesses, assets and their interrelationships. These solutions are used for purposes including identity verification, risk mitigation, due diligence, fraud detection and prevention, regulatory compliance, and customer acquisition. Our intelligent platform, CORE™, is purpose-built for the enterprise, yet flexible enough for organizations of all sizes, bringing clarity to massive datasets by transforming data into intelligence. Our solutions are used today to enable frictionless commerce, to ensure safety, and to reduce fraud and the concomitant expense borne by society. For more information, please visit www.redviolet.com.

Company Contact:
Camilo Ramirez
Red Violet, Inc.
561-757-4500
ir@redviolet.com

Investor Relations Contacts:
Steven Hooser
Three Part Advisors
214-872-2710
ir@redviolet.com

The MIL Network –

May 6, 2025

MIL-OSI: AvePoint to Participate in May Investor Conferences

Source: GlobeNewswire (MIL-OSI)

JERSEY CITY, N.J., May 05, 2025 (GLOBE NEWSWIRE) — AvePoint (Nasdaq: AVPT), the global leader in data security, governance and resilience, today announced that members of the Company’s executive management team will present at the following investor conferences:

TD Cowen 53^rd Annual Technology, Media & Telecom Conference (New York, NY): Thursday, 5/29 at 2:25 pm ET
Jefferies Public Technology Conference (Newport Coast, CA): Thursday, 5/29 at 10:30am PT

In addition, AvePoint will attend the following investor conferences:

20^th Annual Needham Technology, Media & Consumer 1×1 Conference (Virtual): Monday, 5/12
Evercore ISI Software 1×1 Day (New York, NY): Thursday, 5/29
Morgan Stanley Virtual ASEAN Conference 2025 (Virtual): Thursday, 5/29

A live and archived audio webcast of all presentations will be available on the AvePoint Investor Relations website.

About AvePoint:

Beyond Secure. AvePoint is the global leader in data security, governance, and resilience, going beyond traditional solutions to ensure a robust data foundation and enable organizations everywhere to collaborate with confidence. Over 25,000 customers worldwide rely on the AvePoint Confidence Platform to prepare, secure, and optimize their critical data across Microsoft, Google, Salesforce, and other collaboration environments. AvePoint’s global channel partner program includes approximately 5,000 managed service providers, value-added resellers, and systems integrators, with our solutions available in more than 100 cloud marketplaces. To learn more, visit www.avepoint.com.

Forward-Looking Statements:

This press release contains certain forward-looking statements within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and other federal securities laws including statements regarding the future performance of and market opportunities for AvePoint. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: changes in the competitive and regulated industries in which AvePoint operates, variations in operating performance across competitors, changes in laws and regulations affecting AvePoint’s business and changes in AvePoint’s ability to implement business plans, forecasts, and ability to identify and realize additional opportunities, and the risk of downturns in the market and the technology industry. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of AvePoint’s most recent Annual Report on Form 10-K. Copies of this and other documents filed by AvePoint from time to time are available on the SEC’s website, www.sec.gov. This filing identifies and addresses other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and AvePoint does not assume any obligation and does not intend to update or revise these forward-looking statements after the date of this release, whether as a result of new information, future events, or otherwise, except as required by law. AvePoint does not give any assurance that it will achieve its expectations. Unless the context otherwise indicates, references in this press release to the terms “AvePoint,” “the Company,” “we,” “our” and “us” refer to AvePoint, Inc. and its subsidiaries.

Disclosure Information:

AvePoint uses the https://www.avepoint.com/ir website as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Investor Contact
AvePoint
Jamie Arestia
ir@avepoint.com
(551) 220-5654

Media Contact
AvePoint
Nicole Caci
pr@avepoint.com
(201) 201-8143

The MIL Network –

May 6, 2025

MIL-OSI: Tactile Systems Technology, Inc. Reports First Quarter 2025 Financial Results

Source: GlobeNewswire (MIL-OSI)

MINNEAPOLIS, May 05, 2025 (GLOBE NEWSWIRE) — Tactile Systems Technology, Inc. (“Tactile Medical”; the “Company”) (Nasdaq: TCMD), a medical technology company providing therapies for people with chronic disorders, today reported financial results for the first quarter ended March 31, 2025.

First Quarter 2025 Summary & Recent Business Highlights:

Total revenue increased 0.3% year-over-year to $61.3 million
Gross margin of 74% versus 71% in Q1 2024
Net loss of $3.0 million versus $2.2 million in Q1 2024
Adjusted EBITDA loss of $0.3 million versus positive Adjusted EBITDA of $1.0 million in Q1 2024
Repurchased $10.0 million of stock under the Company’s share repurchase program
Expanded launch of Nimbl to include patients with lower extremity conditions, the largest segment of the lymphedema market
Completed launch of a new customer relationship management (CRM) tool and previously announced optimization of sales organization

“Through the first quarter our team executed on several highly strategic, growth-oriented priorities. We launched Nimbl for lower extremity lymphedema, completed efforts to optimize our sales organization for scale and efficiency, and implemented a new CRM tool that equips our team with best-in-class resources to more efficiently reach lymphedema patients,” said Sheri Dodd, Chief Executive Officer of Tactile Medical.

“While these efforts have had a temporary impact on sales force productivity, we are thrilled with the progress made and firmly believe these transformational actions are essential to positioning Tactile for consistent, long-term growth. Our underlying business fundamentals remain firmly in place and we are meaningfully advancing each of our three 2025 strategic priorities to remain the competitive market share leader in medical device lymphatic therapy.”

First Quarter 2025 Financial Results

Total revenue in the first quarter of 2025 increased $180 thousand, or 0.3%, to $61.3 million, compared to $61.1 million in the first quarter of 2024. The increase in total revenue was attributable to an increase of $1.9 million, or 22%, in sales of the airway clearance product line, offset by a decrease of $1.8 million, or 3%, in sales and rentals of the lymphedema product line in the quarter ended March 31, 2025, compared to the first quarter of 2024. The increase in airway clearance product line revenue was primarily attributable to increased placements of AffloVest among our durable medical equipment (DME) partners, while the decrease in lymphedema product line revenue was primarily attributable to a decrease in headcount of our field sales team.

Gross profit in the first quarter of 2025 increased $1.9 million, or 4%, to $45.3 million, compared to $43.4 million in the first quarter of 2024. Gross margin was 74% of revenue, compared to 71% of revenue in the first quarter of 2024. The increase in gross profit was primarily attributable to lower manufacturing and warranty costs.

Operating expenses in the first quarter of 2025 increased $3.5 million, or 8%, to $49.9 million, compared to $46.4 million in the first quarter of 2024. The increase in operating expenses was primarily attributable to planned strategic investments.

Operating loss was $4.5 million in the first quarter of 2025, compared to $3.0 million in the first quarter of 2024.

Other income was $0.5 million in the first quarter of 2025, compared to $0.2 million in the first quarter of 2024, and consisted primarily of interest income, net.

Income tax benefit was $1.1 million in the first quarter of 2025, compared to $0.6 million in the first quarter of 2024.

Net loss in the first quarter of 2025 was $3.0 million, or $(0.13) per diluted share, compared to $2.2 million, or $(0.09) per diluted share, in the first quarter of 2024.

Weighted average shares used to compute diluted net loss per share were 23.7 million in each of the first quarters of 2025 and 2024.

Adjusted EBITDA loss was $0.3 million in the first quarter of 2025, compared to positive Adjusted EBITDA of $1.0 million in the first quarter of 2024.

Balance Sheet Summary

As of March 31, 2025, the Company had $83.6 million in cash and $25.5 million of outstanding borrowings under its credit agreement, compared to $94.4 million in cash and $26.3 million of outstanding borrowings under its credit agreement as of December 31, 2024. The Company repurchased $10.0 million of its stock during the first quarter under its repurchase program. As of March 31, 2025, $16.5 million remained available under the Company’s $30.0 million share repurchase program, which expires October 31, 2026.

2025 Financial Outlook

The Company is updating its 2025 financial outlook and now expects full year 2025 total revenue in the range of $309 million to $315 million, representing growth of approximately 5% to 8% year-over-year, compared to total revenue of $293.0 million in 2024. The Company’s prior 2025 guidance expectation was total revenue in the range of $316 million to $322 million, representing growth of approximately 8% to 10% year-over-year.

The Company now also expects full year 2025 adjusted EBITDA in the range of $32 million to $34 million, compared to adjusted EBITDA of $37.1 million in 2024. The Company’s prior 2025 guidance expectation was adjusted EBITDA in the range of $35 million to $37 million.

Conference Call

Management will host a conference call with a question-and-answer session at 5:00 p.m. Eastern Time on May 5, 2025, to discuss the results of the quarter. Those who would like to participate may dial 877-407-3088 (201-389-0927 for international callers) and provide access code 13752588. A live webcast of the call will also be provided on the investor relations section of the Company’s website at investors.tactilemedical.com.

For those unable to participate, a replay of the call will be available for two weeks at 877-660-6853 (201-612-7415 for international callers); access code 13752588. The webcast will be archived at investors.tactilemedical.com.

About Tactile Systems Technology, Inc. (DBA Tactile Medical)

Tactile Medical is a leader in developing and marketing at-home therapies for people suffering from underserved, chronic conditions including lymphedema, lipedema, chronic venous insufficiency and chronic pulmonary disease by helping them live better and care for themselves at home. Tactile Medical collaborates with clinicians to expand clinical evidence, raise awareness, increase access to care, reduce overall healthcare costs and improve the quality of life for tens of thousands of patients each year.

Legal Notice Regarding Forward-Looking Statements

This release contains forward-looking statements, including guidance for the full year 2025. Forward-looking statements are generally identifiable by the use of words like “may,” “will,” “should,” “could,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” “continue,” “confident,” “outlook,” “guidance,” “project,” “goals,” “look forward,” “poised,” “designed,” “plan,” “return,” “focused,” “prospects” or “remain” or the negative of these words or other variations on these words or comparable terminology. The reader is cautioned not to put undue reliance on these forward-looking statements, as these statements are subject to numerous factors and uncertainties outside of the Company’s control that can make such statements untrue, including, but not limited to, the Company’s ability to obtain reimbursement from third-party payers for its products; adverse economic conditions, including inflation, rising interest rates or a recession; the adequacy of the Company’s liquidity to pursue its business objectives; price increases for supplies and components; wage and component price inflation; loss of a key supplier or other supply chain disruptions; entry of new competitors and/or competitive products; compliance with and changes in federal, state and local government regulation; technological obsolescence of, or quality issues with, the Company’s products; the Company’s ability to expand its business through strategic acquisitions; the Company’s ability to integrate acquisitions and related businesses; the effects of current and future U.S. and foreign trade policy and tariff actions; or the inability to carry out research, development and commercialization plans. In addition, other factors that could cause actual results to differ materially are discussed in the Company’s filings with the SEC. Investors and security holders are urged to read these documents free of charge on the SEC’s website at http://www.sec.gov. The Company undertakes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.

Use of Non-GAAP Financial Measures

This press release includes the non-GAAP financial measure of Adjusted EBITDA, which differs from financial measures calculated in accordance with U.S. generally accepted accounting principles (“GAAP”). Adjusted EBITDA in this release represents net income (loss), plus interest expense, net, or less interest income, net, less income tax benefit or plus income tax expense, plus depreciation and amortization, plus stock-based compensation expense and plus executive transition costs. Reconciliation of this non-GAAP financial measure to its most directly comparable GAAP measure is included in this press release.

This non-GAAP financial measure is presented because the Company believes it is a useful indicator of its operating performance. Management uses this measure principally as a measure of the Company’s operating performance and for planning purposes, including the preparation of the Company’s annual operating plan and financial projections. The Company believes this measure is useful to investors as supplemental information and because it is frequently used by analysts, investors and other interested parties to evaluate companies in its industry. The Company also believes this non-GAAP financial measure is useful to its management and investors as a measure of comparative operating performance from period to period. In addition, Adjusted EBITDA is used as a performance metric in the Company’s compensation program.

The non-GAAP financial measure presented in this release should not be considered as an alternative to, or superior to, its respective GAAP financial measure, as a measure of financial performance or cash flows from operations as a measure of liquidity, or any other performance measure derived in accordance with GAAP, and it should not be construed to imply that the Company’s future results will be unaffected by unusual or non-recurring items. In addition, Adjusted EBITDA is not intended to be a measure of free cash flow for management’s discretionary use, as it does not reflect certain cash requirements such as tax payments, debt service requirements, capital expenditures and certain other cash costs that may recur in the future. Adjusted EBITDA contains certain other limitations, including the failure to reflect our cash expenditures, cash requirements for working capital needs and cash costs to replace assets being depreciated and amortized. In evaluating non-GAAP financial measures, you should be aware that in the future the Company may incur expenses that are the same as or similar to some of the adjustments in this presentation. The Company’s presentation of non-GAAP financial measures should not be construed to imply that its future results will be unaffected by any such adjustments. Management compensates for these limitations by primarily relying on the Company’s GAAP results in addition to using non-GAAP financial measures on a supplemental basis. The Company’s definition of these non-GAAP financial measures is not necessarily comparable to other similarly titled captions of other companies due to different methods of calculation.


Tactile Systems Technology, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
	March 31,		December 31,
(In thousands, except share and per share data)	2025		2024
*Assets*
Current assets
Cash	$	83,619	$	94,367
Accounts receivable, net		35,693		44,937
Net investment in leases		14,850		14,540
Inventories		18,867		18,666
Income taxes receivable		1,193		—
Prepaid expenses and other current assets		5,900		5,053
Total current assets		160,122		177,563
Non-current assets
Property and equipment, net		5,391		5,603
Right of use operating lease assets		16,174		16,633
Intangible assets, net		41,866		42,789
Goodwill		31,063		31,063
Deferred income taxes		18,059		18,311
Other non-current assets		7,567		5,962
Total non-current assets		120,120		120,361
Total assets	$	280,242	$	297,924
*Liabilities and Stockholders’ Equity*
Current liabilities
Accounts payable	$	7,224	$	5,648
Note payable		2,956		2,956
Accrued payroll and related taxes		10,929		17,923
Accrued expenses		7,177		7,780
Income taxes payable		—		270
Operating lease liabilities		3,036		2,980
Other current liabilities		4,079		3,147
Total current liabilities		35,401		40,704
Non-current liabilities
Note payable, non-current		22,481		23,220
Accrued warranty reserve, non-current		1,201		1,209
Income taxes payable, non-current		355		239
Operating lease liabilities, non-current		15,173		15,955
Total non-current liabilities		39,210		40,623
Total liabilities		74,611		81,327

Stockholders’ equity:
Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued and outstanding as of March 31, 2025 and December 31, 2024		—		—
Common stock, $0.001 par value, 300,000,000 shares authorized; 23,584,471 shares issued and outstanding as of March 31, 2025; 23,883,475 shares issued and outstanding as of December 31, 2024		24		24
Additional paid-in capital		172,727		180,719
Retained earnings		32,880		35,854
Total stockholders’ equity		205,631		216,597
Total liabilities and stockholders’ equity	$	280,242	$	297,924


Tactile Systems Technology, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)


	Three Months Ended
	March 31,
(In thousands, except share and per share data)	2025			2024
Revenue
Sales revenue	$	52,469		$	53,307
Rental revenue		8,799			7,781
Total revenue		61,268			61,088
Cost of revenue
Cost of sales revenue		13,891			14,944
Cost of rental revenue		2,031			2,715
Total cost of revenue		15,922			17,659
Gross profit
Gross profit – sales revenue		38,578			38,363
Gross profit – rental revenue		6,768			5,066
Gross profit		45,346			43,429
Operating expenses
Sales and marketing		27,516			27,357
Research and development		1,741			2,143
Reimbursement, general and administrative		19,998			16,261
Intangible asset amortization and earn-out		633			632
Total operating expenses		49,888			46,393
Loss from operations		(4,542	)		(2,964	)
Interest income		895			713
Interest expense		(424	)		(567	)
Other income		—			9
Loss before income taxes		(4,071	)		(2,809	)
Income tax benefit		(1,097	)		(600	)
Net loss	$	(2,974	)	$	(2,209	)
Net loss per common share
Basic	$	(0.13	)	$	(0.09	)
Diluted	$	(0.13	)	$	(0.09	)
Weighted-average common shares used to compute net loss per common share
Basic		23,710,643			23,665,829
Diluted		23,710,643			23,665,829


