GlobeNewswire – Page 526

MIL-OSI: Expand Energy Corporation Reports Fourth Quarter and Full-Year 2024 Results, Issues 2025 Outlook

Source: GlobeNewswire (MIL-OSI)

OKLAHOMA CITY, Feb. 26, 2025 (GLOBE NEWSWIRE) — Expand Energy Corporation (NASDAQ:EXE) (“Expand Energy” or the “Company”) today reported fourth quarter and full-year 2024 financial and operating results and issued its 2025 outlook.

Fourth Quarter Highlights

Net cash provided by operating activities of $382 million
Net loss of $399 million, or $1.72 per fully diluted share; adjusted net income⁽¹⁾of $131 million, or $0.55 per share
Adjusted EBITDAX⁽¹⁾of $964 million
Produced approximately 6.41 Bcfe/d net (91% natural gas)
Debut $750 million Investment Grade issuance, setting record spread for energy rising star (+132 bps to 10-year Treasury)

2025 Outlook

Increasing expected synergy capture to ~$400 million in 2025, with the total target of $500 million in annual synergies expected to be achieved by year end 2026
Quarterly base dividend of $0.575 per common share to be paid in March 2025, 16th straight quarter paying a dividend
Expected to produce ~7.1 Bcfe/d for ~$2.7 billion of capital and deploy $300 million of incremental capital to create an additional ~300 MMcfe/d of productive capacity in 2026

(1) Definitions of non-GAAP financial measures and reconciliations of each non-GAAP financial measure to the most directly comparable GAAP financial measure are included at the end of this news release.

“The global need for reliable, affordable, lower carbon energy has never been greater. Our strong fourth quarter results and 2025 outlook clearly demonstrate, as the nation’s largest gas producer, we are ready to answer the call and expand opportunity for consumers and investors alike,” said Nick Dell’Osso, Expand Energy’s President and Chief Executive Officer. “The powerful combination of our attractive, market-connected portfolio, peer-leading returns program, and resilient financial foundation is distinctly unique among domestic natural gas producers. Our focus on integration and operational execution continues to deliver, allowing us to capture 80% of our $500 million synergy target in 2025 as we drive to lower our breakeven costs and more efficiently reach markets in need. Importantly, our capital plan positions us to continue our strategy to build productive capacity, positioning the company to efficiently and rapidly respond with production in 2026 should market conditions warrant.”

Operations Update

In the fourth quarter, Expand Energy operated an average of twelve rigs to drill 44 wells and turned 41 wells in line, resulting in net production of approximately 6.41 Bcfe per day (91% natural gas). A detailed breakdown of fourth quarter production, capital expenditures and activity can be found in supplemental slides which have been posted at https://investors.expandenergy.com/events-presentations.

2025 Annual Synergy, Capital and Operating Outlook

In 2025, Expand Energy expects to run ~12 rigs and invest approximately $2.7 billion yielding an estimated daily production of approximately 7.1 Bcfe/d. The company intends to build incremental productive capacity for an additional $300 million by running ~15 rigs in the second half of the year. This positions the company to efficiently grow production from a year-end 2025 exit rate of approximately 7.2 Bcfe/d to average approximately 7.5 Bcfe/d in 2026 should market conditions warrant.

Expand Energy is increasing its 2025 expected annual synergy target by $175 million to approximately $400 million. The company expects to achieve the full $500 million in annual synergies by year end 2026.

A detailed breakdown of 2025 annual synergy, capital, and operating outlook can be found in supplemental slides which have been posted at https://investors.expandenergy.com/events-presentations.

Shareholder Returns Update

Expand Energy enhanced its capital return framework in 2024 to more efficiently return cash to shareholders and reduce net debt. The company plans to pay its quarterly base dividend of $0.575 per share on March 27, 2025 to shareholders of record at the close of business on March 11, 2025. The company expects to allocate $500 million to net debt reduction in 2025, and at current market conditions, to have additional free cash flow available to allocate to the combination of variable dividends, share repurchases, and the balance sheet.

Conference Call Information

A conference call to discuss Expand Energy’s fourth quarter and full-year 2024 financial and operating results and 2025 outlook has been scheduled for 9 a.m. EDT on February 27, 2025. Participants can access the live webcast at https://edge.media-server.com/mmc/p/jwd532c5/. Participants who would like to ask a question, can register at https://register.vevent.com/register/BIada59e18f58249708a9b9b311a92efae, and will receive the dial-in info and a unique PIN to join the call. Links to the conference call will be provided at https://investors.expandenergy.com/. A replay will be available on the website following the call.

Financial Statements, Non-GAAP Financial Measures and 2025 Guidance and Outlook Projections

This news release contains the non-GAAP financial measures described below in the section titled “Non-GAAP Financial Measures.” Reconciliations of each non-GAAP financial measure used in this news release to the most directly comparable GAAP financial measure are provided below. Additional detail on the company’s 2024 fourth quarter and full-year financial and operational results, along with non-GAAP measures that adjust for items typically excluded by securities analysts, are available on the company’s website. Non-GAAP measures should not be considered as an alternative to, or more meaningful than, GAAP measures. Management’s guidance for 2025 can be found on the company’s website at www.expandenergy.com.

Expand Energy Corporation (NASDAQ: EXE) is the largest independent natural gas producer in the United States, powered by dedicated and innovative employees focused on disrupting the industry’s traditional cost and market delivery model to responsibly develop assets in the nation’s most prolific natural gas basins. Expand Energy’s returns-driven strategy strives to create sustainable value for its stakeholders by leveraging its scale, financial strength and operational execution. Expand Energy is committed to expanding America’s energy reach to fuel a more affordable, reliable, lower carbon future.

Forward-Looking Statements

This release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include our current expectations or forecasts of future events, including matters relating to armed conflict and instability in Europe and the Middle East, along with the effects of the current global economic environment, and the impact of each on our business, financial condition, results of operations and cash flows, actions by, or disputes among or between, members of OPEC+ and other foreign oil-exporting countries, market factors, market prices, our ability to meet debt service requirements, our ability to continue to pay cash dividends, our ability to capture synergies, the amount and timing of any cash dividends and our ESG initiatives. Forward-looking and other statements in this news release regarding our environmental, social and other sustainability plans and goals are not an indication that these statements are necessarily material to investors or required to be disclosed in our filings with the Securities and Exchange commission (“SEC”). In addition, historical, current, and forward-looking environmental, social and sustainability-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future. Forward-looking statements often address our expected future business, financial performance and financial condition, and often contain words such as “aim”, “predict”, “should”, “expect,” “could,” “may,” “anticipate,” “intend,” “plan,” “ability,” “believe,” “seek,” “see,” “will,” “would,” “estimate,” “forecast,” “target,” “guidance,” “outlook,” “opportunity” or “strategy.” The absence of such words or expressions does not necessarily mean the statements are not forward-looking.

Although we believe the expectations and forecasts reflected in our forward-looking statements are reasonable, they are inherently subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond our control. No assurance can be given that such forward-looking statements will be correct or achieved or that the assumptions are accurate or will not change over time. Particular uncertainties that could cause our actual results to be materially different than those expressed in our forward-looking statements include:

Reduce demand for natural gas, oil, and natural gas liquids;
negative public perceptions of our industry;
competition in the natural gas and oil exploration and production industry;
the volatility of natural gas, oil and NGL prices, which are affected by general economic and business conditions, as well as increased demand for (and availability of) alternative fuels and electric vehicles;
risks from regional epidemics or pandemics and related economic turmoil, including supply chain constraints;
write-downs of our natural gas and oil asset carrying values due to low commodity prices;
significant capital expenditures are required to replace our reserves and conduct our business;
our ability to replace reserves and sustain production;
uncertainties inherent in estimating quantities of natural gas, oil and NGL reserves and projecting future rates of production and the amount and timing of development expenditures;
drilling and operating risks and resulting liabilities;
our ability to generate profits or achieve targeted results in drilling and well operations;
leasehold terms expiring before production can be established;
risks from our commodity price risk management activities;
uncertainties, risks and costs associated with natural gas and oil operations;
our need to secure adequate supplies of water for our drilling operations and to dispose of or recycle the water used;
pipeline and gathering system capacity constraints and transportation interruptions;
risks related to our plans to participate in the global LNG value chain;
terrorist activities and/or cyber-attacks adversely impacting our operations;
risks from failure to protect personal information and data and compliance with data privacy and security laws and regulations;
disruption of our business by natural or human causes beyond our control;
a deterioration in general economic, business or industry conditions;
the impact of inflation and commodity price volatility, including as a result of decisions made by OPEC+ and armed conflict and instability in Europe and the Middle East, along with the effects of the current global economic environment, on our business, financial condition, employees, contractors, vendors and the global demand for natural gas and oil and on U.S. and global financial markets;
our inability to access the capital markets on favorable terms;
the limitations on our financial flexibility due to our level of indebtedness and restrictive covenants from our indebtedness;
challenges with employee retention and increasingly competitive labor market
risks related to acquisitions or dispositions, or potential acquisitions or dispositions; risks related to loss of management personnel, other key employees, customers, suppliers, vendors, landlords, joint venture partners and other business partners as a result of the merger with Southwestern Energy Company (“Southwestern”); the risk that problems may arise in successfully integrating the businesses of the companies, which may result in the combined company not operating as effectively and efficiently as expected; and the risk that the combined company may be unable to achieve synergies or other anticipated benefits of the Southwestern merger or it may take longer than expected to achieve those synergies or benefits;
security threats, including cybersecurity threats and disruptions to our business and operations from breaches of our information technology systems, or from breaches of information technology systems of third parties with whom we transact business;
our ability to achieve and maintain ESG certifications, goals and commitments;
environmental and ESG legislation and regulatory initiatives, including those addressing the impact of climate change or further regulating hydraulic fracturing, methane emissions, flaring or water disposal;
federal and state tax proposals affecting our industry;
risks related to an annual limitation on the utilization of our tax attributes, which was triggered upon the completion of the Southwestern merger, as well as trading in our common stock, additional issuance of common stock, and certain other stock transactions, which could lead to an additional, potentially more restrictive, annual limitation; and
other factors that are described under Risk Factors in Item 1A of Part I of our Annual Report on Form 10-K filed with the SEC.

We caution you not to place undue reliance on the forward-looking statements contained in this news release, which speak only as of the filing date, and we undertake no obligation and have no intention to update any forward-looking statement, except as required by law. We urge you to carefully review and consider the disclosures in this news release and our filings with the SEC that attempt to advise interested parties of the risks and factors that may affect our business.

All forward-looking statements attributable to us are expressly qualified in their entirety by this cautionary statement.


CONSOLIDATED BALANCE SHEETS (unaudited)

($ in millions, except per share data)	December 31, 2024			December 31, 2023
Assets
Current assets:
Cash and cash equivalents	$	317		$	1,079
Restricted cash		78			74
Accounts receivable, net		1,226			593
Derivative assets		84			637
Other current assets		292			226
Total current assets		1,997			2,609
Property and equipment:
Natural gas and oil properties, successful efforts method
Proved natural gas and oil properties		23,093			11,468
Unproved properties		5,897			1,806
Other property and equipment		654			497
Total property and equipment		29,644			13,771
Less: accumulated depreciation, depletion and amortization		(5,362	)		(3,674	)
Total property and equipment, net		24,282			10,097
Long-term derivative assets		1			74
Deferred income tax assets		589			933
Other long-term assets		1,025			663
Total assets	$	27,894		$	14,376

Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	777		$	425
Current maturities of long-term debt, net		389			—
Accrued interest		100			39
Derivative liabilities		71			3
Other current liabilities		1,786			847
Total current liabilities		3,123			1,314
Long-term debt, net		5,291			2,028
Long-term derivative liabilities		68			9
Asset retirement obligations, net of current portion		499			265
Long-term contract liabilities		1,227			—
Other long-term liabilities		121			31
Total liabilities		10,329			3,647
Contingencies and commitments
Stockholders’ equity:
Common stock, $0.01 par value, 450,000,000 shares authorized: 231,769,886 and 130,789,936 shares issued		2			1
Additional paid-in capital		13,687			5,754
Retained earnings		3,876			4,974
Total stockholders’ equity		17,565			10,729
Total liabilities and stockholders’ equity	$	27,894		$	14,376


CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

	Three Months Ended December 31,						Year Ended December 31,
	2024			2023			2024			2023
($ in millions, except per share data)
Revenues and other:
Natural gas, oil and NGL	$	1,595		$	763		$	2,969		$	3,547
Marketing		649			513			1,290			2,500
Natural gas, oil and NGL derivatives		(245	)		533			(38	)		1,728
Gains on sales of assets		2			139			14			946
Total revenues and other		2,001			1,948			4,235			8,721
Operating expenses:
Production		158			63			316			356
Gathering, processing and transportation		556			190			1,035			853
Severance and ad valorem taxes		39			31			97			167
Exploration		3			8			10			27
Marketing		654			514			1,310			2,499
General and administrative		53			32			186			127
Separation and other termination costs		—			2			23			5
Depreciation, depletion and amortization		647			379			1,729			1,527
Other operating expense, net		277			3			332			18
Total operating expenses		2,387			1,222			5,038			5,579
Income (loss) from operations		(386	)		726			(803	)		3,142
Other income (expense):
Interest expense		(64	)		(22	)		(123	)		(104	)
Gains (losses) on purchases, exchanges or extinguishments of debt		1			—			(1	)		—
Other income, net		28			31			86			79
Total other income (expense)		(35	)		9			(38	)		(25	)
Income (loss) before income taxes		(421	)		735			(841	)		3,117
Income tax expense (benefit)		(22	)		166			(127	)		698
Net income (loss)	$	(399	)	$	569		$	(714	)	$	2,419
Earnings (loss) per common share:
Basic	$	(1.72	)	$	4.34		$	(4.55	)	$	18.21
Diluted	$	(1.72	)	$	4.02		$	(4.55	)	$	16.92
Weighted average common shares outstanding (in thousands):
Basic		231,539			130,999			156,989			132,840
Diluted		231,539			141,491			156,989			142,976


CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

	Three Months Ended December 31,						Year Ended December 31,
($ in millions)	2024			2023			2024			2023
Cash flows from operating activities:
Net income (loss)	$	(399	)	$	569		$	(714	)	$	2,419
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation, depletion and amortization		647			379			1,729			1,527
Deferred income tax expense (benefit)		(18	)		109			(123	)		428
Derivative (gains) losses, net		245			(533	)		38			(1,728	)
Cash receipts on derivative settlements, net		252			187			947			354
Share-based compensation		9			8			38			33
Gains on sales of assets		(2	)		(139	)		(14	)		(946	)
Contract amortization		(57	)		—			(57	)		—
(Gains) losses on purchases, exchanges or extinguishments of debt		(1	)		—			1			—
Other		51			(17	)		35			18
Changes in assets and liabilities		(345	)		(93	)		(315	)		275
Net cash provided by operating activities		382			470			1,565			2,380
Cash flows from investing activities:
Capital expenditures		(536	)		(379	)		(1,557	)		(1,829	)
Receipts of deferred consideration		50			—			166			—
Business combination, net		(459	)		—			(459	)		—
Contributions to investments		(4	)		(82	)		(75	)		(231	)
Proceeds from divestitures of property and equipment		4			566			21			2,533
Net cash provided by (used in) investing activities		(945	)		105			(1,904	)		473
Cash flows from financing activities:
Proceeds from Credit Facility		20			—			20			1,125
Payments on Credit Facility		(20	)		—			(20	)		(2,175	)
Proceeds from issuance of senior notes, net		747			—			747			—
Funds held for transition services		—			(91	)		—			—
Proceeds from warrant exercise		2			—			3			—
Debt issuance and other financing costs		(7	)		—			(11	)		—
Cash paid to repurchase and retire common stock		—			(42	)		—			(355	)
Cash paid to purchase debt		(767	)		—			(767	)		—
Cash paid for common stock dividends		(134	)		(75	)		(388	)		(487	)
Other		(3	)		—			(3	)		—
Net cash used in financing activities		(162	)		(208	)		(419	)		(1,892	)
Net increase (decrease) in cash, cash equivalents and restricted cash		(725	)		367			(758	)		961
Cash, cash equivalents and restricted cash, beginning of period		1,120			786			1,153			192
Cash, cash equivalents and restricted cash, end of period	$	395		$	1,153		$	395		$	1,153

Cash and cash equivalents	$	317		$	1,079		$	317		$	1,079
Restricted cash		78			74			78			74
Total cash, cash equivalents and restricted cash	$	395		$	1,153		$	395		$	1,153


NATURAL GAS, OIL AND NGL PRODUCTION AND AVERAGE SALES PRICES (unaudited)

	Three Months Ended December 31, 2024
	Natural Gas		Oil		NGL		Total
	MMcf per day	$/Mcf	MBbl per day	$/Bbl	MBbl per day	$/Bbl	MMcfe per day	$/Mcfe
Haynesville	2,338	2.57	—	—	—	—	2,338	2.57
Northeast Appalachia	2,425	2.34	—	—	—	—	2,425	2.34
Southwest Appalachia	1,067	2.42	12	60.41	85	27.44	1,649	3.42
Total	5,830	2.45	12	60.41	85	27.44	6,412	2.70

Average NYMEX Price		2.79		70.27
Average Realized Price (including realized derivatives)		2.91		61.28		26.90		3.11

	Three Months Ended December 31, 2023
	Natural Gas		Oil		NGL		Total
	MMcf per day	$/Mcf	MBbl per day	$/Bbl	MBbl per day	$/Bbl	MMcfe per day	$/Mcfe
Haynesville	1,497	2.41	—	—	—	—	1,497	2.41
Northeast Appalachia	1,801	2.15	—	—	—	—	1,801	2.15
Eagle Ford	52	2.42	6	82.49	7	25.67	129	6.30
Total	3,350	2.27	6	82.49	7	25.67	3,427	2.42

Average NYMEX Price		2.88		78.35
Average Realized Price (including realized derivatives)		2.87		82.49		25.67		3.01

	Year Ended December 31, 2024
	Natural Gas		Oil		NGL		Total
	MMcf per day	$/Mcf	MBbl per day	$/Bbl	MBbl per day	$/Bbl	MMcfe per day	$/Mcfe
Haynesville	1,532	2.14	—	—	—	—	1,532	2.14
Northeast Appalachia	1,809	1.88	—	—	—	—	1,809	1.88
Southwest Appalachia	270	2.42	3	60.41	21	27.44	417	3.42
Total	3,611	2.03	3	60.41	21	27.44	3,758	2.16

Average NYMEX Price		2.27		75.72
Average Realized Price (including realized derivatives)		2.75		61.04		26.91		2.84

	Year Ended December 31, 2023
	Natural Gas		Oil		NGL		Total
	MMcf per day	$/Mcf	MBbl per day	$/Bbl	MBbl per day	$/Bbl	MMcfe per day	$/Mcfe
Haynesville	1,551	2.30	—	—	—	—	1,551	2.30
Northeast Appalachia	1,834	2.22	—	—	—	—	1,834	2.22
Eagle Ford	85	2.25	21	77.80	10	25.62	274	7.64
Total	3,470	2.25	21	77.80	10	25.62	3,659	2.66

Average NYMEX Price		2.74		77.63
Average Realized Price (including realized derivatives)		2.64		72.89		25.62		2.99


CAPITAL EXPENDITURES ACCRUED (unaudited)

	Three Months Ended December 31,				Year Ended December 31,
	2024		2023		2024		2023
($ in millions)
Drilling and completion capital expenditures:
Haynesville	$	300	$	187	$	777	$	891
Northeast Appalachia		97		119		377		443
Southwest Appalachia		103		—		103		—
Eagle Ford		—		—		—		222
Total drilling and completion capital expenditures		500		306		1,257		1,556
Non-drilling and completion – field		51		50		157		150
Non-drilling and completion – corporate		42		20		115		76
Total capital expenditures	$	593	$	376	$	1,529	$	1,782


NON-GAAP FINANCIAL MEASURES

As a supplement to the financial results prepared in accordance with U.S. GAAP, Expand Energy’s quarterly earnings releases contain certain financial measures that are not prepared or presented in accordance with U.S. GAAP. These non-GAAP financial measures include Adjusted Net Income, Adjusted Diluted Earnings Per Common Share, Adjusted EBITDAX, Free Cash Flow, Adjusted Free Cash Flow and Net Debt. A reconciliation of each financial measure to its most directly comparable GAAP financial measure is included in the tables below. Management believes these adjusted financial measures are a meaningful adjunct to earnings and cash flows calculated in accordance with GAAP because (a) management uses these financial measures to evaluate the company’s trends and performance, (b) these financial measures are comparable to estimates provided by securities analysts, and (c) items excluded generally are one-time items or items whose timing or amount cannot be reasonably estimated. Accordingly, any guidance provided by the company generally excludes information regarding these types of items.

Expand Energy’s definitions of each non-GAAP measure presented herein are provided below. Because not all companies or securities analysts use identical calculations, Expand Energy’s non-GAAP measures may not be comparable to similarly titled measures of other companies or securities analysts.

Adjusted Net Income: Adjusted Net Income is defined as net income (loss) adjusted to exclude unrealized (gains) losses on natural gas and oil derivatives, (gains) losses on sales of assets, and certain items management believes affect the comparability of operating results, less a tax effect using applicable rates. Expand Energy believes that Adjusted Net Income facilitates comparisons of the company’s period-over-period performance, by excluding the impact of items that, in the opinion of management, do not reflect Expand Energy’s core operating performance. Adjusted Net Income should not be considered an alternative to, or more meaningful than, net income (loss) as presented in accordance with GAAP.

Adjusted Diluted Earnings Per Common Share: Adjusted Diluted Earnings Per Common Share is defined as diluted earnings (loss) per common share adjusted to exclude the per diluted share amounts attributed to unrealized (gains) losses on natural gas and oil derivatives, (gains) losses on sales of assets, and certain items management believes affect the comparability of operating results, less a tax effect using applicable rates. Expand Energy believes that Adjusted Diluted Earnings Per Common Share facilitates comparisons of the company’s period-over-period performance, by excluding the impact of items that, in the opinion of management, do not reflect Expand Energy’s core operating performance. Adjusted Diluted Earnings Per Common Share should not be considered an alternative to, or more meaningful than, earnings (loss) per common share as presented in accordance with GAAP.

Adjusted EBITDAX: Adjusted EBITDAX is defined as net income (loss) before interest expense, income tax expense (benefit), depreciation, depletion and amortization expense, exploration expense, unrealized (gains) losses on natural gas and oil derivatives, separation and other termination costs, (gains) losses on sales of assets, and certain items management believes affect the comparability of operating results. Adjusted EBITDAX is presented as it provides investors an indication of the company’s ability to internally fund exploration and development activities and service or incur debt. Adjusted EBITDAX should not be considered an alternative to, or more meaningful than, net income (loss) as presented in accordance with GAAP.

Free Cash Flow: Free Cash Flow is defined as net cash provided by operating activities less cash capital expenditures. Free Cash Flow is a liquidity measure that provides investors additional information regarding the company’s ability to service or incur debt and return cash to shareholders. Free Cash Flow should not be considered an alternative to, or more meaningful than, net cash provided by (used in) operating activities, or any other measure of liquidity presented in accordance with GAAP.

Adjusted Free Cash Flow: Adjusted Free Cash Flow is defined as net cash provided by operating activities less cash capital expenditures and cash contributions to investments, adjusted to exclude certain items management believes affect the comparability of operating results. Adjusted Free Cash Flow is a liquidity measure that provides investors additional information regarding the company’s ability to service or incur debt and return cash to shareholders and is used to determine Expand Energy’s payout of enhanced returns framework. Adjusted Free Cash Flow should not be considered an alternative to, or more meaningful than, net cash provided by (used in) operating activities, or any other measure of liquidity presented in accordance with GAAP.

Net Debt: Net Debt is defined as GAAP total debt excluding premiums, discounts, and deferred issuance costs less cash and cash equivalents. Net Debt is useful to investors as a widely understood measure of liquidity and leverage, but this measure should not be considered as an alternative to, or more meaningful than, total debt presented in accordance with GAAP.

Present Value of Estimated Future Net Revenues or PV-10: Present Value of Estimated Future Net Revenues or PV-10 is defined as the estimated future gross revenue to be generated from the production of proved reserves, net of estimated production and future development costs, using prices calculated as the average natural gas and oil price during the preceding 12-month period prior to the end of the current reporting period, (determined as the unweighted arithmetic average of prices on the first day of each month within the 12-month period) and costs in effect at the determination date (unless such costs are subject to change pursuant to contractual provisions), without giving effect to non-property related expenses such as general and administrative expenses, debt service and future income tax expense or to depreciation, depletion and amortization, discounted using an annual discount rate of 10%. PV-10 is derived from the standardized measure, which is the most directly comparable financial measure computed using GAAP and differs in that PV-10 does not include the effects of income taxes on future net revenues. Management uses PV-10, which is calculated without deducting estimated future income tax expenses, as a measure of the value of the Company’s current proved reserves and to compare relative values among peer companies. Present Value of Estimated Future Net Revenues or PV-10 should not be considered an alternative to, or more meaningful than, the standardized measure presented in accordance with GAAP. Neither PV-10 nor the standardized measure represents an estimate of the fair market value of the Company’s natural gas and oil properties.


RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED NET INCOME (unaudited)

	Three Months Ended December 31,						Year Ended December 31,
($ in millions)	2024			2023			2024			2023
Net income (loss) (GAAP)	$	(399	)	$	569		$	(714	)	$	2,419

Adjustments:
Unrealized (gains) losses on natural gas and oil derivatives		490			(347	)		979			(1,278	)
Separation and other termination costs		—			2			23			5
Gains on sales of assets		(2	)		(139	)		(14	)		(946	)
Other operating expense, net^(a)		267			4			325			22
(Gains) losses on purchases, exchanges or extinguishments of debt		(1	)		—			1			—
Contract amortization		(57	)		—			(57	)		—
Other		(21	)		(18	)		(38	)		(37	)
Tax effect of adjustments^(b)		(146	)		114			(271	)		517
Adjusted net income (Non-GAAP)	$	131		$	185		$	234		$	702

(a)		The three- and twelve-month periods ended December 31, 2024 include an adjustment for costs incurred related to the Southwestern Merger.
(b)		The three- and twelve-month periods ended December 31, 2024 include a tax effect attributed to the reconciling adjustments using a statutory rate of 22% and the three- and twelve-month periods December 31, 2023 include a tax effect attributed to the reconciling adjustments using a statutory rate of 23%.


RECONCILIATION OF EARNINGS (LOSS) PER COMMON SHARE TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (unaudited)

	Three Months Ended December 31,						Year Ended December 31,
($/share)	2024			2023			2024			2023
Earnings (loss) per common share (GAAP)	$	(1.72	)	$	4.34		$	(4.55	)	$	18.21
Effect of dilutive securities		—			(0.32	)		—			(1.29	)
Diluted earnings (loss) per common share (GAAP)	$	(1.72	)	$	4.02		$	(4.55	)	$	16.92

Adjustments:
Unrealized (gains) losses on natural gas and oil derivatives		2.12			(2.44	)		6.24			(8.94	)
Separation and other termination costs		—			0.01			0.14			0.04
Gains on sales of assets		(0.01	)		(0.99	)		(0.09	)		(6.62	)
Other operating expense, net^(a)		1.16			0.03			2.07			0.15
(Gains) losses on purchases, exchanges or extinguishments of debt		—			—			0.01			—
Contract amortization		(0.24	)		—			(0.36	)		—
Other		(0.09	)		(0.13	)		(0.24	)		(0.26	)
Tax effect of adjustments^(b)		(0.64	)		0.81			(1.73	)		3.62
Effect of dilutive securities		(0.03	)		—			(0.08	)		—
Adjusted diluted earnings per common share (Non-GAAP)	$	0.55		$	1.31		$	1.41		$	4.91

(a)		The three- and twelve-month periods ended December 31, 2024 include an adjustment for costs incurred related to the Southwestern Merger.
(b)		The three- and twelve-month periods ended December 31, 2024 include a tax effect attributed to the reconciling adjustments using a statutory rate of 22% and the three- and twelve-month periods December 31, 2023 include a tax effect attributed to the reconciling adjustments using a statutory rate of 23%.


RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDAX (unaudited)

	Three Months Ended December 31,						Year Ended December 31,
	2024			2023			2024			2023
($ in millions)
Net income (loss) (GAAP)	$	(399	)	$	569		$	(714	)	$	2,419

Adjustments:
Interest expense		64			22			123			104
Income tax expense (benefit)		(22	)		166			(127	)		698
Depreciation, depletion and amortization		647			379			1,729			1,527
Exploration		3			8			10			27
Unrealized (gains) losses on natural gas and oil derivatives		490			(347	)		979			(1,278	)
Separation and other termination costs		—			2			23			5
Gains on sales of assets		(2	)		(139	)		(14	)		(946	)
Other operating expense, net^(a)		267			4			325			22
(Gains) losses on purchases, exchanges or extinguishments of debt		(1	)		—			1			—
Contract amortization		(57	)		—			(57	)		—
Other		(26	)		(29	)		(83	)		(65	)
Adjusted EBITDAX (Non-GAAP)	$	964		$	635		$	2,195		$	2,513

(a)		The three- and twelve-month periods ended December 31, 2024 include an adjustment for costs incurred related to the Southwestern Merger.


RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO ADJUSTED FREE CASH FLOW (unaudited)

	Three Months Ended December 31,						Year Ended December 31,
	2024			2023			2024			2023
($ in millions)
Net cash provided by operating activities (GAAP)	$	382		$	470		$	1,565		$	2,380
Cash capital expenditures		(536	)		(379	)		(1,557	)		(1,829	)
Free cash flow (Non-GAAP)		(154	)		91			8			551
Cash paid for merger expenses		231			—			269			—
Cash contributions to investments		(4	)		(82	)		(75	)		(231	)
Free cash flow associated with divested assets^(a)		—			(48	)		—			(243	)
Adjusted free cash flow (Non-GAAP)	$	73		$	(39	)	$	202		$	77

(a)		In March and April of 2023, we closed two divestitures of certain Eagle Ford assets. Due to the structure of these transactions, both of which had an effective date of October 1, 2022, the cash generated by these assets was delivered to the respective buyers through a reduction in the proceeds we received at the closing of each transaction. Additionally, in November 2023, we closed the divestiture of the final portion of our Eagle Ford assets, with an effective date of February 1, 2023 and the cash generated by these assets was delivered to the buyer through a reduction in the proceeds we received at the closing of the transaction.


RECONCILIATION OF TOTAL DEBT TO NET DEBT (unaudited)

($ in millions)	December 31, 2024
Total debt (GAAP)	$	5,680
Premiums, discounts and issuance costs on debt		6
Principal amount of debt		5,686
Cash and cash equivalents		(317	)
Net debt (Non-GAAP)	$	5,369


PROVED RESERVES (unaudited)

	SEC pricing^(a)		Five-year strip pricing^(b)
($ in millions)
Proved reserves (Bcfe)		20,800		26,816
Standardized measure	$	7,531	$	22,120
PV-10^(c)	$	7,567	$	25,975

(a)		SEC proved reserves as of December 31, 2024 were based on a natural gas price of $2.13 per Mcf and an oil price of $75.48 per barrel of oil and NGL. Pricing was determined in accordance with the SEC requirement using the unweighted arithmetic average of the prices on the first day of each month within the 12-month period ended December 31, 2024. The average adjusted product prices weighted by production over the remaining lives of the properties are $0.65 per Mcf of gas, $65.16 per barrel of oil and $15.20 per barrel of NGL.
(b)		Pricing used in the five-year strip pricing sensitivity reflects five-year strip pricing as of February 19, 2025 and held constant thereafter using (i) the NYMEX five-year strip adjusted for regional differentials using Henry Hub for gas and (ii) the NYMEX West Texas Intermediate five-year strip for oil, adjusted for regional differentials consistent with those used in the SEC pricing, and holding all other assumptions constant. The average adjusted product prices weighted by production over the remaining lives of the properties would be $2.35 per Mcf of gas, $54.16 per barrel of oil, and $12.86 per barrel of NGL. The NYMEX strip price for proved reserves and related metrics are intended to illustrate reserve sensitivities to market expectations of commodity prices and should not be confused with SEC pricing for proved reserves and do not comply with SEC pricing assumptions. Management believes that the presentation of reserve volume and related metrics using NYMEX forward strip prices provides investors with additional useful information about the Company’s reserves because the forward prices are based on the market’s forward-looking expectations of oil and gas prices as of a certain date. The price at which the Company can sell its production in the future is the major determinant of the likely economic producibility of the Company’s reserves. The Company hedges certain amounts of future production based on futures prices. In addition, the Company uses such forward-looking market-based data in developing its drilling plans, assessing its capital expenditure needs and projecting future cash flows. While NYMEX strip prices represent a consensus estimate of future pricing, such prices are only an estimate and are not necessarily an accurate projection of future oil and gas prices. Actual future prices may vary significantly from NYMEX prices; therefore, actual revenue and value generated may be more or less than the amounts disclosed. Investors should be careful to consider forward prices in addition to, and not as a substitute for, SEC pricing, when considering the Company’s reserves.
(c)		PV-10 differs from the standardized measure because the former does not include the effects of estimated future income tax expense. PV-10 using SEC pricing excludes $36 million of estimated future income tax expense, and PV-10 using February 19, 2025 strip pricing excludes $3,855 million of estimated future income tax expense.


INVESTOR CONTACT:	MEDIA CONTACT:	EXPAND ENERGY CORPORATION
Chris Ayres	Brooke Coe	6100 North Western Avenue
(405) 935-8870	(405) 935-8878	P.O. Box 18496
ir@expandenergy.com	media@expandenergy.com	Oklahoma City, OK 73154

The MIL Network –

February 27, 2025

MIL-OSI: Nutanix Reports Second Quarter Fiscal 2025 Financial Results

Source: GlobeNewswire (MIL-OSI)

Delivers Outperformance Across All Guided Metrics

Reports 19% YoY ARR Growth and Strong Free Cash Flow

SAN JOSE, Calif., Feb. 26, 2025 (GLOBE NEWSWIRE) — Nutanix, Inc. (NASDAQ: NTNX), a leader in hybrid multicloud computing, today announced financial results for its second quarter ended January 31, 2025.

“During our second quarter we delivered outperformance across our guided metrics,” said Rajiv Ramaswami, President and CEO of Nutanix. “Our results are benefiting from the strength of the Nutanix Cloud Platform, demand from businesses looking for a trusted long-term partner committed to innovation and customer care, and go-to-market leverage from our partnerships and programs.”

“Our second quarter results included 19% year-over-year ARR growth and strong year-to-date free cash flow generation, reflecting our focus on delivering sustainable, profitable growth,” said Rukmini Sivaraman, CFO of Nutanix. “We also recently strengthened our balance sheet and increased our financial flexibility with the issuance of convertible notes at attractive terms and by establishing a new revolving credit facility.”

