Category: GlobeNewswire

  • MIL-OSI: Tenable Completes Acquisition of Vulcan Cyber

    Source: GlobeNewswire (MIL-OSI)

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

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

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

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

    Financial Outlook

    Our financial outlook below reflects the impact of Vulcan Cyber.

    For the first quarter of 2025, we currently expect:

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

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

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

    Additional Resources

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

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

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

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

    Contact Information

    Investor Relations
    investors@tenable.com

    Media Relations
    Tenable
    tenablepr@tenable.com

    RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

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

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

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

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

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

    The MIL Network

  • MIL-OSI: Ninepoint’s Energy Fund Awarded FundGrade A+ Award

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, Feb. 07, 2025 (GLOBE NEWSWIRE) — Ninepoint Partners LP (“Ninepoint”) is pleased to announce its Ninepoint Energy Fund (the “Fund”) has received a FundGrade A+ Award at Fundata’s 2024 Evening of Excellence event recently held in Toronto. The FundGrade A+ award has been accepted and embraced by the financial services industry as an objective, independent mark of distinction for those funds and fund managers who receive the award. This award acknowledges Canadian investment funds that have maintained an exceptional performance rating over the entire previous calendar year.

      CIFSC
    Category
    Fund Count FundGrade
    Start Date
    FundGrade
    Calculation Date
    Ninepoint Energy Fund Energy Equity 18 12/31/2014 12/31/2024


    Fund Objective

    The Ninepoint Energy Fund seeks to achieve long-term capital growth. The Fund invests primarily in equity and equity-related securities of companies that are involved directly or indirectly in the exploration, development, production and distribution of oil, gas, coal, or uranium and other related activities in the energy and resource sector.

    Compounded Returns (as of December 31, 2024) |   Inception date: April 15, 2004 (Series F)

      1 YR 3 YR 5 YR 10 YR 15 YR Since Inception
    Ninepoint Energy Fund,
    Series F
    13.2% 17.8% 29.5% 7.8% 6.1% 7.2%

    All returns and fund details are a) based on Series F units; b) net of fees; c) annualized if period is greater than one year

    For more information about the Fund, please visit https://www.ninepoint.com/funds/ninepoint-energy-fund/

    About the Fundata FundGrade A+®Award

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

    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.

    For more information, please contact:

    Sales Inquiries:

    Neil Ross
    Ninepoint Partners
    416.945.6227
    nross@ninepoint.com

    Ninepoint Partners LP is the investment manager to the Ninepoint Funds (collectively, the “Funds”).

    The Fund is generally exposed to the following risks. See the prospectus of the Fund for a description of these risks: concentration risk; credit risk; currency risk; cybersecurity risk; derivatives risk; energy risk; exchange traded funds risk; foreign investment risk; inflation risk; interest rate risk; liquidity risk; market risk; performance fee risk; regulatory risk; Rule 144A and other exempted securities risk; securities lending, repurchase and reverse repurchase transactions risk; series risk; short selling risk; small capitalization natural resource company risk; specific issuer risk; tax risk; Absence of an active market for ETF Series risk; Halted trading of ETF Series risk; Trading price of ETF Series risk.

    Commissions, trailing commissions, management fees, performance fees (if any), and other expenses all may be associated with investing in the Funds. Please read the prospectus carefully before investing. The indicated rate of return for series F units of the Funds for the period ended December 31, 2024 is based on the historical annual compounded total return including changes in unit value and reinvestment of all distributions and do not take into account sales, redemption, distribution or optional charges or income taxes payable by any unitholder that would have reduced returns. Mutual funds are not guaranteed, their values change frequently and past performance may not be repeated. This communication does not constitute an offer to sell or solicitation to purchase securities of the Funds.

    The information contained herein does not constitute an offer or solicitation by anyone in the United States or in any other jurisdiction in which such an offer or solicitation is not authorized or to any person to whom it is unlawful to make such an offer or solicitation. Prospective investors who are not resident in Canada should contact their financial advisor to determine whether securities of the Funds may be lawfully sold in their jurisdiction.

    The MIL Network

  • MIL-OSI: Hola Prime Launches Transformative CSR Initiatives to Support Education, Health, and Sustainability

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, NY, Feb. 07, 2025 (GLOBE NEWSWIRE) — Hola Prime, a leading prop trading firm, has launched a series of impactful corporate social responsibility (CSR) initiatives, including school renovations, community support programs, and environmental sustainability efforts, aimed at creating lasting positive change.

    In a world where businesses are often measured by their bottom line, Hola Prime, an award-winning prop trading firm, is proving that true success goes beyond financial returns. While known for funding traders, the company is also investing in communities, ensuring that its impact extends far beyond the trading world. Through a series of CSR initiatives, Hola Prime is redefining corporate responsibility by transforming lives and fostering hope where it’s needed most.

    Renovating School: A Better Space To Learn

    At Tarauli School, Punjab the firm took on the challenge of turning an abandoned backyard into a thriving playfield. The newly developed ground now fosters teamwork, discipline, and a love for sports among students. Beyond the physical transformation, the team engaged over 200 students in workshops and interactive sessions, reinforcing the belief that education extends beyond textbooks. Volunteers also distributed 500+ books and essential school supplies, ensuring that students have the resources they need to excel academically.

    Challenging Stigmas at Chandi Kusht Ashram Society

    Stepping into the Chandi Kusht Ashram Society, a shelter for people affected by leprosy, the team didn’t just donate – it connected. Volunteers prepared meals, reaching and supporting 400 families, fostering moments of warmth, inclusion, and acceptance. By engaging directly, Hola Prime aims to break down societal barriers and promote empathy as a key driver of change. The visit also included motivational support to empower them with strength and lift their spirits with affection.

    Bringing Joy to Young Cancer Fighters

    At Access Life, Chandigarh, a shelter supporting over 2500 children battling cancer, the firm crafted a day of laughter, imagination, and art therapy. Children sculpted clay toys, painted vibrant lanterns and enjoyed a mesmerizing magic and puppet show. The initiative was designed not just to entertain but to provide therapeutic relief, proving that healing extends beyond medicine. In addition to the entertainment, the company provided 150+ art supply kits, 100 wellness kits, and 50 handmade toys to support the children’s emotional well-being.

    Sustainability and Green Initiatives

    Hola Prime’s commitment to positive change goes beyond social initiatives. As part of its sustainability efforts, the company also spearheaded a tree plantation drive alongside the students of Tarauli School, planting over 300 trees to promote environmental consciousness from a young age. By integrating green initiatives into its outreach programs, the firm is ensuring that its impact is not only social but also ecological.

    A Business Model Rooted in Social Good

    By going beyond traditional CSR and embedding compassion into its business ethos, Hola Prime is redefining what it means to be a responsible corporation. Whether funding traders or funding futures, the company continues to invest in meaningful change. In a fast-paced financial world, it serves as a reminder that the most valuable returns are the lives we touch.

    Social Links

    Facebook: https://www.facebook.com/profile.php?id=61565158992654&sk=about_contact_and_basic_info

    Instagram: https://www.instagram.com/holaprime_global/

    YouTube: https://www.youtube.com/channel/UCtVEJa1Ml132Be7tnk-DjeQ

    LinkedIn: https://www.linkedin.com/company/hola-prime/?viewAsMember=true

    X: https://x.com/HolaPrimeGlobal

    Discord: https://discord.gg/TJ7TcHPXBf

    Quora: https://www.quora.com/profile/HolaPrime/

    Reddit: https://www.reddit.com/user/HolaPrime/

    Medium: https://medium.com/@social_46267

    Media Contact

    Company: Hola Prime

    Contact: Media Team

    Email: marketing@holaprime.com

    Website: https://holaprime.com/

    The MIL Network

  • MIL-OSI: TSplus Headquarters Meeting in Paris Sets the Stage for a Promising 2025

    Source: GlobeNewswire (MIL-OSI)

    PARIS, Feb. 07, 2025 (GLOBE NEWSWIRE) — Last week, the TSplus headquarters team convened in Paris for a pivotal two-day meeting to reflect on the successes of 2024 and outline strategic objectives for 2025. The gathering brought together key members of the global TSplus network and featured insightful discussions on the company’s future growth and innovations.

    TSplus Welcomes New Talent and Celebrates Achievements

    The meeting opened with a warm welcome to new recruits who will play essential roles in advancing TSplus’s global initiatives. Adrien Philippe now leads the worldwide pre-sales team, joined by Michael and Waddi. In China, three new hires—Neo (Sales Development), Chen (Marketing), and Yi (Communications Liaison from France)—have been onboarded to strengthen operations and communication between Shanghai and the headquarters.

    Henri Marlin, COO, shared exciting news as TSplus achieved a significant milestone: for the first time in its history, the company’s turnover has surpassed $10 million. This impressive growth reflects TSplus’s commitment to innovation, customer-centric strategies, and global market expansion.

    Strategic Focus Areas for TSplus in 2025

    Dominique laid out TSplus’ roadmap towards 2030, emphasizing the need for robust reseller networks, innovative products, effective sales strategies, and strong partnerships. He identified six strategic pillars for 2025:

    • Video Production: Enhanced marketing strategies leveraging multimedia content.
    • Expansion in China and the USA: With new hires and development initiatives.
    • Prospection Database: Supporting localized market exploration.
    • Remote Connect Release: Simplified remote support for individual users.
    • RDS-Tools: Continued development and integration.
    • AI Tools: Leveraging artificial intelligence to drive innovation.