Tactile Systems Technology, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)

	Three Months Ended March 31,
(In thousands)	2025			2024
Cash flows from operating activities
Net loss	$	(2,974	)	$	(2,209	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		1,726			1,634
Deferred income taxes		252			84
Stock-based compensation expense		2,066			2,039
Loss on disposal of property and equipment and intangibles		5			—
Changes in assets and liabilities, net of acquisition:
Accounts receivable, net		9,244			2,682
Net investment in leases		(310	)		(129	)
Inventories		(201	)		1,683
Income taxes		(1,347	)		(693	)
Prepaid expenses and other assets		(2,452	)		(787	)
Right of use operating lease assets		(267	)		2
Accounts receivable, non-current		—			3,983
Accounts payable		1,387			(1,396	)
Accrued payroll and related taxes		(6,994	)		(5,766	)
Accrued expenses and other liabilities		282			(203	)
Net cash provided by operating activities		417			924
Cash flows from investing activities
Purchases of property and equipment		(379	)		(482	)
Intangible assets expenditures		(28	)		(20	)
Net cash used in investing activities		(407	)		(502	)
Cash flows from financing activities
Payments on note payable		(750	)		(750	)
Proceeds from exercise of common stock options		10			1
Payments for repurchases of common stock		(10,018	)		—
Net cash used in financing activities		(10,758	)		(749	)
Net decrease in cash		(10,748	)		(327	)
Cash – beginning of period		94,367			61,033
Cash – end of period	$	83,619		$	60,706

Supplemental cash flow disclosure
Cash paid for interest	$	444		$	583
Cash paid for taxes	$	15		$	54
Accrued excise tax on stock repurchases	$	50		$	—
Capital expenditures incurred but not yet paid	$	189		$	225

The following table summarizes revenue by product line for the three months ended March 31, 2025 and 2024:


	Three Months Ended
	March 31,
(In thousands)	2025			2024
Revenue
Lymphedema products	$	50,554		$	52,313
Airway clearance products		10,714			8,775
Total	$	61,268		$	61,088

Percentage of total revenue
Lymphedema products		83	%		86	%
Airway clearance products		17	%		14	%
Total		100	%		100	%

The following table contains a reconciliation of net loss to Adjusted EBITDA for the three months ended March 31, 2025 and 2024, as well as the dollar and percentage change between the comparable periods:


Tactile Systems Technology, Inc.
Reconciliation of Net Loss to Non-GAAP Adjusted EBITDA
(Unaudited)

	Three Months Ended						Increase
	March 31,						(Decrease)
(Dollars in thousands)	2025			2024			$			%
Net loss	$	(2,974	)	$	(2,209	)	$	(765	)	35	%
Interest (income) expense, net		(471	)		(146	)		(325	)	N.M.	%
Income tax benefit		(1,097	)		(600	)		(497	)	83	%
Depreciation and amortization		1,726			1,634			92		6	%
Stock-based compensation		2,066			2,039			27		1	%
Executive transition costs		491			315			176		56	%
Adjusted EBITDA	$	(259	)	$	1,033		$	(1,292	)	(125	)%

The following table contains a reconciliation of net income to Adjusted EBITDA for the year ended December 31, 2024:


Tactile Systems Technology, Inc.
Reconciliation of Net income to Non-GAAP Adjusted EBITDA
(Unaudited)

	Year Ended
(Dollars in thousands)	December 31, 2024
Net income	$	16,960
Interest (income) expense, net		(1,299	)
Income tax expense		6,529
Depreciation and amortization		6,793
Stock-based compensation		7,819
Executive transition costs		248
Adjusted EBITDA	$	37,050

The following table contains a reconciliation of GAAP net income guidance range to the Adjusted EBITDA guidance range for the twelve months ended December 31, 2025:


Tactile Systems Technology, Inc.
Reconciliation of FY 2025 GAAP Net Income to Adjusted EBITDA Guidance
(Unaudited)

	Twelve Months Ended
	December 31, 2025
(Dollars in thousands)	Low			High
Net income	$	13,400		$	14,800
Interest income, net		(2,400	)		(2,400	)
Income tax expense		5,200			5,800
Depreciation and amortization		6,700			6,700
Stock-based compensation		8,600			8,600
Executive transition costs		500			500
Adjusted EBITDA	$	32,000		$	34,000

Investor Inquiries:
Sam Bentzinger
Gilmartin Group
investorrelations@tactilemedical.com

The MIL Network –

May 6, 2025

MIL-OSI: EverQuote Announces First Quarter 2025 Financial Results

Source: GlobeNewswire (MIL-OSI)

First Quarter Revenue Growth of 83% Year-Over-Year to $166.6 million
First Quarter Variable Marketing Dollars Increase of 52% Year-Over-Year to $46.9 million
Delivers First Quarter Net Income of $8.0 million and Record Adjusted EBITDA of $22.5 million

CAMBRIDGE, Mass., May 05, 2025 (GLOBE NEWSWIRE) — EverQuote, Inc. (Nasdaq: EVER), a leading online insurance marketplace, today announced financial results for the first quarter ended March 31, 2025.

“2025 is off to a strong start, building on our momentum from last year, and we once again achieved record financial performance across our key financial metrics of revenue, Variable Marketing Dollars or VMD and Adjusted EBITDA,” said Jayme Mendal, CEO of EverQuote. “Our scale and technology are enabling us to build a competitive moat and leverage a data advantage as we extend AI throughout our traffic and distribution systems. We are delivering strong performance to carriers and agents, and they are rewarding us with increased budgets, which supports continued traffic growth. We remain steadfast in our focus to become the leading growth partner for P&C insurance providers.”

“The first quarter marks our fourth consecutive quarter of record revenue and Adjusted EBITDA performance, and we ended the quarter with a strong cash position and no debt outstanding,” said Joseph Sanborn, CFO of EverQuote. “EverQuote remains resilient to macro conditions and is well positioned for continued success as a broad number of carriers are benefiting from healthy combined ratios and are focusing on driving policy growth. Given this favorable environment, we believe that the long-term thesis of insurance advertising spend shifting to digital channels remains firmly intact.”

First Quarter 2025 Highlights:
(Unless otherwise noted, all comparisons are relative to the first quarter of 2024).

Total revenue grew 83% to $166.6 million.
Automotive insurance vertical revenue of $152.7 million, an increase of 97%.
Home and renters insurance vertical revenue of $13.9 million, an increase of 10%.
VMD grew to $46.9 million, compared to $30.8 million, an increase of 52%.
GAAP net income of $8.0 million, compared to a GAAP net income of $1.9 million. GAAP net income in Q1 2025 included a non-cash charge of $7.9 million related to divesting the remaining P&C direct-to-consumer agency assets to settle an existing legal matter with the former owners of PolicyFuel, which was acquired in 2021.
Adjusted EBITDA of $22.5 million, compared to $7.6 million.
Operating cash flow of $23.3 million, compared to $10.4 million.
Ended the quarter with $125.0 million in cash and cash equivalents, an increase of 22% from $102.1 million at the end of the fourth quarter of 2024.

Second Quarter 2025 Outlook:

Revenue of $155.0 – $160.0 million, representing 34% year-over-year growth at the midpoint.
Variable Marketing Dollars of $45.0 – $47.0 million, representing 26% year-over-year growth at the midpoint.
Adjusted EBITDA of $20.0 – $22.0 million, representing 62% year-over-year growth at the midpoint.

With respect to the Company’s expectations under “Second Quarter 2025 Outlook” above, the Company has not reconciled the non-GAAP measure Adjusted EBITDA to the GAAP measure net income (loss) in this press release because the Company does not provide guidance for stock-based compensation expense, depreciation and amortization expense, legal settlement expense, interest income, and income taxes on a consistent basis as the Company is unable to quantify these amounts without unreasonable efforts, which would be required to include a reconciliation of Adjusted EBITDA to GAAP net income (loss). In addition, the Company believes such a reconciliation would imply a degree of precision that could be confusing or misleading to investors.

Conference Call and Webcast Information

EverQuote will host a conference call and live webcast to discuss its first quarter 2025 financial results at 4:30 p.m. Eastern Time today, May 5, 2025. To access the conference call, dial Toll Free: +1 (800) 715-9871 for the US, or +1 (646) 307-1963 for international callers, and provide conference ID 4210704. The live webcast and replay will be available on the Investors section of the Company’s website at https://investors.everquote.com.

Safe Harbor Statement

This press release contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact contained in this press release, including statements regarding our future results of operations and financial position, business strategy and plans, and objectives of management for future operations, are forward-looking statements. These statements involve known and unknown risks, uncertainties, and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “should,” “expects,” “might,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “seek,” “would” or “continue,” or the negative of these terms or other similar expressions. The forward-looking statements in this press release are only predictions. 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 business, financial condition, liquidity and results of operations. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. These forward-looking statements speak only as of the date of this press release and are subject to a number of risks, uncertainties and assumptions described in our annual report on Form 10-K, our quarterly reports on Form 10-Q and our current reports on Form 8-K as filed with the Securities and Exchange Commission (“SEC”) from time to time. Additional information will also be set forth in the Company’s annual report on Form 10-Q for the quarter ended March 31, 2025, which will be filed with the SEC. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. While we may elect to update these forward-looking statements at some point in the future, whether as a result of any new information, future events, or otherwise, we have no current intention of doing so except to the extent required by applicable law. Some of the key factors that could cause actual results to differ include: (1) our dependence on revenue from the property and casualty insurance industries, and specifically automotive insurance, and exposure to risks related to those industries; (2) our dependence on our relationships with insurance providers with no long-term minimum financial commitments; (3) our reliance on a small number of insurance providers for a significant portion of our revenue; (4) our dependence on third-party media sources for a significant portion of visitors to our websites and marketplace; (5) our ability to attract consumers searching for insurance to our websites and marketplace through Internet search engines, display advertising, social media, content-based online advertising and other online sources; (6) any limitations restricting our ability to market to users or collect and use data derived from user activities; (7) risks related to cybersecurity incidents or other network disruptions; (8) risks related to the use of artificial intelligence; (9) our ability to develop new and enhanced products and services to attract and retain consumers and insurance providers, and to successfully monetize them; (10) the impact of competition in our industry and innovation by our competitors; (11) our ability to hire and retain necessary qualified employees to expand our operations; (12) our ability to stay abreast of and comply with new or modified laws and regulations that currently apply or become applicable to our business, including with respect to the insurance industry, telemarketing restrictions and data privacy requirements; (13) our ability to protect our intellectual property rights and maintain and build our brand; (14) our future financial performance, including our expectations regarding our revenue, cost of revenue, variable marketing dollars, operating expenses, cash flows and ability to achieve, and maintain, future profitability; (15) our ability to properly collect, process, store, share, disclose and use consumer information and other data; (16) any impacts of economic developments, including inflation and potential tariffs; and (17) the future trading prices of our Class A common stock.

About EverQuote

EverQuote operates a leading online marketplace for insurance shopping, connecting consumers with insurance provider customers, which includes both carriers and agents. Our vision is to be the leading growth partner for property and casualty, or P&C, insurance providers. Our results-driven marketplace, powered by our proprietary data and technology platform, is improving the way insurance providers attract and connect with consumers shopping for insurance.

For more information, visit https://investors.everquote.com and follow on LinkedIn.

Investor Relations Contact

Brinlea Johnson
The Blueshirt Group
(415) 269-2645


EVERQUOTE, INC.
STATEMENTS OF OPERATIONS

	Three Months Ended March 31,
	2025			2024
	(in thousands except per share)
Revenue	$	166,632		$	91,065
Cost and operating expenses(1):
Cost of revenue		5,380			5,041
Sales and marketing		129,430			70,784
Research and development		7,485			6,844
General and administrative		8,440			6,630
Legal settlement		7,900			—
Total cost and operating expenses		158,635			89,299
Income from operations		7,997			1,766
Other income (expense):
Interest income		708			386
Other income (expense), net		(31	)		41
Total other income, net		677			427
Income before income taxes		8,674			2,193
Income tax expense		(684	)		(286	)
Net income	$	7,990		$	1,907
Net income per share:
Basic	$	0.22		$	0.06
Diluted	$	0.21		$	0.05
Weighted average common shares outstanding, basic and diluted:
Basic		35,879			34,387
Diluted		37,667			35,608

^{(1) Amounts include stock-based compensation expense, as follows:}
	Three Months Ended March 31,
	2025			2024
	(in thousands)
Cost of revenue	$	9		$	36
Sales and marketing		1,565			1,594
Research and development		1,370			1,312
General and administrative		2,476			1,576
	$	5,420		$	4,518

EVERQUOTE, INC.
BALANCE SHEET DATA

	March 31,		December 31,
	2025		2024
	(in thousands)
Cash and cash equivalents	$	124,968	$	102,116
Working capital		113,927		99,131
Total assets		232,145		210,530
Total liabilities		82,645		75,162
Total stockholders’ equity		149,500		135,368

EVERQUOTE, INC.
STATEMENTS OF CASH FLOWS

	Three Months Ended March 31,
	2025			2024
	(in thousands)
Cash flows from operating activities:
Net income	$	7,990		$	1,907
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense		1,221			1,263
Stock-based compensation expense		5,420			4,518
Provision for bad debt		—			18
Unrealized foreign currency transaction (gains) losses		35			(4	)
Changes in operating assets and liabilities:
Accounts receivable		(457	)		(17,123	)
Prepaid expenses and other current assets		496			972
Commissions receivable, current and non-current		1,014			1,323
Operating lease right-of-use assets		267			497
Accounts payable		(2,765	)		15,868
Accrued expenses and other current liabilities		10,018			1,870
Deferred revenue		335			(2	)
Operating lease liabilities		(268	)		(667	)
Net cash provided by operating activities		23,306			10,440
Cash flows from investing activities:
Acquisition of property and equipment, including costs capitalized for development of internal-use software		(1,133	)		(770	)
Net cash used in investing activities		(1,133	)		(770	)
Cash flows from financing activities:
Proceeds from exercise of stock options		1,962			1,428
Tax withholding payments related to net share settlement		(1,293	)		(429	)
Net cash provided by financing activities		669			999
Effect of exchange rate changes on cash, cash equivalents and restricted cash		10			(5	)
Net increase in cash, cash equivalents and restricted cash		22,852			10,664
Cash, cash equivalents and restricted cash at beginning of period		102,116			37,956
Cash, cash equivalents and restricted cash at end of period	$	124,968		$	48,620

EVERQUOTE, INC.
FINANCIAL AND OPERATING METRICS

Revenue by vertical:

	Three Months Ended March 31,				Change
	2025		2024		%
	(in thousands)
Automotive	$	152,715	$	77,538		97.0	%
Home and renters		13,904		12,689		9.6	%
Other		13		838		-98.4	%
Total revenue	$	166,632	$	91,065		83.0	%

Other financial and non-financial metrics:

	Three Months Ended March31,				Change
	2025		2024		%
	(in thousands)
Income from operations	$	7,997	$	1,766		352.8	%
Net income	$	7,990	$	1,907		319.0	%
Variable marketing dollars	$	46,860	$	30,818		52.1	%
Adjusted EBITDA(1)	$	22,507	$	7,588		196.6	%

^{(1) Adjusted EBITDA is a non-GAAP measure. Please see “EverQuote, Inc. Reconciliation of Non-GAAP Measures to GAAP” below for more information.}

To supplement the Company’s financial statements presented in accordance with GAAP and to provide investors with additional information regarding EverQuote’s financial results, the Company has presented Adjusted EBITDA as a non-GAAP financial measure. This non-GAAP financial measure is not based on any standardized methodology prescribed by GAAP and is not necessarily comparable to similarly titled measures presented by other companies.