Second Quarter Fiscal 2025 Financial Summary

	Q2 FY’25	Q2 FY’24	Y/Y Change
Annual Recurring Revenue (ARR)¹	$2.06 billion	$1.74 billion	19%
Average Contract Duration²	3.0 years	2.8 years	0.2 year
Revenue	$654.7 million	$565.2 million	16%
GAAP Gross Margin	87.0%	85.6%	140 bps
Non-GAAP Gross Margin	88.3%	87.3%	100 bps
GAAP Operating Expenses	$504.0 million	$446.6 million	13%
Non-GAAP Operating Expenses	$417.0 million	$369.4 million	13%
GAAP Operating Income	$65.4 million	$37.0 million	$28.4 million
Non-GAAP Operating Income	$161.3 million	$123.9 million	$37.4 million
GAAP Operating Margin	10.0%	6.6%	340 bps
Non-GAAP Operating Margin	24.6%	21.9%	270 bps
Net Cash Provided by Operating Activities	$221.7 million	$186.4 million	$35.3 million
Free Cash Flow	$187.1 million	$162.6 million	$24.5 million

Reconciliations between GAAP and non-GAAP financial measures and key performance measures, to the extent available, are provided in the tables of this press release.

Recent Company Highlights

Third Quarter Fiscal 2025 Outlook


Revenue	$620 – $630 million
Non-GAAP Operating Margin	17% to 18%
Weighted Average Shares Outstanding (Diluted)³	Approximately 296 million

Fiscal 2025 Outlook


Revenue	$2.495 – $2.515 billion
Non-GAAP Operating Margin	17.5% to 18.5%
Free Cash Flow	$650 – $700 million

Supplementary materials to this press release, including our second quarter fiscal 2025 earnings presentation, can be found at https://ir.nutanix.com/financial/quarterly-results.

Webcast and Conference Call Information

Nutanix executives will discuss the Company’s second quarter fiscal 2025 financial results on a conference call today at 4:30 p.m. Eastern Time/1:30 p.m. Pacific Time. Interested parties may access the conference call by registering at this link to receive dial in details and a unique PIN number. The conference call will also be webcast live on the Nutanix Investor Relations website at ir.nutanix.com. An archived replay of the webcast will be available on the Nutanix Investor Relations website at ir.nutanix.com shortly after the call.

Footnotes

¹Annual Recurring Revenue, or ARR, for any given period, is defined as the sum of ACV for all subscription contracts in effect as of the end of a specific period. For the purposes of this calculation, we assume that the contract term begins on the date a contract is booked, unless the terms of such contract prevent us from fulfilling our obligations until a later period, and irrespective of the periods in which we would recognize revenue for such contract. Excludes all life-of-device contracts. ACV is defined as the total annualized value of a contract. The total annualized value for a contract is calculated by dividing the total value of the contract by the number of years in the term of such contract. Excludes amounts related to professional services and hardware.

²Average Contract Duration represents the dollar-weighted term, calculated on a billings basis, across all subscription contracts, as well as our limited number of life-of-device contracts, using an assumed term of five years for life-of-device licenses, executed in the period.

³Weighted average share count used in computing diluted non-GAAP net income per share.

Non-GAAP Financial Measures and Other Key Performance Measures

To supplement our consolidated financial statements, which are prepared and presented in accordance with GAAP, this press release includes the following non-GAAP financial and other key performance measures: non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP operating margin, free cash flow, Annual Recurring Revenue (or ARR), and Average Contract Duration. In computing non-GAAP financial measures, we exclude certain items such as stock-based compensation and the related income tax impact, costs associated with our acquisitions (such as amortization of acquired intangible assets, income tax-related impact, and other acquisition-related costs), restructuring charges, litigation settlement accruals and legal fees related to certain litigation matters, the amortization and conversion of the debt discount and issuance costs related to convertible senior notes, interest expense related to convertible senior notes, inducement expense related to the repurchase of convertible senior notes, and other non-recurring transactions and the related tax impact. Non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, and non-GAAP operating margin are financial measures which we believe provide useful information to investors because they provide meaningful supplemental information regarding our performance and liquidity by excluding certain expenses and expenditures such as stock-based compensation expense that may not be indicative of our ongoing core business operating results. Free cash flow is a performance measure that we believe provides useful information to our management and investors about the amount of cash generated by the business after capital expenditures, and we define free cash flow as net cash provided by (used in) operating activities less purchases of property and equipment. ARR is a performance measure that we believe provides useful information to our management and investors as it allows us to better track the topline growth of our subscription business because it takes into account variability in term lengths. We use these non-GAAP financial and key performance measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons. However, these non-GAAP financial and key performance measures have limitations as analytical tools and you should not consider them in isolation or as substitutes for analysis of our results as reported under GAAP. Non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP operating margin, and free cash flow are not substitutes for gross margin, operating expenses, operating income (loss), operating margin, or net cash provided by (used in) operating activities, respectively. There is no GAAP measure that is comparable to ARR or Average Contract Duration, so we have not reconciled the ARR or Average Contract Duration data included in this press release to any GAAP measure. In addition, other companies, including companies in our industry, may calculate non-GAAP financial measures and key performance measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures and key performance measures as tools for comparison. We urge you to review the reconciliation of our non-GAAP financial measures and key performance measures to the most directly comparable GAAP financial measures included below in the tables captioned “Reconciliation of GAAP to Non-GAAP Profit Measures” and “Reconciliation of GAAP Net Cash Provided By Operating Activities to Non-GAAP Free Cash Flow,” and not to rely on any single financial measure to evaluate our business. This press release also includes the following forward-looking non-GAAP financial measures as part of our third quarter fiscal 2025 outlook and/or our fiscal 2025 outlook: non-GAAP operating margin and free cash flow. We are unable to reconcile these forward-looking non-GAAP financial measures to their most directly comparable GAAP financial measures without unreasonable efforts, as we are currently unable to predict with a reasonable degree of certainty the type and extent of certain items that would be expected to impact the GAAP financial measures for these periods but would not impact the non-GAAP financial measures.

Forward-Looking Statements

This press release contains express and implied forward-looking statements, including, but not limited to, statements regarding: our business momentum and prospects, including the strength of our platform, demand from businesses looking for a long-term partner committed to innovation and customer care, and go-to-market leverage from our partnerships; our focus on delivering sustainable, profitable growth; our third quarter fiscal 2025 outlook; and our fiscal 2025 outlook.

These forward-looking statements are not historical facts and instead are based on our current expectations, estimates, opinions, and beliefs. Consequently, you should not rely on these forward-looking statements. The accuracy of these forward-looking statements depends upon future events and involves risks, uncertainties, and other factors, including factors that may be beyond our control, that may cause these statements to be inaccurate and cause our actual results, performance or achievements to differ materially and adversely from those anticipated or implied by such statements, including, among others: the inherent uncertainty or assumptions and estimates underlying our projections and guidance, which are necessarily speculative in nature; any failure to successfully implement or realize the full benefits of, or unexpected difficulties or delays in successfully implementing or realizing the full benefits of, our business plans, strategies, initiatives, vision, objectives, momentum, prospects and outlook; our ability to achieve, sustain and/or manage future growth effectively; the rapid evolution of the markets in which we compete, including the introduction, or acceleration of adoption of, competing solutions, including public cloud infrastructure; failure to timely and successfully meet our customer needs; delays in or lack of customer or market acceptance of our new solutions, products, services, product features or technology; macroeconomic or geopolitical uncertainty; our ability to attract, recruit, train, retain, and, where applicable, ramp to full productivity, qualified employees and key personnel; factors that could result in the significant fluctuation of our future quarterly operating results (including anticipated changes to our revenue and product mix, the timing and magnitude of orders, shipments and acceptance of our solutions in any given quarter, our ability to attract new and retain existing end-customers, changes in the pricing and availability of certain components of our solutions, and fluctuations in demand and competitive pricing pressures for our solutions); our ability to form new or maintain and strengthen existing strategic alliances and partnerships, as well as our ability to manage any changes thereto; our ability to make share repurchases; and other risks detailed in our Annual Report on Form 10-K for the fiscal year ended July 31, 2024 filed with the U.S. Securities and Exchange Commission, or the SEC, on September 19, 2024 and our subsequent Quarterly Reports on Form 10-Q filed with the SEC. Additional information will be set forth in our Quarterly Report on Form 10-Q for the fiscal quarter ended January 31, 2025, which should be read in conjunction with this press release and the financial results included herein. Our SEC filings are available on the Investor Relations section of our website at ir.nutanix.com and on the SEC’s website at www.sec.gov. These forward-looking statements speak only as of the date of this press release and, except as required by law, we assume no obligation, and expressly disclaim any obligation, to update, alter or otherwise revise any of these forward-looking statements to reflect actual results or subsequent events or circumstances.

About Nutanix

Nutanix is a global leader in cloud software, offering organizations a single platform for running applications and managing data, anywhere. With Nutanix, companies can reduce complexity and simplify operations, freeing them to focus on their business outcomes. Building on its legacy as the pioneer of hyperconverged infrastructure, Nutanix is trusted by companies worldwide to power hybrid multicloud environments consistently, simply, and cost-effectively. Learn more at www.nutanix.com or follow us on social media @nutanix.

© 2025 Nutanix, Inc. All rights reserved. Nutanix, the Nutanix logo, and all Nutanix product and service names mentioned herein are registered trademarks or unregistered trademarks of Nutanix, Inc. (“Nutanix”) in the United States and other countries. Other brand names or marks mentioned herein are for identification purposes only and may be the trademarks of their respective holder(s). This press release is for informational purposes only and nothing herein constitutes a warranty or other binding commitment by Nutanix.

Investor Contact:
Richard Valera
ir@nutanix.com

Media Contact:
Jennifer Massaro
pr@nutanix.com


NUTANIX, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

	As of
	July 31, 2024			January 31, 2025
	(in thousands)
Assets
Current assets:
Cash and cash equivalents	$	655,270		$	1,072,161
Short-term investments		339,072			670,686
Accounts receivable, net		229,796			327,294
Deferred commissions—current		159,849			153,330
Prepaid expenses and other current assets		97,307			111,923
Total current assets		1,481,294			2,335,394
Property and equipment, net		136,180			138,753
Operating lease right-of-use assets		109,133			112,051
Deferred commissions—non-current		198,962			184,904
Intangible assets, net		5,153			3,443
Goodwill		185,235			185,235
Other assets—non-current		27,961			29,210
Total assets	$	2,143,918		$	2,988,990
Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable	$	45,066		$	45,903
Accrued compensation and benefits		195,602			203,040
Accrued expenses and other current liabilities		24,967			22,428
Deferred revenue—current		954,543			1,024,364
Operating lease liabilities—current		24,163			21,819
Total current liabilities		1,244,341			1,317,554
Deferred revenue—non-current		918,163			995,173
Operating lease liabilities—non-current		90,359			93,828
Convertible senior notes, net		570,073			1,341,388
Other liabilities—non-current		49,130			48,721
Total liabilities		2,872,066			3,796,664
Stockholders’ deficit:
Common stock		7			7
Additional paid-in capital		4,118,898			4,120,529
Accumulated other comprehensive loss		146			404
Accumulated deficit		(4,847,199	)		(4,928,614	)
Total stockholders’ deficit		(728,148	)		(807,674	)
Total liabilities and stockholders’ deficit	$	2,143,918		$	2,988,990

NUTANIX, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

	Three Months Ended January 31,					Six Months Ended January 31,
	2024		2025			2024			2025
	(in thousands, except per share data)
Revenue:
Product	$	299,660	$	354,187		$	546,582		$	656,106
Support, entitlements and other services		265,573		300,534			529,705			589,571
Total revenue		565,233		654,721			1,076,287			1,245,677
Cost of revenue:
Product ⁽¹⁾⁽²⁾		9,402		8,823			19,636			17,193
Support, entitlements and other services ⁽¹⁾		72,154		76,465			143,879			150,765
Total cost of revenue		81,556		85,288			163,515			167,958
Gross profit		483,677		569,433			912,772			1,077,719
Operating expenses:
Sales and marketing ⁽¹⁾⁽²⁾		236,702		261,382			472,025			514,783
Research and development ⁽¹⁾		160,401		182,785			312,376			356,744
General and administrative ⁽¹⁾		49,529		59,828			97,032			113,504
Total operating expenses		446,632		503,995			881,433			985,031
Income from operations		37,045		65,438			31,339			92,688
Other income (expense), net		2,096		(355	)		(3,179	)		9,218
Income before provision for income taxes		39,141		65,083			28,160			101,906
Provision for income taxes		6,346		8,656			11,218			15,553
Net income	$	32,795	$	56,427		$	16,942		$	86,353
Net income per share attributable to Class A common stockholders, basic	$	0.13	$	0.21		$	0.07		$	0.32
Net income per share attributable to Class A common stockholders, diluted	$	0.12	$	0.19		$	0.09		$	0.30
Weighted average shares used in computing net income per share attributable to Class A common stockholders, basic		243,853		267,138			242,667			266,842
Weighted average shares used in computing net income per share attributable to Class A common stockholders, diluted		298,540		293,351			294,851			291,086

____________________________
^{(1) Includes the following stock-based compensation expense:}

	Three Months Ended January 31,				Six Months Ended January 31,
	2024		2025		2024		2025
	(in thousands)
Product cost of revenue	$	1,697	$	812	$	3,625	$	2,024
Support, entitlements and other services cost of revenue		7,183		7,325		14,299		14,145
Sales and marketing		20,738		21,397		42,209		42,045
Research and development		40,541		46,765		78,945		90,327
General and administrative		15,810		17,129		30,889		33,636
Total stock-based compensation expense	$	85,969	$	93,428	$	169,967	$	182,177

____________________________
^{(2) Includes the following amortization of intangible assets:}

	Three Months Ended January 31,				Six Months Ended January 31,
	2024		2025		2024		2025
	(in thousands)
Product cost of revenue	$	749	$	767	$	1,860	$	1,534
Sales and marketing		82		88		119		176
Total amortization of intangible assets	$	831	$	855	$	1,979	$	1,710

NUTANIX, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

	Six Months Ended January 31,
	2024			2025
	(in thousands)
Cash flows from operating activities:
Net income	$	16,942		$	86,353
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		36,389			36,427
Stock-based compensation		169,967			182,177
Amortization of debt discount and issuance costs		22,300			1,185
Inducement expense from partial repurchase of the 2027 Notes		—			11,347
Operating lease cost, net of accretion		16,046			13,962
Non-cash interest expense		10,064			—
Other		(8,859	)		(2,130	)
Changes in operating assets and liabilities:
Accounts receivable, net		(19,662	)		(72,745	)
Deferred commissions		4,830			20,577
Prepaid expenses and other assets		40,575			(5,833	)
Accounts payable		8,695			(334	)
Accrued compensation and benefits		34,158			7,792
Accrued expenses and other liabilities		(86,009	)		(1,680	)
Operating leases, net		(14,884	)		(15,754	)
Deferred revenue		101,329			122,077
Net cash provided by operating activities		331,881			383,421
Cash flows from investing activities:
Maturities of investments		429,219			162,139
Purchases of investments		(455,254	)		(493,156	)
Payments for acquisitions, net of cash acquired		(4,500	)		—
Purchases of property and equipment		(36,784	)		(44,438	)
Net cash used in investing activities		(67,319	)		(375,455	)
Cash flows from financing activities:
Proceeds from sales of shares through employee equity incentive plans		15,153			29,300
Taxes paid related to net share settlement of equity awards		(53,180	)		(148,194	)
Proceeds from the issuance of convertible notes, net of issuance costs		—			848,010
Payment of third-party debt issuance costs		—			(2,771	)
Partial repurchase of the 2027 Notes		—			(95,453	)
Repurchases of common stock		(59,192	)		(220,100	)
Payment of finance lease obligations		(1,758	)		(1,945	)
Net cash (used in) provided by financing activities		(98,977	)		408,847
Net increase in cash, cash equivalents and restricted cash	$	165,585		$	416,813
Cash, cash equivalents and restricted cash—beginning of period		515,771			655,662
Cash, cash equivalents and restricted cash—end of period	$	681,356		$	1,072,475
Restricted cash⁽¹⁾		2,110			314
Cash and cash equivalents—end of period	$	679,246		$	1,072,161
Supplemental disclosures of cash flow information:
Cash paid for income taxes	$	14,168		$	19,283
Supplemental disclosures of non-cash investing and financing information:
Purchases of property and equipment included in accounts payable and accrued and other liabilities	$	1,648		$	1,601
Unpaid taxes related to net share settlement of equity awards included in accrued expenses and other liabilities	$	—		$	11,460

____________________________
^{(1) Included within other assets—non-current in the condensed consolidated balance sheets.}

Reconciliation of Revenue to Billings
(Unaudited)

	Three Months Ended January 31,				Six Months Ended January 31,
	2024		2025		2024		2025
	(in thousands)
Total revenue	$	565,233	$	654,721	$	1,076,287	$	1,245,677
Change in deferred revenue		51,250		121,637		101,329		122,077
Total billings	$	616,483	$	776,358	$	1,177,616	$	1,367,754

Disaggregation of Revenue and Billings
(Unaudited)

	Three Months Ended January 31,				Six Months Ended January 31,
	2024		2025		2024		2025
	(in thousands)
Disaggregation of revenue:
Subscription revenue	$	531,983	$	624,418	$	1,011,461	$	1,185,114
Professional services revenue		25,008		28,030		47,843		55,315
Other non-subscription product revenue		8,242		2,273		16,983		5,248
Total revenue	$	565,233	$	654,721	$	1,076,287	$	1,245,677
Disaggregation of billings:
Subscription billings	$	572,759	$	733,737	$	1,101,673	$	1,298,029
Professional services billings		35,482		40,348		58,960		64,477
Other non-subscription product billings		8,242		2,273		16,983		5,248
Total billings	$	616,483	$	776,358	$	1,177,616	$	1,367,754

Subscription revenue — Subscription revenue includes any performance obligation which has a defined term, and is generated from the sales of software entitlement and support subscriptions, subscription software licenses and cloud-based software-as-a-service, or SaaS, offerings.

Ratable — We recognize revenue from software entitlement and support subscriptions and SaaS offerings ratably over the contractual service period, the substantial majority of which relate to software entitlement and support subscriptions.
Upfront — Revenue from our subscription software licenses is generally recognized upfront upon transfer of control to the customer, which happens when we make the software available to the customer.

Professional services revenue — We also sell professional services with our products. We recognize revenue related to professional services as they are performed.

Other non-subscription product revenue — Other non-subscription product revenue includes approximately $7.0 million and $15.2 million of non-portable software revenue for the three and six months ended January 31, 2024, respectively, $0.5 million and $2.3 million of non-portable software revenue for the three and six months ended January 31, 2025, respectively, $1.2 million and $1.8 million of hardware revenue for the three and six months ended January 31, 2024, respectively, and $1.8 million and $2.9 million of hardware revenue for the three and six months ended January 31, 2025, respectively.

Non-portable software revenue — Non-portable software revenue includes sales of our platform when delivered on a configured-to-order appliance by us or one of our OEM partners. The software licenses associated with these sales are typically non-portable and can be used over the life of the appliance on which the software is delivered. Revenue from our non-portable software products is generally recognized upon transfer of control to the customer.
Hardware revenue — In the infrequent transactions where the hardware appliance is purchased directly from Nutanix, we consider ourselves to be the principal in the transaction and we record revenue and costs of goods sold on a gross basis. We consider the amount allocated to hardware revenue to be equivalent to the cost of the hardware procured. Hardware revenue is generally recognized upon transfer of control to the customer.

Annual Recurring Revenue
(Unaudited)

	Three Months Ended January 31,				Six Months Ended January 31,
	2024		2025		2024		2025
	(in thousands)
Annual Recurring Revenue (ARR)	$	1,737,364	$	2,059,506	$	1,737,364	$	2,059,506

Reconciliation of GAAP to Non-GAAP Profit Measures
(Unaudited)

	GAAP			Non-GAAP Adjustments																			Non-GAAP
	Three Months Ended January 31, 2025			(1)			(2)			(3)			(4)			(5)		(6)		(7)			Three Months Ended January 31, 2025
	(in thousands, except percentages and per share data)
Gross profit	$	569,433		$	8,137		$	767		$	—		$	—		$	—	$	—	$	—		$	578,337
Gross margin		87.0	%		1.2	%		0.1	%		—			—			—		—		—			88.3	%
Operating expenses:
Sales and marketing		261,382			(21,397	)		(88	)		—			—			—		—		—			239,897
Research and development		182,785			(46,765	)		—			—			—			—		—		—			136,020
General and administrative		59,828			(17,129	)		—			(1,568	)		—			—		—		—			41,131
Total operating expenses		503,995			(85,291	)		(88	)		(1,568	)		—			—		—		—			417,048
Income from operations		65,438			93,428			855			1,568			—			—		—		—			161,289
Operating margin		10.0	%		14.3	%		0.1	%		0.2	%		—			—		—		—			24.6	%
Net income	$	56,427		$	93,428		$	855		$	1,568		$	(20	)	$	1,674	$	11,347	$	(151	)	$	165,128
Weighted shares outstanding, basic		267,138																						267,138
Weighted shares outstanding, diluted ⁽⁸⁾		293,351																						293,351
Net income per share, basic	$	0.21		$	0.35		$	–		$	0.01		$	–		$	0.01	$	0.04	$	–		$	0.62
Net income per share, diluted ⁽⁹⁾	$	0.19																					$	0.56

____________________________
^{(1) Stock-based compensation expense}
^{(2) Amortization of intangible assets}
^{(3) Legal fees}
^{(4) Other}
^{(5) Amortization of debt issuance costs and interest expense related to convertible senior notes}
^{(6) Inducement expense related to partial repurchase of the 2027 Notes}
^{(7) Income tax effect primarily related to stock-based compensation expense}
^{(8) Includes 26,214 potentially dilutive shares related to convertible senior notes and the issuance of shares under employee equity incentive plans}
^{(9) In accordance with ASC 260, in order to calculate GAAP net income per share, diluted, the numerator has been adjusted to add back $691 of interest expense related to the convertible senior notes}

	GAAP			Non-GAAP Adjustments																		Non-GAAP
	Six Months Ended January 31, 2025			(1)			(2)			(3)			(4)			(5)		(6)		(7)		Six Months Ended January 31, 2025
	(in thousands, except percentages and per share data)
Gross profit	$	1,077,719		$	16,169		$	1,534		$	—		$	—		$	—	$	—	$	—	$	1,095,422
Gross margin		86.5	%		1.3	%		0.1	%		—			—			—		—		—		87.9	%
Operating expenses:
Sales and marketing		514,783			(42,045	)		(176	)		—			—			—		—		—		472,562
Research and development		356,744			(90,327	)		—			—			—			—		—		—		266,417
General and administrative		113,504			(33,636	)		—			(2,935	)		—			—		—		—		76,933
Total operating expenses		985,031			(166,008	)		(176	)		(2,935	)		—			—		—		—		815,912
Income from operations		92,688			182,177			1,710			2,935			—			—		—		—		279,510
Operating margin		7.4	%		14.7	%		0.1	%		0.2	%		—			—		—		—		22.4	%
Net income	$	86,353		$	182,177		$	1,710		$	2,935		$	(130	)	$	11,347	$	2,419	$	90	$	286,901
Weighted shares outstanding, basic		266,842																					266,842
Weighted shares outstanding, diluted ⁽⁸⁾		291,086																					291,086
Net income per share, basic	$	0.32		$	0.69		$	0.01		$	0.01		$	–		$	0.04	$	0.01	$	–	$	1.08
Net income per share, diluted ⁽⁹⁾	$	0.30																				$	0.99

____________________________
^{(1) Stock-based compensation expense}
^{(2) Amortization of intangible assets}
^{(3) Legal fees}
^{(4) Other}
^{(5) Inducement expense related to partial repurchase of the 2027 Notes}
^{(6) Amortization of debt issuance costs and interest expense related to convertible senior notes}
^{(7) Income tax effect primarily related to stock-based compensation expense}
^{(8) Includes 24,243 potentially dilutive shares related to convertible senior notes and the issuance of shares under employee equity incentive plans}
^{(9) In accordance with ASC 260, in order to calculate GAAP net income per share, diluted, the numerator has been adjusted to add back $975 of interest expense related to the convertible senior notes}

	GAAP			Non-GAAP Adjustments																Non-GAAP
	Three Months Ended January 31, 2024			(1)			(2)			(3)			(4)			(5)		(6)		Three Months Ended January 31, 2024
	(in thousands, except percentages and per share data)
Gross profit	$	483,677		$	8,880		$	749		$	—		$	—		$	—	$	—	$	493,306
Gross margin		85.6	%		1.6	%		0.1	%		—			—			—		—		87.3	%
Operating expenses:
Sales and marketing		236,702			(20,738	)		(82	)		194			—			—		—		216,076
Research and development		160,401			(40,541	)		—			—			—			—		—		119,860
General and administrative		49,529			(15,810	)		—			—			(227	)		—		—		33,492
Total operating expenses		446,632			(77,089	)		(82	)		194			(227	)		—		—		369,428
Income from operations		37,045			85,969			831			(194	)		227			—		—		123,878
Operating margin		6.6	%		15.2	%		0.1	%		—			—			—		—		21.9	%
Net income	$	32,795		$	85,969		$	831		$	(194	)	$	117		$	16,651	$	177	$	136,346
Weighted shares outstanding, basic		243,853																			243,853
Weighted shares outstanding, diluted ⁽⁷⁾		298,540																			298,540
Net income per share, basic	$	0.13		$	0.36		$	–		$	–		$	–		$	0.07	$	–	$	0.56
Net income per share, diluted ⁽⁸⁾	$	0.12																		$	0.46

____________________________
^{(1) Stock-based compensation expense}
^{(2) Amortization of intangible assets}
^{(3) Restructuring charges (reversals)}
^{(4) Other}
^{(5) Amortization of debt discount and issuance costs and interest expense related to convertible senior notes}
^{(6) Income tax effect primarily related to stock-based compensation expense}
^{(7) Includes 54,687 potentially dilutive shares related to convertible senior notes and the issuance of shares under employee equity incentive plans}
^{(8) In accordance with ASC 260, in order to calculate GAAP net income per share, diluted, the numerator has been adjusted to add back $4,271 of interest expense related to the convertible senior notes}

	GAAP			Non-GAAP Adjustments																Non-GAAP
	Six Months Ended January 31, 2024			(1)			(2)			(3)			(4)			(5)		(6)		Six Months Ended January 31, 2024
	(in thousands, except percentages and per share data)
Gross profit	$	912,772		$	17,924		$	1,860		$	—		$	—		$	—	$	—	$	932,556
Gross margin		84.8	%		1.6	%		0.2	%		—			—			—		—		86.6	%
Operating expenses:
Sales and marketing		472,025			(42,209	)		(119	)		194			—			—		—		429,891
Research and development		312,376			(78,945	)		—			—			—			—		—		233,431
General and administrative		97,032			(30,889	)		—			—			(273	)		—		—		65,870
Total operating expenses		881,433			(152,043	)		(119	)		194			(273	)		—		—		729,192
Income from operations		31,339			169,967			1,979			(194	)		273			—		—		203,364
Operating margin		2.9	%		15.8	%		0.2	%		—			—			—		—		18.9	%
Net income	$	16,942		$	169,967		$	1,979		$	(194	)	$	1,083		$	32,998	$	451	$	223,226
Weighted shares outstanding, basic		242,667																			242,667
Weighted shares outstanding, diluted⁽⁷⁾		294,851																			294,851
Net income per share, basic	$	0.07		$	0.70		$	0.01		$	–		$	–		$	0.14	$	–	$	0.92
Net income per share, diluted⁽⁸⁾	$	0.09																		$	0.76

____________________________
^{(1) Stock-based compensation expense}
^{(2) Amortization of intangible assets}
^{(3) Restructuring charges (reversals)}
^{(4) Other}
^{(5) Amortization of debt discount and issuance costs and interest expense related to convertible senior notes}
^{(6) Income tax effect primarily related to stock-based compensation expense}
^{(7) Includes 52,184 potentially dilutive shares related to convertible senior notes and the issuance of shares under employee equity incentive plans}
^{(8) In accordance with ASC 260, in order to calculate GAAP net income per share, diluted, the numerator has been adjusted to add back $8,451 of interest expense related to the convertible senior notes}

Reconciliation of GAAP Net Cash Provided by Operating Activities to Non-GAAP Free Cash Flow
(Unaudited)

	Three Months Ended January 31,						Six Months Ended January 31,
	2024			2025			2024			2025
	(in thousands)
Net cash provided by operating activities	$	186,408		$	221,670		$	331,881		$	383,421
Purchases of property and equipment		(23,764	)		(34,607	)		(36,784	)		(44,438	)
Free cash flow	$	162,644		$	187,063		$	295,097		$	338,983

The MIL Network –

February 27, 2025

MIL-OSI: Gibson Energy Announces 2024 Key Industry-Leading Sustainability Achievements and Safety Leadership

Source: GlobeNewswire (MIL-OSI)

CALGARY, Alberta, Feb. 26, 2025 (GLOBE NEWSWIRE) — Gibson Energy Inc. (“Gibson” or the “Company”), a leading North American energy infrastructure company, today highlights the significant progress in its annual sustainability performance. The Company’s exceptional operational management and safety commitment to achieve zero harm to people, the environment and assets is foundational to these efforts. 2024 marked the Company’s latest safety leadership milestone by recording 8.8 million hours without a lost time injury for its employee and contract workforce.

“Sustainable practices and operational safety will always be embedded into our day-to-day, and I’m proud of our team reaching this latest safety milestone,” said Curtis Philippon, President and Chief Executive Officer. “Looking broadly at our sustainability commitments, to be externally recognized by key global rating agencies, including the A- we recently received from the Climate Disclosure Project, scoring 96 out of 100 points in the Globe and Mail Board Games Governance Ranking and placing in the 97^th percentile of all energy companies by the S&P Global Corporate Sustainability Assessment, reinforces the progress we made this year. Our focus will not change in 2025, we remain committed to safety, innovation, collaboration and accountability as we continue to work toward our ambitious goals.”

Gibson’s sustainability strategy is built on strong governance and strategic initiatives that focus on long-term value for our shareholders, employees, communities, Indigenous Peoples, governments, customers and suppliers.

“On behalf of the Management team, I’d also like to extend sincere thanks to our employees for their commitment to safety and our sustainability goals,” said Riley Hicks, Senior Vice President, Chief Financial Officer. “We will continue to build off this momentum, further leverage our world-class asset base and identify additional strategic growth opportunities to meet the evolving global energy demands.”

2024 Ratings:

The Company is proud to continue to rank at the top among its Canadian and US midstream peers, reaffirming its position as a global leader in sustainability.

Rating Agency	Score / Ranking	Description of Score / Ranking

MSCI ESG Risk Ratings	AAA	Gibson is one of only 10% of companies globally in the Oil & Gas Refining, Marketing, Transportation & Storage industry to receive this leadership rating Measurement of resilience to long-term, industry material ESG risks on a relative ranking from AAA being the best to CCC being the worst More information is available at www.msci.com
CDP – Climate Change	A-	Maintained this leadership position within the CDP and among midstream peers for the fifth year in a row A- Supplier Engagement Rating A detailed and independent methodology is used by CDP with more information available at www.cdp.net

S&P Global Corporate Sustainability Assessment	66	Gibson placed in the 97^th percentile of all energy companies and was the highest scoring Canadian midstream company Gibson was recognized in the S&P Global Sustainability Yearbook for the fourth year in a row More information about The Sustainability Yearbook can be found here
Sustainalytics ESG Risk Rating	16.0	Top 1% within Refiners & Pipelines industry group (2^nd out of 208 companies) Gibson was once again recognized on the Sustainalytics 2024 Industry Top-Rated List More information about Sustainalytics is available at www.sustainalytics.com
Globe and Mail Board Games Governance Ranking	12^th	Top quartile, ranking 12^th out of 215 companies and trusts in the S&P/TSX Composite Index Received a score of 96 based on a rigorous set of governance criteria on a scale of 100 being the best to 1 being the worst, tying the Company with a peer as the highest ranked energy company

ISS Governance Quality Score	1	Denotes decile ranking score on a scale of 1 being the best to 10 being the worst, with a score of 1 indicating top 10% performance within Energy industry group

ISS Environmental Quality Score	1

ISS Social Quality Score	2

Note: ESG ratings as at February 21, 2025

Key Achievements:

Environmental and Operations Impact

Published the 2023 Sustainability Report, detailing progress toward ambitious 2025 and 2030 ESG targets, including the Net Zero by 2050 commitment for Scope 1 and 2 emissions
Gibson, in its pursuit of Mission Zero, recorded 8.8 million hours without a lost time injury for its employee and contract workforce
Successfully completed the Gateway Terminal acquisition and implemented several key mitigation strategies to safeguard marine environments
Gibson received the ‘Union Pacific Railroad Pinnacle Award’, which recognizes customers who implement release prevention protocols, corrective action plans and have zero non-accident releases of regulated hazardous materials shipments
Continued to regularly conduct Process Hazard Analysis to proactively identify, monitor and mitigate any potential impacts to operational excellence

Social Responsibility

Exceeded its 2025 target with over 24% racial and ethnic minority representation and 5% Indigenous representation in the workforce
Successfully implemented Gibson’s inaugural Indigenous Peoples Development Program and announced a partnership with the Canadian Council for Indigenous Business by participating in the PAIR program at the Committed level, both of which further embeds Indigenous Peoples culture, decision-making and business practices at all levels of the organization
Named as one of Alberta’s Top Employers and Canada’s Best Diversity Employers by the annual Canada’s Top 100 Employers Project for the third consecutive year
Maintained a best-in-class position in employee participation in our community giving program with a rate of 94%
Gibson was awarded the ‘Better Benefits Award’ from Fertility Matters Canada for its leadership position in creating a family-friendly benefit plan and also, the ‘Best Wellness Program’ at the Canada’s Safest Employers Awards

Governance and Transparency

In the Globe & Mail annual Board Games results, Gibson ranked 12^th out of 215 companies, scoring 96 out of 100 points, which recognized the company’s approach to strong governance practices and tied the Company with a peer as the highest ranked energy company
Ahead of the 2025 target dates, achieved both Governance ESG targets by having 50% female representation and three racial, ethnic and or Indigenous representation on its Board of Directors
In line with the Canada’s Fighting Against Forced Labour and Child Labour in Supply Chains Act, published its inaugural Modern Slavery Report
Demonstrated a commitment to responsible procurement with 100% participation and completion of Supply Chain Human Rights training by members of Supply Chain Management, Legal and Sustainability teams
Published Gibson’s Sustainability Policy, which formalizes the Company’s long-standing sustainability commitments and enhances the governance approach

Additional information on Gibson’s approach to Sustainability and ESG, is available at: https://www.gibsonenergy.com/sustainability.

About Gibson
Gibson is a leading liquids infrastructure company with its principal businesses consisting of the 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.

Advisory Statements

Definitions
Scope 1 emissions are direct emissions from facilities owned and operated by Gibson.

Scope 2 emissions are indirect emissions from the generation of purchased energy for Gibson’s owned and operated facilities.

All references in this press release to Net Zero include Scope 1 and Scope 2 emissions only. Targets currently do not include the Gateway Terminal.

All references in this press release to Gibson’s business and asset base are only inclusive of the equity portion of facilities Gibson owns and operates.