    TSplus Technical Developments and Product Innovation

    TSplus’ product development team focused in 2024 on enhancing its flagship solutions, Remote Support and Advanced Security, prioritizing user experience and cross-platform compatibility. For 2025, ambitious plans are in place, including:

    • Further enhancements to the Remote Support Android app and the development of an iOS version.
    • Introduction of unattended access features and extended compatibility with a wide range of mobile devices.
    • Major updates to Remote Access, improving session launch times, enhancing the web application portal, and making it a true corporate platform.
    • Advanced Security improvements focusing on streamlined configuration synchronization and stronger ransomware protection.
    • Release of Server Monitoring version 6, introducing SMS alerts, TLS server monitoring, and data security enhancements.

    Additionally, a complete overhaul of the License Portal will optimize user experience and integrate the SaaS model for all TSplus products, facilitating seamless subscription-based services.

    Marketing and Branding Initiatives to Increase TSplus Notoriety

    David Bismuth, executing video production efforts, aims to create engaging, AI-driven multilingual videos to bolster the company’s social media strategy. These efforts will complement ongoing SEO optimization and content creation initiatives, which drove impressive web traffic growth in 2024.

    TSplus will continue expanding its presence on key platforms, including LinkedIn, Facebook, and potentially Reddit, to increase brand awareness and engagement. The development of a case studies portfolio, leveraging customer insights, is also underway to highlight success stories.

    Insights and Keys to Shine in Remote Access Market in 2025

    A highlight of the event was the keynote speech by Xavier Fontanet, former CEO of Essilor and a renowned business strategist. He shared invaluable advice on thriving as a smaller player in markets dominated by giants like Citrix and Microsoft. Fontanet’s “small fish” strategy emphasized the advantages of specialization and gradual market expansion through niche targeting.

    Looking ahead, TSplus is excited to host its next international meeting in Bali in April 2025. With a clear roadmap, a motivated team, and ambitious goals, TSplus continues its mission to provide innovative, reliable solutions for remote access and cybersecurity.

    TSplus invites IT resellers and professionals to join the TSplus Partner program: https://tsplus.net/partner-program/.

    About TSplus

    TSplus is a global provider of remote access, cybersecurity, and managed services solutions. With a commitment to innovation and customer-centric strategies, TSplus empowers businesses of all sizes to achieve secure and efficient remote operations.

    Media Contact:

    Caleb Zaharris

    Marketing Director,

    Email: caleb.zaharris@tsplus.net

    Photos accompanying this announcement are available at: 

    https://www.globenewswire.com/NewsRoom/AttachmentNg/07579445-2084-422a-b176-e498086e2857

    https://www.globenewswire.com/NewsRoom/AttachmentNg/91a278f2-19d8-4452-b2ee-878337549595

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    Q4 & FY 2024 Earnings Conference Call

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

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

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

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

    Upcoming Investor Conferences

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

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

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

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

    About Arq

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

    Source: Arq, Inc.

    Investor Contact:

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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

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

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

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

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

    Transaction Details

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

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

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

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

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

    About iAnthus

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

    About Sonoran Roots

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

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

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

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

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

    The MIL Network

  • MIL-OSI: MREL and MDIV Earn FundGrade A+® Ratings For 2024

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, Feb. 07, 2025 (GLOBE NEWSWIRE) — Middlefield is pleased to announce that two of its core ETFs—Middlefield Real Estate Dividend ETF (MREL) and Middlefield Sustainable Global Dividend ETF (MDIV)—have been awarded the Fundata FundGrade A+® rating for 2024. This prestigious distinction is given to Canadian investment funds that have consistently delivered the best risk-adjusted returns over an entire calendar year.

    “Receiving the FundGrade A+® award for both MREL and MDIV reflects our disciplined investment approach and commitment to delivering consistent, risk-adjusted returns for our investors,” said Dean Orrico, President and CEO of Middlefield. “Real estate and dividend-focused equities help create more resilient portfolios by providing reliable income streams, managing risk, and enhancing stability. In light of the current uncertain market backdrop, we believe these strategies are excellent diversifiers for investor portfolios, and we look forward to building on this success in 2025.”

    About the Award-Winning Funds

    Middlefield Real Estate Dividend ETF (MREL)
    MREL is designed to provide investors with stable monthly income and long-term capital appreciation by investing in a diversified portfolio of high-quality global real estate companies. Since its launch in 2011, the fund has taken an actively managed approach, leveraging the expertise of Middlefield’s investment team to identify leading real estate businesses with growing cash flows and increasing dividends. For the second consecutive year, MREL has earned the FundGrade A+® rating, reinforcing its consistent performance and ability to navigate various market cycles.

    Middlefield Sustainable Global Dividend ETF (MDIV)
    MDIV is a high-conviction portfolio of global companies diversified across geographies and industries, with a focus on businesses that pay and grow dividends. Since its inception in 2013, the fund has prioritized large capitalization, high quality companies with durable business models and a strong track record of earnings growth.

    Additionally, Middlefield’s flagship North American fund, Income Plus Class, finished 2024 with a Fundata FundGrade A® rating, which is awarded to funds that substantially outperform their peers, ranking in the top 10% of their category.

    Learn more about MREL
    Learn more about MDIV
    Learn more about Income Plus

    For any questions or media requests, please contact Cassandra Coleman at ccoleman@middlefield.com.

    Founded in 1979, Middlefield is a Toronto-based asset manager specializing in innovative investment solutions. Over the past 45 years, we have developed a disciplined investment process across six core equity income mandates: Real Estate, Healthcare, Innovation, Infrastructure, Energy, and Diversified Income. We focus on high-quality companies with strong cash flow and dividend growth potential.

    Our investment solutions include award-winning ETFs and Mutual Funds, designed to meet the needs of advisors, institutional investors, and individual investors. Backed by a dedicated team, we strive to deliver superior returns through expertise and disciplined portfolio management.

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

    Performance for Funds: Middlefield Real Estate Dividend ETF (MREL) won the 2024 FundGrade A+® in the Real Estate Equity Category, out of 29 funds. The FundGrade A+® performance start date was 12/31/2014 and the FundGrade A+® performance end date was 12/31/2024. Performance for the fund for the period ended December 31, 2024 is as follows: 7.0% (1 year), -3.4% (3 years), 3.4% (5 years), 6.3% (10 years) and since inception 7.2% (since inception – April 20, 2011). Middlefield Sustainable Global Dividend ETF (MDIV) won the 2024 FundGrade A+® in the Global Dividend & Income Equity Category, out of 39 funds. The FundGrade A+® performance start date was 12/31/2014 and the FundGrade A+® performance end date was 12/31/2024. Performance for the fund for the period ended December 31, 2024 is as follows: 43.7% (1 year), 13.1% (3 years), 14.0% (5 years), 11.8% (10 years) and since inception 12.6% (since inception – March 22, 2013). 

    Disclaimer: Please consult your advisor and read the prospectus document before investing. There may be commissions, trailing commissions, management fees and expenses associated with ETF investments. The indicated rates of return are the historical annual compounded total returns including changes in unit value and reinvestment of all distributions and does not take into account sales, redemption, distribution or optional charges or income taxes payable by any securityholder that would have reduced returns. ETFs are not guaranteed, their values change frequently and past performance may not be repeated.

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

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

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

    The LMM Revolution: Decoding the Neural Alphabet

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

    Personalized Gestures for a Natural User Experience

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

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

    The Future of AI and XR: Powered by Neural Gestures

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

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

    About Wearable Devices Ltd.

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

    Forward-Looking Statement Disclaimer

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

    Investor Relations Contact

    Michal Efraty
    IR@wearabledevices.co.il

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

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

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

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

    February 6th

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

    About Virtual Investor Conferences®

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

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

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

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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    Fiscal Fourth Quarter 2024 and Recent Operational Highlights

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

    About Byrna Technologies Inc.
    Byrna is a technology company specializing in the development, manufacture, and sale of innovative less-lethal personal security solutions. For more information on the Company, please visit the corporate website here or the Company’s investor relations site here. The Company is the manufacturer of the Byrna® SD personal security device, a state-of-the-art handheld CO2 powered launcher designed to provide a less-lethal alternative to a firearm for the consumer, private security, and law enforcement markets. To purchase Byrna products, visit the Company’s e-commerce store.

    Forward-Looking Statements
    This news release contains “forward-looking statements” within the meaning of the securities laws. All statements contained in this news release, other than statements of current and historical fact, are forward-looking. Often, but not always, forward-looking statements can be identified by the use of words such as “plans,” “expects,” “intends,” “anticipates,” and “believes” and statements that certain actions, events or results “may,” “could,” “would,” “should,” “might,” “occur,” or “be achieved,” or “will be taken.” Forward-looking statements include descriptions of currently occurring matters which may continue in the future. Forward-looking statements in this news release include but are not limited to our statements related to our expected sales during 2025, our ability to scale production lines, Byrna’s ability to remain self-sustaining, profitable and cash flow positive, Byrna’s ability to open new retail locations and realize revenue growth from them, the expected scale, timing and benefits of Byrna’s store-within-a-store partnership with Sportsman’s Warehouse, the benefits and continued success of Byrna’s celebrity endorser strategy, Byrna’s ability to re-shore production and cease purchasing parts from China on the anticipated timeline, the expected benefits of re-shoring production, the anticipated growth and potential size of the U.S. less-lethal market, and Byrna’s positioning for sustained growth in 2025 and 2026. Forward-looking statements are not, and cannot be, a guarantee of future results or events. Forward-looking statements are based on, among other things, opinions, assumptions, estimates, and analyses that, while considered reasonable by the Company at the date the forward-looking information is provided, inherently are subject to significant risks, uncertainties, contingencies, and other factors that may cause actual results and events to be materially different from those expressed or implied.