The Company defines Adjusted EBITDA as net income (loss), excluding the impact of stock-based compensation expense; depreciation and amortization expense; legal settlement expense; interest income; and income taxes. The most directly comparable GAAP measure is net income (loss). The Company monitors and presents Adjusted EBITDA because it is a key measure used by management and the board of directors to understand and evaluate operating performance, to establish budgets and to develop operational goals for managing EverQuote’s business. In particular, the Company believes that excluding the impact of these items in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of EverQuote’s core operating performance.

The Company uses Adjusted EBITDA to evaluate EverQuote’s operating performance and trends and make planning decisions. The Company believes that this non-GAAP financial measure helps identify underlying trends in EverQuote’s business that could otherwise be masked by the effect of the items that the Company excludes in the calculations of Adjusted EBITDA. Accordingly, the Company believes that this financial measure provides useful information to investors and others in understanding and evaluating EverQuote’s operating results, enhancing the overall understanding of the Company’s past performance and future prospects.

The Company’s non-GAAP financial measures are not prepared in accordance with GAAP and should not be considered in isolation of, or as an alternative to, measures prepared in accordance with GAAP. There are a number of limitations related to the use of Adjusted EBITDA rather than net income (loss), which is the most directly comparable financial measure calculated and presented in accordance with GAAP. In addition, other companies may use other measures to evaluate their performance, which could reduce the usefulness of the Company’s non-GAAP financial measures as tools for comparison.

The following table reconciles Adjusted EBITDA to net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP.


EVERQUOTE, INC.
RECONCILIATION OF NON-GAAP MEASURES TO GAAP

	Three Months Ended March 31,
	2025			2024
	(in thousands)
Net income	$	7,990		$	1,907
Stock-based compensation		5,420			4,518
Depreciation and amortization		1,221			1,263
Legal settlement		7,900			—
Interest income		(708	)		(386	)
Income tax expense		684			286
Adjusted EBITDA	$	22,507		$	7,588

The MIL Network –

May 6, 2025

MIL-OSI: James River Announces First Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

PEMBROKE, Bermuda, May 05, 2025 (GLOBE NEWSWIRE) — James River Group Holdings, Ltd. (“James River” or the “Company”) (NASDAQ: JRVR) reported net income from continuing operations available to common shareholders of $9.0 million ($0.18 per diluted share) and adjusted net operating income¹ of $9.1 million ($0.19 per diluted share) for the first quarter of 2025.

	Three Months Ended March 31,						Three Months Ended March 31,
*($ in thousands, except for share data)*		2025		per diluted share				2024		per diluted share
Net income from continuing operations available to common shareholders	$	9,019		$	0.18		$	20,883		$	0.53
Net loss from discontinued operations²		(1,414	)	$	(0.02	)		(8,105	)	$	(0.18	)
Net income available to common shareholders		7,605		$	0.16			12,778		$	0.35
Adjusted net operating income¹		9,102		$	0.19			14,832		$	0.39

Unless specified otherwise, all underwriting performance ratios presented herein are for our continuing operations and business not subject to retroactive reinsurance accounting.

First Quarter 2025 Highlights:

Annualized adjusted net operating return on tangible common equity¹ of 11.5% and year to date growth in tangible common equity¹ of 7.1%.
E&S segment combined ratio of 91.5% and renewal rate change of 7.8%, with the majority of underwriting divisions reporting pricing increases.
Specialty Admitted Insurance segment combined ratio of 102.1%, with fronting and program gross written premium declining 21.3%.
De minimis overall prior year reserve activity. Group combined ratio of 99.5%.
Final independent accounting firm determination in the purchase price adjustment dispute related to the sale of JRG Reinsurance Company Ltd. (“JRG Re”), finding in favor of the Company on $53.6 million of the aggregate $54.1 million of items in dispute, resulting in a small downward adjustment to the purchase price of ($0.5) million. This is reflected in the first quarter results.

Frank D’Orazio, the Company’s Chief Executive Officer, commented on the first quarter, “Coming out of 2024, our first quarter results show progress in strengthening our underwriting performance and positioning the franchise for long-term, sustainable profitability. Our disciplined approach to risk selection, combined with the actions taken over the past year to strengthen our reserve position, are showing tangible results. As we move forward, we remain focused on delivering value to shareholders as we take advantage of the attractive E&S underwriting environment while closely managing our expenses.”

E&S Segment Highlights:
- For the first quarter of 2025, the segment’s gross written premium was largely flat to the comparable quarter last year.
- Renewal rate increases across the segment were 7.8% during the quarter.
- The segment continued to experience strong submission growth, with the 6% growth in renewal submissions exceeding 2024 levels.
- There was de minimis favorable reserve development during the quarter.
Specialty Admitted Insurance Segment Highlights:
- Gross written premium for the fronting and program business declined 21.3% compared to the prior year quarter, as the Company manages this segment to retain minimal risk. This excludes the impact of our large workers’ compensation program and Individual Risk Workers’ Compensation book, which were non-renewed in the second quarter of 2023 and sold via a renewal rights transaction in the third quarter of 2023, respectively. Overall, premium declined 30.7%
- While the fronting business of the segment is transactional in nature, the Company remains focused on managing its expenses in this segment over the course of the calendar year.
- There was de minimis prior year reserve movement during the quarter.

First Quarter 2025 Operating Results

Gross written premium of $294.4 million, consisting of the following:

	Three Months Ended March 31,
*($ in thousands)*	2025		2024		*% Change*
Excess and Surplus Lines	$	213,243	$	213,691	0	%
Specialty Admitted Insurance		81,118		117,119	(31	)%
	$	294,361	$	330,810	(11	)%

Net written premium of $128.0 million, consisting of the following:

	Three Months Ended March 31,
*($ in thousands)*	2025		2024		*% Change*
Excess and Surplus Lines	$	115,079	$	117,425	(2	)%
Specialty Admitted Insurance		12,877		20,747	(38	)%
	$	127,956	$	138,172	(7	)%

Net earned premium of $151.9 million, consisting of the following:

	Three Months Ended March 31,
*($ in thousands)*	2025		2024		*% Change*
Excess and Surplus Lines	$	137,028	$	145,623	(6	)%
Specialty Admitted Insurance		14,874		26,068	(43	)%
	$	151,902	$	171,691	(12	)%

As cited above, the first quarter of 2025 included de minimis favorable reserve development in each of the two insurance segments. There remains $116.2 million of aggregate limit on the two E&S segment retroactive reinsurance structures which cover the majority of James River’s E&S segment net reserves for James River’s E&S segment for accident years 2010 -2023.
Pre-tax favorable (unfavorable) reserve development by segment on business not subject to retroactive reinsurance accounting for loss portfolio transfers was as follows:

	Three Months Ended March 31,
*($ in thousands)*	2025		2024
Excess and Surplus Lines	$	10	$	(40	)
Specialty Admitted Insurance		121		438
	$	131	$	398

Retroactive benefits of $1.9 million were recorded in loss and loss adjustment expenses during the first quarter and the total deferred retroactive reinsurance gain on the Balance Sheet is $56.0 million as of March 31, 2025.
The consolidated expense ratio was 32.7% for the first quarter of 2025, which was an increase from 28.9% in the prior year quarter. The expense ratio increase was primarily driven by higher compensation expenses on lower net earned premium.

Investment Results
Net investment income for the first quarter of 2025 was $20.0 million, a decline of 11.6% compared to $22.6 million in the prior year quarter. The comparable decline in income was primarily due to a smaller asset base following the funding of retroactive reinsurance structures for the E&S segment which were purchased in the second half of 2024.

The Company’s net investment income consisted of the following:

	Three Months Ended March 31,
*($ in thousands)*	2025		2024			*% Change*
Private Investments		200		(145	)	NM
All Other Investments		19,808		22,777		(13	)%
Total Net Investment Income	$	20,008	$	22,632		(12	)%

The Company’s annualized gross investment yield on average fixed maturity, bank loan and equity securities for the three months ended March 31, 2025 was 4.6% (versus 4.8% for the three months ended March 31, 2024).

Net realized and unrealized losses on investments of ($1.4) million for the three months ended March 31, 2025 compared to net realized and unrealized gains on investments of $4.6 million in the prior year quarter. The majority of the realized and unrealized losses during the quarter were related to realized losses on sales in our bank loan portfolio, partially offset by increases in the fair value of our preferred stock portfolio.

Discontinued Operations

In connection with the process outlined in the Stock Purchase Agreement, and as previously disclosed, the buyer of JRG Re claimed a $54.1 million downward adjustment to the closing purchase price, which the Company disputed. As per the Stock Purchase Agreement, the disputed items (totaling $54.1 million) were submitted to an independent accounting firm for final resolution. On April 18, 2025, the independent accounting firm issued its final determination which resulted in a small downward adjustment to the closing purchase price of $0.5 million. The determination by the independent accounting firm is final and binding with regards to the purchase price.

Capital Management

The Company announced that its Board of Directors declared a cash dividend of $0.01 per common share. This dividend is payable on Monday, June 30, 2025 to all shareholders of record on Monday, June 9, 2025.

Tangible Common Equity Per Share

Shareholders’ equity of $484.5 million at March 31, 2025 increased 5.1% compared to shareholders’ equity of $460.9 million at December 31, 2024. Tangible common equity³ per share of $7.11 at March 31, 2025 increased 6.6% compared to tangible common equity per share of $6.67 at December 31, 2024, due to net income from continuing operations, partially offset by a small net loss from discontinued operations. Other comprehensive income benefited by $14.3 million during the first quarter of 2025, improving AOCI to ($55.7) million due to a decline in interest rates.

Conference Call

James River will hold a conference call to discuss its first quarter results tomorrow, May 6, 2025 at 8:00 a.m. Eastern Time. Investors may access the conference call by dialing (800) 715-9871, Conference ID 8501569, or via the internet by visiting www.jrvrgroup.com and clicking on the “Investor Relations” link. A webcast replay of the call will be available by visiting the company website.

Forward-Looking Statements

This press release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. In some cases, such forward-looking statements may be identified by terms such as believe, expect, seek, may, will, should, intend, project, anticipate, plan, estimate, guidance or similar words. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Although it is not possible to identify all of these risks and uncertainties, they include, among others, the following: the inherent uncertainty of estimating reserves and the possibility that incurred losses may be greater than our estimate used to compute loss and loss adjustment expense reserves; inaccurate estimates and judgments in our risk management may expose us to greater risks than intended; downgrades in the financial strength rating or outlook of our regulated insurance subsidiaries impacting our competitive position and ability to attract and retain insurance business that our subsidiaries write and ultimately our financial condition; the potential loss of key members of our management team or key employees, and our ability to attract and retain personnel; adverse economic and competitive factors resulting in the sale of fewer policies than expected or an increase in the frequency or severity of claims, or both; the impact of a higher than expected inflationary environment on our reserves, loss adjustment expenses, the values of our investments and investment returns, and our compensation expenses; exposure to credit risk, interest rate risk and other market risk in our investment portfolio and our reinsurers; reliance on a select group of brokers and agents for a significant portion of our business and the impact of our potential failure to maintain such relationships; reliance on a select group of customers for a significant portion of our business and the impact of our potential failure to maintain, or decision to terminate, such relationships; our ability to obtain insurance and reinsurance coverage at prices and on terms that allow us to transfer risk, adequately protect our Company against financial loss and that supports our growth plans; losses resulting from reinsurance counterparties failing to pay us on reinsurance claims, insurance companies with whom we have a fronting arrangement failing to pay us for claims, or a former customer with whom we have an indemnification arrangement failing to perform its reimbursement obligations, and our potential inability to demand or maintain adequate collateral to mitigate such risks; the inherent uncertainty of estimating reinsurance recoverable on unpaid losses and the possibility that reinsurance may be less than our estimate of reinsurance recoverable on unpaid losses; inadequacy of premiums we charge to compensate us for our losses incurred; changes in laws or government regulation, including tax or insurance laws and regulations; changes in U.S. tax laws (including associated regulations) and the interpretation of certain provisions applicable to insurance/reinsurance businesses with U.S. and non-U.S. operations, which may be retroactive and could have a significant effect on us including, among other things, by potentially increasing our tax rate, as well as on our shareholders; in the event we did not qualify for the insurance company exception to the passive foreign investment company (“PFIC”) rules and were therefore considered a PFIC, there could be material adverse tax consequences to an investor that is subject to U.S. federal income taxation; the Company or its foreign subsidiary becoming subject to U.S. federal income taxation; a failure of any of the loss limitations or exclusions we utilize to shield us from unanticipated financial losses or legal exposures, or other liabilities; losses from catastrophic events, such as natural disasters and terrorist acts, which substantially exceed our expectations and/or exceed the amount of reinsurance we have purchased to protect us from such events; potential effects on our business of emerging claim and coverage issues; the potential impact of internal or external fraud, operational errors, systems malfunctions or cyber security incidents; our ability to manage our growth effectively; failure to maintain effective internal controls in accordance with the Sarbanes-Oxley Act of 2002, as amended; changes in our financial condition, regulations or other factors that may restrict our subsidiaries’ ability to pay us dividends; and an adverse result in any litigation or legal proceedings we are or may become subject to. Additional information about these risks and uncertainties, as well as others that may cause actual results to differ materially from those in the forward-looking statements, is contained in our filings with the U.S. Securities and Exchange Commission (“SEC”), including our most recently filed Annual Report on Form 10-K. These forward-looking statements speak only as of the date of this release and the Company does not undertake any obligation to update or revise any forward-looking information to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

Non-GAAP Financial Measures

In presenting James River Group Holdings, Ltd.’s results, management has included financial measures that are not calculated under standards or rules that comprise accounting principles generally accepted in the United States (“GAAP”). Such measures, including underwriting (loss) profit, adjusted net operating (loss) income, tangible equity, tangible common equity, and adjusted net operating return on tangible equity (which is calculated as annualized adjusted net operating income divided by the average quarterly tangible equity balances in the respective period), are referred to as non-GAAP measures. These non-GAAP measures may be defined or calculated differently by other companies. These measures should not be viewed as a substitute for those measures determined in accordance with GAAP. Reconciliations of such measures to the most comparable GAAP figures are included at the end of this press release.

About James River Group Holdings, Ltd.

James River Group Holdings, Ltd. is a Bermuda-based insurance holding company that owns and operates a group of specialty insurance companies. The Company operates in two specialty property-casualty insurance segments: Excess and Surplus Lines and Specialty Admitted Insurance. Each of the Company’s regulated insurance subsidiaries are rated “A-” (Excellent) by A.M. Best Company.

