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Category: GlobeNewswire

  • MIL-OSI: EZCORP Reports First Quarter Fiscal 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    AUSTIN, Texas, Feb. 05, 2025 (GLOBE NEWSWIRE) — EZCORP, Inc. (NASDAQ: EZPW), a leading provider of pawn transactions in the United States and Latin America, today announced results for its first quarter ended December 31, 2024.

    Unless otherwise noted, all amounts in this release are in conformity with U.S. generally accepted accounting principles (“GAAP”) and comparisons shown are to the same period in the prior year.

    FIRST QUARTER HIGHLIGHTS

    • Pawn loans outstanding (PLO) up 13% to $274.8 million.
    • Net income increased 9% to $31.0 million. On an adjusted basis1, net income increased 14% to $32.6 million.
    • Diluted earnings per share increased 11% to $0.40. On an adjusted basis, diluted earnings per share increased 17% to $0.42.
    • Adjusted EBITDA increased 12% to $53.0 million.
    • Total revenues increased 7% to $320.2 million, while gross profit increased 7% to $185.4 million.

    CEO COMMENTARY AND OUTLOOK

    Lachie Given, Chief Executive Officer, stated, “Fiscal 2025 is off to a strong start as we build on our momentum from 2024. Customer demand for immediate cash solutions and high quality, cost-effective secondhand goods remains high, as reflected by another quarter of record revenues and PLO. We also continued to drive meaningful improvements to our bottom line and deliver on the operating leverage inherent in our business, with adjusted EBITDA increasing 12% and adjusted diluted EPS increasing 17%.

    “Our consistent performance across geographies underscores the strength of our operations and customer-focused strategy. In the U.S., PLO grew 15%, driven by strong loan demand and higher average loan size. In Latin America, PLO rose 19% on a constant currency basis, with revenues up 18%, reflecting robust customer demand for loans and secondhand goods, as well as our outstanding customer service. Our EZ+ Rewards program also continues to perform exceptionally well, which accounted for 77% of all transacting customers. These results demonstrate the momentum we are gaining across markets and the success of our strategic initiatives.”

    “We are proud of the solid foundation we have built, which will enable us to continue driving growth both organically and through strategic M&A. Looking ahead, we plan to continue delivering exceptional service to our customers and enhancing value for our shareholders. We remain deeply committed to our core values of People, Pawn and Passion, and believe we are very well-positioned to deliver another record year of performance in fiscal 2025,” concluded Given.

    CONSOLIDATED RESULTS

    Three Months Ended December 31 As Reported   Adjusted1
    in millions, except per share amounts 2024
    		   2023
    		   2024
    		   2023
                   
    Total revenues $ 320.2     $ 300.0     $ 329.7     $ 300.0  
    Gross profit $ 185.4     $ 172.6     $ 190.2     $ 172.6  
    Income before tax $ 41.4     $ 37.7     $ 43.4     $ 37.8  
    Net income $ 31.0     $ 28.5     $ 32.6     $ 28.6  
    Diluted earnings per share $ 0.40     $ 0.36     $ 0.42     $ 0.36  
    EBITDA (non-GAAP measure) $ 50.8     $ 47.1     $ 53.0     $ 47.2  
                                   
    • PLO increased 13% to $274.8 million, up $31.6 million. On a same-store2 basis, PLO increased 12% due to increase in average loan size, continued strong pawn demand and improved operational performance.
    • Total revenues and gross profit increased 7%, reflecting improved pawn service charge (PSC) revenues as a result of higher average PLO in addition to higher merchandise sales and merchandise sales gross profit.
    • PSC increased 10% as a result of higher average PLO.
    • Merchandise sales gross margin remains within our target range at 35%, down from 36%. Aged general merchandise was 2.1% of total general merchandise inventory. 
    • Net inventory increased 21%, due to the increase in PLO and decrease in inventory turnover to 2.7x, from 3.0x.
    • Store expenses increased 5% and 3% on a same-store basis.
    • General and administrative expenses increased 13%, primarily due to labor (including incentive compensation) and, to a lesser extent, ongoing support costs related to Workday.
    • Income before taxes was $41.4 million, up 10% from $37.7 million, and adjusted EBITDA increased 12% to $53.0 million.
    • Diluted earnings per share increased 11% to $0.40. On an adjusted basis, diluted earnings per share increased 17% to $0.42.
    • Cash and cash equivalents at the end of the quarter was $174.5 million, up from $170.5 million as of September 30, 2024. The increase was primarily due to cash from operating activities, partially offset by increase in earning assets, capital expenditures, taxes paid related to net share settlement of equity awards and share repurchases.

    SEGMENT RESULTS

    U.S. Pawn

    • PLO ended the quarter at $220.2 million, up 15% on a total and same-store basis due to increase in average loan size, increased loan demand and improved operational performance.
    • Total revenues increased 7% and gross profit increased 9%, reflecting higher PSC and merchandise sales.
    • PSC increased 11% as a result of higher average PLO.
    • Merchandise sales increased 3%, and gross margin was flat at 37%. Aged general merchandise increased to 2.6%, or $1.2 million of total general merchandise inventory. Excluding our three Max Pawn luxury stores in Las Vegas, aged general merchandise was 1%.
    • Net inventory increased 17%, in line with the growth in PLO. Inventory turnover decreased to 2.5x, from 2.7x.
    • Store expenses increased 8% (5% on a same-store basis), primarily due to labor costs (including higher health benefits) supporting more store activity, offset by a decrease in expenses related to our loyalty program.
    • Segment contribution increased 11% to $52.9 million.
    • During the quarter, segment store count remained at 542.

    Latin America Pawn

    • PLO improved to $54.6 million, up 4% (19% on constant currency basis). On a same-store basis, PLO increased 2% (17% on a constant currency basis) due to improved operational performance and increased loan demand.
    • Total revenues were up 7% (18% on constant currency basis), and gross profit increased 4% (14% on a constant currency basis), mainly due to increased PSC and higher merchandise sales.
    • PSC increased to $29.2 million, up 7% (17% on a constant currency basis) as a result of higher average PLO.
    • Merchandise sales increased 7% (19% on constant currency basis) and merchandise sales gross margin decreased to 30% from 32%. Aged general merchandise decreased to 1.4% from 1.6% of total general merchandise inventory.
    • Net inventory increased 35% (57% on a constant currency basis) due to increase in PLO and decrease in inventory turnover to 3.1x, from 3.8x.
    • Store expenses were flat (11% increase on a constant currency basis) and on a same-store basis decreased 2% (9% increase on a constant currency basis), primarily due to labor and rent.
    • Segment contribution increased 14% to $11.6 million (24% on a constant currency basis). On an adjusted basis, segment contribution was up 22% to $12.5 million.
    • During the quarter, segment store count increased by four de novo stores to 741.

    FORM 10-Q

    EZCORP’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2024 has been filed with the Securities and Exchange Commission. The report is available in the Investor Relations section of the Company’s website at http://investors.ezcorp.com. EZCORP shareholders may obtain a paper copy of the report, free of charge, by sending a request to the investor relations contact below.

    CONFERENCE CALL
    EZCORP will host a conference call on Thursday, February 6, 2025, at 8:00 am Central Time to discuss First Quarter Fiscal 2025 results. Analysts and institutional investors may participate on the conference call by registering online at https://register.vevent.com/register/BI86f9072cf4c447ae86954e0a22daa957. Once registered you will receive the dial-in details with a unique PIN to join the call. The conference call will be webcast simultaneously to the public through this link: http://investors.ezcorp.com. A replay of the conference call will be available online at http://investors.ezcorp.com shortly after the end of the call. 

    ABOUT EZCORP

    Formed in 1989, EZCORP has grown into a leading provider of pawn transactions in the United States and Latin America. We also sell pre-owned and recycled merchandise, primarily collateral forfeited from pawn lending operations and merchandise purchased from customers. We are dedicated to satisfying the short-term cash needs of consumers who are both cash and credit constrained, focusing on an industry-leading customer experience. EZCORP is traded on NASDAQ under the symbol EZPW and is a member of the S&P 1000 Index and Nasdaq Composite Index. 

    Follow us on social media:

    Facebook EZPAWN Official https://www.facebook.com/EZPAWN/

    EZCORP Instagram Official https://www.instagram.com/ezcorp_official/

    EZPAWN Instagram Official https://www.instagram.com/ezpawnofficial/

    EZCORP LinkedIn https://www.linkedin.com/company/ezcorp/

    FORWARD LOOKING STATEMENTS

    This announcement contains certain forward-looking statements regarding the Company’s strategy, initiatives and expected performance. These statements are based on the Company’s current expectations as to the outcome and timing of future events. All statements, other than statements of historical facts, including all statements regarding the Company’s strategy, initiatives and future performance, that address activities or results that the Company plans, expects, believes, projects, estimates or anticipates, will, should or may occur in the future, including future financial or operating results, are forward-looking statements. Actual results for future periods may differ materially from those expressed or implied by these forward-looking statements due to a number of uncertainties and other factors, including operating risks, liquidity risks, legislative or regulatory developments, market factors, current or future litigation and risks associated with the COVID-19 pandemic. For a discussion of these and other factors affecting the Company’s business and prospects, see the Company’s annual, quarterly and other reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

    Contact:
    Email: Investor_Relations@ezcorp.com
    Phone: (512) 314-2220

    Note: Percentages are calculated from the underlying numbers in thousands and, as a result, may not agree to the percentages calculated from numbers in millions. Numbers may not foot or cross foot due to rounding.
    1“Adjusted” basis, which is a non-GAAP measure, excludes certain items. “Constant currency” basis, which is a non-GAAP measure, excludes the impact of foreign currency exchange rate fluctuations. For additional information about these calculations, as well as a reconciliation to the most comparable GAAP financial measures, see “Non-GAAP Financial Information” at the end of this release.
    2“Same-store” basis, which is a financial measure, includes stores open the entirety of the comparable periods.

       
    EZCORP, Inc.
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Unaudited)
       
      Three Months Ended
    December 31,
    (in thousands, except per share amounts) 2024   2023
    Revenues:      
    Merchandise sales $ 186,343     $ 179,403  
    Jewelry scrapping sales   16,732       14,082  
    Pawn service charges   117,052       106,449  
    Other revenues   43       57  
    Total revenues   320,170       299,991  
    Merchandise cost of goods sold   121,824       115,210  
    Jewelry scrapping cost of goods sold   12,942       12,208  
    Gross profit   185,404       172,573  
    Operating expenses:      
    Store expenses   116,451       110,555  
    General and administrative   18,669       16,543  
    Depreciation and amortization   8,335       8,565  
    Loss (gain) on sale or disposal of assets and other   8       (172 )
    Total operating expenses   143,463       135,491  
    Operating income   41,941       37,082  
    Interest expense   3,147       3,440  
    Interest income   (2,093 )     (2,639 )
    Equity in net income of unconsolidated affiliates   (1,475 )     (1,153 )
    Other expense (income)   978       (271 )
    Income before income taxes   41,384       37,705  
    Income tax expense   10,368       9,235  
    Net income $ 31,016     $ 28,470  
           
    Basic earnings per share $ 0.57     $ 0.52  
    Diluted earnings per share $ 0.40     $ 0.36  
           
    Weighted-average basic shares outstanding   54,827       55,076  
    Weighted-average diluted shares outstanding   83,347       86,812  
                   
    EZCORP, Inc.
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (Unaudited)
               
    (in thousands, except share and per share amounts) December 31,
    2024    		   December 31,
    2023    		   September 30,
    2024
               
    Assets:          
    Current assets:          
    Cash and cash equivalents $ 174,506     $ 218,516     $ 170,513  
    Restricted cash   9,386       8,470       9,294  
    Pawn loans   274,824       243,252       274,084  
    Pawn service charges receivable, net   45,198       40,002       44,013  
    Inventory, net   199,481       164,927       191,923  
    Prepaid expenses and other current assets   36,562       44,001       39,171  
    Total current assets   739,957       719,168       728,998  
    Investments in unconsolidated affiliates   13,555       10,125       13,329  
    Other investments   51,903       51,220       51,900  
    Property and equipment, net   63,231       68,998       65,973  
    Right-of-use assets, net   227,810       231,103       226,602  
    Goodwill   304,722       303,799       306,478  
    Intangible assets, net   57,093       56,977       58,451  
    Deferred tax asset, net   24,990       25,984       25,362  
    Other assets, net   15,872       13,819       16,144  
    Total assets $ 1,499,133     $ 1,481,193     $ 1,493,237  
               
    Liabilities and equity:          
    Current liabilities:          
    Current maturities of long-term debt, net $ 103,205     $ 34,307     $ 103,072  
    Accounts payable, accrued expenses and other current liabilities   68,682       69,386       85,737  
    Customer layaway deposits   24,216       18,324       21,570  
    Operating lease liabilities, current   57,900       57,980       58,998  
    Total current liabilities   254,003       179,997       269,377  
    Long-term debt, net   224,505       326,223       224,256  
    Deferred tax liability, net   2,186       372       2,080  
    Operating lease liabilities   182,228       188,475       180,616  
    Other long-term liabilities   12,317       11,243       12,337  
    Total liabilities   675,239       706,310       688,666  
    Commitments and contingencies          
    Stockholders’ equity:          
    Class A Non-voting Common Stock, par value $0.01 per share; shares authorized: 100 million; issued and outstanding: 52,050,550 as of December 31, 2024; 52,272,594 as of December 31, 2023; and 51,582,698 as of September 30, 2024   520       523       516  
    Class B Voting Common Stock, convertible, par value $0.01 per share; shares authorized: 3 million; issued and outstanding: 2,970,171   30       30       30  
    Additional paid-in capital   345,783       343,870       348,366  
    Retained earnings   536,427       457,929       507,206  
    Accumulated other comprehensive loss   (58,866 )     (27,469 )     (51,547 )
    Total equity   823,894       774,883       804,571  
    Total liabilities and equity $ 1,499,133     $ 1,481,193     $ 1,493,237  
                           
    EZCORP, Inc.
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (Unaudited)
       
      Three Months Ended
    December 31,
    (in thousands) 2024   2023
       
    Operating activities:      
    Net income $ 31,016     $ 28,470  
    Adjustments to reconcile net income to net cash provided by operating activities:      
    Depreciation and amortization   8,335       8,565  
    Amortization of debt discount and deferred financing costs   382       417  
    Non-cash lease expense   14,421       14,744  
    Deferred income taxes   478       345  
    Other adjustments   (617 )     (857 )
    Provision for inventory reserve   59       (156 )
    Stock compensation expense   2,597       2,264  
    Equity in net income from investment in unconsolidated affiliates   (1,475 )     (1,153 )
    Changes in operating assets and liabilities, net of business acquisitions:      
    Pawn service charges receivable   (1,368 )     (1,000 )
    Inventory   (2,384 )     2,066  
    Prepaid expenses, other current assets and other assets   1,375       (5,823 )
    Accounts payable, accrued expenses and other liabilities   (38,737 )     (33,991 )
    Customer layaway deposits   2,909       (719 )
    Income taxes   9,000       8,309  
    Net cash provided by operating activities   25,991       21,481  
    Investing activities:      
    Loans made   (247,225 )     (216,978 )
    Loans repaid   135,190       123,021  
    Recovery of pawn loan principal through sale of forfeited collateral   101,850       98,209  
    Capital expenditures, net   (5,609 )     (7,184 )
    Investment in other investments   —       (15,000 )
    Dividends from unconsolidated affiliates   1,902       1,745  
    Other   (148 )     (677 )
    Net cash used in investing activities   (14,040 )     (16,864 )
    Financing activities:      
    Taxes paid related to net share settlement of equity awards   (3,971 )     (3,253 )
    Purchase and retirement of treasury stock   (3,000 )     (3,007 )
    Payments of finance leases   (131 )     (132 )
    Net cash used in financing activities   (7,102 )     (6,392 )
    Effect of exchange rate changes on cash and cash equivalents and restricted cash   (764 )     (207 )
    Net increase (decrease) in cash, cash equivalents and restricted cash   4,085       (1,982 )
    Cash and cash equivalents and restricted cash at beginning of period   179,807       228,968  
    Cash and cash equivalents and restricted cash at end of period $ 183,892     $ 226,986  
           
    EZCORP, Inc.
    OPERATING SEGMENT RESULTS
       
      Three Months Ended December 31, 2024
    (Unaudited)
    (in thousands) U.S. Pawn   Latin America
    Pawn    		   Other
    Investments    		   Total Segments   Corporate
    Items    		   Consolidated
                           
    Revenues:                      
    Merchandise sales $ 128,800     $ 57,543     $ —     $ 186,343     $ —     $ 186,343  
    Jewelry scrapping sales   15,498       1,234       —       16,732       —       16,732  
    Pawn service charges   87,876       29,176       —       117,052       —       117,052  
    Other revenues   27       16       —       43       —       43  
    Total revenues   232,201       87,969       —       320,170       —       320,170  
    Merchandise cost of goods sold   81,556       40,268       —       121,824       —       121,824  
    Jewelry scrapping cost of goods sold   11,968       974       —       12,942       —       12,942  
    Gross profit   138,677       46,727       —       185,404       —       185,404  
    Segment and corporate expenses (income):                      
    Store expenses   83,089       33,362       —       116,451       —       116,451  
    General and administrative   —       —       —       —       18,669       18,669  
    Depreciation and amortization   2,717       2,046       —       4,763       3,572       8,335  
    Loss on sale or disposal of assets and other   —       8       —       8       —       8  
    Interest expense   —       —       —       —       3,147       3,147  
    Interest income   —       (202 )     (594 )     (796 )     (1,297 )     (2,093 )
    Equity in net (income) loss of unconsolidated affiliates   —       —       (1,623 )     (1,623 )     148       (1,475 )
    Other (income) expense   (11 )     (71 )     —       (82 )     1,060       978  
    Segment contribution $ 52,882     $ 11,584     $ 2,217     $ 66,683          
    Income (loss) before income taxes             $ 66,683     $ (25,299 )   $ 41,384  
                                       

            

      Three Months Ended December 31, 2023
    (Unaudited)
    (in thousands) U.S. Pawn   Latin America
    Pawn    		   Other
    Investments    		   Total Segments   Corporate
    Items    		   Consolidated
                           
    Revenues:                      
    Merchandise sales $ 125,513     $ 53,890     $ —     $ 179,403     $ —     $ 179,403  
    Jewelry scrapping sales   12,815       1,267       —       14,082       —       14,082  
    Pawn service charges   79,073       27,376       —       106,449       —       106,449  
    Other revenues   37       16       4       57       —       57  
    Total revenues   217,438       82,549       4       299,991       —       299,991  
    Merchandise cost of goods sold   78,709       36,501       —       115,210       —       115,210  
    Jewelry scrapping cost of goods sold   11,284       924       —       12,208       —       12,208  
    Gross profit   127,445       45,124       4       172,573       —       172,573  
    Segment and corporate expenses (income):                      
    Store expenses   77,255       33,300       —       110,555       —       110,555  
    General and administrative   —       —       —       —       16,543       16,543  
    Depreciation and amortization   2,624       2,339       —       4,963       3,602       8,565  
    Loss (gain) on sale or disposal of assets and other   26       (196 )     —       (170 )     (2 )     (172 )
    Interest expense   —       —       —       —       3,440       3,440  
    Interest income   —       (420 )     (573 )     (993 )     (1,646 )     (2,639 )
    Equity in net income of unconsolidated affiliates   —       —       (1,153 )     (1,153 )     —       (1,153 )
    Other (income) expense   —       (48 )     1       (47 )     (224 )     (271 )
    Segment contribution $ 47,540     $ 10,149     $ 1,729     $ 59,418          
    Income (loss) before income taxes             $ 59,418     $ (21,713 )   $ 37,705  
                           
    EZCORP, Inc.
    STORE COUNT ACTIVITY
    (Unaudited)
       
      Three Months Ended December 31, 2024
      U.S. Pawn
    		   Latin America
    Pawn
    		   Consolidated
                           
    As of September 30, 2024   542       737       1,279  
    New locations opened   —       4       4  
    As of December 31, 2024   542       741       1,283  
                           
      Three Months Ended December 31, 2023
      U.S. Pawn
    		   Latin America
    Pawn
    		   Consolidated
                           
    As of September 30, 2023   529       702       1,231  
    New locations opened   —       5       5  
    Locations acquired   1       —       1  
    As of December 31, 2023   530       707       1,237  
                           

    Non-GAAP Financial Information (Unaudited)

    In addition to the financial information prepared in conformity with accounting U.S. generally accepted accounting principles (“GAAP”), we provide certain other non-GAAP financial information on a constant currency (“constant currency”) and adjusted basis. We use constant currency results to evaluate our Latin America Pawn operations, which are denominated primarily in Mexican pesos, Guatemalan quetzales and other Latin American currencies. We believe that presentation of constant currency and adjusted results is meaningful and useful in understanding the activities and business metrics of our operations and reflects an additional way of viewing aspects of our business that, when viewed with GAAP results, provides a more complete understanding of factors and trends affecting our business. We provide non-GAAP financial information for informational purposes and to enhance understanding of our GAAP consolidated financial statements. We use this non-GAAP financial information primarily to evaluate and compare operating results across accounting periods.

    Readers should consider the information in addition to, but not instead of or superior to, our financial statements prepared in accordance with GAAP. This non-GAAP financial information may be determined or calculated differently by other companies, limiting the usefulness of those measures for comparative purposes.

    Constant currency results reported herein are calculated by translating consolidated balance sheet and consolidated statement of operations items denominated in local currency to U.S. dollars using the exchange rate from the prior-year comparable period, as opposed to the current period, in order to exclude the effects of foreign currency rate fluctuations. In addition, we have an equity method investment that is denominated in Australian dollars and is translated into U.S. dollars. We used the end-of-period rate for balance sheet items and the average closing daily exchange rate on a monthly basis during the appropriate period for statement of operations items. The end-of-period and approximate average exchange rates for each applicable currency as compared to U.S. dollars as of and for the three months ended December 31, 2024 and 2023 were as follows:

           
      December 31,   Three Months Ended
    December 31,
      2024
    		   2023
    		   2024
    		   2023
                                   
    Mexican peso   20.8       17.0       20.1       17.5  
    Guatemalan quetzal   7.5       7.7       7.5       7.6  
    Honduran lempira   25.0       24.3       24.8       24.4  
    Australian dollar   1.6       1.5       1.5       1.5  
                                   

    Our statement of operations constant currency results reflect the monthly exchange rate fluctuations and so are not directly calculable from the above rates. Constant currency results, where presented, also exclude the foreign currency gain or loss.

    Miscellaneous Non-GAAP Financial Measures

      Three Months Ended
    December 31,
    (in millions) 2024   2023
           
    Net income $ 31.0     $ 28.5  
    Interest expense   3.1       3.4  
    Interest income   (2.1 )     (2.6 )
    Income tax expense   10.4       9.2  
    Depreciation and amortization   8.3       8.6  
    EBITDA $ 50.8     $ 47.1  
                   

            

      Total
    Revenues    		   Gross
    Profit    		   Income
    Before Tax    		   Tax Effect   Net
    Income    		   Diluted
    EPS    		   EBITDA
                               
    2025 Q1 Reported $ 320.2     $ 185.4     $ 41.4     $ 10.4     $ 31.0     $ 0.40     $ 50.8  
    FX Impact   —       —       1.0       0.2       0.8       0.01       1.0  
    Constant Currency   9.5       4.8       1.0       0.2       0.8       0.01       1.2  
    2025 Q1 Adjusted $ 329.7     $ 190.2     $ 43.4     $ 10.8     $ 32.6     $ 0.42     $ 53.0  
                                                           
      Total
    Revenues    		   Gross
    Profit    		   Income
    Before Tax    		   Tax Effect   Net
    Income    		   Diluted
    EPS    		   EBITDA
                               
    2024 Q1 Reported $ 300.0     $ 172.6     $ 37.7     $ 9.2     $ 28.5     $ 0.36     $ 47.1  
    FX Impact   —       —       0.1       —       0.1       —       0.1  
    2024 Q1 Adjusted $ 300.0     $ 172.6     $ 37.8     $ 9.2     $ 28.6     $ 0.36     $ 47.2  
                                                           
      Three Months Ended
    December 31, 2024
    (in millions) U.S. Dollar
    Amount    		   Percentage
    Change YOY
           
    Consolidated revenues $ 320.2       7 %
    Currency exchange rate fluctuations   9.5      
    Constant currency consolidated revenues $ 329.7       10 %
           
    Consolidated gross profit $ 185.4       7 %
    Currency exchange rate fluctuations   4.8      
    Constant currency consolidated gross profit $ 190.2       10 %
           
    Consolidated net inventory $ 199.5       21 %
    Currency exchange rate fluctuations   8.5      
    Constant currency consolidated net inventory $ 208.0       26 %
           
    Latin America Pawn gross profit $ 46.7       4 %
    Currency exchange rate fluctuations   4.8      
    Constant currency Latin America Pawn gross profit $ 51.5       14 %
           
    Latin America Pawn PLO $ 54.6       4 %
    Currency exchange rate fluctuations   8.1      
    Constant currency Latin America Pawn PLO $ 62.7       19 %
           
    Latin America Pawn PSC revenues $ 29.2       7 %
    Currency exchange rate fluctuations   2.8      
    Constant currency Latin America Pawn PSC revenues $ 32.0       17 %
           
    Latin America Pawn merchandise sales $ 57.5       7 %
    Currency exchange rate fluctuations   6.6      
    Constant currency Latin America Pawn merchandise sales $ 64.1       19 %
           
    Latin America Pawn segment profit before tax $ 11.6       14 %
    Currency exchange rate fluctuations   0.9      
    Constant currency Latin America Pawn segment profit before tax $ 12.5       24 %
                   

    The MIL Network –

  • MIL-OSI: Ambarella Announces Fourth Quarter and Full Fiscal Year 2025 Earnings Conference Call to be Held February 26, 2025

    Source: GlobeNewswire (MIL-OSI)

    SANTA CLARA, Calif., Feb. 05, 2025 (GLOBE NEWSWIRE) — Ambarella, Inc. (NASDAQ: AMBA), an edge AI semiconductor company, today announced it will hold its third quarter fiscal year 2025 earnings conference call on Wednesday, February 26, 2025 at 1:30 p.m. (Pacific Time). The company will issue its earnings release after the market closes that same day.

    Those interested in asking a question on the call are required to register online in advance. Once registered, the dial-in numbers will be provided with a personal identification number (PIN). When dialing in for the live call, the PIN number must be provided to access the call.

    The live webcast of the conference call, and a webcast replay, will be available at: http://investor.ambarella.com/events.cfm

    About Ambarella

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

    Contact:
    Louis Gerhardy
    VP Corporate Development
    408-636-2310
    lgerhardy@ambarella.com

    The MIL Network –

  • MIL-OSI: AGF REPORTS January 2025 ASSETS UNDER MANAGEMENT and FEE-EARNING ASSETS

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, Feb. 05, 2025 (GLOBE NEWSWIRE) — AGF Management Limited reported total assets under management (AUM) and fee-earning assets1 of $54.4 billion as at January 31, 2025.

    AUM
    ($ billions)    		 January 31,
    2025
    		   December 31,
    2024
    		   % Change
    Month-Over-
    Month    		   January 31,
    2024
    		   % Change
    Year-Over-
    Year    		  
    Total Mutual Fund $31.4   $30.1     $25.1    
    Exchange-traded funds + Separately managed accounts $2.7   $2.8     $1.6    
    Segregated accounts and Sub-advisory $6.8   $6.4     $7.0    
    AGF Private Wealth $8.6   $8.4     $7.7    
    Subtotal
    (before AGF Capital Partners AUM and fee-earning assets1)    		 $49.5   $47.7     $41.4    
    AGF Capital Partners $2.8   $2.8     $0.1    
    Total AUM $52.3   $50.5   3.6 % $41.5   26.0 %
    AGF Capital Partners fee-earning assets1 $2.1   $2.1     $2.0    
    Total AUM and fee-earning assets1 $54.4   $52.6   3.4 % $43.5   25.1 %
               
    Average Daily Mutual Fund AUM $30.8   $30.5     $25.0    

    1 Fee-earning assets represent assets in which AGF has carried interest ownership and earns recurring fees but does not have ownership interest in the managers.

    Mutual Fund AUM by Category
    ($ billions)    		 January 31,
    2025
    		   December 31,
    2024
    		   January 31,
    2024
    		  
    Domestic Equity Funds $4.5   $4.4   $4.1  
    U.S. and International Equity Funds $19.7   $18.6   $14.3  
    Domestic Balanced Funds $0.1   $0.1   $0.1  
    U.S. and International Balanced Funds $1.7   $1.6   $1.6  
    Domestic Fixed Income Funds $1.9   $1.8   $1.7  
    U.S. and International Fixed Income Funds $3.2   $3.3   $3.1  
    Domestic Money Market $0.3   $0.3   $0.2  
    Total Mutual Fund AUM $31.4   $30.1   $25.1  
    AGF Capital Partners AUM and fee-earning assets
    ($ billions)    		 January 31,
    2025    		   December 31,
    2024    		   January 31,
    2024    		  
    AGF Capital Partners AUM $2.8   $2.8   $0.1  
    AGF Capital Partners fee-earning assets $2.1   $2.1   $2.0  
    Total AGF Capital Partners AUM and fee-earning assets $4.9   $4.9   $2.1  


    About AGF Management Limited

    Founded in 1957, AGF Management Limited (AGF) is an independent and globally diverse asset management firm. Our companies deliver excellence in investing in the public and private markets through three business lines: AGF Investments, AGF Capital Partners and AGF Private Wealth.

    AGF brings a disciplined approach, focused on incorporating sound, responsible and sustainable corporate practices. The firm’s collective investment expertise, driven by its fundamental, quantitative and private investing capabilities, extends globally to a wide range of clients, from financial advisors and their clients to high-net worth and institutional investors including pension plans, corporate plans, sovereign wealth funds, endowments and foundations.

    Headquartered in Toronto, Canada, AGF has investment operations and client servicing teams on the ground in North America and Europe. With over $54 billion in total assets under management and fee-earning assets, AGF serves more than 815,000 investors. AGF trades on the Toronto Stock Exchange under the symbol AGF.B.

    AGF Management Limited shareholders, analysts and media, please contact:

    Ken Tsang
    Chief Financial Officer
    416-865-4338, InvestorRelations@agf.com

    The MIL Network –

  • MIL-OSI: BTQ Technologies Corp. to Present at the Small Cap Growth Virtual Investor Conference February 6th

    Source: GlobeNewswire (MIL-OSI)

    VANCOUVER, British Columbia, Feb. 05, 2025 (GLOBE NEWSWIRE) — BTQ Technologies Corp. (CBOE CA: BTQ) (FSE: NG3) (OTCQX: BTQQF), a global quantum technology company focused on securing mission-critical networks, today announced that Nicolas Roussy Newton, Co-Founder and COO will present live at the Small Cap Growth Virtual Investor Conference hosted by VirtualInvestorConferences.com, on February 6th, 2025

    DATE: Thursday February 6, 2025
    TIME: 11:00am ET
    LINK: CLICK HERE TO REGISTER

    This will be a live, interactive online event where investors are invited to ask the company questions in real-time. If attendees are not able to join the event live on the day of the conference, an archived webcast will also be made available after the event.

    It is recommended that online investors pre-register and run the online system check to expedite participation and receive event updates.  

    Learn more about the event at www.virtualinvestorconferences.com.

    Recent BTQ Highlights:

    About BTQ
    BTQ was founded by a group of post-quantum cryptographers with an interest in addressing the urgent security threat posed by large-scale universal quantum computers. With the support of leading research institutes and universities, BTQ is combining software and hardware to safeguard critical networks using unique post-quantum services and solutions.

    Connect with BTQ: Website | LinkedIn

    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.

    CONTACTS:
    BTQ Technologies Corp.
    Bill Mitoulas
    Investor Relations
    +1.416.479.9547
    bill@btq.com

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

    Neither CBOE Canada nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.  

    The MIL Network –

  • MIL-OSI: South Bow Announces Timing of Fourth-quarter and Year-end 2024 Results and Conference Call and Webcast

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, Feb. 05, 2025 (GLOBE NEWSWIRE) — South Bow Corp. (TSX & NYSE: SOBO) (South Bow or the Company) will release its fourth-quarter and year-end 2024 financial and operational results after the close of markets on March 5, 2025.

    Conference call and webcast details

    South Bow’s senior leadership will host a conference call and webcast to discuss the Company’s fourth-quarter and year-end 2024 results and 2025 outlook on March 6, 2025 at 8 a.m. MT (10 a.m. ET).

    Register ahead of time to receive a unique PIN to access the conference call via telephone. Once registered, participants can dial into the conference call from their telephone via the unique PIN or click on the “Call Me” option to receive an automated call directly on their telephone.

    Visit www.southbow.com/investors for the replay following the event.