    Any number of risk factors could affect our actual results and cause them to differ materially from those expressed or implied by the forward-looking statements in this news release, including, but not limited to, disappointing market responses to current or future products or services; prolonged, new, or exacerbated disruption of our supply chain; the further or prolonged disruption of new product development; production or distribution disruption or delays in entry or penetration of sales channels due to inventory constraints, competitive factors, increased transportation costs or interruptions, including due to weather, flooding or fires; prototype, parts and material shortages, particularly of parts sourced from limited or sole source providers; determinations by third party controlled distribution channels, including Amazon, not to carry or reduce inventory of the Company’s products; determinations by advertisers or social media platforms, or legislation that prevents or limits marketing of some or all Byrna products; the loss of marketing partners; increases in marketing expenditure may not yield expected revenue increases; potential cancellations of existing or future orders including as a result of any fulfillment delays, introduction of competing products, negative publicity, or other factors; product design or manufacturing defects or recalls; litigation, enforcement proceedings or other regulatory or legal developments; changes in consumer or political sentiment affecting product demand; regulatory factors including the impact of commerce and trade laws and regulations; and future restrictions on the Company’s cash resources, increased costs and other events that could potentially reduce demand for the Company’s products or result in order cancellations. The order in which these factors appear should not be construed to indicate their relative importance or priority. We caution that these factors may not be exhaustive; accordingly, any forward-looking statements contained herein should not be relied upon as a prediction of actual results. Investors should carefully consider these and other relevant factors, including those risk factors in Part I, Item 1A, (“Risk Factors”) in the Company’s most recent Form 10-K and Part II, Item 1A (“Risk Factors”) in the Company’s most recent Form 10-Q, should understand it is impossible to predict or identify all such factors or risks, should not consider the foregoing list, or the risks identified in the Company’s SEC filings, to be a complete discussion of all potential risks or uncertainties, and should not place undue reliance on forward-looking information. The Company assumes no obligation to update or revise any forward-looking information, except as required by applicable law.

    Investor Contact:
    Tom Colton and Alec Wilson
    Gateway Group, Inc.
    949-574-3860
    BYRN@gateway-grp.com

    -Financial Tables to Follow-

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

    Non-GAAP Financial Measures

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

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

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

    Adjusted EBITDA

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

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

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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    Customer negotiations for GAC contracts progressing well

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

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

    GAC Production and Ramp-Up Timeline

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

    GAC Customer Engagement & Contract Update

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

    Capital Expenditures & Cost Management

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

    Commencement of Legal Proceedings

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

    Q4 & FY 2024 Earnings Conference Call

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

    Forward Looking Statements

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

    About Arq

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

    Source: Arq, Inc.

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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

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

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

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

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

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

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

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

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

    Contact
    CLEAR
    media@clearme.com

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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    2024 Results

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

    Efficient Growth Initiatives

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

    2025 Outlook

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

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

    Plains All American Pipeline

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

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

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

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

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

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

    Plains GP Holdings

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

    Conference Call and Webcast Instructions

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

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

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

    Non-GAAP Financial Measures and Selected Items Impacting Comparability

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

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

    Non-GAAP Financial Performance Measures

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

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

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

    Non-GAAP Financial Liquidity Measures

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

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

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

    DEBT CAPITALIZATION RATIOS
    (in millions)

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

    CAPITAL EXPENDITURES
    (in millions)

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

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

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

    Forward-Looking Statements

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

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

    About Plains:

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

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

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

    Contacts:

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

    The MIL Network

  • MIL-OSI: Danske Mortgage Bank Plc: Annual Report 2024 and Auditor’s report 2024

    Source: GlobeNewswire (MIL-OSI)

    Attached Danske Mortgage Bank Plc’s Annual Report 2024 and Auditor’s Report 2024.

    The Annual Report is reported in pdf and also in accordance with the European Single Electronic Format (ESEF) reporting requirements in Extensible Hypertext Markup Language (XHTML). Independent Auditor’s reasonable assurance report has been given in Finnish of the XHTML report.

    Annual Report and Auditor’s Report can be found from the company’s webpages https://danskebank.com/investor-relations/debt/danske-mortgage-bank

    Danske Mortgage Bank Plc

    Contact: Janne Lassila, CEO, Danske Mortgage Bank Plc, tel. +358 (0) 40 515 8911

    Attachments

    The MIL Network

  • MIL-OSI: Fourth Star Launches Immersive Media Streaming Platform

    Source: GlobeNewswire (MIL-OSI)

    San Francisco, CA , Feb. 07, 2025 (GLOBE NEWSWIRE) — Fourth Star, the cutting-edge virtual reality immersive media streaming platform, is officially available to the public. This innovative platform transforms traditional entertainment by enabling users to seamlessly watch standard 2D, 180 and 360 immersive media content and movies. Fourth Star redefines how audiences engage with immersive storytelling, offering an unparalleled first-person centric perspective on entertainment.

    “Fourth Star is more than just a platform – it’s a revolution in entertainment,” said Greg Simon, Co-Founder & CEO of Fourth Star. “We’ve created an immersive experience where users can not only consume content but also actively participate in it. Our vision is to transform how people experience media content and movies in a way that has never been done before.”

    A New Era of Interactive Entertainment
    The largest immersive media streaming platform available on Sidequest, users can explore nearly forty unique environments, interact with AI-driven crew, and experience entertainment in an entirely new way. Whether socializing in the Café, customizing avatars in private Apartments or Ships, or stepping directly into a movie’s storyline, Fourth Star offers a groundbreaking approach to digital engagement.

    “The combination of VR, AI, and blockchain in Fourth Star sets a new standard for immersive entertainment,” said Craig Wiltshire, CTO of Fourth Star.”Our vision is to seamlessly integrate all three technologies into the user experience. We are redefining the entertainment experience from passive observation to active creation.”

    Built for Content Partners
    Fourth Star is a self-serve platform designed for content partners of all sizes, from individual creators to blockbuster studios. Content partners can set up an account, create content channels, and begin monetizing their work immediately. No integration is required, allowing for seamless onboarding and instant access to a global audience. The Creator Portal empowers partners to distribute and profit from their immersive media with ease, making Fourth Star a truly open and accessible metaverse for digital entertainment.

    Key Features of Fourth Star

    • VR Streaming Platform – Users can access nearly forty environments and own their own luxury apartments and ships all equipped with an immersive media streaming entertainment hub. 
    • Social & Customization – Connect with others in dynamic social hubs, personalize your avatar, and invite your friends to your own luxury apartment and ship. 
    • Player Portal – Users can access the web-based marketplace to explore content, invite friends, 
    • Creator Portal – Set up an account, create content channels, and begin monetizing your work immediately. No integration is required, allowing for seamless onboarding and instant access to a global audience.
    • Blockchain Integration – The FSTR token, built on the Polygon blockchain, powers the ecosystem, providing secure transactions and exclusive rewards.
    • AI-Powered Companions – Coming soon

    FSTR: The Utility Token Powering Fourth Star
    FSTR serves as the primary ecosystem currency within the Fourth Star platform, enabling users to purchase Apartments, Ships, AI Companions, and exclusive content. Token holders benefit from:

    • VIP Access – Exclusive events, early screenings, and red carpet experiences.
    • Discounts – 25% savings on in-app purchases (IAPs) and entertainment content.

    FSTR can be purchased today to unlock the above benefits and more at the Probit Global Exchange using this link: https://tinyurl.com/35jbbcxb

    A New Paradigm in Entertainment
    Fourth Star is designed to deliver the future of entertainment through merging cinematic storytelling with interactive gaming, offering:

    • A seamless transition from passive to interactive experiences.
    • A thriving community for players, creators, and investors.
    • Advanced AI integration for interactive AI characters.
    • Don’t just watch the star in the movie, become the star. 

    Availability and Access
    Fourth Star is now live and available for users worldwide on Sidequest. Whether you’re an explorer, content creator large to small, storyteller, or entertainment enthusiast, Fourth Star provides an immersive space to experience digital entertainment like never before.

    About Fourth Star
    Fourth Star was established in 2022 with platform design and environmental modeling. In 2023, focus turned to closed alpha and beta testing, alongside workshops with content creators. By Q1 2024, we launched the open beta, gathering feedback and introducing creators. In Q2 2024, we launched the FSTR, sold ships and apartments, and developed our creator and partner reward systems. In 2025, we’ll be launching ‘Genevieve’, an AI-powered comprehensive marketing system, advanced AI tools enabling the generation of immersive content and interactive storylines, AI companions, a creator reward system introducing virtual asset rentals, and interactive gamified blockbuster films.

    Join Fourth Star
    Ready to explore the next frontier of entertainment? 

    Website: https://www.fourthstar.com/
    Telegram: https://t.me/fourthstarhq
    X/Twitter: https://x.com/fourthstarhq
    Youtube: https://youtube.com/@fourthstarmetaverse?si=-9iy08EVubLrzFp1

    Media Contact:
    Greg Simon
    CEO and Co-Founder
    greg@fourthstar.com
    XVerse Inc. (DBA Fourth Star)

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

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

    About SPS Commerce

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

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

    Forward-Looking Statements

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

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

    SPS-F

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

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

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

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

    To learn more, visit www.xtractone.com.

    About Xtract One
    Xtract One Technologies is a leading technology-driven provider of threat detection and security solutions leveraging AI to deliver seamless and secure experiences. The Company makes unobtrusive weapons and threat detection systems that enable facility operators to prioritize and deliver improved “Walk-right-In” experiences while providing unprecedented safety. Xtract One’s innovative portfolio of AI-powered Gateway solutions excels at allowing facilities to discreetly screen and identify weapons and other threats at points of entry and exit without disrupting the flow of traffic. With solutions built to serve the unique market needs for schools, hospitals, arenas, stadiums, manufacturing, distribution, and other customers, Xtract One is recognized as a market leader delivering the highest security in combination with the best individual experience. For more information, visit www.xtractone.com or connect on Facebook, X, and LinkedIn.