Visit James River Group Holdings, Ltd. on the web at www.jrvrgroup.com

For more information contact:

Zachary Shytle
Senior Analyst, Investments and Investor Relations
980-249-6848
InvestorRelations@james-river-group.com


James River Group Holdings, Ltd. and Subsidiaries Condensed Consolidated Balance Sheet Data (Unaudited)

*($ in thousands, except for share data)*	March 31, 2025		December 31, 2024
ASSETS
Invested assets:
Fixed maturity securities, available-for-sale, at fair value	$	1,259,627	$	1,189,733
Equity securities, at fair value		87,746		86,479
Bank loan participations, at fair value		144,014		142,410
Short-term investments		79,091		97,074
Other invested assets		52,768		36,700
Total invested assets		1,623,246		1,552,396

Cash and cash equivalents		279,427		362,345
Restricted cash equivalents (a)		29,012		28,705
Accrued investment income		10,567		10,534
Premiums receivable and agents’ balances, net		205,965		243,882
Reinsurance recoverable on unpaid losses, net		1,984,292		1,996,913
Reinsurance recoverable on paid losses		127,627		101,210
Deferred policy acquisition costs		27,844		30,175
Goodwill and intangible assets		214,190		214,281
Other assets		446,845		466,635
Total assets	$	4,949,015	$	5,007,076

LIABILITIES AND SHAREHOLDERS’ EQUITY
Reserve for losses and loss adjustment expenses	$	3,081,540	$	3,084,406
Unearned premiums		526,506		572,034
Funds held (a)		25,157		25,157
Deferred reinsurance gain		56,042		57,970
Senior debt		225,800		200,800
Junior subordinated debt		104,055		104,055
Accrued expenses		39,196		53,178
Other liabilities		273,124		315,446
Total liabilities		4,331,420		4,413,046

Series A redeemable preferred shares		133,115		133,115
Total shareholders’ equity		484,480		460,915
Total liabilities, Series A redeemable preferred shares, and shareholders’ equity	$	4,949,015	$	5,007,076

Tangible equity (b)	$	459,447	$	437,719
Tangible equity per share (b)	$	7.73	$	7.40
Tangible common equity per share (b)	$	7.11	$	6.67
Shareholders’ equity per share	$	10.56	$	10.10
Common shares outstanding		45,892,706		45,644,318

(a) Restricted cash equivalents and the funds held liability includes funds posted by the Company to a trust account for the benefit of a third party administrator handling the claims on the Rasier commercial auto policies in run-off. Such funds held in trust secure the Company’s obligations to reimburse the administrator for claims payments, and are primarily sourced from the collateral posted to the Company by Rasier and its affiliates to support their obligations under the indemnity agreements and the loss portfolio transfer reinsurance agreement with the Company.
(b) See “Reconciliation of Non-GAAP Measures”


James River Group Holdings, Ltd. and Subsidiaries Condensed Consolidated Income Statement Data (Unaudited)

	Three Months Ended March 31,
*($ in thousands, except for share data)*		2025			2024
REVENUES
Gross written premiums	$	294,361		$	330,810
Net written premiums		127,956			138,172

Net earned premiums		151,902			171,691
Net investment income		20,008			22,632
Net realized and unrealized (losses) gains on investments		(1,371	)		4,583
Other income		1,750			2,221
Total revenues		172,289			201,127

EXPENSES
Losses and loss adjustment expenses (a)		99,525			110,049
Other operating expenses		50,560			50,810
Other expenses		563			732
Interest expense		5,541			6,485
Intangible asset amortization and impairment		91			91
Total expenses		156,280			168,167
Income from continuing operations before income taxes		16,009			32,960
Income tax expense on continuing operations		5,021			9,452
Net income from continuing operations		10,988			23,508
Net loss from discontinued operations		(1,414	)		(8,105	)
NET INCOME		9,574			15,403
Dividends on Series A preferred shares		(1,969	)		(2,625	)
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS	$	7,605		$	12,778
ADJUSTED NET OPERATING INCOME (b)	$	9,102		$	14,832

INCOME (LOSS) PER COMMON SHARE
Basic
Continuing operations	$	0.20		$	0.55
Discontinued operations	$	(0.03	)	$	(0.21	)
	$	0.17		$	0.34
Diluted
Continuing operations (c)	$	0.18		$	0.53
Discontinued operations	$	(0.02	)	$	(0.18	)
	$	0.16		$	0.35

ADJUSTED NET OPERATING INCOME PER COMMON SHARE
Basic	$	0.20		$	0.39
Diluted (c)	$	0.19		$	0.39

Weighted-average common shares outstanding:
Basic		45,803,501			37,733,710
Diluted		59,659,075			44,638,969
Cash dividends declared per common share	$	0.01		$	0.05

Ratios:
Loss ratio		66.8	%		66.4	%
Expense ratio (d)		32.7	%		28.9	%
Combined ratio		99.5	%		95.3	%
Accident year loss ratio (e)		65.5	%		66.7	%

(a) Losses and loss adjustment expenses include benefits of $1.9 million and $4.0 million for deferred retroactive reinsurance gains (benefits) for the three months ended March 31, 2025 and 2024, respectively.
(b) See “Reconciliation of Non-GAAP Measures”.
(c) The outstanding Series A preferred shares were dilutive in both periods. Dividends on the Series A preferred shares were added back to the numerator of the calculation and common shares from an assumed conversion of the Series A preferred shares were included in the denominator.
(d) Calculated with a numerator comprising other operating expenses less gross fee income (in specific instances when the Company is not retaining insurance risk) included in “Other income” in our Condensed Consolidated Income Statements of $0.8 million and $1.3 million for the three months ended March 31, 2025 and 2024, respectively.
(e) Ratio of losses and loss adjustment expenses for the current accident year, excluding development on prior accident year reserves, to net earned premiums for the current year (excluding net earned premium adjustments on certain reinsurance treaties with reinstatement premiums associated with prior years).


James River Group Holdings, Ltd. and Subsidiaries Segment Results

EXCESS AND SURPLUS LINES

	Three Months Ended March 31,
*($ in thousands)*		2025			2024		% Change
Gross written premiums	$	213,243		$	213,691		(0.2	)%
Net written premiums	$	115,079		$	117,425		(2.0	)%

Net earned premiums	$	137,028		$	145,623		(5.9	)%
Losses and loss adjustment expenses excluding retroactive reinsurance		(88,804	)		(93,605	)	(5.1	)%
Underwriting expenses		(36,566	)		(33,527	)	9.1	%
Underwriting profit (a)	$	11,658		$	18,491		(37.0	)%

Ratios:
Loss ratio		64.8	%		64.3	%
Expense ratio		26.7	%		23.0	%
Combined ratio		91.5	%		87.3	%
Accident year loss ratio (b)		63.4	%		64.3	%

(a) See “Reconciliation of Non-GAAP Measures”.
(b) Ratio of losses and loss adjustment expenses for the current accident year, excluding development on prior accident year reserves, to net earned premiums for the current year (excluding net earned premium adjustments on certain reinsurance treaties with reinstatement premiums associated with prior years).


SPECIALTY ADMITTED INSURANCE

	Three Months Ended March 31,
*($ in thousands)*		2025			2024		% Change
Gross written premiums	$	81,118		$	117,119		(30.7	)%
Net written premiums	$	12,877		$	20,747		(37.9	)%

Net earned premiums	$	14,874		$	26,068		(42.9	)%
Losses and loss adjustment expenses		(12,649	)		(20,446	)	(38.1	)%
Underwriting expenses		(2,531	)		(4,836	)	(47.7	)%
Underwriting profit (a), (b)	$	(306	)	$	786		—

Ratios:
Loss ratio		85.0	%		78.4	%
Expense ratio		17.1	%		18.6	%
Combined ratio		102.1	%		97.0	%
Accident year loss ratio		85.9	%		80.1	%

(a) See “Reconciliation of Non-GAAP Measures”.
(b) Underwriting results for the three months ended March 31, 2025 and 2024 include gross fee income of $4.3 million and $5.3 million, respectively.

Underwriting Performance Ratios

The following table provides the underwriting performance ratios of the Company’s continuing operations inclusive of the business subject to retroactive reinsurance accounting. There is no economic impact to the Company over the life of a retroactive reinsurance contract so long as any additional losses subject to the contract are within the limit of the contract and the counterparty performs under the contract. Retroactive reinsurance accounting is not indicative of our current and ongoing operations. Management believes that providing loss ratios and combined ratios on business not subject to retroactive reinsurance accounting gives the users of our financial statements useful information in evaluating our current and ongoing operations.

	Three Months Ended March 31,
	2025		2024
Excess and Surplus Lines:
Loss Ratio	64.8	%	64.3	%
Impact of retroactive reinsurance	(1.4	)%	(2.7	)%
Loss Ratio including impact of retroactive reinsurance	63.4	%	61.6	%

Combined Ratio	91.5	%	87.3	%
Impact of retroactive reinsurance	(1.4	)%	(2.7	)%
Combined Ratio including impact of retroactive reinsurance	90.1	%	84.6	%

Consolidated:
Loss Ratio	66.8	%	66.4	%
Impact of retroactive reinsurance	(1.3	)%	(2.3	)%
Loss Ratio including impact of retroactive reinsurance	65.5	%	64.1	%

Combined Ratio	99.5	%	95.3	%
Impact of retroactive reinsurance	(1.3	)%	(2.3	)%
Combined Ratio including impact of retroactive reinsurance	98.2	%	93.0	%

RECONCILIATION OF NON-GAAP MEASURES

Underwriting Profit

The following table reconciles the underwriting profit by individual operating segment and for the entire Company to consolidated income from continuing operations before taxes. We believe that the disclosure of underwriting profit by individual segment and of the Company as a whole is useful to investors, analysts, rating agencies and other users of our financial information in evaluating our performance because our objective is to consistently earn underwriting profits. We evaluate the performance of our segments and allocate resources based primarily on underwriting profit. We define underwriting profit as net earned premiums and gross fee income (in specific instances when the Company is not retaining insurance risk) less losses and loss adjustment expenses on business from continuing operations not subject to retroactive reinsurance accounting and other operating expenses. Other operating expenses include the underwriting, acquisition, and insurance expenses of the operating segments and, for consolidated underwriting profit, the expenses of the Corporate and Other segment. Our definition of underwriting profit may not be comparable to that of other companies.

	Three Months Ended March 31,
*($ in thousands)*		2025			2024
Underwriting profit of the operating segments:
Excess and Surplus Lines	$	11,658		$	18,491
Specialty Admitted Insurance		(306	)		786
Total underwriting profit of operating segments		11,352			19,277
Other operating expenses of the Corporate and Other segment		(10,631	)		(11,137	)
Underwriting profit (a)		721			8,140
Losses and loss adjustment expenses – retroactive reinsurance		1,928			4,002
Net investment income		20,008			22,632
Net realized and unrealized gains on investments		(1,371	)		4,583
Other income (expense)		355			179
Interest expense		(5,541	)		(6,485	)
Amortization of intangible assets		(91	)		(91	)
Income from continuing operations before taxes	$	16,009		$	32,960

(a) Included in underwriting results for the three months ended March 31, 2025 and 2024 is gross fee income of $4.3 million and $5.3 million, respectively.

Adjusted Net Operating Income

We define adjusted net operating income as income available to common shareholders excluding a) income (loss) from discontinued operations, b) the impact of retroactive reinsurance accounting, c) net realized and unrealized gains (losses) on investments, d) certain non-operating expenses such as professional service fees related to certain lawsuits, various strategic initiatives, and the filing of registration statements for the offering of securities, e) severance costs associated with terminated employees, and f) deemed dividends recorded with the amendment of the Series A Preferred Shares. Adjusted net operating income should not be viewed as a substitute for net income calculated in accordance with GAAP, and our definition of adjusted net operating income may not be comparable to that of other companies.

Our income available to common shareholders reconciles to our adjusted net operating income as follows:

	Three Months Ended March 31,
		2025						2024
*($ in thousands)*	Income Before Taxes			Net Income			Income Before Taxes			Net Income
Income available to common shareholders	$	12,626		$	7,605		$	22,230		$	12,778
Loss from discontinued operations		1,414			1,414			8,105			8,105
Losses and loss adjustment expenses – retroactive reinsurance		(1,928	)		(1,523	)		(4,002	)		(3,162	)
Net realized and unrealized investment losses (gains)		1,371			1,083			(4,583	)		(3,621	)
Other expenses		563			523			732			732
Adjusted net operating income	$	14,046		$	9,102		$	22,482		$	14,832

Tangible Equity (per Share) and Tangible Common Equity (per Share)

We define tangible equity as shareholders’ equity plus mezzanine Series A Preferred Shares and the deferred retroactive reinsurance gain less goodwill and intangible assets, net of amortization. Tangible equity per share represents tangible equity divided by the sum of total common shares outstanding plus the common shares resulting from an assumed conversion of the outstanding Series A Preferred Shares into common shares (at the conversion price effective as of the last day of the applicable period). We define tangible common equity as tangible equity less mezzanine Series A Preferred Shares and tangible common equity per share represents tangible common equity divided by the total common shares outstanding. Our definitions of tangible equity and tangible equity per share may not be comparable to that of other companies, and they should not be viewed as a substitute for shareholders’ equity and shareholders’ equity per share calculated in accordance with GAAP. We use tangible equity and tangible common equity internally to evaluate the strength of our balance sheet and to compare returns relative to this measure. The following table reconciles shareholders’ equity to tangible equity and tangible common equity for March 31, 2025, December 31, 2024, March 31, 2024, and December 31, 2023.

	March 31, 2025		December 31, 2024		March 31, 2024		December 31, 2023
*($ in thousands, except for share data)*
Shareholders’ equity	$	484,480	$	460,915	$	539,537	$	534,621
Plus: Series A redeemable preferred shares		133,115		133,115		144,898		144,898
Plus: Deferred reinsurance gain		56,042		57,970		16,731		20,733
Less: Goodwill and intangible assets		214,190		214,281		214,553		214,644
Tangible equity	$	459,447	$	437,719	$	486,613	$	485,608
Less: Series A redeemable preferred shares		133,115		133,115		144,898		144,898
Tangible common equity	$	326,332	$	304,604	$	341,715	$	340,710

Common shares outstanding		45,892,706		45,644,318		37,822,340		37,641,563
Common shares from assumed conversion of Series A preferred shares		13,521,635		13,521,635		6,750,567		5,971,184
Common shares outstanding after assumed conversion of Series A preferred shares		59,414,341		59,165,953		44,572,907		43,612,747

Equity per share:
Shareholders’ equity	$	10.56	$	10.10	$	14.27	$	14.20
Tangible equity	$	7.73	$	7.40	$	10.92	$	11.13
Tangible common equity	$	7.11	$	6.67	$	9.03	$	9.05

_______________
¹ Adjusted net operating income, tangible common equity and adjusted net operating return on tangible common equity are non-GAAP financial measures. See “Non-GAAP Financial Measures” and “Reconciliation of Non-GAAP Financial Measures” at the end of this press release.
² The Company closed the sale of JRG Reinsurance Company Ltd. on April 16, 2024. The full financials for our former Casualty Reinsurance segment have been classified to discontinued operations for all periods and includes the final adjustment determination to the closing purchase price pursuant to the Stock Purchase Agreement.
³ Tangible common equity is a non-GAAP financial measures. See “Non-GAAP Financial Measures” and “Reconciliation of Non-GAAP Financial Measures” at the end of this press release.

The MIL Network –

May 6, 2025

MIL-OSI: James River Announces Excess and Surplus Lines Leadership Retirement and Succession Plan

Source: GlobeNewswire (MIL-OSI)

PEMBROKE, Bermuda, May 05, 2025 (GLOBE NEWSWIRE) — James River Group Holdings, Ltd. (“James River” or the “Company”) (NASDAQ: JRVR) announced today its plans for Todd Sutherland, current Senior Vice President, Management Liability within the Company’s Excess and Surplus Lines (“E&S”) segment, to succeed Richard Schmitzer as President of the E&S segment effective May 5, 2025. Mr. Schmitzer announced that he will step down as Chief Executive Officer of the E&S segment effective July 31, 2025, a position he has held since 2010, and retire during the fourth quarter of 2025 after more than 45 years in the insurance industry.

“Richard Schmitzer has chosen to retire after a long and highly successful insurance career spanning over four decades,” said Frank D’Orazio, the Company’s Chief Executive Officer. “Under Richard’s leadership, we have built a meaningfully relevant and resilient E&S business. We are grateful for his many contributions to the organization and wish him well in his retirement.”

“It has been an honor to serve as President and CEO of James River’s E&S segment, and I am very proud of our team, our relationship with the market and the franchise we have built,” said Mr. Schmitzer. “I am committed to working with Todd and the leadership team to achieve a seamless transition as we continue to execute on our strategic priorities and plans.”

In his new role, Mr. Sutherland will report directly to Mr. D’Orazio and will remain based in Richmond, Virginia, the headquarters of the Company’s E&S segment. Concurrent with the succession plan, the title of E&S segment Chief Executive Officer will be retired in lieu of segment President.