    Forward-looking information and statements

    This news release contains certain forward-looking statements and forward-looking information (collectively, forward-looking statements). In particular, this news release contains forward-looking statements, including timing of the release of financial and operational results, conference call and webcast, and replay of the conference call and webcast. The forward-looking statements are based on certain assumptions that South Bow has made regarding, among other things: market conditions; economic conditions; and prevailing governmental policies or regulatory, tax, and environmental laws and regulations. Although South Bow believes the assumptions and other factors reflected in these forward-looking statements are reasonable as of the date hereof, there can be no assurance that these assumptions and factors will prove to be correct and, as such, forward-looking statements are not guarantees of future performance. Forward-looking statements are subject to a number of known and unknown risks and uncertainties that could cause actual events or results to differ materially, including, but not limited to: the regulatory environment and related decisions and requirements; the impact of competitive entities and pricing; actions taken by governmental or regulatory authorities; adverse general economic and market conditions, and other factors set out in South Bow’s public disclosure documents. The foregoing list of assumptions and risk factors should not be construed as exhaustive. The forward-looking statements contained in this news release speak only as of the date hereof. South Bow does not undertake any obligation to publicly update or revise any forward-looking statements or information contained herein, except as required by applicable laws. All forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

    About South Bow

    South Bow safely operates 4,900 kilometres (3,045 miles) of crude oil pipeline infrastructure, connecting Alberta crude oil supplies to U.S. refining markets in Illinois, Oklahoma, and the U.S. Gulf Coast through our unrivalled market position. We take pride in what we do – providing safe and reliable transportation of crude oil to North America’s highest demand markets. Based in Calgary, Alberta, South Bow is the spinoff company of TC Energy, with Oct. 1, 2024 marking South Bow’s first day as a standalone entity. To learn more, visit www.southbow.com.

    Contact information  
       
    Investor Relations Media Relations
    Martha Wilmot Katie Stavinoha
    investor.relations@southbow.com communications@southbow.com

    The MIL Network –

  • MIL-OSI: ASSOCIATED CAPITAL GROUP, INC. Reports Fourth Quarter and Full Year Results

    Source: GlobeNewswire (MIL-OSI)

    • Year-end AUM: $1.25 billion at December 31, 2024
    • Book Value was $42.14 per share at year-end 2024 which reflects $2.20 per share of dividends paid vs. Book Value of $42.11 per share a year ago
    • Sold 1.15 million shares of GAMCO to GAMCO for proceeds of $30.4 million
    • Ended 2024 with cash and investments of $40.78 per share
    • Returned $58.6 million, or $2.72 per share, to shareholders through dividends and share repurchases in 2024
    • Completed shareholder-designated charitable contributions to 501(c)(3) organizations bringing the total to $42 million since our 2015 spin-off

    GREENWICH, Conn., Feb. 05, 2025 (GLOBE NEWSWIRE) — Associated Capital Group, Inc. (“AC” or the “Company”), a diversified financial services company, today reported its financial results for the fourth quarter and full year-ended December 31, 2024.

    Financial Highlights – GAAP basis            
    ($’s in 000’s except AUM and per share data)            
                 
        Fourth Quarter     Full Year  
    (Unaudited)    2024     2023     2024     2023  
    AUM – end of period (in millions)   $ 1,248     $ 1,591     $ 1,248     $ 1,591  
    AUM – average (in millions)     1,291       1,581       1,410       1,659  
                                     
    Revenues     5,154       5,636       13,175       12,683  
    Operating loss before management fee (Non-GAAP)     (3,059 )     (2,451 )     (12,883 )     (11,501 )
    Investment and other non-operating income, net     4,372       26,672       71,488       63,812  
    Income before income taxes     1,179       21,850       52,735       46,865  
                                     
    Net income     4,280       16,342       44,328       37,451  
    Net income per share – basic and diluted   $ 0.20     $ 0.76     $ 2.08     $ 1.72  
                                     
    Class A shares outstanding (000’s)     2,234       2,587       2,234       2,587  
    Class B “ “     18,951       18,951       18,951       18,951  
    Total “ “     21,185       21,538       21,185       21,538  
    Book Value per share   $ 42.14     $ 42.11     $ 42.14     $ 42.11  
                                     

    Fourth Quarter Financial Data

    • Assets under management ended the quarter at $1.25 billion versus $1.34 billion at September 30, 2024.
    • At December 31, 2024, book value per share was $42.14 per share, reflecting the $2.20 per share of dividends paid versus $42.11 per share at December 31, 2023.

    Fourth Quarter Results

    Fourth quarter revenues were $5.2 million compared to $5.6 million for the fourth quarter of 2023. Revenues generated by the GAMCO International SICAV – GAMCO Merger Arbitrage (the “SICAV”) were $1.0 million versus $0.8 million in the prior year period. All other revenues were $4.2 million compared to $4.8 million in the year ago quarter.

    Starting in December 2023, the Company began recognizing 100% of the merger arbitrage SICAV revenues received by Gabelli Funds, LLC (“Gabelli Funds”). In turn, AC pays the marketing expenses of the SICAV previously paid by Gabelli Funds and remits an administrative fee to Gabelli Funds for administrative services provided. This change better aligns the financial arrangements with the services rendered by each party. The net effect of this change had no material impact on our net operating results.

    Total operating expenses, excluding management fee, were $8.2 million in the fourth quarter 2024 compared to $8.1 million in the comparable 2023 period.

    Net investment and other non-operating income was $4.4 million for the fourth quarter versus $26.7 million in the year ago quarter, reflecting interest income in the current quarter offset partially by shareholder designated contribution expense.

    The fourth quarter of 2024 includes a Management fee of $0.1 million versus $2.4 million in the fourth quarter of 2023. Our provision for income taxes was a benefit of $3.1 million for the quarter, resulting from deferred tax benefits from the sale of GAMCO shares, compared to expense of $5.6 million in the comparable period of 2023.

    Full Year Results

    Revenues for the year ended 2024 were $13.2 million compared to $12.7 million in 2023. Revenues generated by the GAMCO International SICAV – GAMCO Merger Arbitrage were $5.0 million versus $3.7 million in the prior year period. All other revenues were $8.2 million compared to $9.0 million in the year ago quarter.   

    For 2024, the operating loss before Management fee was $12.9 million compared to $11.5 million in 2023.

    The full year 2024 net investment and other non-operating income was $71.5 million versus $63.8 million, primarily due to higher dividend income from GAMCO Investors, Inc. (“GAMCO”) in 2024.

    In 2024, Management fee was $5.9 million compared to $5.4 million in 2023.

    Our income tax rate for the year was 15.8% compared to 19.5% for the prior year primarily driven by deferred tax benefits from the sale of GAMCO shares that reduced the current period’s effective tax rate.

    Assets Under Management (AUM)

    Assets under management ended the year at $1.25 billion, $343 million less than year-end 2023, reflecting net outflows of $363 million and the impact of currency fluctuations in non-US dollar denominated classes of investment funds of $29 million, offset partially by market appreciation of $49 million. In the merger arbitrage strategy, most of the outflows ($198 million) were tied to GAMCO Merger Arbitrage UCITS (a Luxembourg entity organized as an Undertaking for Collective Investment in Transferrable Securities). These outflows were generally driven by our clients including wealth managers, bank platforms and insurance companies reallocating funds to other asset classes.

    AUM since spin-off:

          December 31,  
    ($ in millions)     2024     2023     2022       2021       2020       2019       2018       2017       2016     2015  
    Merger Arbitrage   $ 1,003   $ 1,312   $ 1,588     $ 1,542     $ 1,126     $ 1,525     $ 1,342     $ 1,384     $ 1,076     $ 869  
    Long/Short Value(a)     209     244     222       195       180       132       118       91       133       145  
    Other     36     35     32       44       45       59       60       66       63       66  
    Total AUM   $ 1,248   $ 1,591   $ 1,842     $ 1,781     $ 1,351     $ 1,716     $ 1,520     $ 1,541     $ 1,272     $ 1,080  

    (a) Assets under management represent the assets invested in this strategy that are attributable to AC.

    Alternative Investment Management

    The alternative investment strategy offerings center around our merger arbitrage strategy, which has an absolute return focus of generating returns independent of the broad equity and fixed income markets. We also offer strategies utilizing fundamental, active, event-driven and special situations investments.

    Merger Arbitrage

    For the fourth quarter of 2024, our longest continuously offered fund in the merger arbitrage strategy generated gross returns of 0.95% (0.57% net of fees). For the full year, gross returns were 5.83% (3.82% net of fees), adding to its historical record of positive net returns in 38 of the last 40 years. A summary of the performance is as follows:

                              Full Year                  
    Performance%(a)   4Q ’24     4Q ’23         2024     2023     2022     2021     2020     5 Year(b)     Since 1985(b)(c)  
    Merger Arb                                                                            
    Gross     0.95       3.19           5.83       5.49       4.47       10.81       9.45       7.18       9.98  
    Net     0.57       2.35           3.82       3.56       2.75       7.78       6.70       4.90       7.06  

    (a) Net performance is net of fees and expenses, unless otherwise noted. Performance shown is for an actual fund in this strategy. The performance of other funds in this strategy may vary. Past performance is no guarantee of future results.

    (b) Represents annualized returns through December 31, 2024

    (c) Inception Date: February 1985

    Since its inception in 1985, our longest continuously offered fund in the merger arbitrage strategy has consistently outperformed the return on 90-day T-Bills. The summary historical performance is as follows:

    Merger Arbitrage (1)
    Percent Return (%)
    Year Gross Return Net Return 90 Day
    T-Bills
    2024 5.83 3.82 5.45
    2023 5.49 3.56 5.26
    2022 4.47 2.75 1.50
    2021 10.81 7.78 0.05
    2020 9.45 6.70 0.58
    2019 8.55 5.98 2.25
    2018 4.35 2.65 1.86
    2017 4.69 2.92 0.84
    2016 9.13 6.44 0.27
    2015 5.33 3.43 0.03
    2014 3.89 2.29 0.03
    2013 5.33 3.43 0.05
    2012 4.32 2.63 0.07
    2011 4.89 3.07 0.08
    2010 9.07 6.35 0.13
    2009 12.40 9.15 0.16
    2008 0.06 -0.94 1.80
    2007 6.39 4.26 4.74
    2006 12.39 8.96 4.76
    2005 9.40 6.63 3.00
    2004 5.49 3.69 1.24
    2003 8.90 6.26 1.07
    2002 4.56 2.45 1.70
    2001 7.11 4.56 4.09
    2000 18.10 13.57 5.96
    1999 16.61 12.31 4.74
    1998 10.10 7.21 5.06
    1997 12.69 9.21 5.25
    1996 12.14 8.84 5.25
    1995 14.06 10.27 5.75
    1994 7.90 5.53 4.24
    1993 12.29 8.91 3.09
    1992 7.05 4.78 3.62
    1991 12.00 8.76 5.75
    1990 9.43 6.67 7.92
    1989 23.00 17.55 8.63
    1988 45.84 35.66 6.76
    1987 -13.67 -14.54 5.90
    1986 33.40 26.14 6.24
    1985 30.47 22.64 7.82
           
    Average 10.34 7.31 3.32
           

    (1) The performance above refers to our longest continuously offered fund in the merger arbitrage strategy (net and gross returns). Net returns are net of management and incentive fees. Individual investment returns may differ due to timing of investment and other factors. Past performance is not indicative of future results.

    Worldwide mergers and acquisitions (“M&A”) totaled $3.2 trillion in 2024, an increase of 10% compared to 2023, with strength across all major geographies. The US remained the preferred venue for dealmaking, with volume of approximately $1.4 trillion, an increase of about 5% and accounting for 45% of worldwide M&A. European deal activity increased 22% to $700 billion, and cross-border M&A totaled approximately $1.1 trillion, a 12% increase compared to 2023. Technology returned to the top sector for deals with approximately $500 billion in 2024, an increase of 32% compared to 2023 and accounting for 16% of total deals. Energy & Power accounted for 15% of deal activity ($477 billion), while Financials accounted for 14% of total volume ($453 billion), an increase of 51% compared to 2023. Private Equity firms remained acquisitive with $706 billion of announced deals, accounting for 22% of total M&A and increasing 24% compared to 2023.

    With the change at the White House and Congress we are seeing a “changing of the guard” with respect to several M&A – related regulatory appointments, some of which will have a material impact on M&A investing:  most notably, the Chair of the U.S. Federal Trade Commission (“FTC”) and the U.S. Attorney General who heads The Department of Justice (“DOJ”). These changes are likely to facilitate an increase in deal activity as corporate sentiment shifts to move ahead with transformational transactions for their businesses.

    The Merger Arbitrage strategy is offered by mandate and client type through partnerships and offshore corporations serving accredited as well as institutional investors. The strategy is also offered in separately managed accounts, a Luxembourg UCITS and a London Stock Exchange listed investment company, Gabelli Merger Plus+ Trust Plc (GMP-LN).  

    Acquisitions

    Associated Capital Group’s plan is to accelerate the use of its capital. We intend to leverage our research and investment capabilities by pursuing acquisitions and alliances that will broaden our product offerings and add new sources of distribution. In addition, we may make direct investments in operating businesses using a variety of techniques and structures to accomplish our objectives.

    Giving Back to Society – (Y)our “S” in ESG

    AC seeks to be a good corporate citizen by supporting our community through sponsoring local organizations. On August 7, 2024, the Board of Directors approved a $0.20 per share shareholder designated charitable contribution (“SDCC”) for registered shareholders. Based on the program created by Warren Buffett at Berkshire Hathaway, our corporate charitable giving is unique in that the recipients of AC’s charitable contributions are chosen directly by our shareholders, rather than by our corporate officers. In the first quarter of 2025, we completed the distribution of approximately $4.0 million to various organizations selected by our shareholders for our 2024 program. Since our spin-off as a public company, the shareholders of AC have donated approximately $42 million, including the most recent SDCC, to over 200 501(c)(3) organizations that address a broad range of local, national and international concerns.

    Shareholder Dividends and Buybacks

    At its meeting on November 8, 2024, the Board of Directors declared a semi-annual dividend of $0.10 per share, which was paid on December 19, 2024 to shareholders of record on December 5, 2024. For the full year, the Company paid dividends of $46.8 million, or $2.20 per share.

    During the fourth quarter, AC repurchased 63,075 Class A shares, for $2.3 million, at an average price of $35.87 per share. Furthermore, for the full year AC repurchased 353,116 Class A shares, for $11.8 million, at an average price of $33.53 per share.

    The Company intends to continue to repurchase additional shares, but share repurchases may vary from time to time and will take into account macroeconomic issues, market trends, and other factors that the Company deems appropriate.

    Since our spin-off from GAMCO on November 30, 2015, AC has returned $184.2 million to shareholders through share repurchases and exchange offers, and paid dividends of $83.2 million.

    At December 31, 2024, there were 2.234 million Class A shares and 18.951 million Class B shares outstanding.

    About Associated Capital Group, Inc.

    Associated Capital Group, Inc. (NYSE:AC), based in Greenwich, Connecticut, is a diversified global financial services company that provides alternative investment management through Gabelli & Company Investment Advisers, Inc. (“GCIA”). We have also earmarked proprietary capital for our direct investment business that invests in new and existing businesses. The direct investment business is developing along several core pillars, including Gabelli Private Equity Partners, LLC (“GPEP”), formed in August 2017 with $150 million of authorized capital as a “fund-less” sponsor. We also created Gabelli Principal Strategies Group, LLC (“GPS”) in December 2015 to pursue strategic operating initiatives.

    Operating Loss Before Management Fee

    Operating loss before management fee represents a non-GAAP financial measure used by management to evaluate its business operations. We believe this measure is useful in illustrating the operating results of the Company, as management fee expense is based on pre-tax income before management fee expense, which includes non-operating items including investment gains and losses from the Company’s proprietary investment portfolio and interest expense.

        Three Months Ended     Year Ended  
        December 31,     December 31,  
    ($ in 000’s)   2024     2023     2024     2023  
                                     
    Operating loss – GAAP   $ (3,193 )   $ (4,822 )   $ (18,753 )   $ (16,947 )
                                     
    Add: management fee expense (1)     134       2,371       5,870       5,446  
                                     
    Operating loss before management fee – Non-GAAP   $ (3,059 )   $ (2,451 )   $ (12,883 )   $ (11,501 )

    (1) Management fee expense is incentive-based and is equal to 10% of Income before management fee and income taxes and excludes the impact of consolidating entities. For the three months ended December 31, 2024 and 2023, Income before management fee, income taxes and excluding consolidated entities was income of $1,340 and $23,710, respectively. As a result, $134 and $2,371 was accrued for the 10% management fee expense in 2024 and 2023 periods, respectively. For the year ended December 31, 2024 and 2023, Income before management fee, income taxes and excluding consolidated entities was income of $58,699 and $54,456, respectively. As a result, $5,870 and $5,446 was accrued for the 10% management fee expense in 2024 and 2023, respectively.

    Table I

    ASSOCIATED CAPITAL GROUP, INC.
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
    (Amounts in thousands, except share data)    		  
              December 31,  
              2024     2023  
    ASSETS                        
    Cash, cash equivalents and US Treasury Bills           $ 367,850     $ 406,642  
    Investments in securities and partnerships             487,623       420,706  
    Investment in GAMCO stock             16,920       45,602  
    Receivable from brokers             27,634       30,268  
    Income taxes receivable, including deferred tax assets, net             6,021       8,474  
    Other receivables             4,778       5,587  
    Other assets             24,463       26,518  
    Total assets           $ 935,289     $ 943,797  
                             
    LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY  
                             
    Payable to brokers           $ 5,491     $ 4,459  
    Compensation payable             17,747       15,169  
    Securities sold short, not yet purchased             8,436       5,918  
    Accrued expenses and other liabilities             5,317       5,173  
    Total liabilities             36,991       30,719  
                             
    Redeemable noncontrolling interests             5,592       6,103  
                             
    Total Associated Capital Group, Inc. equity             892,706       906,975  
                             
    Total liabilities, redeemable noncontrolling interests and equity           $ 935,289     $ 943,797  
                             

    Notes:
    (1) Certain captions include amounts related to a consolidated variable interest entity (“VIE”) and voting interest entity (“VOE”). Refer to the Consolidated Financial Statements included in the 10-K report to be filed for the year ended December 31, 2024 for more details on the impact of consolidating these entities.

    (2) Investment in GAMCO stock: 699,749 and 2,386,295 shares, respectively.

    Table II

    ASSOCIATED CAPITAL GROUP, INC.
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
    (Amounts in thousands, except per share data)

    		  
        Three Months Ended
    December 31,    		     Year Ended
    December 31,    		  
        2024     2023     2024     2023  
                             
    Investment advisory and incentive fees   $ 5,049     $ 5,535     $ 12,755     $ 12,324  
    Other     105       101       420       359  
    Total revenues     5,154       5,636       13,175       12,683  
                                     
    Compensation     6,316       5,809       18,293       17,246  
    Other operating expenses     1,897       2,278       7,765       6,938  
    Total expenses     8,213       8,087       26,058       24,184  
                                     
    Operating loss before management fee      (3,059 )     (2,451 )     (12,883 )     (11,501 )
                                     
    Net investment gain/(loss)     (41 )      21,398       42,767       43,033  
    Dividend income from GAMCO     92       96       5,454       384  
    Interest and dividend income, net     7,384       7,591       26,779       24,412  
    Shareholder-designated contribution     (3,063 )     (2,413 )     (3,512 )     (4,017 )
    Investment and other non-operating income, net     4,372       26,672       71,488       63,812  
                                     
    Income before management fee and income taxes     1,313       24,221       58,605       52,311  
    Management fee     134       2,371       5,870       5,446  
    Income before income taxes     1,179       21,850       52,735       46,865  
    Income tax expense/(benefit)     (3,108 )      5,551       8,307       9,137  
    Income before noncontrolling interests     4,287       16,299       44,428       37,728  
    Income/(loss) attributable to noncontrolling interests     7       (43 )     100       277  
    Net income attributable to Associated Capital Group, Inc.’s shareholders   $ 4,280     $ 16,342     $ 44,328     $ 37,451  
                                     
    Net income per share attributable to Associated Capital Group, Inc.’s shareholders:                                
    Basic   $ 0.20     $ 0.76     $ 2.08     $ 1.72  
    Diluted   $ 0.20     $ 0.76     $ 2.08     $ 1.72  
                                     
    Weighted average shares outstanding:                                
    Basic     21,222       21,576       21,347       21,771  
    Diluted     21,222       21,576       21,347       21,771  
                                     
    Actual shares outstanding – end of period     21,185       21,538       21,185       21,538  

    SPECIAL NOTE REGARDING FORWARD-LOOKING INFORMATION

    The financial results set forth in this press release are preliminary. Our disclosure and analysis in this press release, which do not present historical information, contain “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements convey our current expectations or forecasts of future events. You can identify these statements because they do not relate strictly to historical or current facts. They use words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” and other words and terms of similar meaning. They also appear in any discussion of future operating or financial performance. In particular, these include statements relating to future actions, future performance of our products, expenses, the outcome of any legal proceedings, and financial results. Although we believe that we are basing our expectations and beliefs on reasonable assumptions within the bounds of what we currently know about our business and operations, the economy and other conditions, there can be no assurance that our actual results will not differ materially from what we expect or believe. Therefore, you should proceed with caution in relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance.

    Forward-looking statements involve a number of known and unknown risks, uncertainties and other important factors, some of which are listed below, that are difficult to predict and could cause actual results and outcomes to differ materially from any future results or outcomes expressed or implied by such forward-looking statements. Some of the factors that could cause our actual results to differ from our expectations or beliefs include a decline in the securities markets that adversely affect our assets under management, negative performance of our products, the failure to perform as required under our investment management agreements, and a general downturn in the economy that negatively impacts our operations. We also direct your attention to the more specific discussions of these and other risks, uncertainties and other important factors contained in our Form 10 and other public filings. Other factors that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We do not undertake to update publicly any forward-looking statements if we subsequently learn that we are unlikely to achieve our expectations whether as a result of new information, future developments or otherwise, except as may be required by law.

    Ian J. McAdams
    Chief Financial Officer
    (914) 921-5078
    Associated-Capital-Group.com

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/d3637934-12dd-409f-93dd-27bbb1388a85

    The MIL Network –

  • MIL-OSI: BerAIs.land: A Million Transactions on Berachain is Facilitated by AI Agents

    Source: GlobeNewswire (MIL-OSI)

    SINGAPORE, Feb. 05, 2025 (GLOBE NEWSWIRE) — BerAIs.land is set to launch in February 2025, backed by Holdstation, a leading name in AI and DeFi, with a proven track record of launching 1,000+ AI Agents on ZKsync.

    The numbers speak for themselves:

    • AIWS went 1000x to $20M, proving the demand for AI Agent adoption.
    • ClipAI scaled to $3.6M, growing 360x, highlighting the appetite for AI-driven content creation.
    • Holdstation’s $2M AI Innovation Program has funded developers, DAOs, and creators, accelerating AI and blockchain adoption—momentum that’s now being brought to BerAIs.land.

    BerAIs.land is pioneering DEFAI (Decentralized Finance AI), a new wave of AI-powered DeFi automation on BeraChain. The platform enables users to create, trade, co-own, and collaborate with Multi-AI Agents—autonomous blockchain-driven entities designed to optimize liquidity, automate trading, and revolutionize financial interactions.

    At BerAIs.land, creating an AI Agent is straightforward. Users can set their preferences, pay a small fee in HOLD, and deploy their AI Agent —no coding required. These agents operate autonomously and interact seamlessly within the ecosystem. Participants also gain access to exclusive rewards and whitelist opportunities, enhancing their engagement within the platform.

    Company of AI – The Autonomous DeFi Revolution

    BerAIs.land introduces the Company of AI, a network of autonomous AI-driven entities designed to function as independent businesses on-chain. These AI-powered companies execute DeFi strategies in real-time, adapting to market conditions and operating without direct human control.

    Unlike traditional protocols, AI Companies collaborate, strategize, and evolve, forming a decentralized system where AI Agents continuously optimize and manage financial structures within the ecosystem.

    “BerAIs.land is not simply putting AI into DeFi, it’s creating an economy where AI agents work together like co-workers, building the future of decentralized finance with intelligence, efficiency, and autonomy,” said a spokesperson for BerAIs.land.

    The All-in-One AI Solution on BeraChain

    BerAIs.land is the biggest unified platform for harnessing AI on Berachain. By combining AI with decentralized infrastructure, it introduces an ecosystem where AI Agents can:

    • Interact Seamlessly: Multi-AI Agents collaborate with each other, improving operational efficiency and creating a highly interconnected AI ecosystem on BeraChain.
    • Deliver Adaptability: AI Agents adapt to specific DeFi challenges like liquidity management with Proof of Liquidity, real-time trading optimizations, and risk mitigation.
    • Scale Dynamically: As more projects and users adopt BerAIs.land, the platform’s modular design allows for rapid scaling and integration, further enhancing its capabilities.

    These elements come together to provide a one-stop solution for AI-driven decentralized finance, giving users a comprehensive toolkit for navigating and optimizing DeFi opportunities.

    Leveraging BeraChain’s Innovation

    BerAIs.land is powered by BeraChain, the rapidly emerging blockchain ecosystem that has captured the market’s attention with over $3 Billion TVL in Boyco pre-market. With BeraChain’s unique Proof of Liquidity (POL) mechanism, BerAIs.land seamlessly integrates AI Agents into a blockchain environment optimized for scalability, efficiency, and user-friendly interactions.

    “BeraChain’s commitment to fostering groundbreaking technologies aligns perfectly with our vision for BerAIs.land. Together, we are redefining what’s possible at the intersection of blockchain and artificial intelligence,” the spokesperson added.

    Unlocking the DEFAI Advantage

    BerAIs.land is designed to empower users by offering:

    • Creation: Design your own AI Agents tailored to specific DeFi tasks.
    • Tokenization: Turn AI Agents into blockchain assets for easy trading.
    • Co-ownership: Share the benefits of AI-powered strategies with others.
    • Automation: Let AI Agents optimize your DeFi activities 24/7.

    With these capabilities, BerAIs.land is set to lower entry barriers and enhance the efficiency of DeFi ecosystems, making advanced financial strategies accessible to users of all experience levels.

    Exclusive Feature for Partners

    BerAIs.land is launching a Liquidity Token Lock for Whitelist Access, a feature designed to empower partners and reward engaged users. By locking liquidity tokens (LP tokens), users can earn exclusive whitelist spots for bonding curve token, fostering deeper collaboration within the ecosystem and driving liquidity for partner projects.

    Example: As part of its integration with BerAIs.land, Holdstation allows users to lock top liquidity tokens paired with BERA, granting them exclusive whitelist access to upcoming Holdstation-affiliated projects.

    This initiative fuels a mutually beneficial cycle—partners gain deeper liquidity, users unlock exclusive rewards, and BerAIs.land strengthens its ecosystem. With 60+ Bera partners already integrated within Holdstation Ecosystem, this partnership paves the way for unprecedented growth and adoption for BerAIs.land on BeraChain.

    Looking Ahead

    While BerAIs.land is currently operational on testnet, the platform is preparing for its full launch on the BeraChain mainnet, anticipated to redefine the DEFAI landscape. Early adopters can already interact with AI Agents, test the platform’s functionality, and position themselves at the forefront of this technological shift.

    About BerAIs.land

    BerAIs.land is an AI-driven platform redefining decentralized finance. By integrating Multi-AI Agents into blockchain ecosystems, BerAIs.land empowers users to seamlessly create, trade, and optimize their DeFi strategies. Built on the innovative infrastructure of BeraChain, BerAIs.land represents the next frontier of Web3 innovation.

    Useful links

    Website | X | Discord | Telegram

    Contact:
    Nam Le
    legal@holdstation.com

    Disclaimer: This content is provided by BerAIs.land. The statements, views and opinions expressed in this column are solely those of the content provider. The information provided in this press release is not a solicitation for investment, nor is it intended as investment advice, financial advice, or trading advice. It is strongly recommended you practice due diligence, including consultation with a professional financial advisor, before investing in or trading cryptocurrency and securities. Please conduct your own research and invest at your own risk.

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/6ffdabdc-edba-4700-aa31-89be1d4aaf9c

    The MIL Network –

  • MIL-OSI: Lantronix Announces Departure of Board Member Philip Brace, Who Is Joining Skyworks Solutions Inc. as CEO

    Source: GlobeNewswire (MIL-OSI)

    IRVINE, Calif., Feb. 05, 2025 (GLOBE NEWSWIRE) — Lantronix Inc. (the “Company”) (NASDAQ: LTRX), a global leader of compute and connectivity for IoT solutions enabling AI Edge Intelligence, today announced that Philip Brace will be departing the Lantronix Board of Directors as of Feb. 5, 2025. He is leaving the Lantronix Board to join Skyworks Solutions Inc. as its chief executive officer.

    “We greatly appreciate Phil’s many contributions to Lantronix during his tenure on the Board. We have benefited greatly from his extensive experience in all areas of technology. We wish him all the best in his new role as CEO of Skyworks Solutions Inc.,” said Saleel Awsare, president and CEO of Lantronix.

    Brace served as a member of the Lantronix Board since August 2023. He has 30 years of experience in the semiconductor, server, IoT and storage industries and has served in multiple roles across various disciplines, including software, hardware, engineering, marketing and sales. Prior to joining the Lantronix Board, he served as president and CEO of Sierra Wireless Inc. from July 2021 to January 2023.

    “Phil’s expertise in corporate governance helped the Lantronix Board of Directors successfully navigate complex issues,” stated Hoshi Printer, Chairman of the Board at Lantronix. “We will miss his counsel on the board and wish him all the best in his future endeavors.”

    “I’d like to thank Lantronix’s CEO Saleel Awsare and its Chairman of the Board Hoshi Printer and everyone at Lantronix for their warm reception during my time serving on the Lantronix Board. With Saleel’s guidance and the exceptional leadership team at Lantronix, I am confident that the company will continue to build its global presence in compute and connectivity for IoT solutions,” said Brace.

    About Lantronix

    Lantronix Inc. is a global leader of compute and connectivity IoT solutions that target high-growth markets, including Smart Cities, Enterprise and Transportation. Lantronix’s products and services empower companies to succeed in the growing IoT markets by delivering customizable solutions that enable AI Edge Intelligence. Lantronix’s advanced solutions include Intelligent Substations infrastructure, Infotainment systems and Video Surveillance, supplemented with advanced Out-of-Band Management (OOB) for Cloud and Edge Computing.

    For more information, visit the Lantronix website.

    Lantronix Media Contact:
    Gail Kathryn Miller
    Corporate Marketing &
    Communications Manager
    media@lantronix.com

    Lantronix Analyst and Investor Contact:
    investors@lantronix.com

    © 2025 Lantronix Inc. All rights reserved. Lantronix is a registered trademark, and SLB and SLC are trademarks of Lantronix Inc. Other trademarks and trade names are those of their respective owners.

    The MIL Network –

  • MIL-OSI: EZCORP Reports First Quarter Fiscal 2025 Results Record PLO Drives Strong Increase in Net Income

    Source: GlobeNewswire (MIL-OSI)

    AUSTIN, Texas, Feb. 05, 2025 (GLOBE NEWSWIRE) — EZCORP, Inc. (NASDAQ: EZPW), a leading provider of pawn transactions in the United States and Latin America, today announced results for its first quarter ended December 31, 2024.

    Unless otherwise noted, all amounts in this release are in conformity with U.S. generally accepted accounting principles (“GAAP”) and comparisons shown are to the same period in the prior year.

    FIRST QUARTER HIGHLIGHTS

    • Pawn loans outstanding (PLO) up 13% to $274.8 million.
    • Net income increased 9% to $31.0 million. On an adjusted basis1, net income increased 14% to $32.6 million.
    • Diluted earnings per share increased 11% to $0.40. On an adjusted basis, diluted earnings per share increased 17% to $0.42.
    • Adjusted EBITDA increased 12% to $53.0 million.
    • Total revenues increased 7% to $320.2 million, while gross profit increased 7% to $185.4 million.

    CEO COMMENTARY AND OUTLOOK

    Lachie Given, Chief Executive Officer, stated, “Fiscal 2025 is off to a strong start as we build on our momentum from 2024. Customer demand for immediate cash solutions and high quality, cost-effective secondhand goods remains high, as reflected by another quarter of record revenues and PLO. We also continued to drive meaningful improvements to our bottom line and deliver on the operating leverage inherent in our business, with adjusted EBITDA increasing 12% and adjusted diluted EPS increasing 17%.

    “Our consistent performance across geographies underscores the strength of our operations and customer-focused strategy. In the U.S., PLO grew 15%, driven by strong loan demand and higher average loan size. In Latin America, PLO rose 19% on a constant currency basis, with revenues up 18%, reflecting robust customer demand for loans and secondhand goods, as well as our outstanding customer service. Our EZ+ Rewards program also continues to perform exceptionally well, which accounted for 77% of all transacting customers. These results demonstrate the momentum we are gaining across markets and the success of our strategic initiatives.”

    “We are proud of the solid foundation we have built, which will enable us to continue driving growth both organically and through strategic M&A. Looking ahead, we plan to continue delivering exceptional service to our customers and enhancing value for our shareholders. We remain deeply committed to our core values of People, Pawn and Passion, and believe we are very well-positioned to deliver another record year of performance in fiscal 2025,” concluded Given.