Forward-Looking Statements

Certain statements contained in this press release constitute forward-looking information and statements (collectively, forward-looking statements). These statements relate to future events or future performance. All statements other than statements of historical fact are forward-looking statements. The use of any of the words “anticipate”, “plan”, “aim”, “target”, “goal”, “contemplate”, “continue”, “commit”, “estimate”, “expect”, “future”, “forecast”, “forward”, “further”, “intend”, “long-term”, “propose”, “might”, “may”, “maintain”, “will”, “shall”, “project”, “should”, “could”, “would”, “believe”, “opportunity”, “predict”, “pursue”, “potential” and “progress” 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, its commitment to sustainability, ESG leadership and strong governance practices, its focus areas for 2025, its commitment to, and ability to maintain, its position as an industry ESG and sustainability leader; its ability to identify and realize opportunities to advance its sustainability journey and leverage its asset base and growth opportunities to a more secure and resilient energy future; its commitment to a safe and effective working environment; its sustainability strategy generating long-term value for key stakeholders; its Mission Zero commitment and the efforts undertaken to achieve such goal; the anticipated benefits of its renewable PPA and the timing thereof; the impact of the acquisition of STGT on Gibson’s sustainability profile; its ability to improve its operations, including with respect to emission reductions, biodiversity and Indigenous relations; its ESG goals, including its 2025 and 2030 ESG goals and its Net Zero by 2050 commitment; embedding Truth and Reconciliation principles into its culture and business practices; Gibson’s future climate and ESG targets and metrics and future ambitions, the global energy transition, and other assumptions inherent in management’s expectations in respect of the forward-looking statements identified herein.

Forward-looking statements involve known and unknown risks, assumptions, uncertainties, and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Although Gibson believes these statements to be reasonable, no assurance can be given that the results or events anticipated in these forward-looking statements will prove to be correct and such forward-looking statements included in this press release should not be unduly relied upon. Actual results or events could differ materially from those anticipated in these forward-looking statements as a result of, among other things, Gibson’s ability to execute its current strategy, related milestones; Gibson’s ability to meet its sustainability and ESG goals; risks inherent in applicable laws and government policies; economic, societal, political and industry trends; Gibson’s ability to access capital; Gibson’s ability to obtain the anticipated benefits of the acquisition of STGT and its renewable PPA; risks inherent our business and the businesses of our industry partners; the sufficiency of budgeted capital expenditures in carrying out planned activities; the availability and cost of labour, materials, services and infrastructure; the development and execution of projects; prices of crude oil, natural gas, natural gas liquids and renewable energy; the development, performance and viability of technology and new energy efficient products, services and programs including but not limited to the use of zero-emission and renewable fuels, carbon capture and storage, electrification of equipment powered by zero-emission energy sources and utilization and availability of carbon offsets; assumptions relating to long-term energy future scenarios; carbon price outlook; the cooperation of joint venture partners in reaching the Net Zero by 2050 commitment and other ESG goals; the power system transformation and grid modernization; levels of demand for our services and the rate of return for such services; the likelihood, timing and financial impact of certain risks and uncertainties described under the heading “Risk Factors” and “Forward-Looking Information” in our current annual and interim management’s discussion and analysis and Annual Information Form (“AIF”) and identified in other documents the Company files from time to time with securities regulatory authorities, in each case as filed on SEDAR+ at www.sedarplus.ca and available on the Gibson website at www.gibsonenergy.com.

The forward-looking statements contained in this press release represent Gibson’s expectations as of the date hereof and are subject to change after such date. Gibson disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as may be required by applicable laws. Readers are cautioned that the foregoing lists are not exhaustive. For a full discussion of our material risk factors, see “Risk Factors” in our current annual and interim management’s discussion and analysis and AIF, in each case as filed on SEDAR+ at www.sedarplus.ca 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

The MIL Network –

February 27, 2025

MIL-OSI: Remitly Announces Upcoming Investor Conference Participation

Source: GlobeNewswire (MIL-OSI)

SEATTLE, Feb. 26, 2025 (GLOBE NEWSWIRE) — Remitly Global, Inc. (NASDAQ: RELY) (“Remitly”), a trusted provider of digital financial services that transcend borders, today announced that its management team will present at the following investor conferences:

The Citizens JMP Technology Conference
Date: Tuesday, March 4, 2025
Time: 11:30 a.m. Eastern Time / 8:30 a.m. Pacific Time

Wolfe FinTech Forum
Date: Tuesday, March 11, 2025
Time: 9:20 a.m. Eastern Time / 6:20 a.m. Pacific Time

The presentations will be webcast live from Remitly’s investor relations website at https://ir.remitly.com/. After the presentation, a replay of the events will be available on the investor relations website.

About Remitly
Remitly is a trusted provider of digital financial services that transcend borders. With a global footprint spanning more than 170 countries, Remitly’s digitally native, cross-border payments app delights customers with a fast, reliable, and transparent money movement experience. Building on its strong foundation, Remitly is expanding its suite of products to further its vision and transform lives around the world.

Investor Relations Contact:
Stephen Shulstein
Vice President of Investor Relations
stephens@remitly.com

Media Contact:
Kendall Sadler
kendall@remitly.com

SOURCE Remitly Global, Inc.

The MIL Network –

February 27, 2025

MIL-OSI: Ambarella, Inc. Announces Fourth Quarter and Fiscal Year 2025 Financial Results

Source: GlobeNewswire (MIL-OSI)

SANTA CLARA, Calif., Feb. 26, 2025 (GLOBE NEWSWIRE) — Ambarella, Inc. (NASDAQ: AMBA), an edge AI semiconductor company, today announced fourth quarter and full year fiscal 2025 financial results for the period ended January 31, 2025.

Revenue for the fourth quarter of fiscal 2025 was $84.0 million, up 62.8% from $51.6 million in the same period in fiscal 2024. For the fiscal year ended January 31, 2025, revenue was $284.9 million, up 25.8% from $226.5 million for the fiscal year ended January 31, 2024.
Gross margin under U.S. generally accepted accounting principles (GAAP) for the fourth quarter of fiscal 2025 was 60.0%, compared with 59.8% for the same period in fiscal 2024. For the fiscal year ended January 31, 2025, GAAP gross margin was 60.5%, compared with 60.4% for the fiscal year ended January 31, 2024.
GAAP net loss for the fourth quarter of fiscal 2025 was $20.2 million, or loss per diluted ordinary share of $0.48, compared with a GAAP net loss of $60.6 million, or loss per diluted ordinary share of $1.50, for the same period in fiscal 2024. GAAP net loss for the fiscal year ended January 31, 2025 was $117.1 million, or loss per diluted ordinary share of $2.84. This compares with GAAP net loss of $169.4 million, or loss per diluted ordinary share of $4.25, for the fiscal year ended January 31, 2024.

Financial results on a non-GAAP basis for the fourth quarter and full year fiscal 2025 are as follows:

Gross margin on a non-GAAP basis for the fourth quarter of fiscal 2025 was 62.0%, compared with 62.5% for the same period in fiscal 2024. For the fiscal year ended January 31, 2025, non-GAAP gross margin was 62.7%, compared with 63.3% for the fiscal year ended January 31, 2024.
Non-GAAP net profit for the fourth quarter of fiscal 2025 was $4.8 million, or earnings per diluted ordinary share of $0.11. This compares with non-GAAP net loss of $9.8 million, or loss per diluted ordinary share of $0.24, for the same period in fiscal 2024. Non-GAAP net loss for the fiscal year ended January 31, 2025 was $6.8 million, or loss per diluted ordinary share of $0.16. This compares with non-GAAP net loss of $33.1 million, or loss per diluted ordinary share of $0.83, for the fiscal year ended January 31, 2024.

Based on information available as of today, Ambarella is offering the following guidance for the first quarter of fiscal year 2026, ending April 30, 2025:

Revenue is expected to be between $81.0 million and $87.0 million
Gross margin on a non-GAAP basis is expected to be between 61.0% and 62.5%
Non-GAAP operating expenses are expected to be between $50.0 million and $53.0 million

Ambarella reports gross margin, net income (loss) and earnings (losses) per share in accordance with GAAP and, additionally, on a non-GAAP basis. Non-GAAP financial information excludes the impact of stock-based compensation, acquisition-related costs and restructuring expense adjusted for the associated tax impact, which includes the effect of any benefits or shortfalls recognized. Non-GAAP financial information also excludes the impact of the recognition or release of a valuation allowance on certain deferred tax assets. A reconciliation of the GAAP to non-GAAP gross margin, net income (loss) and earnings (losses) per share for the periods presented, as well as a description of the items excluded from the non-GAAP calculations, is included in the financial statements portion of this press release.

Total cash, cash equivalents and marketable debt securities on hand at the end of the fourth quarter of fiscal 2025 was $250.3 million, compared with $226.5 million at the end of the prior quarter and $219.9 million at the end of the same quarter a year ago.

“We finished fiscal 2025 with strong results and are starting the new year with positive momentum. We exited the year with more than 70% of our total revenue from edge AI, representing both a quarterly and annual record. Cumulatively, we have shipped about 30 million edge AI processors, with each SoC integrating our proprietary deep learning AI accelerator,” said Fermi Wang, President & CEO. “In fiscal 2026, we anticipate mid to high teens revenue growth, led by our 5nm products, including the ongoing ramp in the CV5 family and now the CV7 family, which generated production revenue for the first time in Q4. Together with a focus on efficient operations, we intend to continue to drive positive operating leverage.”

Quarterly Conference Call

Ambarella plans to hold a conference call at 4:30 p.m. Eastern Time / 1:30 p.m. Pacific Time today with Fermi Wang, President and Chief Executive Officer, and John Young, Chief Financial Officer, to discuss the fourth quarter of fiscal year 2025 results. A live and archived webcast of the call will be available on Ambarella’s website at http://www.ambarella.com/ for up to 30 days after the call.

About Ambarella

Ambarella’s products are used in a wide variety of human vision and edge AI applications, including video security, advanced driver assistance systems (ADAS), electronic mirror, drive recorder, driver/cabin monitoring, autonomous driving and robotics applications. Ambarella’s low-power systems-on-chip (SoCs) offer high-resolution video compression, advanced image and radar processing, and powerful deep neural network processing to enable intelligent perception, fusion and planning. For more information, please visit www.ambarella.com.

“Safe harbor” statement under the Private Securities Litigation Reform Act of 1995

This press release contains forward-looking statements that are not historical facts and often can be identified by terms such as “outlook,” “projected,” “intends,” “will,” “estimates,” “anticipates,” “expects,” “believes,” “could,” “should,” or similar expressions, including the guidance for the first quarter of fiscal year 2026 ending April 30, 2025, and the comments of our CEO relating to our expectation of future revenue growth, customer demand and the growth potential for our edge AI inference products, including our CV5 and CV7 families of products, and our ability to generate positive operating leverage in future periods. The achievement or success of the matters covered by such forward-looking statements involves risks, uncertainties and assumptions. Our actual results could differ materially from those predicted or implied and reported results should not be considered as an indication of our future performance.

The risks and uncertainties referred to above include, but are not limited to, global economic and political conditions; changes in government policies, including possible trade tariffs and restrictions; revenue being generated from new customers or design wins, neither of which is assured; the commercial success of our customers’ products; our customers’ ability to manage their inventory requirements; our growth strategy; our ability to anticipate future market demands and future needs of our customers, particularly for AI inference applications; our ability to introduce, and to generate revenue from, new and enhanced solutions; our ability to develop, and to generate revenue from, new advanced technologies, such as computer vision, AI functionality and advanced networks, including vision-language models and GenAI; our ability to retain and expand customer relationships and to achieve design wins; the expansion of our current markets and our ability to successfully enter new markets, such as the OEM automotive and robotics markets; anticipated trends and challenges, including competition, in the markets in which we operate; risks associated with global health conditions and associated risk mitigation measures; our ability to effectively manage growth; our ability to retain key employees; and the potential for intellectual property disputes or other litigation.

Further information on these and other factors that could affect our financial results is included in the company’s Annual Report on Form 10-K for our 2024 fiscal year, which is on file with the Securities and Exchange Commission. Additional information will also set forth in the company’s quarterly reports on Form 10-Q, annual reports on Form 10-K and other filings the company makes with the Securities and Exchange Commission from time to time, copies of which may be obtained by visiting the Investor Relations portion of our web site at www.ambarella.com or the SEC’s web site at www.sec.gov. Undue reliance should not be placed on the forward-looking statements in this release, which are based on information available to us on the date hereof. The results we report in our Annual Report on Form 10-K for the fiscal year ended January 31, 2025 could differ from the preliminary results announced in this press release.

Ambarella assumes no obligation and does not intend to update the forward-looking statements made in this press release, except as required by law.

Non-GAAP Financial Measures

The company has provided in this release non-GAAP financial information, including non-GAAP gross margin, net income (loss), and earnings (losses) per share, as a supplement to the consolidated financial statements, which are prepared in accordance with generally accepted accounting principles (“GAAP”). Management uses these non-GAAP financial measures internally in analyzing the company’s financial results to assess operational performance and liquidity. The company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing its performance and when planning, forecasting and analyzing future periods. Further, the company believes these non-GAAP financial measures are useful to investors because they allow for greater transparency with respect to key financial metrics that the company uses in making operating decisions and because the company believes that investors and analysts use them to help assess the health of its business and for comparison to other companies. Non-GAAP results are presented for supplemental informational purposes only for understanding the company’s operating results. The non-GAAP information should not be considered a substitute for financial information presented in accordance with GAAP, and may be different from non-GAAP measures used by other companies.

With respect to its financial results for the fourth quarter of fiscal year 2025, the company has provided below reconciliations of its non-GAAP financial measures to its most directly comparable GAAP financial measures. With respect to the company’s expectations for the first quarter of fiscal year 2026, a reconciliation of non-GAAP gross margin and non-GAAP operating expenses guidance to the closest corresponding GAAP measure is not available without unreasonable efforts on a forward-looking basis due to the high variability and low visibility with respect to the charges excluded from these non-GAAP measures. We expect the variability of the above charges to have a significant, and potentially unpredictable, impact on our future GAAP financial results.

AMBARELLA, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
(unaudited)

	Three Months Ended January 31,						Twelve Months Ended January 31,
		2025			2024			2025			2024

Revenue	$	84,015		$	51,616		$	284,865		$	226,474

Cost of revenue		33,634			20,763			112,535			89,657
Gross profit		50,381			30,853			172,330			136,817

Operating expenses:
Research and development		56,823			51,992			226,109			215,052
Selling, general and administrative		18,911			20,575			72,816			76,325

Total operating expenses		75,734			72,567			298,925			291,377

Loss from operations		(25,353	)		(41,714	)		(126,595	)		(154,560	)

Other income, net		2,360			2,107			8,867			6,030

Loss before income taxes		(22,993	)		(39,607	)		(117,728	)		(148,530	)

Provision (benefit) for income taxes		(2,759	)		21,000			(602	)		20,887

Net loss	$	(20,234	)	$	(60,607	)	$	(117,126	)	$	(169,417	)

Net loss per share attributable to ordinary shareholders:
Basic	$	(0.48	)	$	(1.50	)	$	(2.84	)	$	(4.25	)
Diluted	$	(0.48	)	$	(1.50	)	$	(2.84	)	$	(4.25	)
Weighted-average shares used to compute net loss per share
attributable to ordinary shareholders:
Basic		41,828,944			40,384,743			41,303,287			39,878,872
Diluted		41,828,944			40,384,743			41,303,287			39,878,872

The following tables present details of stock-based compensation, acquisition-related costs and restructuring expense included in each functional line item in the consolidated statements of operations above:

	Three Months Ended January 31,				Twelve Months Ended January 31,
		2025		2024		2025		2024
	(unaudited, in thousands)
Stock-based compensation:
Cost of revenue	$	931	$	647	$	3,270	$	3,341
Research and development		18,372		17,950		73,025		72,759
Selling, general and administrative		8,245		9,923		31,748		35,216

Total stock-based compensation	$	27,548	$	28,520	$	108,043	$	111,316

	Three Months Ended January 31,				Twelve Months Ended January 31,
		2025		2024		2025		2024
	(unaudited, in thousands)
Acquisition-related costs:
Cost of revenue	$	757	$	757	$	3,028	$	3,028
Research and development		—		—		—		—
Selling, general and administrative		456		520		2,016		2,080

Total acquisition-related costs	$	1,213	$	1,277	$	5,044	$	5,108

	Three Months Ended January 31,				Twelve Months Ended January 31,
		2025		2024		2025		2024
	(unaudited, in thousands)
Restructuring expense:
Cost of revenue	$	—	$	—	$	—	$	66
Research and development		—		36		—		708
Selling, general and administrative		—		68		—		182

Total restructuring expense	$	—	$	104	$	—	$	956

The difference between GAAP and non-GAAP gross margin was 2.0% and 2.7%, or $1.7 million and $1.4 million, for the three months ended January 31, 2025 and 2024, respectively. The difference between GAAP and non-GAAP gross margin was 2.2% and 2.9%, or $6.3 million and $6.4 million, for the fiscal years ended January 31, 2025 and 2024, respectively. The differences were due to the effect of stock-based compensation, amortization of acquisition-related costs and restructuring expense.

AMBARELLA, INC.
RECONCILIATION OF GAAP TO NON-GAAP DILUTED EARNINGS (LOSSES) PER SHARE
(in thousands, except share and per share data)

	Three Months Ended January 31,						Twelve Months Ended January 31,
		2025			2024			2025			2024
	(unaudited)
GAAP net loss	$	(20,234	)	$	(60,607	)	$	(117,126	)	$	(169,417	)

Non-GAAP adjustments:
Stock-based compensation expense		27,548			28,520			108,043			111,316
Acquisition-related costs		1,213			1,277			5,044			5,108
Restructuring expense		—			104			—			956
Income tax effect		(3,760	)		20,881			(2,744	)		18,971
Non-GAAP net income (loss)	$	4,767		$	(9,825	)	$	(6,783	)	$	(33,066	)

GAAP – diluted weighted average shares		41,828,944			40,384,743			41,303,287			39,878,872
Non-GAAP – diluted weighted average shares		42,533,654			40,384,743			41,303,287			39,878,872

GAAP – diluted net loss per share	$	(0.48	)	$	(1.50	)	$	(2.84	)	$	(4.25	)
Non-GAAP adjustments:
Stock-based compensation expense		0.66			0.71			2.62			2.79
Acquisition-related costs		0.03			0.03			0.12			0.13
Restructuring expense		—			—			—			0.02
Income tax effect		(0.09	)		0.52			(0.06	)		0.48
Effect of Non-GAAP – diluted weighted average shares		(0.01	)		—			—			—
Non-GAAP – diluted net income (loss) per share	$	0.11		$	(0.24	)	$	(0.16	)	$	(0.83	)

AMBARELLA, INC.
CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands)

	January 31,			January 31,
		2025			2024

ASSETS
Current assets:
Cash and cash equivalents	$	144,622		$	144,914
Marketable debt securities		105,643			75,013
Accounts receivable, net		29,767			24,950
Inventories		34,428			29,043
Restricted cash		7			7
Prepaid expenses and other current assets		6,084			6,230
Total current assets		320,551			280,157

Property and equipment, net		9,084			10,439
Intangible assets, net		47,279			55,136
Operating lease right-of-use assets, net		5,188			5,250
Goodwill		303,625			303,625
Other non-current assets		3,241			3,048

Total assets	$	688,968		$	657,655

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		21,775			28,503
Accrued and other current liabilities		80,781			48,598
Operating lease liabilities, current		2,829			3,443
Income taxes payable		1,383			1,541
Deferred revenue, current		14,226			894
Total current liabilities		120,994			82,979

Operating lease liabilities, non-current		2,436			1,896
Other long-term liabilities		4,126			12,909

Total liabilities		127,556			97,784

Shareholders’ equity:
Preference shares		—			—
Ordinary shares		19			18
Additional paid-in capital		813,683			694,967
Accumulated other comprehensive loss		(233	)		(183	)
Accumulated deficit		(252,057	)		(134,931	)
Total shareholders’ equity		561,412			559,871

Total liabilities and shareholders’ equity	$	688,968		$	657,655

Contact:

Louis Gerhardy
408.636.2310
lgerhardy@ambarella.com

The MIL Network –

February 27, 2025

MIL-OSI: Genie Energy to Report Fourth Quarter and Full Year 2024 Results

Source: GlobeNewswire (MIL-OSI)

NEWARK, NJ, Feb. 26, 2025 (GLOBE NEWSWIRE) — Genie Energy Ltd., (NYSE: GNE), a leading retail energy and renewable energy solutions provider, will announce financial and operational results for the fourth quarter and full year 2024 on Monday, March 10, 2025.

Genie Energy will issue an earnings release over a wire service and post it in the “Investors” section of the Genie Energy website (https://genie.com/investors/quarterly-earnings/) at 7:30 AM Eastern. The release also will be filed in a current report (Form 8-K) with the SEC.

At 8:30 AM Eastern, Genie Energy’s management will host a conference call to discuss financial and operational results, business outlook, and strategy. The call will begin with management’s remarks followed by Q&A with investors.

To participate in the conference call, dial 1-888-506-0062 (toll-free from the US) or 1-973-528-0011 (international) and provide the following participant access code: 481357.

Approximately three hours after the call, a call replay will be accessible by dialing 1-877-481-4010 (toll-free from the US) or 1-919-882-2331 (international) and providing the replay passcode: 52066. The replay will remain available through Monday, March 24, 2025. In addition, a recording of the call will be available for playback on the “Investors” section of the Genie Energy website.

In this press release, all statements that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,” “plan,” “intend,” “estimate, “target” and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors, including, but not limited to, those described in our most recent report on SEC Form 10-K (under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”), which may be revised or supplemented in subsequent reports on SEC Forms 10-Q and 8-K. We are under no obligation, and expressly disclaim any obligation, to update the forward-looking statements in this press release, whether as a result of new information, future events or otherwise.

About Genie Energy Ltd.:

Genie Energy Ltd., (NYSE: GNE) is a leading retail energy and renewable energy solutions provider. The Genie Retail Energy division (GRE) supplies electricity, including electricity from renewable resources, and natural gas to residential and small business customers in the United States. The Genie Renewables division (GREW) is a vertically-integrated provider of community and utility-scale solar energy solutions. For more information, visit Genie.com.

Contact:
Genie Energy Investor Relations
Bill Ulrey
E-mail: wulrey@genie.com

# # #

The MIL Network –

February 27, 2025

MIL-OSI: Magnite Reports Fourth Quarter and Full-Year 2024 Results

Source: GlobeNewswire (MIL-OSI)

Total Revenue up 4% & Contribution ex-TAC⁽¹⁾up 9% in Fourth Quarter

Contribution ex-TAC⁽¹⁾from CTV Grows 23% in Fourth Quarter

Adjusted EBITDA Margin⁽²⁾of 42% in Fourth Quarter

NEW YORK, Feb. 26, 2025 (GLOBE NEWSWIRE) — Magnite (NASDAQ: MGNI), the world’s largest independent sell-side advertising company, today reported its results of operations for the fourth quarter and year ended December 31, 2024.

Recent Highlights:

Revenue of $194.0 million for Q4 2024, up 4% from Q4 2023
Contribution ex-TAC⁽¹⁾ of $180.2 million for Q4 2024, an increase of 9% from Q4 2023
Contribution ex-TAC⁽¹⁾ attributable to CTV for Q4 2024 of $77.9 million, which exceeded guidance of $75 to $77 million, and was up 23% year-over-year
Contribution ex-TAC⁽¹⁾ attributable to DV+ for Q4 2024 of $102.3 million, an increase of 1% year-over-year
Net income for Q4 2024 of $36.4 million, or $0.24 per diluted share, compared to net income of $30.9 million, or $0.16 per diluted share for Q4 2023
Adjusted EBITDA⁽¹⁾ of $76.5 million in Q4 2024 representing a 42% Adjusted EBITDA margin⁽²⁾, compared to Adjusted EBITDA⁽¹⁾ of $70.4 million for Q4 2023
Non-GAAP diluted earnings per share⁽¹⁾ of $0.34 for Q4 2024, compared to non-GAAP diluted earnings per share⁽¹⁾ of $0.29 for Q4 2023
Operating cash flow⁽³⁾ in Q4 2024 of $64.4 million
Contribution ex-TAC⁽¹⁾ attributable to CTV for the full-year 2024 of $260.2 million, an increase of 19% year-over-year, representing 43% of total Contribution ex-TAC⁽¹⁾
Adjusted EBITDA⁽¹⁾ for the full-year 2024 of $196.9 million, an increase of 15% from the full-year 2023
Ended 2024 with $483.2 million in cash and cash equivalents

Expectations:

Total Contribution ex-TAC⁽¹⁾ for Q1 2025 to be between $140 and $144 million
Contribution ex-TAC⁽¹⁾ attributable to CTV for Q1 2025 to be between $61 and $63 million
Contribution ex-TAC⁽¹⁾ attributable to DV+ for Q1 2025 to be between $79 and $81 million
Adjusted EBITDA operating expenses⁽⁴⁾ for Q1 2025 to be between $111 and $113 million
Total Contribution ex-TAC⁽¹⁾ growth above 10% for the full-year 2025
Excluding political, total 2025 Contribution ex-TAC⁽¹⁾ growth in the mid-teens
Adjusted EBITDA margin⁽²⁾ expansion of at least 100 basis points for 2025
Mid-teens percentage growth of Adjusted EBITDA⁽¹⁾ for 2025
High-teens to 20% growth in free cash flow⁽⁵⁾ for 2025

“CTV performed well above expectations based on strength from our partnerships with many of the largest industry players. Our DV+ business grew modestly in Q4 due to marketers pausing campaigns after the election, but has rebounded since the start of 2025 and resumed growth in the mid-to-high single digits. We are very encouraged with partner and agency traction to start 2025, and have also made strides to improve efficiency across our business.” said Michael G. Barrett, CEO of Magnite. “We look forward to a solid growth year in 2025, despite a mixed ad spend environment and political comps. We continue to balance top-line growth and profitability to drive free cash flow, which is reflected in our outlook for 2025. Key areas of investment will be live sports, ClearLine, agency marketplaces, curation, AI and overall platform efficiency.”


Magnite Fourth Quarter 2024 Results Summary
(in millions, except per share amounts and percentages)
	Three Months Ended			Year Ended
	December 31, 2024	December 31, 2023	Change Favorable/ (Unfavorable)	December 31, 2024	December 31, 2023	Change Favorable/ (Unfavorable)
Revenue	$194.0	$186.9	4%	$668.2	$619.7	8%
Gross profit	$126.2	$116.9	8%	$409.3	$209.8	95%
Contribution ex-TAC⁽¹⁾	$180.2	$165.3	9%	$606.9	$549.1	11%
Net income (loss)	$36.4	$30.9	18%	$22.8	($159.2)	NM
Adjusted EBITDA⁽¹⁾	$76.5	$70.4	9%	$196.9	$171.4	15%
Adjusted EBITDA margin⁽²⁾	42%	43%	(1) ppt	32%	31%	1 ppt
Basic earnings (loss) per share	$0.26	$0.22	18%	$0.16	($1.17)	NM
Diluted earnings (loss) per share	$0.24	$0.16	50%	$0.16	($1.17)	NM
Non-GAAP earnings per share⁽¹⁾	$0.34	$0.29	17%	$0.71	$0.54	31%

NM = Not meaningful

Notes:
(1)			Contribution ex-TAC, Adjusted EBITDA, and non-GAAP earnings per share are non-GAAP financial measures. Please see the discussion in the section called “Non-GAAP Financial Measures” and the reconciliations included at the end of this press release.
(2)			Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by Contribution ex-TAC.
(3)			Operating cash flow is calculated as Adjusted EBITDA less capital expenditures.
(4)			Adjusted EBITDA operating expenses is calculated as Contribution ex-TAC less Adjusted EBITDA.
(5)			Free cash flow is defined as operating cash flow (Adjusted EBITDA less capital expenditures) less net interest expense.

Fourth Quarter 2024 Results Conference Call and Webcast:

The Company will host a conference call on February 26, 2025 at 1:30 PM (PT) / 4:30 PM (ET) to discuss the results for its fourth quarter of 2024.


Live conference call
Toll free number:	(844) 875-6911 (for domestic callers)
Direct dial number:	(412) 902-6511 (for international callers)
Passcode:	Ask to join the Magnite conference call
Simultaneous audio webcast:	http://investor.magnite.com, under “Events and Presentations”

Conference call replay
Toll free number:	(877) 344-7529 (for domestic callers)
Direct dial number:	(412) 317-0088 (for international callers)
Passcode:	1991482
Webcast link:	http://investor.magnite.com, under “Events and Presentations”

About Magnite
We’re Magnite (NASDAQ: MGNI), the world’s largest independent sell-side advertising platform. Publishers use our technology to monetize their content across all screens and formats, including CTV, online video, display, and audio. The world’s leading agencies and brands trust our platform to access brand-safe, high-quality ad inventory and execute billions of advertising transactions each month. Anchored in bustling New York City, sunny Los Angeles, mile-high Denver, historic London, colorful Singapore, and down under in Sydney, Magnite has offices across North America, EMEA, LATAM, and APAC.

Forward-Looking Statements:
This press release and management’s prepared remarks during the conference call referred to above include, and management’s answers to questions during the conference call may include, forward-looking statements, including statements based upon or relating to our expectations, assumptions, estimates, and projections. In some cases, you can identify forward-looking statements by terms such as “may,” “might,” “will,” “objective,” “intend,” “should,” “could,” “can,” “would,” “expect,” “believe,” “design,” “anticipate,” “estimate,” “predict,” “potential,” “plan” or the negative of these terms, and similar expressions. Forward-looking statements may include, but are not limited to, statements concerning the Company’s guidance or expectations with respect to future financial performance; acquisitions by the Company, or the anticipated benefits thereof; macroeconomic conditions or concerns related thereto; the growth of ad-supported programmatic connected television; our ability to use and collect data to provide our offerings; the scope and duration of client relationships; the fees we may charge in the future; key strategic objectives; anticipated benefits of new offerings; business mix; sales growth; benefits from supply path optimization; our ability to adapt to advancements in artificial intelligence; the development of identity solutions; client utilization of our offerings; the impact of requests for discounts, rebates or other fee concessions; our competitive differentiation; our market share and leadership position in the industry; market conditions, trends, and opportunities; certain statements regarding future operational performance measures; and other statements that are not historical facts. These statements are not guarantees of future performance; they reflect our current views with respect to future events and are based on assumptions and estimates and subject to known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from expectations or results projected or implied by forward-looking statements.

We discuss many of these risks and additional factors that could cause actual results to differ materially from those anticipated by our forward-looking statements under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and elsewhere in this press release and in other filings we have made and will make from time to time with the Securities and Exchange Commission, or SEC, including our Annual Report on Form 10-K for the year ended December 31, 2024 and subsequent filings. These forward-looking statements represent our estimates and assumptions only as of the date of the report in which they are included. Unless required by federal securities laws, we assume no obligation to update any of these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated, to reflect circumstances or events that occur after the statements are made. Without limiting the foregoing, any guidance we may provide will generally be given only in connection with quarterly and annual earnings announcements, without interim updates, and we may appear at industry conferences or make other public statements without disclosing material nonpublic information in our possession. Given these uncertainties, investors should not place undue reliance on these forward-looking statements. Investors should read this press release and the documents that we reference in this press release and have filed or will file with the SEC completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements.

Non-GAAP Financial Measures and Operational Measures:

In addition to our GAAP results, we review certain non-GAAP financial measures to help us evaluate our business on a consistent basis, measure our performance, identify trends affecting our business, establish budgets, measure the effectiveness of investments in our technology and development and sales and marketing, and assess our operational efficiencies. These non-GAAP financial measures include Contribution ex-TAC, Adjusted EBITDA, Non-GAAP Income (Loss), and Non-GAAP Earnings (Loss) per share, each of which is discussed below.

These non-GAAP financial measures are not intended to be considered in isolation from, as substitutes for, or as superior to, the corresponding financial measures prepared in accordance with GAAP. You are encouraged to evaluate these adjustments, and review the reconciliation of these non-GAAP financial measures to their most comparable GAAP measures, and the reasons we consider them appropriate. It is important to note that the particular items we exclude from, or include in, our non-GAAP financial measures may differ from the items excluded from, or included in, similar non-GAAP financial measures used by other companies. See “Reconciliation of Revenue to Gross Profit to Contribution ex-TAC,” “Reconciliation of net income (loss) to Adjusted EBITDA,” “Reconciliation of net income (loss) to non-GAAP income (loss),” and “Reconciliation of GAAP earnings (loss) per share to non-GAAP earnings (loss) per share” included as part of this press release.

We do not provide a reconciliation of our non-GAAP financial expectations for Contribution ex-TAC and Adjusted EBITDA, or a forecast of the most comparable GAAP measures, because the amount and timing of many future charges that impact these measures (such as amortization of future acquired intangible assets, acquisition-related charges, foreign exchange (gain) loss, net, stock-based compensation, impairment charges, provision or benefit for income taxes, and our future revenue mix), which could be material, are variable, uncertain, or out of our control and therefore cannot be reasonably predicted without unreasonable effort, if at all. In addition, we believe such reconciliations or forecasts could imply a degree of precision that might be confusing or misleading to investors.

Contribution ex-TAC:

Contribution ex-TAC is calculated as gross profit plus cost of revenue, excluding traffic acquisition cost (“TAC”). Traffic acquisition cost, a component of cost of revenue, represents what we must pay sellers for the sale of advertising inventory through our platform for revenue reported on a gross basis. Contribution ex-TAC is a non-GAAP financial measure that is most comparable to gross profit. We believe Contribution ex-TAC is a useful measure in facilitating a consistent comparison against our core business without considering the impact of traffic acquisition costs related to revenue reported on a gross basis.

Adjusted EBITDA:

We define Adjusted EBITDA as net income (loss) adjusted to exclude stock-based compensation expense, depreciation and amortization, amortization of acquired intangible assets, impairment charges, interest income or expense, and other cash and non-cash based income or expenses that we do not consider indicative of our core operating performance, including, but not limited to foreign exchange gains and losses, acquisition and related items, gains or losses on extinguishment of debt, other debt refinancing expenses, non-operational real estate and other expenses (income), net, and provision (benefit) for income taxes. We also track future expenses on an Adjusted EBITDA basis, and describe them as Adjusted EBITDA operating expenses, which includes total operating expenses. Total operating expenses include cost of revenue. Adjusted EBITDA operating expenses is calculated as Contribution ex-TAC less Adjusted EBITDA. We adjust Adjusted EBITDA operating expenses for the same expense items excluded in Adjusted EBITDA. We believe Adjusted EBITDA is useful to investors in evaluating our performance for the following reasons:

Adjusted EBITDA is widely used by investors and securities analysts to measure a company’s performance without regard to items such as those we exclude in calculating this measure, which can vary substantially from company to company depending upon their financing, capital structures, and the method by which assets were acquired.
Our management uses Adjusted EBITDA in conjunction with GAAP financial measures for planning purposes, including the preparation of our annual operating budget, as a measure of performance and the effectiveness of our business strategies, and in communications with our board of directors concerning our performance. Adjusted EBITDA is also used as a metric for determining payment of cash incentive compensation.
Adjusted EBITDA provides a measure of consistency and comparability with our past performance that many investors find useful, facilitates period-to-period comparisons of operations, and also facilitates comparisons with other peer companies, many of which use similar non-GAAP financial measures to supplement their GAAP results.