Mr. Sutherland joined James River in 2023 to establish the Management Liability division of the Company, aligned with efforts to drive diversified profitable growth across the E&S product portfolio. With over thirty years of industry experience, Mr. Sutherland previously served as Head of the US Central Zone at AXA XL (“AXA”) with oversight of a multi-billion-dollar portfolio of diversified property and casualty lines. Prior to AXA, Mr. Sutherland spent 13 years at Allied World Assurance Company, where he led the development and build out of the US Central Region across all commercial lines. Mr. Sutherland has also held underwriting management roles at Axis Capital and American International Group earlier in his career. He is a graduate of Miami University.

“On behalf of our entire organization, I am very excited to announce our plan for Todd to become our next E&S segment President,” said Mr. D’Orazio. “Todd is a proven leader with a track record of building and leading substantial, profitable businesses at several specialty insurance organizations. Our history together, and his most recent assignment at James River, give me great confidence in his ability to lead and inspire our organization to achieve continued success and reach new heights in the years to come.”

“Richard and his team have built a powerful franchise in the E&S marketplace, and I am thrilled to be in a position to lead the business as we continue to execute on our strategic plan of profitable growth,” said Mr. Sutherland. “I look forward to working with my colleagues across the Company as we deliver exceptional products and best in class service.”

Forward Looking Statements

This press release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. In some cases, such forward-looking statements may be identified by terms such as believe, expect, seek, may, will, should, intend, project, anticipate, plan, estimate, guidance or similar words. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Although it is not possible to identify all of these risks and uncertainties, they include, among others, the following: the inherent uncertainty of estimating reserves and the possibility that incurred losses may be greater than our estimate used to compute loss and loss adjustment expense reserves; inaccurate estimates and judgments in our risk management may expose us to greater risks than intended; downgrades in the financial strength rating or outlook of our regulated insurance subsidiaries impacting our competitive position and ability to attract and retain insurance business that our subsidiaries write and ultimately our financial condition; the potential loss of key members of our management team or key employees, and our ability to attract and retain personnel; adverse economic and competitive factors resulting in the sale of fewer policies than expected or an increase in the frequency or severity of claims, or both; the impact of a higher than expected inflationary environment on our reserves, loss adjustment expenses, the values of our investments and investment returns, and our compensation expenses; exposure to credit risk, interest rate risk and other market risk in our investment portfolio and our reinsurers; reliance on a select group of brokers and agents for a significant portion of our business and the impact of our potential failure to maintain such relationships; reliance on a select group of customers for a significant portion of our business and the impact of our potential failure to maintain, or decision to terminate, such relationships; our ability to obtain insurance and reinsurance coverage at prices and on terms that allow us to transfer risk, adequately protect our Company against financial loss and that supports our growth plans; losses resulting from reinsurance counterparties failing to pay us on reinsurance claims, insurance companies with whom we have a fronting arrangement failing to pay us for claims, or a former customer with whom we have an indemnification arrangement failing to perform its reimbursement obligations, and our potential inability to demand or maintain adequate collateral to mitigate such risks; the inherent uncertainty of estimating reinsurance recoverable on unpaid losses and the possibility that reinsurance may be less than our estimate of reinsurance recoverable on unpaid losses; inadequacy of premiums we charge to compensate us for our losses incurred; changes in laws or government regulation, including tax or insurance laws and regulations; changes in U.S. tax laws (including associated regulations) and the interpretation of certain provisions applicable to insurance/reinsurance businesses with U.S. and non-U.S. operations, which may be retroactive and could have a significant effect on us including, among other things, by potentially increasing our tax rate, as well as on our shareholders; in the event we did not qualify for the insurance company exception to the passive foreign investment company (“PFIC”) rules and were therefore considered a PFIC, there could be material adverse tax consequences to an investor that is subject to U.S. federal income taxation; the Company or its foreign subsidiary becoming subject to U.S. federal income taxation; a failure of any of the loss limitations or exclusions we utilize to shield us from unanticipated financial losses or legal exposures, or other liabilities; losses from catastrophic events, such as natural disasters and terrorist acts, which substantially exceed our expectations and/or exceed the amount of reinsurance we have purchased to protect us from such events; potential effects on our business of emerging claim and coverage issues; the potential impact of internal or external fraud, operational errors, systems malfunctions or cyber security incidents; our ability to manage our growth effectively; failure to maintain effective internal controls in accordance with the Sarbanes-Oxley Act of 2002, as amended; changes in our financial condition, regulations or other factors that may restrict our subsidiaries’ ability to pay us dividends; and an adverse result in any litigation or legal proceedings we are or may become subject to. Additional information about these risks and uncertainties, as well as others that may cause actual results to differ materially from those in the forward-looking statements, is contained in our filings with the U.S. Securities and Exchange Commission (“SEC”), including our most recently filed Annual Report on Form 10-K. These forward-looking statements speak only as of the date of this release and the Company does not undertake any obligation to update or revise any forward-looking information to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

About James River Group Holdings, Ltd.

James River Group Holdings, Ltd. is a Bermuda-based insurance holding company that owns and operates a group of specialty insurance companies. The Company operates in two specialty property-casualty insurance segments: Excess and Surplus Lines and Specialty Admitted Insurance. Each of the Company’s regulated insurance subsidiaries are rated “A-” (Excellent) by A.M. Best Company. Visit James River Group Holdings, Ltd. on the web at www.jrvrgroup.com.

Zachary Shytle
Senior Analyst, Investor Relations and Investments
(980) 249-6848
InvestorRelations@james-river-group.com

The MIL Network –

May 6, 2025

MIL-OSI: Vimeo Q1 2025 Shareholder Letter Available on Company’s IR Site

Source: GlobeNewswire (MIL-OSI)

NEW YORK, May 05, 2025 (GLOBE NEWSWIRE) — Vimeo posted its first quarter 2025 shareholder letter on the investor relations section of its website at https://www.vimeo.com/investors. Vimeo will live stream a video conference to answer questions regarding its first quarter results today at 5:00 p.m. Eastern Time. This live stream will include disclosure of certain information, including forward-looking information, which may be material to an investor’s understanding of Vimeo’s business. The live stream will be open to the public at https://www.vimeo.com/investors.

About Vimeo
Vimeo (NASDAQ: VMEO) is the world’s most innovative video experience platform. We enable anyone to create high-quality video experiences to better connect and bring ideas to life. We proudly serve our community of millions of users – from creative storytellers to globally distributed teams at the world’s largest companies – whose videos receive billions of views each month. Learn more at www.vimeo.com.

Contact Us

Vimeo Investor Relations
ir@vimeo.com

Vimeo Communications
Ronda Morra
press@vimeo.com

The MIL Network –

May 6, 2025

MIL-OSI: Palomar Holdings, Inc. Reports First Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

LA JOLLA, Calif., May 05, 2025 (GLOBE NEWSWIRE) — Palomar Holdings, Inc. (NASDAQ:PLMR) (“Palomar” or “Company”) reported net income of $42.9 million, or $1.57 per diluted share, for the first quarter of 2025 compared to net income of $26.4 million, or $1.04 per diluted share, for the first quarter of 2024. Adjusted net income⁽¹⁾ was $51.3 million, or $1.87 per diluted share, for the first quarter of 2025 as compared to $27.8 million, or $1.09 per diluted share, for the first quarter of 2024.

First Quarter 2025 Highlights

Gross written premiums increased by 20.1% to $442.2 million compared to $368.1 million in the first quarter of 2024
Net income of $42.9 million compared to $26.4 million in the first quarter of 2024
Adjusted net income⁽¹⁾ increased 84.6% to $51.3 million compared to $27.8 million in the first quarter of 2024
Total loss ratio of 23.6% compared to 24.9% in the first quarter of 2024
Catastrophe loss ratio⁽¹⁾ of -0.3% compared to 3.1% in the first quarter of 2024
Combined ratio of 73.1% compared to 76.9% in the first quarter of 2024
Adjusted combined ratio⁽¹⁾ of 68.5% compared to 73.0%, in the first quarter of 2024
Adjusted combined ratio excluding catastrophe losses⁽¹⁾ of 68.9% compared to 69.8%, in the first quarter of 2024
Annualized return on equity of 22.6% compared to 21.7% in the first quarter of 2024
Annualized adjusted return on equity⁽¹⁾ of 27.0% compared to 22.9% in the first quarter of 2024

^{(1) See discussion of “Non-GAAP and Key Performance Indicators” below.}

Mac Armstrong, Chairman and Chief Executive Officer, commented, “I am very pleased with our strong start to 2025, as our first quarter saw sustained gross written premium growth and record adjusted net income. The quarter featured 85% adjusted net income growth, a 69% adjusted combined ratio, and a 27% adjusted ROE. Our results demonstrate our continued execution of the Palomar 2X strategic imperative as well as concerted efforts to build a leading specialty insurance franchise with a resilient and diversified portfolio.  Our 20% gross written premium growth was driven by both new products like Crop and Casualty as well as our balanced mix of residential and commercial property products. Importantly, our same-store premium growth rate was 37%⁽²⁾, demonstrating the strong underlying momentum that exists across our portfolio of specialty products.”  

Mr. Armstrong continued, “Beyond our financial performance, we remain focused on executing all our 2025 strategic imperatives. We continue to make investments across our organization, including the successful acquisition of Advanced AgProtection. This acquisition enhances the talent and operational scale of our Crop franchise and is expected to strengthen the near-term and long-term prospects of Palomar.” 

^{(2) Excludes the impact of lines of business exited or discontinued since prior year.}

Underwriting Results

Gross written premiums increased 20.1% to $442.2 million compared to $368.1 million in the first quarter of 2024, while net earned premiums increased 52.1% compared to the prior year’s first quarter.

Losses and loss adjustment expenses for the first quarter were $38.7 million, comprised of $39.2 million of attritional losses, offset by $0.5 million of favorable development on prior year catastrophe events. The loss ratio for the quarter was 23.6%, comprised of an attritional loss ratio of 23.9% and a catastrophe loss ratio⁽¹⁾ of -0.3% compared to a loss ratio of 24.9% during the same period last year comprised of an attritional loss ratio of 21.8% and a catastrophe loss ratio⁽¹⁾ of 3.1%.

Underwriting income⁽¹⁾ for the first quarter was $44.1 million resulting in a combined ratio of 73.1% compared to underwriting income of $25.0 million resulting in a combined ratio of 76.9% during the same period last year. The Company’s adjusted underwriting income⁽¹⁾ was $51.6 million resulting in an adjusted combined ratio⁽¹⁾ of 68.5% in the first quarter compared to adjusted underwriting income⁽¹⁾ of $29.2 million and an adjusted combined ratio⁽¹⁾ of 73.0% during the same period last year. The Company’s adjusted combined ratio excluding catastrophe losses⁽¹⁾ was 68.9% compared to 69.8% during the same period last year.

Investment Results
Net investment income increased by 69.1% to $12.1 million compared to $7.1 million in the prior year’s first quarter. The increase was primarily due to higher yields on invested assets and a higher average balance of investments held during the three months ended March 31, 2025 due to cash generated from operations and proceeds from the August 2024 public offering. The weighted average duration of the fixed-maturity investment portfolio, including cash equivalents, was 4.09 years at March 31, 2025. Cash and invested assets totaled $1.2 billion at March 31, 2025. During the first quarter, the Company recorded $2.3 million net realized and unrealized losses related to its investment portfolio as compared to net realized and unrealized gains of $3.0 million during the same period last year.

Tax Rate
The effective tax rate for the three months ended March 31, 2025 was 20.1% compared to 23.2% for the three months ended March 31, 2024. For the current quarter, the Company’s income tax rate differed from the statutory rate due primarily to the tax impact of the permanent component of employee stock options offset by non-deductible executive compensation expense.

Stockholders’ Equity and Returns
Stockholders’ equity was $790.4 million at March 31, 2025, compared to $501.7 million at March 31, 2024. For the three months ended March 31, 2025, the Company’s annualized return on equity was 22.6% compared to 21.7% for the same period in the prior year while adjusted return on equity⁽¹⁾ was 27.0% compared to 22.9% for the same period in the prior year.

Full Year 2025 Outlook
For the full year 2025, the Company expects to achieve adjusted net income of $186 million to $200 million, an increase from the Company’s initial outlook of adjusted net income of $180 million to $192 million. This range includes an estimate of $8 million to $12 million of catastrophe losses for the remainder of the year.

Conference Call
As previously announced, Palomar will host a conference call Tuesday, May 6, 2025, to discuss its first quarter 2025 results at 12:00 p.m. (Eastern Time). The conference call can be accessed live by dialing 1-877-423-9813 or for international callers, 1-201-689-8573, and requesting to be joined to the Palomar First Quarter 2025 Earnings Conference Call. A replay will be available starting at 4:00 p.m. (Eastern Time) on May 6, 2025, and can be accessed by dialing 1-844-512-2921, or for international callers, 1-412-317-6671. The passcode for the replay is 13752911. The replay will be available until 11:59 p.m. (Eastern Time) on May 13, 2025.

Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the investor relations section of the Company’s website at http://ir.palomarspecialty.com/. The online replay will remain available for a limited time beginning immediately following the call.

About Palomar Holdings, Inc.
Palomar Holdings, Inc. is the holding company of subsidiaries Palomar Specialty Insurance Company (“PSIC”), Palomar Specialty Reinsurance Company Bermuda Ltd. (“PSRE”), Palomar Insurance Agency, Inc., Palomar Excess and Surplus Insurance Company (“PESIC”), Palomar Underwriters Exchange Organization, Inc. (“PUEO”), First Indemnity of America Insurance Co. (“FIA”), and Palomar Crop Insurance Services, Inc. (“PCIS”). Palomar’s consolidated results also include Laulima Exchange (“Laulima”), a variable interest entity for which the Company is the primary beneficiary. Palomar is an innovative specialty insurer serving residential and commercial clients in five product categories: Earthquake, Inland Marine and Other Property, Casualty, Fronting, and Crop. Palomar’s insurance subsidiaries, PSIC, PSRE, and PESIC, have a financial strength rating of “A” (Excellent) from A.M. Best. FIA carries an “A-” (Stable) rating from A.M. Best.

To learn more, visit PLMR.com.

Non-GAAP and Key Performance Indicators

Palomar discusses certain key performance indicators, described below, which provide useful information about the Company’s business and the operational factors underlying the Company’s financial performance.

Underwriting revenue is a non-GAAP financial measure defined as total revenue, excluding net investment income and net realized and unrealized gains and losses on investments. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of total revenue calculated in accordance with GAAP to underwriting revenue.

Underwriting income is a non-GAAP financial measure defined as income before income taxes excluding net investment income, net realized and unrealized gains and losses on investments, and interest expense. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of income before income taxes calculated in accordance with GAAP to underwriting income.

Adjusted net income is a non-GAAP financial measure defined as net income excluding the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook, net of tax impact. Palomar calculates the tax impact only on adjustments which would be included in calculating the Company’s income tax expense using the estimated tax rate at which the company received a deduction for these adjustments. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of net income calculated in accordance with GAAP to adjusted net income.

Annualized Return on equity is net income expressed on an annualized basis as a percentage of average beginning and ending stockholders’ equity during the period.

Annualized adjusted return on equity is a non-GAAP financial measure defined as adjusted net income expressed on an annualized basis as a percentage of average beginning and ending stockholders’ equity during the period. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of return on equity calculated using unadjusted GAAP numbers to adjusted return on equity.

Loss ratio, expressed as a percentage, is the ratio of losses and loss adjustment expenses, to net earned premiums.

Expense ratio, expressed as a percentage, is the ratio of acquisition and other underwriting expenses, net of commission and other income to net earned premiums.

Combined ratio is defined as the sum of the loss ratio and the expense ratio. A combined ratio under 100% generally indicates an underwriting profit. A combined ratio over 100% generally indicates an underwriting loss.

Adjusted combined ratio is a non-GAAP financial measure defined as the sum of the loss ratio and the expense ratio calculated excluding the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of combined ratio calculated using unadjusted GAAP numbers to adjusted combined ratio.