    CONSOLIDATED RESULTS

    Three Months Ended December 31 As Reported   Adjusted1
    in millions, except per share amounts 2024
    		   2023
    		   2024
    		   2023
                   
    Total revenues $ 320.2     $ 300.0     $ 329.7     $ 300.0  
    Gross profit $ 185.4     $ 172.6     $ 190.2     $ 172.6  
    Income before tax $ 41.4     $ 37.7     $ 43.4     $ 37.8  
    Net income $ 31.0     $ 28.5     $ 32.6     $ 28.6  
    Diluted earnings per share $ 0.40     $ 0.36     $ 0.42     $ 0.36  
    EBITDA (non-GAAP measure) $ 50.8     $ 47.1     $ 53.0     $ 47.2  
                                   
    • PLO increased 13% to $274.8 million, up $31.6 million. On a same-store2 basis, PLO increased 12% due to increase in average loan size, continued strong pawn demand and improved operational performance.
    • Total revenues and gross profit increased 7%, reflecting improved pawn service charge (PSC) revenues as a result of higher average PLO in addition to higher merchandise sales and merchandise sales gross profit.
    • PSC increased 10% as a result of higher average PLO.
    • Merchandise sales gross margin remains within our target range at 35%, down from 36%. Aged general merchandise was 2.1% of total general merchandise inventory. 
    • Net inventory increased 21%, due to the increase in PLO and decrease in inventory turnover to 2.7x, from 3.0x.
    • Store expenses increased 5% and 3% on a same-store basis.
    • General and administrative expenses increased 13%, primarily due to labor (including incentive compensation) and, to a lesser extent, ongoing support costs related to Workday.
    • Income before taxes was $41.4 million, up 10% from $37.7 million, and adjusted EBITDA increased 12% to $53.0 million.
    • Diluted earnings per share increased 11% to $0.40. On an adjusted basis, diluted earnings per share increased 17% to $0.42.
    • Cash and cash equivalents at the end of the quarter was $174.5 million, up from $170.5 million as of September 30, 2024. The increase was primarily due to cash from operating activities, partially offset by increase in earning assets, capital expenditures, taxes paid related to net share settlement of equity awards and share repurchases.

    SEGMENT RESULTS

    U.S. Pawn

    • PLO ended the quarter at $220.2 million, up 15% on a total and same-store basis due to increase in average loan size, increased loan demand and improved operational performance.
    • Total revenues increased 7% and gross profit increased 9%, reflecting higher PSC and merchandise sales.
    • PSC increased 11% as a result of higher average PLO.
    • Merchandise sales increased 3%, and gross margin was flat at 37%. Aged general merchandise increased to 2.6%, or $1.2 million of total general merchandise inventory. Excluding our three Max Pawn luxury stores in Las Vegas, aged general merchandise was 1%.
    • Net inventory increased 17%, in line with the growth in PLO. Inventory turnover decreased to 2.5x, from 2.7x.
    • Store expenses increased 8% (5% on a same-store basis), primarily due to labor costs (including higher health benefits) supporting more store activity, offset by a decrease in expenses related to our loyalty program.
    • Segment contribution increased 11% to $52.9 million.
    • During the quarter, segment store count remained at 542.

    Latin America Pawn

    • PLO improved to $54.6 million, up 4% (19% on constant currency basis). On a same-store basis, PLO increased 2% (17% on a constant currency basis) due to improved operational performance and increased loan demand.
    • Total revenues were up 7% (18% on constant currency basis), and gross profit increased 4% (14% on a constant currency basis), mainly due to increased PSC and higher merchandise sales.
    • PSC increased to $29.2 million, up 7% (17% on a constant currency basis) as a result of higher average PLO.
    • Merchandise sales increased 7% (19% on constant currency basis) and merchandise sales gross margin decreased to 30% from 32%. Aged general merchandise decreased to 1.4% from 1.6% of total general merchandise inventory.
    • Net inventory increased 35% (57% on a constant currency basis) due to increase in PLO and decrease in inventory turnover to 3.1x, from 3.8x.
    • Store expenses were flat (11% increase on a constant currency basis) and on a same-store basis decreased 2% (9% increase on a constant currency basis), primarily due to labor and rent.
    • Segment contribution increased 14% to $11.6 million (24% on a constant currency basis). On an adjusted basis, segment contribution was up 22% to $12.5 million.
    • During the quarter, segment store count increased by four de novo stores to 741.

    FORM 10-Q

    EZCORP’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2024 has been filed with the Securities and Exchange Commission. The report is available in the Investor Relations section of the Company’s website at http://investors.ezcorp.com. EZCORP shareholders may obtain a paper copy of the report, free of charge, by sending a request to the investor relations contact below.

    CONFERENCE CALL
    EZCORP will host a conference call on Thursday, February 6, 2025, at 8:00 am Central Time to discuss First Quarter Fiscal 2025 results. Analysts and institutional investors may participate on the conference call by registering online at https://register.vevent.com/register/BI86f9072cf4c447ae86954e0a22daa957. Once registered you will receive the dial-in details with a unique PIN to join the call. The conference call will be webcast simultaneously to the public through this link: http://investors.ezcorp.com. A replay of the conference call will be available online at http://investors.ezcorp.com shortly after the end of the call. 

    ABOUT EZCORP

    Formed in 1989, EZCORP has grown into a leading provider of pawn transactions in the United States and Latin America. We also sell pre-owned and recycled merchandise, primarily collateral forfeited from pawn lending operations and merchandise purchased from customers. We are dedicated to satisfying the short-term cash needs of consumers who are both cash and credit constrained, focusing on an industry-leading customer experience. EZCORP is traded on NASDAQ under the symbol EZPW and is a member of the S&P 1000 Index and Nasdaq Composite Index. 

    Follow us on social media:

    Facebook EZPAWN Official https://www.facebook.com/EZPAWN/

    EZCORP Instagram Official https://www.instagram.com/ezcorp_official/

    EZPAWN Instagram Official https://www.instagram.com/ezpawnofficial/

    EZCORP LinkedIn https://www.linkedin.com/company/ezcorp/

    FORWARD LOOKING STATEMENTS

    This announcement contains certain forward-looking statements regarding the Company’s strategy, initiatives and expected performance. These statements are based on the Company’s current expectations as to the outcome and timing of future events. All statements, other than statements of historical facts, including all statements regarding the Company’s strategy, initiatives and future performance, that address activities or results that the Company plans, expects, believes, projects, estimates or anticipates, will, should or may occur in the future, including future financial or operating results, are forward-looking statements. Actual results for future periods may differ materially from those expressed or implied by these forward-looking statements due to a number of uncertainties and other factors, including operating risks, liquidity risks, legislative or regulatory developments, market factors, current or future litigation and risks associated with the COVID-19 pandemic. For a discussion of these and other factors affecting the Company’s business and prospects, see the Company’s annual, quarterly and other reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

    Contact:
    Email: Investor_Relations@ezcorp.com
    Phone: (512) 314-2220

    Note: Percentages are calculated from the underlying numbers in thousands and, as a result, may not agree to the percentages calculated from numbers in millions. Numbers may not foot or cross foot due to rounding.
    1“Adjusted” basis, which is a non-GAAP measure, excludes certain items. “Constant currency” basis, which is a non-GAAP measure, excludes the impact of foreign currency exchange rate fluctuations. For additional information about these calculations, as well as a reconciliation to the most comparable GAAP financial measures, see “Non-GAAP Financial Information” at the end of this release.
    2“Same-store” basis, which is a financial measure, includes stores open the entirety of the comparable periods.

       
    EZCORP, Inc.
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Unaudited)
       
      Three Months Ended
    December 31,
    (in thousands, except per share amounts) 2024   2023
    Revenues:      
    Merchandise sales $ 186,343     $ 179,403  
    Jewelry scrapping sales   16,732       14,082  
    Pawn service charges   117,052       106,449  
    Other revenues   43       57  
    Total revenues   320,170       299,991  
    Merchandise cost of goods sold   121,824       115,210  
    Jewelry scrapping cost of goods sold   12,942       12,208  
    Gross profit   185,404       172,573  
    Operating expenses:      
    Store expenses   116,451       110,555  
    General and administrative   18,669       16,543  
    Depreciation and amortization   8,335       8,565  
    Loss (gain) on sale or disposal of assets and other   8       (172 )
    Total operating expenses   143,463       135,491  
    Operating income   41,941       37,082  
    Interest expense   3,147       3,440  
    Interest income   (2,093 )     (2,639 )
    Equity in net income of unconsolidated affiliates   (1,475 )     (1,153 )
    Other expense (income)   978       (271 )
    Income before income taxes   41,384       37,705  
    Income tax expense   10,368       9,235  
    Net income $ 31,016     $ 28,470  
           
    Basic earnings per share $ 0.57     $ 0.52  
    Diluted earnings per share $ 0.40     $ 0.36  
           
    Weighted-average basic shares outstanding   54,827       55,076  
    Weighted-average diluted shares outstanding   83,347       86,812  
                   
    EZCORP, Inc.
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (Unaudited)
               
    (in thousands, except share and per share amounts) December 31,
    2024    		   December 31,
    2023    		   September 30,
    2024
               
    Assets:          
    Current assets:          
    Cash and cash equivalents $ 174,506     $ 218,516     $ 170,513  
    Restricted cash   9,386       8,470       9,294  
    Pawn loans   274,824       243,252       274,084  
    Pawn service charges receivable, net   45,198       40,002       44,013  
    Inventory, net   199,481       164,927       191,923  
    Prepaid expenses and other current assets   36,562       44,001       39,171  
    Total current assets   739,957       719,168       728,998  
    Investments in unconsolidated affiliates   13,555       10,125       13,329  
    Other investments   51,903       51,220       51,900  
    Property and equipment, net   63,231       68,998       65,973  
    Right-of-use assets, net   227,810       231,103       226,602  
    Goodwill   304,722       303,799       306,478  
    Intangible assets, net   57,093       56,977       58,451  
    Deferred tax asset, net   24,990       25,984       25,362  
    Other assets, net   15,872       13,819       16,144  
    Total assets $ 1,499,133     $ 1,481,193     $ 1,493,237  
               
    Liabilities and equity:          
    Current liabilities:          
    Current maturities of long-term debt, net $ 103,205     $ 34,307     $ 103,072  
    Accounts payable, accrued expenses and other current liabilities   68,682       69,386       85,737  
    Customer layaway deposits   24,216       18,324       21,570  
    Operating lease liabilities, current   57,900       57,980       58,998  
    Total current liabilities   254,003       179,997       269,377  
    Long-term debt, net   224,505       326,223       224,256  
    Deferred tax liability, net   2,186       372       2,080  
    Operating lease liabilities   182,228       188,475       180,616  
    Other long-term liabilities   12,317       11,243       12,337  
    Total liabilities   675,239       706,310       688,666  
    Commitments and contingencies          
    Stockholders’ equity:          
    Class A Non-voting Common Stock, par value $0.01 per share; shares authorized: 100 million; issued and outstanding: 52,050,550 as of December 31, 2024; 52,272,594 as of December 31, 2023; and 51,582,698 as of September 30, 2024   520       523       516  
    Class B Voting Common Stock, convertible, par value $0.01 per share; shares authorized: 3 million; issued and outstanding: 2,970,171   30       30       30  
    Additional paid-in capital   345,783       343,870       348,366  
    Retained earnings   536,427       457,929       507,206  
    Accumulated other comprehensive loss   (58,866 )     (27,469 )     (51,547 )
    Total equity   823,894       774,883       804,571  
    Total liabilities and equity $ 1,499,133     $ 1,481,193     $ 1,493,237  
                           
    EZCORP, Inc.
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (Unaudited)
       
      Three Months Ended
    December 31,
    (in thousands) 2024   2023
       
    Operating activities:      
    Net income $ 31,016     $ 28,470  
    Adjustments to reconcile net income to net cash provided by operating activities:      
    Depreciation and amortization   8,335       8,565  
    Amortization of debt discount and deferred financing costs   382       417  
    Non-cash lease expense   14,421       14,744  
    Deferred income taxes   478       345  
    Other adjustments   (617 )     (857 )
    Provision for inventory reserve   59       (156 )
    Stock compensation expense   2,597       2,264  
    Equity in net income from investment in unconsolidated affiliates   (1,475 )     (1,153 )
    Changes in operating assets and liabilities, net of business acquisitions:      
    Pawn service charges receivable   (1,368 )     (1,000 )
    Inventory   (2,384 )     2,066  
    Prepaid expenses, other current assets and other assets   1,375       (5,823 )
    Accounts payable, accrued expenses and other liabilities   (38,737 )     (33,991 )
    Customer layaway deposits   2,909       (719 )
    Income taxes   9,000       8,309  
    Net cash provided by operating activities   25,991       21,481  
    Investing activities:      
    Loans made   (247,225 )     (216,978 )
    Loans repaid   135,190       123,021  
    Recovery of pawn loan principal through sale of forfeited collateral   101,850       98,209  
    Capital expenditures, net   (5,609 )     (7,184 )
    Investment in other investments   —       (15,000 )
    Dividends from unconsolidated affiliates   1,902       1,745  
    Other   (148 )     (677 )
    Net cash used in investing activities   (14,040 )     (16,864 )
    Financing activities:      
    Taxes paid related to net share settlement of equity awards   (3,971 )     (3,253 )
    Purchase and retirement of treasury stock   (3,000 )     (3,007 )
    Payments of finance leases   (131 )     (132 )
    Net cash used in financing activities   (7,102 )     (6,392 )
    Effect of exchange rate changes on cash and cash equivalents and restricted cash   (764 )     (207 )
    Net increase (decrease) in cash, cash equivalents and restricted cash   4,085       (1,982 )
    Cash and cash equivalents and restricted cash at beginning of period   179,807       228,968  
    Cash and cash equivalents and restricted cash at end of period $ 183,892     $ 226,986  
           
    EZCORP, Inc.
    OPERATING SEGMENT RESULTS
       
      Three Months Ended December 31, 2024
    (Unaudited)
    (in thousands) U.S. Pawn   Latin America
    Pawn    		   Other
    Investments    		   Total Segments   Corporate
    Items    		   Consolidated
                           
    Revenues:                      
    Merchandise sales $ 128,800     $ 57,543     $ —     $ 186,343     $ —     $ 186,343  
    Jewelry scrapping sales   15,498       1,234       —       16,732       —       16,732  
    Pawn service charges   87,876       29,176       —       117,052       —       117,052  
    Other revenues   27       16       —       43       —       43  
    Total revenues   232,201       87,969       —       320,170       —       320,170  
    Merchandise cost of goods sold   81,556       40,268       —       121,824       —       121,824  
    Jewelry scrapping cost of goods sold   11,968       974       —       12,942       —       12,942  
    Gross profit   138,677       46,727       —       185,404       —       185,404  
    Segment and corporate expenses (income):                      
    Store expenses   83,089       33,362       —       116,451       —       116,451  
    General and administrative   —       —       —       —       18,669       18,669  
    Depreciation and amortization   2,717       2,046       —       4,763       3,572       8,335  
    Loss on sale or disposal of assets and other   —       8       —       8       —       8  
    Interest expense   —       —       —       —       3,147       3,147  
    Interest income   —       (202 )     (594 )     (796 )     (1,297 )     (2,093 )
    Equity in net (income) loss of unconsolidated affiliates   —       —       (1,623 )     (1,623 )     148       (1,475 )
    Other (income) expense   (11 )     (71 )     —       (82 )     1,060       978  
    Segment contribution $ 52,882     $ 11,584     $ 2,217     $ 66,683          
    Income (loss) before income taxes             $ 66,683     $ (25,299 )   $ 41,384  
                                       

            

      Three Months Ended December 31, 2023
    (Unaudited)
    (in thousands) U.S. Pawn   Latin America
    Pawn    		   Other
    Investments    		   Total Segments   Corporate
    Items    		   Consolidated
                           
    Revenues:                      
    Merchandise sales $ 125,513     $ 53,890     $ —     $ 179,403     $ —     $ 179,403  
    Jewelry scrapping sales   12,815       1,267       —       14,082       —       14,082  
    Pawn service charges   79,073       27,376       —       106,449       —       106,449  
    Other revenues   37       16       4       57       —       57  
    Total revenues   217,438       82,549       4       299,991       —       299,991  
    Merchandise cost of goods sold   78,709       36,501       —       115,210       —       115,210  
    Jewelry scrapping cost of goods sold   11,284       924       —       12,208       —       12,208  
    Gross profit   127,445       45,124       4       172,573       —       172,573  
    Segment and corporate expenses (income):                      
    Store expenses   77,255       33,300       —       110,555       —       110,555  
    General and administrative   —       —       —       —       16,543       16,543  
    Depreciation and amortization   2,624       2,339       —       4,963       3,602       8,565  
    Loss (gain) on sale or disposal of assets and other   26       (196 )     —       (170 )     (2 )     (172 )
    Interest expense   —       —       —       —       3,440       3,440  
    Interest income   —       (420 )     (573 )     (993 )     (1,646 )     (2,639 )
    Equity in net income of unconsolidated affiliates   —       —       (1,153 )     (1,153 )     —       (1,153 )
    Other (income) expense   —       (48 )     1       (47 )     (224 )     (271 )
    Segment contribution $ 47,540     $ 10,149     $ 1,729     $ 59,418          
    Income (loss) before income taxes             $ 59,418     $ (21,713 )   $ 37,705  
                           
    EZCORP, Inc.
    STORE COUNT ACTIVITY
    (Unaudited)
       
      Three Months Ended December 31, 2024
      U.S. Pawn
    		   Latin America
    Pawn
    		   Consolidated
                           
    As of September 30, 2024   542       737       1,279  
    New locations opened   —       4       4  
    As of December 31, 2024   542       741       1,283  
                           
      Three Months Ended December 31, 2023
      U.S. Pawn
    		   Latin America
    Pawn
    		   Consolidated
                           
    As of September 30, 2023   529       702       1,231  
    New locations opened   —       5       5  
    Locations acquired   1       —       1  
    As of December 31, 2023   530       707       1,237  
                           

    Non-GAAP Financial Information (Unaudited)

    In addition to the financial information prepared in conformity with accounting U.S. generally accepted accounting principles (“GAAP”), we provide certain other non-GAAP financial information on a constant currency (“constant currency”) and adjusted basis. We use constant currency results to evaluate our Latin America Pawn operations, which are denominated primarily in Mexican pesos, Guatemalan quetzales and other Latin American currencies. We believe that presentation of constant currency and adjusted results is meaningful and useful in understanding the activities and business metrics of our operations and reflects an additional way of viewing aspects of our business that, when viewed with GAAP results, provides a more complete understanding of factors and trends affecting our business. We provide non-GAAP financial information for informational purposes and to enhance understanding of our GAAP consolidated financial statements. We use this non-GAAP financial information primarily to evaluate and compare operating results across accounting periods.

    Readers should consider the information in addition to, but not instead of or superior to, our financial statements prepared in accordance with GAAP. This non-GAAP financial information may be determined or calculated differently by other companies, limiting the usefulness of those measures for comparative purposes.

    Constant currency results reported herein are calculated by translating consolidated balance sheet and consolidated statement of operations items denominated in local currency to U.S. dollars using the exchange rate from the prior-year comparable period, as opposed to the current period, in order to exclude the effects of foreign currency rate fluctuations. In addition, we have an equity method investment that is denominated in Australian dollars and is translated into U.S. dollars. We used the end-of-period rate for balance sheet items and the average closing daily exchange rate on a monthly basis during the appropriate period for statement of operations items. The end-of-period and approximate average exchange rates for each applicable currency as compared to U.S. dollars as of and for the three months ended December 31, 2024 and 2023 were as follows:

           
      December 31,   Three Months Ended
    December 31,
      2024
    		   2023
    		   2024
    		   2023
                                   
    Mexican peso   20.8       17.0       20.1       17.5  
    Guatemalan quetzal   7.5       7.7       7.5       7.6  
    Honduran lempira   25.0       24.3       24.8       24.4  
    Australian dollar   1.6       1.5       1.5       1.5  
                                   

    Our statement of operations constant currency results reflect the monthly exchange rate fluctuations and so are not directly calculable from the above rates. Constant currency results, where presented, also exclude the foreign currency gain or loss.

    Miscellaneous Non-GAAP Financial Measures

      Three Months Ended
    December 31,
    (in millions) 2024   2023
           
    Net income $ 31.0     $ 28.5  
    Interest expense   3.1       3.4  
    Interest income   (2.1 )     (2.6 )
    Income tax expense   10.4       9.2  
    Depreciation and amortization   8.3       8.6  
    EBITDA $ 50.8     $ 47.1  
                   

            

      Total
    Revenues    		   Gross
    Profit    		   Income
    Before Tax    		   Tax Effect   Net
    Income    		   Diluted
    EPS    		   EBITDA
                               
    2025 Q1 Reported $ 320.2     $ 185.4     $ 41.4     $ 10.4     $ 31.0     $ 0.40     $ 50.8  
    FX Impact   —       —       1.0       0.2       0.8       0.01       1.0  
    Constant Currency   9.5       4.8       1.0       0.2       0.8       0.01       1.2  
    2025 Q1 Adjusted $ 329.7     $ 190.2     $ 43.4     $ 10.8     $ 32.6     $ 0.42     $ 53.0  
                                                           
      Total
    Revenues    		   Gross
    Profit    		   Income
    Before Tax    		   Tax Effect   Net
    Income    		   Diluted
    EPS    		   EBITDA
                               
    2024 Q1 Reported $ 300.0     $ 172.6     $ 37.7     $ 9.2     $ 28.5     $ 0.36     $ 47.1  
    FX Impact   —       —       0.1       —       0.1       —       0.1  
    2024 Q1 Adjusted $ 300.0     $ 172.6     $ 37.8     $ 9.2     $ 28.6     $ 0.36     $ 47.2  
                                                           
      Three Months Ended
    December 31, 2024
    (in millions) U.S. Dollar
    Amount    		   Percentage
    Change YOY
           
    Consolidated revenues $ 320.2       7 %
    Currency exchange rate fluctuations   9.5      
    Constant currency consolidated revenues $ 329.7       10 %
           
    Consolidated gross profit $ 185.4       7 %
    Currency exchange rate fluctuations   4.8      
    Constant currency consolidated gross profit $ 190.2       10 %
           
    Consolidated net inventory $ 199.5       21 %
    Currency exchange rate fluctuations   8.5      
    Constant currency consolidated net inventory $ 208.0       26 %
           
    Latin America Pawn gross profit $ 46.7       4 %
    Currency exchange rate fluctuations   4.8      
    Constant currency Latin America Pawn gross profit $ 51.5       14 %
           
    Latin America Pawn PLO $ 54.6       4 %
    Currency exchange rate fluctuations   8.1      
    Constant currency Latin America Pawn PLO $ 62.7       19 %
           
    Latin America Pawn PSC revenues $ 29.2       7 %
    Currency exchange rate fluctuations   2.8      
    Constant currency Latin America Pawn PSC revenues $ 32.0       17 %
           
    Latin America Pawn merchandise sales $ 57.5       7 %
    Currency exchange rate fluctuations   6.6      
    Constant currency Latin America Pawn merchandise sales $ 64.1       19 %
           
    Latin America Pawn segment profit before tax $ 11.6       14 %
    Currency exchange rate fluctuations   0.9      
    Constant currency Latin America Pawn segment profit before tax $ 12.5       24 %
                   

    The MIL Network –

  • MIL-OSI: Orange County Bancorp, Inc. Announces Fourth Quarter and Full-Year Earnings for Fiscal 2024

    Source: GlobeNewswire (MIL-OSI)

    • Net Interest Income increased $3.4 million, or 3.8%, to $91.8 million for the year ended December 31, 2024, from $88.4 million for the year ended December 31, 2023
    • Net Interest Margin grew 5 basis points to 3.83% for the year ended December 31, 2024, from 3.78% for the year ended December 31, 2023
    • Total Loans grew $68.7 million, or 3.9%, to $1.8 billion at December 31, 2024 as compared to $1.7 billion at December 31, 2023.
    • Total Deposits rose $114.6 million, or 5.6%, to $2.2 billion at December 31, 2024, from $2.0 billion at year-end 2023
    • Book value per share increased $1.72, or 11.8%, to $16.35 at December 31, 2024, from $14.63 at December 31, 2023
    • Trust and investment advisory income rose $470 thousand, or 16.7%, to $3.3 million for Q4 2024, as compared to $2.8 million for Q4 2023

    MIDDLETOWN, N.Y., Feb. 05, 2025 (GLOBE NEWSWIRE) — Orange County Bancorp, Inc. (the “Company” – Nasdaq: OBT), parent company of Orange Bank & Trust Co. (the “Bank”) and Hudson Valley Investment Advisors, Inc. (“HVIA”), today announced net income of $7.2 million, or $0.63 per basic and diluted share, for the three months ended December 31, 2024. This compares with net income of $8.1 million, or $0.72 per basic and diluted share, for the three months ended December 31, 2023.   The decrease in earnings per share, basic and diluted, was due primarily to an increase in non-interest expense offset by increases in net interest income and non-interest income during the current period. For the twelve months ended December 31, 2024, net income was $27.9 million, or $2.47 per basic and diluted share, as compared to $29.5 million, or $2.62 per basic and diluted share, for the twelve months ended December 31, 2023.

    Book value per share rose $1.72, or 11.8%, from $14.63 at December 31, 2023 to $16.35 at December 31, 2024. Tangible book value per share increased $1.74, or 12.4%, from $14.06 at December 31, 2023 to $15.80 at December 31, 2024 (see “Non-GAAP Financial Measure Reconciliation” below for additional detail). These increases were driven primarily by earnings during the twelve months ended December 31, 2024, offset by an increase in accumulated other comprehensive income (loss) associated with unrealized losses within the investment securities portfolio.  

    “Orange Bank closed out 2024 with another solid quarter,” said Company President and CEO Michael Gilfeather.   “Earnings of $7.2 million for the three months ended December 31, 2024 increased our full year total to $27.9 million. Though below our record $29.5 million in earnings the prior year, I am pleased by the results given challenges in the current interest rate environment and significant charges related to a non-performing participation loan. Additionally, given our historically conservative approach to credit quality, we have taken provisions to adequately reserve for charges associated with the previously disclosed participation loan.

    The economic environment in our region remains strong, enabling us to expand and improve the quality of our loan portfolio. For the year just ended, total loans grew nearly $70 million, or 4%, to $1.8 billion.

    Deposit growth was also robust during 2024, with deposits increasing $114.6 million, or 5.6%, to $2.2 billion at December 31, 2024. Even more impressive is the fact the majority of these new deposits were sourced internally as the result of a very targeted and strategic initiative.

    Low cost deposits and strong, high quality loan growth enabled us to expand net interest margin to 3.83% for the year ended December 31, 2024 from 3.78% during the year ended December 31, 2023. This is no small achievement given the uncertainty regarding interest rate and economic policy that characterized much of the year.

    Our Wealth Management business also maintained its consistent performance, contributing $3.3 million of trust and investment advisory income for the quarter, a $470 thousand, or 16.7%, increase over the same period last year. We have always viewed this division as an essential component of our business bank model, offering financial, advisory, estate and planning services for business customers and their families. Since inception, these services have allowed us to expand and retain our customer relationships, new and current, and increase overall customer satisfaction. As successful as this initiative has been, we saw an opportunity to leverage its success further through the promotion of David Dineen. David has been tasked with further aligning and expanding the capabilities of the Bank with the needs of our customers and we are very excited by its prospects.

    We have worked hard to deliver strong, consistent results, despite occasional challenges, and it is exciting to see the market recognize our efforts. This resulted in favorable stock price performance during the year that supported a 2-for-1 stock split in Q4, improving liquidity for shareholders. We always seek opportunities that benefit stakeholders, whether customers, shareholders or employees, and it is rewarding to achieve and implement them.

    As we end the year with another solid quarter, I want to again thank our employees for their hard work and dedication, our customers for their trust and business, and our investors for their continued confidence and support.” 

    Fourth Quarter and Fiscal Year 2024 Financial Review

    Net Income

    Net income for the fourth quarter of 2024 was $7.2 million, a decrease of $960 thousand, or 11.8%, from net income of $8.1 million for the fourth quarter of 2023. The decrease was primarily the result of increased non-interest expense over the same quarter last year. Net income for the twelve months ended December 31, 2024 was $27.9 million, as compared to $29.5 million for the same period in 2023. The decrease similarly reflected increased non-interest expense during the twelve months of 2024 over the same period in 2023.

    Net Interest Income

    For the three months ended December 31, 2024, net interest income rose $929 thousand, or 4.2%, to $23.1 million, versus $22.2 million during the same period last year. The increase was driven primarily by a $1.4 million increase in interest and fees on loans during the current period. For the twelve months ended December 31, 2024, net interest income reached $91.8 million, representing an increase of $3.4 million, or 3.8%, over the twelve months ended December 31, 2023.

    Total interest income rose $639 thousand, or 2.0%, to $32.2 million for the three months ended December 31, 2024, compared to $31.6 million for the three months ended December 31, 2023. The increase reflected a 5.4% growth in interest and fees associated with loans and a 3.2% increase in interest income from tax-exempt investment securities. For the twelve months ended December 31, 2024, total interest income rose $9.5 million, or 8.0%, to $127.2 million as compared to $117.8 million for the twelve months ended December 31, 2023.

    Total interest expense decreased $290 thousand during the fourth quarter of 2024, to $9.1 million, as compared to $9.4 million during the fourth quarter of 2023. The decrease represented the combined effect of management focus on low-cost deposits and a decrease in costs associated with brokered deposits and borrowed funds utilized as alternate sources of funding. Interest expense associated with Time Deposits, mainly brokered, decreased to $1.7 million during the fourth quarter of 2024 as compared to $2.5 million during the fourth quarter of 2023. Interest expense associated with FHLB advances drawn and other borrowings during the quarter totaled $1.9 million, as compared to $2.6 million during the fourth quarter of 2023. During the twelve months ended December 31, 2024, total interest expense rose $6.1 million, to $35.5 million, as compared to $29.4 million for the same period last year.

    Provision for Credit Losses

    As of January 1, 2023, the Company adopted the current expected credit losses methodology (“CECL”) accounting standard, which includes loans individually evaluated, as well as loans evaluated on a pooled basis to assess the adequacy of the allowance for credit losses. The Bank seeks to estimate lifetime losses in its loan and investment portfolio using discounted cash flows and supplemental qualitative considerations, including relevant economic considerations, portfolio concentrations, and other external factors, as well as evaluation of investment securities held by the Bank.

    The Company recognized net recovery within its provision for credit losses of $51 thousand for the three months ended December 31, 2024, as compared to a $462 thousand charge for the three months ended December 31, 2023. This recovery was due primarily to slower loan growth during the 2024 fourth quarter combined with the composition of loans closed during the quarter. The allowance for credit losses to total loans was 1.44% as of December 31, 2024 and 2023. For the twelve months ended December 31, 2024, the provision for credit losses totaled $7.7 million as compared to $7.9 million for the twelve months ended December 31, 2023. No reserves for investment securities were recorded during 2024.

    Non-Interest Income

    Non-interest income rose $562 thousand, or 15.0%, to $4.3 million for the three months ended December 31, 2024, compared to $3.7 million for the three months ended December 31, 2023. This growth was due to increased fee income within several of the Company’s fee income categories, including investment advisory income, trust income, and service charges on deposit accounts. For the twelve months ended December 31, 2024, non-interest income increased $2.6 million, to $16.0 million, as compared to $13.4 million for the twelve months ended December 31, 2023.

    Non-Interest Expense

    Non-interest expense was $18.5 million for the fourth quarter of 2024, reflecting an increase of $3.7 million, or 25.4%, as compared to $14.7 million for the same period in 2023. The increase in non-interest expense consisted primarily of increases in compensation costs, technology charges, and professional fees as well as the recognition of increased costs associated with the nonperforming loan participation and certain costs related to a fraudulent incident within one of our branches. As a result, our efficiency ratio increased to 67.4% for the three months ended December 31, 2024, from 56.9% for the same period in 2023. For the twelve months ended December 31, 2024, our efficiency ratio increased to 60.5% from 55.8% for the same period in 2023. Non-interest expense for the twelve months ended December 31, 2024 reached $65.2 million, reflecting an $8.4 million increase over non-interest expense of $56.8 million for the twelve months ended December 31, 2023.

    Income Tax Expense

    Provision for income taxes for the three months ended December 31, 2024 was $1.8 million, as compared to $2.6 million for the same period in 2023. For the twelve months ended December 31, 2024, the provision for income taxes was $6.9 million, as compared to $7.7 million for the twelve months ended December 31, 2023. The decrease for both 2024 periods was due to lower income before income taxes.   Our effective tax rate for the three-month period ended December 31, 2024 was 20.1%, as compared to 24.1% for the same period in 2023. Our effective tax rate for the twelve-month period ended December 31, 2024 was 19.9%, as compared to 20.6% for the same period in 2023.

    Financial Condition

    Total consolidated assets increased $24.5 million, or approximately 1.0%, to $2.5 billion at December 31, 2024. The stability of the balance sheet reflects loan growth and continued increases in deposits and cash, as well as paydowns of borrowings during the current twelve-month period.

    Total cash and due from banks increased from $147.4 million at December 31, 2023, to $150.3 million at December 31, 2024, an increase of approximately $3.0 million, or 2.0%. This slight increase resulted primarily from increases in deposit balances and managed loan growth which elevated cash levels while reducing short-term borrowings.

    Total investment securities decreased $51.0 million, or 10.1%, from $504.5 million at December 31, 2023 to $453.5 million at December 31, 2024. The decrease continues to be driven primarily by investment maturities and paydowns during the twelve months of 2024.

    Total loans increased $68.7 million, or 3.9%, from $1.7 billion at December 31, 2023 to $1.8 billion at December 31, 2024. The increase was primarily driven by an increase of $102.7 million related to commercial real estate loans as well as a $3.8 million increase in home equity loans offset by decreases in all other loan categories during 2024.