Although Adjusted EBITDA is frequently used by investors and securities analysts in their evaluations of companies, Adjusted EBITDA has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results of operations as reported under GAAP. These limitations include:

Stock-based compensation is a non-cash charge and will remain an element of our long-term incentive compensation package, although we exclude it as an expense when evaluating our ongoing operating performance for a particular period.
Depreciation and amortization are non-cash charges, and the assets being depreciated or amortized will often have to be replaced in the future, but Adjusted EBITDA does not reflect any cash requirements for these replacements.
Impairment charges are non-cash charges related to goodwill, intangible assets and/or long-lived assets.
Adjusted EBITDA does not reflect certain cash and non-cash charges related to acquisition and related items, such as amortization of acquired intangible assets, merger, acquisition, or restructuring related severance costs, and changes in the fair value of contingent consideration.
Adjusted EBITDA does not reflect cash and non-cash charges and changes in, or cash requirements for, acquisition and related items, such as certain transaction expenses.
Adjusted EBITDA does not reflect cash and non-cash charges related to certain financing transactions such as gains or losses on extinguishment of debt or other debt refinancing expenses.
Adjusted EBITDA does not reflect certain non-operational real estate and other (income) and expense, net, which consists of transactions or expenses that are typically by nature non-operating, one-time items, or unrelated to our core operations.
Adjusted EBITDA does not reflect changes in our working capital needs, capital expenditures, or contractual commitments.
Adjusted EBITDA does not reflect cash requirements for income taxes and the cash impact of other income or expense.
Other companies may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure.

Our Adjusted EBITDA is influenced by fluctuations in our revenue, cost of revenue, and the timing and amounts of the cost of our operations. Adjusted EBITDA should not be considered as an alternative to net income (loss), income (loss) from operations, or any other measure of financial performance calculated and presented in accordance with GAAP.

Non-GAAP Income (Loss) and Non-GAAP Earnings (Loss) per Share:
We define non-GAAP earnings (loss) per share as non-GAAP income (loss) divided by non-GAAP weighted-average shares outstanding. Non-GAAP income (loss) is equal to net income (loss) excluding stock-based compensation, cash and non-cash based merger, acquisition, and restructuring costs, which consist primarily of professional service fees associated with merger and acquisition activities, cash-based employee termination costs, and other restructuring activities, including facility closures, relocation costs, contract termination costs, and impairment costs of abandoned technology associated with restructuring activities, amortization of acquired intangible assets, gains or losses on extinguishment of debt, non-operational real estate and other expenses or income, foreign currency gains and losses, interest expense associated with Convertible Senior Notes, other debt refinance expenses, and the tax impact of these items. In periods in which we have non-GAAP income, non-GAAP weighted-average shares outstanding used to calculate non-GAAP earnings per share includes the impact of potentially dilutive shares. Potentially dilutive shares consist of stock options, restricted stock units, performance stock units, and potential shares issued under the Employee Stock Purchase Plan, each computed using the treasury stock method, and the impact of shares that would be issuable assuming conversion of all of the Convertible Senior Notes, calculated under the if-converted method. We believe non-GAAP earnings (loss) per share is useful to investors in evaluating our ongoing operational performance and our trends on a per share basis, and also facilitates comparison of our financial results on a per share basis with other companies, many of which present a similar non-GAAP measure. However, a potential limitation of our use of non-GAAP earnings (loss) per share is that other companies may define non-GAAP earnings (loss) per share differently, which may make comparison difficult. This measure may also exclude expenses that may have a material impact on our reported financial results. Non-GAAP earnings (loss) per share is a performance measure and should not be used as a measure of liquidity. Because of these limitations, we also consider the comparable GAAP measure of net income (loss).


MAGNITE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (unaudited)

	December 31, 2024			December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	483,220		$	326,219
Accounts receivable, net		1,200,046			1,176,276
Prepaid expenses and other current assets		19,914			20,508
TOTAL CURRENT ASSETS		1,703,180			1,523,003
Property and equipment, net		68,730			47,371
Right-of-use lease asset		50,329			60,549
Internal use software development costs, net		26,625			21,926
Intangible assets, net		21,309			51,011
Goodwill		978,217			978,217
Other assets, non-current		6,378			6,729
TOTAL ASSETS	$	2,854,768		$	2,688,806
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	1,466,377		$	1,372,176
Lease liabilities, current		16,086			20,402
Debt, current		3,641			3,600
Other current liabilities		9,880			5,957
TOTAL CURRENT LIABILITIES		1,495,984			1,402,135
Debt, non-current, net of debt issuance costs		550,104			532,986
Lease liabilities, non-current		38,983			49,665
Other liabilities, non-current		1,479			2,337
TOTAL LIABILITIES		2,086,550			1,987,123
STOCKHOLDERS’ EQUITY
Common stock		2			2
Additional paid-in capital		1,433,809			1,387,715
Accumulated other comprehensive loss		(4,421	)		(2,076	)
Accumulated deficit		(661,172	)		(683,958	)
TOTAL STOCKHOLDERS’ EQUITY		768,218			701,683
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,854,768		$	2,688,806


MAGNITE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) (unaudited)

	Three Months Ended						Year Ended
	December 31, 2024			December 31, 2023			December 31, 2024			December 31, 2023
Revenue	$	193,968		$	186,932		$	668,170		$	619,710
Expenses ⁽¹⁾⁽²⁾:
Cost of revenue		67,786			70,025			258,838			409,906
Sales and marketing		40,628			37,575			166,142			173,982
Technology and development		22,262			23,183			95,243			94,318
General and administrative		23,074			21,025			96,860			89,048
Merger, acquisition, and restructuring costs		—			—			—			7,465
Total expenses		153,750			151,808			617,083			774,719
Income (loss) from operations		40,218			35,124			51,087			(155,009	)
Other expense:
Interest expense, net		5,433			8,100			27,032			32,369
Foreign exchange (gain) loss, net		(6,303	)		3,495			(5,083	)		1,953
(Gain) loss on extinguishment of debt		—			(8,348	)		7,706			(26,480	)
Other income		(1,170	)		(1,287	)		(5,052	)		(5,304	)
Total other (income) expense, net		(2,040	)		1,960			24,603			2,538
Income (loss) before income taxes		42,258			33,164			26,484			(157,547	)
Provision for income taxes		5,851			2,250			3,698			1,637
Net income (loss)	$	36,407		$	30,914		$	22,786		$	(159,184	)
Net earnings (loss) per share:
Basic	$	0.26		$	0.22		$	0.16		$	(1.17	)
Diluted	$	0.24		$	0.16		$	0.16		$	(1.17	)
Weighted average shares used to compute net earnings (loss) per share:
Basic		141,106			138,212			140,557			136,620
Diluted		152,434			143,793			146,810			136,620

⁽¹⁾ Stock-based compensation expense included in our expenses was as follows:

	Three Months Ended				Year Ended
	December 31, 2024		December 31, 2023		December 31, 2024		December 31, 2023
Cost of revenue	$	423	$	436	$	1,924	$	1,809
Sales and marketing		7,473		6,394		31,436		27,263
Technology and development		3,617		4,624		18,210		20,542
General and administrative		5,845		5,701		24,949		22,860
Merger, acquisition, and restructuring costs		—		—		—		143
Total stock-based compensation expense	$	17,358	$	17,155	$	76,519	$	72,617

⁽²⁾ Depreciation and amortization expense included in our expenses was as follows:

	Three Months Ended				Year Ended
	December 31, 2024		December 31, 2023		December 31, 2024		December 31, 2023
Cost of revenue	$	13,538	$	13,901	$	47,570	$	211,956
Sales and marketing		2,473		2,628		10,157		27,584
Technology and development		88		188		460		779
General and administrative		71		103		323		501
Total depreciation and amortization expense	$	16,170	$	16,820	$	58,510	$	240,820


MAGNITE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (unaudited)

	Year Ended
	December 31, 2024			December 31, 2023
OPERATING ACTIVITIES:
Net income (loss)	$	22,786		$	(159,184	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		58,510			240,820
Stock-based compensation		76,519			72,617
(Gain) loss on extinguishment of debt		7,706			(26,480	)
Provision for doubtful accounts		587			4,666
Amortization of debt discount and issuance costs		4,119			6,279
Non-cash lease expense		(4,772	)		(1,712	)
Deferred income taxes		95			(2,379	)
Unrealized foreign currency (gain) loss, net		(7,001	)		1,266
Other items, net		23			3,007
Changes in operating assets and liabilities:
Accounts receivable		(26,024	)		(220,102	)
Prepaid expenses and other assets		1,980			1,004
Accounts payable and accrued expenses		97,380			294,677
Other liabilities		3,293			(112	)
Net cash provided by operating activities		235,201			214,367
INVESTING ACTIVITIES:
Purchases of property and equipment		(32,810	)		(26,764	)
Capitalized internal use software development costs		(14,260	)		(10,619	)
Other investing activities		(432	)		—
Net cash used in investing activities		(47,502	)		(37,383	)
FINANCING ACTIVITIES:
Proceeds from the Term Loan B Facility refinancing and repricing activities, net of debt discount		413,463			—
Repayment of the Term Loan B Facility from refinancing and repricing activities		(403,113	)		—
Payment for debt issuance costs		(4,547	)		—
Repayment of debt		(1,823	)		(3,600	)
Repurchase of Convertible Senior Notes		—			(165,518	)
Proceeds from exercise of stock options		572			2,166
Proceeds from issuance of common stock under employee stock purchase plan		3,589			3,513
Taxes paid related to net share settlement		(22,472	)		(11,814	)
Purchase of treasury stock		(14,573	)		—
Repayment of finance leases		—			(276	)
Payment of indemnification claims holdback		—			(2,313	)
Net cash used in financing activities		(28,904	)		(177,842	)
EFFECT OF EXCHANGE RATE CHANGES ON CASH, CASH EQUIVALENTS AND RESTRICTED CASH		(1,794	)		575
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH		157,001			(283	)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH — Beginning of period		326,219			326,502
CASH, CASH EQUIVALENTS AND RESTRICTED CASH — End of period	$	483,220		$	326,219


MAGNITE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS-(Continued) (In thousands) (unaudited)

	Year Ended
	December 31, 2024		December 31, 2023
SUPPLEMENTAL DISCLOSURES OF OTHER CASH FLOW INFORMATION:
Cash paid for income taxes	$	3,870	$	5,357
Cash paid for interest	$	36,863	$	37,028
Capitalized assets financed by accounts payable and accrued expenses and other liabilities	$	6,742	$	1,690
Capitalized stock-based compensation	$	2,459	$	2,012
Operating lease right-of-use assets obtained in exchange for operating lease liabilities	$	13,628	$	4,017
Operating lease right-of-use assets reduction and corresponding adjustment to operating lease liabilities from lease terminations	$	4,622	$	—
Non-cash financing activity related to Amendment No. 1 to the 2024 Credit Agreement	$	311,974	$	—


MAGNITE, INC. CALCULATION OF BASIC AND DILUTED EARNINGS (LOSS) PER SHARE (In thousands, except per share data) (unaudited)

	Three Months Ended					Year Ended
	December 31, 2024		December 31, 2023			December 31, 2024		December 31, 2023

Basic and Diluted Earnings (Loss) Per Share:
Net income (loss)	$	36,407	$	30,914		$	22,786	$	(159,184	)
Weighted-average common shares outstanding used to compute basic earnings (loss) per share		141,106		138,212			140,557		136,620
Basic earnings (loss) per share	$	0.26	$	0.22		$	0.16	$	(1.17	)

Diluted Earnings (Loss) Per Share:
Net income (loss)	$	36,407	$	30,914		$	22,786	$	(159,184	)
Adjustments:
Interest expense, Convertible Senior Notes, net of tax		517		508			—		—
Gain on extinguishment of debt, net of tax		—		(8,151	)		—		—
Net income (loss) for calculation of diluted income (loss)	$	36,924	$	23,271		$	22,786	$	(159,184	)

Weighted-average common shares used in basic earnings (loss) per share		141,106		138,212			140,557		136,620
Dilutive effect of weighted-average restricted stock units		5,044		545			3,731		—
Dilutive effect of weighted-average common stock options		2,012		1,156			1,811		—
Dilutive effect of weighted-average performance stock units		1,037		—			669		—
Dilutive effect of weighted-average ESPP shares		25		15			42		—
Dilutive effect of weighted-average convertible notes		3,210		3,865			—		—
Weighted-average shares used to compute diluted net earnings (loss) per share		152,434		143,793			146,810		136,620
Diluted net earnings (loss) per share	$	0.24	$	0.16		$	0.16	$	(1.17	)


MAGNITE, INC. RECONCILIATION OF REVENUE TO GROSS PROFIT TO CONTRIBUTION EX-TAC (In thousands) (unaudited)

	Three Months Ended				Year Ended
	December 31, 2024		December 31, 2023		December 31, 2024		December 31, 2023
Revenue	$	193,968	$	186,932	$	668,170	$	619,710
Less: Cost of revenue		67,786		70,025		258,838		409,906
Gross Profit		126,182		116,907		409,332		209,804
Add back: Cost of revenue, excluding TAC		54,016		48,373		197,610		339,343
Contribution ex-TAC	$	180,198	$	165,280	$	606,942	$	549,147


MAGNITE, INC. RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA (In thousands) (unaudited)

	Three Months Ended						Year Ended
	December 31, 2024			December 31, 2023			December 31, 2024			December 31, 2023
Net income (loss)	$	36,407		$	30,914		$	22,786		$	(159,184	)
Add back (deduct):
Depreciation and amortization expense, excluding amortization of acquired intangible assets		8,698			9,198			28,376			38,330
Amortization of acquired intangibles		7,472			7,622			30,134			202,490
Stock-based compensation expense		17,358			17,155			76,519			72,617
Merger, acquisition, and restructuring costs, excluding stock-based compensation expense		—			—			—			7,322
Non-operational real estate and other expense, net		1,597			20			1,579			310
Interest expense, net		5,433			8,100			27,032			32,369
Foreign exchange (gain) loss, net		(6,303	)		3,495			(5,083	)		1,953
(Gain) loss on extinguishment of debt		—			(8,348	)		7,706			(26,480	)
Other debt refinancing expense		—			—			4,103			—
Provision for income taxes		5,851			2,250			3,698			1,637
Adjusted EBITDA	$	76,513		$	70,406		$	196,850		$	171,364


MAGNITE, INC. RECONCILIATION OF NET INCOME (LOSS) TO NON-GAAP INCOME (LOSS) (In thousands) (unaudited)

	Three Months Ended						Year Ended
	December 31, 2024			December 31, 2023			December 31, 2024			December 31, 2023
Net income (loss)	$	36,407		$	30,914		$	22,786		$	(159,184	)
Add back (deduct):
Merger, acquisition, and restructuring costs, including amortization of acquired intangibles and excluding stock-based compensation expense		7,472			7,622			30,134			209,812
Stock-based compensation expense		17,358			17,155			76,519			72,617
Non-operational real estate and other expense, net		1,597			20			1,579			310
Foreign exchange (gain) loss, net		(6,303	)		3,495			(5,083	)		1,953
Interest expense, Convertible Senior Notes		421			508			1,686			2,620
(Gain) loss on extinguishment of debt		—			(8,348	)		7,706			(26,480	)
Other debt refinancing expense		—			—			4,103			—
Tax effect of Non-GAAP adjustments⁽¹⁾		(5,339	)		(10,218	)		(32,806	)		(23,740	)
Non-GAAP income	$	51,613		$	41,148		$	106,624		$	77,908

⁽¹⁾		Non-GAAP income (loss) includes the estimated tax impact from the reconciling items reconciling between net income (loss) and non-GAAP income (loss).


MAGNITE, INC. RECONCILIATION OF GAAP EARNINGS (LOSS) PER SHARE TO NON-GAAP EARNINGS PER SHARE (In thousands, except per share amounts) (unaudited)

	Three Months Ended				Year Ended
	December 31, 2024		December 31, 2023		December 31, 2024		December 31, 2023
GAAP net earnings (loss) per share ⁽¹⁾:
Basic	$	0.26	$	0.22	$	0.16	$	(1.17	)
Diluted	$	0.24	$	0.16	$	0.16	$	(1.17	)

Non-GAAP income ⁽²⁾	$	51,613	$	41,148	$	106,624	$	77,908
Non-GAAP earnings per share	$	0.34	$	0.29	$	0.71	$	0.54

Weighted-average shares used to compute basic net earnings (loss) per share		141,106		138,212		140,557		136,620
Dilutive effect of weighted-average common stock options, RSAs, RSUs, and PSUs		8,093		1,701		6,211		3,258
Dilutive effect of weighted-average ESPP shares		25		15		42		31
Dilutive effect of weighted-average Convertible Senior Notes		3,210		3,865		3,210		4,981
Non-GAAP weighted-average shares outstanding ⁽³⁾		152,434		143,793		150,020		144,890

⁽¹⁾ Calculated as net income (loss) divided by basic and diluted weighted-average shares used to compute net income (loss) per share as included in the consolidated statement of operations.

⁽²⁾ Refer to reconciliation of net income (loss) to non-GAAP income (loss).

⁽³⁾ Non-GAAP earnings per share is computed using the same weighted-average number of shares that are used to compute GAAP net income (loss) per share in periods where there is both a non-GAAP loss and a GAAP net loss.


MAGNITE, INC. CONTRIBUTION EX-TAC BY CHANNEL (In thousands, except percentages) (unaudited)

	Contribution ex-TAC
	Three Months Ended
	December 31, 2024				December 31, 2023

Channel:
CTV	$	77,923	43	%	$	63,530	38	%
Mobile		71,660	40			71,566	44
Desktop		30,615	17			30,184	18
Total	$	180,198	100	%	$	165,280	100	%

	Contribution ex-TAC
	Year Ended
	December 31, 2024				December 31, 2023

Channel:
CTV	$	260,159	43	%	$	218,494	40	%
Mobile		242,018	40			226,826	41
Desktop		104,765	17			103,827	19
Total	$	606,942	100	%	$	549,147	100	%

The MIL Network –

February 27, 2025

MIL-OSI: Horizon Bancorp, Inc. Announces Retirement of Craig Dwight as Chairman and Enhancements to Board of Directors Structure

Source: GlobeNewswire (MIL-OSI)

MICHIGAN CITY, Ind., Feb. 26, 2025 (GLOBE NEWSWIRE) — (NASDAQ GS: HBNC) Horizon Bancorp, Inc. (“Horizon” or the “Company”) announced that Craig Dwight, Chairman of Board, will retire from the Board of Directors effective at the expiration of his current term on May 1, 2025. Mr. Dwight provided written notice of his decision on February 24, 2025, which was accepted by the Board on February 25, 2025. Concurrently, the Board of Directors elected Eric Blackhurst to serve as an Independent Chairperson, effective upon Mr. Dwight’s retirement. Mr. Blackhurst has served as a Company Director for over seven years during which time his leadership has been instrumental, notably as Chairperson of Corporate Governance and as a member of the Compensation Committee. Mr. Blackhurst recently retired from an esteemed 35-year career at The Dow Chemical Company where he served as Associate General Counsel, Corporate Transactions and Latin America. His is currently interim president of Alma College. Additionally, with Horizon’s transition to an Independent Chairperson, the role of Independent Lead Director, currently held by Michele Magnuson, will be retired. Ms. Magnuson will remain on the Board and continue to serve on the Compensation and Governance Committees.

“On behalf of the Board of Directors, Executive Leadership, and Horizon’s Advisors, it is my privilege to thank and congratulate Craig who will retire from the Board upon the expiration of his term in May. For more than 25 years Craig drove the success of Horizon by fostering a winning culture centered on placing client needs first, strengthening the communities Horizon calls home, and delivering significant value for Horizon’s shareholders. His legacy of servant leadership has positively impacted all who have had the pleasure to work with him. We wish Craig and his family the best as he enjoys this richly earned new chapter in life,” said Thomas Prame, Horizon’s President and Chief Executive Officer. “I am also pleased to announce the Board’s election of Eric Blackhurst to Independent Chairperson. Eric’s strategic vision, character and experience make him ideally suited to seamlessly transition into the role of Chairperson. I look forward to our continued positive working relationship and the value he will bring to Horizon in this important new role. Additionally, we would like to thank Michele Magnuson for her impactful stewardship as independent Lead Director over the last 3 years. We are fortunate to have Michele as a Board member, and we look forward to the positive contributions she continues to bring to the Board and organization.”

In addition to the changes to Horizon’s director roles, Horizon welcomes Larry Magnesen to the Horizon Bank’s Board of Directors effective February 25, 2025. Mr. Magnesen brings to the Bank Board significant experience in marketing and corporate communications resulting from his 20 plus-year career at Fifth Third Bank in various senior leadership roles. “Larry has a vast experience in financial services marketing and corporate communications that will benefit Horizon Bank’s strategic objective of profitably expanding our core banking relationships,” Prame added. “Larry brings a great understanding of attracting and retaining core clients that is combined with an intimate knowledge of our local markets through his former leadership roles. I look forward to the immediate contributions Larry will bring to Horizon’s strategic outlook and the valuable skillset he adds to our already very talented Bank Board.”

About Horizon Bancorp, Inc.

Horizon Bancorp, Inc. (NASDAQ GS: HBNC) is the nearly 8 billion–asset bank holding company for Horizon Bank, which serves customers across attractive Midwestern markets through convenient digital tools, as well as its Indiana and Michigan branches. Horizon’s retail offerings include prime residential, indirect auto, and other secured consumer lending, as well as a range of personal banking and wealth management solutions. Horizon also provides a comprehensive array of in–market business banking and treasury management services, as well as equipment financing solutions for customers regionally and nationally, with commercial lending representing over half of total loans. More information on Horizon, headquartered in Northwest Indiana’s Michigan City, is available at horizonbank.com and investor.horizonbank.com.

Contact: Thomas Prame
Chief Executive Officer and President
Phone: (219) 814-5983
Date: February 26, 2025

The MIL Network –

February 27, 2025

MIL-OSI: ARKO Corp. Reports Fourth Quarter and Full Year 2024 Results

Source: GlobeNewswire (MIL-OSI)

RICHMOND, Va., Feb. 26, 2025 (GLOBE NEWSWIRE) — ARKO Corp. (Nasdaq: ARKO) (“ARKO” or the “Company”), a Fortune 500 company and one of the largest convenience store operators in the United States, today announced financial results for the fourth quarter and the full year ended December 31, 2024.

Fourth Quarter and Full Year 2024 Key Highlights (vs. Year-Ago Period)^1,2

Net loss for the quarter was $2.3 million compared to net income of $1.1 million. For the year, net income was $20.8 million compared to $34.6 million.
Adjusted EBITDA for the quarter was $56.8 million compared to $61.8 million. For the year, Adjusted EBITDA was $248.9 million compared to $276.3 million.
Merchandise margin rate for the quarter increased to 33.0% compared to 32.9%. For the year, merchandise margin rate increased to 32.8% compared to 31.8%.
Merchandise contribution for the quarter was $134.9 million compared to $146.8 million; more than half of the merchandise contribution decline for the quarter was associated with the Company’s accretive dealerization program. For the year, merchandise contribution was $579.6 million compared to $585.1 million.
Retail fuel margin for the quarter was 38.7 cents per gallon compared to 39.2 cents per gallon, resulting from macroeconomically-driven lower fuel prices and reduced price volatility. For the year, retail fuel margin increased to 39.6 cents per gallon compared to 38.8 cents per gallon.
Retail fuel contribution for the quarter was $100.2 million compared to $109.3 million. For the year, retail fuel contribution was $428.2 million compared to $435.3 million.

Other Key Highlights

As part of the Company’s developing transformation plan, the Company converted 153 retail stores to dealer sites during the year ended December 31, 2024, including approximately 100 stores converted in the fourth quarter of 2024. The Company expects to convert a meaningful number of additional stores throughout 2025, including another approximately 100 retail stores by the end of the first quarter of 2025. The stores converted to dealer locations in 2024 are expected to produce an annualized benefit to combined wholesale segment and retail segment operating income of approximately $8.5 million. The Company now expects that, at scale, its channel optimization will yield a cumulative annualized benefit of operating income in excess of $20 million. This channel optimization is also expected to enable the Company to better focus and prioritize future investments in its remaining retail stores.
In 2024, the Company expanded its planned pipeline of NTI (new-to-industry) stores to eight, including two stores that opened in 2024 and an additional two stores opened in the first quarter of 2025. The Company expects to open the four remaining NTI locations over the course of 2025.
The Board declared a quarterly dividend of $0.03 per share of common stock to be paid on March 21, 2025 to stockholders of record as of March 10, 2025.

¹ See Use of Non-GAAP Measures below.
² All figures for fuel costs, fuel contribution and fuel margin per gallon exclude the estimated fixed margin or fixed fee paid to the Company’s wholesale fuel distribution subsidiary, GPM Petroleum LP (“GPMP”) for the cost of fuel (intercompany charges by GPMP).

“We navigated a challenging macroeconomic environment in 2024, while advancing the development of our multi-year transformation plan,” said Arie Kotler, Chairman, President, and CEO of ARKO. “We made progress with our dealerization program by strategically refining our retail footprint, strengthening merchandising initiatives, and enhancing customer engagement through value-driven promotions for in-store merchandise and, more recently, a more aggressive value offer at the pump. Our focus on operational efficiencies and the dealerization program allowed us to manage through industry-wide headwinds while making strategic investments in high-growth areas, such as food service and other tobacco products to meet evolving customer preferences.”

Mr. Kotler continued: “Looking ahead to 2025, we remain committed to driving sustainable long-term growth and value creation for our stakeholders. We plan to strengthen our competitiveness by continuing to invest in higher-growth categories, delivering further value to our customers and further optimizing our store portfolio. We are acutely focused on delivering innovative, value-driven solutions that enhance the customer experience while maximizing profitability and expanding revenue opportunities.”

Fourth Quarter and Full Year 2024 Segment Highlights

Retail

	For the Three Months Ended December 31,						For the Year Ended December 31,
	2024			2023			2024			2023
	(in thousands)
Fuel gallons sold		258,856			279,035			1,080,990			1,122,321
Same store fuel gallons sold decrease (%) ¹		(4.4	%)		(7.5	%)		(6.1	%)		(5.3	%)
Fuel contribution ²	$	100,212		$	109,336		$	428,216		$	435,322
Fuel margin, cents per gallon ³		38.7			39.2			39.6			38.8
Same store fuel contribution ^1,2	$	96,830		$	104,262		$	403,503		$	422,090
Same store merchandise sales (decrease) increase (%) ¹		(4.3	%)		(2.8	%)		(5.4	%)		0.4	%
Same store merchandise sales excluding cigarettes (decrease) increase (%) ¹		(2.1	%)		(1.8	%)		(3.8	%)		2.5	%
Merchandise revenue	$	408,826		$	446,727		$	1,767,345		$	1,838,001
Merchandise contribution ⁴	$	134,873		$	146,773		$	579,569		$	585,122
Merchandise margin ⁵		33.0	%		32.9	%		32.8	%		31.8	%
Same store merchandise contribution ^1,4	$	129,376		$	135,532		$	543,368		$	560,321
Same store site operating expenses ¹	$	179,302		$	181,527		$	736,727		$	737,158

¹Same store is a common metric used in the convenience store industry. The Company considers a store a same store beginning in the first quarter in which the store had a full quarter of activity in the prior year. Refer to Use of Non-GAAP Measures below for discussion of this measure.
²Calculated as fuel revenue less fuel costs; excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.
³Calculated as fuel contribution divided by fuel gallons sold.
⁴Calculated as merchandise revenue less merchandise costs.
⁵Calculated as merchandise contribution divided by merchandise revenue.

Merchandise contribution for the fourth quarter of 2024 decreased $11.9 million, or 8.1%, compared to the fourth quarter of 2023, while merchandise margin increased to 33.0% in the fourth quarter of 2024 compared to 32.9% in 2023. The decrease in merchandise contribution was due to a decrease in same store merchandise contribution of $6.2 million and a decrease of $7.7 million related to underperforming retail stores that were closed or converted to dealers, partially offset by an increase in merchandise contribution of $2.0 million from the SpeedyQ acquisition that closed in April 2024. Merchandise contribution at same stores decreased in the fourth quarter of 2024 primarily due to lower contribution from several core destination categories and cigarettes, partially offset by higher contribution from other tobacco products.

For the year ended December 31, 2024, merchandise contribution decreased $5.6 million, or 0.9%, compared to the year ended December 31, 2023, while merchandise margin increased to 32.8% in 2024 from 31.8% in 2023. The decrease in merchandise contribution was due to a decrease in same store merchandise contribution of $17.0 million and a decrease in merchandise contribution of $11.6 million related to underperforming retail stores that were closed or converted to dealers, partially offset by incremental merchandise contribution from recent acquisitions of $21.7 million.

For the fourth quarter of 2024, retail fuel contribution decreased $9.1 million to $100.2 million compared to the prior year period, with a same store fuel contribution decrease of $7.4 million attributable to gallon demand declines reflecting the challenging macro-economic environment. Fuel margin of 38.7 cents per gallon was down 0.5 cents per gallon compared to the fourth quarter of 2023, resulting from lower fuel costs and reduced price volatility this year. In addition, a decrease in retail fuel contribution of $3.7 million was related to underperforming retail stores that were closed or converted to dealers, partially offset by incremental fuel contribution from the SpeedyQ acquisition of approximately $1.8 million.

For the year ended December 31, 2024, fuel contribution decreased $7.1 million, or 1.6%, compared to the year ended December 31, 2023, while fuel margin per gallon increased. Same store fuel margin per gallon for 2024 increased to 39.7 cents per gallon from 39.0 cents per gallon for 2023. Incremental fuel contribution from recent acquisitions of approximately $16.8 million was more than offset by a decrease in same store fuel contribution of $18.6 million. In addition, a decrease in fuel contribution of $6.1 million was related to underperforming retail stores that were closed or converted to dealers compared to 2023.

Wholesale

	For the Three Months Ended December 31,				For the Year Ended December 31,
	2024		2023		2024		2023
	(in thousands)
Fuel gallons sold – fuel supply locations		201,317		199,861		794,796		801,260
Fuel gallons sold – consignment agent locations		38,563		40,144		154,560		168,005
Fuel contribution ¹– fuel supply locations	$	12,004	$	11,499	$	47,930	$	48,396
Fuel contribution ¹– consignment agent locations	$	10,270	$	10,101	$	42,420	$	44,512
Fuel margin, cents per gallon ²– fuel supply locations		6.0		5.8		6.0		6.0
Fuel margin, cents per gallon ²– consignment agent locations		26.6		25.2		27.4		26.5

¹Calculated as fuel revenue less fuel costs; excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.
²Calculated as fuel contribution divided by fuel gallons sold.

Fuel contribution was approximately $22.3 million for the fourth quarter of 2024 compared to $21.6 million for the fourth quarter of 2023. Fuel contribution for the fourth quarter of 2024 at fuel supply locations increased by $0.5 million, and fuel contribution at consignment agent locations increased by $0.2 million, as compared to the prior year period, with fuel margin increases of 0.2 cents per gallon and 1.4 cents per gallon, respectively. For the fourth quarter of 2024, other revenues, net, increased by approximately $1.8 million, while site operating expenses increased by $0.6 million compared to the prior year period, resulting from the retail stores that were converted to dealers.

For the year ended December 31, 2024, wholesale operating income increased $0.8 million, compared to 2023. An increase of approximately $3.4 million in other revenues, net, was partially offset by a decrease in fuel contribution of approximately $2.6 million in 2024 compared to 2023. At fuel supply locations, fuel contribution decreased by $0.5 million, and fuel margin per gallon remained consistent with 2023, primarily due to decreased prompt pay discounts related to lower fuel costs and lower volumes at comparable wholesale sites, which was partially offset by incremental contribution from recent acquisitions and the retail stores converted to dealers. At consignment agent locations, fuel contribution decreased $2.1 million while fuel margin per gallon increased for 2024 compared to 2023, primarily due to incremental contribution from recent acquisitions and the retail stores converted to dealers, which was offset by lower rack-to-retail margins and decreased prompt pay discounts related to lower fuel costs.

Fleet Fueling

	For the Three Months Ended December 31,				For the Year Ended December 31,
	2024		2023		2024		2023
	(in thousands)
Fuel gallons sold – proprietary cardlock locations		32,888		33,285		136,104		130,995
Fuel gallons sold – third-party cardlock locations		3,239		3,201		12,814		9,832
Fuel contribution ¹– proprietary cardlock locations	$	15,823	$	13,146	$	62,612	$	54,685
Fuel contribution ¹– third-party cardlock locations	$	509	$	245	$	1,677	$	1,215
Fuel margin, cents per gallon ²– proprietary cardlock locations		48.1		39.5		46.0		41.7
Fuel margin, cents per gallon ²– third-party cardlock locations		15.8		7.6		13.1		12.4

¹Calculated as fuel revenue less fuel costs; excludes the estimated fixed fee paid to GPMP for the cost of fuel.
²Calculated as fuel contribution divided by fuel gallons sold.

For the fourth quarter of 2024, fuel contribution increased by $2.9 million compared to the fourth quarter of 2023. At proprietary cardlocks, fuel contribution increased by $2.7 million, and fuel margin per gallon also increased for the fourth quarter of 2024 compared to the fourth quarter of 2023. At third-party cardlock locations, fuel contribution increased by $0.3 million, and fuel margin per gallon also increased for the fourth quarter of 2024 compared to the fourth quarter of 2023.

For the year ended December 31, 2024, fuel contribution increased by $8.4 million compared to the year ended December 31, 2023. At proprietary cardlocks, fuel contribution increased by $7.9 million, and fuel margin per gallon also increased for the year ended December 31, 2024, compared to the year ended December 31, 2023. At third-party cardlock locations, fuel contribution increased $0.5 million, and fuel margin per gallon also increased for 2024 compared to 2023. These changes were primarily due to higher volumes and the cardlocks acquired in the Company’s acquisition of certain sites from WTG Fuels Holdings, LLC in 2023.

Site Operating Expenses

For the quarter ended December 31, 2024, convenience store operating expenses decreased $13.0 million, or 6.5%, compared to the prior year period primarily due to a decrease of $14.3 million from underperforming retail stores that were closed or converted to dealers and a decrease in same store operating expenses of $2.2 million, or 1.2%. The decrease in convenience store operating expenses was partially offset by incremental expenses related to the SpeedyQ acquisition that closed in April 2024.

For the year ended December 31, 2024, convenience store operating expenses increased $11.2 million, or 1.4%, as compared to the year ended December 31, 2023, primarily due to $33.1 million of incremental expenses related to recent acquisitions. The increase in site operating expenses was partially offset by a decrease in same store operating expenses of $0.4 million, and $22.1 million of reduced expenses for underperforming retail stores that were closed or converted to dealers.

Liquidity and Capital Expenditures

As of December 31, 2024, the Company’s total liquidity was approximately $841 million, consisting of approximately $262 million of cash and cash equivalents and approximately $579 million of availability under lines of credit. Outstanding debt was $881 million, resulting in net debt, excluding lease related financing liabilities, of approximately $619 million. Capital expenditures were $36.1 million, and $113.9 million for the quarter and year ended December 31, 2024, respectively.

Quarterly Dividend and Share Repurchase Program

The Company’s ability to return cash to its stockholders through its cash dividend program and share repurchase program is consistent with its capital allocation framework and reflects the Company’s confidence in the strength of its cash generation ability and strong financial position.

The Board declared a quarterly dividend of $0.03 per share of common stock to be paid on March 21, 2025 to stockholders of record as of March 10, 2025.