Diluted adjusted earnings per share is a non-GAAP financial measure defined as adjusted net income divided by the weighted-average common shares outstanding for the period, reflecting the dilution which could occur if equity-based awards are converted into common share equivalents as calculated using the treasury stock method. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of diluted earnings per share calculated in accordance with GAAP to diluted adjusted earnings per share.

Catastrophe loss ratio is a non-GAAP financial measure defined as the ratio of catastrophe losses to net earned premiums. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of loss ratio calculated using unadjusted GAAP numbers to catastrophe loss ratio.

Adjusted combined ratio excluding catastrophe losses is a non-GAAP financial measure defined as adjusted combined ratio excluding the impact of catastrophe losses. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of combined ratio calculated using unadjusted GAAP numbers to adjusted combined ratio excluding catastrophe losses.

Adjusted underwriting income is a non-GAAP financial measure defined as underwriting income excluding the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of income before income taxes calculated in accordance with GAAP to adjusted underwriting income.

Tangible stockholders’ equity is a non-GAAP financial measure defined as stockholders’ equity less goodwill and intangible assets. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of stockholders’ equity calculated in accordance with GAAP to tangible stockholders’ equity.

Safe Harbor Statement
Palomar cautions you that statements contained in this press release may regard matters that are not historical facts but are forward-looking statements. These statements are based on the company’s current beliefs and expectations. The inclusion of forward-looking statements should not be regarded as a representation by Palomar that any of its plans will be achieved. Actual results may differ from those set forth in this press release due to the risks and uncertainties inherent in the Company’s business. The forward-looking statements are typically, but not always, identified through use of the words “believe,” “expect,” “enable,” “may,” “will,” “could,” “intends,” “estimate,” “anticipate,” “plan,” “predict,” “probable,” “potential,” “possible,” “should,” “continue,” and other words of similar meaning. Actual results could differ materially from the expectations contained in forward-looking statements as a result of several factors, including unexpected expenditures and costs, unexpected results or delays in development and regulatory review, regulatory approval requirements, the frequency and severity of adverse events and competitive conditions. These and other factors that may result in differences are discussed in greater detail in the Company’s filings with the Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and the Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Contact
Media Inquiries
Lindsay Conner
1-551-206-6217
lconner@plmr.com

Investor Relations
Jamie Lillis
1-203-428-3223
investors@plmr.com

Source: Palomar Holdings, Inc.

Summary of Operating Results:

The following tables summarize the Company’s results for the three months ended March 31, 2025 and 2024:

	Three Months Ended
	March 31,
	2025			2024			Change			% Change
	($ in thousands, except per share data)
Gross written premiums	$	442,163		$	368,078		$	74,085			20.1	%
Ceded written premiums		(230,745	)		(228,171	)		(2,574	)		1.1	%
Net written premiums		211,418			139,907			71,511			51.1	%
Net earned premiums		164,070			107,866			56,204			52.1	%
Commission and other income		830			528			302			57.2	%
Total underwriting revenue ⁽¹⁾		164,900			108,394			56,506			52.1	%
Losses and loss adjustment expenses		38,743			26,837			11,906			44.4	%
Acquisition expenses, net of ceding commissions and fronting fees		46,359			31,798			14,561			45.8	%
Other underwriting expenses		35,733			24,804			10,929			44.1	%
Underwriting income ⁽¹⁾		44,065			24,955			19,110			76.6	%
Interest expense		(85	)		(740	)		655			(88.5	)%
Net investment income		12,071			7,139			4,932			69.1	%
Net realized and unrealized (losses) gains on investments		(2,338	)		3,002			(5,340	)		(177.9	)%
Income before income taxes		53,713			34,356			19,357			56.3	%
Income tax expense		10,791			7,974			2,817			35.3	%
Net income	$	42,922		$	26,382		$	16,540			62.7	%
Adjustments:
Net realized and unrealized losses (gains) on investments		2,338			(3,002	)		5,340			(177.9	)%
Expenses associated with transactions		2,088			—			2,088			—	%
Stock-based compensation expense		4,745			3,820			925			24.2	%
Amortization of intangibles		707			390			317			81.3	%
Tax impact		(1,494	)		204			(1,698	)		NM
Adjusted net income ⁽¹⁾	$	51,306		$	27,794		$	23,512			84.6	%
Key Financial and Operating Metrics
Annualized return on equity		22.6	%		21.7	%
Annualized adjusted return on equity ⁽¹⁾		27.0	%		22.9	%
Loss ratio		23.6	%		24.9	%
Expense ratio		49.5	%		52.0	%
Combined ratio		73.1	%		76.9	%
Adjusted combined ratio ⁽¹⁾		68.5	%		73.0	%
Diluted earnings per share	$	1.57		$	1.04
Diluted adjusted earnings per share ⁽¹⁾	$	1.87		$	1.09
Catastrophe losses	$	(542	)	$	3,359
Catastrophe loss ratio ⁽¹⁾		(0.3	)%		3.1	%
Adjusted combined ratio excluding catastrophe losses ⁽¹⁾		68.9	%		69.8	%
Adjusted underwriting income ⁽¹⁾	$	51,605		$	29,165		$	22,440			76.9	%
NM – not meaningful

^{(1) Indicates Non-GAAP financial measure – see above for definition of Non-GAAP financial measures and see below for reconciliation of Non-GAAP financial measures to their most directly comparable measures prepared in accordance with GAAP.}

Condensed Consolidated Balance sheets

Palomar Holdings, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets (unaudited)

(in thousands, except shares and par value data)

	March 31,			December 31,
	2025			2024
	(Unaudited)
Assets
Investments:
Fixed maturity securities available for sale, at fair value (amortized cost: $1,015,892 in 2025; $973,330 in 2024)	$	991,759		$	939,046
Equity securities, at fair value (cost: $44,462 in 2025; $32,987 in 2024)		44,367			40,529
Equity method investment		2,259			2,277
Other investments		11,031			5,863
Total investments		1,049,416			987,715
Cash and cash equivalents		119,312			80,438
Restricted cash		15			101
Accrued investment income		8,590			8,440
Premiums receivable		334,247			305,724
Deferred policy acquisition costs, net of ceding commissions and fronting fees		102,861			94,881
Reinsurance recoverable on paid losses and loss adjustment expenses		30,361			47,076
Reinsurance recoverable on unpaid losses and loss adjustment expenses		361,227			348,083
Ceded unearned premiums		295,275			276,237
Prepaid expenses and other assets		92,292			91,086
Deferred tax assets, net		5,596			8,768
Property and equipment, net		2,393			429
Goodwill and intangible assets, net		24,925			13,242
Total assets	$	2,426,510		$	2,262,220
Liabilities and stockholders’ equity
Liabilities:
Accounts payable and other accrued liabilities	$	65,405		$	70,079
Reserve for losses and loss adjustment expenses		543,889			503,382
Unearned premiums		813,462			741,692
Ceded premium payable		179,105			190,168
Funds held under reinsurance treaty		34,200			27,869
Total liabilities		1,636,061			1,533,190
Stockholders’ equity:
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, 0 shares issued and outstanding as of March 31, 2025 and December 31, 2024		—			—
Common stock, $0.0001 par value, 500,000,000 shares authorized, 26,735,132 and 26,529,402 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively		3			3
Additional paid-in capital		501,950			493,656
Accumulated other comprehensive loss		(16,642	)		(26,845	)
Retained earnings		305,138			262,216
Total stockholders’ equity		790,449			729,030
Total liabilities and stockholders’ equity	$	2,426,510		$	2,262,220

Condensed Consolidated Income Statement

Palomar Holdings, Inc. and Subsidiaries

Condensed Consolidated Statements of Income and Comprehensive Income (loss) (Unaudited)

(in thousands, except shares and per share data)

	Three Months Ended
	March 31,
	2025			2024
Revenues:
Gross written premiums	$	442,163		$	368,078
Ceded written premiums		(230,745	)		(228,171	)
Net written premiums		211,418			139,907
Change in unearned premiums		(47,348	)		(32,041	)
Net earned premiums		164,070			107,866
Net investment income		12,071			7,139
Net realized and unrealized (losses) gains on investments		(2,338	)		3,002
Commission and other income		830			528
Total revenues		174,633			118,535
Expenses:
Losses and loss adjustment expenses		38,743			26,837
Acquisition expenses, net of ceding commissions and fronting fees		46,359			31,798
Other underwriting expenses		35,733			24,804
Interest expense		85			740
Total expenses		120,920			84,179
Income before income taxes		53,713			34,356
Income tax expense		10,791			7,974
Net income	$	42,922		$	26,382
Other comprehensive income, net:
Net unrealized gains (losses) on securities available for sale		10,203			(2,514	)
Net comprehensive income	$	53,125		$	23,868
Per Share Data:
Basic earnings per share	$	1.61		$	1.06
Diluted earnings per share	$	1.57		$	1.04

Weighted-average common shares outstanding:
Basic		26,658,106			24,862,367
Diluted		27,399,997			25,468,564

Underwriting Segment Data

The Company has a single reportable segment and offers specialty insurance products. Gross written premiums (GWP) by product, location and company are presented below:

	Three Months Ended March 31,
	2025					2024
	($ in thousands)
			% of					% of						%
	Amount		GWP			Amount		GWP			Change			Change
Product
Earthquake	$	130,245		29.5	%	$	105,729		28.7	%	$	24,516			23.2	%
Casualty		110,487		25.0	%		51,935		14.1	%		58,552			112.7	%
Inland Marine and Other Property		99,284		22.5	%		76,876		20.9	%		22,408			29.1	%
Fronting		53,927		12.2	%		94,831		25.8	%		(40,904	)		(43.1	)%
Crop		48,220		10.9	%		38,707		10.5	%		9,513			24.6	%
Total Gross Written Premiums	$	442,163		100.0	%	$	368,078		100.0	%	$	74,085			20.1	%

	Three Months Ended March 31,
	2025					2024
	($ in thousands)
			% of					% of
	Amount		GWP			Amount		GWP
State
California	$	139,723		31.6	%	$	157,217		42.7	%
Texas		44,991		10.2	%		40,795		11.1	%
Hawaii		20,358		4.6	%		12,516		3.4	%
Florida		18,641		4.2	%		13,924		3.8	%
Washington		15,669		3.5	%		12,002		3.3	%
New York		14,597		3.3	%		8,030		2.2	%
New Mexico		12,395		2.8	%		7,469		2.0	%
Colorado		12,168		2.8	%		9,605		2.6	%
Other		163,621		37.0	%		106,520		28.9	%
Total Gross Written Premiums	$	442,163		100.0	%	$	368,078		100.0	%

	Three Months Ended March 31,
	2025					2024
	($ in thousands)
			% of					% of
	Amount		GWP			Amount		GWP
Subsidiary
PSIC	$	230,917		52.2	%	$	222,657		60.5	%
PESIC		190,786		43.1	%		136,493		37.1	%
Laulima		16,037		3.7	%		8,928		2.4	%
FIA		4,423		1.0	%		—		—	%
Total Gross Written Premiums	$	442,163		100.0	%	$	368,078		100.0	%

Gross and net earned premiums

The table below shows the amount of premiums the Company earned on a gross and net basis and the Company’s net earned premiums as a percentage of gross earned premiums for each period presented:

	Three Months Ended
	March 31,
	2025			2024			Change			% Change
	($ in thousands)
Gross earned premiums	$	375,776		$	302,872		$	72,904			24.1	%
Ceded earned premiums		(211,706	)		(195,006	)		(16,700	)		8.6	%
Net earned premiums	$	164,070		$	107,866		$	56,204			52.1	%

Net earned premium ratio		43.7	%		35.6	%

Loss detail

	Three Months Ended
	March 31,
	2025			2024			Change			% Change
	($ in thousands)
Catastrophe losses	$	(542	)	$	3,359		$	(3,901	)		(116.1	)%
Non-catastrophe losses		39,285			23,478			15,807			67.3	%
Total losses and loss adjustment expenses	$	38,743		$	26,837		$	11,906			44.4	%

Catastrophe loss ratio		(0.3	)%		3.1	%
Non-catastrophe loss ratio		23.9	%		21.8	%
Total loss ratio		23.6	%		24.9	%

The following table represents a reconciliation of changes in the ending reserve balances for losses and loss adjustment expenses:

	Three Months Ended March 31,
	2025			2024
	(in thousands)
Reserve for losses and LAE net of reinsurance recoverables at beginning of period	$	155,299		$	97,653
Add: Balance acquired from FIA⁽¹⁾		6,788			—
Add: Incurred losses and LAE, net of reinsurance, related to:
Current year		43,059			26,333
Prior years		(4,316	)		504
Total incurred		38,743			26,837
Deduct: Loss and LAE payments, net of reinsurance, related to:
Current year		4,998			4,895
Prior years		13,170			9,432
Total payments		18,168			14,327
Reserve for losses and LAE net of reinsurance recoverables at end of period		182,662			110,163
Add: Reinsurance recoverables on unpaid losses and LAE at end of period		361,227			292,024
Reserve for losses and LAE gross of reinsurance recoverables on unpaid losses and LAE at end of period	$	543,889		$	402,187

^{(1) Represents amounts recognized in Reserve for losses and LAE net of reinsurance recoverables upon acquisition of FIA on 1/1/2025, in accordance with ASC 805, Business Combinations.}

Reconciliation of Non-GAAP Financial Measures

For the three months ended March 31, 2025 and 2024, the Non-GAAP financial measures discussed above reconcile to their most comparable GAAP measures as follows:

Underwriting revenue

	Three Months Ended
	March 31,
	2025			2024
	(in thousands)
Total revenue	$	174,633		$	118,535
Net investment income		(12,071	)		(7,139	)
Net realized and unrealized losses (gains) on investments		2,338			(3,002	)
Underwriting revenue	$	164,900		$	108,394

Underwriting income and adjusted underwriting income

	Three Months Ended
	March 31,
	2025			2024
	(in thousands)
Income before income taxes	$	53,713		$	34,356
Net investment income		(12,071	)		(7,139	)
Net realized and unrealized losses (gains) on investments		2,338			(3,002	)
Interest expense		85			740
Underwriting income	$	44,065		$	24,955
Expenses associated with transactions		2,088			—
Stock-based compensation expense		4,745			3,820
Amortization of intangibles		707			390
Adjusted underwriting income	$	51,605		$	29,165

Adjusted net income

	Three Months Ended
	March 31,
	2025			2024
	(in thousands)
Net income	$	42,922		$	26,382
Adjustments:
Net realized and unrealized losses (gains) on investments		2,338			(3,002	)
Expenses associated with transactions		2,088			—
Stock-based compensation expense		4,745			3,820
Amortization of intangibles		707			390
Tax impact		(1,494	)		204
Adjusted net income	$	51,306		$	27,794

Annualized adjusted return on equity

	Three Months Ended
	March 31,
	2025			2024
	(in thousands)

Annualized adjusted net income	$	205,224		$	111,176
Average stockholders’ equity	$	759,739		$	486,455
Annualized adjusted return on equity		27.0	%		22.9	%

Adjusted combined ratio

	Three Months Ended
	March 31,
	2025			2024
	(in thousands)
Numerator: Sum of losses and loss adjustment expenses, acquisition expenses, and other underwriting expenses, net of commission and other income	$	120,005		$	82,911
Denominator: Net earned premiums	$	164,070		$	107,866
Combined ratio		73.1	%		76.9	%
Adjustments to numerator:
Expenses associated with transactions	$	(2,088	)	$	—
Stock-based compensation expense		(4,745	)		(3,820	)
Amortization of intangibles		(707	)		(390	)
Adjusted combined ratio		68.5	%		73.0	%

Diluted adjusted earnings per share

	Three Months Ended
	March 31,
	2025		2024
	(in thousands, except per share data)

Adjusted net income	$	51,306	$	27,794
Weighted-average common shares outstanding, diluted		27,399,997		25,468,564
Diluted adjusted earnings per share	$	1.87	$	1.09

Catastrophe loss ratio

	Three Months Ended
	March 31,
	2025			2024
	(in thousands)
Numerator: Losses and loss adjustment expenses	$	38,743		$	26,837
Denominator: Net earned premiums	$	164,070		$	107,866
Loss ratio		23.6	%		24.9	%

Numerator: Catastrophe losses	$	(542	)	$	3,359
Denominator: Net earned premiums	$	164,070		$	107,866
Catastrophe loss ratio		(0.3	)%		3.1	%

Adjusted combined ratio excluding catastrophe losses

	Three Months Ended
	March 31,
	2025			2024
	(in thousands)
Numerator: Sum of losses and loss adjustment expenses, acquisition expenses, and other underwriting expenses, net of commission and other income	$	120,005		$	82,911
Denominator: Net earned premiums	$	164,070		$	107,866
Combined ratio		73.1	%		76.9	%
Adjustments to numerator:
Expenses associated with transactions	$	(2,088	)	$	—
Stock-based compensation expense		(4,745	)		(3,820	)
Amortization of intangibles		(707	)		(390	)
Catastrophe losses		542			(3,359	)
Adjusted combined ratio excluding catastrophe losses		68.9	%		69.8	%

Tangible Stockholders’ equity

	March 31,			December 31,
	2025			2024
	(in thousands)
Stockholders’ equity	$	790,449		$	729,030
Goodwill and intangible assets		(24,925	)		(13,242	)
Tangible stockholders’ equity	$	765,524		$	715,788

The MIL Network –

May 6, 2025

MIL-OSI: TWFG, Inc. To Announce First Quarter 2025 Financial Results on Tuesday, May 13, 2025.