    Total deposits increased $114.6 million, reaching $2.2 billion at December 31, 2024, from $2.0 billion at December 31, 2023. This increase was due primarily to $94.1 million of growth in money market accounts, $26.2 million increase in interest bearing demand accounts, and $42.9 million increase in savings accounts. The increases in deposit accounts were offset by a $48.1 million decrease in noninterest-bearing demand accounts and relatively stable balances in certificates of deposit, mainly associated with brokered deposits utilized by the Bank for short term funding purposes. Deposit composition at December 31, 2024 included 45.6% in demand deposit accounts (including NOW accounts) as a percentage of total deposits. Uninsured deposits, net of fully collateralized municipal relationships, remained stable and represented approximately 39% of total deposits at December 31 2024, as compared to 37% of total deposits at December 31, 2023.

    FHLBNY short-term borrowings decreased by $111.0 million, or 49.4%, to $113.5 million as of December 31, 2024, as compared to $224.5 million at December 31, 2023. The decrease in borrowings was driven by increased deposits which outpaced loan growth in 2024 and allowed for paydowns of borrowings while maintaining adequate levels of cash at December 31, 2024. The decrease in borrowings reflects a strategic focus on actively managing liquidity sources and pursuing opportunities to reduce funding costs.

    Stockholders’ equity increased approximately $20.2 million during the year ended 2024, reaching $185.5 million at December 31, 2024 from $165.4 million at December 31, 2023. The increase was due primarily to $27.9 million of net income during the twelve months of 2024, partially reduced by dividends and an increase in unrealized losses of approximately $3.6 million, net of taxes, mainly related to the market value of investment securities within the Company’s equity as accumulated other comprehensive income (loss).

    At December 31, 2024, the Bank maintained capital ratios in excess of regulatory standards for well capitalized institutions. The Bank’s Tier 1 capital to average assets ratio was 10.23%, both common equity and Tier 1 capital to risk weighted assets were 14.12%, and total capital to risk weighted assets was 15.37%.  

    Wealth Management

    At December 31, 2024, our Wealth Management Division, which includes trust and investment advisory, held $1.8 billion in assets under management or advisory, as compared to $1.6 billion at December 31, 2023, a 12.9% increase. Trust and investment advisory income for the year ended December 31, 2024 reached $12.2 million, representing an increase of 18.5%, or $1.9 million, as compared to $10.3 million for the year ended December 31, 2023.

    The breakdown of trust and investment advisory assets as of December 31, 2024 and December 31, 2023, respectively, is as follows:

    ORANGE COUNTY BANCORP, INC.
    SUMMARY OF AUM/AUA
    (UNAUDITED)
    (Dollar Amounts in thousands)
      At December 31, 2024   At December 31, 2023
      Amount   Percent   Amount   Percent
    Investment Assets Under Management & Advisory $    1,105,143   61.99 %   $       909,384   57.56 %
    Trust Asset Under Administration & Management 677,723   38.01 %   670,515   42.44 %
    Total $    1,782,866   100.00 %   $    1,579,899   100.00 %
                       


    Loan Quality

    At December 31, 2024, the Bank had total non-performing loans of $6.3 million, or 0.35% of total loans. Total non-accrual loans represented approximately $6.3 million of loans as of December 31, 2024, compared to $4.4 million at December 31, 2023. The increase was primarily the result of one commercial real estate participation loan which remains non-performing and in non-accrual status at year end.

    Liquidity

    Management believes the Bank has the necessary liquidity to meet normal business needs. The Bank uses a variety of resources to manage its liquidity position. These include short term investments, cash from lending and investing activities, core-deposit growth, and non-core funding sources, such as time deposits exceeding $250,000, brokered deposits, FHLBNY advances, and other borrowings. As of December 31, 2024, the Bank’s cash and due from banks totaled $150.3 million. The Bank maintains an investment portfolio of securities available for sale, comprised mainly of US Government agency and treasury securities, Small Business Administration loan pools, mortgage-backed securities, and municipal bonds. Although the portfolio generates interest income for the Bank, it also serves as an available source of liquidity and funding. As of December 31, 2024, the Bank’s investment in securities available for sale was $453.5 million, of which $104.7 million was not pledged as collateral or specifically designated to any borrowings. Additionally, as of December 31, 2024, the Bank’s overnight advance line capacity at the FHLBNY was $512.2 million, of which $101.0 million was used to collateralize municipal deposits and $10.0 million was utilized for long term advances. As of December 31, 2024, the Bank’s unused borrowing capacity at the FHLBNY was $398.7 million. The Bank also maintains additional borrowing capacity of $20 million with other correspondent banks. Additional funding is available to the Bank through the discount window lending by the Federal Reserve. At December 31, 2024, the Bank was not utilizing any available funding from the Federal Reserve.

    The Bank also considers brokered deposits an element of its deposit strategy. As of December 31, 2024, the Bank had brokered deposit arrangements with various terms totaling approximately $180.0 million.

    Non-GAAP Financial Measure Reconciliations
    The following table reconciles, as of the dates set forth below, stockholders’ equity (on a GAAP basis) to tangible equity and total assets (on a GAAP basis) to tangible assets and calculates our tangible book value per share.
     
      December 31, 2024   December 31, 2023
      (Dollars in thousands except for share data)
    Tangible Common Equity:          
    Total stockholders’ equity $                    185,531     $                  165,376  
    Adjustments:          
    Goodwill (5,359 )   (5,359 )
    Other intangible assets (821 )   (1,107 )
    Tangible common equity  $                    179,351     $                  158,910  
    Common shares outstanding 11,350,158     11,302,622  
    Book value per common share $                        16.35     $                      14.63  
    Tangible book value per common share $                        15.80     $                      14.06  
               
    Tangible Assets          
    Total assets $                 2,509,927     $               2,485,468  
    Adjustments:          
    Goodwill (5,359 )   (5,359 )
    Other intangible assets (821 )   (1,107 )
    Tangible assets $                 2,503,747     $               2,479,002  
    Tangible common equity to tangible assets 7.16 %   6.41 %


    About Orange County Bancorp, Inc

    Orange County Bancorp, Inc. is the parent company of Orange Bank & Trust Company and Hudson Valley Investment Advisors, Inc. Orange Bank & Trust Company is an independent bank that began with the vision of 14 founders over 125 years ago. It has grown through innovation and an unwavering commitment to its community and business clientele to approximately $2.5 billion in total assets. Hudson Valley Investment Advisors, Inc. is a Registered Investment Advisor in Goshen, NY. It was founded in 1996 and acquired by the Company in 2012.

    Forward Looking Statements

    Certain statements contained herein are “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward looking statements may be identified by reference to a future period or periods, or by the use of forward looking terminology, such as “may,” “will,” “believe,” “expect,” “estimate,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the real estate and economic environment, particularly in the market areas in which the Company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, inflation, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, increased levels of loan delinquencies, problem assets and foreclosures, credit risk management, asset-liability management, cybersecurity risks, geopolitical conflicts, public health issues, the financial and securities markets and the availability of and costs associated with sources of liquidity.

    The Company wishes to caution readers not to place undue reliance on any such forward looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the results of any revisions that may be made to any forward looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

    For further information:
    Michael Lesler
    EVP & Chief Financial Officer
    mlesler@orangebanktrust.com
    Phone: (845) 341-5111

     
    ORANGE COUNTY BANCORP, INC.
    CONDENSED CONSOLIDATED STATEMENTS OF CONDITION
    (UNAUDITED)
      (Dollar Amounts in thousands except per share data)
                   
          December 31, 2024     December 31, 2023  
                   
        ASSETS          
                   
    Cash and due from banks $                    150,334     $                    147,383  
    Investment securities – available-for-sale 443,775     489,948  
    (Amortized cost $519,567 at December 31, 2024 and $560,994 at December 31, 2023)          
    Restricted investment in bank stocks 9,716     14,525  
    Loans 1,815,751     1,747,062  
    Allowance for credit losses (26,077 )   (25,182 )
      Loans, net 1,789,674     1,721,880  
                   
    Premises and equipment, net 15,808     16,160  
    Accrued interest receivable 6,680     5,934  
    Bank owned life insurance 42,257     41,447  
    Goodwill 5,359     5,359  
    Intangible assets 821     1,107  
    Other assets 45,503     41,725  
                   
        TOTAL ASSETS $                 2,509,927     $                 2,485,468  
                   
        LIABILITIES AND STOCKHOLDERS’ EQUITY          
                   
    Deposits:          
      Noninterest bearing $                    651,135     $                    699,203  
      Interest bearing 1,502,224     1,339,546  
        Total deposits 2,153,359     2,038,749  
                   
    FHLB advances, short term 113,500     224,500  
    FHLB advances, long term 10,000     10,000  
    Subordinated notes, net of issuance costs 19,591     19,520  
    Accrued expenses and other liabilities 27,946     27,323  
                   
        TOTAL LIABILITIES 2,324,396     2,320,092  
                   
        STOCKHOLDERS’ EQUITY          
                   
    Common stock, $0.25 par value; 30,000,000 shares authorized;          
      11,366,608 issued; 11,350,158 and 11,302,622 outstanding,          
      at December 31, 2024 and December 31, 2023, respectively 2,842     2,842  
    Surplus 120,896     120,392  
    Retained Earnings 129,919     107,361  
    Accumulated other comprehensive income (loss), net of taxes (67,751 )   (64,108 )
    Treasury stock, at cost; 16,450 and 63,986 shares at December 31,          
      2024 and December 31, 2023, respectively (375 )   (1,111 )
        TOTAL STOCKHOLDERS’ EQUITY 185,531     165,376  
                   
        TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $                 2,509,927     $                 2,485,468  
                   
    ORANGE COUNTY BANCORP, INC.
    CONDENSED CONSOLIDATED STATEMENTS OF INCOME
    (UNAUDITED)
    (Dollar Amounts in thousands except per share data)
          For Three Months Ended December 31,   Twelve Months Ended December 31,
          2024     2023   2024   2023
    INTEREST INCOME                
      Interest and fees on loans $ 27,263     $ 25,866   106,030   $ 96,264
      Interest on investment securities:                
        Taxable 2,696     3,153   11,672   12,723
        Tax exempt 582     564   2,304   2,285
      Interest on Federal funds sold and other 1,665     1,984   7,221   6,498
                         
        TOTAL INTEREST INCOME 32,206     31,567   127,227   117,770
                         
    INTEREST EXPENSE                
      Savings and NOW accounts 5,308     4,045   20,475   13,126
      Time deposits 1,658     2,500   7,399   6,393
      FHLB advances and borrowings 1,932     2,643   6,666   8,938
      Subordinated notes 230     230   921   922
        TOTAL INTEREST EXPENSE 9,128     9,418   35,461   29,379
                         
        NET INTEREST INCOME 23,078     22,149   91,766   88,391
                         
    Provision for credit losses (51 )   462   7,710   7,868
        NET INTEREST INCOME AFTER                
        PROVISION FOR CREDIT LOSSES 23,129     21,687   84,056   80,523
                         
    NONINTEREST INCOME                
      Service charges on deposit accounts 278     221   1,015   809
      Trust income 1,511     1,391   5,511   5,098
      Investment advisory income 1,772     1,422   6,738   5,241
      Investment securities gains(losses) –     –   –   107
      Earnings on bank owned life insurance 264     259   815   984
      Other 480     450   1,893   1,180
        TOTAL NONINTEREST INCOME 4,305     3,743   15,972   13,419
                         
    NONINTEREST EXPENSE                
      Salaries 7,177     6,141   27,475   24,747
      Employee benefits 2,243     2,080   8,938   7,439
      Occupancy expense 1,243     1,147   4,790   4,761
      Professional fees 1,601     1,241   5,931   4,753
      Directors’ fees and expenses 272     769   1,053   1,451
      Computer software expense 1,761     1,336   5,952   5,050
      FDIC assessment 330     380   1,308   1,403
      Advertising expenses 409     583   1,575   1,657
      Advisor expenses related to trust income 18     31   113   120
      Telephone expenses 181     178   746   712
      Intangible amortization 72     72   286   285
      Other 3,159     770   7,043   4,415
        TOTAL NONINTEREST EXPENSE 18,466     14,728   65,210   56,793
                         
      Income before income taxes 8,968     10,702   34,818   37,149
                         
    Provision for income taxes 1,804     2,578   6,935   7,671
        NET INCOME $ 7,164     $ 8,124   27,883   $ 29,478
                         
    Basic and diluted earnings per share $                          0.63     $                            0.72   $                          2.47   $                          2.62
                         
    Weighted average shares outstanding 11,322,045     11,264,908   11,303,118   11,258,300
    ORANGE COUNTY BANCORP, INC.
    NET INTEREST MARGIN ANALYSIS
    (UNAUDITED)
    (Dollar Amounts in thousands)
                           
      Three Months Ended December 31,
      2024   2023
      Average
    Balance    		   Interest   Average
    Rate    		   Average
    Balance    		   Interest   Average
    Rate
    Assets:                      
    Loans Receivable (net of PPP) $       1,813,263   $    27,261   5.96%   $    1,725,560   $    25,863   5.95%
    PPP Loans 174   2   4.56%   222   3   5.36%
    Investment securities 456,552   3,207   2.79%   471,955   3,480   2.93%
    Due from banks 143,908   1,665   4.59%   149,312   1,984   5.27%
    Other 9,033   71   3.12%   12,432   237   7.56%
    Total interest earning assets 2,422,930   32,206   5.27%   2,359,481   31,567   5.31%
    Non-interest earning assets 94,263           98,224        
    Total assets $       2,517,193           $    2,457,705        
                           
    Liabilities and equity:                      
    Interest-bearing demand accounts $          339,233   $         402   0.47%   $       314,008   $         409   0.52%
    Money market accounts 698,335   3,967   2.25%   600,451   2,958   1.95%
    Savings accounts 269,244   939   1.38%   228,078   678   1.18%
    Certificates of deposit 162,610   1,658   4.05%   217,137   2,500   4.57%
    Total interest-bearing deposits 1,469,422   6,966   1.88%   1,359,674   6,545   1.91%
    FHLB Advances and other borrowings 132,908   1,932   5.77%   187,989   2,643   5.58%
    Subordinated notes 19,579   230   4.66%   19,508   230   4.68%
    Total interest bearing liabilities 1,621,909   9,128   2.23%   1,567,171   9,418   2.38%
    Non-interest bearing demand accounts 679,727           719,535        
    Other non-interest bearing liabilities 25,664           24,376        
    Total liabilities 2,327,300           2,311,082        
    Total shareholders’ equity 189,893           146,623        
    Total liabilities and shareholders’ equity $       2,517,193           $    2,457,705        
                           
    Net interest income     $    23,078           $    22,149    
    Interest rate spread 1         3.04%           2.92%
    Net interest margin 2         3.78%           3.72%
    Average interest earning assets to interest-bearing liabilities 149.4%           150.6%        
                           
    Notes:                      
    1 The Interest rate spread is the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities
    2 Net interest margin is the annualized net interest income divided by average interest-earning assets
    ORANGE COUNTY BANCORP, INC.
    NET INTEREST MARGIN ANALYSIS
    (UNAUDITED)
    (Dollar Amounts in thousands)
                           
      Twelve Months Ended December 31,
      2024   2023
      Average
    Balance    		   Interest   Average
    Rate    		   Average
    Balance    		   Interest   Average
    Rate
    Assets:                      
    Loans Receivable (net of PPP) $       1,760,057   $   106,022   6.01%   $    1,683,232   $    96,236   5.72%
    PPP Loans 192   8   4.16%   1,133   28   2.47%
    Investment securities 467,145   13,255   2.83%   503,410   14,055   2.79%
    Due from banks 153,634   7,221   4.69%   142,003   6,498   4.58%
    Other 8,218   721   8.75%   11,561   953   8.24%
    Total interest earning assets 2,389,246   127,227   5.31%   2,341,339   117,770   5.03%
    Non-interest earning assets 95,597           96,259        
    Total assets $       2,484,843           $    2,437,598        
                           
    Liabilities and equity:                      
    Interest-bearing demand accounts $          366,103   $       1,751   0.48%   $       331,056   $      1,284   0.39%
    Money market accounts 670,231   15,199   2.26%   617,345   9,429   1.53%
    Savings accounts 254,098   3,525   1.38%   245,663   2,413   0.98%
    Certificates of deposit 168,202   7,399   4.39%   165,239   6,393   3.87%
    Total interest-bearing deposits 1,458,634   27,874   1.91%   1,359,303   19,519   1.44%
    FHLB Advances and other borrowings 126,149   6,666   5.27%   170,371   8,938   5.25%
    Subordinated notes 19,553   921   4.70%   19,481   922   4.73%
    Total interest bearing liabilities 1,604,336   35,461   2.20%   1,549,155   29,379   1.90%
    Non-interest bearing demand accounts 675,983           717,689        
    Other non-interest bearing liabilities 26,440           23,338        
    Total liabilities 2,306,759           2,290,182        
    Total shareholders’ equity 178,084           147,416        
    Total liabilities and shareholders’ equity $       2,484,843           $    2,437,598        
                           
    Net interest income     $     91,766           $    88,391    
    Interest rate spread 1         3.11%           3.13%
    Net interest margin 2         3.83%           3.78%
    Average interest earning assets to interest-bearing liabilities 148.9%           151.1%        
                           
    Notes:                      
    1 The Interest rate spread is the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities
    2 Net interest margin is the annualized net interest income divided by average interest-earning assets
    ORANGE COUNTY BANCORP, INC.
    SELECTED RATIOS AND OTHER DATA
    (UNAUDITED)
     
      Three Months Ended   December  31,   Twelve Months Ended December 31,
      2024   2023   2024   2023
    Performance Ratios:               
    Return on average assets (1) 1.14%   1.32%   1.12%   1.21%
    Return on average equity (1) 15.09%   22.16%   15.66%   20.00%
    Interest rate spread (2) 3.04%   2.92%   3.11%   3.13%
    Net interest margin (3) 3.78%   3.72%   3.83%   3.78%
    Dividend payout ratio (4) 19.76%   15.95%   19.05%   17.56%
    Non-interest income to average total assets 0.68%   0.61%   0.64%   0.55%
    Non-interest expenses to average total assets 2.93%   2.40%   2.62%   2.33%
    Average interest-earning assets to average interest-bearing liabilities 149.39%   150.56%   148.92%   151.14%
                   
      At   At        
      December 31, 2024   December 31, 2023        
    Asset Quality Ratios:              
    Non-performing assets to total assets 0.25%   0.18%        
    Non-performing loans to total loans 0.35%   0.25%        
    Allowance for credit losses to non-performing loans 413.99%   568.83%        
    Allowance for credit losses to total loans 1.44%   1.44%        
                   
    Capital Ratios (5):              
    Total capital (to risk-weighted assets) 15.37%   14.16%        
    Tier 1 capital (to risk-weighted assets) 14.12%   12.91%        
    Common equity tier 1 capital (to risk-weighted assets) 14.12%   12.91%        
    Tier 1 capital (to average assets) 10.23%   9.42%        
                   
    Notes:              
    (1) Annualized for the three and twelve month periods ended December 31, 2024 and 2023, respectively.
    (2) Represents the difference between the weighted-average yield on interest-earning assets and the weighted-average cost of interest-bearing liabilities for the periods.
    (3) The net interest margin represents net interest income as a percent of average interest-earning assets for the periods.
    (4) The dividend payout ratio represents dividends paid per share divided by net income per share.
    (5) Ratios are for the Bank only.
    ORANGE COUNTY BANCORP, INC.
    SELECTED OPERATING DATA
    (UNAUDITED)
    (Dollar Amounts in thousands except per share data)
      Three Months Ended December 31,   Twelve Months Ended December 31,
      2024     2023   2024   2023
    Interest income $                      32,206     $                      31,567   $                 127,227   $                    117,770
    Interest expense 9,128     9,418   35,461   29,379
    Net interest income 23,078     22,149   91,766   88,391
    Provision for credit losses (51 )   462   7,710   7,868
    Net interest income after provision for credit losses 23,129     21,687   84,056   80,523
    Noninterest income 4,305     3,743   15,972   13,419
    Noninterest expenses 18,466     14,728   65,210   56,793
    Income before income taxes 8,968     10,702   34,818   37,149
    Provision for income taxes 1,804     2,578   6,935   7,671
    Net income $                        7,164     $                        8,124   $                   27,883   $                      29,478
                     
    Basic and diluted earnings per share $                          0.63     $                          0.72   $                       2.47   $                          2.62
    Weighted average common shares outstanding 11,322,045     11,264,908   11,303,118   11,258,300
                     
      At     At        
      December 31, 2024     December 31, 2023        
    Book value per share $                        16.35     $                        14.63        
    Net tangible book value per share (1) $                        15.80     $                        14.06        
    Outstanding common shares 11,350,158     11,302,622        
                     
    Notes:                
    (1)  Net tangible book value represents the amount of total tangible assets reduced by our total liabilities. Tangible assets are calculated by reducing total assets, as defined by GAAP, by $5,359 in goodwill and $821, and $1,107 in other intangible assets for December 31, 2024 and December 31, 2023, respectively.
    ORANGE COUNTY BANCORP, INC.
    LOAN COMPOSITION
    (UNAUDITED)
    (Dollar Amounts in thousands)
      At December 31, 2024   At December 31, 2023
      Amount   Percent   Amount   Percent
    Commercial and industrial (a) $                    251,313   13.84 %   $                    273,562   15.66 %
    Commercial real estate 1,362,054   75.01 %   1,259,356   72.08 %
    Commercial real estate construction 80,993   4.46 %   85,725   4.91 %
    Residential real estate 74,973   4.13 %   78,321   4.48 %
    Home equity 17,365   0.96 %   13,546   0.78 %
    Consumer 29,053   1.60 %   36,552   2.09 %
    Total loans 1,815,751   100.00 %   1,747,062   100.00 %
    Allowance for loan losses 26,077         25,182      
    Total loans, net $                 1,789,674         $                 1,721,880      
                       
    (a) – Includes PPP loans of: $                           170         $                           215      
    ORANGE COUNTY BANCORP, INC.
    DEPOSITS BY ACCOUNT TYPE
    (UNAUDITED)
    (Dollar Amounts in thousands)
      At December 31, 2024   At December 31, 2023
      Amount   Percent   Average Rate   Amount   Percent   Average Rate
    Noninterest-bearing demand accounts $               651,135   30.24 %   0.00 %   $      699,203   34.30 %   0.00 %
    Interest bearing demand accounts 331,115   15.38 %   0.42 %   304,892   14.95 %   0.49 %
    Money market accounts 679,082   31.54 %   2.15 %   584,976   28.69 %   2.04 %
    Savings accounts 271,014   12.59 %   1.25 %   228,161   11.19 %   1.19 %
    Certificates of Deposit 221,013   10.26 %   3.97 %   221,517   10.87 %   4.57 %
    Total $            2,153,359   100.00 %   1.31 %   $   2,038,749   100.00 %   1.29 %
                                   
    ORANGE COUNTY BANCORP, INC.
    NON-PERFORMING ASSETS
    (UNAUDITED)
     (Dollar Amounts in thousands)
               
      December 31, 2024     December 31, 2023  
               
    Non-accrual loans:          
    Commercial and industrial $                           293     $                           556  
    Commercial real estate 6,000     2,692  
    Commercial real estate construction –     –  
    Residential real estate 6     1,179  
    Home equity –     –  
    Consumer –     –  
    Total non-accrual loans 6,299     4,427  
    Accruing loans 90 days or more past due:          
    Commercial and industrial –     –  
    Commercial real estate –     –  
    Commercial real estate construction –     –  
    Residential real estate –     –  
    Home equity –     –  
    Consumer –     –  
    Total loans 90 days or more past due –     –  
    Total non-performing loans 6,299     4,427  
    Other real estate owned –     –  
    Other non-performing assets –     –  
    Total non-performing assets $                        6,299     $                        4,427  
               
    Ratios:          
    Total non-performing loans to total loans 0.35 %   0.25 %
    Total non-performing loans to total assets 0.25 %   0.18 %
    Total non-performing assets to total assets 0.25 %   0.18 %

    The MIL Network –

  • MIL-OSI: WSCG Announces Marketing Partnership with Joey Gase Racing for the 2025 NASCAR XFINITY Race at Daytona International Speedway

    Source: GlobeNewswire (MIL-OSI)

    SALT LAKE CITY, UT, Feb. 05, 2025 (GLOBE NEWSWIRE) — WSCG, and its consumer brand HUMBL, a leading innovator of digital wallets, web platforms and blockchain technologies, is proud to sponsor NASCAR driver Joey Gase at the upcoming United Rentals 300 on Saturday, February 15, 2025, at Daytona International Speedway.

    This marketing partnership includes the HUMBL logo on Gase’s race car, a fan contest for an exclusive Behind the Scenes – VIP Experience and will have its logo featured in the latest NASCAR video game.

    “We’re thrilled to partner again with Joey Gase for the United Rentals 300,” said Brian Foote, CEO of WSCG, Inc. “Joey’s dedication to racing aligns perfectly with our commitment to innovation and excellence in technology. We look forward to an exciting race and engaging with NASCAR fans through this unique collaboration.”

    As part of the partnership, HUMBL’s logo will be prominently displayed on the quarter panel of Gase’s race car. Race fans will also have the chance to win an exclusive VIP Experience, providing a behind-the-scenes experience and the opportunity to sit on Joey’s pit box during the race at Daytona International Speedway. The contest will be hosted on HUMBL’s social media channels, offering multiple ways to enter.

    Additionally, NASCAR fans can experience the HUMBL-sponsored car in the latest NASCAR video game, allowing players to drive Gase’s car and compete in virtual races from home.

    Registered users of HUMBL Financial will be automatically entered into the VIP Experience contest for two pit passes, making it easy for fans to participate. The giveaway is free to enter – simply create an account at HUMBLFinancial.com for a chance to win. No purchase is necessary to win.

    About WSCG, Inc.

    WSCG is headquartered in Salt Lake City, Utah and staffed by experienced professionals in finance, technology and real estate. The company recently purchased the HUMBL brand and holds licensing and distribution relationships with HUMBL Financial.

    Safe Harbor Statement

    This release contains forward-looking statements, which reflect the company’s current expectations and assumptions regarding future events. These statements are subject to inherent risks, uncertainties, and other factors that may cause actual results to differ materially from those anticipated. Forward-looking statements can be identified by words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “predict,” “potential,” “continue,” “may,” “will,” “could,” and similar expressions. Actual outcomes may differ due to various factors, including but not limited to market conditions, competitive developments, operational challenges, regulatory changes, and the company’s ability to execute its business strategy. The company undertakes no obligation to update or revise any forward-looking statements to reflect changes in circumstances or new information, except as required by applicable law.

    Media Contact

    PR@HUMBL.com

    The MIL Network –

  • MIL-OSI: SiriusPoint Announces Date for Fourth Quarter and Full Year 2024 Earnings Release

    Source: GlobeNewswire (MIL-OSI)

    HAMILTON, Bermuda, Feb. 05, 2025 (GLOBE NEWSWIRE) — SiriusPoint Ltd. (NYSE: SPNT) (“SiriusPoint” or the “Company”) today announced that it is planning to release its fourth quarter and full year 2024 financial results after the market close on Tuesday, February 18, 2025. The Company will also hold a webcast, which can also be accessed as a conference call, to discuss its financial results at 8:30 am (Eastern Time) on Wednesday, February 19, 2025.

    The webcast of the live conference call can be accessed by logging onto the Investor Relations section of the Company’s website at www.siriuspt.com. The online replay of the webcast will be available on the Company’s website immediately following the call.

    The conference call can be accessed by dialing 1-877-451-6152 (domestic) or 1-201-389-0879 (international) and asking for the SiriusPoint Ltd. Fourth Quarter 2024 Earnings Call. A replay will be available at the conclusion of the call and can be accessed by dialing 1-844-512-2921, or for international callers 1-412-317-6671, and providing the passcode 13750607. The replay will be available until 11:59 pm (Eastern Time) on March 5, 2025.

    About SiriusPoint

    SiriusPoint is a global underwriter of insurance and reinsurance providing solutions to clients and brokers around the world. Bermuda-headquartered with offices in New York, London, Stockholm and other locations, we are listed on the New York Stock Exchange (SPNT). We have licenses to write Property & Casualty and Accident & Health insurance and reinsurance globally. Our offering and distribution capabilities are strengthened by a portfolio of strategic partnerships with Managing General Agents and Program Administrators within our Insurance & Services segment. With over $2.7 billion total capital, SiriusPoint’s operating companies have a financial strength rating of A- (Excellent) from AM Best, S&P and Fitch, and A3 from Moody’s. For more information, please visit www.siriuspt.com.

    Contacts

    Investor Relations
    Liam Blackledge, SiriusPoint
    liam.blackledge@siriuspt.com
    +44 203 772 3082

    Media
    Sarah Hills, Rein4ce
    sarah.hills@rein4ce.co.uk
    +44 771 888 2011

    The MIL Network –

  • MIL-OSI: Palomar Holdings, Inc. Announces Fourth Quarter and Full Year 2024 Financial Results Release Date and Conference Call

    Source: GlobeNewswire (MIL-OSI)

    LA JOLLA, Calif., Feb. 05, 2025 (GLOBE NEWSWIRE) — Palomar Holdings, Inc. (NASDAQ: PLMR) (the “Company”) today announced that it will release its fourth quarter and full year 2024 results after the market close on Wednesday, February 12, 2025, and will host a conference call at 12:00 p.m. (Eastern Time) the following day, Thursday, February 13, 2025.

    The conference call can be accessed live by dialing 1-877-423-9813 or for international callers, 1-201-689-8573, and requesting to be joined to the Palomar Fourth Quarter 2024 Earnings Conference Call. A replay will be available starting at 4:00 p.m. (Eastern Time) on February 13, 2025, and can be accessed by dialing 1-844-512-2921, or for international callers, 1-412-317-6671. The passcode for the replay is 13751157. The replay will be available until 11:59 p.m. (Eastern Time) on February 20, 2025.

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

    About Palomar Holdings, Inc.

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

    To learn more, visit PLMR.com

    Follow Palomar on LinkedIn: @PLMRInsurance

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

    Investor Relations
    Jamie Lillis
    1-203-428-3223
    investors@plmr.com   
    Source: Palomar Holdings, Inc.

    The MIL Network –

  • MIL-OSI: StoneX Group Inc. Reports Fiscal 2025 First Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    Record Quarterly Net Operating Revenues of $492.1 million, up 17%  

    Record Quarterly Net Income of $85.1 million, ROE of 19.5%

    Record Quarterly Diluted EPS of $2.54 per share, up 19%

    Announces a Three-for-Two Stock Split

    NEW YORK, Feb. 05, 2025 (GLOBE NEWSWIRE) — StoneX Group Inc. (the “Company”; NASDAQ: SNEX), a global financial services network that connects companies, organizations, traders and investors to the global market ecosystem through a unique blend of digital platforms, end-to-end clearing and execution services, high touch service and deep expertise, today announced its financial results for the fiscal year 2025 first quarter ended December 31, 2024. In addition and as discussed further below, on February 5, 2024, the Company’s Board of Directors approved a three-for-two split of the Company’s common stock.

    Sean O’Connor, the Company’s Executive Vice-Chairman of the Board, stated, “We achieved another record quarterly result, building on momentum realized through fiscal 2024, reporting net income of $85.1 million, a 23% increase over the prior year quarter, diluted EPS of $2.54, and a 19.5% return on equity for the first fiscal quarter of 2025. We experienced continued strong client engagement with increased volumes across all operating segments and products despite relatively low volatility.”

    StoneX Group Inc. Summary Financials

    Consolidated financial statements for the Company will be included in our Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission (the “SEC”). Upon filing, the Quarterly Report on Form 10-Q will also be made available on the Company’s website at www.stonex.com.

      Three Months Ended December 31,
    (Unaudited) (in millions, except share and per share amounts)   2024       2023     %
    Change
    Revenues:          
    Sales of physical commodities $ 27,051.1     $ 18,820.9     44%
    Principal gains, net   308.9       293.8     5%
    Commission and clearing fees   149.3       129.7     15%
    Consulting, management, and account fees   47.8       38.5     24%
    Interest income   378.2       290.1     30%
    Total revenues   27,935.3       19,573.0     43%
    Cost of sales of physical commodities   26,991.0       18,788.8     44%
    Operating revenues   944.3       784.2     20%
    Transaction-based clearing expenses   86.5       74.3     16%
    Introducing broker commissions   44.3       39.1     13%
    Interest expense   306.2       236.0     30%
    Interest expense on corporate funding   15.2       13.2     15%
    Net operating revenues   492.1       421.6     17%
    Compensation and other expenses:          
    Variable compensation and benefits   133.3       121.9     9%
    Fixed compensation and benefits   119.2       96.2     24%
    Trading systems and market information   20.0       18.7     7%
    Professional fees   19.0       15.7     21%
    Non-trading technology and support   19.7       16.9     17%
    Occupancy and equipment rental   13.0       7.7     69%
    Selling and marketing   12.0       11.7     3%
    Travel and business development   8.4       7.1     18%
    Communications   2.1       2.2     (5)%
    Depreciation and amortization   15.7       11.2     40%
    Bad debts (recoveries), net   1.8       (0.3 )   n/m
    Other   16.7       16.9     (1)%
    Total compensation and other expenses   380.9       325.9     17%
    Other gains   5.7       —     n/m
    Income before tax   116.9       95.7     22%
    Income tax expense   31.8       26.6     20%
    Net income $ 85.1     $ 69.1     23%
    Earnings per share:(1)          
    Basic $ 2.66     $ 2.20     21%
    Diluted $ 2.54     $ 2.13     19%
    Weighted-average number of common shares outstanding:(1)          
    Basic   30,976,042       30,233,107     2%
    Diluted   32,444,772       31,274,307     4%
               
    Return on equity (“ROE”)(1)   19.5 %     19.3 %    
    ROE on tangible book value(1)   20.5 %     20.5 %    
    n/m = not meaningful to present as a percentage
    (1 ) The Company calculates ROE on stated book value based on net income divided by average stockholders’ equity. For the calculation of ROE on tangible book value, the amount of goodwill and intangibles, net is excluded from stockholders’ equity.
         