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

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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    Sampo plc: Managers’ Transactions (Thorsrud)

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

    ____________________________________________

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

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

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

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

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

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

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

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

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

    SAMPO PLC

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

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

    The MIL Network

  • MIL-OSI: Auction result of Treasury Bonds – RIKB 27 0415 – RIKB 42 0217

    Source: GlobeNewswire (MIL-OSI)

    Series  RIKB 27 0415 RIKB 42 0217
    Settlement Date  02/12/2025 02/12/2025
    Total Amount Allocated (MM)  6,736 3,995
    All Bids Awarded At (Price / Yield)  100.650 / 7.640 79.650 / 6.510
    Total Number of Bids Received  31 18
    Total Amount of All Bids Received (MM)  8,486 4,795
    Total Number of Successful Bids  26 14
    Number of Bids Allocated in Full  26 14
    Lowest Price / Highest Yield Allocated  100.650 / 7.640 79.650 / 6.510
    Highest Price / Lowest Yield Allocated  100.830 / 7.550 80.000 / 6.470
    Lowest Price / Highest Yield Allocated in Full  100.650 / 7.640 79.650 / 6.510
    Weighted Average of Successful Bids (Price/Yield)  100.742 / 7.590 79.811 / 6.500
    Best Bid (Price / Yield)  100.830 / 7.550 80.000 / 6.470
    Worst Bid (Price / Yield)  100.550 / 7.690 79.200 / 6.570
    Weighted Average of All Bids Received (Price / Yield)  100.716 / 7.610 79.758 / 6.500
    Percentage Partial Allocation (Approximate)  100.00 % 100.00 %
    Bid to Cover Ratio  1.26 1.20

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

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

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

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

    About Hyperscale Data, Inc.

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

    Forward-Looking Statements

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

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

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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

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

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

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

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

    About Prairie

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

    For more information, visit www.prairieopco.com.

    Forward-Looking Statements

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

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

    The MIL Network

  • MIL-OSI: Man Group PLC : Form 8.3 – American Axle and Manufacturing Holdings Inc

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

    PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
    A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
    Rule 8.3 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)   Full name of discloser: Man Group PLC
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
     
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree
    American Axle & Manufacturing Holdings, Inc.
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:  
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure
    06/02/2025
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”
    YES
    Offeree: Dowlais Group plc

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

    If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

    (a)      Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

    Class of relevant security: USD 0.01 common
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 93,090.00 0.08    
    (2)   Cash-settled derivatives: 155,905.00 0.13 96,508.00 0.08
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        

            TOTAL:

    248,995.00 0.21 96,508.00 0.08

    All interests and all short positions should be disclosed.

    Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

    (b)      Rights to subscribe for new securities (including directors’ and other employee options)

    Class of relevant security in relation to which subscription right exists:  
    Details, including nature of the rights concerned and relevant percentages:  

    3.        DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

    The currency of all prices and other monetary amounts should be stated.

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    USD 0.01 common Purchase 956 5.118 USD

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD
    Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position
    Number of reference securities Price per unit
    USD 0.01 common Equity Swap Increasing a long position 796 5.118 USD
    USD 0.01 common Equity Swap Increasing a long position 41,545 5.118 USD

    (c)        Stock-settled derivative transactions (including options)

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.
    Expiry date Option money paid/ received per unit

    (ii)        Exercise

    Class of relevant security Product description
    e.g. call option
    Exercising/ exercised against Number of securities Exercise price per unit

    (d)        Other dealings (including subscribing for new securities)

    Class of relevant security Nature of dealing
    e.g. subscription, conversion
    Details Price per unit (if applicable)

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

    Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
    Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

    None

    (b)        Agreements, arrangements or understandings relating to options or derivatives

    Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
    (i)   the voting rights of any relevant securities under any option; or
    (ii)   the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”

    None

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 07/02/2025
    Contact name: Mackenzie Terry
    Telephone number: +442071441555

    Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

    The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

    The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

    The MIL Network

  • MIL-OSI: Global Consumer Products Leader Selects Kneat to Digitize Validation

    Source: GlobeNewswire (MIL-OSI)

    LIMERICK, Ireland, Feb. 07, 2025 (GLOBE NEWSWIRE) — kneat.com, inc. (TSX: KSI) (OTCQX: KSIOF), a leader in digitizing and automating validation and quality processes, is pleased to announce that a multinational consumer food and drink producer (“the Company”) has signed a three-year Master Services Agreement (“MSA”) with Kneat to digitize its validation processes.

    Headquartered in Europe and operating manufacturing facilities globally, the Company will initially use Kneat for Equipment and Computer System Validation within a specialized health sciences division with over 5,000 employees.  The MSA allows the company to scale Kneat to all its affiliate companies and business divisions.

    “Today’s announcement highlights that life science applications for Kneat can be found outside traditional life sciences companies, as we bring another consumer products leader into the Kneat community. We are proud to be a part of this Company’s world-class quality effort supporting their pursuit of health, wellness, and nutrition for people around the world.”

    – Eddie Ryan, Chief Executive Officer of Kneat

    The number of consumer goods companies relying on Kneat has grown over the past several years, as certain products in their portfolios are subject to validation regulatory requirements. Digitizing these processes helps these companies mitigate risk and protect the brands they have been building for years, and positions Kneat to continue adding value to their efforts over the years ahead.

    About Kneat

    Kneat Solutions provides leading companies in highly regulated industries with unparalleled efficiency in validation and compliance through its digital validation platform Kneat Gx. As an industry leader in customer satisfaction, Kneat boasts an excellent record for implementation, powered by our user-friendly design, expert support, and on-demand training academy. Kneat Gx is an industry-leading digital validation platform that enables highly regulated companies to manage any validation discipline from end-to-end. Kneat Gx is fully ISO 9001 and ISO 27001 certified, fully validated, and 21 CFR Part 11/Annex 11 compliant. Multiple independent customer studies show up to 40% reduction in documentation cycle times, up to 20% faster speed to market, and a higher compliance standard.

    Cautionary and Forward-Looking Statements

    Except for the statements of historical fact contained herein, certain information presented constitutes “forward-looking information” within the meaning of applicable Canadian securities laws. Such forward-looking information includes, but is not limited to, the relationship between Kneat and the customer, Kneat’s business development activities, the use and implementation timelines of Kneat’s software within the customer’s validation processes, the ability and intent of the customer to scale the use of Kneat’s software within the customer’s organization, and the compliance of Kneat’s platform under regulatory audit and inspection. While such forward-looking statements are expressed by Kneat, as stated in this release, in good faith and believed by Kneat to have a reasonable basis, they are subject to important risks and uncertainties. As a result of these risks and uncertainties, the events predicted in these forward-looking statements may differ materially from actual results or events. These forward-looking statements are not guarantees of future performance, given that they involve risks and uncertainties.

    Kneat does not undertake any obligation to release publicly revisions to any forward-looking statement, except as may be required under applicable securities laws. Investors should not assume that any lack of update to a previously issued forward-looking statement constitutes a reaffirmation of that statement. Continued reliance on forward-looking statements is at an investor’s own risk.

    For further information:

    Katie Keita, Kneat Investor Relations
    P: + 1 902-450-2660
    E: investors@kneat.com

    The MIL Network

  • MIL-OSI: Levels Protocol Launches Solana’s First-Ever Changing Token

    Source: GlobeNewswire (MIL-OSI)

    DUBAI, United Arab Emirates, Feb. 07, 2025 (GLOBE NEWSWIRE) — By introducing the first token that changes in real-time as its market capitalisation increases, Levels Protocol is revolutionising cryptocurrency in the Solana Ecosystem. In contrast to conventional digital assets, level tokens automatically update their names, symbols, and metadata on-chain to reflect significant events and promote an engaging, dynamic trading environment.

    A Token That Grows Alongside Its Community

    Levels Protocol, based on Solana’s fast blockchain, allows tokens to change without requiring manual modification. With each price milestone being a collective accomplishment for token holders, this innovation produces an exciting investment experience.

    Users can create changing tokens with the Levels Launchpad dApp, transforming market momentum into a gamified experience where progress is rewarded at every round.

    How It Works:

    * $0.0001: Token name = “levels”
    * $0.001: Token name = “levelsss”
    * $0.01: Token name = “levelssssss”
    * $0.1: Token name = “levelssssssssss”
    * $1: Token name = “levelssssssssssssssss”

    An Ecosystem Driven by the Community

    The foundation of Levels Protocol is an incentive-driven framework intended to encourage participation and long-term viability.

    Promoting Intense Engagement

    Every $500 invested earns traders points, which they can use to obtain $LEVELS airdrops and guarantee leaderboard rankings.

    Developers vie for rewards ranging from $30,000 to $50,000+, which spurs ongoing innovation.

    Platform fees are distributed to stakers, guaranteeing long-term value and usefulness.

    A Well-Timed Launch for Long-Term Effects

    In order to sustain community participation and enthusiasm, Levels Protocol uses a staggered release strategy, providing new utilities gradually rather than launching with all features at once.

    Transforming the Cryptocurrency Trading Industry

    Levels Protocol provides a distinctive take on tokenomics by fusing gamification, decentralised technology, and community cooperation. With each milestone reflecting collective progress, its dynamic structure turns static digital assets into community-driven, dynamic entities.