Source: GlobeNewswire (MIL-OSI)

THE WOODLANDS, Texas, May 05, 2025 (GLOBE NEWSWIRE) — TWFG, Inc. (NASDAQ: TWFG), a leading independent insurance distribution platform, announced today that it will release its financial results for the first quarter ended March 31, 2025, after the market closes on Tuesday, May 13, 2025.

The Company will host a conference call to discuss its financial results the following morning, Wednesday, May 14, 2025, at 8:00 a.m. Central Time (9:00 a.m. Eastern Time).

TO ACCESS THE CALL BY PHONE, PARTICIPANTS CAN REGISTER AT THIS LINK WHERE THEY WILL BE PROVIDED WITH THE DIAL IN DETAILS.

A live webcast of the call will be available on TWFG’s Investor Relations website at investors.twfg.com. Interested parties are encouraged to register and access the webcast at least 10 minutes prior to the scheduled start time.

A replay of the webcast will be available on the Investor Relations website for a limited time following the call.

About TWFG

TWFG, Inc. (NASDAQ: TWFG) is a leading insurance distribution platform providing innovative and personalized insurance solutions to individuals and businesses across the United States. Founded with a commitment to service, professionalism, and entrepreneurial spirit, TWFG empowers its extensive network of agents to deliver client-focused insurance options across a broad array of personal and commercial lines. For more information, please visit www.twfg.com.

Investor Contact:

Gene Padgett
TWFG, Inc. – Chief Accounting Officer
Email: gene.padgett@twfg.com

PR Contact:
Alex Bunch
TWFG, Inc. – CMO
E-mail: alex@twfg.com

The MIL Network –

May 6, 2025

MIL-OSI: Northfield Capital Announces Transaction to Acquire Remaining Minority Interest of Northfield Aviation

Source: GlobeNewswire (MIL-OSI)

TORONTO, May 05, 2025 (GLOBE NEWSWIRE) — Northfield Capital Corporation (TSX-V: NFD.A) (“Northfield” or the “Corporation”) is pleased to announce that its wholly-owned subsidiary, Spruce Goose Aviation Inc. (“Spruce Goose”), has entered into a share purchase agreement dated May 5, 2025 (the “Share Purchase Agreement”) with Iain Hayden (the “Vendor”), to acquire all of the shares (the “Purchased Shares”) of Northfield Aviation Group Inc. (“Northfield Aviation”) not already owned by Spruce Goose. In consideration for the Purchased Shares, Spruce Goose will cause the Corporation to issue to the Vendor 60,000 Class A restricted voting shares of the Corporation (the “Consideration Shares”), at a deemed issue price of C$5.23 per share.

Northfield Aviation is an indirect subsidiary of the Corporation, in which Spruce Goose already holds a majority (91%) voting ownership interest, and the Purchased Shares (being, an aggregate of 9,357 Class A common shares and 22,303 Class B common shares in the capital of Northfield Aviation) represent the remaining 9% voting ownership interest in Northfield Aviation not already owned by the Purchaser. Upon completion of the Proposed Transaction, the Purchaser will hold a 100% ownership interest in Northfield Aviation.

Completion of the transactions contemplated by the Share Purchase Agreement (collectively, the “Proposed Transaction”) remains subject to a number of conditions, including the approval of the TSX Venture Exchange (the “TSXV”), and the satisfaction of other customary closing conditions. There can be no assurance that the Proposed Transaction will be completed as proposed or at all. Subject to the satisfaction and/or waiver of all closing conditions, the Proposed Transaction is expected to be completed on or about May 8, 2025. The Consideration Shares are not subject to resale restrictions under applicable Canadian securities laws.

TSXV Policy 5.9 and MI 61-101

The Vendor is a director of Northfield Aviation, and accordingly, is a Non-Arm’s Length Party (as such term is defined in the policies of the TSXV) in relation to the Corporation and a “related party” of the Corporation pursuant to Multilateral Instrument – 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”).

The issuance of the Consideration Shares to the Vendor constitutes a “related party transaction” within the meaning of MI 61-101 and Policy 5.9 – Protection of Minority Security Holders in Special Transactions of the TSXV (“Policy 5.9”) (which incorporates the requirements of MI 61-101). However, the Corporation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as, at the time the Proposed Transaction was agreed to, neither the fair market value of the subject matter of, nor the fair market value of the consideration to be delivered by the Corporation for, the Proposed Transaction, exceeded 25% of the Corporation’s market capitalization.

About Northfield Capital Corporation

Northfield Capital Corporation is a publicly traded, leading Canadian investment firm with deep roots in resources, mining, aviation, and premium alcoholic beverages. Founded in 1981 by Robert D. Cudney, Northfield combines decades of experience with forward-thinking strategies to unlock opportunities across its diverse portfolio. Northfield is dedicated to fostering growth and innovation in businesses that drive economic prosperity in Canada. For more information, visit northfieldcapital.com.

For further information, please contact:

Michael G. Leskovec, CPA, CA
Chief Financial Officer
Telephone: (416) 628-5940

Forward-Looking Information

Forward-looking information is included in this news release. Forward-looking information is identified by the use of terms such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “intend”, “may”, “plan”, “predict”, “project”, “will”, “would”, and “should” and similar terms and phrases, including references to assumptions. Such information may involve but are not limited to, statements with respect to the Proposed Transaction, as well as the anticipated timing for the completion of the Proposed Transaction. Forward-looking information, by their nature, are based on assumptions and are subject to important risks and uncertainties. Any forecasts, predictions or forward-looking information cannot be relied upon due to, among other things, changing external events and general uncertainties of the business and its corporate structure. Results indicated in forward-looking information may differ materially from actual results for a number of reasons. The forward-looking information contained herein are subject to change. However, Northfield disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required under applicable securities regulations.

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

The MIL Network –

May 6, 2025

MIL-OSI: Draganfly Announces Closing of US$3.6 Million Underwritten Public Offering

Source: GlobeNewswire (MIL-OSI)

Saskatoon, SK., May 05, 2025 (GLOBE NEWSWIRE) — Draganfly Inc. (NASDAQ: DPRO) (CSE: DPRO) (FSE: 3U8A) (“Draganfly” or the “Company”), a drone solutions, and systems developer, today announced the closing of its previously announced underwritten public offering (the “Offering”) of 1,715,000 units (the “Units”), with each Unit consisting of one common share and one warrant to purchase one common share (each, a “Warrant”). Each Unit was sold at a public offering price of US$2.10, for gross proceeds of approximately US$3.6 million, before deducting underwriting discounts and offering expenses. The Warrants have an exercise price of CA$3.9779 (or US$2.875) per share, are exercisable immediately and will expire five years following the date of issuance. In addition, the Company granted the Underwriter (as defined below) a 45-day over-allotment option to purchase up to an additional 15% of the number of common shares and/or warrants offered in the Offering, of which the Underwriter has partially exercised its option to purchase an additional 100,000 Warrants.

Maxim Group LLC (the “Underwriter”) acted as sole book-running manager for the Offering.

Draganfly currently intends to use the net proceeds from the Offering for general corporate purposes, including to fund its capabilities to meet demand for its new products including growth initiatives and/or for working capital requirements including the continuing development and marketing of the Company’s core products, potential acquisitions and research and development.

The Offering was made pursuant to an effective shelf registration statement on Form F-10, as amended, (File No. 333-271498) previously filed with and subsequently declared effective by the U.S. Securities and Exchange Commission (“SEC”) on July 5, 2023 and the Company’s Canadian short form base shelf prospectus dated June 30, 2023 (the “Base Shelf Prospectus”). Draganfly offered and sold the securities in the United States only. No securities were offered or sold to Canadian purchasers.

A final prospectus supplement and accompanying Base Shelf Prospectus relating to the Offering and describing the terms thereof has been filed with the applicable securities commissions in the Canadian provinces of British Columbia, Saskatchewan and Ontario, and with the SEC in the United States and is available for free by visiting the Company’s profiles on the SEDAR+ website maintained by the Canadian Securities Administrators at www.sedarplus.ca or the SEC’s website at www.sec.gov, as applicable. Copies of the final prospectus supplements and accompanying Base Shelf Prospectus relating to the Offering may be obtained by contacting Maxim Group LLC, at 300 Park Avenue, 16th Floor, New York, NY 10022, Attention: Syndicate Department, or by telephone at (212) 895-3745 or by email at syndicate@maximgrp.com.

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

About Draganfly

Draganfly Inc. (NASDAQ: DPRO; CSE: DPRO; FSE: 3U8A) is a pioneer in drone solutions, AI-driven software, and robotics. With over 25 years of innovation, Draganfly has been at the forefront of drone technology, providing solutions for public safety, agriculture, industrial inspections, security, mapping, and surveying. The Company is committed to delivering efficient, reliable, and industry-leading technology that helps organizations save time, money, and lives.

Media Contact
media@draganfly.com

Company Contact
Email: info@draganfly.com

Forward Looking Statements

Certain statements contained in this news release may constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities laws. Such statements, based as they are on the current expectations of management, inherently involve numerous important risks, uncertainties and assumptions, known and unknown. In this news release, such forward-looking statements include, but are not limited to, statements regarding the intended use of proceeds of the Offering. Actual future events may differ from the anticipated events expressed in such forward-looking statements. Draganfly believes that expectations represented by forward-looking statements are reasonable, yet there can be no assurance that such expectations will prove to be correct. The reader should not place undue reliance, if any, on any forward-looking statements included in this news release. These forward-looking statements speak only as of the date made, and Draganfly is under no obligation and disavows any intention to update publicly or revise such statements as a result of any new information, future event, circumstances or otherwise, unless required by applicable securities laws.‎ Investors are cautioned not to unduly rely on these forward-looking statements and are encouraged to read the Offering documents, as well as Draganfly’s continuous disclosure documents, including its current annual information form, as well as its audited annual consolidated financial statements which are available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov/edgar.

The MIL Network –

May 6, 2025

MIL-OSI: Join Intetics Live Webinar: ‘How AI Agents Fixed Our SDLC’

Source: GlobeNewswire (MIL-OSI)

NAPLES, Fla., May 05, 2025 (GLOBE NEWSWIRE) — Intetics, a leading global technology company, is excited to announce an exclusive live webinar titled “How AI Agents Fixed Our SDLC.” The session will unveil how a swarm of AI agents transformed the company’s software delivery, increasing profit margins by 18%—without any major tool overhauls.

Date: May 29, 2025
Time: 12 PM – 13 PM EST
Register here: https://bit.ly/3S80nZN
Webinars Website: https://inteticsedu.com

In an age where software delivery challenges persist despite advanced tools, this session introduces a new layer of AI automation that runs silently within your existing stack—no migrations, no replacements.

What Attendees Will Learn:

How AI integrates with Jira, GitHub, Slack, and Confluence to optimize workloads and generate reliable project estimates.
Live demo of plug-and-play AI agents in action.
Real-world use cases.

This 60-minute session will include a live walkthrough of 3 real-world scenarios with no slides, providing practical insights into the value of AI agents.

Bonus:

Every attendee will receive a free guide on “How to Improve Delivery Margins by 15-20% Using AI Agents,” including setup instructions.

Who Should Attend:

Project managers, engineering leaders, CTOs, and anyone looking to optimize software delivery, reduce delays, and improve resource allocation—without overhauling their current toolset.
This is a unique chance to see how AI agents are being used in practice—not just as chatbots, but as smart decision-makers integrated into daily workflows.

Join the session and see how your delivery can be faster, smarter, and more profitable: https://bit.ly/3S80nZN

The MIL Network –

May 6, 2025

MIL-OSI: Shareholders of Tejon Ranch Co. Urged to Vote for an Accountable Board of Directors

Source: GlobeNewswire (MIL-OSI)

SADDLE BROOK, N.J., May 05, 2025 (GLOBE NEWSWIRE) — Special Opportunities Fund, Inc. (NYSE: SPE) and Bulldog Investors, LLP (together, “Bulldog”), holders of 2.1% of Tejon Ranch Co., urge shareholders of Tejon Ranch Co. (NYSE: TRC) (“Tejon”) to vote to elect Andrew Dakos, Phillip Goldstein, and Aaron Morris as directors. Bulldog strongly believes that electing these nominees to Tejon’s ten-person Board of Directors, will result in greater transparency and accountability and a higher stock price.

A prime concern among Tejon’s shareholders is whether the company’s massive expenditures will yield commensurate benefits. For example, the Board recently proclaimed that Tejon Mountain Village (“TMV”), an ambitious master-planned community, is fully entitled and “at near-execution stage” and that “incremental investments [now will generate] significant revenue.” The problem is that it said almost the same thing in 2013: “TMV is fully entitled and all necessary permits have been issued to begin development.” Yet, since then, more than $100 million (or about $4 per share) has been spent on TMV, including a whopping $70 million to buy out Tejon’s joint venture partner. At the time, management characterized the buyout decision as one that “reflects the Company’s growth as a fully integrated real estate company and demonstrates our belief in the future success of the development.” Yet, TMV’s land looks the same today as it did twelve years ago and not a single shovel has yet touched the ground.

Andrew Dakos, a nominee for director, commented: “Shareholders have long complained about the Board’s failure to hold management accountable for questionable expenditures and that has likely had a dampening effect on Tejon’s stock price. There is an obvious need for directors who are dissatisfied with Tejon stock continuing to be a ‘dead money’ investment and that are committed to providing greater oversight, transparency and accountability.”

About Bulldog Investors

Bulldog Investors LLP is an SEC-registered investment adviser that manages three registered closed-end investment companies including Special Opportunities Fund, Inc., and separately managed accounts.

The MIL Network –

May 6, 2025

MIL-OSI: The Board of Directors of KH Group Plc resolved to establish a performance share plan for the Group’s key employees

Source: GlobeNewswire (MIL-OSI)

KH Group Plc
Stock Exchange Release 5 May 2025 at 9:15 pm EEST

The Board of Directors of KH Group Plc resolved to establish a performance share plan for the Group’s key employees

The Board of Directors of KH Group Plc resolved to establish a performance share plan for the key employees of KH-Koneet. The plan replaces the performance matching share plan announced on 31 May 2024. The aim of the new plan is to align the objectives of the shareholders and key employees to increase the value of the company in the long term, to steer them toward achieving the company’s strategic objectives, to retain them at the company and to offer them a competitive incentive plan that is based on acquiring and accumulating KH Group shares.