    The following table presents our consolidated operating revenues by segment for the periods indicated.

      Three Months Ended December 31,
    (in millions)   2024       2023     % Change
    Segment operating revenues represented by:          
    Commercial $ 232.3     $ 198.4     17%
    Institutional   539.6       435.7     24%
    Self-Directed/Retail   124.1       92.5     34%
    Payments   58.1       60.6     (4)%
    Corporate   11.1       9.2     21%
    Eliminations   (20.9 )     (12.2 )   71%
    Operating revenues $ 944.3     $ 784.2     20%
                       

    The following table presents our consolidated income by segment for the periods indicated.

      Three Months Ended December 31,
    (in millions)   2024       2023     % Change
    Segment income represented by:          
    Commercial $ 102.2     $ 87.2     17%
    Institutional   78.1       65.2     20%
    Self-Directed/Retail   56.9       28.7     98%
    Payments   34.1       35.0     (3)%
    Total segment income $ 271.3     $ 216.1     26%
    Reconciliation of segment income to income before tax:          
    Segment income $ 271.3     $ 216.1     26%
    Net operating loss within Corporate(1)   (21.1 )     (15.6 )   35%
    Overhead costs and expenses   (133.3 )     (104.8 )   27%
    Income before tax $ 116.9     $ 95.7     22%
    (1 ) Includes interest expense on corporate funding.
         

    Key Operating Metrics

    The tables below present operating revenues disaggregated across the key products we provide to our clients and select operating data and metrics used by management in evaluating our performance, for the periods indicated.

      Three Months Ended December 31,
        2024       2023     % Change
    Operating Revenues (in millions):          
    Listed derivatives $ 111.8     $ 109.2     2%
    Over-the-counter (“OTC”) derivatives   36.6       44.5     (18)%
    Securities   401.8       316.2     27%
    FX/Contracts for difference (“CFD”) contracts   98.6       74.6     32%
    Payments   56.8       59.4     (4)%
    Physical contracts   92.6       51.4     80%
    Interest/fees earned on client balances   107.6       98.4     9%
    Other   48.3       33.5     44%
    Corporate   11.1       9.2     21%
    Eliminations   (20.9 )     (12.2 )   71%
      $ 944.3     $ 784.2     20%
    Volumes and Other Select Data:          
    Listed derivatives (contracts, 000’s)   53,180       50,759     5%
    Listed derivatives, average rate per contract (“RPC”)(1) $ 2.03     $ 2.03     —%
    Average client equity – listed derivatives (millions) $ 6,620     $ 6,170     7%
    OTC derivatives (contracts, 000’s)   859       814     6%
    OTC derivatives, average RPC $ 42.84     $ 54.92     (22)%
    Securities average daily volume (“ADV”) (millions) $ 8,733     $ 6,224     40%
    Securities rate per million (“RPM”)(2) $ 237     $ 295     (20)%
    Average money market/FDIC sweep client balances (millions) $ 1,197     $ 1,060     13%
    FX/CFD contracts ADV (millions) $ 11,685     $ 10,917     7%
    FX/CFD contracts RPM $ 133     $ 109     22%
    Payments ADV (millions) $ 84     $ 75     12%
    Payments RPM $ 10,414     $ 12,557     (17)%
    (1 ) Give-up fee revenues, related to contract execution for clients of other FCMs, as well as cash and voice brokerage revenues are excluded from the calculation of listed derivatives, average rate per contract.
    (2 ) Interest expense associated with our fixed income activities is deducted from operating revenues in the calculation of Securities RPM while interest income related to securities lending is excluded.
         

    Interest expense

      Three Months Ended December 31,
    (in millions)   2024     2023   % Change
    Interest expense attributable to:          
    Trading activities:          
    Institutional dealer in fixed income securities $ 223.6   $ 172.1   30%
    Securities borrowing   22.0     14.6   51%
    Client balances on deposit   33.8     36.3   (7)%
    Short-term financing facilities of subsidiaries and other direct interest of operating segments   26.8     13.0   106%
        306.2     236.0   30%
    Corporate funding   15.2     13.2   15%
    Total interest expense $ 321.4   $ 249.2   29%
                   

    Increased interest expense attributable to trading activities principally resulted from an increase in our fixed income, securities borrowing, and physical business activities. The increase in interest expense for the three months ended December 31, 2024 attributable to corporate funding was principally due to an increase in the aggregate amount of senior secured notes outstanding, related to the March 1, 2024 issuance of our 7.875% Senior Secured Notes due 2031 (the “Notes due 2031”), effectively replacing our 8.625% Senior Secured Notes due 2025 (“the Notes due 2025”). This increase was partially offset by lower average borrowings on our revolving credit facility.

    Variable vs. Fixed Expenses
    The table below sets forth our variable expenses and non-variable expenses as a percentage of total non-interest expenses for the periods indicated.

      Three Months Ended December 31,
    (in millions)   2024   % of
    Total    		     2023     % of
    Total
    Variable compensation and benefits $ 133.3   26%   $ 121.9     28%
    Transaction-based clearing expenses   86.5   17%     74.3     17%
    Introducing broker commissions   44.3   9%     39.1     9%
    Total variable expenses   264.1   52%     235.3     54%
    Fixed compensation and benefits   119.2   23%     96.2     22%
    Other fixed expenses   126.6   25%     108.1     24%
    Bad debts (recoveries), net   1.8   —%     (0.3 )   —%
    Total non-variable expenses   247.6   48%     204.0     46%
    Total non-interest expenses $ 511.7   100%   $ 439.3     100%
                         

    Other Gains, net

    The results of the three months ended December 31, 2024 included nonrecurring gains of $5.7 million resulting from proceeds received from class action settlements.

    Segment Results

    Our business activities are managed through four operating segments, including Commercial, Institutional, Self-Directed/Retail and Payments.

    The tables below present the financial performance, a disaggregation of operating revenues, and select operating data and metrics used by management in evaluating the performance of our segments, for the periods indicated. Additional information on the performance of our segments will be included in our Quarterly Report on Form 10-Q to be filed with the SEC.

    Commercial

      Three Months Ended December 31,
    (in millions)   2024     2023     % Change
    Revenues:          
    Sales of physical commodities $ 27,033.7   $ 18,809.5     44%
    Principal gains, net   67.2     77.1     (13)%
    Commission and clearing fees   48.7     44.3     10%
    Consulting, management and account fees   6.5     5.8     12%
    Interest income   52.9     41.3     28%
    Total revenues   27,209.0     18,978.0     43%
    Cost of sales of physical commodities   26,976.7     18,779.6     44%
    Operating revenues   232.3     198.4     17%
    Transaction-based clearing expenses   17.6     15.8     11%
    Introducing broker commissions   11.3     10.4     9%
    Interest expense   14.2     8.8     61%
    Net operating revenues   189.2     163.4     16%
    Variable compensation and benefits   43.5     37.0     18%
    Net contribution   145.7     126.4     15%
    Fixed compensation and benefits   17.0     15.5     10%
    Other fixed expenses   25.3     23.8     6%
    Bad debts (recoveries), net   1.2     (0.1 )   n/m
    Non-variable direct expenses   43.5     39.2     11%
    Segment income   102.2     87.2     17%
    Allocation of overhead costs   9.7     8.8     10%
    Segment income, less allocation of overhead costs $ 92.5   $ 78.4     18%
      Three Months Ended December 31,
        2024     2023   % Change
    Operating Revenues (in millions):          
    Listed derivatives $ 62.2   $ 59.4   5%
    OTC derivatives   36.6     44.5   (18)%
    Physical contracts   90.1     50.6   78%
    Interest/fees earned on client balances   36.6     37.2   (2)%
    Other   6.8     6.7   1%
      $ 232.3   $ 198.4   17%
               
    Volumes and Other Select Data:    
    Listed derivatives (contracts, 000’s)   10,608     9,523   11%
    Listed derivatives, average RPC (1) $ 5.67   $ 5.95   (5)%
    Average client equity – listed derivatives (millions) $ 1,727   $ 1,700   2%
    OTC derivatives (contracts, 000’s)   859     814   5%
    OTC derivatives, average RPC $ 42.84   $ 54.92   (22)%
    (1 ) Give-up fee revenues, related to contract execution for clients of other FCMs, as well as cash and voice brokerage revenues are excluded from the calculation of listed derivatives, average RPC.
         

    Institutional

      Three Months Ended December 31,
    (in millions)   2024     2023     % Change
    Revenues:          
    Sales of physical commodities $ —   $ —     —%
    Principal gains, net   108.6     103.2     5%
    Commission and clearing fees   85.7     73.3     17%
    Consulting, management and account fees   20.3     17.3     17%
    Interest income   325.0     241.9     34%
    Total revenues   539.6     435.7     24%
    Cost of sales of physical commodities   —     —     —%
    Operating revenues   539.6     435.7     24%
    Transaction-based clearing expenses   63.0     52.9     19%
    Introducing broker commissions   8.1     7.7     5%
    Interest expense   294.5     226.5     30%
    Net operating revenues   174.0     148.6     17%
    Variable compensation and benefits   56.2     48.4     16%
    Net contribution   117.8     100.2     18%
    Fixed compensation and benefits   18.6     16.4     13%
    Other fixed expenses   22.4     19.0     18%
    Bad debts (recoveries), net   —     (0.4 )   (100)%
    Non-variable direct expenses   41.0     35.0     17%
    Other gain   1.3     —     n/m
    Segment income $ 78.1   $ 65.2     20%
    Allocation of overhead costs   14.8     12.8     16%
    Segment income, less allocation of overhead costs $ 63.3   $ 52.4     21%
      Three Months Ended December 31,
        2024     2023   % Change
    Operating Revenues (in millions):          
    Listed derivatives $ 49.6   $ 49.8   —%
    Securities   373.5     293.6   27%
    FX contracts   9.6     8.0   20%
    Interest/fees earned on client balances   70.3     60.5   16%
    Other   36.6     23.8   54%
      $ 539.6   $ 435.7   24%
               
    Volumes and Other Select Data:          
    Listed derivatives (contracts, 000’s)   42,572     41,236   3%
    Listed derivatives, average RPC (1) $ 1.12   $ 1.12   —%
    Average client equity – listed derivatives (millions) $ 4,893   $ 4,470   9%
    Securities ADV (millions) $ 8,733   $ 6,224   40%
    Securities RPM (2) $ 237   $ 295   (20)%
    Average money market/FDIC sweep client balances (millions) $ 1,197   $ 1,060   13%
    FX contracts ADV (millions) $ 4,082   $ 3,970   3%
    FX contracts RPM $ 36   $ 34   6%
    (1 ) Give-up fee revenues, related to contract execution for clients of other FCMs, revenues are excluded from the calculation of listed derivatives, average RPC.
    (2 ) Interest expense associated with our fixed income activities is deducted from operating revenues in the calculation of Securities RPM, while interest income related to securities lending is excluded.
         

    Self-Directed/Retail

      Three Months Ended December 31,
    (in millions)   2024     2023   % Change
    Revenues:          
    Sales of physical commodities $ 17.4   $ 11.4   53%
    Principal gains, net   79.5     55.6   43%
    Commission and clearing fees   13.5     11.2   21%
    Consulting, management and account fees   19.3     14.1   37%
    Interest income   8.7     9.4   (7)%
    Total revenues   138.4     101.7   36%
    Cost of sales of physical commodities   14.3     9.2   55%
    Operating revenues   124.1     92.5   34%
    Transaction-based clearing expenses   3.4     3.5   (3)%
    Introducing broker commissions   24.0     20.4   18%
    Interest expense   2.1     1.6   31%
    Net operating revenues   94.6     67.0   41%
    Variable compensation and benefits   3.0     4.4   (32)%
    Net contribution   91.6     62.6   46%
    Fixed compensation and benefits   9.4     10.3   (9)%
    Other fixed expenses   29.2     23.5   24%
    Bad debts, net of recoveries   0.5     0.1   400%
    Non-variable direct expenses   39.1     33.9   15%
    Other gain   4.4     —   n/m
    Segment income   56.9     28.7   98%
    Allocation of overhead costs   12.6     11.5   10%
    Segment income, less allocation of overhead costs $ 44.3   $ 17.2   158%
      Three Months Ended December 31,
        2024     2023   % Change
    Operating Revenues (in millions):          
    Securities $ 28.3   $ 22.6   25%
    FX/CFD contracts   89.0     66.6   34%
    Physical contracts   2.5     0.8   213%
    Interest/fees earned on client balances   0.7     0.7   —%
    Other   3.6     1.8   100%
      $ 124.1   $ 92.5   34%
               
    Volumes and Other Select Data:    
    FX/CFD contracts ADV (millions) $ 7,603   $ 6,948   9%
    FX/CFD contracts RPM $ 185   $ 151   23%

    Payments

      Three Months Ended December 31,
    (in millions)   2024     2023   % Change
    Revenues:          
    Sales of physical commodities $ —   $ —   —%
    Principal gains, net   54.4     57.5   (5)%
    Commission and clearing fees   1.8     1.5   20%
    Consulting, management, account fees   1.3     0.9   44%
    Interest income   0.6     0.7   (14)%
    Total revenues   58.1     60.6   (4)%
    Cost of sales of physical commodities   —     —   —%
    Operating revenues   58.1     60.6   (4)%
    Transaction-based clearing expenses   1.8     1.8   —%
    Introducing broker commissions   0.9     0.6   50%
    Interest expense   —     —   —%
    Net operating revenues   55.4     58.2   (5)%
    Variable compensation and benefits   9.1     10.6   (14)%
    Net contribution   46.3     47.6   (3)%
    Fixed compensation and benefits   6.6     7.3   (10)%
    Other fixed expenses   5.5     5.2   6%
    Bad debts, net of recoveries   0.1     0.1   —%
    Total non-variable direct expenses   12.2     12.6   (3)%
    Segment income   34.1     35.0   (3)%
    Allocation of overhead costs   5.6     5.1   10%
    Segment income, less allocation of overhead costs $ 28.5   $ 29.9   (5)%
      Three Months Ended December 31,
        2024     2023   % Change
    Operating Revenues (in millions):          
    Payments $ 56.8   $ 59.4   (4)%
    Other   1.3     1.2   8%
      $ 58.1   $ 60.6   (4)%
               
    Volumes and Other Select Data:    
    Payments ADV (millions) $ 84   $ 75   12%
    Payments RPM $ 10,414   $ 12,557   (17)%
                   

    Overhead Costs and Expenses

    We incur overhead costs and expenses, including certain shared services such as information technology, accounting and treasury, credit and risk, legal and compliance, and human resources and other activities. The following table provides information regarding overhead costs and expenses. The allocation of overhead costs to operating segments includes costs associated with compliance, technology, and credit and risk costs. The share of allocated costs is based on resources consumed by the relevant businesses. In addition, the allocation of human resources and occupancy costs is principally based on employee costs within the relevant businesses.

      Three Months Ended December 31,
    (in millions)   2024       2023     % Change
    Compensation and benefits:          
    Variable compensation and benefits $ 20.2     $ 19.4     4%
    Fixed compensation and benefits   61.0       40.6     50%
        81.2       60.0     35%
    Other expenses:          
    Occupancy and equipment rental   12.1       7.3     66%
    Non-trading technology and support   15.3       13.0     18%
    Professional fees   8.7       7.5     16%
    Depreciation and amortization   6.4       5.5     16%
    Communications   1.5       1.6     (6)%
    Selling and marketing   0.9       1.3     (31)%
    Trading systems and market information   1.6       1.7     (6)%
    Travel and business development   2.6       1.7     53%
    Other   3.0       5.2     (42)%
        52.1       44.8     16%
    Overhead costs and expenses   133.3       104.8     27%
    Allocation of overhead costs   (42.7 )     (38.2 )   12%
    Overhead costs and expense, net of allocation to operating segments $ 90.6     $ 66.6     36%
                       

    Balance Sheet Summary

    The following table below provides a summary of asset, liability and stockholders’ equity information for the periods indicated.

    (Unaudited) (in millions, except for share and per share amounts) December 31, 2024   September 30, 2024
    Summary asset information:      
    Cash and cash equivalents $ 1,398.2   $ 1,269.0
    Cash, securities and other assets segregated under federal and other regulations $ 3,156.6   $ 2,841.2
    Securities purchased under agreements to resell $ 5,479.2   $ 5,201.5
    Securities borrowed $ 2,120.7   $ 1,662.3
    Deposits with and receivables from broker-dealers, clearing organizations and counterparties, net $ 7,783.9   $ 7,283.2
    Receivables from clients, net and notes receivable, net $ 1,096.3   $ 1,013.1
    Financial instruments owned, at fair value $ 6,918.1   $ 6,767.1
    Physical commodities inventory, net $ 861.4   $ 681.1
    Property and equipment, net $ 145.1   $ 143.1
    Operating right of use assets $ 159.7   $ 157.0
    Goodwill and intangible assets, net $ 87.0   $ 80.6
    Other $ 379.1   $ 367.1
           
    Summary liability and stockholders’ equity information:      
    Accounts payable and other accrued liabilities $ 491.3   $ 548.8
    Operating lease liabilities $ 198.6   $ 195.9
    Payables to clients $ 11,338.2   $ 10,345.9
    Payables to broker-dealers, clearing organizations and counterparties $ 445.5   $ 734.2
    Payables to lenders under loans $ 550.0   $ 338.8
    Senior secured borrowings, net $ 543.3   $ 543.1
    Securities sold under agreements to repurchase $ 8,872.9   $ 8,581.3
    Securities loaned $ 1,826.5   $ 1,615.9
    Financial instruments sold, not yet purchased, at fair value $ 3,541.6   $ 2,853.3
    Stockholders’ equity $ 1,777.4   $ 1,709.1
           
    Common stock outstanding – shares   32,034,629     31,874,447
    Net asset value per share $ 55.48   $ 53.62
               

    Three-for-Two Stock Split

    On February 5, 2025, the Company’s Board of Directors approved a three-for-two split of its common stock to make stock ownership more accessible to employees and investors. The stock split will be effected as a stock dividend entitling each stockholder of record to receive one additional share of common stock for every two shares owned. Additional shares issued as a result of the stock dividend will be distributed after close of trading on March 21, 2025, to stockholders of record at the close of business on March 11, 2025. Cash will be distributed in lieu of fractional shares based on the opening price of a share of common stock on March 12, 2025. Trading is expected to begin on a stock split-adjusted basis at market open on March 24, 2025. All share and per share amounts contained herein have not been retroactively adjusted for this subsequent stock split.

    Conference Call & Web Cast

    A conference call to discuss the Company’s financial results will be held tomorrow, Thursday, February 6, 2025 at 9:00 a.m. Eastern time. The call may also include discussion of Company developments, and forward-looking and other material information about business and financial matters. A live webcast of the conference call as well as additional information to review during the call will be made available in PDF form on-line on the Company’s corporate web site at https://register.vevent.com/register/BIe20141cf7fd043c89fde461964a3582e approximately ten minutes prior to the start time. Participants may preregister for the conference call here.

    For those who cannot access the live broadcast, a replay of the call will be available at https://www.stonex.com. 

    About StoneX Group Inc.

    StoneX Group Inc., through its subsidiaries, operates a global financial services network that connects companies, organizations, traders and investors to the global market ecosystem through a unique blend of digital platforms, end-to-end clearing and execution services, high touch service and deep expertise. The Company strives to be the one trusted partner to its clients, providing its network, product and services to allow them to pursue trading opportunities, manage their market risks, make investments and improve their business performance. A Fortune-500 company headquartered in New York City and listed on the Nasdaq Global Select Market (NASDAQ:SNEX), StoneX Group Inc. and its more than 4,600 employees serve more than 54,000 commercial, institutional, and payments clients, and more than 400,000 retail accounts, from more than 80 offices spread across six continents. Further information on the Company is available at www.stonex.com. 

    Forward Looking Statements

    This press release includes 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, such as those pertaining to the Company’s financial condition, results of operations, business strategy, financial needs of the Company and the stock split. All statements other than statements of current or historical fact contained in this press release are forward-looking statements. The words “believe,” “expect,” “anticipate,” “should,” “plan,” “will,” “may,” “could,” “intend,” “estimate,” “predict,” “potential,” “continue” or the negative of these terms and similar expressions, as they relate to StoneX Group Inc., are intended to identify forward-looking statements.

    These forward-looking statements are largely based on current expectations and projections about future events and financial trends that may affect the financial condition, results of operations, business strategy and financial needs of the Company. These forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond the control of the Company, including adverse changes in economic, political and market conditions, including losses from our market-making and trading activities arising from counterparty failures, the loss of key personnel, the impact of increasing competition, the impact of changes in government regulation, the possibility of liabilities arising from violations of foreign, United States (“U.S.”) federal and U.S. state securities laws, the impact of changes in technology in the securities and commodities trading industries, and other risks discussed in our filings with the SEC, including Part I, Item 1A of our Annual Report on Form 10-K for the year ended September 30, 2024. Although we believe that our forward-looking statements are based upon reasonable assumptions regarding our business and future market conditions, there can be no assurances that our actual results will not differ materially from any results expressed or implied by our forward-looking statements.

    These forward-looking statements speak only as of the date of this press release. StoneX Group Inc. undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

    StoneX Group Inc.

    Investor inquiries:

    Kevin Murphy
    (212) 403 – 7296
    kevin.murphy@stonex.com

    SNEX-G

    The MIL Network –

  • MIL-OSI: Great Elm Group Reports Fiscal 2025 Second Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    PALM BEACH GARDENS, Fla., Feb. 05, 2025 (GLOBE NEWSWIRE) — Great Elm Group, Inc. (“we,” “our,” “GEG,” “Great Elm,” or “the Company”), (NASDAQ: GEG), an alternative asset manager, today announced financial results for its fiscal second quarter ended December 31, 2024. 

    Fiscal Second Quarter 2025 and Recent Highlights

    • Great Elm Capital Corp. (NASDAQ: GECC) raised an additional $13.2 million of equity at NAV in December 2024, through the issuance of approximately 1.1 million shares of GECC common stock to Summit Grove Partners (“SGP”). 
    • On February 4, 2025, the Company acquired the assets of Greenfield CRE, a leading construction management company and longstanding partner of Monomoy.
      • In connection with the acquisition, Great Elm formed Monomoy Construction Services, LLC (“MCS”) and combined Greenfield with Monomoy BTS Construction Management to launch an integrated, full-service construction business.
      • MCS will be dedicated to serving Great Elm’s various real estate verticals, as well as expanding its existing third-party consulting business.
    • GEG’s fee-paying assets under management (“FPAUM”) and assets under management (“AUM”) totaled approximately $538 million and $751 million, respectively.
      • FPAUM and AUM growth of 17% and 14%, respectively, compared to the prior-year period.
    • Total revenue for the second quarter grew 24% to $3.5 million, compared to $2.8 million for the prior-year period.
      • Growth in revenue was primarily driven by increased revenue from Monomoy BTS, Corporation and increased GECC management fees, due to growth in FPAUM.
      • Great Elm collected incentive fees from GECC totaling $0.5 million for the three months ended December 31, 2024.
    • Net income from continuing operations for the second quarter was $1.4 million, compared to a net loss from continuing operations of ($0.2) million in the prior-year period.
    • Adjusted EBITDA for the second quarter was $1.0 million, compared to $0.6 million in the prior-year period.
    • Through February 4, 2025, Great Elm has repurchased approximately 4.1 million shares for $7.4 million, at an average price of $1.83 per share, through its share repurchase program.
      • Book value per share was $2.30 as of December 31, 2024, excluding Consolidated Funds.
    • As of December 31, 2024, GEG had approximately $44 million of cash on its balance sheet to support growth initiatives across its alternative asset management platform.

    Management Commentary

    Jason Reese, Chief Executive Officer of the Company, stated, “We delivered a solid fiscal second quarter 2025, continuing our positive momentum by expanding our assets under management, growing revenue across our credit and real estate businesses and generating strong returns on our investments. Our BDC closed another successful capital raise at NAV, increased its first quarter dividend to 37 cents per share and announced a special dividend in December of 5 cents per share. Additionally, the Great Elm Credit Income Fund (“GECIF”) continued to perform very well, closing December with net inception-to-date returns of approximately 13.9%.¹ GECIF’s established track record leaves us well-positioned to attract further capital to scale our investment management platform.”  

    “In Real Estate, we were thrilled to announce the acquisition of Greenfield CRE into our newly formed Monomoy Construction Services business. We expect this transaction to enhance our construction management expertise, expand our scope of services, and fortify our overall real estate value proposition to our investors and tenants. Our long-standing relationship with Greenfield will allow us to quickly benefit from the launch of our fully integrated, full-service real estate platform. Importantly, we maintained our commitment to the GEG share repurchase program, continuing to buy back shares at an attractive discount to book value. Looking ahead, we remain focused on executing on our strategic priorities: growing our core credit and real estate businesses, pursuing compelling investment opportunities across our platform and leveraging our strong balance sheet to maximize shareholder value.”

    GEG Managed Vehicle Highlights

    • GECC demonstrated continued strong performance, raised meaningful capital and increased its quarterly base distribution.
      • GECC raised $13.2 million of equity at Net Asset Value (“NAV”) through the issuance of approximately 1.1 million shares of GECC common stock to SGP.
      • GEG demonstrated its commitment to growing its credit platform through a $3.3 million investment in SGP.  
      • GECC announced a 5.7% increase on its quarterly base distribution to $0.37 per share for the first quarter of 2025 (compared to the prior $0.35 per share) and paid a special cash distribution of $0.05 per share in January 2025.
    • Monomoy BTS and Monomoy REIT continued to execute on their strategic priorities.
      • Monomoy BTS completed construction of its second build-to-suit property in Mississippi and made meaningful progress on its third project in Florida.
      • Monomoy REIT closed on three property purchases for approximately $3.8 million and maintains a strong pipeline of transaction opportunities and open requirements from our tenants.
    • GECIF delivered a strong return on invested capital of approximately 13.9%, net of fees, for the period from its inception through December 31, 2024.¹

    Discussion of Financial Results for the Fiscal Second Quarter Ended December 31, 2024

    GEG reported total revenue of $3.5 million, up 24% from $2.8 million in the prior-year period.

    GEG recorded net income from continuing operations of $1.4 million, compared to a net loss from continuing operations of ($0.2) million in the prior-year period.

    GEG recorded Adjusted EBITDA of $1.0 million, compared to $0.6 million in the prior-year period.

    Monomoy CRE, LLC Acquisition

    On February 4, 2025, Great Elm acquired the assets of Greenfield, a leading construction management company and longstanding partner of MCRE, our real estate investment manager. In connection with the acquisition, Great Elm formed Monomoy Construction Services, LLC and combined the assets of Greenfield with the assets of Monomoy BTS Construction Management to launch an integrated, full-service construction business. With MCS, Monomoy will offer a full-service, in-house suite of project management, procurement, construction management, asset management, market analysis and feasibility services for its industrial real estate tenants.

    Stock Repurchase Program

    In the fiscal first quarter 2025, GEG’s Board of Directors approved an incremental stock repurchase program under which GEG is authorized to repurchase up to $20 million in the aggregate of its outstanding common stock in the open market. As of February 4, 2025, the Company has repurchased approximately 4.1 million shares for $7.4 million under this program.

    Fiscal 2025 Second Quarter Conference Call & Webcast Information
         
    When:   Thursday, February 6, 2025, 8:30 a.m. Eastern Time (ET)
         
    Call:   All interested parties are invited to participate in the conference call by dialing +1 (877) 407-0752; international callers should dial +1 (201) 389-0912. Participants should enter the Conference ID 13746970 if asked.
         
    Webcast:   The conference call will be webcast simultaneously and can be accessed here. A copy of the slide presentation accompanying the conference call, can be found here.
         

    About Great Elm Group, Inc.

    Great Elm Group, Inc. (NASDAQ: GEG) is a publicly-traded, alternative asset manager focused on growing a scalable and diversified portfolio of long-duration and permanent capital vehicles across credit, real estate, specialty finance, and other alternative strategies. Great Elm Group, Inc. and its subsidiaries currently manage Great Elm Capital Corp., a publicly-traded business development company, and Monomoy Properties REIT, LLC, an industrial-focused real estate investment trust, in addition to other investments. Great Elm Group, Inc.’s website can be found at www.greatelmgroup.com.

    Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

    Statements in this press release that are “forward-looking” statements, including statements regarding expected growth, profitability, acquisition opportunities and outlook involve risks and uncertainties that may individually or collectively impact the matters described herein. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made and represent Great Elm’s assumptions and expectations in light of currently available information.  These statements involve risks, variables and uncertainties, and Great Elm’s actual performance results may differ from those projected, and any such differences may be material. For information on certain factors that could cause actual events or results to differ materially from Great Elm’s expectations, please see Great Elm’s filings with the Securities and Exchange Commission (“SEC”), including its most recent annual report on Form 10-K and subsequent reports on Forms 10-Q and 8-K. Additional information relating to Great Elm’s financial position and results of operations is also contained in Great Elm’s annual and quarterly reports filed with the SEC and available for download at its website www.greatelmgroup.com or at the SEC website www.sec.gov.

    Non-GAAP Financial Measures

    The SEC has adopted rules to regulate the use in filings with the SEC, and in public disclosures, of financial measures that are not in accordance with US GAAP, such as adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”). Adjusted EBITDA is derived from methodologies other than in accordance with US GAAP. Great Elm believes that Adjusted EBITDA is an important measure for investors to use in evaluating Great Elm’s businesses. In addition, Great Elm’s management reviews Adjusted EBITDA as they evaluate acquisition opportunities.

    Adjusted EBITDA has limitations as an analytical tool, and you should not consider it either in isolation from, or as a substitute for, analyzing Great Elm’s results as reported under US GAAP. Non-GAAP financial measures reported by Great Elm may not be comparable to similarly titled amounts reported by other companies.

    Included in the financial tables below is a reconciliation of Adjusted EBITDA to the most directly comparable US GAAP financial measure, net income from continuing operations.

    Endnotes
    ¹Assumes invested at inception on November 1, 2023, and remained invested throughout the succeeding fourteen months ended December 31, 2024, with distributions reinvested, net of founder’s class fees and expenses. Performance results should not be regarded as final until audited financial statements are issued covering the period shown. Past performance is no guarantee of future results. This press release does not constitute an offer to sell or a solicitation of an offer to buy interests in any investment vehicle managed by Great Elm or its affiliates. Any such offer or solicitation will only be made pursuant to the applicable offering documents for such investment vehicle.