    MEDIA DETAILS:
    Website: https://levelsprotocol.dev
    Person Name: Azul Yager
    Webmail: Azulyager@levelsprotocol.dev
    Location: Sheikh Mohammed Bin Rashed Boulevard, Downtown Dubai, PO Box 111969, Dubai, United Arab Emirates.

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

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/cd15edb4-2a68-4b03-9cb1-e0d1525cc748

    The MIL Network

  • MIL-OSI: The GraniteShares YieldBoost TSLA ETF (TSYY) Yielded an Annualized Distribution of Approximately 35% Generating a 7.9% Total Return. TSYY Went Ex-Dividend on January 24, 2025

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Feb. 07, 2025 (GLOBE NEWSWIRE) — YieldBOOST is an innovative strategy that aims to combine high income potential by selling options on leveraged ETFs which generally command a higher premium than options on stocks, while focusing on NAV preservation by writing options which have a lower chance of being exercised (“out of the money” options). GraniteShares believes that this holistic approach is an improvement over existing option income strategies mainly known as “covered call” strategies.

    The fact that TSYY was able to generate a positive total return over the same period the TSLA stock price was significantly down, illustrates the robustness of the YieldBOOST approach developed by GraniteShares.

    The main problem with covered call strategies is that they prioritize income or yield over total return. With a covered call, the options seller typically sells “at the money” which enables the seller to generate the maximum amount of premium at the point of sale. An option is considered at-the-money when the strike price is very close to the current market price of the underlying asset.

    This approach encompasses the problem that the option has a much higher chance of being exercised if the value of the underlying asset goes up, hence capping the upside. If the underlying asset falls in value, the strategy is fully exposed to the downside. The main design flaw with covered call strategies can be a nice yield but poor total return and therefore a poor investment long term.

    TSYY is the first ETF in GraniteShares’ YieldBOOST lineup, and additional YieldBOOST products are expected to come to market over the coming months. The fund’s primary investment objective is to seek current income. The fund’s secondary investment objective is to seek exposure to the performance of one or more exchange-traded funds whose shares trade on a U.S.-regulated securities exchange and that seek daily leverage investment results of 2 times (200%) the daily percentage of the common stock of Tesla Inc. (NASDAQ: TSLA) (the “Underlying Stock”) subject to a limit on potential investment gains.

    About GraniteShares:

    GraniteShares is an award-winning global investment firm dedicated to creating and managing ETFs. Headquartered in New York City, GraniteShares provides products on U.S., U.K, German, French & Italian stock exchanges. The firm is a market leader in leveraged single-stock ETFs and provides innovative, cutting-edge investment solutions for the high conviction investor.

    Founded in 2016, GraniteShares is an ETF provider focused on providing innovative, cutting-edge alternative investment solutions. Its U.S. ETF offerings include a broad-based commodity index fund, physically backed gold and platinum funds and a high-income pass-through securities index fund.

    GraniteShares also offers a suite of leveraged single stock ETFs, including those targeting NVIDIA, Coinbase and Tesla. The company has $8.9 billion in assets under management as of January 24, 2025.

    For complete information about the GraniteShares YieldBOOST TSLA ETF (TSYY), please visit:
    https://graniteshares.com/institutional/us/en-us/

    Link to Prospectus: https://graniteshares.com/institutional/us/en-us/etfs/tsyy/

    Media Contact:

    GraniteShares Inc.
    William Rhind
    222 Broadway, 21 Floor,
    New York, NY, 10038
    844-476-8747
    info@graniteshares.com

    Disclaimer 

    IMPORTANT INFORMATION 

    This material must be preceded or accompanied by a Prospectus. Carefully consider the Fund’s investment objectives, risk factors, charges and expenses before investing. Please read the prospectus before investing.

    Shares are bought and sold at market price (not NAV) and are not individually redeemed from the ETF. There can be no guarantee that an active trading market for ETF shares will develop or be maintained, or that their listing will continue or remain unchanged. Buying or selling ETF shares on an exchange may require the payment of brokerage commissions and frequent trading may incur brokerage costs that detract significantly from investment returns. 

    An investment in the Fund involves risk, including the possible loss of principal. The Fund is non-diversified and includes risks associated with the Fund concentrating its investments in a particular industry, sector, or geographic region which can result in increased volatility. The use of derivatives such as option contracts and swaps are subject to market risks that may cause their price to fluctuate over time. Risks of the Fund include Risk of the Underlying ETF, Derivatives Risk, Affiliate Fund Risk, Counterparty Risk, Price Participation Risk, Distribution Risk, NAV Erosion Risk, Put Writing Strategy Risk, Option Market Liquidity Risk. These and other risks can be found in the prospectus.

    This information is not an offer to sell or a solicitation of an offer to buy shares of any Funds to any person in any jurisdiction in which an offer, solicitation, purchase or sale would be unlawful under the securities laws of such jurisdiction. Please consult your tax advisor about the tax consequences of an investment in Fund shares, including the possible application of foreign, state, and local tax laws. You could lose money by investing in the ETFs. There can be no assurance that the investment objective of the Funds will be achieved. None of the Funds should be relied upon as a complete investment program.

    Photos accompanying this announcement are available at

    https://www.globenewswire.com/NewsRoom/AttachmentNg/b9c2ffd3-df2f-498d-847a-56a103777b2d

    https://www.globenewswire.com/NewsRoom/AttachmentNg/bb08dd54-2840-4d31-8d6a-762d522d31b3

    The MIL Network

  • MIL-OSI: Global Net Lease Announces Release Date for Fourth Quarter and Full Year 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Feb. 07, 2025 (GLOBE NEWSWIRE) — Global Net Lease, Inc. (NYSE: GNL) (“GNL” or the “Company”) announced today that it will release its financial results for the fourth quarter and year ended December 31, 2024 on Thursday, February 27, 2025 after the close of trading on the New York Stock Exchange.

    The Company will host a conference call and audio webcast on Friday, February 28, 2025, beginning at 11:00 a.m. ET, to discuss the fourth quarter and full year results and provide commentary on business performance. The results will be released before the call which will be conducted by GNL’s management team. A question-and-answer session will follow the prepared remarks.

    Dial-in instructions for the conference call and the replay are outlined below. This conference call will also be broadcast live over the Internet and can be accessed by all interested parties through the GNL website, www.globalnetlease.com, in the “Investor Relations” section. To listen to the live call, please go to the “Investor Relations” section of the Company’s website at least 15 minutes prior to the start of the call to register and download any necessary audio software. For those who are not able to listen to the live broadcast, a replay will be available shortly after the call on the GNL website.

    Conference Call Details

    Live Call
    Dial-In (Toll Free): 1-877-407-0792
    International Dial-In: 1-201-689-8263

    Conference Replay*
    Domestic Dial-In (Toll Free): 1-844-512-2921
    International Dial-In: 1-412-317-6671
    Conference Replay Number: 13750621

    *Available from 2:00 p.m. ET on February 28, 2025 through May 28, 2025.

    About Global Net Lease, Inc.

    Global Net Lease, Inc. is a publicly traded real estate investment trust listed on the NYSE, which focuses on acquiring and managing a global portfolio of income producing net lease assets across the United States, and Western and Northern Europe. Additional information about GNL can be found on its website at www.globalnetlease.com.

    Important Notice

    The statements in this press release that are not historical facts may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties that could cause the outcome to be materially different. The words such as “may,” “will,” “seeks,” “anticipates,” “believes,” “expects,” “estimates,” “projects,” “potential,” “predicts,” “plans,” “intends,” “would,” “could,” “should” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are subject to a number of risks, uncertainties and other factors, many of which are outside of the Company’s control, which could cause actual results to differ materially from the results contemplated by the forward-looking statements. These risks and uncertainties include the risks associated with realization of the anticipated benefits of the merger with The Necessity Retail REIT, Inc. and the internalization of the Company’s property management and advisory functions; that any potential future acquisition or disposition by the Company is subject to market conditions and capital availability and may not be identified or completed on favorable terms, or at all. Some of the risks and uncertainties, although not all risks and uncertainties, that could cause the Company’s actual results to differ materially from those presented in its forward-looking statements are set forth in the “Risk Factors” and “Quantitative and Qualitative Disclosures about Market Risk” sections in the Company’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and all of its other filings with the U.S. Securities and Exchange Commission, as such risks, uncertainties and other important factors may be updated from time to time in the Company’s subsequent reports. Further, forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise any forward-looking statement to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law.

    Contacts:
    Investor Relations
    Email: investorrelations@globalnetlease.com
    Phone: (332) 265-2020

    The MIL Network

  • MIL-OSI: Defiance Launches ORCX, The First 2X Leveraged Single-Stock ETF on Oracle Corporation.

    Source: GlobeNewswire (MIL-OSI)

    MIAMI, Feb. 07, 2025 (GLOBE NEWSWIRE) — Defiance ETFs is proud to unveil ORCX, the first 2X long ETF for Oracle Corporation. ORCX seeks to provide 200% long daily targeted exposure to Oracle Corporation (NYSE: ORCL) (the “Underlying Security” or “ORCL”). Defiance’s single-stock ETFs provide leveraged exposure to disruptive companies without the need for a margin account.

    “Defiance is excited to launch ORCX, which seeks to provide amplified exposure to Oracle. Oracle’s Stargate initiative is a game-changer, enhancing multi-cloud connectivity and driving seamless data integration across platforms. This innovation enhances Oracle’s position in enterprise AI and cloud infrastructure, presenting a potential growth avenue for investors interested in the evolving tech landscape,” said Sylvia Jablonski, CEO of Defiance ETFs.