The performance share plan consists of one (1) two-year (2-year) performance period, covering the financial years of 2025–2026. In the plan, the key employees have an opportunity to earn KH Group shares based on performance.

The potential rewards from the plan will be paid within five months after the end of the performance period. The rewards will be paid partly in KH Group shares and partly in cash. The cash proportion is intended to cover taxes and social security contributions arising from the reward to the participant. As a rule, no reward will be paid if a participant’s employment or service terminates before the reward payment.

The performance criteria for the key employees of KH-Koneet are based on KH-Koneet’s EBIT in 2026 and Return on Invested Capital in 2026.

The target group of the plan consists of approximately 20 persons, including members of the KH-Koneet Management. The rewards to be paid on the basis of the plan correspond to the value of an approximate maximum total of 1,094,000 KH Group shares, including also the proportion to be paid in cash.

The members of KH-Koneet Management are obliged to hold 50 per cent of the reward shares received, until the total value of the Management member’s shareholding in KH Group equals to 50 per cent of their annual base salary of the year preceding the payment of the reward. Respectively, the CEO of KH-Koneet is obliged to hold 50 per cent of the reward shares received, until the person’s shareholding in KH Group equals to the annual base salary of the year preceding the payment of the reward. Such number of KH Group shares must be held as long as the membership in the Management or the position as the CEO continues.

KH GROUP PLC

Further information:
Chairman of the Board of Directors Juha Karttunen, tel. +358 40 555 4727

Distribution:
Nasdaq Helsinki Ltd
Main media
www.khgroup.com

KH Group Plc is a Nordic conglomerate operating in the business areas of KH-Koneet, Nordic Rescue Group and Indoor Group. We are a leading supplier of construction and earth-moving equipment, rescue vehicle manufacturer as well as furniture and interior decoration retailer. The objective of our strategy is to create an industrial group around the business of KH-Koneet. KH Group’s share is listed on Nasdaq Helsinki.

The MIL Network –

May 6, 2025

MIL-OSI: VERAXA Biotech Enters Co-discovery Alliance with OmniAb for a Novel Bispecific Antibody Drug Conjugate Program

Source: GlobeNewswire (MIL-OSI)

ZURICH, SWITZERLAND, May 05, 2025 (GLOBE NEWSWIRE) — VERAXA Biotech AG (“VERAXA”), an emerging leader in designing novel cancer therapies and proposed de-SPAC acquisition target of Voyager Acquisition Corp. (NASDAQ: VACH, “Voyager”), announced today a co-discovery alliance with OmniAb, Inc. (NASDAQ: OABI, “OmniAb”) for the development of a novel bispecific antibody drug conjugate (“bsADC”) program targeting solid tumors. The collaboration brings together OmniAb’s suite of transgenic antibody discovery solutions with VERAXA’s proprietary antibody drug conjugate (“ADC”) linker technology and conjugation expertise to support next-generation therapeutic discovery.

“This partnership brings together two highly complementary technologies to create a new class of bispecific ADCs,” commented Christoph Antz, Ph.D., CEO and Co-Founder of VERAXA. “Bispecific ADCs represent a powerful opportunity to address difficult-to-treat solid tumors, and this collaboration fits squarely within our mission to drive innovation through targeted partnerships. Strategic collaborations will continue to be a mainstay in VERAXA’s pipeline growth strategy, and today’s announcement marks the second major initiative within the past six months, following our first radiopharmaceutical alliance late last year. We look forward to advancing this discovery program alongside OmniAb and deliver novel therapeutic solutions for patients with significant unmet needs.”

Under the terms of the agreement, VERAXA will initiate a novel bispecific antibody drug conjugate program addressing two attractive target molecules in cancer medicine. The Company will utilize OmniAb’s suite of transgenic antibody discovery solutions to source high-quality human antibody leads, which are naturally optimized through in vivo affinity maturation. VERAXA will subsequently establish the bsADC lead candidate by applying its proprietary linker technology and conjugation routine and will be responsible for preclinical validation. The resulting bsADC program will be jointly owned by both parties. Both parties will share any future revenues resulting from the program’s continued development, licensing and commercialization.

About VERAXA Biotech

At VERAXA, we are building a premier engine for the discovery and development of next-generation antibody-based therapeutics, including bispecific ADCs, bispecific T cell engagers and other innovative formats. Powered by a suite of transformative technologies and guided by rigorous quality-by-design principles, we are rapidly advancing our pipeline of ADCs and proprietary BiTAC formats into clinical development and beyond. VERAXA was founded on scientific breakthroughs made at the European Molecular Biology Laboratory, a world-renowned institution known for pioneering life science research and cutting-edge technologies. For more information, please visit www.veraxa.com.

On April 22, 2025, VERAXA entered into a definitive business combination agreement (the “Business Combination Agreement”) with Voyager Acquisition Corp., a Cayman Islands exempted company and special purpose acquisition company targeting the healthcare sector (NASDAQ: VACH, “Voyager”). Upon closing of the Business Combination Agreement, VERAXA is expected to become a publicly traded company listed on NASDAQ.

About Voyager Acquisition Corp.

Voyager is a special purpose acquisition company with a bold mission: to revolutionize the healthcare sector through a merger, stock purchase, or business combination. Our team of experienced executives includes unparalleled expertise in investing, operations, and medical innovation, supported by a vast network of connections. With these strengths, we not only seek to drive success but commit to scaling companies to unprecedented heights in the healthcare industry. For more information, please visit https://www.voyageracq.com.

Participants In the Solicitation

Voyager, VERAXA, and their respective directors, executive officers, other members of management and employees may be deemed participants in the solicitation of proxies from Voyager’s stockholders with respect to the Business Combination. Investors and security holders may obtain more detailed information regarding the names and interests in the Business Combination of Voyager’s directors and officers in Voyager’s filings with the SEC, including, when filed with the SEC, the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, amendments and supplements thereto, and other documents filed with the SEC. Such information with respect to VERAXA’s directors and executive officers will also be included in the proxy statement/prospectus. You may obtain free copies of these documents as described below under the heading “Additional Information and Where to Find It”.

Non-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 the potential transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of Voyager or VERAXA, 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 of 1933, as amended.

Forward-Looking Statements

This press release includes certain statements that may be considered forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include, without limitation, statements about future events or Voyager’s or VERAXA’s future financial or operating performance. For example, statements regarding VERAXA’s anticipated growth and the anticipated growth and other metrics, statements regarding the benefits of the Business Combination, and the anticipated timing of the completion of the Business Combination are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “might,” “plan,” “possible,” “project,” “strive,” “budget,” “forecast,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “potential” or “continue,” or the negatives of these terms or variations of them or similar terminology.

These forward-looking statements regarding future events and the future results of Voyager and VERAXA are based on current expectations, estimates, forecasts, and projections about the industry in which VERAXA operates, as well as the beliefs and assumptions of Voyager’s management and VERAXA’s management. These forward-looking statements are only predictions and are subject to, without limitation, (i) known and unknown risks, including the risks and uncertainties indicated from time to time in the final prospectus of Voyager relating to its initial public offering filed with the SEC, including those under “Risk Factors” therein, and other documents filed or to be filed with the SEC by Voyager; (ii) uncertainties; (iii) assumptions; and (iv) other factors beyond Voyager’s or VERAXA’s control that are difficult to predict because they relate to events and depend on circumstances that will occur in the future. They are neither statements of historical fact nor promises or guarantees of future performance. Therefore, VERAXA’s actual results may differ materially and adversely from those expressed or implied in any forward-looking statements and Voyager and VERAXA therefore caution against relying on any of these forward-looking statements.

These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Voyager and its management, VERAXA and its management, as the case may be, are inherently uncertain and are inherently subject to risks, variability and contingencies, many of which are beyond Voyager’s or VERAXA’s control. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (i) the occurrence of any event, change or other circumstances that could give rise to the termination of the Business Combination Agreement and any subsequent definitive agreements with respect to the Business Combination; (ii) the outcome of any legal proceedings that may be instituted against Voyager, VERAXA, or others following the announcement of the Business Combination and any definitive agreements with respect thereto; (iii) the inability to complete the Business Combination due to the failure to obtain consents and approvals of the shareholders of Voyager, to obtain financing to complete the Business Combination or to satisfy other conditions to closing, or delays in obtaining, adverse conditions contained in, or the inability to obtain necessary regulatory approvals required to complete the transactions contemplated by the Business Combination Agreement; (iv) changes to the proposed structure of the Business Combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the Business Combination; (v) projections, estimates and forecasts of revenue and other financial and performance metrics, projections of market opportunity and expectations, and the estimated implied enterprise value of VERAXA; (vi) VERAXA’s ability to scale and grow its business, and the advantages and expected growth of VERAXA; (vii) VERAXA’s ability to source and retain talent, the cash position of VERAXA following closing of the Business Combination; (viii) the ability to meet stock exchange listing standards in connection with, and following, the consummation of the Business Combination; (ix) the risk that the Business Combination disrupts current plans and operations of VERAXA as a result of the announcement and consummation of the Business Combination; (x) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of VERAXA to grow and manage growth profitably, maintain key relationships and retain its management and key employees; (xi) costs related to the Business Combination; (xii) changes in applicable laws, regulations, political and economic developments; (xiii) the possibility that VERAXA may be adversely affected by other economic, business and/or competitive factors; (xiv) VERAXA’s estimates of expenses and profitability; (xv) the failure to realize estimated shareholder redemptions, purchase price and other adjustments; and (xvi) other risks and uncertainties set forth in the filings by Voyager with the SEC. There may be additional risks that neither Voyager nor VERAXA presently know or that Voyager and VERAXA currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Any forward-looking statements made by or on behalf of Voyager or VERAXA speak only as of the date they are made. None of Voyager or VERAXA undertakes any obligation to update any forward-looking statements to reflect any changes in their respective expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.

Additional Information and Where to Find It

In connection with the Business Combination Agreement, Voyager and/or VERAXA intend to file relevant materials with the SEC, including the Registration Statement, which will include a proxy statement/prospectus of Voyager, and will file other documents regarding the proposed transaction with the SEC. This communication is not intended to be, and is not, a substitute for the proxy statement/prospectus or any other document that Voyager has filed or may file with the SEC in connection with the proposed transaction. When available, the definitive proxy statement and other relevant materials for the proposed transaction will be mailed or made available to stockholders of Voyager as of a record date to be established for voting on the proposed transaction.

Before making any voting or investment decision, investors and stockholders of Voyager are urged to carefully read, when they become available, the entire registration statement, the proxy statement/prospectus, and any other relevant documents filed with the SEC, as well as any amendments or supplements to these documents, and the documents incorporated by reference therein, because they will contain important information about Voyager, VERAXA, and the proposed transaction. Voyager’s investors and stockholders and other interested persons will also be able to obtain copies of the registration statement, the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, other documents filed with the SEC that will be incorporated by reference therein, and all other relevant documents filed with the SEC by Voyager in connection with the Transaction, without charge, once available, at the SEC’s website at www.sec.gov, or by directing a request to Voyager at the address set forth below.

Contact

The MIL Network –

May 6, 2025

MIL-OSI: WTW appoints Deputy Regional Leader to North America

Source: GlobeNewswire (MIL-OSI)

NEW YORK, May 05, 2025 (GLOBE NEWSWIRE) — Willis, a WTW business (Nasdaq: WTW), today announced the appointment of David Loftstrom as Deputy Regional Leader, New England within Corporate Risk and Broking (CRB) in North America.

Loftstrom’s new position includes working closely with the full New England team to identify new opportunities while also helping to accelerate growth throughout the region. Additionally, he will focus on delivering enhanced value to clients by collaborating with various Industry Vertical Division (IVD) leaders and subject matter experts, while strengthening WTW’s position as an industry leader.

Based in Boston and reporting directly to Ionel Rizea, Chief Commercial Officer for CRB North America, Loftstrom brings more than thirty years of industry experience. Loftstrom joins Willis from Gallagher, where he most recently served as Area President in the Greater Boston region. He was responsible for branch performance, including sales, carrier and partner management, business development, M&A sourcing and integration and reinforcing the company’s culture in the New England area.

Ionel Rizea commented, “I am thrilled to welcome Dave to the team. His experience – particularly in the sales and business development space, complements our growth strategy for North America. His background in both brokerage and [client] risk management aligns closely with our CRB objective of providing innovative solutions to clients. I look forward to working with Dave.”

About WTW

At WTW (NASDAQ: WTW), we provide data-driven, insight-led solutions in the areas of people, risk, and capital. Leveraging the global view and local expertise of our colleagues serving 140 countries and markets, we help organizations sharpen their strategy, enhance organizational resilience, motivate their workforce, and maximize performance.

Working shoulder to shoulder with our clients, we uncover opportunities for sustainable success—and provide perspective that moves you.
Learn more at wtwco.com.

Media Contact

Douglas Menelly; Douglas.Menelly@wtwco.com | +1 (516) 972-0380

Arnelle Sullivan; Arnelle.Sullivan@wtwco.com | +1 (718) 208-0474

The MIL Network –

May 6, 2025

MIL-OSI: Five Star Bancorp Expands Food and Agribusiness Vertical

Source: GlobeNewswire (MIL-OSI)

RANCHO CORDOVA, Calif., May 05, 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, has expanded its food and agribusiness vertical to serve clients nationwide.

The vertical, now called Food, Agribusiness & Diversified Industries, will include increased support of clients in production agriculture, wholesale distribution and retail, manufacturing, food processing, and food distribution services. An initial team of three seasoned professionals will be led by Five Star Bank’s Senior Vice President and Group Managing Director, Cliff Cooper, who has over 35 years of banking expertise in food and agribusiness.

“Five Star Bank understands and appreciates the significance and value of those who bring food to our tables, from farmers, ranchers, and growers to food processors, manufacturers, packers, shippers and distributors,” said Cooper. “Five Star Bank knows the cyclical nature of food and agriculture and helps clients navigate commodities and economic cycles. For me, there is no greater purpose than ensuring those who feed our nation are provided with the most exceptional banking services available – services built on trust, partnership and shared values. They will have all of this and more at Five Star Bank.”

This enhanced vertical aligns with Five Star Bank’s organic growth strategy, which includes building geographies and business units through its high-tech and high-touch approach to business banking.

“There is no substitute for in-person conversations and connectivity – the hallmarks of doing business with Five Star Bank,” said James Beckwith, Five Star Bank President and CEO. “This differentiated customer experience requires tremendous client trust, which is critically important to the agricultural community. We are committed to clients in the Food, Agriculture & Diversified Industries sector. We are also committed to playing a key role in honoring the work and legacy of those who bring food to tables across our nation.”

To learn more about Five Star Bank, please visit https://www.fivestarbank.com.

About Five Star Bancorp
Five Star Bancorp 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. For more information, visit https://www.fivestarbank.com.

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 –

May 6, 2025

MIL-OSI: Planisware – Monthly information relating to the total number of shares and voting rights making-up the share capital – April 2025

Source: GlobeNewswire (MIL-OSI)

Monthly information relating to the total number of shares and voting rights making-up the share capital

Information mensuelle relative au nombre total d’actions et de droits de vote composant le capital social

Article L. 233-8 II of the French Commercial code and article 223-16
of the AMF General Regulation

Article L. 233-8-II du Code de commerce et article 223-16 du Règlement général de l’AMF

Name and address of the Company: Planisware SA
Dénomination sociale de l’émetteur : 200 avenue de Paris
92320 Châtillon
France
(ISIN code : FR001400PFU4)

Date	Total number of shares Nombre total d’actions composant le capital	Number of theorical voting rights Nombre de droits de vote théoriques	Number of effective voting rights* Nombre de droits de vote effectifs*
30/04/2025	70,024,000	70,024,000	70,016,295

*Treasury shares excluded / Actions auto-détenues exclues

Attachment

20250430 – Planisware – total number of shares and voting rights

The MIL Network –

May 6, 2025

Category: GlobeNewswire