    Media & Investor Contact:
    Investor Relations
    geginvestorrelations@greatelmcap.com

    Great Elm Group, Inc.
    Condensed Consolidated Balance Sheets (unaudited)
    Dollar amounts in thousands (except per share data)

    ASSETS   December 31, 2024     June 30, 2024  
    Current assets            
    Cash and cash equivalents   $ 44,288     $ 48,147  
    Restricted cash     –       1,571  
    Receivables from managed funds     3,725       2,259  
    Investments in marketable securities     –       9,929  
    Investments, at fair value     49,918       44,585  
    Prepaid and other current assets     5,275       1,215  
    Real estate assets, net     6,524       5,769  
    Assets of Consolidated Funds:            
    Cash and cash equivalents     2,568       2,371  
    Investments, at fair value     11,902       11,471  
    Other assets     223       253  
    Total current assets     124,423       127,570  
    Identifiable intangible assets, net     10,510       11,037  
    Right-of-use assets     1,784       225  
    Other assets     1,770       1,614  
    Total assets   $ 138,487     $ 140,446  
    LIABILITIES AND STOCKHOLDERS’ EQUITY            
    Current liabilities            
    Accounts payable   $ 185     $ 317  
    Payable for securities purchased     19       –  
    Accrued expenses and other current liabilities     2,817       7,009  
    Current portion of related party payables     254       634  
    Current portion of lease liabilities     335       137  
    Liabilities of Consolidated Funds:            
    Payable for securities purchased     340       100  
    Accrued expenses and other liabilities     151       162  
    Total current liabilities     4,101       8,359  
    Lease liabilities, net of current portion     1,442       57  
    Long-term debt (face value $26,945)     26,231       26,090  
    Related party payables, net of current portion     –       –  
    Convertible notes (face value $36,380 and $35,494, including $16,578 and $16,174 held by related parties, respectively)     35,838       34,900  
    Other liabilities     817       845  
    Total liabilities     68,429       70,251  
    Commitments and contingencies            
    Stockholders’ equity            
    Preferred stock, $0.001 par value; 5,000,000 authorized and zero outstanding     –       –  
    Common stock, $0.001 par value; 350,000,000 shares authorized and 29,519,825 shares issued and 27,150,036 outstanding at December 31, 2024; and 31,875,285 shares issued and 30,494,448 outstanding at June 30, 2024     26       30  
    Additional paid-in-capital     3,311,447       3,315,638  
    Accumulated deficit     (3,249,139 )     (3,252,954 )
    Total Great Elm Group, Inc. stockholders’ equity     62,334       62,714  
    Non-controlling interests     7,724       7,481  
    Total stockholders’ equity     70,058       70,195  
    Total liabilities and stockholders’ equity   $ 138,487     $ 140,446  
     


    Great Elm Group, Inc.
    Condensed Consolidated Statements of Operations (unaudited)
    Amounts in thousands (except per share data)

        For the three months ended
    December 31,    		     For the six months ended
    December 31,    		  
        2024     2023     2024     2023  
    Revenues   $ 3,507     $ 2,819     $ 7,499     $ 6,129  
    Cost of revenues     458       –       1,093       –  
    Operating costs and expenses:                        
    Investment management expenses     3,431       2,839       6,489       5,601  
    Depreciation and amortization     284       283       557       566  
    Selling, general and administrative     1,306       2,393       3,312       4,108  
    Expenses of Consolidated Funds     5       –       21       –  
    Total operating costs and expenses     5,026       5,515       10,379       10,275  
    Operating loss     (1,977 )     (2,696 )     (3,973 )     (4,146 )
    Dividends and interest income     1,567       2,072       3,125       4,058  
    Net realized and unrealized gain     2,428       1,204       6,206       4,488  
    Net realized and unrealized gain (loss) on investments of Consolidated Funds     (29 )     114       249       114  
    Interest and other income of Consolidated Funds     395       128       779       128  
    Interest expense     (1,030 )     (1,061 )     (2,058 )     (2,123 )
    (Loss) income before income taxes from continuing operations     1,354       (239 )     4,328       2,519  
    Income tax benefit (expense)     –       –       –       –  
    Net (loss) income from continuing operations     1,354       (239 )     4,328       2,519  
    Discontinued operations:                        
    Net income from discontinued operations     –       –       –       16  
    Net (loss) income   $ 1,354     $ (239 )   $ 4,328     $ 2,535  
    Less: net income attributable to non-controlling interest, continuing operations     178       111       513       111  
    Net (loss) income attributable to Great Elm Group, Inc.   $ 1,176     $ (350 )   $ 3,815     $ 2,424  
    Net (loss) income attributable to shareholders per share                        
    Basic   $ 0.04     $ (0.01 )   $ 0.13     $ 0.08  
    Diluted   $ 0.04     $ (0.01 )     0.12       0.08  
    Weighted average shares outstanding                        
    Basic     27,983       29,889       28,531       29,734  
    Diluted     28,767       29,889       39,793       30,916  
                                     


    Great Elm Group, Inc.
    Reconciliation from Net Income (loss) from Continuing Operations to Adjusted EBITDA
    Dollar amounts in thousands

        Three months ended
    December 31,    		   Six months ended
    December 31,
    (in thousands)   2024     2023     2024     2023  
    Net income (loss) from continuing operations – GAAP   $ 1,354     $ (239 )   $ 4,328     $ 2,519  
    Interest expense     1,030       1,061       2,058       2,123  
    Income tax expense (benefit)     –       –       –       –  
    Depreciation and amortization     284       283       557       566  
    Non-cash compensation     755       839       1,872       1,726  
    (Gain) loss on investments     (2,399 )     (1,318 )     (6,455 )     (4,602 )
    Change in contingent consideration     –       18       (6 )     36  
    Adjusted EBITDA   $ 1,024     $ 644     $ 2,354     $ 2,368  

    The MIL Network –

  • MIL-OSI: Paycor Announces Second Quarter Fiscal Year 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    • Entered into a definitive agreement to be acquired by Paychex, Inc.
    • Q2 Total revenues of $180.4 million, an increase of 13% year-over-year, while expanding operating margins
    • Q2 Recurring revenues of $167.4 million, an increase of 14% year-over-year

    CINCINNATI, Feb. 05, 2025 (GLOBE NEWSWIRE) — Paycor HCM, Inc. (Nasdaq: PYCR) (“Paycor” or the “Company”), a leading provider of human capital management (“HCM”) software, today announced financial results for the second quarter fiscal year 2025, which ended December 31, 2024.

    Second Quarter Fiscal Year 2025 Financial Highlights

    • Total revenues were $180.4 million, an increase of 13% from the second quarter of FY 2024.
    • Operating profit was $1.2 million, compared to an operating loss of $26.2 million from the second quarter of FY 2024 or 1% of Total revenues compared to (16%) in the second quarter of FY 2024.
    • Adjusted operating income* was $31.8 million, compared to $23.3 million or an increase of 36% from the second quarter of FY 2024, or 18% of Total revenues compared to 15% in the second quarter of FY 2024.
    • Net loss was $2.0 million, compared to $26.2 million for the second quarter of FY 2024.
    • Adjusted net income* was $25.0 million, compared to $18.7 million for the second quarter of FY 2024.
    • Net cash provided by operating activities improved to $37.1 million from $26.2 million for the second quarter of FY 2024.
    • Adjusted free cash flow* improved to $28.5 million from $14.8 million for the second quarter of FY 2024.

    *Adjusted operating income, adjusted net income and adjusted free cash flow are non-GAAP financial measures. Please see the discussion below under the heading “Non-GAAP Financial Measures” and the reconciliations at the end of this press release for information concerning these and other non-GAAP financial measures referenced in this press release.

    Pending Merger with Paychex, Inc.

    On January 7, 2025, we announced that we had entered into a definitive agreement (“Merger Agreement”) to be acquired by Paychex, Inc. (“Paychex”) in an all-cash transaction structured as a merger and valued at approximately $4.1 billion, or $22.50 per share. The per-share merger consideration represents a premium of approximately 19% over Paycor’s 30-day volume weighted average trading price as of the unaffected trading date of January 3, 2025. The Merger Agreement has been unanimously approved by Company’s Board of Directors, as well as the holders of a majority of the Company’s outstanding common stock. The merger is expected to close in the first half of calendar 2025, subject to satisfaction of regulatory approvals and other customary closing conditions. Upon completion of the merger, we will become a wholly-owned subsidiary of Paychex, and our common stock will be delisted from Nasdaq.

    Given the pending transaction, we will not be hosting an earnings conference call, are suspending financial guidance for fiscal year 2025, and will not provide financial guidance for the third quarter ending March 31, 2025. For further detail and discussion of our financial performance, please refer to our Form 10-Q for the fiscal quarter ended December 31, 2024.

    Additional Information and Where to Find It

    We intend to file relevant materials with the SEC, including a preliminary and definitive information statement relating to the proposed transaction. The definitive information statement will be mailed to Paycor’s stockholders. STOCKHOLDERS ARE URGED TO CAREFULLY READ THE INFORMATION STATEMENT REGARDING THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.

    A free copy of the information statement and other related documents (when available) filed by the Company with the SEC may be found on the “SEC Filings” section of Paycor’s investor relations website at https://www.investors.paycor.com and on the SEC website at www.sec.gov.

    No Offer

    No person has commenced soliciting proxies in connection with the proposed transaction referenced in this release, and this release is neither an offer to purchase nor a solicitation of an offer to sell securities.

    About Paycor

    Paycor’s HR, payroll, and talent platform connects leaders to people, data, and expertise. We help leaders drive engagement and retention by giving them tools to coach, develop, and grow employees. We give them unprecedented insights into their operational data with a unified HCM experience that can seamlessly connect to other mission-critical technology. By providing expert guidance and consultation, we help them achieve business results and become an extension of their teams. Learn more at paycor.com.​

    Forward-Looking Statements

    This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact, including statements regarding our future results of operations and financial position, our business outlook, our business strategy and plans, our objectives for future operations, and any statements of a general economic or industry specific nature, are forward-looking statements. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. Words such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “will,” “should,” “can have,” “likely,” “outlook,” “potential,” “targets,” “contemplates,” or the negative or plural of these words and similar expressions are intended to identify forward-looking statements.

    These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in our most recent Annual Report on Form 10-K, as well as in our other filings with the Securities and Exchange Commission. Additionally, these forward-looking statements are subject to a number of risks, uncertainties and assumptions related to the Merger Agreement. We believe that these risks include, but are not limited to: the risk that the merger may not be completed in a timely manner or at all, which may adversely affect our business and the price of our common stock; the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the Merger Agreement; potential litigation relating to the merger that could be instituted against the parties to the Merger Agreement or their respective directors or officers, including the effects of any outcomes related thereto; certain restrictions during the pendency of the merger that may impact our ability to pursue certain business opportunities or strategic transactions; uncertainty as to timing of completion of the merger; risks that the benefits of the merger are not realized when and as expected; our ability to manage our growth effectively; the potential unauthorized access to our customers’ or their employees’ personal data as a result of a breach of our or our vendors’ security measures; the expansion and retention of our direct sales force with qualified and productive persons and the related effects on the growth of our business; the impact on customer expansion and retention if implementation, user experience, customer service, or performance relating to our solutions is not satisfactory; the timing of payments made to employees and taxing authorities relative to the timing of when a customer’s electronic funds transfers are settled to our account; future acquisitions of other companies’ businesses, technologies, or customer portfolios; the continued service of our key executives; our ability to innovate and deliver high-quality, technologically advanced products and services; risks specifically associated with our development and use of artificial intelligence in our solutions; our ability to attract and retain qualified personnel; the proper operation of our software; our relationships with third parties that provide financial and other functionality integrated into our HCM platform; the extent to which negative macroeconomic conditions persist or worsen in the markets in which we or our customers operate; and the impact of an economic downturn or recession in the United States or global economy. You should not rely upon forward-looking statements as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations and assumptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. We undertake no obligation to publicly update any forward-looking statement after the date of this report, whether as a result of new information, future developments or otherwise, or to conform these statements to actual results or revised expectations, except as may be required by law.

    Non-GAAP Financial Measures

    To supplement our financial information presented in accordance with generally accepted accounting principles in the United States (“GAAP”), we present the following non-GAAP financial measures in this press release: adjusted gross profit, adjusted gross profit margin, adjusted operating income, adjusted operating income margin, adjusted sales and marketing expense, adjusted general and administrative expense, adjusted research and development expense, adjusted net income, adjusted net income per share, adjusted free cash flow and adjusted free cash flow margin. Management believes these non-GAAP measures are useful in evaluating our core operating performance and trends to prepare and approve our annual budget, and to develop short-term and long-term operating plans. Management believes that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance and assists in comparisons with other companies, some of which use similar non-GAAP financial information to supplement their GAAP results. We define (i) adjusted gross profit as gross profit before amortization of intangible assets and stock-based compensation expense, in each case that are included in costs of revenues, (ii) adjusted gross profit margin as adjusted gross profit divided by total revenues, (iii) adjusted operating income as income (loss) from operations before amortization of acquired intangible assets and naming rights, stock-based compensation expense, exit costs due to exiting leases of certain facilities and other certain corporate expenses, such as costs related to secondary offerings, professional, consulting and other costs and acquisition costs, (iv) adjusted operating income margin as adjusted operating income divided by total revenues, (v) adjusted sales and marketing expense as sales and marketing expenses before amortization of naming rights and stock-based compensation expense, (vi) adjusted general and administrative expense as general and administrative expenses before amortization of acquired intangible assets, stock-based compensation expense, exit costs due to exiting leases of certain facilities and other certain corporate expenses, such as costs related to secondary offerings, professional, consulting and other costs and acquisition costs, (vii) adjusted research and development expense as research and development expenses before stock-based compensation expense, (viii) adjusted net income as income (loss) before expense (benefit) for income taxes after adjusting for amortization of acquired intangible assets and naming rights, accretion expense associated with the naming rights, change in fair value of contingent consideration, stock-based compensation expense, exit costs due to exiting leases of certain facilities and other certain corporate expenses, such as costs related to secondary offerings, professional, consulting and other costs and acquisition costs, all of which are tax effected by applying an adjusted effective income tax rate, (ix) adjusted net income per share as adjusted net income divided by adjusted shares outstanding, which includes potentially dilutive securities excluded from the GAAP dilutive net income (loss) per share calculation, (x) adjusted free cash flow as cash provided (used) by operating activities less the purchase of property and equipment and internally developed software costs, excluding other certain corporate expenses, which are included in cash provided (used) by operating activities and (xi) adjusted free cash flow margin as adjusted free cash flow divided by total revenues.

    The non-GAAP financial measures presented in this press release are not measures of financial performance under GAAP and should not be considered a substitute for gross profit, gross margin, income (loss) from operations, operating income margin, sales and marketing expense, general and administrative expense, research and development expense, net income (loss), diluted net income (loss) per share and cash provided (used) by operating activities. Non-GAAP financial measures have limitations as analytical tools, and when assessing our operating performance, you should not consider them in isolation, or as a substitute for analysis of our results as reported under GAAP. The non-GAAP financial measures that we present may not be comparable to similarly titled measures used by other companies. A reconciliation is provided below under “Reconciliations of Non-GAAP Measures to GAAP Measures,” for each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with GAAP.

    Investor Relations:
    Rachel White
    513-954-7388
    IR@paycor.com

    Media Relations:
    Carly Pennekamp
    513-954-7282
    PR@paycor.com

     

    Paycor HCM, Inc. and Subsidiaries
    Condensed Consolidated Balance Sheets
    (in thousands, except share amounts)
      December 31,
    2024    		   June 30,
    2024
    Assets (Unaudited)    
    Current assets:      
    Cash and cash equivalents $ 114,569     $ 117,958  
    Accounts receivable, net allowance for credit losses   58,252       48,164  
    Deferred contract costs   75,440       70,377  
    Prepaid expenses   13,284       12,749  
    Other current assets   9,397       3,458  
    Current assets before funds held for clients   270,942       252,706  
    Funds held for clients   1,333,368       1,109,136  
    Total current assets   1,604,310       1,361,842  
    Property and equipment, net   34,087       35,220  
    Operating lease right-of-use assets   14,308       14,417  
    Goodwill   765,904       766,653  
    Intangible assets, net   137,327       171,493  
    Capitalized software, net   72,046       67,376  
    Long-term deferred contract costs   199,450       189,826  
    Other long-term assets   2,770       2,566  
    Total assets $ 2,830,202     $ 2,609,393  
    Liabilities and Stockholders’ Equity      
    Current liabilities:      
    Accounts payable $ 21,327     $ 27,309  
    Accrued expenses and other current liabilities   24,851       26,450  
    Accrued payroll and payroll related expenses   36,190       44,923  
    Deferred revenue   13,395       13,600  
    Current liabilities before client fund obligations   95,763       112,282  
    Client fund obligations   1,333,944       1,111,373  
    Total current liabilities   1,429,707       1,223,655  
    Deferred income taxes   10,726       16,019  
    Long-term operating leases   12,765       13,447  
    Other long-term liabilities   67,986       69,346  
    Total liabilities   1,521,184       1,322,467  
    Commitments and contingencies      
    Stockholders’ equity:      
    Common stock $0.001 par value per share, 500,000,000 shares authorized, 181,251,037 shares outstanding at December 31, 2024 and 178,210,263 shares outstanding at June 30, 2024   181       178  
    Treasury stock, at cost, 10,620,260 shares at December 31, 2024 and June 30, 2024   (245,074)       (245,074)  
    Preferred stock, $0.001 par value, 50,000,000 shares authorized, — shares outstanding at December 31, 2024 and June 30, 2024   —       —  
    Additional paid-in capital   2,111,961       2,081,668  
    Accumulated deficit   (557,769)       (548,437)  
    Accumulated other comprehensive loss   (281)       (1,409)  
    Total stockholders’ equity   1,309,018       1,286,926  
    Total liabilities and stockholders’ equity $ 2,830,202     $ 2,609,393  
    Paycor HCM, Inc. and Subsidiaries
    Condensed Consolidated Statements of Operations (Unaudited)
    (in thousands, except share amounts)
      Three Months Ended   Six Months Ended
      December 31,   December 31,
        2024       2023       2024       2023  
    Revenues:              
    Recurring and other revenue $ 167,388     $ 147,232     $ 321,387     $ 279,940  
    Interest income on funds held for clients   13,050       12,309       26,527       23,189  
    Total revenues   180,438       159,541       347,914       303,129  
    Cost of revenues   62,186       55,125       121,403       106,503  
    Gross profit   118,252       104,416       226,511       196,626  
    Operating expenses:              
    Sales and marketing   60,137       57,753       116,926       110,531  
    General and administrative   38,554       56,173       86,850       104,922  
    Research and development   18,369       16,665       35,797       30,720  
    Total operating expenses   117,060       130,591       239,573       246,173  
    Income (loss) from operations   1,192       (26,175)       (13,062)       (49,547)  
    Other (expense) income:              
    Interest expense   (1,135)       (1,153)       (2,273)       (2,397)  
    Other   780       (1,745)       2,450       (814)  
    Income (loss) before benefit for income taxes   837       (29,073)       (12,885)       (52,758)  
    Income tax expense (benefit)   2,885       (2,824)       (3,553)       (5,913)  
    Net loss $ (2,048)     $ (26,249)     $ (9,332)     $ (46,845)  
    Basic and diluted net loss per share $ (0.01)     $ (0.15)     $ (0.05)     $ (0.26)  
    Weighted average common shares outstanding:              
    Basic and diluted   179,592,666       177,567,397       179,161,188       177,260,396  

     

    Paycor HCM, Inc. and Subsidiaries
    Condensed Consolidated Statements of Cash Flows (Unaudited)
    (in thousands)
      Six Months Ended
      December 31,
        2024       2023  
    Cash flows from operating activities:      
    Net loss $ (9,332)     $ (46,845)  
    Adjustments to reconcile net loss to net cash provided by operating activities:      
    Depreciation   2,848       2,997  
    Amortization of intangible assets and software   57,533       68,312  
    Amortization of deferred contract costs   38,638       29,876  
    Stock-based compensation expense   28,806       35,964  
    Deferred tax benefit   (6,040)       (5,937)  
    Bad debt expense   3,301       2,870  
    Loss on sale of investments   147       142  
    Loss on foreign currency exchange   442       4  
    Gain on lease exit   —       (29)  
    Naming rights accretion expense   2,012       2,061  
    Change in fair value of deferred consideration   (112)       2,816  
    Other   44       44  
    Changes in assets and liabilities, net of effects from acquisitions:      
    Accounts receivable   (11,689)       (17,003)  
    Prepaid expenses and other assets   (6,055)       (7,487)  
    Accounts payable   (5,824)       (3,207)  
    Accrued liabilities and other   (12,757)       (10,892)  
    Deferred revenue   112       255  
    Deferred contract costs   (53,325)       (53,904)  
    Net cash provided by operating activities   28,749       37  
    Cash flows from investing activities:      
    Purchases of client funds available-for-sale securities   (114,162)       (151,939)  
    Proceeds from sale and maturities of client funds available-for-sale securities   106,052       103,453  
    Purchase of property and equipment   (1,756)       (2,068)  
    Acquisition of intangible assets   (1,553)       (4,133)  
    Acquisition of businesses, net of cash acquired   —       (28)  
    Internally developed software costs   (26,484)       (25,308)  
    Net cash used in investing activities   (37,903)       (80,023)  
    Cash flows from financing activities:      
    Net change in cash and cash equivalents held to satisfy client funds obligations   221,962       270,540  
    Payment of contingent consideration   (1,329)       —  
    Payment of capital expenditure financing   —       (3,689)  
    Repayments of debt and finance lease obligations   (597)       (536)  
    Withholding taxes paid related to net share settlements   (1,957)       (1,829)  
    Proceeds from employee stock purchase plan   3,444       4,172  
    Net cash provided by financing activities   221,523       268,658  
    Impact of foreign exchange on cash and cash equivalents   21       11  
    Net change in cash, cash equivalents, restricted cash and short-term investments, and funds held for clients   212,390       188,683  
    Cash, cash equivalents, restricted cash and short-term investments, and funds held for clients, beginning of period   910,580       879,046  
    Cash, cash equivalents, restricted cash and short-term investments, and funds held for clients, end of period $ 1,122,970     $ 1,067,729  
    Supplemental disclosure of non-cash investing, financing and other cash flow information:      
    Capital expenditures in accounts payable $ 54     $ 39  
    Cash paid for interest $ —     $ 145  
    Capital lease asset obtained in exchange for capital lease liabilities $ —      $ 3,393  
    Reconciliation of cash, cash equivalents, restricted cash and short-term investments, and funds held for clients to the Consolidated Balance Sheets      
    Cash and cash equivalents $ 114,569     $ 61,719  
    Funds held for clients   1,008,401       1,006,010  
    Total cash, cash equivalents, restricted cash and short-term investments, and funds held for clients $ 1,122,970     $ 1,067,729  

    Reconciliations of Non-GAAP Measures to GAAP Measures

    Adjusted Gross Profit and Adjusted Gross Profit Margin (Unaudited)

      Three Months Ended   Six Months Ended
    (in thousands) December 31, 2024   December 31, 2023   December 31, 2024   December 31, 2023
    Gross Profit* $ 118,252     $ 104,416     $ 226,511     $ 196,626  
    Gross Profit Margin   65.5%       65.4%       65.1%       64.9%  
    Amortization of intangible assets   914       634       1,789       2,009  
    Stock-based compensation expense   1,954       2,404       3,456       3,999  
    Corporate adjustments   —       —       21       —  
    Adjusted Gross Profit* $ 121,120     $ 107,454     $ 231,777     $ 202,634  
    Adjusted Gross Profit Margin   67.1%       67.4%       66.6%       66.8%  

    * Gross Profit and Adjusted Gross Profit were burdened by depreciation expense of $0.5 million and $0.6 million for the three months ended December 31, 2024 and 2023, respectively, and $1.1 million and $1.2 million for the six months ended December 31, 2024 and 2023, respectively. Gross Profit and Adjusted Gross Profit were burdened by amortization of capitalized software of $11.2 million and $9.2 million for the three months ended December 31, 2024 and 2023, respectively, and $21.8 million and $17.6 million for the six months ended December 31, 2024 and 2023, respectively. Gross Profit and Adjusted Gross Profit are burdened by amortization of deferred contract costs of $11.4 million and $8.8 million for the three months ended December 31, 2024 and 2023, respectively, and $22.2 million and $17.0 million for the six months ended December 31, 2024 and 2023, respectively.

    Adjusted Operating Income (Unaudited)

      Three Months Ended   Six Months Ended
    (in thousands) December 31, 2024   December 31, 2023   December 31, 2024   December 31, 2023
    Income (Loss) from Operations $ 1,192     $ (26,175)     $ (13,062)     $ (49,547)  
    Operating Margin   0.7%       (16.4)%       (3.8)%       (16.3)%  
    Amortization of intangible assets   12,023       24,963       35,719       50,673  
    Stock-based compensation expense   16,141       23,049       28,806       35,964  
    (Gain) loss on lease exit*   (6)       115       —       (29)  
    Corporate adjustments**   2,442       1,345       3,129       2,156  
    Adjusted Operating Income $ 31,792     $ 23,297     $ 54,592     $ 39,217  
    Adjusted Operating Income Margin   17.6%       14.6%       15.7%       12.9%  

    * Represents exit costs due to exiting leases of certain facilities.
    ** Corporate adjustments for the three and six months ended December 31, 2024 relate to professional costs associated with the Paychex merger of $1.7 million for both periods and professional, consulting, and other costs associated with strategic initiatives of $0.7 million and $1.4 million, respectively. Corporate adjustments for the three and six months ended December 31, 2023 relate to costs associated with the secondary offering completed in December 2023 (“December 2023 Secondary Offering”) of $0.6 million and $0.6 million, respectively, and professional, consulting, and other costs of $0.7 million and $1.5 million, respectively.

    Adjusted Operating Expenses (Unaudited)

      Three Months Ended   Six Months Ended
    (in thousands) December 31, 2024   December 31, 2023   December 31, 2024   December 31, 2023
    Sales and Marketing expenses $ 60,137     $ 57,753     $ 116,926     $ 110,531  
    Amortization of intangible assets   (1,058)       (1,058)       (2,117)       (2,117)  
    Stock-based compensation expense   (5,330)       (7,224)       (9,515)       (11,542)  
    Adjusted Sales and Marketing expenses $ 53,749     $ 49,471     $ 105,294     $ 96,872  
    General and Administrative expenses $ 38,554     $ 56,173     $ 86,850     $ 104,922  
    Amortization of intangible assets   (10,051)       (23,272)       (31,813)       (46,548)  
    Stock-based compensation expense   (6,051)       (9,951)       (10,837)       (15,023)  
    Gain (loss) on lease exit*   6       (115)       —       29  
    Corporate adjustments**   (2,442)       (1,345)       (3,108)       (2,156)  
    Adjusted General and Administrative expenses $ 20,016     $ 21,490     $ 41,092     $ 41,224  
    Research and Development expenses $ 18,369     $ 16,665     $ 35,797     $ 30,720  
    Stock-based compensation expense   (2,806)       (3,470)       (4,998)       (5,400)  
    Adjusted Research and Development expenses $ 15,563     $ 13,195     $ 30,799     $ 25,320  

    * Represents exit costs due to exiting leases of certain facilities.        
    ** Corporate adjustments for the three and six months ended December 31, 2024 relate to professional costs associated with the Paychex merger of $1.7 million for both periods and professional, consulting, and other costs associated with strategic initiatives of $0.7 million and $1.4 million, respectively. Corporate adjustments for the three and six months ended December 31, 2023 relate to costs associated with the secondary offering completed in December 2023 (“December 2023 Secondary Offering”) of $0.6 million and $0.6 million, respectively, and professional, consulting, and other costs of $0.7 million and $1.5 million, respectively.

    Adjusted Net Income and Adjusted Net Income Per Share (Unaudited)

      Three Months Ended   Six Months Ended
    (in thousands) December 31, 2024   December 31, 2023   December 31, 2024   December 31, 2023
    Net gain (loss) before benefit for income taxes $ 837     $ (29,073)     $ (12,885)     $ (52,758)  
    Amortization of intangible assets   12,023       24,963       35,719       50,673  
    Naming rights accretion expense   1,006       1,031       2,012       2,061  
    Change in fair value of deferred consideration   —       2,816       (112)       2,816  
    Stock-based compensation expense   16,141       23,049       28,806       35,964  
    (Gain) loss on lease exit*   (6)       115       —       (29)  
    Corporate adjustments**   2,442       1,345       3,129       2,156  
    Non-GAAP adjusted income before applicable income taxes   32,443       24,246       56,669       40,883  
    Income tax effect on adjustments***   (7,462)       (5,577)       (13,034)       (9,403)  
    Adjusted Net Income $ 24,981     $ 18,669     $ 43,635     $ 31,480  
                   
    Adjusted Net Income Per Share $ 0.14     $ 0.11     $ 0.24     $ 0.18  
    Adjusted shares outstanding****   180,681,049       177,740,047       179,772,462       177,537,308  

    * Represents exit costs due to exiting leases of certain facilities.
    ** Corporate adjustments for the three and six months ended December 31, 2024 relate to professional costs associated with the Paychex merger of $1.7 million for both periods and professional, consulting, and other costs associated with strategic initiatives of $0.7 million and $1.4 million, respectively. Corporate adjustments for the three and six months ended December 31, 2023 relate to costs associated with the secondary offering completed in December 2023 (“December 2023 Secondary Offering”) of $0.6 million and $0.6 million, respectively, and professional, consulting, and other costs of $0.7 million and $1.5 million, respectively.
    *** Non-GAAP adjusted income before applicable income taxes is tax effected using an adjusted effective income tax rate of 23.0% for each of the three and six months ended December 31, 2024 and 2023, respectively.
    **** Adjusted shares outstanding for the three and six months ended December 31, 2024 and 2023 are based on the if-converted method and include potentially dilutive securities that are excluded from the U.S. GAAP dilutive net income per share calculation because including them in the computation of net income per share would have an anti-dilutive effect.

    Adjusted Free Cash Flow and Adjusted Free Cash Flow Margin (Unaudited)

      Three Months Ended   Six Months Ended
    (in thousands) December 31, 2024   December 31, 2023   December 31, 2024   December 31, 2023
    Net cash provided by operating activities $ 37,060     $ 26,166     $ 28,749     $ 37  
    Purchase of property and equipment*   (418)       (633)       (1,587)       (2,068)  
    Internally developed software costs   (13,043)       (12,054)       (26,484)       (25,308)  
    Corporate adjustments**   4,885       1,345       5,572       2,156  
    Adjusted Free Cash Flow $ 28,484     $ 14,824     $ 6,250     $ (25,183)  
    Adjusted Free Cash Flow Margin   15.8%       9.3%       1.8%       (8.3)%  

    * Represents purchases of property & equipment, net of $0.2 million of leasehold improvements related to the new Headquarters lease for the three and six months ended December 31, 2024.
    ** Corporate adjustments for the three and six months ended December 31, 2024 relate to contingent consideration of $4.2 million for both periods and professional, consulting, and other costs associated with strategic initiatives of $0.7 million and $1.4 million, respectively. Corporate adjustments for the three and six months ended December 31, 2023 relate to costs associated with the secondary offering completed in December 2023 (“December 2023 Secondary Offering”) of $0.6 million and $0.6 million, respectively, and professional, consulting, and other costs of $0.7 million and $1.5 million, respectively.

    The MIL Network –

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

    Source: GlobeNewswire (MIL-OSI)

    • Fourth quarter revenue of $1,341 million decreased 5% sequentially and 2% year-over-year; full year revenue of $5,513 million increased 7% from prior year, driven by international revenue growth of 10%
    • Fourth quarter operating income of $198 million decreased 19% sequentially and 8% year-over-year; full year operating income of $938 million increased 14% from prior year
    • Fourth quarter net income of $112 million, an 8.4% margin, decreased 29% sequentially and 20% year-over-year; full year net income of $506 million, a 9.2% margin, increased by 21% from prior year
    • Fourth quarter adjusted EBITDA* of $326 million, a 24.3% margin, decreased 8%, or 88 basis points, sequentially and increased 2%, or 74 basis points, year-over-year; full year adjusted EBITDA* of $1,382 million, a 25.1% margin, increased 17%, or 197 basis points, from prior year
    • Fourth quarter cash provided by operating activities of $249 million and adjusted free cash flow* of $162 million; full year cash provided by operating activities of $792 million and adjusted free cash flow* of $524 million
    • Shareholder return of $67 million for the quarter, which included dividend payments of $18 million and share repurchases of $49 million
    • Board approved quarterly cash dividend of $0.25 per share, payable on March 19, 2025, to shareholders of record as of February 21, 2025

    *Non-GAAP – refer to the section titled Non-GAAP Financial Measures Defined and GAAP to Non-GAAP Financial Measures Reconciled

    HOUSTON, Feb. 05, 2025 (GLOBE NEWSWIRE) — Weatherford International plc (NASDAQ: WFRD) (“Weatherford” or the “Company”) announced today its results for the fourth quarter of 2024 and full year 2024.

    Revenues for the fourth quarter of 2024 were $1,341 million, a decrease of 5% sequentially and 2% year-over-year. Operating income was $198 million in the fourth quarter of 2024, compared to $243 million in the third quarter of 2024 and $216 million in the fourth quarter of 2023. Net income in the fourth quarter of 2024 was $112 million, with an 8.4% margin, a decrease of 29%, or 279 basis points, sequentially, and a decrease of 20%, or 193 basis points, year-over-year. Adjusted EBITDA* was $326 million, a 24.3% margin, a decrease of 8%, or 88 basis points, sequentially, and an increase of 2%, or 74 basis points, year-over-year. Basic income per share in the fourth quarter of 2024 was $1.54 compared to $2.14 in the third quarter of 2024 and $1.94 in the fourth quarter of 2023. Diluted income per share in the fourth quarter of 2024 was $1.50 compared to $2.06 in the third quarter of 2024 and $1.90 in the fourth quarter of 2023.

    Fourth quarter 2024 cash flows provided by operating activities were $249 million, compared to $262 million in the third quarter of 2024, and $375 million in the fourth quarter of 2023. Adjusted free cash flow* was $162 million, a decrease of $22 million sequentially, and $153 million year-over-year. Capital expenditures were $100 million in the fourth quarter of 2024, compared to $78 million in the third quarter of 2024, and $67 million in the fourth quarter of 2023.

    Revenue for the full year 2024 was $5,513 million, compared to revenues of $5,135 million in 2023. Operating income for the full year was $938 million, compared to $820 million in 2023. The Company’s full year 2024 net income was $506 million, compared to $417 million in 2023. Full year cash flows provided by operations were $792 million, compared to $832 million in 2023. Adjusted free cash flow* for the full year was $524 million compared to $651 million in 2023. Capital expenditures for the full year 2024 were $299 million, compared to $209 million in 2023.

    Girish Saligram, President and Chief Executive Officer, commented, “The fourth quarter witnessed a significant drop in activity levels in Latin America and a more cautious tone in a few key geographies. Despite a challenging environment in the fourth quarter, the overall full year 2024 was another one of setting new operational highs, and I would like to express my gratitude to the One Weatherford team for that. We ended the year with the best safety record we have ever had, strong margin expansion and solid cash generation.

    While the activity outlook continues to evolve, margins and cash flow performance continue to be the cornerstone of our financial and strategic objectives. We are well-positioned to deliver another year of strong cash flow generation in 2025. While there is some temporary activity reduction, we continue to believe in the industry’s mid to long-term resilience and remain committed to our goal of achieving EBITDA margins in the high 20’s over the next few years.”