    The Fund is not intended to be used by, and is not appropriate for, investors who do not intend to actively monitor and manage their portfolios. The Fund pursues a daily leveraged investment objective, which means that the Fund is riskier than alternatives that do not use leverage because the Fund magnifies the performance of its Underlying Security. The Fund is not suitable for all investors. The Fund is designed to be utilized only by knowledgeable investors who understand the potential consequences of seeking daily leveraged (2X) investment results, understand the risks associated with the use of leverage, and are willing to monitor their portfolios frequently. The Fund is not intended to be used by, and is not appropriate for, investors who do not intend to actively monitor and manage their portfolios. For periods longer than a single day, the Fund will lose money if the Underlying Security’s performance is flat, and it is possible that the Fund will lose money even if the Underlying Security’s performance increases over a period longer than a single day. An investor could lose the full principal value of his/her investment within a single day.

    An investment in the ETF is not an investment in Oracle Corporation.

    About Defiance ETFs

    Founded in 2018, Defiance is at the forefront of ETF innovation. Defiance is a leading ETF issuer specializing in thematic, income, and leveraged ETFs.

    Our first-mover leveraged single-stock ETFs empower investors to take amplified positions in high-growth companies, providing precise leverage exposure without the need to open a margin account.

    Important Disclosures

    The fund attempts to provide daily investment results that correspond to two times (200%) the share price performance of an underlying exchange-traded fund (an “Underlying Security”). The Fund is not intended to be used by, and are not appropriate for, investors who do not intend to actively monitor and manage their portfolios. The Fund is very different from most mutual funds and exchange-traded funds. The Fund may not achieve investment results, before fees and expenses, that correspond to two times (2x) the daily performance of the Underlying Security, and may return substantially less during such periods. During such periods, the Fund’s actual leverage levels may differ substantially from its intended target, both intraday and at the close of trading, potentially resulting in significantly lower returns.

    The Fund’s investment adviser will not attempt to position a Fund’s portfolio to ensure that the Fund does not gain or lose more than a maximum percentage of its net asset value on a given trading day. As a consequence, if an Underlying Security’s share price referenced by a Fund decreases by more than 50% on a given trading day, the corresponding Fund’s investors could lose all of their money.

    Defiance ETFs LLC is the ETF sponsor. The Fund’s investment adviser is Tidal Investments, LLC (“Tidal” or the “Adviser”).

    The Funds’ investment objectives, risks, charges, and expenses must be considered carefully before investing. The prospectus contains this and other important information about the investment company. Please read carefully before investing. A hard copy of the prospectuses can be requested by calling 833.333.9383.

    Investing involves risk. Principal loss is possible. As an ETF, the funds may trade at a premium or discount to NAV. Shares of any ETF are bought and sold at market price (not NAV) and are not individually redeemed from the Fund. A portfolio concentrated in a single industry or country, may be subject to a higher degree of risk.

    Underlying Security Risk. The Fund invests in swap contracts and options that are based on the share price of ORCL. This subjects the Fund to certain of the same risks as if it owned shares of ORCL, even though it does not.

    Indirect Investment in ORCL Risk. ORCL is not affiliated with the Trust, the Fund, or the Adviser, or their respective affiliates and is not involved with this offering in any way and has no obligation to consider your Shares in taking any corporate actions that might affect the value of Shares.

    ORCL Trading Risk. The trading price of ORCL may be subject to volatility and could experience wide fluctuations due to various factors. Short sellers may also play a significant role in trading ORCL, potentially affecting the supply and demand dynamics and contributing to market price volatility. Public perception and external factors beyond the company’s control may influence ORCL’s stock price disproportionately.

    ORCL Performance Risk. ORCL may fail to meet its publicly announced guidelines or other expectations about its business, which could cause the price of ORCL to decline. ORCL provides guidance regarding its expected financial and business performance, such as projections regarding sales and production, as well as anticipated future revenues, gross margins, profitability and cash flows. Correctly identifying key factors affecting business conditions and predicting future events is inherently an uncertain process, and the guidance ORCL provides may not ultimately be accurate.

    Software Industry Risk. The software industry can be significantly affected by intense competition, aggressive pricing, technological innovations, and product obsolescence. Companies in the software industry are subject to significant competitive pressures, such as aggressive pricing, new market entrants, competition for market share, short product cycles due to an accelerated rate of technological developments and the potential for limited earnings and/or falling profit margins.

    Operations and Business Risks. ORCL may be unsuccessful in developing and selling new products and services, integrating acquired products and services and enhancing its existing products and services.

    Data Security Risks. If ORCL’s security measures for its products and services are compromised and as a result, its data, its customers’ data or its IT systems are accessed improperly, made unavailable, or improperly modified, ORCL’s products and services may be perceived as vulnerable, its brand and reputation could be damaged, the IT services ORCL provides to its customers could be disrupted, and customers may stop using ORCL’s products and services, any of which could reduce ORCL’s revenue and earnings, increase its expenses and expose it to legal claims and regulatory actions.

    Intellectual Property Risks. ORCL relies on copyright, trademark, patent and trade secret laws, confidentiality procedures, controls and contractual commitments to protect its intellectual property. Despite ORCL’s efforts, these protections may be limited.

    Leverage Risk. The Fund obtains investment exposure in excess of its net assets by utilizing leverage and may lose more money in market conditions that are adverse to its investment objective than a fund that does not utilize leverage. An investment in the Fund is exposed to the risk that a decline in the daily performance of the Underlying Security will be magnified.

    High Portfolio Turnover Risk. Daily rebalancing of the Fund’s holdings pursuant to its daily investment objective causes a much greater number of portfolio transactions when compared to most ETFs.

    Liquidity Risk. Some securities held by the Fund may be difficult to sell or be illiquid, particularly during times of market turmoil. Markets for securities or financial instruments could be disrupted by a number of events, including, but not limited to, an economic crisis, natural disasters, epidemics/pandemics, new legislation or regulatory changes inside or outside the United States.

    Derivatives Risk. The Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, leverage, imperfect daily correlations with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions.

    Compounding and Market Volatility Risk. The Fund has a daily leveraged investment objective and the Fund’s performance for periods greater than a trading day will be the result of each day’s returns compounded over the period, which is very likely to differ from two times (200%) the Underlying Security’s performance, before the Fund’s management fee and other expenses.

    Fixed Income Securities Risk. When the Fund invests in fixed income securities, the value of your investment in the Fund will fluctuate with changes in interest rates. Typically, a rise in interest rates causes a decline in the value of fixed income securities owned by the Fund.

    Single Issuer Risk. Issuer-specific attributes may cause an investment in the Fund to be more volatile than a traditional pooled investment which diversifies risk or the market generally. The value of the Fund, which focuses on an individual security, may be more volatile than a traditional pooled investment or the market as a whole and may perform differently from the value of a traditional pooled investment or the market as a whole.

    New Fund Risk. The Fund is a recently organized management investment company with no operating history. As a result, prospective investors do not have a track record or history on which to base their investment decisions.

    Diversification does not ensure a profit nor protect against loss in a declining market.

    Brokerage Commissions may be charged on trades.

    Distributed by Foreside Fund Services, LLC

    Contact Information:

    David Hanono

    833.333.9383
    info@defianceetfs.com

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/9a2f6854-1043-4edc-8250-60065d17e319

    The MIL Network

  • MIL-OSI: PhenixFIN Corporation Announces Fiscal First Quarter 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    NAV per share $80.59

    NEW YORK, Feb. 07, 2025 (GLOBE NEWSWIRE) — PhenixFIN Corporation (NASDAQ: PFX, PFXNZ) (the “Company”), a publicly traded business development company, today announced its financial results for the fiscal first quarter for its year ending September 30, 2025.

    Highlights

    • First quarter total investment income of $6.2 million; net investment income of $1.6 million
    • Net asset value (NAV) of $162.8 million, or $80.59 per share as of December 31, 2024
    • Weighted average yield was 13.3% on debt and other income producing investments
    • On October 1, 2024, the Company completed the merger and reorganization of The National Security Group, Inc. (“NSG”) an Alabama based insurance holding company
    • On February 6, 2025, the Board declared a special dividend of $1.43 per share to be paid on February 18, 2025, to stockholders of record as of February 17, 2025.

    David Lorber, Chief Executive Officer of the Company, stated:

    “We have had a great start to fiscal year 2025 as we continue to remain focused on executing our strategic priorities which include growing our platforms, pursuing compelling investment opportunities and increasing NAV per share.”

    Selected First Quarter 2025 Financial Results for the Quarter Ended December 31, 2024:

    Total investment income was $6.2 million of which $5.9 million was attributable to portfolio interest and dividend income, and $0.3 million was attributable to fee and other income.

    Total net expenses were $4.6 million and total net investment income was $1.6 million.

    The Company recorded a net realized gain of $1.2 million and a net unrealized loss of $0.3 million.  

    Portfolio and Investment Activities for the Quarter Ended December 31, 2024:

    The fair value of the Company’s investment portfolio totaled $300.1 million and consisted of 43 portfolio companies.

    The Company had certain investments in 3 portfolio companies on non-accrual status with a fair market value of $1.5 million.

    Liquidity and Capital Resources

    As of December 31, 2024, the Company had $7.2 million in cash and cash equivalents, $59.2 million in aggregate principal amount of its 5.25% unsecured notes due 2028 and $84.0 million outstanding under the Credit Facility.

    ABOUT PHENIXFIN CORPORATION

    PhenixFIN Corporation is a non-diversified, internally managed closed-end management investment company incorporated in Delaware that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. We completed our initial public offering and commenced operations on January 20, 2011. The Company has elected, and intends to qualify annually, to be treated, for U.S. federal income tax purposes, as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Effective January 1, 2021, the Company operates under an internalized management structure.