There was approximately $25.7 million remaining under the share repurchase program as of December 31, 2024.

Company-Operated Retail Store Count and Segment Update

The following tables present certain information regarding changes in the retail, wholesale and fleet fueling segments for the periods presented:

	For the Three Months Ended December 31,						For the Year Ended December 31,
Retail Segment	2024			2023			2024			2023
Number of sites at beginning of period		1,491			1,552			1,543			1,404
Acquired sites		—			—			21			166
Newly opened or reopened sites		1			—			3			4
Company-controlled sites converted to
consignment or fuel supply locations, net		(102	)		(3	)		(153	)		(16	)
Sites closed, divested or converted to rentals		(1	)		(6	)		(25	)		(15	)
Number of sites at end of period		1,389			1,543			1,389			1,543

	For the Three Months Ended December 31,						For the Year Ended December 31,
Wholesale Segment ¹	2024			2023			2024			2023
Number of sites at beginning of period		1,832			1,825			1,825			1,674
Acquired sites		—			—			—			190
Newly opened or reopened sites ²		9			25			39			83
Consignment or fuel supply locations converted
from Company-controlled or fleet fueling sites, net		102			2			153			15
Closed or divested sites		(21	)		(27	)		(95	)		(137	)
Number of sites at end of period		1,922			1,825			1,922			1,825

¹Excludes bulk and spot purchasers.
²Includes all signed fuel supply agreements irrespective of fuel distribution commencement date.

	For the Three Months Ended December 31,					For the Year Ended December 31,
Fleet Fueling Segment	2024			2023		2024			2023
Number of sites at beginning of period		281			295		298			183
Acquired sites		—			—		—			111
Newly opened or reopened sites		—			2		1			6
Fleet fueling locations converted
from fuel supply locations, net		—			1		—			1
Closed or divested sites		(1	)		—		(19	)		(3	)
Number of sites at end of period		280			298		280			298

First Quarter and Full Year 2025 Guidance

The Company currently expects first quarter 2025 Adjusted EBITDA to range between $27 million and $33 million, with an assumed range of average retail fuel margin from 37.0 to 39.0 cents per gallon. The Company currently expects full year 2025 Adjusted EBITDA to range between $233 million and $253 million, with an assumed range of average retail fuel margin from 39.5 to 41.5 cents per gallon.

The Company is not providing guidance on net income at this time due to the volatility of certain required inputs that are not available without unreasonable efforts, including future fair value adjustments associated with its stock price, as well as depreciation and amortization related to its capital allocation as part of its focus on accelerating organic growth.

Conference Call and Webcast Details

The Company will host a conference call today, February 26, 2025, to discuss these results at 5:00 p.m. Eastern Time. Investors and analysts interested in participating in the live call can dial 877-605-1792 or 201-689-8728.

A simultaneous, live webcast will also be available on the Investor Relations section of the Company’s website at https://www.arkocorp.com/news-events/ir-calendar. The webcast will be archived for 30 days.

About ARKO Corp.

ARKO Corp. (Nasdaq: ARKO) is a Fortune 500 company that owns 100% of GPM Investments, LLC and is one of the largest operators of convenience stores and wholesalers of fuel in the United States. Based in Richmond, VA, our highly recognizable Family of Community Brands offers delicious, prepared foods, beer, snacks, candy, hot and cold beverages, and multiple popular quick serve restaurant brands. We operate in four reportable segments: retail, which includes convenience stores selling merchandise and fuel products to retail customers; wholesale, which supplies fuel to independent dealers and consignment agents; fleet fueling, which includes the operation of proprietary and third-party cardlock locations, and issuance of proprietary fuel cards that provide customers access to a nationwide network of fueling sites; and GPM Petroleum, which sells and supplies fuel to our retail and wholesale sites and charges a fixed fee, primarily to our fleet fueling sites. To learn more about GPM stores, visit: www.gpminvestments.com. To learn more about ARKO, visit: www.arkocorp.com.

Forward-Looking Statements

This document includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may address, among other things, the Company’s expected financial and operational results and the related assumptions underlying its expected results. These forward-looking statements are distinguished by use of words such as “accretive,” “anticipate,” “aim,” “believe,” “continue,” “could,” “estimate,” “expect,” “guidance,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and the negative of these terms, and similar references to future periods. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to, among other things, changes in economic, business and market conditions; the Company’s ability to maintain the listing of its common stock and warrants on the Nasdaq Stock Market; changes in its strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects and plans; expansion plans and opportunities; changes in the markets in which it competes; changes in applicable laws or regulations, including those relating to environmental matters; market conditions and global and economic factors beyond its control; and the outcome of any known or unknown litigation and regulatory proceedings. Detailed information about these factors and additional important factors can be found in the documents that the Company files with the Securities and Exchange Commission, such as Form 10-K, Form 10-Q and Form 8-K. Forward-looking statements speak only as of the date the statements were made. The Company does not undertake an obligation to update forward-looking information, except to the extent required by applicable law.

Use of Non-GAAP Measures

The Company discloses certain measures on a “same store basis,” which is a non-GAAP measure. Information disclosed on a “same store basis” excludes the results of any store that is not a “same store” for the applicable period. A store is considered a same store beginning in the first quarter in which the store had a full quarter of activity in the prior year. The Company believes that this information provides greater comparability regarding its ongoing operating performance. Neither this measure nor those described below should be considered an alternative to measurements presented in accordance with generally accepted accounting principles in the United States (“GAAP”).

The Company defines EBITDA as net income before net interest expense, income taxes, depreciation and amortization. Adjusted EBITDA further adjusts EBITDA by excluding the gain or loss on disposal of assets, impairment charges, acquisition and divestiture costs, share-based compensation expense, other non-cash items, and other unusual or non-recurring charges. Both EBITDA and Adjusted EBITDA are non-GAAP financial measures.

The Company uses EBITDA and Adjusted EBITDA for operational and financial decision-making and believe these measures are useful in evaluating its performance because they eliminate certain items that it does not consider indicators of its operating performance. EBITDA and Adjusted EBITDA are also used by many of its investors, securities analysts, and other interested parties in evaluating its operational and financial performance across reporting periods. The Company believes that the presentation of EBITDA and Adjusted EBITDA provides useful information to investors by allowing an understanding of key measures that it uses internally for operational decision-making, budgeting, evaluating acquisition targets, and assessing its operating performance.

EBITDA and Adjusted EBITDA are not recognized terms under GAAP and should not be considered as a substitute for net income or any other financial measure presented in accordance with GAAP. These measures have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of its results as reported under GAAP. The Company strongly encourages investors to review its financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.

Because non-GAAP financial measures are not standardized, same store measures, EBITDA and Adjusted EBITDA, as defined by the Company, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare the Company’s use of these non-GAAP financial measures with those used by other companies.

Company Contact
Jordan Mann
ARKO Corp.
investors@gpminvestments.com

Investor Contact
Sean Mansouri, CFA
Elevate IR
(720) 330-2829
ARKO@elevate-ir.com

	Consolidated Statements of Operations
	For the Three Months Ended December 31,						For the Year Ended December 31,
	2024			2023			2024			2023
	(in thousands)
Revenues:
Fuel revenue	$	1,556,185		$	1,759,216		$	6,858,919		$	7,464,372
Merchandise revenue		408,826			446,727			1,767,345			1,838,001
Other revenues, net		27,098			27,217			105,698			110,358
Total revenues		1,992,109			2,233,160			8,731,962			9,412,731
Operating expenses:
Fuel costs		1,416,234			1,613,230			6,271,696			6,876,084
Merchandise costs		273,953			299,954			1,187,776			1,252,879
Site operating expenses		209,906			222,751			875,272			860,134
General and administrative expenses		39,690			38,102			162,920			165,294
Depreciation and amortization		33,989			32,648			132,414			127,597
Total operating expenses		1,973,772			2,206,685			8,630,078			9,281,988
Other expenses, net		3,962			1,168			7,858			12,729
Operating income		14,375			25,307			94,026			118,014
Interest and other financial income		4,229			2,197			30,591			20,273
Interest and other financial expenses		(23,942	)		(25,099	)		(97,752	)		(91,516	)
(Loss) income before income taxes		(5,338	)		2,405			26,865			46,771
Income tax benefit (expense)		2,995			(1,317	)		(6,144	)		(12,166	)
Income (loss) from equity investment		45			38			124			(39	)
Net (loss) income	$	(2,298	)	$	1,126		$	20,845		$	34,566
Less: Net income attributable to non-controlling interests		—			48			—			197
Net (loss) income attributable to ARKO Corp.	$	(2,298	)	$	1,078		$	20,845		$	34,369
Series A redeemable preferred stock dividends		(1,445	)		(1,449	)		(5,750	)		(5,750	)
Net (loss) income attributable to common shareholders	$	(3,743	)	$	(371	)	$	15,095		$	28,619
Net (loss) income per share attributable to common shareholders – basic	$	(0.03	)	$	(0.00	)	$	0.13		$	0.24
Net (loss) income per share attributable to common shareholders – diluted	$	(0.03	)	$	(0.00	)	$	0.13		$	0.24
Weighted average shares outstanding:
Basic		115,771			116,638			116,139			118,782
Diluted		115,771			116,638			116,949			119,605

	Consolidated Balance Sheets
	December 31, 2024			December 31, 2023
	(in thousands)
Assets
Current assets:
Cash and cash equivalents	$	261,758		$	218,120
Restricted cash		30,650			23,301
Short-term investments		5,330			3,892
Trade receivables, net		95,832			134,735
Inventory		231,225			250,593
Other current assets		97,413			118,472
Total current assets		722,208			749,113
Non-current assets:
Property and equipment, net		747,548			742,610
Right-of-use assets under operating leases		1,386,244			1,384,693
Right-of-use assets under financing leases, net		157,999			162,668
Goodwill		299,973			292,173
Intangible assets, net		182,355			214,552
Equity investment		3,009			2,885
Deferred tax asset		67,689			52,293
Other non-current assets		53,633			49,377
Total assets	$	3,620,658		$	3,650,364
Liabilities
Current liabilities:
Long-term debt, current portion	$	12,944		$	16,792
Accounts payable		190,212			213,657
Other current liabilities		159,239			179,536
Operating leases, current portion		71,580			67,053
Financing leases, current portion		11,515			9,186
Total current liabilities		445,490			486,224
Non-current liabilities:
Long-term debt, net		868,055			828,647
Asset retirement obligation		87,375			84,710
Operating leases		1,408,293			1,395,032
Financing leases		211,051			213,032
Other non-current liabilities		223,528			266,602
Total liabilities		3,243,792			3,274,247

Series A redeemable preferred stock		100,000			100,000

Shareholders’ equity:
Common stock		12			12
Treasury stock		(106,123	)		(74,134	)
Additional paid-in capital		276,681			245,007
Accumulated other comprehensive income		9,119			9,119
Retained earnings		97,177			96,097
Total shareholders’ equity		276,866			276,101
Non-controlling interest		—			16
Total equity		276,866			276,117
Total liabilities, redeemable preferred stock and equity	$	3,620,658		$	3,650,364

	Consolidated Statements of Cash Flows
	For the Three Months Ended December 31,						For the Year Ended December 31,
	2024			2023			2024			2023
	(in thousands)
Cash flows from operating activities:
Net (loss) income	$	(2,298	)	$	1,126		$	20,845		$	34,566
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization		33,989			32,648			132,414			127,597
Deferred income taxes		(9,136	)		(652	)		(12,796	)		(4,680	)
Loss on disposal of assets and impairment charges		1,661			660			6,798			6,203
Foreign currency (gain) loss		(6	)		(101	)		35			29
Gain from issuance of shares as payment of deferred consideration related to business acquisition		—			—			(2,681	)		—
Gain from settlement related to business acquisition		—			—			(6,356	)		—
Amortization of deferred financing costs and debt discount		669			661			2,669			2,518
Amortization of deferred income		(4,351	)		(1,840	)		(14,477	)		(8,142	)
Accretion of asset retirement obligation		661			709			2,532			2,399
Non-cash rent		3,530			3,750			14,335			14,168
Charges to allowance for credit losses		112			244			845			1,265
(Income) loss from equity investment		(45	)		(38	)		(124	)		39
Share-based compensation		4,077			1,777			12,339			15,015
Fair value adjustment of financial assets and liabilities		(222	)		842			(10,985	)		(10,785	)
Other operating activities, net		(627	)		352			125			2,631
Changes in assets and liabilities:
Decrease (increase) in trade receivables		21,946			44,550			38,058			(17,937	)
Decrease (increase) in inventory		5,262			15,373			22,689			(2,013	)
(Increase) decrease in other assets		(16	)		(957	)		13,893			(29,386	)
Decrease in accounts payable		(18,032	)		(35,836	)		(24,169	)		(6,169	)
(Decrease) increase in other current liabilities		(20,664	)		(8,002	)		(2,820	)		990
Decrease in asset retirement obligation		(634	)		(69	)		(917	)		(23	)
Increase in non-current liabilities		6,852			2,090			29,606			7,809
Net cash provided by operating activities		22,728			57,287			221,858			136,094
Cash flows from investing activities:
Purchase of property and equipment		(36,133	)		(35,561	)		(113,914	)		(111,164	)
Purchase of intangible assets		—			—			—			(45	)
Proceeds from sale of property and equipment		2,196			3,134			53,549			310,240
Business and asset acquisitions, net of cash		—			33			(54,549	)		(494,871	)
Prepayment for acquisitions		—			(1,000	)		—			(1,000	)
Loans to equity investment, net		14			18			56			18
Net cash used in investing activities		(33,923	)		(33,376	)		(114,858	)		(296,822	)
Cash flows from financing activities:
Receipt of long-term debt, net		—			20,810			47,556			99,643
Repayment of debt		(5,794	)		(5,640	)		(26,357	)		(22,157	)
Principal payments on financing leases		(1,360	)		(1,260	)		(4,940	)		(5,497	)
Early settlement of deferred consideration related to business acquisition		—			—			(17,155	)		—
Proceeds from sale-leaseback		—			—			—			80,397
Payment of Additional Consideration		(3,354	)		(3,505	)		(3,354	)		(3,505	)
Payment of Ares Put Option		—			—			—			(9,808	)
Common stock repurchased		—			(8,495	)		(31,989	)		(33,694	)
Dividends paid on common stock		(3,473	)		(3,497	)		(14,015	)		(14,272	)
Dividends paid on redeemable preferred stock		(1,445	)		(1,449	)		(5,750	)		(5,750	)
Net cash (used in) provided by financing activities		(15,426	)		(3,036	)		(56,004	)		85,357
Net (decrease) increase in cash and cash equivalents and restricted cash		(26,621	)		20,875			50,996			(75,371	)
Effect of exchange rate on cash and cash equivalents and restricted cash		18			106			(9	)		23
Cash and cash equivalents and restricted cash, beginning of period		319,011			220,440			241,421			316,769
Cash and cash equivalents and restricted cash, end of period	$	292,408		$	241,421		$	292,408		$	241,421

Supplemental Disclosure of Non-GAAP Financial Information

	Reconciliation of EBITDA and Adjusted EBITDA
	For the Three Months Ended December 31,						For the Year Ended December 31,
	2024			2023			2024			2023
	(in thousands)
Net (loss) income	$	(2,298	)	$	1,126		$	20,845		$	34,566
Interest and other financing expenses, net		19,713			22,902			67,161			71,243
Income tax (benefit) expense		(2,995	)		1,317			6,144			12,166
Depreciation and amortization		33,989			32,648			132,414			127,597
EBITDA		48,409			57,993			226,564			245,572
Acquisition and divestiture costs (a)		1,249			1,099			5,168			9,079
Loss on disposal of assets and impairment charges (b)		1,661			660			6,798			6,203
Share-based compensation expense (c)		4,077			1,777			12,339			15,015
(Income) loss from equity investment (d)		(45	)		(38	)		(124	)		39
Fuel and franchise taxes received in arrears (e)		—			—			(1,427	)		—
Adjustment to contingent consideration (f)		978			68			(20	)		(604	)
Other (g)		519			230			(438	)		956
Adjusted EBITDA	$	56,848		$	61,789		$	248,860		$	276,260

Additional information
Non-cash rent expense (h)		3,530			3,750			14,335			14,168

(a) Eliminates costs incurred that are directly attributable to business acquisitions and divestitures (including conversion of retail stores to dealer sites) and salaries of employees whose primary job function is to execute the Company’s acquisition and divestiture strategy and facilitate integration of acquired operations.

(b) Eliminates the non-cash loss from the sale or disposal of property and equipment, the loss recognized upon the sale of related leased assets, and impairment charges on property and equipment and right-of-use assets related to closed and non-performing sites.

(c) Eliminates non-cash share-based compensation expense related to the equity incentive program in place to incentivize, retain, and motivate employees, certain non-employees and members of the Board.

(d) Eliminates the Company’s share of (income) loss attributable to its unconsolidated equity investment.

(e) Eliminates the receipt of historical fuel and franchise tax amounts for multiple prior periods.

(f) Eliminates fair value adjustments to the contingent consideration owed to the seller for the 2020 Empire acquisition.

(g) Eliminates other unusual or non-recurring items that the Company does not consider to be meaningful in assessing operating performance.

(h) Non-cash rent expense reflects the extent to which GAAP rent expense recognized exceeded (or was less than) cash rent payments. GAAP rent expense varies depending on the terms of the Company’s lease portfolio. For newer leases, rent expense recognized typically exceeds cash rent payments, whereas, for more mature leases, rent expense recognized is typically less than cash rent payments.

Supplemental Disclosures of Segment Information

Retail Segment

	For the Three Months Ended December 31,				For the Year Ended December 31,
	2024		2023		2024		2023
	(in thousands)
Revenues:
Fuel revenue	$	779,352	$	913,534	$	3,509,935	$	3,858,777
Merchandise revenue		408,826		446,727		1,767,345		1,838,001
Other revenues, net		15,768		17,104		65,264		74,406
Total revenues		1,203,946		1,377,365		5,342,544		5,771,184
Operating expenses:
Fuel costs ¹		679,140		804,198		3,081,719		3,423,455
Merchandise costs		273,953		299,954		1,187,776		1,252,879
Site operating expenses		187,981		200,952		790,645		779,448
Total operating expenses		1,141,074		1,305,104		5,060,140		5,455,782
Operating income	$	62,872	$	72,261	$	282,404	$	315,402

¹Excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.

The table below shows financial information and certain key metrics of the SpeedyQ acquisition in the Retail Segment for which there is no comparable information for any of the prior periods.

	For the Three Months Ended December 31, 2024			For the Year Ended December 31, 2024
	SpeedyQ ¹
	(in thousands)
Date of Acquisition:	April 9, 2024
Revenues:
Fuel revenue	$	11,359		$	38,937
Merchandise revenue		6,469			20,719
Other revenues, net		311			809
Total revenues		18,139			60,465
Operating expenses:
Fuel costs ²		9,580			33,455
Merchandise costs		4,473			14,709
Site operating expenses		3,373			9,760
Total operating expenses		17,426			57,924
Operating income	$	713		$	2,541
Fuel gallons sold		3,768			11,865
Fuel contribution ³	$	1,779		$	5,482
Merchandise contribution ⁴	$	1,996		$	6,010
Merchandise margin ⁵		30.9	%		29.0	%

¹Acquisition of seven Speedy’s retail stores.
²Excludes the estimated fixed margin paid to GPMP for the cost of fuel.
³Calculated as fuel revenue less fuel costs.
⁴Calculated as merchandise revenue less merchandise costs.
⁵Calculated as merchandise contribution divided by merchandise revenue.

Wholesale Segment

	For the Three Months Ended December 31,				For the Year Ended December 31,
	2024		2023		2024		2023
	(in thousands)
Revenues:
Fuel revenue	$	652,016	$	700,026	$	2,799,869	$	3,039,904
Other revenues, net		8,681		6,909		29,140		25,775
Total revenues		660,697		706,935		2,829,009		3,065,679
Operating expenses:
Fuel costs ¹		629,742		678,426		2,709,519		2,946,996
Site operating expenses		10,997		10,400		39,679		39,703
Total operating expenses		640,739		688,826		2,749,198		2,986,699
Operating income	$	19,958	$	18,109	$	79,811	$	78,980

¹Excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.

Fleet Fueling Segment

	For the Three Months Ended December 31,				For the Year Ended December 31,
	2024		2023		2024		2023
	(in thousands)
Revenues:
Fuel revenue	$	117,196	$	136,801	$	515,462	$	530,937
Other revenues, net		2,131		2,616		9,135		7,818
Total revenues		119,327		139,417		524,597		538,755
Operating expenses:
Fuel costs ¹		100,864		123,410		451,173		475,037
Site operating expenses		6,056		6,259		24,917		22,298
Total operating expenses		106,920		129,669		476,090		497,335
Operating income	$	12,407	$	9,748	$	48,507	$	41,420

¹Excludes the estimated fixed fee paid to GPMP for the cost of fuel.

The MIL Network –

February 27, 2025

MIL-OSI: Encore Capital Group Announces Fourth Quarter and Full-Year 2024 Financial Results

Source: GlobeNewswire (MIL-OSI)

Favorable U.S. market for portfolio supply continues
Global portfolio purchases in 2024 up 26% to record $1.35 billion
Global collections in 2024 up 16% to $2.16 billion
Actions taken to resolve Cabot issues resulted in a loss for the quarter and the year

SAN DIEGO, Feb. 26, 2025 (GLOBE NEWSWIRE) — Encore Capital Group, Inc. (NASDAQ: ECPG), an international specialty finance company, today reported consolidated financial results for the fourth quarter and full year ended December 31, 2024.

“2024 was a year of significant growth for Encore,” said Ashish Masih, Encore’s President and Chief Executive Officer. “Our global portfolio purchases increased by 26% to an all-time high for us and global collections increased by 16% compared to 2023. Higher portfolio purchasing in recent years is a key driver of our growth in collections and ultimately cash generation growth of 20% for the year.”

“In the U.S. in 2024, continued growth in bank lending, coupled with rising delinquencies and charge-offs, led to record supply for non-performing loan portfolios and a continuation of the favorable purchasing environment in the U.S. market. As a result, our largest business, MCM, increased U.S. portfolio purchases in 2024 by 23% to a record $1 billion. In addition, anchored by stable consumer payment behavior throughout the year, MCM collections increased by 20% compared to 2023.”

“For our Cabot business in the U.K. and Europe, 2024 was a year of progress, but also significant restructuring to resolve certain persistent issues and enable future success. Cabot portfolio purchases increased by 36% compared to 2023, driven by exceptional Q4 purchases of $200 million that included large spot-market portfolio purchases at attractive returns. For the year, Cabot collections increased by 8% compared to 2023. Despite these successes, Cabot’s business environment continued to be highly competitive and impacted by macroeconomic factors such as subdued lending growth and low charge-offs. In 2024, we took certain restructuring actions including the exit from two underperforming markets, beginning with the Spanish secured non-performing loan (NPL) market in Q3 followed by the Italian NPL market in Q4. We also made adjustments to Cabot’s estimated remaining collections (ERC), particularly in the fourth quarter. These actions resulted in a $101 million goodwill charge in Q4.”

“We believe our reported financial results in 2024, and in particular our net loss of $139 million, or ($5.83) per share, are not indicative of the operational performance of our business due to certain non-cash charges, the largest of which were the goodwill impairment related to our Cabot business and the adjustments to Cabot’s ERC in Q4, which reduced earnings for the quarter and the year. We believe these Cabot ERC adjustments, in addition to other actions taken during the year, place Cabot on a more solid footing. We expect Cabot’s future performance to align closely with its rebased ERC.”

“Looking ahead, guided by our three pillar strategy, we remain committed to our long-standing financial objectives and our capital allocation priorities. We anticipate our global portfolio purchases in 2025 to exceed the $1.35 billion of purchases we made in 2024. We expect global collections in 2025 to increase by 11% to $2.4 billion. As a result of our continued growth in cash generation and its impact on our improving leverage, we plan to resume share repurchases in 2025. We also remain committed to the critical role we play in the consumer credit ecosystem and to helping consumers restore their financial health,” said Masih.


Financial Highlights for the Full Year of 2024:

	Year Ended December 31,
(in thousands, except percentages and earnings per share)		2024			2023		Change
Collections	$	2,162,478		$	1,862,567		16	%
Revenues	$	1,316,361		$	1,222,680		8	%
Portfolio purchases⁽¹⁾	$	1,352,035		$	1,073,812		26	%
Estimated Remaining Collections (ERC)	$	8,501,370		$	8,191,913		4	%
Operating expenses	$	1,159,031		$	1,206,145		(4	)%
GAAP net loss	$	(139,244	)	$	(206,492	)	NM
GAAP loss per share	$	(5.83	)	$	(8.72	)	NM

__________________

(1)	Includes U.S. purchases of $998.9 million and $814.6 million, and Europe purchases of $353.2 million and $259.3 million in 2024 and 2023, respectively.


Financial Highlights for the Fourth Quarter of 2024:

	Three Months Ended December 31,
(in thousands, except percentages and earnings per share)		2024			2023		Change
Collections	$	554,595		$	458,350		21	%
Revenues	$	265,619		$	277,387		(4	)%
Portfolio purchases⁽¹⁾	$	495,144		$	292,497		69	%
Operating expenses	$	399,809		$	494,580		(19	)%
GAAP net loss	$	(225,307	)	$	(270,762	)	NM
GAAP loss per share	$	(9.42	)	$	(11.40	)	NM

__________________

(1)	Includes U.S. purchases of $295.3 million and $208.5 million, and Europe purchases of $199.8 million and $84.0 million in Q4 2024 and Q4 2023, respectively.


Key Impacts from Cabot Actions and other items for the Fourth Quarter of 2024:

	Three Months Ended December 31,
(in thousands, except earnings per share impact)		2024		EPS Impact⁽¹⁾
Cabot changes in expected future recoveries	$	(129,128	)	$	(5.40	)
Goodwill impairment	$	(100,600	)	$	(4.21	)
Cabot IT-related asset impairment	$	(18,544	)	$	(0.78	)
Loss on extinguishment of debt	$	(7,832	)	$	(0.28	)
Cabot restructuring charges	$	(6,087	)	$	(0.25	)
Total	$	(262,191	)	$	(10.92	)

__________________

(1)	Basic share count was used to calculate EPS impacts.

Conference Call and Webcast

The Company will host a conference call and slide presentation today, February 26, 2025, at 2:00 p.m. Pacific time / 5:00 p.m. Eastern time to discuss fourth quarter and full year results.

Members of the public are invited to access the live webcast via the Internet by logging in on the Investor Relations page of Encore’s website at www.encorecapital.com. To access the live conference call by telephone, please pre-register using this link. Registrants will receive confirmation with dial-in details.

For those who cannot listen to the live broadcast, a replay of the webcast will be available on the Company’s website shortly after the call concludes.

Non-GAAP Financial Measures

This news release includes certain financial measures that exclude the impact of certain items and therefore have not been calculated in accordance with U.S. generally accepted accounting principles (“GAAP”). The Company has included information concerning adjusted EBITDA because management utilizes this information in the evaluation of its operations and believes that this measure, when added to collections applied to principal balance, is a useful indicator of the Company’s ability to generate cash collections in excess of operating expenses through the liquidation of its receivable portfolios. Adjusted EBITDA has not been prepared in accordance with GAAP and should not be considered an alternative to, or more meaningful than, net income as an indicator of the Company’s operating performance. Further, this non-GAAP financial measure, as presented by the Company, may not be comparable to similarly titled measures reported by other companies. The Company has attached to this news release a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures.

About Encore Capital Group, Inc.

Encore Capital Group is an international specialty finance company that provides debt recovery solutions and other related services for consumers across a broad range of financial assets. Through its subsidiaries around the globe, Encore purchases portfolios of consumer receivables from major banks, credit unions, and utility providers.

Encore partners with individuals as they repay their debt obligations, helping them on the road to financial recovery and ultimately improving their economic well-being. Encore is the first and only company of its kind to operate with a Consumer Bill of Rights that provides industry-leading commitments to consumers. Headquartered in San Diego, Encore is a publicly traded NASDAQ Global Select company (ticker symbol: ECPG) and a component stock of the Russell 2000, the S&P Small Cap 600 and the Wilshire 4500. More information about the company can be found at http://www.encorecapital.com.

Forward Looking Statements
The statements in this press release that are not historical facts, including, most importantly, those statements preceded by, or that include, the words “will,” “may,” “believe,” “projects,” “expects,” “anticipates” or the negation thereof, or similar expressions, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”). These statements may include, but are not limited to, statements regarding our future operating results (including portfolio purchase volumes, collections and cash generation), performance, business plans or prospects as well as statements regarding future supply, consumer behavior, or macroeconomic environment. For all “forward-looking statements,” the Company claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. Such forward-looking statements involve risks, uncertainties and other factors which may cause actual results, performance or achievements of the Company and its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors are discussed in the reports filed by the Company with the Securities and Exchange Commission, including the most recent reports on Form 10-K, as it may be amended from time to time. The Company disclaims any intent or obligation to update these forward-looking statements.

Contact:
Bruce Thomas
Encore Capital Group, Inc.
Vice President, Global Investor Relations
bruce.thomas@encorecapital.com

SOURCE: Encore Capital Group, Inc.

FINANCIAL TABLES FOLLOW


ENCORE CAPITAL GROUP, INC. Consolidated Statements of Financial Condition (In Thousands, Except Par Value Amounts)

	December 31, 2024			December 31, 2023
Assets
Cash and cash equivalents	$	199,865		$	158,364
Investment in receivable portfolios, net		3,776,369			3,468,432
Property and equipment, net		80,597			103,959
Other assets		225,090			293,256
Goodwill		507,808			606,475
Total assets	$	4,789,729		$	4,630,486
Liabilities and Equity
Liabilities:
Accounts payable and accrued liabilities	$	233,545		$	189,928
Borrowings		3,672,762			3,318,031
Other liabilities		116,091			185,989
Total liabilities		4,022,398			3,693,948
Commitments and contingencies
Equity:
Convertible preferred stock, $0.01 par value, 5,000 shares authorized, no shares issued and outstanding		—			—
Common stock, $0.01 par value, 75,000 shares authorized, 23,691 shares and 23,545 shares issued and outstanding as of December 31, 2024 and December 31, 2023, respectively		237			235
Additional paid-in capital		19,297			11,052
Accumulated earnings		909,927			1,049,171
Accumulated other comprehensive loss		(162,130	)		(123,920	)
Total stockholders’ equity		767,331			936,538
Total liabilities and stockholders’ equity	$	4,789,729		$	4,630,486

The following table presents certain assets and liabilities of consolidated variable interest entities (“VIEs”) included in the consolidated statements of financial condition above. Most assets in the table below include those assets that can only be used to settle obligations of consolidated VIEs. The liabilities exclude amounts where creditors or beneficial interest holders have recourse to the general credit of the Company.


	December 31, 2024		December 31, 2023
Assets
Cash and cash equivalents	$	23,875	$	24,472
Investment in receivable portfolios, net		895,704		717,556
Other assets		3,699		19,358
Liabilities
Accounts payable and accrued liabilities		2,946		1,854
Borrowings		599,830		494,925
Other liabilities		887		2,452


ENCORE CAPITAL GROUP, INC. Consolidated Statements of Operations (In Thousands, Except Per Share Amounts)

	(Unaudited) Three Months Ended December 31,						Year Ended December 31,
		2024			2023			2024			2023
Revenues
Revenue from receivable portfolios	$	336,666		$	304,892		$	1,302,567		$	1,204,437
Changes in recoveries		(95,760	)		(52,476	)		(89,740	)		(82,530	)
Total debt purchasing revenue		240,906			252,416			1,212,827			1,121,907
Servicing revenue		20,525			19,650			84,783			83,136
Other revenues		4,188			5,321			18,751			17,637
Total revenues		265,619			277,387			1,316,361			1,222,680
Operating expenses
Salaries and employee benefits		104,616			96,760			422,910			391,532
Cost of legal collections		68,989			56,727			259,298			224,252
General and administrative expenses		52,019			36,809			163,847			144,862
Other operating expenses		37,786			29,315			130,802			111,179
Collection agency commissions		8,288			9,074			30,596			35,657
Depreciation and amortization		8,967			8,969			32,434			41,737
Goodwill impairment		100,600			238,200			100,600			238,200
Impairment of assets		18,544			18,726			18,544			18,726
Total operating expenses		399,809			494,580			1,159,031			1,206,145
(Loss) income from operations		(134,190	)		(217,193	)		157,330			16,535
Other expense
Interest expense		(68,498	)		(54,501	)		(252,545	)		(201,877	)
Loss on extinguishment of debt		(7,832	)		—			(7,832	)		—
Other income (expense)		541			(2	)		6,832			5,078
Total other expense		(75,789	)		(54,503	)		(253,545	)		(196,799	)
(Loss) income before income taxes		(209,979	)		(271,696	)		(96,215	)		(180,264	)
(Provision) benefit for income taxes		(15,328	)		934			(43,029	)		(26,228	)
Net loss	$	(225,307	)	$	(270,762	)	$	(139,244	)	$	(206,492	)

Loss per share:
Basic	$	(9.42	)	$	(11.40	)	$	(5.83	)	$	(8.72	)
Diluted	$	(9.42	)	$	(11.40	)	$	(5.83	)	$	(8.72	)

Weighted average shares outstanding:
Basic		23,916			23,741			23,873			23,670
Diluted		23,916			23,741			23,873			23,670


ENCORE CAPITAL GROUP, INC. Consolidated Statements of Cash Flows (In Thousands)

	Year Ended December 31,
		2024			2023			2022
Operating activities:
Net (loss) income	$	(139,244	)	$	(206,492	)	$	194,564
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization		32,434			41,737			46,419
Other non-cash interest expense, net		16,325			17,160			15,875
Stock-based compensation expense		14,012			13,854			15,402
Deferred income taxes		(22,280	)		(55,916	)		46,410
Goodwill impairment		100,600			238,200			—
Impairment of assets		18,544			18,726			4,075
Changes in recoveries		89,740			82,530			(93,145	)
Other, net		17,880			(2,259	)		18,798
Changes in operating assets and liabilities
Other assets		(28,245	)		15,894			(6,722	)
Accounts payable, accrued liabilities and other liabilities		56,402			(10,443	)		(30,995	)
Net cash provided by operating activities		156,168			152,991			210,681
Investing activities:
Purchases of receivable portfolios, net of put-backs		(1,336,442	)		(1,060,206	)		(790,569	)
Collections applied to investment in receivable portfolios, net		859,911			658,130			709,176
Purchases of real estate owned		(212	)		(26,901	)		(39,340	)
Purchases of property and equipment		(29,007	)		(24,807	)		(37,224	)
Proceeds from sale of real estate owned		56,396			52,636			27,722
Other, net		8,924			(793	)		—
Net cash used in investing activities		(440,430	)		(401,941	)		(130,235	)
Financing activities:
Payment of loan and debt refinancing costs		(21,418	)		(13,707	)		(1,659	)
Proceeds from credit facilities		2,031,470			1,196,046			779,513
Repayment of credit facilities		(1,868,111	)		(989,627	)		(515,703	)
Proceeds from senior secured notes		1,000,000			104,188			—
Repayment of senior secured notes		(789,106	)		(39,080	)		(39,080	)
Proceeds from issuance of convertible senior notes		—			230,000			—
Repayment of convertible senior notes		—			(212,480	)		(221,153	)
Payments to settle derivative instruments		(40,038	)		—			—
Repurchase and retirement of common stock		—			—			(87,006	)
Other, net		4,977			(7,040	)		(22,357	)
Net cash provided by (used in) financing activities		317,774			268,300			(107,445	)
Net increase (decrease) in cash and cash equivalents		33,512			19,350			(26,999	)
Effect of exchange rate changes on cash and cash equivalents		7,989			(4,898	)		(18,734	)
Cash and cash equivalents, beginning of period		158,364			143,912			189,645
Cash and cash equivalents, end of period	$	199,865		$	158,364		$	143,912

Supplemental disclosures of cash flow information:
Cash paid for interest	$	210,580		$	163,815		$	131,391
Cash paid for income taxes, net of refunds		67,091			68,522			71,276
Supplemental schedule of non-cash investing and financing activities:
Investment in receivable portfolios transferred to real estate owned	$	5,966		$	7,957		$	1,903


ENCORE CAPITAL GROUP, INC. Supplemental Financial Information Reconciliation of Non-GAAP Metrics

Adjusted EBITDA

(in thousands, unaudited)	Three Months Ended December 31,						Year Ended December 31,
(in thousands, unaudited)		2024			2023			2024			2023
GAAP net loss, as reported	$	(225,307	)	$	(270,762	)	$	(139,244	)	$	(206,492	)
Adjustments:
Interest expense		68,498			54,501			252,545			201,877
Loss on extinguishment of debt		7,832			—			7,832			—
Interest income		(1,971	)		(1,364	)		(7,008	)		(4,746	)
Provision (benefit) for income taxes		15,328			(934	)		43,029			26,228
Depreciation and amortization		8,967			8,969			32,434			41,737
Net loss (gain) on derivative instruments⁽¹⁾		—			342			(267	)		(3,170	)
Stock-based compensation expense		2,281			2,837			14,012			13,854
Acquisition, integration and restructuring related expenses⁽²⁾		6,087			827			10,451			7,401
Goodwill Impairment⁽³⁾		100,600			238,200			100,600			238,200
Impairment of assets⁽³⁾		18,544			18,726			18,544			18,726
Adjusted EBITDA	$	859		$	51,342		$	332,928		$	333,615
Collections applied to principal balance⁽⁴⁾	$	337,464		$	213,769		$	1,004,230		$	776,280

________________________

(1)	Amount represents gain or loss recognized on derivative instruments that are not designated as hedging instruments or gain or loss recognized on derivative instruments upon dedesignation of hedge relationships. We adjust for this amount because we believe the gain or loss on derivative contracts is not indicative of ongoing operations.
(2)	Amount represents acquisition, integration and restructuring related expenses. We adjust for this amount because we believe these expenses are not indicative of ongoing operations; therefore, adjusting for these expenses enhances comparability to prior periods, anticipated future periods, and our competitors’ results.
(3)	During the years ended December 31, 2024, and 2023, we recorded a non-cash goodwill impairment charge of $100.6 million and $238.2 million, respectively. We recorded a non-cash impairment of long-lived assets of $18.5 million and a non-cash impairment of intangible assets of $18.7 million during the years ended December 31, 2024, and 2023, respectively. We believe these non-cash impairment charges are not indicative of ongoing operations, therefore adjusting for these expenses enhances comparability to prior periods, anticipated future periods, and our competitors’ results. Refer to “Note 15: Goodwill and Identifiable Intangible Assets” and “Note 5: Composition of Certain Financial Statement Items” to our consolidated financial statements for further details.
(4)	Amount represents (a) gross collections from receivable portfolios less (b) debt purchasing revenue, plus (c) proceeds applied to basis from sales of real estate owned (“REO”) assets and exit activities. A reconciliation of “collections applied to investment in receivable portfolios, net” to “collections applied to principal balance” is available in the Form 10-K for the period ending December 31, 2024.