    *Non-GAAP – refer to the section titled Non-GAAP Financial Measures Defined and GAAP to Non-GAAP Financial Measures Reconciled

    Operational & Commercial Highlights

    • ADNOC awarded Weatherford a three-year contract for the provision of rigless services as part of the reactivation of ADNOC’s onshore strings.
    • Kuwait Oil Company (KOC) awarded Weatherford a Managed Pressure Drilling (MPD) services contract focused on improving operational efficiency, enhancing safety, accelerating well-delivery timelines, and reducing costs by deploying Weatherford’s innovative VictusTM Intelligent MPD system.
    • KOC awarded Weatherford a one-year contract to provide and operate two onshore Real Time Decision Centers.
    • A National Oil Company (NOC) in Qatar awarded Weatherford a five-year contract to provide fishing and drilling tools, with a five-year extension option.
    • An NOC in Asia awarded Weatherford a three-year contract for the provision of Wireline conveyance and tooling services and a three-year contract for Tubular Running Services (TRS) in onshore India.
    • OMV Petrom awarded Weatherford a two-year contract for openhole and cased-hole logging services in Romania.
    • A major operator in Asia awarded Weatherford a three-year contract for providing ModusTM MPD services for two zones in North and South Sumatra, and awarded a five-year contract to provide openhole and cased-hole Wireline in onshore Indonesia.
    • Khalda awarded Weatherford a three-year contract to deploy up to 300 wells in Egypt using CygNet® SCADA and ForeSite® platform.
    • Azule Energy awarded Weatherford a three-year contract to provide TRS for the NGC Project in offshore Angola. This is in addition to the recently awarded TRS contract in block 15/06 in the deepwater block.
    • PTTEP awarded Weatherford a 24-month contract to provide openhole Wireline Services in onshore Thailand.
    • A major operator in Asia awarded Weatherford with a four-year contract to provide Rotating Control Devices to enable MPD in offshore Indonesia.
    • Shell Petroleum Development Company awarded Weatherford a three-year contract to provide Well Completions and other related specialized services in onshore Nigeria.

    Technology Highlights
    On January 14, 2025, at the annual IKTVA forum held at Dahan Dharan Expo, Weatherford signed an agreement with SPARK, a fully integrated industrial ecosystem aimed at making Saudi Arabia a global energy hub. This strategic partnership, aligned with Saudi Arabia’s Vision 2030, enhances Weatherford’s local presence, boosts production capabilities, and supports the region’s energy goals. By advancing local content, fostering talent, and driving innovation, Weatherford demonstrates its commitment to economic growth and to supporting Saudi Arabia’s leadership in energy innovation.

    • Drilling & Evaluation (“DRE”)
      • In the North Sea, Weatherford successfully deployed the world’s first Dual Advanced Kickover Tool for Equinor. The unique solution enables gas lift valve replacements in just a single run, which significantly increases efficiency and reduces cost of conventional systems.
      • In Saudi Arabia, Weatherford deployed its compact wireline logging tools with shuttle technology to achieve a record total depth for Aramco. This extended reach well features the longest horizontal section, measuring 23,000 feet.
    • Well Construction and Completions (“WCC”)
      • In deepwater Brazil, Weatherford successfully installed the first OptiRoss® RFID Multi-Cycle Sliding Sleeve Valve for a major operator. The system enhances acid stimulation efficiency, improving production and boosting the reservoir’s oil recovery factor.
      • In the Middle East, Weatherford successfully deployed its market-leading Optimax Tubing Retrievable Safety Valve for an NOC. This deployment enabled gas lift valve replacements in a single run, significantly increasing efficiency and reducing costs compared to conventional systems.
    • Production and Intervention (“PRI”)
      • In the Middle East, Weatherford’s Alpha1Go remote re-entry system was deployed for an NOC, optimizing rig site operations by significantly reducing whipstock preparation time and minimizing red-zone exposure. This deployment improved both efficiency and safety, demonstrating the system’s effectiveness in facilitating well re-entry operations and real-time team collaboration in various rig environments.
      • In US land operations, Weatherford successfully deployed its first Reclaim Dual Barrier Plug and Abandon (P&A) system for a major operator. This innovative dual barrier P&A system safely and reliably abandons wells without the need to pull tubing. By eliminating the requirement for conventional drilling rigs, it significantly reduces costs and minimizes the carbon footprint.

    Shareholder Return

    During the fourth quarter of 2024, Weatherford repurchased shares for approximately $49 million and paid dividends of $18 million, resulting in total shareholder return of $67 million. Since the inception of the shareholder return program introduced earlier in 2024, the Company repurchased shares for approximately $99 million and paid dividends of $36 million, resulting in total shareholder return of $135 million.

    On January 29, 2025, our Board declared a cash dividend of $0.25 per share of the Company’s ordinary shares, payable on March 19, 2025, to shareholders of record as of February 21, 2025.

    Results by Reportable Segment

    Drilling and Evaluation (“DRE”)

        Three Months Ended   Variance     Twelve Months Ended   Variance
    ($ in Millions)   Dec 31,
    2024    		   Sep 30,
    2024    		   Dec 31,
    2023    		   Seq.     YoY   Dec 31,
    2024    		   Dec 31,
    2023    		   YoY
    Revenue   $ 398     $ 435     $ 382     (9 )%   4 %   $ 1,682     $ 1,536     10 %
    Segment Adjusted EBITDA   $ 96     $ 111     $ 97     (14 )%   (1 )%   $ 467     $ 422     11 %
    Segment Adj EBITDA Margin     24.1 %     25.5 %     25.4 %   (140) bps   (127) bps     27.8 %     27.5 %   29 bps

    Fourth quarter 2024 DRE revenue of $398 million decreased by $37 million, or 9% sequentially, primarily from lower activity in Latin America, partly offset by higher international Wireline activity. Year-over-year DRE revenues increased by $16 million, or 4%, primarily from higher activity in North America and higher international Wireline activity, partly offset by lower activity in Latin America.

    Fourth quarter 2024 DRE segment adjusted EBITDA of $96 million decreased by $15 million, or 14% sequentially, primarily driven by lower activity in Latin America, partly offset by higher international Wireline activity. Year-over-year DRE segment adjusted EBITDA decreased by $1 million, or 1%, primarily due to lower activity in Latin America, partly offset by improved performance in Middle East/North Africa/Asia.

    Full year 2024 DRE revenues of $1,682 million increased by $146 million, or 10% compared to 2023, as higher Wireline and Drilling-related services activity were partly offset by lower Drilling Services in Latin America.

    Full year 2024 DRE segment adjusted EBITDA of $467 million increased by $45 million, or 11% compared to 2023, as higher MPD and Wireline activity were partly offset by lower activity in Latin America.

    Well Construction and Completions (“WCC”)

        Three Months Ended   Variance     Twelve Months Ended   Variance
    ($ in Millions)   Dec 31,
    2024    		   Sep 30,
    2024    		   Dec 31,
    2023    		   Seq.     YoY   Dec 31,
    2024    		   Dec 31,
    2023    		   YoY
    Revenue   $ 505     $ 509     $ 480     (1 )%   5 %   $ 1,976     $ 1,800     10 %
    Segment Adjusted EBITDA   $ 148     $ 151     $ 131     (2 )%   13 %   $ 564     $ 455     24 %
    Segment Adj EBITDA Margin     29.3 %     29.7 %     27.3 %   (36) bps   202 bps     28.5 %     25.3 %   326 bps

    Fourth quarter 2024 WCC revenue of $505 million decreased by $4 million, or 1% sequentially, primarily due to lower activity in Europe/Sub-Sahara Africa/Russia, partly offset by higher Completions and TRS activity in Middle East/North Africa/Asia. Year-over-year WCC revenues increased by $25 million, or 5%, primarily due to higher activity in Middle East/North Africa/Asia and higher Liner Hangers and Well Services activity in Latin America, partly offset by lower activity in North America.

    Fourth quarter 2024 WCC segment adjusted EBITDA of $148 million decreased by $3 million, or 2% sequentially, primarily due to lower activity in Europe/Sub-Sahara Africa/Russia, partly offset by higher Completions and TRS activity in Middle East/North Africa/Asia. Year-over-year WCC segment adjusted EBITDA increased by $17 million, or 13%, primarily due to higher activity in Middle East/North Africa/Asia, partly offset by lower activity in Europe/Sub-Sahara Africa/Russia.

    Full year 2024 WCC revenues of $1,976 million increased by $176 million, or 10% compared to 2023, primarily from higher activity in Middle East/North Africa/Asia and Latin America, partly offset by lower activity in North America.

    Full year 2024 WCC segment adjusted EBITDA of $564 million increased by $109 million, or 24% compared to 2023, primarily due to improved fall through in major product lines across all geographies.

    Production and Intervention (“PRI”)

        Three Months Ended   Variance       Twelve Months Ended   Variance  
    ($ in Millions)   Dec 31,
    2024    		   Sep 30,
    2024    		   Dec 31,
    2023    		   Seq.     YoY     Dec 31,
    2024    		   Dec 31,
    2023    		   YoY  
    Revenue   $ 364     $ 371     $ 386     (2 )%   (6 )%   $ 1,452     $ 1,472     (1 )%
    Segment Adjusted EBITDA   $ 78     $ 83     $ 88     (6 )%   (11 )%   $ 319     $ 323     (1 )%
    Segment Adj EBITDA Margin     21.4 %     22.4 %     22.8 %   (94) bps   (137) bps     22.0 %     21.9 %   3 bps

    Fourth quarter 2024 PRI revenue of $364 million decreased by $7 million, or 2% sequentially, primarily due to lower activity in Latin America and lower Intervention Services and Drilling Tools (ISDT) activity in Europe/Sub-Sahara Africa/Russia and North America. Year-over-year PRI revenue decreased by $22 million, or 6%, as lower activity in Middle East/North Africa/Asia and Latin America was partly offset by higher Artificial Lift activity in North America.

    Fourth quarter 2024 PRI segment adjusted EBITDA of $78 million, decreased by $5 million, or 6% sequentially, primarily from lower activity in Latin America and lower ISDT activity in Europe/Sub-Sahara Africa/Russia and North America, partly offset by higher Artificial Lift activity in Middle East/North Africa/Asia. Year-over-year PRI segment adjusted EBITDA decreased by $10 million, or 11% year-over-year, primarily due to lower activity in Latin America and Europe/Sub-Sahara Africa/Russia, partly offset by better ISDT and Artificial Lift fall through in North America.

    Full year 2024 PRI revenues of $1,452 million decreased by $20 million, or 1% compared to 2023, primarily due to lower international Pressure Pumping and Digital Solutions activity, partly offset by higher ISDT activity in Europe/Sub-Sahara Africa/Russia and Middle East/North Africa/Asia.

    Full year 2024 PRI segment adjusted EBITDA of $319 million decreased by $4 million, or 1% compared to 2023, as lower activity in international Pressure Pumping and Digital Solutions was partly offset by improved performance in Artificial Lift.

    Revenue by Geography

        Three Months Ended   Variance   Twelve Months Ended   Variance
    ($ in Millions)   Dec 31,
    2024    		   Sep 30,
    2024    		   Dec 31,
    2023    		   Seq.   YoY   Dec 31,
    2024    		   Dec 31,
    2023    		   YoY
    North America   $ 261   $ 266   $ 248   (2 )%   5 %   $ 1,046   $ 1,068   (2 )%
                                     
    International   $ 1,080   $ 1,143   $ 1,114   (6 )%   (3 )%   $ 4,467   $ 4,067   10 %
    Latin America     312     358     342   (13 )%   (9 )%     1,393     1,387   — %
    Middle East/North Africa/Asia     542     542     547   — %   (1 )%     2,123     1,815   17 %
    Europe/Sub-Sahara Africa/Russia     226     243     225   (7 )%   — %     951     865   10 %
    Total Revenue   $ 1,341   $ 1,409   $ 1,362   (5 )%   (2 )%   $ 5,513   $ 5,135   7 %


    North America

    Fourth quarter 2024 North America revenue of $261 million decreased by $5 million, or 2% sequentially, primarily due to activity decreases in the North and South regions, partly offset by activity increase offshore in the Gulf of Mexico. Year-over-year, North America increased by $13 million, or 5%, primarily from higher Artificial Lift and Wireline activity, partly offset by a decrease in activity across the WCC segment.

    Full year 2024 North America revenue of $1,046 million decreased by $22 million, or 2%, compared to 2023, primarily due to lower activity in the WCC and PRI segments, partly offset by higher Wireline activity.

    International

    Fourth quarter 2024 international revenue of $1,080 million decreased 6% sequentially and decreased 3% year-over-year, and full year 2024 international revenue of $4,467 million increased 10%, compared to 2023.

    Fourth quarter 2024 Latin America revenue of $312 million decreased by $46 million, or 13% sequentially, primarily due to lower Drilling-related Services, partly offset by higher Liner Hangers activity. Year-over-year, Latin America revenue decreased by $30 million, primarily due to lower activity in the DRE and PRI segments, partly offset by higher activity in Liner Hangers and Well Services.

    Full year 2024 Latin America revenue of $1,393 million was largely flat, compared to 2023.

    Fourth quarter 2024 revenue of $542 million in Middle East/North Africa/Asia was flat sequentially, as higher activity from Completions and Artificial Lift were largely offset by lower MPD and Integrated Services & Projects. Year-over-year, the Middle East/North Africa/Asia revenue decreased by $5 million, or 1%, primarily due to lower activity in the PRI segment, partly offset by higher Drilling-related services and Completions activity.

    Full year 2024 revenue of $2,123 million in Middle East/North Africa/Asia increased by $308 million, or 17%, compared to 2023, mainly due to increased activity in the DRE and WCC segments, partly offset by lower activity in Digital Solutions, Artificial Lift and Pressure Pumping.

    Fourth quarter 2024 Europe/Sub-Sahara Africa/Russia revenue of $226 million decreased by $17 million, or 7%, sequentially, mainly driven by lower Completions and ISDT activity, partly offset by higher Wireline activity. Year-over-year Europe/Sub-Sahara Africa/Russia revenue was largely flat due to increased activity in the DRE segment, largely offset by lower activity in the WCC and PRI segments.

    Full year 2024 Europe/Sub-Sahara Africa/Russia revenue of $951 million increased by $86 million, or 10% compared to 2023, due to increased activity in the DRE and WCC segments, partly offset by lower Pressure Pumping and Artificial Lift activity.

    About Weatherford
    Weatherford delivers innovative energy services that integrate proven technologies with advanced digitalization to create sustainable offerings for maximized value and return on investment. Our world-class experts partner with customers to optimize their resources and realize the full potential of their assets. Operators choose us for strategic solutions that add efficiency, flexibility, and responsibility to any energy operation. The Company conducts business in approximately 75 countries and has approximately 19,000 team members representing more than 110 nationalities and 330 operating locations. Visit weatherford.com for more information and connect with us on social media.

    Conference Call Details

    Weatherford will host a conference call on Thursday, February 6, 2025, to discuss the Company’s results for the fourth quarter ended December 31, 2024. The conference call will begin at 8:30 a.m. Eastern Time (7:30 a.m. Central Time).

    Listeners are encouraged to download the accompanying presentation slides which will be available in the investor relations section of the Company’s website.

    Listeners can participate in the conference call via a live webcast at https://www.weatherford.com/investor-relations/investor-news-and-events/events/ or by dialing +1 877-328-5344 (within the U.S.) or +1 412-902-6762 (outside of the U.S.) and asking for the Weatherford conference call. Participants should log in or dial in approximately 10 minutes prior to the start of the call.

    A telephonic replay of the conference call will be available until February 20, 2025, at 5:00 p.m. Eastern Time. To access the replay, please dial +1 877-344-7529 (within the U.S.) or +1 412-317-0088 (outside of the U.S.) and reference conference number 9530137. A replay and transcript of the earnings call will also be available in the investor relations section of the Company’s website.

    Contacts
    For Investors:
    Luke Lemoine
    Senior Vice President, Corporate Development & Investor Relations
    +1 713-836-7777
    investor.relations@weatherford.com

    For Media:
    Kelley Hughes
    Senior Director, Communications & Employee Engagement
    media@weatherford.com

    Forward-Looking Statements

    This news release contains projections and forward-looking statements concerning, among other things, the Company’s quarterly and full-year revenues, adjusted EBITDA*, adjusted EBITDA margin*, adjusted free cash flow*, net leverage*, shareholder return program, forecasts or expectations regarding business outlook, prospects for its operations, capital expenditures, expectations regarding future financial results, and are also generally identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “outlook,” “budget,” “intend,” “strategy,” “plan,” “guidance,” “may,” “should,” “could,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions, although not all forward-looking statements contain these identifying words. Such statements are based upon the current beliefs of Weatherford’s management and are subject to significant risks, assumptions, and uncertainties. Should one or more of these risks or uncertainties materialize, or underlying assumptions prove incorrect, actual results may vary materially from those indicated in our forward-looking statements. Readers are cautioned that forward-looking statements are only predictions and may differ materially from actual future events or results, based on factors including but not limited to: global political disturbances, war, terrorist attacks, changes in global trade policies and tariffs, weak local economic conditions and international currency fluctuations; general global economic repercussions related to U.S. and global inflationary pressures and potential recessionary concerns; various effects from conflicts in the Middle East and the Russia Ukraine conflict, including, but not limited to, nationalization of assets, extended business interruptions, sanctions, treaties and regulations imposed by various countries, associated operational and logistical challenges, and impacts to the overall global energy supply; cybersecurity issues; our ability to comply with, and respond to, climate change, environmental, social and governance and other sustainability initiatives and future legislative and regulatory measures both globally and in specific geographic regions; the potential for a resurgence of a pandemic in a given geographic area and related disruptions to our business, employees, customers, suppliers and other partners; the price and price volatility of, and demand for, oil and natural gas; the macroeconomic outlook for the oil and gas industry; our ability to generate cash flow from operations to fund our operations; our ability to effectively and timely adapt our technology portfolio, products and services to remain competitive, and to address and participate in changes to the market demands, including for the transition to alternate sources of energy such as geothermal, carbon capture and responsible abandonment, including our digitalization efforts; our ability to effectively execute our capital allocation framework; our ability to return capital to shareholders, including those related to the timing and amounts (including any plans or commitments in respect thereof) of any dividends and share repurchases; and the realization of additional cost savings and operational efficiencies.

    These risks and uncertainties are more fully described in Weatherford’s reports and registration statements filed with the Securities and Exchange Commission, including the risk factors described in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Accordingly, you should not place undue reliance on any of the Company’s forward-looking statements. Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law, and we caution you not to rely on them unduly.

    *Non-GAAP – refer to the section titled Non-GAAP Financial Measures Defined and GAAP to Non-GAAP Financial Measures Reconciled

    Weatherford International plc
    Selected Statements of Operations (Unaudited)
                         
        Three Months Ended   Year Ended
    ($ in Millions, Except Per Share Amounts)   December
    31, 2024    		   September
    30, 2024    		   December
    31, 2023    		   December
    31, 2024    		   December
    31, 2023
    Revenues:                    
    DRE Revenues   $ 398     $ 435     $ 382     $ 1,682     $ 1,536  
    WCC Revenues     505       509       480       1,976       1,800  
    PRI Revenues     364       371       386       1,452       1,472  
    All Other     74       94       114       403       327  
    Total Revenues     1,341       1,409       1,362       5,513       5,135  
                         
    Operating Income:                    
    DRE Segment Adjusted EBITDA[1]   $ 96     $ 111     $ 97     $ 467     $ 422  
    WCC Segment Adjusted EBITDA[1]     148       151       131       564       455  
    PRI Segment Adjusted EBITDA[1]     78       83       88       319       323  
    All Other[2]     11       23       13       84       38  
    Corporate[2]     (7 )     (13 )     (8 )     (52 )     (52 )
    Depreciation and Amortization     (83 )     (89 )     (83 )     (343 )     (327 )
    Share-based Compensation     (10 )     (10 )     (9 )     (45 )     (35 )
    Other Charges     (35 )     (13 )     (13 )     (56 )     (4 )
    Operating Income     198       243       216       938       820  
                         
    Other Expense:                    
    Interest Expense, Net of Interest Income of $12, $13, $12, $56 and $59     (25 )     (24 )     (31 )     (102 )     (123 )
    Loss on Blue Chip Swap Securities     —       —       —       (10 )     (57 )
    Other Expense, Net     (4 )     (41 )     (36 )     (87 ) —   (134 )
    Income Before Income Taxes     169       178       149       739       506  
    Income Tax Provision     (45 )     (12 )     (2 )     (189 )     (57 )
    Net Income     124       166       147       550       449  
    Net Income Attributable to Noncontrolling Interests     12       9       7       44       32  
    Net Income Attributable to Weatherford   $ 112     $ 157     $ 140     $ 506     $ 417  
                         
    Basic Income Per Share   $ 1.54     $ 2.14     $ 1.94     $ 6.93     $ 5.79  
    Basic Weighted Average Shares Outstanding     72.6       73.2       72.1       73.0       71.9  
                         
    Diluted Income Per Share[3]   $ 1.50     $ 2.06     $ 1.90     $ 6.75     $ 5.66  
    Diluted Weighted Average Shares Outstanding     74.5       75.2       73.9       74.9       73.7  
                                             
    [1]   Segment adjusted EBITDA is our primary measure of segment profitability under U.S. GAAP ASC 280 “Segment Reporting” and represents segment earnings before interest, taxes, depreciation, amortization, share-based compensation and other adjustments. Research and development expenses are included in segment adjusted EBITDA.
    [2]   All Other includes results from non-core business activities (including integrated services and projects), and Corporate includes overhead support and centrally managed or shared facilities costs. All Other and Corporate do not individually meet the criteria for segment reporting.
    [3]   Included the maximum potentially dilutive shares contingently issuable for an acquisition consideration during the three months ended September 30, 2024, the value of which was adjusted out of Net Income Attributable to Weatherford in calculating diluted income per share.
    Weatherford International plc
    Selected Balance Sheet Data (Unaudited)
           
    ($ in Millions) December 31, 2024   December 31, 2023
    Assets:      
    Cash and Cash Equivalents $ 916   $ 958
    Restricted Cash   59     105
    Accounts Receivable, Net   1,261     1,216
    Inventories, Net   880     788
    Property, Plant and Equipment, Net   1,061     957
    Intangibles, Net   325     370
           
    Liabilities:      
    Accounts Payable   792     679
    Accrued Salaries and Benefits   302     387
    Current Portion of Long-term Debt   17     168
    Long-term Debt   1,617     1,715
           
    Shareholders’ Equity:      
    Total Shareholders’ Equity   1,283     922
               
    Weatherford International plc
    Selected Cash Flows Information (Unaudited)
                         
        Three Months Ended   Year Ended
    ($ in Millions)   December
    31, 2024    		   September
    30, 2024    		   December
    31, 2023    		   December
    31, 2024    		   December
    31, 2023
    Cash Flows From Operating Activities:                    
    Net Income   $ 124     $ 166     $ 147     $ 550     $ 449  
    Adjustments to Reconcile Net Income to Net Cash Provided By Operating Activities:                    
    Depreciation and Amortization     83       89       83       343       327  
    Foreign Exchange Losses (Gain)     (2 )     35       43       56       116  
    Loss on Blue Chip Swap Securities     —       —       —       10       57  
    Gain on Disposition of Assets     (2 )     (1 )     —       (35 )     (11 )
    Deferred Income Tax Provision (Benefit)     —       (19 )     (19 )     8       (86 )
    Share-Based Compensation     10       10       9       45       35  
    Changes in Accounts Receivable, Inventory, Accounts Payable and Accrued Salaries and Benefits     24       30       151       (120 )     (84 )
    Other Changes, Net     12       (48 )     (39 )     (65 )     29  
    Net Cash Provided By Operating Activities     249       262       375       792       832  
                         
    Cash Flows From Investing Activities:                    
    Capital Expenditures for Property, Plant and Equipment     (100 )     (78 )     (67 )     (299 )     (209 )
    Proceeds from Disposition of Assets     13       —       7       31       28  
    Purchases of Blue Chip Swap Securities     —       —       —       (50 )     (110 )
    Proceeds from Sales of Blue Chip Swap Securities     —       —       —       40       53  
    Business Acquisitions, Net of Cash Acquired     —       (15 )     —       (51 )     (4 )
    Other Investing Activities     1       1       (71 )     36       (47 )
    Net Cash Used In Investing Activities     (86 )     (92 )     (131 )     (293 )     (289 )
                         
    Cash Flows From Financing Activities:                    
    Repayments of Long-term Debt     (23 )     (5 )     (80 )     (287 )     (386 )
    Distributions to Noncontrolling Interests     (20 )     (10 )     (31 )     (39 )     (52 )
    Tax Remittance on Equity Awards     (22 )     —       (2 )     (31 )     (56 )
    Share Repurchases     (49 )     (50 )     —       (99 )     —  
    Dividends Paid     (18 )     (18 )     —       (36 )     —  
    Other Financing Activities     (1 )     (6 )     (13 )     (19 )     (20 )
    Net Cash Used In Financing Activities   $ (133 )   $ (89 )   $ (126 )   $ (511 )   $ (514 )

                      

    Weatherford International plc
    Non-GAAP Financial Measures Defined (Unaudited)

    We report our financial results in accordance with U.S. generally accepted accounting principles (GAAP). However, Weatherford’s management believes that certain non-GAAP financial measures (as defined under the SEC’s Regulation G and Item 10(e) of Regulation S-K) may provide users of this financial information additional meaningful comparisons between current results and results of prior periods and comparisons with peer companies. The non-GAAP amounts shown in the following tables should not be considered as substitutes for results reported in accordance with GAAP but should be viewed in addition to the Company’s reported results prepared in accordance with GAAP.

    Adjusted EBITDA* – Adjusted EBITDA* is a non-GAAP measure and represents consolidated income before interest expense, net, income taxes, depreciation and amortization expense, and excludes, among other items, restructuring charges, share-based compensation expense, as well as other charges and credits. Management believes adjusted EBITDA* is useful to assess and understand normalized operating performance and trends. Adjusted EBITDA* should be considered in addition to, but not as a substitute for consolidated net income and should be viewed in addition to the Company’s reported results prepared in accordance with GAAP.

    Adjusted EBITDA Margin* – Adjusted EBITDA margin* is a non-GAAP measure which is calculated by dividing consolidated adjusted EBITDA* by consolidated revenues. Management believes adjusted EBITDA margin* is useful to assess and understand normalized operating performance and trends. Adjusted EBITDA margin* should be considered in addition to, but not as a substitute for consolidated net income margin and should be viewed in addition to the Company’s reported results prepared in accordance with GAAP.

    Adjusted Free Cash Flow* – Adjusted Free Cash Flow* is a non-GAAP measure and represents cash flows provided by (used in) operating activities, less capital expenditures plus proceeds from the disposition of assets. Management believes adjusted free cash flow* is useful to understand our performance at generating cash and demonstrates our discipline around the use of cash. Adjusted free cash flow* should be considered in addition to, but not as a substitute for cash flows provided by operating activities and should be viewed in addition to the Company’s reported results prepared in accordance with GAAP.

    Net Debt* – Net Debt* is a non-GAAP measure that is calculated taking short and long-term debt less cash and cash equivalents and restricted cash. Management believes the net debt* is useful to assess the level of debt in excess of cash and cash and equivalents as we monitor our ability to repay and service our debt. Net debt* should be considered in addition to, but not as a substitute for overall debt and total cash and should be viewed in addition to the Company’s results prepared in accordance with GAAP.​

    Net Leverage* – Net Leverage* is a non-GAAP measure which is calculated by dividing by taking net debt* divided by adjusted EBITDA* for the trailing 12 months. Management believes the net leverage* is useful to understand our ability to repay and service our debt. Net leverage* should be considered in addition to, but not as a substitute for the individual components of above defined net debt* divided by consolidated net income attributable to Weatherford and should be viewed in addition to the Company’s reported results prepared in accordance with GAAP.

    *Non-GAAP – as defined above and reconciled to the GAAP measures in the section titled GAAP to Non-GAAP Financial Measures Reconciled

    Weatherford International plc
    GAAP to Non-GAAP Financial Measures Reconciled (Unaudited)
     
                         
        Three Months Ended   Year Ended
    ($ in Millions, Except Margin in Percentages)   December
    31, 2024    		   September
    30, 2024    		   December
    31, 2023    		   December
    31, 2024    		   December
    31, 2023
    Revenues   $ 1,341     $ 1,409     $ 1,362     $ 5,513     $ 5,135  
    Net Income Attributable to Weatherford   $ 112     $ 157     $ 140     $ 506     $ 417  
    Net Income Margin     8.4 %     11.1 %     10.3 %     9.2 %     8.1 %
    Adjusted EBITDA*   $ 326     $ 355     $ 321     $ 1,382     $ 1,186  
    Adjusted EBITDA Margin*     24.3 %     25.2 %     23.6 %     25.1 %     23.1 %
                         
    Net Income Attributable to Weatherford   $ 112     $ 157     $ 140     $ 506     $ 417  
    Net Income Attributable to Noncontrolling Interests     12       9       7       44       32  
    Income Tax Provision     45       12       2       189       57  
    Interest Expense, Net of Interest Income of $12, $13, $12, $56 and $59     25       24       31       102       123  
    Loss on Blue Chip Swap Securities     —       —       —       10       57  
    Other Expense, Net     4       41       36       87       134  
    Operating Income     198       243       216       938       820  
    Depreciation and Amortization     83       89       83       343       327  
    Other Charges[1]     35       13       13       56       4  
    Share-Based Compensation     10       10       9       45       35  
    Adjusted EBITDA*   $ 326     $ 355     $ 321     $ 1,382     $ 1,186  
                         
    Net Cash Provided By Operating Activities   $ 249     $ 262     $ 375     $ 792     $ 832  
    Capital Expenditures for Property, Plant and Equipment     (100 )     (78 )     (67 )     (299 )     (209 )
    Proceeds from Disposition of Assets     13       —       7       31       28  
    Adjusted Free Cash Flow*   $ 162     $ 184     $ 315     $ 524     $ 651  
    [1]   Other charges in the three and twelve months ended December 31, 2024, primarily included severance and restructuring costs and fees to third-party financial institutions related to collections of certain receivables from our largest customer in Mexico.
         

    *Non-GAAP – as reconciled to the GAAP measures above and defined in the section titled Non-GAAP Financial Measures Defined

    Weatherford International plc
    GAAP to Non-GAAP Financial Measures Reconciled Continued (Unaudited)
     
                   
         
    ($ in Millions)   December
    31, 2024    		   September
    30, 2024    		   December
    31, 2023    		  
    Current Portion of Long-term Debt   $ 17   $ 21   $ 168  
    Long-term Debt     1,617     1,627     1,715  
    Total Debt   $ 1,634   $ 1,648   $ 1,883  
                   
    Cash and Cash Equivalents   $ 916   $ 920   $ 958  
    Restricted Cash     59     58     105  
    Total Cash   $ 975   $ 978   $ 1,063  
                   
    Components of Net Debt              
    Current Portion of Long-term Debt   $ 17   $ 21   $ 168  
    Long-term Debt     1,617     1,627     1,715  
    Less: Cash and Cash Equivalents     916     920     958  
    Less: Restricted Cash     59     58     105  
    Net Debt*   $ 659   $ 670   $ 820  
                   
    Net Income for trailing 12 months   $ 506   $ 534   $ 417  
    Adjusted EBITDA* for trailing 12 months   $ 1,382   $ 1,377   $ 1,186  
                   
    Net Leverage* (Net Debt*/Adjusted EBITDA*)     0.48 x   0.49 x   0.69 x
                         

    *Non-GAAP – as reconciled to the GAAP measures above and defined in the section titled Non-GAAP Financial Measures Defined

    The MIL Network –

  • MIL-OSI: Skyward Specialty Commutes the LPT, Announces Preliminary Fourth Quarter 2024 Results and Provides Guidance for 2025

    Source: GlobeNewswire (MIL-OSI)

    HOUSTON, Feb. 05, 2025 (GLOBE NEWSWIRE) — Skyward Specialty Insurance Group, Inc. (Nasdaq: SKWD) (“Skyward Specialty” or the “Company”) today announced that it commuted the Loss Portfolio Transfer and Adverse Development and Retrocession Agreement (“LPT”) with R&Q Re (Bermuda) Ltd. (“R&Q”) related to accident years 2018 and prior. The Company received $11.7 million in cash. Additionally, at December 31, 2024 the Company strengthened LPT loss reserves by $25.3 million and recognized approximately $9.8 million, net of tax, of uncollectible reinsurance recoverable from R&Q.

    Skyward Specialty also announced the following fourth quarter 2024 preliminary results and provided 2025 guidance:

    Highlights for the fourth quarter included:

    • Gross written premiums of $388.4 million, an increase of $66.8 million, or 20.8%, when compared to 2023;
    • Adjusted combined ratio(1) of 91.6%, including catastrophe losses of 2.2 points;
    • Net investment income of $20.7 million;
    • Net income of $14.4 million; and,
    • Adjusted operating income(1) of $33.2 million.

    Guidance for the year ending 2025:

    • Net income between $138.0 million and $150.0 million; and,
    • Combined ratio between 91.0% and 92.0%, inclusive of 2.0 to 2.5 points of catastrophe losses.

    (1) See “Reconciliation of Non-GAAP Financial Measures”

    Lastly, the Company has reviewed its exposure to the January California wildfires and expects total losses and loss adjustment expenses to be less than $10.0 million, net of reinsurance.

    Skyward Specialty Chairman and CEO Andrew Robinson commented, “We are pleased to have completed the commutation of the LPT and remove future reinsurance recoverable credit risk related to this portfolio. We believe our reserve charge represents a conservative view of the ultimate losses at December 31, 2024.”