     SAFE HARBOR STATEMENT AND OTHER DISCLOSURES

    This press release contains “forward-looking” statements. Such forward-looking statements reflect current views with respect to future events and financial performance, and the Company may make related oral forward-looking statements on or following the date hereof. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. Certain factors could cause actual results and conditions to differ materially from those projected in these forward-looking statements, including among other things, PhenixFIN’s ability to execute on its strategic initiatives, deliver value to shareholders, increase investment activity, increase net investment income, implement its investment strategy and achieve its investment objective, source and capitalize on investment opportunities, grow its net asset value per share and perform well in the prevailing market environment, the ability of our portfolio companies, including National Security Group, Inc. to perform well and generate income and other factors that are enumerated in the Company’s periodic filings with the Securities and Exchange Commission. PhenixFIN Corporation disclaims and does not undertake any obligation to update or revise any forward-looking statement in this press release.

    Past performance is not a guarantee of future results. The press release contains unaudited financial results. For ease of review, we have excluded the word “approximately” when rounding the results. This press release is for informational purposes only and is not an offer to purchase or a solicitation of an offer to sell shares of PhenixFIN Corporation’s common stock. There can be no assurance that PhenixFIN Corporation will achieve its investment objective. 

    For PhenixFIN investor relations, please call 212-859-0390. For media inquiries, please contact info@phenixfc.com.

    PHENIXFIN CORPORATION
    Consolidated Statements of Assets and Liabilities
     
        December 31,
    2024
    (Unaudited)
        September
    30,

    2024
     
    Assets:            
    Investments at fair value                
    Non-controlled, non-affiliated investments (amortized cost of $160,480,488 and $143,179,354 respectively)   $ 160,343,098     $ 142,233,426  
    Affiliated investments (amortized cost of $20,564,242 and $20,564,242, respectively)     13,861,599       14,750,785  
    Controlled investments (amortized cost of $152,223,817 and $97,016,429, respectively)     125,889,697       70,931,647  
    Total Investments at fair value     300,094,394       227,915,858  
    Cash and cash equivalents     7,187,110       67,571,559  
    Receivables:                
    Interest receivable     1,313,520       1,313,598  
    Other receivable     16,640       65,838  
    Dividends receivable     105,804       23,468  
    Due from Affiliate     1,040,512       90,500  
    Deferred tax asset     887,099       887,099  
    Deferred financing costs     625,323       760,680  
    Other assets     514,630       1,066,323  
    Prepaid share repurchase     101,115       101,115  
    Receivable for investments sold     41,897       2,955,775  
    Total Assets   $ 311,928,044     $ 302,751,813  
                     
    Liabilities:                
    Credit facility and notes payable (net of debt issuance costs of $1,417,816 and $1,510,815, respectively)   $ 141,743,682     $ 135,723,636  
    Payable for investments purchased     3,688,247        
    Accounts payable and accrued expenses     2,391,430       5,570,150  
    Interest and fees payable     1,029,334       768,043  
    Other liabilities     256,426       294,063  
    Due to Affiliate     46,995       88,148  
    Total Liabilities     149,156,114       142,444,040  
                     
    Commitments and Contingencies (see Note 8)                
                     
    Net Assets:                
    Common Shares, $0.001 par value; 5,000,000 shares authorized; 2,723,709 shares issued; 2,019,778 and 2,019,778 common shares outstanding, respectively     2,020       2,020  
    Capital in excess of par value     704,909,588       704,909,588  
    Total distributable earnings (loss)     (542,139,678 )     (544,603,835 )
    Total Net Assets     162,771,930       160,307,773  
    Total Liabilities and Net Assets   $ 311,928,044     $ 302,751,813  
                     
    Net Asset Value Per Common Share   $ 80.59     $ 79.37  
    PHENIXFIN CORPORATION
    Consolidated Statements of Operations
    (Unaudited)
     
        For the Three Months Ended
    December 31,
     
        2024     2023  
    Interest Income:            
    Interest from investments            
    Non-controlled, non-affiliated investments:                
    Cash   $ 2,824,594     $ 2,682,143  
    Payment in-kind     354,681       90,674  
    Affiliated investments:                
    Cash           455,692  
    Payment in-kind            
    Controlled investments:                
    Cash     588,195       286,238  
    Payment in-kind           149,967  
    Total interest income     3,767,470       3,664,714  
    Dividend income                
    Non-controlled, non-affiliated investments     596,298       665,526  
    Affiliated investments     142,495        
    Controlled investments     1,399,350       1,348,200  
    Total dividend income     2,138,143       2,013,726  
    Interest from cash and cash equivalents     227,032       41,108  
    Fee income (see Note 9)     11,064       2,108  
    Other income     72,774       22  
    Total Investment Income     6,216,483       5,721,678  
                     
    Expenses:                
    Interest and financing expenses     2,545,811       1,542,061  
    Salaries and benefits     1,028,617       1,424,992  
    Professional fees, net     418,013       357,554  
    Directors fees     204,000       187,500  
    Insurance expenses     88,421       97,756  
    Administrator expenses (see Note 6)     84,355       77,852  
    General and administrative expenses     221,793       325,061  
    Total expenses     4,591,010       4,012,776  
    Net Investment Income     1,625,473       1,708,902  
                     
    Realized and unrealized gains (losses) on investments                
    Net realized gains (losses):                
    Non-controlled, non-affiliated investments     1,168,670       229,804  
    Affiliated investments            
    Controlled investments            
    Total net realized gains (losses)     1,168,670       229,804  
    Net change in unrealized gains (losses):                
    Non-controlled, non-affiliated investments     808,538       1,364,243  
    Affiliated investments     (889,186 )     2,431,263  
    Controlled investments     (249,338 )     (1,200,373 )
    Total net change in unrealized gains (losses)     (329,986 )     2,595,133  
    Deferred tax benefit (expense)            
    Total realized and unrealized gains (losses)     838,684       2,824,937  
                     
    Net Increase (Decrease) in Net Assets Resulting from Operations   $ 2,464,157     $ 4,533,839  
                     
    Weighted average basic and diluted earnings per common share   $ 1.22     $ 2.19  
    Weighted average common shares outstanding – basic and diluted (see Note 11)     2,019,778       2,072,694  

    The MIL Network

  • MIL-OSI: Prairie Operating Co. Announces Acquisition of DJ Basin Assets from Bayswater Exploration and Production for Approximately $600 Million

    Source: GlobeNewswire (MIL-OSI)

    • Adds ~24,000 net acres in Weld County and ~26 mboepd of oil-weighted (69% liquids) net production
    • Adds 77.9 MMboe and ~$1.1 Billion in Proved PV-10 value(1)(2)
    • Attractive valuation, highly accretive across key cash flow metrics
    • Significantly increases 2025 production, revenue and adjusted EBITDA guidance

    HOUSTON, Feb. 07, 2025 (GLOBE NEWSWIRE) — Prairie Operating Co. (Nasdaq: PROP) (the “Company,” “Prairie,” “we,” “our” or “us”), today announced it has entered into a definitive purchase and sale agreement to acquire (the “Bayswater Acquisition”) certain assets (the “Bayswater Assets”) from Bayswater Exploration and Production and certain of its affiliated entities (collectively “Bayswater”), a premier operator in the Denver-Julesburg Basin (the “DJ Basin”).   The transaction will significantly increase the Company’s operational scale and footprint in the DJ Basin and add highly economic drilling locations.

    The purchase price of the acquisition is $602.75 million. The transaction consideration will consist of cash and up to ~5.2 million shares of Prairie common stock. Prairie anticipates funding the cash portion of the consideration, net of expected purchase price adjustments, through a combination of cash on hand and borrowings under the Company’s credit facility, pursuant to which the Company has received commitments to expand its borrowing base to $475 million as of the closing of the Bayswater Acquisition, and proceeds from one or more capital markets transactions, subject to market conditions and other factors. The Company expects to complete the Bayswater Acquisition in February 2025, subject to customary closing conditions, with an economic effective date of December 1, 2024.

    “This acquisition delivers compelling strategic and financial advantages and reflects our disciplined, but opportunistic approach to rapidly expand our footprint in the DJ Basin,” said Edward Kovalik, Chairman and CEO of Prairie Operating Co. “Not only will the addition of these high-quality assets be immediately accretive, but they will also accelerate our development plans, enhance operational efficiencies, and drive sustainable, long-term value creation for our shareholders.”

    Gary Hanna, President of the Company, added, “This acquisition represents a transformative milestone for Prairie Operating Co. by significantly expanding our footprint and production of oil rich assets in the DJ Basin. Upon closing, we will be well-positioned to deliver significant organic production growth in 2025 and beyond.”

    Key Prairie Highlights, Pro Forma for the Transaction:

    • Transformational Increase in Oil-Weighted Production: ~27,500 net BOEPD (69% liquids)
    • Expanded Footprint / Inventory Life: ~54,000 net acres, including ~600 highly economic drilling locations, providing ~10 years of drilling inventory
    • Significantly Increases Free Cash Flow: Expected to be immediately accretive to per-share cash flow metrics
    • Maintains Strong Balance Sheet: Expected leverage ratio of ~1.0x at closing with upsized committed credit facility and ample liquidity
    • Meaningful Infrastructure Synergies: Leverages existing infrastructure to drive operational efficiencies and reduce development costs
    • Attractive Valuation Metrics(1): PV-20 of Proved Developed Producing (“PDP”) reserves and $23,500 per net flowing BOE

    2025 Updated Guidance

    Upon the closing of this acquisition, the combined Company’s 2025 pro forma outlook includes:

    • Average Daily Production: 29,000 – 31,000 BOEPD
    • Capital Expenditures (Capex): $300 million – $320 million
    • Adjusted EBITDA(3): Expected to range between $350 million and $370 million

    *Based on an active hedging program and an average working interest (“WI”) of 75% or greater.