The MIL Network –

February 27, 2025

MIL-OSI: Nasdaq Announces Mid-Month Open Short Interest Positions in Nasdaq Stocks as of Settlement Date February 14, 2025

Source: GlobeNewswire (MIL-OSI)

NEW YORK, Feb. 26, 2025 (GLOBE NEWSWIRE) — At the end of the settlement date of February 14, 2025, short interest in 3,121 Nasdaq Global Market^SM securities totaled 12,649,030,702 shares compared with 12,170,722,591 shares in 3,109 Global Market issues reported for the prior settlement date of January 31, 2025. The mid-February short interest represents 2.64 days compared with 2.69 days for the prior reporting period.

Short interest in 1,629 securities on The Nasdaq Capital Market^SM totaled 2,531,037,044 shares at the end of the settlement date of February 14, 2025, compared with 2,410,655,463 shares in 1,621 securities for the previous reporting period. This represents a 1.00 day average daily volume; the previous reporting period’s figure was 1.00.

In summary, short interest in all 4,750 Nasdaq® securities totaled 15,180,067,746 shares at the February 14, 2025 settlement date, compared with 4,730 issues and 14,581,378,054 shares at the end of the previous reporting period. This is 1.89 days average daily volume, compared with an average of 1.88 days for the prior reporting period.

The open short interest positions reported for each Nasdaq security reflect the total number of shares sold short by all broker/dealers regardless of their exchange affiliations. A short sale is generally understood to mean the sale of a security that the seller does not own or any sale that is consummated by the delivery of a security borrowed by or for the account of the seller.

For more information on Nasdaq Short interest positions, including publication dates, visit http://www.nasdaq.com/quotes/short-interest.aspx or http://www.nasdaqtrader.com/asp/short_interest.asp.

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.

Media Contact:
Camille Stafford
camille.stafford@nasdaq.com

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/3329bc77-fd0d-4905-ad89-d74de596b45b

NDAQO

The MIL Network –

February 27, 2025

MIL-OSI: MARA Announces Fourth Quarter and Full Year 2024 Results

Source: GlobeNewswire (MIL-OSI)

Record-high Revenue, Net Income, and Adjusted EBITDA for the full year and Q4 2024
$28.8K direct energy cost per bitcoin for 2024 from owned sites
BTC yield per share of 62.9% for 2024

Fort Lauderdale, FL, Feb. 26, 2025 (GLOBE NEWSWIRE) — MARA Holdings, Inc. (NASDAQ: MARA) (“MARA” or the “Company”), a global leader in leveraging digital asset compute to support the energy transformation, today announced its fourth quarter and full year 2024 financial results in a letter to shareholders.

Investors are invited to access the fourth quarter 2024 shareholder letter at MARA’s website at ir.mara.com. A copy of the letter will also be furnished to the Securities and Exchange Commission on a Form 8-K.

MARA will hold a webcast and conference call at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time) today to discuss these financial results. To register to participate in the conference call, please use this link. The webcast will also be available for replay via the investor relations section of the Company’s website.

Earnings Webcast and Conference Call Details
Date: Wednesday, February 26, 2025
Time: 5:00 p.m. Eastern time (2:00 p.m. Pacific time)
Registration link: LINK

If you have any difficulty connecting to the conference call, please contact MARA’s investor relations team at ir@mara.com.

About MARA
MARA (NASDAQ: MARA) is a global leader in digital asset compute that develops and deploys innovative technologies to build a more sustainable and inclusive future. MARA secures the world’s preeminent blockchain ledger and supports the energy transformation by converting clean, stranded, or otherwise underutilized energy into economic value.

For more information, visit www.mara.com, or follow us on:

Twitter: @MARAHoldings
LinkedIn: www.linkedin.com/company/MARAHoldings
Facebook: www.facebook.com/MARAHoldings
Instagram: @maraholdingsinc

MARA Company Contact:
Telephone: 800-804-1690
Email: ir@mara.com

MARA Media Contact:
Email: mara@wachsman.com

The MIL Network –

February 27, 2025

MIL-OSI: Trisura Chief Executive Officer David Clare to Hold Virtual Fireside Chat With TD Securities

Source: GlobeNewswire (MIL-OSI)

TORONTO, Feb. 26, 2025 (GLOBE NEWSWIRE) — Trisura Group Ltd. (“Trisura” or “Trisura Group”) (TSX: TSU) Chief Executive Officer, David Clare, will join TD Securities Analyst, Mario Mendonca, in a virtual fireside chat to discuss the company’s 2024 results and outlook for 2025 on Thursday March 6, 2025 at 10:00 AM ET.

To listen to the call via live audio webcast, please follow the link below:
https://www.veracast.com/webcasts/tds/meetings/XL6A16.cfm

A replay of the call will be available through the link above.

About Trisura Group

Trisura Group Ltd. is a specialty insurance provider operating in the Surety, Warranty, Corporate Insurance, Program and Fronting business lines of the market. Trisura has investments in wholly owned subsidiaries through which it conducts insurance operations. Those operations are primarily in Canada and the United States. Trisura Group Ltd. is listed on the Toronto Stock Exchange under the symbol “TSU”.

Further information is available at https://www.trisura.com. Important information may be disseminated exclusively via the website; investors should consult the site to access this information. Details regarding the operations of Trisura Group Ltd. are also set forth in regulatory filings. A copy of the filings may be obtained on Trisura Group’s SEDAR+ profile at www.sedarplus.ca.

For more information, please contact:
Name: Bryan Sinclair
Tel: 416 607 2135
Email: bryan.sinclair@trisura.com

The MIL Network –

February 27, 2025

MIL-OSI: Triumph Financial to Acquire Greenscreens.ai

Source: GlobeNewswire (MIL-OSI)

DALLAS, Feb. 26, 2025 (GLOBE NEWSWIRE) — Triumph Financial, Inc. (Nasdaq: TFIN), a financial and technology company specializing in payments, factoring, banking and intelligence solutions for the transportation industry, has agreed to acquire Greenscreens.ai.

Greenscreens.ai is a pricing solution for the logistics industry that delivers short-term freight market pricing intelligence and business insights. Using machine learning, their solutions help customers make data-informed pricing and purchasing decisions.

“The acquisition of Greenscreens.ai marks another significant step in our strategy to transform data into actionable intelligence for the freight industry,” said Aaron P. Graft, founder, vice chairman and chief executive officer of Triumph Financial. “With our recent acquisition of Isometric Technologies, we laid the groundwork for performance-based intelligence. The acquisition of Greenscreens.ai will expand our capabilities into pricing intelligence.”

Dawn Salvucci-Favier, chief executive officer of Greenscreens.ai, added, “Joining Triumph is an exciting opportunity for Greenscreens.ai. Since day one, our mission has been to provide the industry’s leading neutral platform for pricing and revenue optimization. As a part of Triumph, we can broaden our impact and accelerate innovation in freight pricing.”

“This acquisition strengthens Triumph’s ability to deliver validated, high-quality data that enhances decision-making and drives efficiency,” Graft said. “As we expand our Intelligence segment, we remain committed to giving customers in our network access to actionable insights into the freight industry so they can transact confidently.”

Under the terms of the agreement, Triumph will acquire Greenscreens.ai for $140 million in cash and $20 million in TFIN stock. The acquisition is subject to customary closing conditions, including the receipt of regulatory approvals, and is expected to close during the second quarter of 2025. J.P. Morgan is serving as financial advisor and Wachtell, Lipton, Rosen & Katz is acting as legal counsel to Triumph Financial in connection with the transaction. DLA Piper is acting as legal counsel to Greenscreens.ai in connection with the transaction.

About Triumph
Triumph Financial, Inc. (Nasdaq: TFIN) is a financial holding company focused on payments, factoring, banking and intelligence. Headquartered in Dallas, Texas, its diversified portfolio of brands includes TriumphPay, Triumph, TBK Bank and LoadPay.

About Greenscreens.ai
Greenscreens.ai is transforming how the freight industry buys and sells freight through a collaborative and dynamic approach driven by clean data and innovative technology. Leveraging sophisticated machine learning algorithms, Greenscreens.ai provides market intelligence via an intuitive and integrated platform, empowering users to quickly adjust their freight strategies based on powerful real-time data insights. With two distinct products—one serving shippers and one serving brokers—customers buy and sell with confidence, unveil markets, and build resilience.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. Investors are cautioned that such statements are predictions and that actual events or results may differ materially. Triumph Financial’s expected financial results or other plans are subject to a number of risks and uncertainties. The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: the ability of Triumph Financial to consummate the pending acquisition of Greenscreens.ai, including the possibility that the expected benefits related to the pending acquisition may not materialize as expected; the pending acquisition of Greenscreens.ai may not be timely completed, if completed at all; prior to the completion of the pending acquisition of Greenscreens.ai, Greenscreens.ai’s business could experience disruptions due to transaction-related uncertainty or other factors making it more difficult to maintain relationships with employees, customers, other business partners or governmental entities; Triumph Financial may be unable to successfully implement integration strategies or to achieve expected synergies and operating efficiencies with Greenscreens.ai within Triumph Financial management’s expected timeframes or at all; the ability to satisfy the closing conditions to the Greenscreens.ai transaction in a timely basis or at all; the ability of Triumph Financial or Greenscreens.ai to retain and hire key personnel; the occurrence of any event, change or other circumstances that could give rise to the right of one or both of TBK Bank and Greenscreens.ai to terminate the merger agreement; and the outcome of any legal proceedings that may be instituted against Triumph Financial, Greenscreens.ai or their respective directors, officers or employees. For a discussion of risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” and the forward-looking statement disclosure contained in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 11, 2025. Forward-looking statements speak only as of the date made and Triumph Financial undertakes no duty to update the information.

Source: Triumph Financial, Inc.

The MIL Network –

February 27, 2025

MIL-OSI: Nokia Corporation: Repurchase of own shares on 26.02.2025

Source: GlobeNewswire (MIL-OSI)

Nokia Corporation
Stock Exchange Release
26 February 2025 at 22:30 EET

Nokia Corporation: Repurchase of own shares on 26.02.2025

Espoo, Finland – On 26 February 2025 Nokia Corporation (LEI: 549300A0JPRWG1KI7U06) has acquired its own shares (ISIN FI0009000681) as follows:

Trading venue (MIC Code)	Number of shares	Weighted average price / share, EUR*
XHEL	1,400,000	4.74
CEUX	–	–
BATE	–	–
AQEU	–	–
TQEX	–	–
Total	1,400,000	4.74

* Rounded to two decimals

On 22 November 2024, Nokia announced that its Board of Directors is initiating a share buyback program to offset the dilutive effect of new Nokia shares issued to the shareholders of Infinera Corporation and certain Infinera Corporation share-based incentives. The repurchases in compliance with the Market Abuse Regulation (EU) 596/2014 (MAR), the Commission Delegated Regulation (EU) 2016/1052 and under the authorization granted by Nokia’s Annual General Meeting on 3 April 2024 started on 25 November 2024 and end by 31 December 2025 and target to repurchase 150 million shares for a maximum aggregate purchase price of EUR 900 million.

Total cost of transactions executed on 26 February 2025 was EUR 6,629,280. After the disclosed transactions, Nokia Corporation holds 259,917,814 treasury shares.

Details of transactions are included as an appendix to this announcement.

On behalf of Nokia Corporation

BofA Securities Europe SA

About Nokia
At Nokia, we create technology that helps the world act together.

As a B2B technology innovation leader, we are pioneering networks that sense, think and act by leveraging our work across mobile, fixed and cloud networks. In addition, we create value with intellectual property and long-term research, led by the award-winning Nokia Bell Labs which is celebrating 100 years of innovation.

With truly open architectures that seamlessly integrate into any ecosystem, our high-performance networks create new opportunities for monetization and scale. Service providers, enterprises and partners worldwide trust Nokia to deliver secure, reliable and sustainable networks today – and work with us to create the digital services and applications of the future.

Inquiries:

Nokia Communications
Phone: +358 10 448 4900
Email: press.services@nokia.com
Maria Vaismaa, Global Head of External Communications

Nokia Investor Relations
Phone: +358 931 580 507
Email: investor.relations@nokia.com

Attachment

Daily Report 2025-02-26

The MIL Network –

February 27, 2025

MIL-OSI: Partners Value Split Corp. Increases Size of Public Offering of Class AA Preferred Shares, Series 15 to $200 Million

Source: GlobeNewswire (MIL-OSI)

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES

TORONTO, Feb. 26, 2025 (GLOBE NEWSWIRE) — Partners Value Split Corp. (the “Company”) announced today that as a result of strong investor demand for its previously announced offering, it has agreed to increase the size of the offering and sell 8,000,000 Class AA Preferred Shares, Series 15 (the “Series 15 Preferred Shares”) to a syndicate of underwriters led by Scotiabank, BMO Capital Markets, CIBC Capital Markets, RBC Capital Markets and TD Securities Inc. on a bought deal basis.

The Series 15 Preferred Shares will be issued at a price of $25.00 per share, for gross proceeds of $200,000,000. The Series 15 Preferred Shares will carry a fixed coupon of 5.15% and will have a final maturity of March 31, 2031. The Series 15 Preferred Shares have a provisional rating of Pfd-2 from DBRS Limited. The net proceeds of the offering will be used by the Company to pay a special dividend on the Company’s capital shares.

Closing of the offering is expected to occur on or about March 5, 2025.

The Company owns a portfolio consisting of approximately 119 million Class A Limited Voting Shares of Brookfield Corporation and approximately 30 million Class A Limited Voting Shares of Brookfield Asset Management Ltd. (collectively, the “Brookfield Securities”), which are expected to yield quarterly dividends that are sufficient to fund quarterly fixed cumulative preferential dividends for the holders of the Company’s preferred shares and to enable the holders of the Company’s capital shares to participate in any capital appreciation of the Brookfield Securities.

Brookfield Corporation is a leading global investment firm focused on building long-term wealth for institutions and individuals around the world. Brookfield Corporation has three core businesses: alternative asset management, wealth solutions, and its operating businesses which are in renewable power, infrastructure, business and industrial services, and real estate. Brookfield Corporation is listed on the New York Stock Exchange and Toronto Stock Exchange under the symbol BN.

Brookfield Asset Management Ltd. (“BAM”) is a leading global alternative asset manager with over US$1 trillion of assets under management across renewable power & transition, infrastructure, private equity, real estate, and credit. BAM’s objective is to generate attractive, long-term risk-adjusted returns for the benefit of its clients and shareholders. BAM is listed on the New York Stock Exchange and Toronto Stock Exchange under the symbol BAM.

Jason Weckwerth, Chief Financial Officer, will be available at (416) 363-9491 to answer any questions regarding the offering.

This news release contains “forward-looking information” within the meaning of Canadian provincial securities laws and regulations. The words “expected”, “will”, “agreed” and “enable” and other expressions which are predictions of or indicate future events, trends or prospects and which do not relate to historical matters or identify forward-looking information. Forward-looking information in this news release includes statements with regard to the provisional rating on the Series 15 Preferred Shares, which is not a final rating, the use of proceeds of the offering and quarterly dividends from the Company’s portfolio of Brookfield Securities which are expected to fund quarterly fixed cumulative preferential dividends for holders of the Company’s preferred shares and to enable holders of its capital shares to participate in any capital appreciation of the Brookfield Securities. Although the Company believes that the anticipated future results or achievements expressed or implied by the forward-looking information and statements are based upon reasonable assumptions and expectations, the reader should not place undue reliance on the forward-looking information and statements because they involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to differ materially from anticipated future results, performance or achievement expressed or implied by such forward-looking information and statements. Factors that could cause actual results to differ materially from those contemplated or implied by the forward-looking information and statements include: the behaviour of financial markets, including fluctuations in interest and exchange rates, availability of equity and debt financing and other risks and factors detailed from time to time in the Company’s other documents filed with the Canadian securities regulators. We caution that the foregoing list of important factors that may affect future results is not exhaustive. When relying on our forward-looking information to make decisions with respect to the Company, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Except as may be required by law, the Company undertakes no obligation to publicly update or revise any forward-looking information or statements, whether written or oral, that may be as a result of new information, future events or otherwise. Reference should be made to the Company’s short form base shelf prospectus dated September 19, 2024 for a description of the major risk factors.

The MIL Network –

February 27, 2025

MIL-OSI: Ninepoint Partners Announces First Closing of Ninepoint 2025 Flow-Through Limited Partnership

Source: GlobeNewswire (MIL-OSI)

TORONTO, Feb. 26, 2025 (GLOBE NEWSWIRE) — Ninepoint Partners LP (“Ninepoint”) is pleased to announce that the Ninepoint 2025 Flow-Through Limited Partnership (the “Partnership”) has completed the first closing in connection with its offering of Class A and Class F limited partnership units (the “Units”) pursuant to a prospectus dated January 30, 2025. The Partnership issued 863,072 Units for aggregate gross proceeds of $21,576,800. The Partnership will have a second closing in respect of the Units on or about April 3, 2025. The Units are being offered at a price per Unit of $25.00 with a minimum subscription of 100 Units ($2,500).

The Partnership intends to provide liquidity to limited partners through a roll-over to the Ninepoint Resource Fund Class in the period between January 15, 2027 to February 28, 2027.

Investment Objective of the Partnership
The Partnership’s investment objective is to achieve capital appreciation and significant tax benefits for limited partners by investing in a diversified portfolio of Flow-Through Shares (as defined in the Prospectus) and other securities, if any, of Resource Issuers (as defined in the Prospectus).

Attractive Tax-Reduction Benefits
Flow-through partnerships are one of the most effective tax reduction strategies available to Canadians. Ninepoint anticipates that investors participating in the Partnership will be eligible to receive a tax deduction of approximately 100% of the amount invested.

Resource Expertise
The Partnership will be sub-advised by Sprott Asset Management LP (“Sprott”), one of Canada’s leading investment advisors in small and mid-cap resource companies. Over its long history of investing in the resource sector, Sprott has developed relationships with hundreds of companies. Its experienced team of portfolio managers is supported by a team of technical experts with extensive backgrounds in mining and geology.

Portfolio manager Jason Mayer will manage the portfolio of the Partnership and will be supported by Sprott’s broader team of experienced resource investment professionals.

Agents
The offering is being made through a syndicate of agents led by RBC Dominion Securities Inc. which includes CIBC World Markets Inc., TD Securities Inc., National Bank Financial Inc., Scotia Capital Inc., BMO Nesbitt Burns Inc., Manulife Wealth Inc., iA Private Wealth Inc., Raymond James Ltd., Richardson Wealth Limited, Canaccord Genuity Corp., Desjardins Securities Inc., Ventum Financial Corp. and Wellington-Altus Private Wealth Inc.

About Ninepoint Partners LP
Based in Toronto, Ninepoint Partners LP is one of Canada’s leading alternative investment management firms overseeing approximately $7 billion in assets under management and institutional contracts. Committed to helping investors explore innovative investment solutions that have the potential to enhance returns and manage portfolio risk, Ninepoint offers a diverse set of alternative strategies spanning Equities, Fixed Income, Alternative Income, Real Assets, F/X and Digital Assets.

For more information on Ninepoint Partners LP, please visit www.ninepoint.com or for inquiries regarding the offering, please contact us at (416) 943-6707 or (866) 299-9906 or invest@ninepoint.com.

Certain statements included in this news release constitute forward-looking statements, including, but not limited to, those identified by the expressions “expects”, “intends”, “anticipates”, “will” and similar expressions to the extent that they relate to the Partnership. The forward-looking statements are not historical facts but reflect the Partnership’s, Ninepoint’s and Sprott’s current expectations regarding future results or events. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations. Although the Partnership, Ninepoint and Sprott believe the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and, accordingly, readers are cautioned not to place undue reliance on such statements due to the inherent uncertainty therein. Neither the Partnership, nor Ninepoint or Sprott undertake any obligation to update publicly or otherwise revise any forward-looking statement or information whether as a result of new information, future events or other such factors which affect this information, except as required by law.

This offering is only made by prospectus. The Partnership’s prospectus contains important detailed information about the securities being offered. Copies of the prospectus may be obtained from one of the dealers noted above. Investors should read the prospectus before making an investment decision.

The MIL Network –

February 27, 2025

MIL-OSI: Trian Comments on Solventum’s Sale of its Purification & Filtration Business

Source: GlobeNewswire (MIL-OSI)

NEW YORK, Feb. 26, 2025 (GLOBE NEWSWIRE) — Trian Fund Management, L.P. (“Trian”), which beneficially owns ~5% of Solventum Corporation (NYSE: SOLV) (“Solventum” or the “Company”) and is the Company’s largest active shareholder, commented on Solventum’s recently announced sale of its Purification & Filtration business to Thermo Fisher Scientific Inc (NYSE: TMO) (“Thermo Fisher”). Trian issued the following statement:

“Trian commends Solventum on the announced sale of its Purification & Filtration business and believes this is an important first step in the Company’s value creation journey. We believe that part of what attracted strategic interest at such a high valuation multiple was the division’s differentiated technology and material science – attributes inherited from 3M which are present at Solventum’s remaining businesses, and which we believe remain underappreciated by the market today.

Notably, in conjunction with the acquisition, Thermo Fisher issued public comments which Trian believes confirm that there is a meaningful cost reduction opportunity at Solventum:

“Excluding financing costs, the transaction is expected to be accretive by $0.28 in that period. This reflects the very strong day one cost synergies when Solventum’s allocated segment costs are replaced by lower run rate costs within Thermo Fisher.”

Thermo Fisher’s release goes on to suggest that it believes it can more than double the profitability of Purification & Filtration under its corporate umbrella, relative to the business’ current profit as part of Solventum, with much of that improvement driven by lower allocated costs.

Trian, in its January letter to shareholders, highlighted that Solventum has a significant opportunity to right size costs and realize higher margins while reinvesting more in growth.

Inside of 3M, Solventum averaged 3-4% organic growth and a 26-27% EBIT margin. Trian believes that Solventum should be able to deliver faster organic growth and higher margins as a focused, standalone company. Trian looks forward to the Company delivering a Long Range Plan that reflects the business’ potential when it hosts its investor day in March.”

About Trian Fund Management, L.P.
Founded in 2005, Trian Fund Management, L.P. (“Trian”) is a multi-billion dollar investment management firm. Trian is a highly engaged shareowner that combines concentrated public equity ownership with operational expertise. Leveraging the 50+ years’ operating experience of our Founding Partners, Nelson Peltz and Peter May, Trian seeks to invest in high quality but undervalued and underperforming public companies and to work collaboratively with management teams and boards to help companies execute operational and strategic initiatives designed to drive long-term sustainable earnings growth for the benefit of all shareholders.

Media Contacts:
Anne A. Tarbell
(212) 451-3030
atarbell@trianpartners.com

Paul Caminiti / Pamela Greene / Jacqueline Zuhse
Reevemark
(212) 433-4600
Trian@reevemark.com

Investor Contact:
Matt Underhill
(212) 451-3171
munderhill@trianpartners.com

Disclaimer

Except as otherwise set forth in this press release, the views expressed in this press release reflect the opinions of Trian Fund Management, L.P. and its affiliates (“Trian”), and are based on publicly available information with respect to Solventum Corporation (the “Company”). Trian recognizes that there may be confidential information in the possession of the Company that could lead it or others to disagree with Trian’s conclusions. Trian reserves the right to change any of its opinions expressed herein at any time as it deems appropriate and disclaims any obligation to notify the market or any other party of any such change, except as required by law. Trian disclaims any obligation to update the information or opinions contained in this press release. For the avoidance of doubt, this press release is not affiliated with or endorsed by the Company.

This press release is provided merely as information and is not intended to be, nor should it be construed as, an offer to sell or a solicitation of an offer to buy any security nor as a recommendation to purchase or sell any security. Funds managed by Trian currently beneficially own shares of the Company. These funds are in the business of trading – buying and selling– securities and intend to continue trading in the securities of the Company. You should assume such funds may from time to time sell all or a portion of their holdings of the Company in open market transactions or otherwise (including via short sales), buy additional shares (in open market or privately negotiated transactions or otherwise), or trade in options, puts, calls, swaps or other derivative instruments relating to such shares.

Some of the materials in this press release contain forward-looking statements. All statements contained herein that are not clearly historical in nature or that necessarily depend on future events are forward-looking, and the words “anticipate,” “believe,” “expect,” “potential,” “could,” “opportunity,” “estimate,” “plan,” and similar expressions are generally intended to identify forward-looking statements. The projected results and statements contained herein that are not historical facts are based on current expectations, speak only as of the date of these materials and involve risks, uncertainties and other factors that may cause actual results, performances or achievements to be materially different from any future results, performances or achievements expressed or implied by such projected results and statements. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of Trian.

Certain financial projections and statements made herein have been derived or obtained from filings made with the Securities and Exchange Commission (“SEC”) or other regulatory authorities and from other third-party reports. Trian shall not be responsible or have any liability for any misinformation contained in any third-party, SEC or other regulatory filing or third-party report.

There is no assurance or guarantee with respect to the prices at which any securities of the Company will trade, and such securities may not trade at prices that may be implied herein. The estimates, projections and potential impact of the opportunities identified by Trian herein are based on assumptions that Trian believes to be reasonable as of the date of this press release, but there can be no assurance or guarantee (i) that any of the proposed actions set forth in this press release will be completed, (ii) that the actual results or performance of the Company will not differ, and such differences may be material, or (iii) that any of the assumptions provided in this press release are accurate. This press release does not recommend the purchase or sale of any security.

The MIL Network –

February 27, 2025

MIL-OSI: Quidnet Energy Demonstrates Long-Duration Geomechanical Energy Storage at MWh Scale and Completes Accelerated Lifetime Testing

Source: GlobeNewswire (MIL-OSI)

HOUSTON, Feb. 26, 2025 (GLOBE NEWSWIRE) — Quidnet Energy (“Quidnet”), a pioneer in long-duration energy storage solutions for delivering baseload power, announced today that the company has successfully completed demonstration and testing of its Geomechanical Energy Storage (GES) technology at megawatt-hour (MWh) scale. The tests confirm that Quidnet’s innovative GES solution is prepared to deliver robust, grid-scale energy storage to meet the fast-growing demand for reliable power.

At the company’s test site in Greater Houston, Quidnet completed MWH scale functional testing and accelerated lifetime testing of the GES technology. In addition to proving the viability of its technology at grid-scale, Quidnet’s results validated the capabilities of the GES technology across critical performance benchmarks, including negligible self-discharge and capacity degradation. These metrics provide real-world validation of GES as a long-life asset for supporting grid stability and delivering reliable power.

“Achieving this level of performance and scale marks a major milestone in our development of the GES technology,” said Joe Zhou, CEO of Quidnet Energy. “These tests confirm that our storage technology is ready for commercial deployments just as electrical grids grapple with the rapid rise in load growth from industrial electrification and AI data centers. With a mature, well-established supply chain and proven technology, we look forward to delivering GES at scale at a critical time for the energy industry.”

In conducting its MWh field test in Texas, Quidnet highlights the great market potential for reliable power in its home state, which will experience one of the largest increases in electricity demand in the years ahead. The growth in energy-intensive data centers and the need to prepare for weather-related grid events underscore the essential demand for the stable power provided by Quidnet’s GES. These tests also mark a key technology milestone in Quidnet’s developmental support from Dallas-based Hunt Energy Network following their $10 million investment announced in 2024.

“With the completion of these tests, we are excited to see Quidnet demonstrate the viability of their GES technology at MWh scale and further establish confidence for the durability of this storage solution,” said Pat Wood, CEO of Hunt Energy Network. “As Quidnet prepares for commercial projects, we look forward to collaborating with the company on our 300 MW partnership for storage in Texas.”

Learn more about GES and Quidnet at https://www.quidnetenergy.com/.

About Quidnet Energy
Houston-based Quidnet Energy is an energy storage company that uses the subsurface as a sustainable natural resource. Quidnet Energy’s patented Geomechanical Energy Storage technology utilizes excess electricity from the grid to store water beneath the ground under pressure, delivering that energy later to provide firm, reliable power to the grid. Visit www.quidnetenergy.com to learn more.

Media Contact
Justin Williams
Trevi Communications for Quidnet Energy
justin@trevicomm.com
+1 (978) 539-7157

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/42e702a8-b47e-4c84-b9d1-ac2ff0f6cd36
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/e8fc0257-d7f9-447d-bdb8-db70f259a2bc
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/4cdfe456-aea6-437a-af50-5fad7e911f34

The MIL Network –

February 27, 2025

MIL-OSI: AlphaSavings Unveils Hands-Free Investing with Fully Managed Wealth Solutions

Source: GlobeNewswire (MIL-OSI)

London, UK, Feb. 26, 2025 (GLOBE NEWSWIRE) — AlphaSavings, a leading provider of innovative financial solutions, has launched its fully managed wealth solutions, offering investors a hands-free approach to stock and bond investing. With an advanced portfolio management system that integrates professional expertise and real-time market analytics, AlphaSavings is transforming how individuals and institutions manage their investments.

As financial markets become increasingly complex, many investors struggle to allocate their assets effectively while keeping up with market shifts. AlphaSavings’ hands-free investment solutions provide a seamless experience, allowing clients to enjoy professionally managed stock and bond portfolios without the need for constant monitoring or decision-making.

A New Era of Hands-Free Investing

AlphaSavings’ fully managed wealth solutions are designed for individuals who seek stable, long-term financial growth without the complexity of active trading. By leveraging expert portfolio management, real-time market adjustments, and data-driven investment strategies, AlphaSavings enables investors to maximize returns while minimizing risk exposure.

How Hands-Free Investing Works at AlphaSavings:

Personalized Portfolio Construction – Investments are tailored to individual financial goals, risk tolerance, and market conditions.
Automated Asset Allocation – Portfolios maintain an optimal mix of stocks and bonds, adjusting dynamically based on economic trends.
Real-Time Market Monitoring – AI-enhanced analytics track stock and bond markets 24/7, ensuring timely investment decisions.
Risk-Managed Growth – Strategies are designed to minimize volatility while maximizing long-term wealth accumulation.
No Manual Trading Required – Investors no longer need to analyze markets, pick stocks, or make buy/sell decisions—the system does it all.

What Sets AlphaSavings Apart from Traditional Investing?

Traditional investment methods often require active involvement, whether through stock trading, bond selection, or frequent portfolio rebalancing. AlphaSavings removes these challenges by offering a fully automated, expert-managed investment experience.

Key Benefits of Hands-Free Investing with AlphaSavings:

Stress-Free Wealth Growth – No need for clients to spend time researching or managing investments.
Consistent, Market-Beating Performance – AlphaSavings’ expert portfolio managers use data-driven strategies to deliver high returns.
Diversified Stock & Bond Portfolios – Investments are spread across multiple asset classes to ensure risk-adjusted growth.
Smart Rebalancing – Portfolios are adjusted regularly to maintain optimal performance and respond to market fluctuations.
Transparency & Control – Clients can track their portfolio’s progress without needing to make investment decisions themselves.

Bringing Institutional-Grade Investment Management to Everyday Investors

Historically, fully managed investment services were reserved for high-net-worth individuals and institutional investors. AlphaSavings is democratizing access to these expert-guided wealth solutions, ensuring that everyday investors can benefit from hands-free, data-driven portfolio management.

By integrating advanced financial modeling, AI-driven risk assessments, and human expertise, AlphaSavings provides the same level of sophisticated asset management that top hedge funds and wealth managers use.

How AlphaSavings’ Fully Managed Wealth Solutions Work

Step 1: Tailored Investment Strategy Development

Clients answer a few questions about their financial goals, investment horizon, and risk tolerance. AlphaSavings then designs a personalized, diversified portfolio suited to their individual needs.