    Estimated Reserve Data

    A summary of the estimated reserves and values of our properties (as adjusted to give effect to the Bayswater Acquisition), as of November 30, 2024, and as determined by Cawley, Gillespie & Associates, the Company’s independent Petroleum Reserve Evaluation Firm, using SEC pricing as of November 30, 2024 is set forth below.

      Our Pro Forma Net Reserves  
    Reserve Category Oil
    (MBbl)
    NGL
    (MBbl)
    Gas
    (MMcf)
    Total
    (MBoe)
    Liquids
    (%)
    PV-10
    ($MM)(4)
    Proved Developed Producing (PDP) 23,581 14,810 113,611 57,326 67 % $860
    Proved Developed Not Producing (PDNP) 173 26 216 235 85 % $5
    Proved Undeveloped (PUD) 25,547 8,970 72,088 46,531 74 % $495
    Total Proved 49,301 23,806 185,914 104,093 70 % $1,360

    (3) Adjusted EBITDA is a non-GAAP financial measure. Please see “Non-GAAP Financial Measures” below.

    (4) PV-10 is a non-GAAP financial measure. Please see “Non-GAAP Financial Measures” below.

    Webcast Access

    Date: Friday, February 7, 2025
    Time: 10:00am Eastern Time (9:00am Central Time)
    Participant Listening: 877-407-9219 / +1 201-689-8852

    The webcast may be accessed from the “Press & Media” page of Prairie’s website at: https://www.prairieopco.com/media

    To participate via telephone, please register in advance here: https://event.choruscall.com/mediaframe/webcast.html?webcastid=DUzJKsjj

    Participants can use Guest dial-in numbers above and be answered by an operator OR click the Call meTM link for instant telephone access to the event: https://hd.choruscall.com/InComm/?callme=true&passcode=13751732&h=true&info=company&r=true&B=6

    The Call me™ link will be made active 15 minutes prior to scheduled start time. Upon registration, all telephone participants will be joined to the conference call in listen only. A replay of the webcast will be archived on the Company’s website for two (2) weeks following the call.

    Advisors

    Citi is serving as exclusive financial advisor and Norton Rose Fulbright US LLP is serving as legal advisor to Prairie. Citibank N.A. is also leading the committed financing under the Company’s anticipated expanded credit facility, with Latham & Watkins LLP as legal advisor to Citibank N.A.

    About Prairie Operating Co.

    Prairie Operating Co. is a Houston-based publicly traded independent energy company engaged in the development and acquisition of oil and natural gas resources in the United States. The Company’s assets and operations are concentrated in the oil and liquids-rich regions of the Denver-Julesburg (DJ) Basin, with a primary focus on the Niobrara and Codell formations. The Company is committed to the responsible development of its oil and natural gas resources and is focused on maximizing returns through consistent growth, capital discipline, and sustainable cash flow generation. More information about the Company can be found at www.prairieopco.com.

    Reconciliation of Non-GAAP Measures

    Adjusted EBITDA

    This press release also contains Adjusted EBITDA, which is a financial measure not presented in accordance with U.S. GAAP. Adjusted EBITDA is used by management to evaluate the performance of our business, make operational decisions, and assess our ability to generate cashflows.  Management believes Adjusted EBITDA provides investors with helpful information to better understand the underlying performance trends of our business, facilitate period-to-period comparisons, and assess the company’s operating results.

    Adjusted EBITDA is derived from Net income and is adjusted for income tax expense, depreciation, depletion, and amortization (DD&A), accretion of asset retirement obligations, non-cash stock-based compensation, and loss on unrealized commodity derivatives. We adjust net income for the items listed above to arrive at Adjusted EBITDA because these amounts can vary substantially between periods and companies within our industry depending upon accounting methods, book values of assets, capital structures, and the method by which assets were acquired. Additionally, the presentation of Adjusted EBITDA does not imply that our operating results will not be affected by unusual or non-recurring items. 

    Adjusted EBITDA has limitations as an analytical tool, including that it excludes certain items that affect our reported financial results. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, GAAP Net income or as an indicator of our operating performance or liquidity. Additionally, our calculation of Adjusted EBITDA may not be comparable to similarly titled measures used by other companies.

    The following table reconciles Adjusted EBITDA to Net Income, which is the most directly comparable financial measure prepared in accordance with GAAP.

    Reconciliation of Adjusted EBITDA to Net Income (in Millions)

    PV-10

    This press release contains PV-10, which is a financial measure not presented in accordance with U.S. GAAP. PV-10 is derived from the Standardized Measure of Discounted Future Net Cash Flows (“Standardized Measure”), which is the most directly comparable GAAP financial measure for proved reserves. PV-10 is a computation of the Standardized Measure on a pre-tax basis. PV-10 is equal to the Standardized Measure at the applicable date, before deducting future income taxes discounted at 10%. Neither PV-10 nor standardized measure represents an estimate of the fair market value of the applicable crude oil, natural gas and NGLs properties. We believe that the presentation of PV-10 is relevant and useful to our investors as supplemental disclosure to the Standardized Measure, or after-tax amount, because it presents the discounted future net cash flows attributable to our reserves before considering future corporate income taxes and our current tax structure. While the standardized measure is dependent on the unique tax situation of each company, PV-10 is based on prices and discount factors that are consistent for all companies.

    The following table reconciles PV-10 to the standard measure of discounted future net cash flows, which is the most directly comparable GAAP financial measure:

    Reconciliation of PV-10 to the Standard Measure of Discounted Future Net Cash Flows

    Forward-Looking Statements

    The information included herein and in any oral statements made in connection herewith include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included herein, are forward-looking statements, including statements about our ability to complete and successfully finance the Bayswater Acquisition, our financial performance following the Bayswater Acquisition, estimates of oil, natural gas and NGLs reserves, estimates of future oil, natural gas and NGLs production, and the Company’s updated guidance set forth in this press release. When used herein, including any oral statements made in connection herewith, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on the Company’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, the Company disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date hereof. The Company cautions you that these forward-looking statements are subject to risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of the Company, including our ability to satisfy the conditions to closing the Bayswater Acquisition in a timely manner or at all, our ability to successfully finance the Bayswater Acquisition, our ability to recognize the anticipated benefits of the Bayswater Acquisition, the possibility that we may be unable to achieve expected free cash flow accretion, production levels, drilling, operational efficiencies and other anticipated benefits of the Bayswater Assets within the expected time-frames or at all, and our ability to successfully integrate the Bayswater Assets . There may be additional risks not currently known by the Company or that the Company currently believes are immaterial that could cause actual results to differ from those contained in the forward-looking statements. Additional information concerning these and other factors that may impact the Company’s expectations can be found in the Company’s periodic filings with the Securities and Exchange Commission (the “SEC”), including the Company’s Annual Report on Form 10-K/A filed with the SEC on March 20, 2024, and any subsequently filed Quarterly Report on Form 10-Q and Current Report on Form 8-K. The Company’s SEC filings are available publicly on the SEC’s website at www.sec.gov.

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

    Tables accompanying this announcement is available at:
    https://www.globenewswire.com/NewsRoom/AttachmentNg/2887d588-6948-4d53-b85e-af27741c6839
    https://www.globenewswire.com/NewsRoom/AttachmentNg/6a82a869-eea3-4d69-b087-417457b9dc27

    The MIL Network

  • MIL-OSI: BFCM – 2024 Full year results

    Source: GlobeNewswire (MIL-OSI)


    Results for the year ended December 31, 2024 Press Release
      Strasbourg, February 6, 2025
    Results for the year ended December 31, 2024 2024 2023 Change 2024/2023
    RECORD NET REVENUE €12.370bn €11.808bn         +4.8%
    of which retail banking €8.413bn €8.410bn         0.0%
    of which specialized business lines €2.916bn €2.563bn         +13.8%
    GENERAL OPERATING EXPENSES UNDER CONTROL
    POSITIVE SCISSOR EFFECT
    -€6.268bn -€6.057bn         +3.5%
    HIGHER COST OF RISK DUE TO THE ECONOMIC CLIMATE AND INCREASED PROVISIONS -€1.807bn -€1.279bn         +41.3%
    NET INCOME AT RECORD LEVEL €3.412bn €3.345bn         +2.0%
    GROWTH IN LENDING1
    Home loans Equipment loans and leasing Consumer credit
    €120.7bn €117.2bn €48.2bn
    0.0% +3.0% +5.7%
    SOLID FINANCIAL STRUCTURE
    CET1 Ratio2 Shareholders’ equity
    18.8% €45.20bn

    Download the press releas: Press Releases | Banque Fédérative du Crédit Mutuel

    Press contact :

    Aziz Ridouan: +33(0)6 01 10 31 69 – aziz.ridouan@creditmutuel.fr

    Press contact: +33 (0)3 88 14 84 00 – com-alliancefederale@creditmutuel.fr

    Investor contact :

    Banque Fédérative du Crédit Mutuel – bfcm-web@creditmutuel.fr

    1 Changes in outstandings calculated over 12 months. 2 Ratio estimated at December 31, 2024 for Crédit Mutuel Alliance Fédérale which includes BFCM in its scope of consolidation. The integration of earnings into shareholders’ equity is subject to approval by the ECB.

    Attachment

    The MIL Network