Step 2: Smart Asset Allocation & Investment Execution

AlphaSavings selects a mix of high-growth stocks and stable bonds to ensure both capital appreciation and risk mitigation. Investments are automatically adjusted in response to market trends.

Step 3: Continuous Market Monitoring & Risk Management

Unlike traditional investment firms that rebalance portfolios quarterly or annually, AlphaSavings monitors investments in real-time, making instant adjustments when necessary to protect investor capital.

Step 4: Hands-Free Wealth Growth & Performance Tracking

Clients can track their investment performance through AlphaSavings’ intuitive platform, receiving updates on returns, portfolio adjustments, and market insights.

Who Can Benefit from Hands-Free Investing?

Professionals & Business Owners – Those who lack the time to research or actively manage investments.
First-Time Investors – Individuals who want to grow their wealth without the complexity of trading.
Retirement Planners – Investors looking for stable, long-term asset appreciation.
High-Net-Worth Individuals – Those seeking professional wealth management with minimal involvement.
Institutional Investors – Companies and organizations looking for expertly managed investment strategies.

A Smarter, Safer Approach to Stock & Bond Investing

Stock and bond markets are often unpredictable, with interest rate changes, inflation concerns, and geopolitical factors influencing market performance. AlphaSavings’ hands-free investment system ensures clients stay ahead of market shifts while protecting their capital from excessive volatility.

By combining expert-driven financial strategies with automated portfolio adjustments, AlphaSavings reduces risks associated with emotional decision-making, market timing, and investment mismanagement.

How AlphaSavings Mitigates Market Volatility:

Adaptive Portfolio Strategies – The investment team dynamically adjusts asset allocations to reduce risk exposure.
Diversification Across Asset Classes – Stocks, bonds, and fixed-income securities are balanced to ensure stability.
AI-Powered Predictive Analytics – Market trends are analyzed in real-time to anticipate potential downturns before they occur.
Automatic Stop-Loss & Risk Controls – The system prevents excessive losses by reallocating assets in response to market turbulence.

Regulatory Compliance & Transparency

AlphaSavings adheres to industry best practices, regulatory guidelines, and fiduciary responsibilities to provide investors with a secure, trustworthy investment experience. Clients receive:

Regular financial reports detailing portfolio growth and market performance.
Full visibility into investment allocations, risk assessments, and wealth management strategies.
Transparent pricing with no hidden fees or commissions.

The Future of Wealth Management: Hands-Free, Data-Driven Investing

As financial technology evolves, hands-free investing is becoming the future of wealth management. Investors are shifting away from traditional, manual stock and bond selection processes toward AI-driven portfolio management and automated financial strategies.

AlphaSavings is at the forefront of this transformation, providing a scalable, intelligent investment solution that eliminates the stress of daily portfolio management while delivering superior long-term results.

Get Started with Hands-Free Investing Today

For those looking to grow their wealth with minimal effort, AlphaSavings offers the perfect solution. Clients can access fully managed stock and bond portfolios, backed by expert analysis, automated market insights, and risk-optimized investment strategies.

Visit AlphaSavings today to explore fully managed wealth solutions designed for long-term financial success.

About AlphaSavings

AlphaSavings is a leading provider of fully managed stock and bond investment solutions, offering hands-free investing for individuals and institutions. By combining expert-driven portfolio management with automated market insights, AlphaSavings delivers stress-free wealth growth with market-beating returns.

The MIL Network –

February 27, 2025

MIL-OSI: LIS Technologies Inc. Appoints Preeminent Researcher Neil Campbell, Ph.D., as its Chairman of the Advisory Board for Laser Innovation and Modeling

Source: GlobeNewswire (MIL-OSI)

Oak Ridge, Tennessee, Feb. 26, 2025 (GLOBE NEWSWIRE) — LIS Technologies Inc. (“LIST” or “the Company”), a proprietary developer of advanced laser technology and the only USA-origin and patented laser uranium enrichment company, today announced that it has appointed Neil Campbell, Ph.D., as its Chairman of the Advisory Board for Laser Innovation and Modeling.

“I am delighted to join LIS Technologies at this pivotal moment for the U.S. nuclear energy industry,” said Dr. Neil Campbell, Chairman of the Advisory Board for Laser Innovation and Modeling of LIS Technologies Inc. “The Company’s strong technical and leadership teams provide a solid foundation, and I look forward to contributing my own expertise to help ensure timely advancement to the next phase of development and, ultimately, demonstration.”

Neil Campbell, Ph.D. possesses extensive expertise in laser technology, optics, pulse power, and fluid dynamics. He has been engaged extensively in laser development, spectrally from the ultraviolet through to the longwave infrared across chemical, gas and solid-state lasers -these being discharge, photolytically, relativistic electron beam, flashlamp, optically pumped molecular and diode laser excited. His work has been primarily within the research and development arena, for national and university laboratories, industry and defense, and including organizations such as the Atomic Energy Corporation of South Africa, the Council for Scientific and Industrial Research of South Africa, Grintek Avitronics, ARMSCOR, Applied Research Associates, and the University of New Mexico. Dr. Campbell also dedicates substantial time to mentoring master’s and doctoral students.

Figure 1 – LIS Technologies Inc. Appoints Dr. Neil Campbell as its Chairman of the Advisory Board for Laser Innovation and Modeling.

For several decades, Dr. Campbell’s efforts have been directed at alternate pump solutions for selected molecular lasers, with the goal of enabling a disruptive change in specific systems’ capability and performance envelopes. The goal has been to access much needed practical operational domain gains and performance parameters not currently viable via existing laser approaches. He holds eight patents, of which a subset focused on molecular lasers have been the subject of a successful, multi-year Department of Defense–funded research and development program. This laser technology holds promise for medical, energy, and extreme light science applications.

“Neil’s addition is an important milestone for the Company, bringing on board a seasoned leader to advance our technology to the next phase,” said Jay Yu, Executive Chairman and President of LIS Technologies Inc. “The demand for our proprietary CRISLA technology has never been greater in the United States, as the government moves to strengthen its domestic capabilities and reclaim a leadership role in the nuclear energy sector. With Neil on board, LIST is positioned to capitalize on this growing momentum, and I’m confident his leadership will be invaluable as we continue to advance this vital technology to market.”

Dr. Campbell is the most recent addition to the Company’s Laser Tiger Team and he will play a crucial role in the advancement of the Company’s proprietary technology following its recent selection as one of six companies to participate in the Low-Enriched Uranium (LEU) Enrichment Acquisition Program, worth up to $3.4 billion overall, with contracts lasting for up to 10 years. LIST’s Condensation Repression Isotope Selective Laser Activation (CRISLA) technology is the world’s only proven US-origin and patented advanced laser enrichment solution. Optimized for Low-Enriched Uranium (LEU), which is crucial for the continued operation of the United States’ current fleet of 94 nuclear reactors, and High-Assay Low-Enriched Uranium (HALEU), which is required to power the next generation of advanced nuclear reactors, CRISLA overcomes many of the complexities and limitations of traditional 16µm CO2 lasers, featuring a streamlined design due to its lower absorption and shorter wavelength at 5.3µm.

With high throughput, high duty cycle and reduced complexity compared to competing technologies, the Company projects highly competitive capital and operational costs. Demonstrated in the 1980s and 90s, this technology is protected by a patent from the United States Patent and Trademark Office (USPTO).

“It is a pleasure to welcome Dr. Campbell to the team,” said Christo Liebenberg, CEO of LIS Technologies Inc. “I have known Neil as a brilliant Laser Scientist dating back to our MLIS days at the Atomic Energy Corporation of South Africa in the 80’s and 90’s. His laser expertise will be immensely valuable as we move toward scaling our current infrared lasers that will be used in test loop demonstrations of our CRISLA technology. I also look forward to seeing how Neil will leverage his modeling skills to strengthen our future laser engineering efforts, and collaborate with him to position LIS Technologies at the forefront of this innovative and burgeoning industry.”

About LIS Technologies Inc.

LIS Technologies Inc. (LIST) is a USA based, proprietary developer of a patented advanced laser technology, making use of infrared lasers to selectively excite the molecules of desired isotopes to separate them from other isotopes. The Laser Isotope Separation Technology (L.I.S.T) has a huge range of applications, including being the only USA-origin (and patented) laser uranium enrichment company, and several major advantages over traditional methods such as gas diffusion, centrifuges, and prior art laser enrichment. The LIST proprietary laser-based process is more energy-efficient and has the potential to be deployed with highly competitive capital and operational costs. L.I.S.T is optimized for LEU (Low Enriched Uranium) for existing civilian nuclear power plants, High-Assay LEU (HALEU) for the next generation of Small Modular Reactors (SMR) and Microreactors, the production of stable isotopes for medical and scientific research, and applications in quantum computing manufacturing for semiconductor technologies. The Company employs a world class nuclear technical team working alongside leading nuclear entrepreneurs and industry professionals, possessing strong relationships with government and private nuclear industries.

In 2024, LIS Technologies Inc. was selected as one of six domestic companies to participate in the Low-Enriched Uranium (LEU) Enrichment Acquisition Program. This initiative allocates up to $3.4 billion overall, with contracts lasting for up to 10 years. Each awardee is slated to receive a minimum contract of $2 million.

For more information please visit: LaserIsTech.com

For further information, please contact:
Email: info@laseristech.com
Telephone: 800-388-5492
Follow us on X Platform
Follow us on LinkedIn

Forward Looking Statements

This news release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. In this context, forward-looking statements mean statements related to future events, which may impact our expected future business and financial performance, and often contain words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “will”, “should”, “could”, “would” or “may” and other words of similar meaning. These forward-looking statements are based on information available to us as of the date of this news release and represent management’s current views and assumptions. Forward-looking statements are not guarantees of future performance, events or results and involve known and unknown risks, uncertainties and other factors, which may be beyond our control. For LIS Technologies Inc., particular risks and uncertainties that could cause our actual future results to differ materially from those expressed in our forward-looking statements include but are not limited to the following which are, and will be, exacerbated by any worsening of global business and economic environment: (i) risks related to the development of new or advanced technology, including difficulties with design and testing, cost overruns, development of competitive technology, loss of key individuals and uncertainty of success of patent filing, (ii) our ability to obtain contracts and funding to be able to continue operations and (iii) risks related to uncertainty regarding our ability to commercially deploy a competitive laser enrichment technology, (iv) risks related to the impact of government regulation and policies including by the DOE and the U.S. Nuclear Regulatory Commission; and other risks and uncertainties discussed in this and our other filings with the SEC. Only after successful completion of our Phase 2 Pilot Plant demonstration will LIS Technologies be able to make realistic economic predictions for a Commercial Facility. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this news release. These factors may not constitute all factors that could cause actual results to differ from those discussed in any forward-looking statement. Accordingly, forward-looking statements should not be relied upon as a predictor of actual results. We do not undertake to update our forward-looking statements to reflect events or circumstances that may arise after the date of this news release, except as required by law.

Attachment

LIS Technologies Inc.

The MIL Network –

February 27, 2025

MIL-OSI: Frog Knox Begins Highly Anticipated Fair Launch Presale of its Official Token FROX

Source: GlobeNewswire (MIL-OSI)

PUNTARENAS, Costa Rica, Feb. 26, 2025 (GLOBE NEWSWIRE) — Frog Knox, a highly anticipated meme coin project, has opened the presale of its official token $FROX, a meme-driven culture coin. $FROX aims to set a new benchmark for transparency and fairness to push for a sustainable meme economy. Unlike traditional meme launches often marred by hidden risks, Frog Knox introduces an unprecedented fair launch mechanism, featuring zero team allocation, burnt liquidity, and a strategic reserve to support long-term sustainability, making it one of the most anticipated presales in 2025.

Amid growing investor concerns about volatility, insider manipulation, and unsustainable token structures, $FROX sets itself as a compelling alternative. “Our model eliminates insider allocations and ensures liquidity burnt, creating a truly level playing field for investors,” says Jorge Alberto Cortez from Frog Knox. “This isn’t a short-term project—it’s designed for lasting impact and long-term community growth.”

Frog Knox’s unique tokenomics not only offer security against typical market risks but also build a robust meme-driven economy owned and operated by its community. The strategic reserve further guarantees continued reinvestment into the ecosystem, providing ongoing support for growth and expansion.

Investors now have an exclusive opportunity to participate early through Frog Knox’s live presale of $FROX. To learn more and be a part of the $FROX presale, visit: www.frogknox.com

About Frog Knox
Frog Knox is a meme-driven culture coin inspired by the legendary Fort Knox, symbolizing security, strength, and lasting value. Just as Fort Knox protects gold reserves, Frog Knox safeguards and nurtures its own crypto ecosystem. With burnt liquidity, no team tokens, and a steadfast community-driven ethos, Frog Knox is designed for longevity and resilience. The project delivers unique long-term value through strategic rewards, sustained community engagement, and a vibrant, resilient meme culture.

For updates, join the community of Frog Knox on:
Telegram: https://t.me/FrogKnox
X: https://x.com/frogknox

Media Contact
Company name: Frog Knox
Contact person: Jorge Alberto Cortez
Website: frogknox.com
Email: marketing@frogknox.com

Disclaimer: This press release is provided by Frog Knox. The statements, views, and opinions expressed in this content are solely those of the content provider and do not necessarily reflect the views of this media platform or its publisher. We do not endorse, verify, or guarantee the accuracy, completeness, or reliability of any information presented. This content is for informational purposes only and should not be considered financial, investment, or trading advice. Investing in crypto and mining related opportunities involves significant risks, including the potential loss of capital. Readers are strongly encouraged to conduct their own research and consult with a qualified financial advisor before making any investment decisions. However, due to the inherently speculative nature of the blockchain sector–including cryptocurrency, NFTs, and mining–complete accuracy cannot always be guaranteed. Neither the media platform nor the publisher shall be held responsible for any fraudulent activities, misrepresentations, or financial losses arising from the content of this press release.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/dbbe9f09-b7f2-4131-a8e9-8adfe8bacfd3

The MIL Network –

February 27, 2025

MIL-OSI: TowneBank Announces Quarterly Cash Dividend

Source: GlobeNewswire (MIL-OSI)

SUFFOLK, Va., Feb. 26, 2025 (GLOBE NEWSWIRE) — Hampton Roads based TowneBank (NASDAQ: TOWN) announced today that its Board of Directors declared its first-quarter shareholder cash dividend of $0.25 per common share payable on April 11, 2025, to shareholders of record on March 31, 2025.

The amount and declaration of future cash dividends are subject to Board of Directors’ approval in addition to regulatory restrictions.

About TowneBank:
Founded in 1999, TowneBank is a company built on relationships, offering a full range of banking and other financial services, with a focus of serving others and enriching lives. Dedicated to a culture of caring, TowneBank values all employees and members by embracing their diverse talents, perspectives, and experiences.

Today, TowneBank operates over 50 offices throughout Hampton Roads and Central Virginia, as well as Northeastern and Central North Carolina – serving as a local leader in promoting the social, cultural, and economic growth in each community. Towne offers a competitive array of business and personal banking solutions, delivered with only the highest ethical standards. Experienced local bankers providing a higher level of expertise and personal attention with local decision-making are key to the TowneBank strategy. TowneBank has grown its capabilities beyond banking to provide expertise through its affiliated companies that include Towne Wealth Management, Towne Insurance Agency, Towne Benefits, TowneBank Mortgage, TowneBank Commercial Mortgage, Berkshire Hathaway HomeServices RW Towne Realty, Towne 1031 Exchange, LLC, and Towne Vacations. With total assets of $17.25 billion as of December 31, 2024, TowneBank is one of the largest banks headquartered in Virginia.

Media contact:
G. Robert Aston, Jr., Executive Chairman, 757-638-6780
William I. Foster III, President and Chief Executive Officer, 757-417-6482

Investor contact:
William B. Littreal, Chief Financial Officer, 757-638-6813

The MIL Network –

February 27, 2025

MIL-OSI: Pacvue Launches Walmart Display Campaign Management to Seamlessly Create and Manage Onsite Display Campaigns

Source: GlobeNewswire (MIL-OSI)

LOS ANGELES, Feb. 26, 2025 (GLOBE NEWSWIRE) — Pacvue, the leading commerce acceleration platform that integrates retail media, commerce management and measurement, today announced the launch of Walmart Display Campaign Management, empowering advertisers to effortlessly create and manage their onsite display campaigns directly through the Pacvue platform. The new campaign management tool leverages Pacvue’s robust integration with Walmart Connect to streamline workflows, unlock advanced audience targeting tools and take action with advanced reporting insights.

“We are thrilled to provide our clients with this new display ad functionality to expand their advertising efforts on Walmart,” said Melissa Burdick, co-founder and president of Pacvue. “With our new Walmart Display Campaign Management solution, advertisers now have the ability to reach shoppers at critical points in their shopping journey across multiple ad formats through one centralized place for a seamless experience.”

Pacvue was selected as a beta partner for Walmart Connect’s Display Advertising API functionality, giving clients immediate access to Onsite Display self-service offering. Now, advertisers can create and modify campaign attributes, item sets, creatives, audience targeting and more directly through Pacvue’s integration with Walmart Connect.

“Access to Pacvue’s beta programs, such as Walmart Display Self-Service Advertising, has empowered Acadia to stay ahead of the curve, allowing us to reach our target audience with precision and creativity,” said Jordan Ripley, Director of Operations, Retail at Acadia. “This launch enables us to expand our clients’ campaign types and tap into new areas of the purchase funnel on Walmart.com.”

With Pacvue, advertisers benefit from enhanced features that go beyond standard functionality, enabling a more targeted and effective approach to campaign management, including:

Comprehensive Campaign Management: Easily create, adjust and manage display campaigns, including attributes, item sets, creatives and targeting. Batch updates allow for quick modifications across multiple campaigns, saving time and reducing manual errors.
Advanced Audience Targeting: Leverage Walmart’s first-party data to connect with high-value shoppers actively browsing Walmart’s site and app. Advertisers can target behavioral, contextual and demographic segments, tailoring campaigns to reach frequent buyers, first-time customers and lifestyle-specific personas.
Actionable Reporting: Gain insights into campaign performance with detailed reports integrated into My Report, offering data on audience engagement, campaign effectiveness and sales impact.
Enhanced Optimizations: Features like Budget Management, Dayparting and Campaign Rules empower advertisers with greater control, enabling full-funnel impact—from brand awareness to conversion.

Pacvue continues to lead the way in transforming how businesses engage with customers online, and this launch marks another significant step in enhancing the advertising landscape on one of the largest retail platforms.

Visit Pacvue.com to learn about its latest commerce solutions and recent company developments.

About Pacvue:
Pacvue is the leading commerce acceleration platform that integrates retail media, commerce management and measurement. The company’s first-to-market platform drives incrementality, profitability and market share for brands, while turning insights into actionable recommendations. Backed by a global team of experts, Pacvue works with over 70,000 brands and agencies across 95+ retailers worldwide including Amazon, Walmart, Target and Instacart. With the incorporation of Pacvue’s enterprise solution with Helium 10 for SMBs, Pacvue is now the most comprehensive commerce and retail media platform available in the market. Founded in 2018, their global presence includes locations in Seattle, New York, Los Angeles, Washington DC, London, Shanghai and Tokyo. For more information, visit www.pacvue.com.

The MIL Network –

February 27, 2025

MIL-OSI: Mavenir and OXIO Powering the Next Generation of MVNOs

Source: GlobeNewswire (MIL-OSI)

RICHARDSON, Texas, Feb. 26, 2025 (GLOBE NEWSWIRE) — Mavenir, the cloud-native network infrastructure provider building the future of networks, today announced that it has been selected by OXIO, a leading Telecom-as-a-Service (TaaS) company, for Packet Core, IMS and next generation messaging solutions to support borderless MVNOs and embedded connectivity use cases on a global scale.

Mavenir has deployed a packet core that enables 4G and 5G user connectivity with an open, cloud-native, container-based solution, accompanied by Mavenir’s messaging platforms enabling revenue growth from valuable A2P and B2C segments. Mavenir’s MAVcore® functions are implemented as microservices running in containers, using open APIs to integrate with 3rd party platforms and observability frameworks. This allows network operators to roll-out services faster, increase efficiency, and reduce downtime.

OXIO’s cloud-native, programmable TaaS platform helps businesses to build and launch mobile services quickly and without limitations. Mavenir will help OXIO customers deliver and monetize a full suite of connectivity and messaging services.

This is Mavenir’s first deal with OXIO and signals the intention to expand into further markets across the Americas with the mission to deploy worldwide. Mavenir’s products are deployed over the Amazon Web Services (AWS), Cloud enabling OXIO for flexible, fast and cost-efficient multi-countries deployment.

Adil Belihomji, Chief Technology Officer at OXIO, added: “We are a cloud-native platform, and we share that approach with Mavenir. The quality and flexibility of their services across Packet Core, IMS and Messaging will ensure a best-in-class experience for our customers as they launch new telecom services worldwide.”

Antonio Correa, Senior RVP Southern Europe, Caribbean & Latin America at Mavenir, said: “OXIO is a true innovator, and a driver of real change in the telecom industry. This first deal with OXIO will demonstrate the value that we can bring to their offering – and our cloud-native approach enables Mavenir solutions to be replicated in any geographies with rapid go-to-market times.”

About Mavenir
Mavenir is building the future of networks today with cloud-native, AI-enabled solutions which are green by design, empowering operators to realize the benefits of 5G and achieve intelligent, automated, programmable networks. As the pioneer of Open RAN and a proven industry disruptor, Mavenir’s award-winning solutions are delivering automation and monetization across mobile networks globally, accelerating software network transformation for 300+ Communications Service Providers in over 120 countries, which serve more than 50% of the world’s subscribers. For more information, please visit www.mavenir.com

Meet Mavenir at Mobile World Congress 2024, Barcelona, Mar 3-6, 2025.
To explore Mavenir’s latest innovations and learn more about how Mavenir is delivering the Future of Networks – Today, visit us in Hall 2 (Stand 2H60) at #MWC25.

About OXIO
OXIO is building the global network of the future as the first telecom-as-a-service (TaaS) platform, founded Our technology-first approach to telecom unlocks innovation and possibility while delivering actionable insights for customer-obsessed companies competing in a data-driven world. OXIO is headquartered in New York with offices in Mexico City and Montreal. For more information, visit oxio.com. To learn more about current openings, visit oxio.com/careers/.

Mavenir PR Contact:
Emmanuela Spiteri
PR@mavenir.com

The MIL Network –

February 27, 2025

MIL-OSI: Annual General Meeting announcement

Source: GlobeNewswire (MIL-OSI)

Amsterdam, February 26, 2025

SBM Offshore announces that the agenda of the Annual General Meeting of Shareholders (AGM) and the invitation for shareholders to attend the AGM have now been published on the Company’s website. The AGM will be held at the Steigenberger Airport Hotel Amsterdam (Stationsplein Zuid-West 951, 1117 CE Schiphol, the Netherlands) on Wednesday April 9, 2025 at 2.30 p.m. Central European Time.

Corporate Profile

SBM Offshore is the world’s deepwater ocean-infrastructure expert. Through the design, construction, installation, and operation of offshore floating facilities, we play a pivotal role in a just transition. By advancing our core, we deliver cleaner, more efficient energy production. By pioneering more, we unlock new markets within the blue economy.

More than 7,800 SBMers collaborate worldwide to deliver innovative solutions as a responsible partner towards a sustainable future, balancing ocean protection with progress.

For further information, please visit our website at www.sbmoffshore.com.

Financial Calendar	Date	Year
Annual General Meeting	April 9	2025
First Quarter 2025 Trading Update	May 15	2025
Half Year 2025 Earnings	August 7	2025
Third Quarter 2025 Trading Update	November 13	2025
Full Year 2025 Earnings	February 26	2026

For further information, please contact:

Investor Relations

Wouter Holties
Corporate Finance & Investor Relations Manager

Media Relations

Giampaolo Arghittu
Head of External Relations

Market Abuse Regulation

This press release may contain inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation.

Disclaimer

Some of the statements contained in this release that are not historical facts are statements of future expectations and other forward-looking statements based on management’s current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance, or events to differ materially from those in such statements. These statements may be identified by words such as ‘expect’, ‘should’, ‘could’, ‘shall’ and / or similar expressions. Such forward-looking statements are subject to various risks and uncertainties. The principal risks which could affect the future operations of SBM Offshore N.V. are described in the ‘Impacts, Risks and Opportunities’ section of the 2024 Annual Report.

Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results and performance of the Company’s business may vary materially and adversely from the forward-looking statements described in this release. SBM Offshore does not intend and does not assume any obligation to update any industry information or forward-looking statements set forth in this release to reflect new information, subsequent events or otherwise.

This release contains certain alternative performance measures (APMs) as defined by the ESMA guidelines which are not defined under IFRS. Further information on these APMs is included in the 2024 Annual Report, available on our website Annual Reports – SBM Offshore.

Nothing in this release shall be deemed an offer to sell, or a solicitation of an offer to buy, any securities. The companies in which SBM Offshore N.V. directly and indirectly owns investments are separate legal entities. In this release “SBM Offshore” and “SBM” are sometimes used for convenience where references are made to SBM Offshore N.V. and its subsidiaries in general. These expressions are also used where no useful purpose is served by identifying the particular company or companies.

“SBM Offshore^®“, the SBM logomark, “Fast4Ward^®”, “emissionZERO^®” and “F4W^®” are proprietary marks owned by SBM Offshore.

Attachment

Annual General Meeting announcement

The MIL Network –

February 27, 2025

MIL-OSI: Electrify Expo Expands With Launch Of New Solar Zone In 2025

Source: GlobeNewswire (MIL-OSI)

AUSTIN, Texas, Feb. 26, 2025 (GLOBE NEWSWIRE) — Electrify Expo, North America’s largest electric vehicle (EV) and technology festival, is expanding its event footprint in 2025 with the introduction of a new Solar Zone, a unique showcase for festival attendees that highlights the real-world benefits of solar power for EV owners and shoppers.

This interactive zone will allow attendees to explore the Solar Industry’s leading installers, retailers, and manufacturers via exhibits and experiences meant to show how solar energy enhances home efficiency, reduces costs, and makes EV ownership even more practical. Featuring hands-on demonstrations and the latest advancements in solar technology, the Solar Zone provides an engaging space for homeowners, tech enthusiasts, and energy-conscious consumers to see firsthand how solar solutions fit into their everyday lives.

“As Electrify Expo continues to grow, we’re enhancing the attendee experience to include industries that seamlessly integrate with electric vehicles,” said BJ Birtwell, CEO and Founder of Electrify Expo. “Solar power is a natural extension of the EV lifestyle, offering cost savings, energy independence, and greater sustainability. Our attendees are eager for smart, efficient technologies, and the Solar Zone delivers exactly that—an opportunity to experience how Solar and EVs blend naturally via interactions with the Industry’s leading companies.”

The Solar Zone is one of several new experiential areas debuting at Electrify Expo in 2025, following the announcement of the EV Charging Zone. With these additions, Electrify Expo continues its leadership as the premier destination for consumers to discover, experience, and adopt the latest in EV and energy technology.

In just under four years, Electrify Expo has scaled into a national festival that tours to eight cities, attracting huge crowds of attendees eager to experience what’s next in electric vehicles and beyond. Today, Electrify Expo is not only the go-to festival for the hottest EVs, but also a powerful space to explore cutting-edge technologies. The introduction of the Solar Zone solidifies the festival’s role as the premier destination for industry innovators and tech-forward consumers alike.

Electrify Expo’s 2025 tour schedule:

March 22-23: Orlando, FL
April 12-13: Phoenix, AZ
May 24-25: Dallas, TX **new city
June 21-22: Los Angeles, CA
July 12-13: Seattle, WA
August 23-24: San Francisco, CA
September 13-14: Chicago, IL **new city
October 17-19: New York, NY

For the full 2025 schedule and to secure tickets, visit www.electrifyexpo.com. Media interested in attending may request credentials by emailing ee@skyya.com.

Companies interested in exhibiting at the 2025 Electrify Expo locations can visit https://www.electrifyexpo.com/partner-registration.

About Electrify Expo
Electrify Expo is North America’s largest electric vehicle (EV) and technology festival, where consumers come to shop and experience all things electric. The festival showcases the industry’s leading brands and exciting startups through hands-on activations, demos and experiences spanning EVs, micromobility, solar energy, charging solutions, powersports, automotive aftermarket, and connected home technology, providing attendees with immersive learning opportunities and memorable interactions. From high-powered demo courses to engaging education zones, Electrify Expo offers a unique festival vibe for consumers to reshape what they think they know about EVs. In 2025, Electrify Expo’s nationwide tour will visit Orlando, Phoenix, Dallas, Los Angeles, Seattle, San Francisco, Chicago and New York. To stay up to date on the latest news and announcements from Electrify Expo, visit www.electrifyexpo.com and follow on Facebook, Instagram and YouTube.

Media Contact
Skyya PR
ee@skyya.com

The MIL Network –

February 27, 2025

MIL-OSI: EXL announces speaker roster for AI in Action virtual event

Source: GlobeNewswire (MIL-OSI)

NEW YORK, Feb. 26, 2025 (GLOBE NEWSWIRE) — EXL (NASDAQ: EXLS), a global data and AI company, has unveiled the agenda for its third annual AI in action global event series, featuring keynotes with leaders from EXL, Google, and AWS, as well as a lineup of more than 20 industry CIOs and AI experts.

Themed “Driving the Shift to Scalable AI,” the three virtual events will provide actionable strategies to help businesses deploy scalable and reliable AI solutions that deliver measurable outcomes. AI in action brings together industry leaders, real-world demonstrations, and panel discussions to bridge the gap between AI proof-of-concepts and enterprise-wide implementation. Registration is complimentary and is open now for all sessions: March 5 (Americas), March 13 (EMEA) and March 20 (APAC) by registering here.

Key speakers and agenda items include:

Moderator – John Gallant, enterprise consulting director at CIO.com, will moderate EXL’s AI in action events across the globe. John is a well-known thought leader in the technology industry.
Keynote sessions –
- Rohit Kapoor, EXL’s chairman and chief executive officer will host two keynote sessions.
  - Accelerating business outcomes with data, AI and human expertise with Kevin Ichhpurani, president, global partner ecosystem at Google Cloud.
  - Scaling business growth: Real-world strategies using agentic AI with Rahul Pathak, vice president of data and AI go to market at AWS.

Client panels – Industry leaders from the world’s leading banks, insurance, health and utilities companies will share how they are scaling Ai for measurable impact. The group of panelists for the March 5 event include:
- Panel: Staying ahead in the age of AI: Practical lessons from visionary leaders with Sarthak Pattanaik, head of artificial intelligence, BNY; Dak Liyanearachchi, chief data and technology officer, NRG Energy; and Ashish Atreja, founder of VALID.AI and professor and former chief information and chief digital health officer at UC Davis Health.
- Panel: From data to AI, and AI to data: The evolving symbiosis will include Preetha Sekharan, vice president, digital incubator, Unum; Randy Huang, vice president, chief data scientist for U.S. business, Prudential Financial; and Sidd Kuckreja, chief technology officer, TruStage.

Real-world demonstrations – EXL will demonstrate how its latest data and AI-led solutions are transforming workflows across core business functions in insurance, finance, healthcare, and more in the following demonstrations:
- Delivering measurable impact with large language models: will Experience how ECL’s domain-specific LLM is transforming businesses across industries by integrating agentic AI with generative AI, predictive models and automation.
- Driving innovation through AI-powered code modernization: we’ll showcase real-world stories of how Code Harbor accelerates development with pre-built APIs, SDKs, and agentic AI capabilities, enabling seamless integration, scalable solutions, and measurable business impact.
- Leveraging the synergy of AI and machine learning in debt collections: Experience how the power of GenAI and machine learning are transforming debt collections with an omnichannel approach that engages customers, understands their situation and offers personalized payment options.

“The true value of data AI lies in its scalability—its ability to integrate seamlessly and deliver tangible business outcomes at scale,” said Vishal Chhibbar, executive vice president, international growth markets and chief growth officer at EXL. “AI in action will provide organizations with the tools, expertise and strategies needed to harness the full potential of data and AI.”

This virtual event is ideal for enterprise decision-makers across industries who are determined to drive innovation and growth through cutting-edge data and AI advancements.

Registration Now Open
Registration for the AI in action event is free and available by registering here. Don’t miss the chance to gain firsthand insights from industry leaders and EXL experts. Visit the AI in action website to secure your spot.

Americas event is March 5, 2025, from 10-11:30 a.m. ET.
EMEA event is March 13, 2025, from 1-2:30 p.m. GMT.
APAC event is March 20, 2025, from 12-1:30 p.m. AEDT.

About EXL

EXL (NASDAQ: EXLS) is a global data and AI company that offers services and solutions to reinvent client business models, drive better outcomes and unlock growth with speed. EXL harnesses the power of data, AI, and deep industry knowledge to transform businesses, including the world’s leading corporations in industries including insurance, healthcare, banking and capital markets, retail, communications and media, and energy and infrastructure, among others. EXL was founded in 1999 with the core values of innovation, collaboration, excellence, integrity and respect. We are headquartered in New York and have approximately 59,000 employees spanning six continents. For more information, visit www.exlservice.com.

Contacts
Media
Keith Little
+1 703-598-0980
media.relations@exlservice.com

Investor Relations
John Kristoff
+1 212 209 4613
IR@exlservice.com

The MIL Network –

February 27, 2025

MIL-OSI: WENDEL: 2024 Full-Year Results: a very active year, a dual model in place, strong value creation & a growing return to shareholders

Source: GlobeNewswire (MIL-OSI)

2024 Full-Year Results: a very active year, a dual model in place, strong value creation & a growing return to shareholders

Fully diluted¹ Net Asset Value per share of €185.7,
representing a +16.9% year-over-year value creation, adjusted for the dividend paid

Dividend boosted at €4.7 per share, up +17.5% year-over-year

Strong portfolio rotation: more than €2 billion of capital reallocation

Significant expansion of the Asset Management platform in Europe and US, and development of our dual business model towards more recurring cash flows and growth

Fully diluted Net Asset Value²as of December 31, 2024: €185.7 per share, up +14.4%

Value creation of +16.9%³ over 2024, adjusted for the €4 dividend paid in May 2024 reflecting:
- The increase in Bureau Veritas’ share price (+28.3% YoY) on the back of the quality of its LEAP | 28 strategic plan
- The changes in the valuation of unlisted assets, on a like-for-like basis, in line with their respective operating performances and multiples, and active management of private principal investments to create long term value through repositioning and accretive bolt-ons (Stahl, Scalian, and CPI).
- The strong growth of IK Partners’ FRE to €69.9 million, above estimates (€60 million). IK Partners’ AuM up +24% in 2024, totaling €13.8 billion, with €3.4 billion raised.

Delivering strong and recurring returns to shareholders, in line with the strategic roadmap published in 2023

Ordinary dividend of €4.70 per share for 2024, up +17.5% compared to 2023, to be proposed at the Annual Shareholders’ Meeting on May 15, 2025, representing slightly above 2.5%⁴ of NAV and a 4.8%⁵ yield vs share price as of February 21, 2025. This dividend level takes into account the first partial integration of Asset management activities into Wendel in 2024, which will be mechanically higher in 2025.
€100 million share buyback launched in October 2023 completed in July 2024. €92.5 million share bought back in 2024.

Very active investment activity & capital allocation

Principal Investments:
- €2.3 billion proceeds and value crystallization
- €0.7 billion invested including €0.6 billion in Globeducate
Asset Management:
- €0.4 billion invested for the acquisition of 51% of IK Partners
- $1.13 billion will be invested in equity to acquire 75% of Monroe Capital, as announced on October 22, 2024 (closing expected in the first quarter of 2025)

Strong financial structure and committed to remain Investment Grade

Debt maturity of 3.6 years with an average cost of 2.4%
LTV ratio at 7.2%⁶ as of December 31, 2024, and 22.9%⁷ on a pro forma basis taking into account future investment commitments in IK Partners funds and the acquisition of Monroe Capital.
Pro forma total liquidity of €1.2⁸ billion as of December 31, 2024, including €0.4 billion in cash and €875 million in committed credit facility (fully undrawn)

Reappointment of Wendel’s Executive Board

On February 26, 2025, Wendel’s Supervisory Board decided to reappoint the members of the Executive Board. Laurent Mignon has been reappointed Chairman of the Executive Board and David Darmon, Member of the Executive Board, Deputy CEO, for a period of four years ending to April 6, 2029

Net income, Group share at €293.9 million, showing a strong increase

The net income from operations rose from €711 million to €753.7 million, up 6%.
Net income, group share, at €293.9 million in 2024, compared with €142.4 in 2023, due to the disposal of Constantia Flexibles in 2024.

Laurent Mignon, Wendel Group CEO, commented:

“2024 was a very active year for Wendel and its portfolio companies. Fully diluted net asset value growth, adjusted for the €4 dividend paid in 2024, was 16.9%, driven in particular by the good share price and operational performance of Bureau Veritas and the strong growth of our new third-party asset management business.

We continued to execute our strategic plan, as detailed in 2023, with determination, rigour and financial discipline.

In 2024, we further improved our cash flow generation and value creation profile, notably with the announced acquisition of Monroe Capital, which will give us critical mass to develop our third-party asset management platform. We also focused on premium assets in our principal investments activites, highlighted by the acquisition of Globeducate in October 2024.

These value-creating and recurring cash flow generating transformations now enable us to propose a dividend that is 17.5% higher than last year, reaching 4.70 euros for the financial year 2024.Our transition to a dual model is now well grounded, with top partners in asset management such as IK Partners in private equity and Monroe Capital in private credit, bringing third-party assets under management to more than 33 billion euros.The priorities of Wendel’s teams are to create value on existing assets, to successfully build the private asset management platform around IK Partners and Monroe Capital, and to maintain a solid financial structure.

I would like to thank the members of the Supervisory Board for their renewed full support, as well as the Wendel teams who are skillfully accompanying our value-creating transformation.

In 2025, Wendel’s teams will pursue the roadmap defined two years ago, supporting our principal investments companies in their value creation process, building the third-party asset management platform through the successful integration of Monroe Capital, the continued development of IK Partners as well as the implementation of commercial synergies between the two entities, and continuing to have an agile management of our balance sheet to seize the right opportunities, while maintaining a solid financial structure. We are confident that the development of this dual model will continue to create more value and more recurring returns for our shareholders.”

Wendel’s net asset value as of December 31, 2024: €185.7 per share on a fully diluted basis

Wendel’s Net Asset Value (NAV) as of December 31, 2024, was prepared by Wendel to the best of its knowledge and on the basis of market data available at this date and in compliance with its methodology.

Fully diluted Net Asset Value was €185.7 per share as of December 31, 2024 (see detail in the table below), as compared to €162.3 on December 31, 2023, representing an increase of +14.4% since the start of the year and + 16.9% restated from the dividend paid in 2024. Compared to the last 20-day average share price as of December 31, the discount to the December 31, 2024, fully diluted NAV per share was -49.6%.

Bureau Veritas contributed very positively to Net Asset Value, as end of December 2024, its 20-day average share price was up strongly YTD (+32.5%). IHS Towers (-28.0%) and Tarkett (+15.4%) share price impacts were negligible given the weight of Bureau Veritas in NAV. Total value creation per share of listed assets was therefore +€25.9 on a fully diluted basis over the course of 2024.

Unlisted asset contribution to NAV was negative over the course of the year with a total change per share of -€4.9 reflecting selective assets’ operational performances offsetting the good performance from CPI.

Asset management activities were consolidated and accounted in the NAV for the first time at the end of June following the acquisition of IK Partners. There is no sponsor money included in the NAV yet, as no capital has been called. IK Partners’ valuation is up by €6.0 per share, driven by strong performance and positive market multiples evolution.

Cash operating costs, Net Financing Results and Other items impacted NAV by -€1.0, as Wendel benefits from a positive carry. The impact of year-to-date share buyback activity would be +€1.4 per share as of December 31, 2024.

Total Net Asset Value creation per share amounted to €27.4 in 2024.

Fully diluted NAV per share of €185.7 as of December 31, 2024

(in millions of euros)			12/31/2024		12/31/2023
Listed investments	Number of shares	Share price ⁽¹⁾	3,793	3,867
Bureau Veritas	120.3m/160.8m	€29.5/€22.2	3,544	3,575
IHS	63.0m/63.0m	$3.2/$4.4	192	251
Tarkett		€10.5/€9.1	57	40
Investment in unlisted assets ⁽²⁾			3,612	4,360
Asset Management Activities ⁽³⁾			616	–
Other assets and liabilities of Wendel and holding companies ⁽⁴⁾			174	6
Net cash position & financial assets ⁽⁵⁾			2,407	1,286
Gross asset value			10,603	9,518
Wendel bond debt			-2,401	-2,401
IK Partners transaction deferred payment			-131	–
Net Asset Value			8,071	7,118
Of which net debt			-124	-1,115
Number of shares			44,461,997	44,430,554
Net Asset Value per share			€181.5	€160.2
Wendel’s 20 days share price average			€93.5	€79.9
Premium (discount) on NAV			-48.5%	-50.1%
Number of shares – fully diluted			42,466,569	43,302,016
Fully diluted Net Asset Value, per share			€185.7	€162.3
Premium (discount) on fully diluted NAV			-49.6%	-50.7%

(1)   Last 20 trading days average as of December 31, 2024, and December 31, 2023.
(2)   Investments in unlisted companies (Globeducate, Stahl, Crisis Prevention Institute, ACAMS, Scalian and Wendel Growth as of December 31, 2024. As of Dec 31,2023 also included Constantia Flexibles and excluded Globeducate). Aggregates retained for the calculation exclude the impact of IFRS16.
(3)   IK Partners’ activity, no sponsor money at this stage.
(4)   Of which 1,995,428 treasury shares as of December 31, 2024, and 1,128,538 treasury shares as of December 31, 2023
(5)   Cash position and financial assets of Wendel & holdings.

Assets and liabilities denominated in currencies other than the euro have been converted at exchange rates prevailing on the date of the NAV calculation.
If co-investment and managements LTIP conditions are realized, subsequent dilutive effects on Wendel’s economic ownership are accounted for in NAV calculations. See page 246 of the 2023 Registration Document.

Wendel’s Principal Investments’ portfolio rotation

In 2024, Wendel has realized a total of €2.3 billion in disposals for its own account and has invested c.€0.7 billion, reflecting the acceleration of the diversification of its investment portfolio, in line with the strategy announced a few months ago:

Wendel announced on January 4, 2024, that it had completed the sale of Constantia Flexibles, generating total net proceeds⁹ for Wendel of €1,121 million for its shares, i.e. a valuation over 10% higher than the latest NAV on record before the announcement of the transaction (as at March 31, 2023).
Wendel announced on April 5, 2024, that it had successfully completed the sale of 40.5 million shares in Bureau Veritas, representing c.9% of the Company’s share capital, for total proceeds of approximately €1.1 billion. The transaction was carried out at a price of €27.127, or a discount of 3% from the previous day’s share price.
Wendel Growth realized its investment in Preligens, a leader in artificial intelligence (AI) for aerospace and defence, generating net proceeds to Wendel of c.€14.6 million, translating into a gross IRR of 28%¹⁰. In addition, Wendel Growth announced on June 11, 2024, the acquisition of a minority stake in YesWeHack through an equity investment of €14.5 million.
Wendel reinvested €43.7m in Scalian upon the acquisition of Mannarino on June 21, 2024. This Canadian company is a leading engineering services specialist for advanced technology R&D for the aviation sector, primarily in North America, with recognized expertise in safety-critical embedded software and systems.
On October 16, 2024, Wendel completed the acquisition of c.50% of Globeducate, one of the world’s leading bilingual K-12 education groups, from Providence Equity Partners. Wendel invested €607 million of equity, at an Enterprise Value of c.€2 billion¹¹, to join Providence, and both firms will now own c.50% of the group.

Wendel’s Asset Management platform evolution

Acquisition of Monroe Capital dramatically expands Wendel’s Asset Management platform and rebalances its business model towards more recurring cash flows and growth

Wendel announced on October 22, 2024 that it had entered into a definitive partnership agreement including the acquisition of 75% of Monroe Capital LLC (“Monroe Capital” or “the Company”) for $1.13 billion, and a sponsoring program of $800 million to accelerate Monroe Capital’s growth, and will invest in GP commitment for up to $200 million.

For Wendel, the acquisition of a controlling stake in Monroe Capital, a private credit market leader focused on the U.S. lower middle market that has established an outstanding track record, would represent a significant and transformational advancement of the strategy it announced in March 2023 to develop its third-party asset management platform to complement its longstanding Principal Investment business.

With IK Partners and Monroe Capital, Wendel’s third party asset management platform will reach more than €33 billion in AUM¹², and should generate, on a full year basis, c.€ 455 million revenues, c.€160 million pre-tax FRE (c.€100 million in pre-tax FRE (Wendel share) in 2025. Wendel’s objective is to reach €150 million (Wendel share) in pre-tax FRE in 2027.

Third Party Asset Management value creation and performance

2024 performance

Over 2024, IK Partners had particularly strong activity, generating a total of €163.3 million in revenue, up 31% YoY, and a strong growth of FRE to €69.9 million. Total Assets under Management (€13.8 billion, of which €3 billion of Dry Powder¹³) grew by 24% since the beginning of the year, and FPAuM¹⁴ (€10.1 billion) by 33%. Over the period, €3.4 billion of new funds were raised (IK X, IK PF III, IK SC IV and IK CV I) and 11 exits have been announced, for over €1.6 billion.

Sponsor money invested by Wendel

Wendel committed €500 million in IK Partners funds, of which €300 million in IK X. These commitments have not yet been called as of December 31, 2024.

Principal Investment companies’ value creation and performance

Figures post IFRS 16 unless otherwise specified.

Listed Assets: 36% of Gross Asset Value

Bureau Veritas’ LEAP | 28 strategy delivers outstanding results in 2024; Confident 2025 outlook

(full consolidation)

Revenue in 2024 amounted to €6,240.9 million, a 6.4% increase year-on-year. The organic increase was 10.2% (including 9.6% in the fourth quarter) benefiting from robust underlying trends across businesses and geographies.

Adjusted operating profit increased by 7.1% to €996.2 million. This represents an adjusted operating margin of 16.0% up 11bps on a reported basis and up 38 bps at constant currency.

Bureau Veritas posted a record free cash flow of €843.3 million (+27.9% year-on year). As of December 31, 2024, adjusted net financial debt was €1,226.3 million, i.e. 1.06x EBITDA, compared with 0.92x at December 31, 2023.

In line with LEAP I 28 plan focused portfolio strategy and through active portfolio management, in 2024 Bureau Veritas completed: i) the acquisition of 10 bolt-on companies for a total annualized revenue of c. €180 million; ii) the divestment of its Food testing business and of a technical supervision business on construction projects in China (c. € 165 million in annualized combined revenue). Bureau Veritas ended the year with its inclusion in the CAC 40, the benchmark index of the Paris stock exchange. This achievement underscores the Group’s consistent operational success and marks a significant milestone in Bureau Veritas’ remarkable journey.

2025 outlook

Building on a strong 2024 momentum, a robust opportunities pipeline, a solid backlog, and a strong underlying market growth, and in line with LEAP | 28 financial ambitions, Bureau Veritas expects to deliver for the full year 2025:

Mid-to-high single-digit organic revenue growth;
Improvement in adjusted operating margin at constant exchange rates;
Strong cash flow, with a cash conversion¹⁵ above 90%.

For further details: group.bureauveritas.com

IHS Towers – IHS Towers will report its FY 2024 results in March 2025

Tarkett reported its annual results on February 20, 2025

For more information: https://www.tarkett-group.com/en/investors/

Unlisted Assets: 34% of Gross Asset Value

(in millions)	Sales		EBITDA			Net debt
	2023	2024	2023 including IFRS 16	2024 including IFRS 16	Δ	End of December including IFRS 16
Stahl	€913.5	€930.2	€204.0	€206.9	+1.4%	€383.8
CPI	$138.4	$150.1	$68.6	$74.0	+7.8%	$378.2
ACAMS	$102.9	$102.1	$24.6	$25.1	+2.0%	$165.0
Scalian	€539.9	€533.4	€63.9	€59.8	-6,3%	€345.6
Globeducate⁽¹⁾	na	€352.2	na	€84.2	na	na

(1) Globeducate acquisition was completed on October 16^th, 2024. Globeducate fiscal year ends in August, and figures shown are last twelve months at the end of August 2024. Indian operations are deconsolidated and accounted for by the equity method due to the absence of audited figures for the year ending in August-24.

Stahl – Total sales up +1.8% in 2024 despite market challenges in the automotive and luxury goods end-markets. Strong EBITDA margin of 22.2%. In 2024, Stahl completed its transformation into a pure-play specialty coatings formulator for flexible materials.

(Full consolidation) 

Stahl, the world leader in specialty coatings for flexible materials, posted total sales of €930.2 million in the full year of 2024, representing a total increase of +1.8% versus 2023.

Organically, sales were slightly down -1.1%, in a context of tougher markets in automotive and luxury goods, while FX contributed -1.5%. Acquisitions contributed positively (+4.4%) to total sales variation.

Full Year 2024 EBITDA¹⁶ amounted to €206.9 million (+1.4% vs. 2023), translating into a strong EBITDA margin of 22.2%, thanks to a disciplined margin and fixed costs management, as well as a good diversification across geographies and segments.

Net debt as of December 31^st, 2024, was €383.8 million¹⁷, versus €329 million at the end of 2023 and leverage stood at 1.7x¹⁸.

On November 18, 2024, Stahl announced the sale of its Wet-end leather chemicals division, that marks an important step in the Group’s strategic journey. The proposed sale completes Stahl’s transformation into a pure-play specialty coatings formulator for flexible materials. The transaction is subject to customary closing conditions and is expected to close in H1 2025.

Pro forma for the sale of the Wet-end leather chemicals business and the acquisition of Weilburger Graphics GmbH, 2024 sales would amount to c.€ 759 million, EBITDA to c.€180 million (i.e., a 23.7% margin) and leverage would stand at an estimated 1.6x. These transactions strengthen Stahl’s growth profile, with the company now better positioned for faster growth, and have an accretive impact on its EBITDA margin.

Crisis Prevention Institute reports +8.5% revenue and +7.8% EBITDA growth

(Full consolidation)

CPI recorded 2024 revenues of $150.1 million, up +8.5% compared to 2023, or +8.4% organically (FX impact was +0.1%), resulting from strong growth in the consumption of training materials, signifying active training of broader staff throughout the Company’s primary customers in educational, healthcare and human services settings. In addition, the Company benefitted from continued growth in its Enterprise segment, a core strategic focus targeting large health systems.

Full Year 2024 EBITDA was $74.0 million¹⁹, reflecting a margin of 49.3%. EBITDA was up +7.8% vs. last year while margins are stable (49.6% in 2023), despite investments to scale in International markets.

As of December 31, 2024, net debt totaled $378.2 million²⁰, or 4.6x EBITDA as defined in CPI’s credit agreement, following the c. $100 million dividend payment to Wendel in April of 2024. Given current leverage, CPI repriced its Term Loan and received a 50bps interest rate stepdown, or a c. $1.4 million annual savings.

On January 21^st, 2025, CPI announced the acquisition of Verge, a Norwegian leader in behaviour intervention and training. This acquisition extends CPI’s presence in the Nordics, and enhances CPI’s ability to support professionals worldwide, leveraging Verge’s innovative techniques to address challenging behaviours, aggression and violence.

ACAMS – Total sales stable and improved 24.6% margin amid strong transformation momentum

(full consolidation)

ACAMS, the global leader in training and certifications for anti-money laundering and financial crime prevention professionals, generated 2024 revenue of $102.1 million, down 0.8% vs. 2023. The results for 2024 reflected continued growth and market expansion in North America and Europe, largely offset by soft sales in the Asia-Pacific region and from exhibition spend at certain conferences early in the year, slower sales to non-banking customers at consultancies and governments.

EBITDA²¹ in 2024 was $25.1 million, up 2% vs. 2023, and reflecting a margin of 24.6%, up 70 bps year-over -year.

As of December 31, 2024, net debt totaled $165.0 million²², slightly up from $155.8 million at the end of 2023, which represents 6.7x EBITDA leverage as defined in ACAMS’ credit agreement, with ample room relative to the 9.5x covenant level.

This past year has been pivotal in the Company’s transformation, with the addition of CEO Neil Sternthal who joined from Thomson Reuters in early 2024 and subsequently made several additions to the senior leadership team, and shifted focus to core growth with large enterprise customers, product and market expansion including the introduction of its Certified Anti-Fraud Specialist certification (CAFS), and key investments in the technology platform. These critical investments are all geared toward advancing the impact of the Company’s mission of combating financial crime, accelerating its strategy and further developing its position as a technology-enabled provider of trusted information, data and analytics for the anti-financial crime (AFC) community.

Management expects the significant changes will, over time, create a more robust platform for the global AFC community and a more scalable, consistent business model with accelerated growth for ACAMS.

ACAMS anticipates modest growth in 2025 as the recent changes take hold with improved growth toward the end of the year and into 2026.

Scalian – Slight decrease of total sales of -1.2% in 2024, in the context of continued market growth slowdown. EBITDA margin rate at 11.2%, down c. 60 bps, mainly due to lower utilization rate and the marked slowdown in certain sectors (automotive in Germany and civil aeronautics). Acquisition of Dulin in January 2024 and Mannarino in June 2024.

(Full consolidation since July 2023.) 

Scalian, a European leader in digital transformation, project management and operational performance consulting, reported total sales of €533.4 million as of December 31, 2024, a -1.2% decrease vs. 2023. The slowdown is spread across several sectors, particularly automotive in Europe and Aeronautics (supply chain disruptions). Sales are down -4.0% organically and benefited from a positive scope effect of +2.8%.

Scalian generated an EBITDA²³ of €59.8 million in 2024. The EBITDA margin rate stood at 11.2%, down c. 60 bps vs. 2023, mainly explained by lower utilization rate, partially offset by strict SG&A control.

As of December 31, 2024, net debt²⁴ stood at €345.6 million (leverage of 6.46x²⁵ EBITDA).

In 2024, Scalian announced the acquisition of Dulin Technology in January, a Spanish-based consulting firm specializing in cybersecurity for the financial sector, and Manarinno in June, a Canadian-based company that is a leading engineering services specialist with a unique know-how in advanced technology R&D for the aviation sector.

Globeducate – Total sales up +10%²⁶over LTM as of August 2024 Year-end. Strong EBITDA margin at 23.9%²⁷in line with expectations.

(Accounted for by the equity method. Globeducate acquisition was completed on October 16^th, 2024. Globeducate fiscal year ends in August, and figures shown below are last twelve months at the end of August 2024 and first 3 months of the Globeducate year (September – November). Indian operations are deconsolidated and accounted for by the equity method due to the absence of audited figures for the year ending in August-24).

Globeducate, one of the world’s leading bilingual K-12 education groups, posted total sales of €352.2 million¹ for the full year ending in August 2024, representing a total increase of +10% year on year.

EBITDA² for the year ending in August amounted to €84.2 million, translating into a strong EBITDA margin of 23.9%, in line with expectations. This solid financial performance was fueled by a combination of organic and external growth.

Over the first quarter of Globeducate’s fiscal year (September – November), Globeducate completed 3 acquisitions: Olympion School in Cyprus, and Ecole des Petits and Battersea in the UK.

Net debt as of November 30^th, 2024, was €490 million²⁸ and leverage³ stood at 6.2x.

Consolidated Accounts

On February 26, 2025, Wendel’s Supervisory Board met under the chairmanship of Nicolas ver Hulst and reviewed Wendel’s consolidated financial statements, as approved by the Executive Board on February 21, 2025. The audit procedures by the statutory auditors on the consolidated financial statements are underway. The audit report would be released mid-March 2025.

Wendel Group’s consolidated net sales²⁹ totaled €8,063.5 million, up +13.1% overall and up +8.4% organically. FX contribution is -3.9% and scope effect is +8.6%.

The overall contribution of Group portfolio companies to net income from operations, Group share amounted to €274.1 million, down -24.3% year on year impacted by the disposal of Constantia and the sale of 25% of the stake in Bureau Veritas. Net income from operation, Group share, was €232.7 million, down -5.8%.

Financial expenses, operating expenses and taxes at Wendel SE level totaled €63.0 million (of which €22.4 million non-cash), down -45.4% from the €115.3 million (of which €25.3 million non-cash) reported in 2023. Operating expenses are slightly down and financial expenses are positive with a positive carry of cash generating €35.6 million. 2024 is impacted by a goodwill depreciation of €188.2 million, mainly related to Scalian and the Stahl’s wet-end division, which is in the process of being sold.

Net income Group share €293.9 million strongly up vs.€142.4 million in 2023, reflecting a €418.6 million capital gain group share from the disposal of Constantia Flexibles in H1 2024.

ESG achievements

Non-financial ratings: Wendel improves its CSA rating from S&P, confirms its inclusion in the DJSI World and Europe.

For the sixth year in a row, Wendel has been included in the Dow Jones Best-in-Class (previously Dow Jones Sustainability Indices) World and Europe indices, making it one of the top 10% of companies in terms of sustainability in the Diversified Financials category. With a score of 76/100 in its category, Wendel is well above the average for its sector (26/100). This rating places Wendel in the top 1% of its sector “FBN Diversified Financial Services and Capital Markets”

Through the review of the Corporate Sustainability Assessment questionnaire, S&P Global assesses the ESG (Environment, Social, Governance) performance of listed companies in different industries since 1999. The top 10% of companies with the best performance in terms of sustainability, according to criteria defined for each industry, are included in the Dow Jones Best-in-Class Indices (previously Dow Jones Sustainability Indices).

New ESG roadmap 2024-2027

In 2024, Wendel defined a new ESG roadmap, approved by the Supervisory Board and the Executive Board, notably to take into account the Group’s recent strategic developments, including the new third-party asset management activity (IK Partners and Monroe Capital acquisitions).
This roadmap includes five priorities: Governance & Business Ethics, Reliability of extra-financial information, Health & Safety, Climate change & adaptation, Parity.

These five priorities will apply to all Wendel’ investment activities, encompassing both principal investment and third-party asset management. The detailed policies and action plans of the roadmap will be presented in the sustainability report included in the Group’s 2024 Universal Registration Document.

Renewal of the Executive Board of Wendel

On 26 February 2025, the Supervisory Board of Wendel decided to renew the appointments of Laurent Mignon and David Darmon as Chairman of the Executive Board of Wendel and Member of the Executive Board and Group Deputy CEO of Wendel, respectively, for a period of four years until 6 April 2029, with effect from 7 April 2025.

Renewal of the appointments of members of the Supervisory Board

At the General Meeting of 15 May 2025, it will be proposed to the shareholders that Nicolas ver Hulst, Priscilla de Moustier, Bénédicte Coste and François de Mitry be reappointed as members of the Supervisory Board for a further four-year term. If the renewal of their mandate is approved, Nicolas Ver Hulst will remain chairman of the Supervisory Board, Priscilla de Moustier and Bénédicte Coste will continue their roles on the Governance and Sustainable Development Committee, and François de Mitry will continue his role on the Audit, Risk and Compliance Committee.

Agenda

Thursday, April 24, 2025

Q1 2025 Trading update – Publication of NAV as of March 31, 2025 (post-market release)

Thursday, May 15, 2025

Annual General Meeting

Wednesday, July 30, 2025

H1 2025 results – Publication of NAV as of June 30, 2025, and condensed Half-Year consolidated financial statements (post-market release)

Thursday, October 23, 2025

Q3 2025 Trading update – Publication of NAV as of September 30, 2025 (post-market release)

Wednesday, December 10, 2025

2025 Investor Day.

About Wendel

Wendel is one of Europe’s leading listed investment firms. Regarding its principal investment strategy, the Group invests in companies which are leaders in their field, such as ACAMS, Bureau Veritas, Crisis Prevention Institute, Globeducate, IHS Towers, Scalian, Stahl and Tarkett. In 2023, Wendel initiated a strategic shift into third-party asset management of private assets, alongside its historical principal investment activities. In May 2024, Wendel completed the acquisition of a 51% stake in IK Partners, a major step in the deployment of its strategic expansion in third-party private asset management and also announced in October 2024 the acquisition of 75% of Monroe Capital. Pro forma of Monroe Capital, Wendel manages more than 33 billion euros on behalf of third-party investors, and c.7.4 billion euros invested in its principal investments activity.

Wendel is listed on Eurolist by Euronext Paris.

Standard & Poor’s ratings: Long-term: BBB, stable outlook – Short-term: A-2 since January 25, 2019

Wendel is the Founding Sponsor of Centre Pompidou-Metz. In recognition of its long-term patronage of the arts, Wendel received the distinction of “Grand Mécène de la Culture” in 2012.

For more information: wendelgroup.com

Follow us on LinkedIn @Wendel

Appendix 1: 2024 Consolidated sales and results

2024 consolidated net sales

(in millions of euros)	2023	2024	Δ	Organic Δ
Bureau Veritas	5,867.8	6,240.9	+6.4%	+10.2%
Stahl⁽¹⁾	913.5	930.2	+1.8%	-1.1%
Scalian⁽²⁾	126.8	533.4	n.a.	n.a.
CPI	128.0	138.8	+8.4%	+8.4%
ACAMS⁽³⁾	91.6	93.7	+2.4%	-0.6%
IK Partners⁽⁴⁾	n.a.	126.5	n.a.	n.a.
Consolidated sales	7,127.6	8,063.5	+13.1%	+8.4%

(1) Acquisition of ICP Industrial Solutions Group (ISG) since March 2023 (sales’ contribution of €89.7M vs €89.1M in 2023) and acquisition of Weilburger since September 2024 (sales’ contribution of €18.2M).

(2) Scalian, which had a different reporting date to Wendel (refer to 2023 consolidated financial statements – Note 2 – 1.” Changes in scope of consolidation in 2023″), realigns its closing date with Wendel group. Consequently, 2024 sale’s contribution correponds to 12 months’ sales between January 1st 2024 and December 31st 2024. Last year’s contribution corresponds to 3 months’ sales between July 1st 2023 and September 30 2023.

(3) The sales include a PPA restatement for an impact of -€0.6M (vs -€3.4M as of 12M 2023). Excluding this restatement,the sales amount to €94.2M vs. €95.2M as of 12M 2023. The total growth of +2.4% include a PPA effect of +3,3%.

(4) Contribution of eight months of sales

2024 net sales of equity-accounted companies

(in millions of euros)	2023	2024	Δ	Organic Δ
Tarkett ⁽⁵⁾	3,363.1	3,331.9	-0.9%	-0.4%
Sales (Equity method) ⁽⁶⁾	3,363.1	3,331.9	-0.9%	-0.4%

(5)Selling price adjustments in the CIS countries are historically intended to offset currency movements and are therefore excluded from the
“organic growth” indicator

(6) Due to the recent acquisition date of the Globeducate group, its contribution is not yet included in Group sales.

2024 consolidated results

(in millions of euros)	2023	2024
Contribution from asset management	–	42.3
Consolidated subsidiaries	826.3	774.4
Financing, operating expenses and taxes	-115.3	-63.0
Net income from operations⁽¹⁾	711.0	753.7
Net income from operations, Group share	*246.9*	*232.7*
Non-recurring income/loss	-60.4	532.3
Impact of goodwill allocation	-120.4	-107.9
Impairment	0.7	-188.2
Total net income⁽²⁾	530.9	989.9
Net income, Group share	142.4	293.9

(1) Net income before goodwill allocation entries and non-recurring items.

(2) -€85.2M of change in fair value for IHS recognized through OCI and €784M of capital gain on the Bureau Veritas bloc accounted for through equity.

2024 net income from operations

(in millions of euros)	2023			2024	Change
Total contribution from asset management: IK Partners			n/a	42.3	n/a
Bureau Veritas	594.0			643.3	+8.3%
Stahl	90.3			100.2	+11.0%
Constantia Flexibles	115.2			–	n/a
CPI	20.7			22.2	+7.2%
ACAMS	0.0			-0.7	n/a
Scalian	-2,8			-6.2	n/a
Tarkett (equity accounted)	8.8			15.6	+76.2%
Total contribution from Group companies		826.3		774.4	-6.3%
of which Group share	362.1			274.1	-24.3%
Operating expenses net of management fees			-72.5	-72.2	-0.4%
Taxes	-1.5			-4.0	+169.8%
Financial expenses	-15,9			35.6	n/a
Non-cash operating expenses	-25.3			-22.4	-11.4%
Net income from operations	711.0			753.7	+6.0%
of which Group share	246.9			232.7	-5.8%

Appendix 2: Fully diluted Net Asset Value bridge over 2024

Appendix 3: Conversion from accounting presentation to economic presentation

Please refer to table 7.1 of the consolidated statements.

Appendix 4: Glossary

AUM (Assets under Management): Corresponding – for a given fund – to total investors’ commitment (during the fund’s investment period) or total invested amount (post investment period)
FRE (Fee-Related Earnings) : Earnings generated by recurring fee revenues (mainly management fees). It excludes earnings generated by more volatile performance-related revenues.
GP (General Partner): Entity in charge of the overall management, administration and investment of the funds. The GP is paid by management fees charged on assets under management (AuM)

1 Fully-diluted NAV per share assumes all treasury shares are cancelled and a complementary liability is booked to account for all LTIP related securities in the money as of the valuation date.

2 Fully diluted of share buybacks and treasury shares.

3 Including the €4.0 per share dividend paid in 2024.

⁴ Dividend payout calculated on the basis of fully-diluted NAV at the end of December 2024.

5 Based on Wendel’s share price of €97.15 as of February 21, 2025.

6 Including sponsor money commitment in IK (€-500m).

7 Including sponsor money commitment in IK (€500m) and proforma of IK Partners transaction deferred payment (€-131m), Monroe Capital 100% acquisition (including estimated earnout and put on 25% of residual capital, i.e €-1.6bn) and GP commitments in Monroe Capital ($-200m for 2025).

8 €2.4bn of cash as of December 31, 2024, restated from sponsor money commitment in IK (€-500m), IK Partners transaction deferred payment (€-131m), Monroe Capital 100% acquisition (including estimated earnout and put on 25% of residual capital, i.e €1.6bn) and GP commitments in Monroe Capital’s new strategies (c. $-200m for 2025).

9 Net proceeds after ticking fees, financial debt, dilution to the benefit of the Company’s minority investors, transaction costs and other debt-like adjustments.
10 Gross IRR of 28%. Net IRR of 26%.
11 EV including IFRS 16 impacts. Excluding IFRS 16, EV stands at c.€1.86 billion.
12 As of end of December 2024

13 Commitments not yet invested

14 Fee Paying AuM

15 (Net cash generated from operating activities – lease payments + corporate tax)/adjusted operating profit

16 EBITDA including IFRS 16 impacts, EBITDA excluding IFRS 16 stands at €201.0m.

17 Including IFRS 16 impacts. Net debt excluding the impact of IFRS 16 was €364.4m.

18 Leverage as per credit documentation definition.

19 Recurring EBITDA post IFRS 16. Recurring EBITDA pre IFRS 16 was $72.8m

20 Post IFRS 16 impact. Net debt pre IFRS 16 impact was $375.2m.

21 EBITDA including IFRS 16. EBITDA excluding IFRS16 stands at $24.0m

22 Including IFRS 16 impacts. Net debt excluding the impact of IFRS 16 was $164.2m.

23 EBITDA including IFRS 16 impact. Excluding IFRS 16, EBITDA stands at €50.9 m. Mannarino taken into account for 6 months.

24 Net debt including IFRS 16 impact. Excluding IFRS 16, net debt stands at €314.9 m.

25 As per credit documentation (pre IFRS 16)

26 Excluding Indian activities. Indian estimated revenue stands at €25 m.

27 EBITDA including IFRS 16 impacts and excluding Indian activities. Indian estimated EBITDA stands at €9.8 m.

28 As per credit documentation definition.

29 Consolidated sales will be published only for Full Year and Interim results. For Q1 & Q3, sales by companies/activities will continue to be commented on an individual basis

Attachment

Wendel_EN_FY 2024

The MIL Network –

February 27, 2025

MIL-OSI: Dundee Corporation Continues To Advance Its Strategic Plan and Announces Proposed Sale of Its Interest in Android Industries

Source: GlobeNewswire (MIL-OSI)

TORONTO, Feb. 26, 2025 (GLOBE NEWSWIRE) — Dundee Corporation (TSX: DC.A) (the “Corporation” or “Dundee”) is pleased to announce that the ownership group of Android Industries, L.L.C. (“Android”) have agreed to sell their interest in Android. The Corporation holds a 20% interest in Android, a private company and leading high technology-enabled assembler and sequencer of complex assemblies for the automotive industry.

As a result of this transaction, Dundee anticipates receiving cash proceeds of approximately C$24.5 million at closing, with an incremental C$6.9 million payable contingent upon the release of all escrows. “The sale of our 20% interest in Android Industries represents a significant milestone for Dundee as we rationalize what remains of our non-core legacy asset portfolio which is a key strategic initiative as we recycle our capital into our core mining business,” said Jonathan Goodman, President and Chief Executive Officer of Dundee Corporation. “I would like to extend my congratulations to the team for their exceptional effort in getting this deal moved toward the finish line. This divesture underscores the Corporation’s commitment to optimizing its asset portfolio and delivering value to shareholders. We remain focused on executing on our strategic objectives and pursuing growth within the mining sector.”

The transaction is subject to satisfying customary closing conditions and obtaining necessary regulatory approvals and is expected to close on or around the end of the first quarter of 2025.

ABOUT DUNDEE CORPORATION:

Dundee Corporation is a public Canadian independent holding company, listed on the Toronto Stock Exchange under the symbol “DC.A”. Through its operating subsidiaries, Dundee Corporation is an active investor focused on delivering long-term, sustainable value as a trusted partner in the mining sector with more than 30 years of experience making accretive mining investments.

FORWARD-LOOKING STATEMENTS:

This press release may contain forward-looking information within the meaning of applicable securities legislation, which reflects Dundee Corporation’s current expectations regarding future events. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond Dundee Corporation’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to, the factors discussed under “Risk Factors” in the Annual Information Form of Dundee Corporation and subsequent filings made with securities commissions in Canada. Dundee Corporation does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.

FOR FURTHER INFORMATION PLEASE CONTACT:

Investor and Media Relations
T: (416) 864-3584
E: ir @dundeecorporation.com

The MIL Network –

February 27, 2025

Category: GlobeNewswire