    “With respect to our fourth quarter, our preliminary results are simply outstanding with growth over 20% driven by the intentional investments we have been making in our surety, global agriculture, accident & health, transactional E&S, and mortgage and credit divisions and lines of business. Our adjusted combined ratio for the fourth quarter is a continuation of the excellent underwriting results that we have delivered every quarter since our IPO. With respect to our outlook for 2025, we believe we are positioned to produce another strong year of financial results. While competitive dynamics can change our outlook as we progress through the year, we would expect growth in gross written premiums to be in the low to mid-teens. Our guidance of a combined ratio between 91% and 92% and net income between $138.0 million and $150.0 million reinforces our strong conviction in the outlook of our business, and our sustained delivery of top quartile results while continuing to strategically invest in our business.”

    Fourth Quarter Earnings Release and Conference Call

    Skyward Specialty expects to issue its fourth quarter 2024 earnings results after the market closes on Tuesday, February 25, 2025. At 9:30 a.m. eastern time on February 26, Skyward Specialty management will hold a conference call to discuss quarterly results with insurance industry analysts. Interested parties may listen to the discussion at investors.skywardinsurance.com under Events & Presentations. Additionally, investors can access the earnings call via conference call by registering via the conference link. Users will receive dial-in information and a unique PIN to join the call upon registering.

    Non-GAAP Financial Measures

    This release contains certain financial measures and ratios that are not required by, or presented in accordance with, generally accepted accounting principles in the United States (“GAAP”). We refer to these measures as “non-GAAP financial measures.” We use these non-GAAP financial measures when planning, monitoring, and evaluating our performance.

    We have chosen to exclude the net impact of the Loss Portfolio Transfer (“LPT”), all development on reserves fully or partially covered by the LPT and amortization of deferred gains associated with recoveries of prior LPT reserve strengthening in certain non-GAAP metrics, where noted, as the business subject to the LPT is not representative of our continuing business strategy. The business subject to the LPT is primarily related to policy years 2017 and prior, was generated and managed under prior leadership, and has either been exited or substantially repositioned during the reevaluation of our portfolio. We consider these non-GAAP financial measures to be useful metrics for our management and investors to facilitate operating performance comparisons from period to period. While we believe that these non-GAAP financial measures are useful in evaluating our business, this information should be considered supplemental in nature and is not meant to be a substitute for revenue or net income, in each case as recognized in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces their usefulness as comparative measures. For more information regarding these non-GAAP financial measures and a reconciliation of such measures to comparable GAAP financial measures, see the section entitled “Reconciliation of Non-GAAP Financial Measures.”

    About Skyward Specialty Insurance Group, Inc.

    Skyward Specialty is a rapidly growing and innovative specialty insurance company, delivering commercial property and casualty products and solutions on a non-admitted and admitted basis. The Company operates through eight underwriting divisions – Accident & Health, Captives, Global Property & Agriculture, Industry Solutions, Professional Lines, Programs, Surety and Transactional E&S. SKWD stock is traded on the Nasdaq Global Select Market, which represents the top fourth of all Nasdaq listed companies.

    Skyward Specialty’s subsidiary insurance companies consist of Houston Specialty Insurance Company, Imperium Insurance Company, Great Midwest Insurance Company, and Oklahoma Specialty Insurance Company. These insurance companies are rated A (Excellent) with stable outlook by A.M. Best Company. Additional information about Skyward Specialty can be found on our website at www.skywardinsurance.com.

    Forward-Looking Statements

    Except for historical information, all other information in this news release consists of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements are typically, but not always, identified through use of the words “believe,” “expect,” “enable,” “may,” “will,” “could,” “intends,” “estimate,” “anticipate,” “plan,” “predict,” “probable,” “potential,” “possible,” “should,” “continue,” and other words of similar meaning. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected, anticipated or implied. The most significant of these uncertainties are described in Skyward Specialty’s Form 10-K, and include (but are not limited to) legislative changes at both the state and federal level, state and federal regulatory rule making promulgations and adjudications, class action litigation involving the insurance industry and judicial decisions affecting claims, policy coverages and the general costs of doing business, the potential loss of key members of our management team or key employees and our ability to attract and retain personnel, the impact of competition on products and pricing, inflation in the costs of the products and services insurance pays for, product development, geographic spread of risk, weather and weather-related events, other types of catastrophic events, our ability to obtain reinsurance coverage at prices and on terms that allow us to transfer risk and adequately protect our company against financial loss, and losses resulting from reinsurance counterparties failing to pay us on reinsurance claims. These forward-looking statements speak only as of the date of this release and the Company does not undertake any obligation to update or revise any forward-looking information to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

    Skyward Specialty Insurance Group, Inc.

    Investor contact:
    Natalie Schoolcraft,
    nschoolcraft@skywardinsurance.com
    614-494-4988

    or

    Media contact:
    Haley Doughty
    hdoughty@skywardinsurance.com
    713-935-4944

    Skyward Specialty Insurance Group, Inc.
    Reconciliation of Non-GAAP Financial Measures
     

    Adjusted operating income – We define adjusted operating income as net income excluding the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook, net of tax impact. We use adjusted operating income as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Adjusted operating income should not be viewed as a substitute for net income calculated in accordance with GAAP, and other companies may define adjusted operating income differently.      

    ($ in thousands) Three months ended December 31,
    (unaudited)   2024  
      Pre-tax   After-tax
    Income $             18,554     $             14,406  
    Less (add):      
    Net investment losses               (10,409 )                   (8,223 )
    Net impact of loss portfolio transfer               (12,398 )                   (9,794 )
    Other income                         35                             28  
    Other expenses                 (1,042 )                       (823 )
    Adjusted operating income $             42,368     $             33,218  
           
           

    Adjusted Loss Ratio / Adjusted Combined Ratio – We define adjusted loss ratio and adjusted combined ratio as the corresponding ratio (calculated in accordance with GAAP), excluding losses and LAE related to the LPT and all development on reserves fully or partially covered by the LPT and amortization of deferred gains associated with recoveries of prior LPT reserve strengthening. We use these adjusted ratios as internal performance measures in the management of our operations because we believe they give our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Our adjusted loss ratio and adjusted combined ratio should not be viewed as substitutes for our loss ratio and combined ratio, respectively.

    ($ in thousands) Three months ended December 31,
    (unaudited) 2024
      $   % of Net Earned Premiums
    Net earned premiums                                      293,240      
           
    Losses and LAE                                      196,320       66.9 %
    Less: Pre-tax net impact of LPT                                        12,398       4.2 %
    Adjusted losses and LAE                                      183,922       62.7 %
           
    Net policy acquisition costs                                        44,702       15.3 %
    Other operating and general expenses                                        40,785       13.9 %
    Less: commission and fee income                                            (806 )     (0.3 )%
    Total net expenses                                        84,681       28.9 %
           
    Combined ratio       95.8 %
    Less: net impact of LPT       4.2 %
    Adjusted combined ratio       91.6 %
           
           

    The MIL Network –

  • MIL-OSI: Symbotic Reports First Quarter Fiscal Year 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    WILMINGTON, Mass., Feb. 05, 2025 (GLOBE NEWSWIRE) — Symbotic Inc. (Nasdaq: SYM), a leader in A.I.-enabled robotics technology for the supply chain, announced financial results for its first fiscal quarter of 2025, ended December 28, 2024. Symbotic posted revenue of $487 million, a net loss of $19 million and adjusted EBITDA1 of $18 million for the first quarter of fiscal 2025. In the first quarter of fiscal 2024, Symbotic had revenue of $360 million, a net loss of $19 million and adjusted EBITDA1 of $8 million. Cash and cash equivalents increased by $176 million from the prior quarter to $903 million at the end of the first quarter of fiscal year 2025.

    “In the first quarter, we continued to deliver high growth while enhancing our technology position,” said Rick Cohen, Chairman and Chief Executive Officer of Symbotic. “With our recent acquisition of Walmart’s Advanced Systems and Robotics business now completed, we look forward to enhancing an already strong position to drive exceptional results for our stakeholders.”

    “First quarter revenue grew over 35% year-over-year driven by solid progress across our 44 systems in the process of deployment,” said Symbotic Chief Financial Officer, Carol Hibbard. “Looking forward to the fiscal second quarter of 2025, we expect another quarter of at least 30% year-over-year revenue growth with expanding margins.”

    OUTLOOK

    For the second quarter of fiscal 2025, Symbotic expects revenue of $510 million to $530 million, and adjusted EBITDA2 of $26 million to $30 million.

    WEBCAST INFORMATION

    Symbotic will host a webcast today at 5:00 pm ET to discuss its first quarter of fiscal year 2025 results. The webcast link is: https://edge.media-server.com/mmc/go/Symbotic-Q1-2025.

    _______________________________
    1 Adjusted EBITDA (earnings before interest, taxes, depreciation, and amortization) is a non-GAAP financial measure as defined below under “Use of Non-GAAP Financial Information.” See the tables below for reconciliations to net loss, the most comparable GAAP measure.
    2 Symbotic is not providing guidance for net loss, which is the most comparable GAAP financial measure to adjusted EBITDA, because information reconciling forward-looking adjusted EBITDA to net loss is unavailable to it without unreasonable effort. Symbotic is not able to provide reconciliations of adjusted EBITDA to GAAP financial measures because certain items required for such reconciliations are outside of Symbotic’s control and/or cannot be reasonably predicted, such as the provision for stock-based compensation.

    ABOUT SYMBOTIC

    Symbotic is an automation technology leader reimagining the supply chain with its end-to-end, A.I.-powered robotic and software platform. Symbotic reinvents the warehouse as a strategic asset for the world’s largest retail, wholesale, and food & beverage companies. Applying next-generation technology, high-density storage and machine learning to solve today’s complex distribution challenges, Symbotic enables companies to move goods with unmatched speed, agility, accuracy and efficiency. As the backbone of commerce, Symbotic transforms the flow of goods and the economics of the supply chain for its customers. For more information, visit www.symbotic.com.

    USE OF NON-GAAP FINANCIAL INFORMATION

    Symbotic reports its financial results in accordance with Generally Accepted Accounting Principles in the United States (“U.S. GAAP”). This press release contains financial measures that are not recognized under U.S. GAAP (“non-GAAP financial measures”), including adjusted EBITDA, adjusted gross profit, adjusted gross profit margin, and free cash flow. These non-GAAP financial measures have limitations as an analytical tool as they do not have a standardized meaning prescribed by U.S. GAAP. The non-GAAP financial measures Symbotic uses may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as that of other companies and, therefore, are unlikely to be comparable to similar measures presented by other companies. Rather, these non-GAAP financial measures are provided as a supplement to corresponding U.S. GAAP measures to provide additional information regarding the results of operations from management’s perspective. Accordingly, non-GAAP financial measures should not be considered a substitute for, in isolation from, or superior to, the financial information prepared and presented in accordance with U.S. GAAP. All non-GAAP financial measures presented in this press release are reconciled to their closest reported U.S. GAAP financial measures. Symbotic recommends that investors review the reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures provided in the financial statement tables included below in this press release, and not rely on any single financial measure to evaluate its business.

    Symbotic defines adjusted EBITDA, a non-GAAP financial measure, as GAAP net income or loss excluding the following items: interest income; income taxes; depreciation and amortization; stock-based compensation; business combination transaction expenses; joint venture formation fees; internal control remediation; equity method investment; and other non-recurring items that may arise from time to time. Symbotic defines adjusted gross profit, a non-GAAP financial measure, as GAAP gross profit excluding the following items: depreciation and stock-based compensation. Symbotic defines adjusted gross profit margin, a non-GAAP financial measure, as adjusted gross profit divided by revenue. Symbotic defines free cash flow, a non-GAAP financial measure, as net cash provided by or used in operating activities less purchases of property and equipment and capitalization of internal use software development costs. In addition to Symbotic’s financial results determined in accordance with U.S. GAAP, Symbotic believes that adjusted EBITDA, adjusted gross profit, adjusted gross profit margin, and free cash flow non-GAAP financial measures, are useful in evaluating the performance of Symbotic’s business because they highlight trends in its core business.

    FORWARD-LOOKING STATEMENTS

    This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including, but not limited to, Symbotic’s expectations or predictions of future financial or business performance or conditions. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Generally, statements that are not historical facts, including statements concerning our possible or assumed future actions, business strategies, events, backlog or results of operations, are forward-looking statements. These statements may be preceded by, followed by or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “scheduled,” “anticipates” or “intends” or similar expressions.

    Forward-looking statements include, but are not limited to, statements about the ability of or expectations regarding Symbotic to:

    • meet the technical requirements of existing or future supply agreements with its customers, including with respect to existing backlog;
    • expand its target customer base and maintain its existing customer base;
    • realize the benefits expected from the acquisition of Walmart’s Advanced Systems and Robotics business, the GreenBox joint venture, the Commercial Agreement with GreenBox, Symbotic’s acquisitions of developed technology intangible assets, and the commercial agreement with Walmart de México y Centroamérica;
    • realize its outlook, including its system gross margin;
    • anticipate industry trends;
    • maintain and enhance its system;
    • maintain the listing of the Symbotic Class A Common Stock on Nasdaq;
    • execute its growth strategy;
    • develop, design and sell systems that are differentiated from those of competitors;
    • execute its research and development strategy;
    • acquire, maintain, protect and enforce intellectual property;
    • attract, train and retain effective officers, key employees or directors;
    • comply with laws and regulations applicable to its business;
    • stay abreast of modified or new laws and regulations applying to its business;
    • successfully defend litigation;
    • issue equity securities in connection with future transactions;
    • meet future liquidity requirements and, if applicable, comply with restrictive covenants related to long-term indebtedness;
    • timely and effectively remediate any material weaknesses in its internal control over financial reporting;
    • anticipate rapid technological changes; and
    • effectively respond to general economic and business conditions.

    Forward-looking statements also include, but are not limited to, statements with respect to:

    • the future performance of Symbotic’s business and operations;
    • expectations regarding revenues, expenses, adjusted EBITDA and anticipated cash needs;
    • expectations regarding cash flow, liquidity and sources of funding;
    • expectations regarding capital expenditures;
    • the anticipated benefits of Symbotic’s leadership structure;
    • the effects of pending and future legislation;
    • business disruption;
    • disruption to the business due to Symbotic’s dependency on certain customers;
    • increasing competition in the warehouse automation industry;
    • any delays in the design, production or launch of Symbotic’s systems and products;
    • the failure to meet customers’ requirements under existing or future contracts or customer’s expectations as to price or pricing structure;
    • any defects in new products or enhancements to existing products;
    • the fluctuation of operating results from period to period due to a number of factors, including the pace of customer adoption of Symbotic’s new products and services and any changes in its product mix that shift too far into lower gross margin products; and
    • any consequences associated with joint ventures and legislative and regulatory actions and reforms.

    Such forward-looking statements involve risks and uncertainties that may cause actual events, results or performance to differ materially from those indicated by such statements. Certain of these risks are identified and discussed in Symbotic’s Annual Report on Form 10-K for the fiscal year ended September 28, 2024, filed with the U.S. Securities and Exchange Commission (the “SEC”) on December 4, 2024. These risk factors will be important to consider in determining future results and should be reviewed in their entirety. These forward-looking statements are expressed in good faith, and Symbotic believes there is a reasonable basis for them. However, there can be no assurance that the events, results or trends identified in these forward-looking statements will occur or be achieved. Forward-looking statements are provided for the purposes of assisting the reader in understanding our financial performance, financial position and cash flows as of and for periods ended on certain dates and to present information about management’s current expectations and plans relating to the future, and the reader is cautioned not to place undue reliance on these forward-looking statements because of their inherent uncertainty and to appreciate the limited purposes for which they are being used by management. While we believe that the assumptions and expectations reflected in the forward-looking statements are reasonable based on information currently available to management, there is no assurance that such assumptions and expectations will prove to have been correct. Forward-looking statements speak only as of the date they are made and are based on the beliefs, estimates, expectations and opinions of management on that date. Symbotic is not under any obligation, and expressly disclaims any obligation to update, alter or otherwise revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. Readers should carefully review the statements set forth in the reports that Symbotic has filed or will file from time to time with the SEC.

    In addition to factors previously disclosed in Symbotic’s Annual Report on Form 10-K for the fiscal year ended September 28, 2024 filed with the SEC on December 4, 2024 and those identified elsewhere in this press release, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: failure to realize the benefits expected from the acquisition of Walmart’s Advanced Systems and Robotics business and risks related to the acquisition.

    Any financial projections in this press release or discussed in the webcast are forward-looking statements that are based on assumptions that are inherently subject to significant uncertainties and contingencies, many of which are beyond Symbotic’s control. While all projections are necessarily speculative, Symbotic believes that the preparation of prospective financial information involves increasingly higher levels of uncertainty the further out the projection extends from the date of preparation. The assumptions and estimates underlying the projected results are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the projections. The inclusion of projections in this communication should not be regarded as an indication that Symbotic, or its representatives, considered or considers the projections to be a reliable prediction of future events.

    Annualized, projected and estimated numbers are not forecasts and may not reflect actual results.

    This communication is not intended to be all-inclusive or to contain all the information that a person may desire in considering an investment in Symbotic and is not intended to form the basis of an investment decision in Symbotic. The forward-looking statements contained in this press release and other reports we file with, or furnish to, the SEC and other regulatory agencies and made by our directors, officers, other employees and other persons authorized to speak on our behalf are expressly qualified in their entirety by these cautionary statements.

    INVESTOR RELATIONS CONTACT

    Charlie Anderson
    Vice President, Investor Relations & Corporate Development
    ir@symbotic.com

    MEDIA INQUIRIES
    mediainquiry@symbotic.com

     
    Symbotic Inc. and Subsidiaries
    Consolidated Statements of Operations
       
      Three Months Ended
    (in thousands, except share and per share information) December 28, 2024   September 28, 2024   December 30, 2023
    Revenue:          
    Systems $ 464,059     $ 536,447     $ 347,705  
    Software maintenance and support   5,525       5,893       2,169  
    Operation services   17,109       22,226       10,069  
    Total revenue   486,693       564,566       359,943  
    Cost of revenue:          
    Systems   381,819       442,009       283,946  
    Software maintenance and support   1,884       2,748       1,726  
    Operation services   22,951       23,392       10,214  
    Total cost of revenue   406,654       468,149       295,886  
    Gross profit   80,039       96,417       64,057  
    Operating expenses:          
    Research and development expenses   43,592       40,130       42,144  
    Selling, general, and administrative expenses   61,076       45,399       47,012  
    Total operating expenses   104,668       85,529       89,156  
    Operating income (loss)   (24,629 )     10,888       (25,099 )
    Other income, net   7,823       9,416       6,199  
    Income (loss) before income tax   (16,806 )     20,304       (18,900 )
    Income tax expense   (150 )     (4,110 )     (172 )
    Loss from equity method investment   (1,564 )     (240 )     —  
    Net income (loss)   (18,520 )     15,954       (19,072 )
    Net income (loss) attributable to noncontrolling interests   (15,044 )     13,118       (16,236 )
    Net income (loss) attributable to common stockholders $ (3,476 )   $ 2,836     $ (2,836 )
               
    Income (loss) per share of Class A Common Stock:          
    Basic and Diluted(1) $ (0.03 )   $ 0.03     $ (0.03 )
    Weighted-average shares of Class A Common Stock outstanding:          
    Basic   106,098,566       104,146,479       83,320,943  
    Diluted(2) n/a     108,646,977     n/a
                   
    (1) For the three months ended September 28, 2024, basic and diluted EPS were calculated as the same value and as such presented on the same line.
     
    (2) Periods in which the Company was in a net loss position, diluted weighted-average shares of Class A Common Stock outstanding is the same as basic and as such indicated with “n/a”.
     
     
    Symbotic Inc. and Subsidiaries
    Reconciliation of Non-GAAP Financial Measures
     
    The following table reconciles GAAP net income (loss) to Adjusted EBITDA:
       
      Three Months Ended
    (in thousands) December 28, 2024   September 28, 2024   December 30, 2023
    Net income (loss) $ (18,520 )   $ 15,954     $ (19,072 )
    Interest income   (7,769 )     (9,353 )     (6,149 )
    Income tax expense   150       4,110       172  
    Depreciation and amortization   6,860       5,780       2,565  
    Stock-based compensation   28,741       26,100       29,462  
    Business Combination transaction expenses   3,802       324       —  
    Joint venture formation fees   —       —       1,089  
    Internal controls remediation   3,076       —       —  
    Restructuring charges   —       (775 )     —  
    Equity method investment   1,564       240       —  
    Adjusted EBITDA $ 17,904     $ 42,380     $ 8,067  
    The following table reconciles GAAP gross profit to Adjusted gross profit:
       
      Three Months Ended
    (in thousands) December 28, 2024   September 28, 2024   December 30, 2023
    Gross profit $ 80,039     $ 96,417     $ 64,057  
    Depreciation   2,469       2,208       93  
    Stock-based compensation   3,709       3,260       3,431  
    Restructuring charges   —       (775 )     —  
    Adjusted gross profit $ 86,217     $ 101,110     $ 67,581  
                           
    Gross profit margin   16.4 %     17.1 %     17.8 %
    Adjusted gross profit margin   17.7 %     17.9 %     18.8 %
    The following table reconciles GAAP net cash provided by (used in) operating activities to free cash flow:
       
      Three Months Ended
    (in thousands) December 28, 2024   September 28, 2024   December 30, 2023
               
    Net cash provided by (used in) operating activities $ 205,027     $ (99,383 )   $ (30,150 )
    Purchases of property and equipment   (7,357 )     (20,730 )     (2,173 )
    Capitalization of internal use software development costs   —       (637 )     (820 )
    Free cash flow $ 197,670     $ (120,750 )   $ (33,143 )
                           
     
    Symbotic Inc. and Subsidiaries
    Supplemental Common Share Information
     
    Total Common Shares issued and outstanding:
               
      December 28, 2024     September 28, 2024  
    Class A Common Shares issued and outstanding 106,521,915     104,689,377  
    Class V-1 Common Shares issued and outstanding 76,588,618     76,965,386  
    Class V-3 Common Shares issued and outstanding 404,309,196     404,309,196  
      587,419,729     585,963,959  
               
     
    Symbotic Inc. and Subsidiaries
    Consolidated Balance Sheets
           
    (in thousands, except share data) December 28, 2024   September 28, 2024
    ASSETS
    Current assets:      
    Cash and cash equivalents $ 903,034     $ 727,310  
    Accounts receivable   134,391       201,548  
    Unbilled accounts receivable   223,349       218,233  
    Inventories   108,691       106,136  
    Deferred expenses   3,221       1,058  
    Prepaid expenses and other current assets   85,740       101,252  
    Total current assets   1,458,426       1,355,537  
    Property and equipment, net   105,079       97,109  
    Intangible assets, net   14,949       3,664  
    Equity method investment   85,946       81,289  
    Other assets   51,222       40,953  
    Total assets $ 1,715,622     $ 1,578,552  
    LIABILITIES AND EQUITY
    Current liabilities:      
    Accounts payable $ 206,324     $ 175,188  
    Accrued expenses and other current liabilities   203,353       165,644  
    Deferred revenue   787,174       676,314  
    Total current liabilities   1,196,851       1,017,146  
    Deferred revenue   76,712       129,233  
    Other liabilities   48,134       42,043  
    Total liabilities   1,321,697       1,188,422  
    Commitments and contingencies   —       —  
    Equity:      
    Class A Common Stock, 3,000,000,000 shares authorized, 106,521,915 and 104,689,377 shares issued and outstanding at December 28, 2024 and September 28, 2024, respectively   13       13  
    Class V-1 Common Stock, 1,000,000,000 shares authorized, 76,588,618 and 76,965,386 shares issued and outstanding at December 28, 2024 and September 28, 2024, respectively   7       7  
    Class V-3 Common Stock, 450,000,000 shares authorized, 404,309,196 shares issued and outstanding at December 28, 2024 and September 28, 2024   40       40  
    Additional paid-in capital   1,526,573       1,523,692  
    Accumulated deficit   (1,327,401 )     (1,323,925 )
    Accumulated other comprehensive loss   (2,696 )     (2,594 )
    Total stockholders’ equity   196,536       197,233  
    Noncontrolling interest   197,389       192,897  
    Total equity   393,925       390,130  
    Total liabilities and equity $ 1,715,622     $ 1,578,552  
                   
     
    Symbotic Inc. and Subsidiaries
    Consolidated Statements of Cash Flows
       
      Three Months Ended
    (in thousands) December 28, 2024   September 28, 2024   December 30, 2023
    Cash flows from operating activities:          
    Net income (loss) $ (18,520 )   $ 15,954     $ (19,072 )
    Adjustments to reconcile net loss to net cash provided by (used in) operating activities:          
    Depreciation and amortization   7,645       6,432       3,197  
    Foreign currency (gains) losses, net   (32 )     —       22  
    Loss on disposal of assets   201       337       —  
    Provision for excess and obsolete inventory   688       (775 )     70  
    Stock-based compensation   26,773       25,350       29,462  
    Changes in operating assets and liabilities:          
    Accounts receivable   67,376       (101,010 )     (83,789 )
    Inventories   (10,425 )     30,202       (1,567 )
    Prepaid expenses and other current assets   10,317       (114,889 )     (32,653 )
    Deferred expenses   (2,164 )     5,690       (7,152 )
    Other assets   (1,079 )     (3,848 )     (5,906 )
    Accounts payable   31,145       47,399       (7,261 )
    Accrued expenses and other current liabilities   45,540       (6,209 )     15,716  
    Deferred revenue   58,336       6,309       69,966  
    Other liabilities   (10,774 )     (10,325 )     8,817  
    Net cash provided by (used in) operating activities   205,027       (99,383 )     (30,150 )
    Cash flows from investing activities:          
    Purchases of property and equipment   (7,357 )     (20,730 )     (2,173 )
    Capitalization of internal use software development costs   —       (637 )     (820 )
    Proceeds from maturities of marketable securities   —       —       150,000  
    Purchases of marketable securities   —       —       (48,317 )
    Acquisitions of strategic investments   (17,992 )     (23,996 )     —  
    Net cash provided by (used in) investing activities   (25,349 )     (45,363 )     98,690  
    Cash flows from financing activities:          
    Payment for taxes related to net share settlement of stock-based compensation awards   (3,012 )     —       (56 )
    Net proceeds from issuance of common stock under employee stock purchase plan   —       2,308       —  
    Distributions to or on behalf of Symbotic Holdings LLC partners   (850 )     (561 )     —  
    Proceeds from exercise of warrants   —       —       158,702  
    Net cash provided by (used in) financing activities   (3,862 )     1,747       158,646  
    Effect of exchange rate changes on cash, cash equivalents, and restricted cash   (84 )     21       (2 )
    Net increase (decrease) in cash, cash equivalents, and restricted cash   175,732       (142,978 )     227,184  
    Cash, cash equivalents, and restricted cash – beginning of period   730,354       873,332       260,918  
    Cash, cash equivalents, and restricted cash – end of period $ 906,086     $ 730,354     $ 488,102  
               
               
      Three Months Ended
    (in thousands) December 28, 2024   September 28, 2024   December 30, 2023
    Reconciliation of cash, cash equivalents, and restricted cash:          
    Cash and cash equivalents $ 903,034     $ 727,310     $ 485,952  
    Restricted cash   3,052       3,044       2,150  
    Cash, cash equivalents, and restricted cash $ 906,086     $ 730,354     $ 488,102  
                           

    The MIL Network –

  • MIL-OSI: FormFactor, Inc. Reports 2024 Fourth Quarter Results

    Source: GlobeNewswire (MIL-OSI)

    FY24 revenue of $764 million, up 15.2% from $663 million in FY23, driven by growth in HBM revenue;
    Announces acquisition of minority interest in FICT Limited, a key supplier of industry-leading, high-performance advanced probe card components

    LIVERMORE, Calif., Feb. 05, 2025 (GLOBE NEWSWIRE) — FormFactor, Inc. (Nasdaq: FORM) today announced its financial results for the fourth quarter of fiscal 2024 ended December 28, 2024. Quarterly revenues were $189.5 million, a decrease of 8.9% compared to $207.9 million in the third quarter of fiscal 2024, and an increase of 12.7% from $168.2 million in the fourth quarter of fiscal 2023. For fiscal 2024, FormFactor recorded revenues of $764 million, up 15.2% from $663 million in fiscal 2023.

    • High Bandwidth Memory grew fourfold in fiscal 2024 compared to the prior year, driven by adoption of Generative AI, overcoming persistent lackluster demand in important high-unit-volume markets like PCs and mobile handsets.
    • DRAM probe-card revenue during the fourth quarter set third consecutive quarterly record.
    • Continued focus on expanding and diversifying FormFactor’s market position in enabling advanced packaging, through new customer qualifications in client PCs and server applications and new high-performance-compute applications.
    • FICT acquisition with MBK Partners solidifies FormFactor’s access to FICT’s technologies and products, which are an important component of advanced probe cards.

    “As expected, FormFactor reported sequentially lower fourth-quarter revenue, gross margin, and non-GAAP earnings per share, driven by the forecasted reduction in Foundry & Logic probe-card revenue,” said Mike Slessor, CEO of FormFactor, Inc. “This was partially offset by growth in DRAM probe-card revenue, with HBM increasing to approximately half of DRAM revenue.”

    FormFactor also announced today that together with MBK Partners (“MBKP”), the largest private equity firm in North Asia, it is acquiring FICT Limited (“FICT”) from Advantage Partners Inc. FICT, headquartered in Nagano, Japan, has been providing the semiconductor test and high-performance computing industries with complex multi-layer organic substrates, printed circuit boards, and related leading-edge technologies and services since its inception as a Fujitsu business unit in 1967. This acquisition is designed to strengthen and grow FICT’s business, and the FormFactor+MBKP consortium is committed to advancing FICT’s mission to serve its entire customer base.

    With this transaction, FormFactor invests approximately US$60M into the consortium. FormFactor will hold a minority, non-controlling stake of 20% and will be granted a seat on the company’s board of directors. All required regulatory and third-party approvals and conditions have been satisfied and the transaction is expected to close within the current quarter. The transaction is not expected to have a material impact on FormFactor’s results of operations.

    “The semiconductor industry’s rapidly accelerating adoption of advanced packaging requires increased investment and stronger collaboration across the test and assembly supply chain,” said Mike Slessor, FormFactor’s CEO. “FormFactor’s investment in FICT builds on our long-term collaboration with them as a supplier of the industry-leading, high-performance components we use in our advanced probe cards, and provides a platform for accelerated development of tomorrow’s test and packaging consumables.”

    “We’ve built a partnership with MBKP, North Asia’s leading private equity firm, with a shared vision to enhance FICT’s long-term value by fully serving all of FICT’s existing and potential customers,” Slessor concluded.

    Fourth Quarter and Fiscal 2024 Highlights

    On a GAAP basis, net income for the fourth quarter of fiscal 2024 was $9.7 million, or $0.12 per fully-diluted share, compared to net income for the third quarter of fiscal 2024 of $18.7 million, or $0.24 per fully-diluted share, and net income for the fourth quarter of fiscal 2023 of $75.8 million, or $0.97 per fully-diluted share. Net income for fiscal 2024 was $69.6 million, or $0.89 per fully-diluted share, compared to net income for fiscal 2023 of $82.4 million, or $1.05, per fully-diluted share. Gross margin for the fourth quarter of 2024 was 38.8%, compared with 40.7% in the third quarter of 2024, and 40.4% in the fourth quarter of 2023. Gross margin for fiscal 2024 was 40.3%, compared to 39.0% for fiscal 2023. The GAAP financial results for the fourth quarter of 2023 and fiscal 2023 include a $73.0 million gain from the sale of FRT that has been excluded from FormFactor’s fourth quarter and fiscal 2023 non-GAAP results. The GAAP financial results for fiscal 2024 include a $20.3 million gain from the sale of our China operations that has been excluded from FormFactor’s fiscal 2024 non-GAAP results.

    On a non-GAAP basis, net income for the fourth quarter of fiscal 2024 was $21.3 million, or $0.27 per fully-diluted share, compared to net income for the third quarter of fiscal 2024 of $27.2 million, or $0.35 per fully-diluted share, and net income for the fourth quarter of fiscal 2023 of $15.7 million, or $0.20 per fully-diluted share. Non-GAAP net income for fiscal 2024 was $90.2 million, or $1.15 per fully-diluted share, compared to net income of $56.8 million, or $0.73 per fully-diluted share for fiscal 2023. On a non-GAAP basis, gross margin for the fourth quarter of 2024 was 40.2%, compared with 42.2% in the third quarter of 2024, and 42.1% in the fourth quarter of 2023. Non-GAAP gross margin for fiscal 2024 was 41.7%, compared to 40.7% for fiscal 2023.

    A reconciliation of GAAP to non-GAAP measures is provided in the schedules included below.

    GAAP net cash provided by operating activities for the fourth quarter of fiscal 2024 was $35.9 million, compared to $26.7 million for the third quarter of fiscal 2024, and $9.3 million for the fourth quarter of fiscal 2023. Free cash flow for the fourth quarter of fiscal 2024 was $28.8 million, compared to free cash flow for the third quarter of fiscal 2024 of $20.0 million, and free cash flow for the fourth quarter of 2023 of negative $0.3 million. GAAP net cash provided by operating activities for fiscal 2024 was $117.5 million, compared to $64.6 million for fiscal 2023. Free cash flow for fiscal 2024 and fiscal 2023 was $82.8 million and $11.4 million, respectively. A reconciliation of net cash provided by operating activities to non-GAAP free cash flow is provided in the schedules included below.

    Outlook

    Dr. Slessor added, “We continue to see slow demand in important high-unit-volume markets, like client PCs and mobile handsets, through the first quarter, with anticipated sequential reductions in demand for both non-HBM DRAM probe cards and Systems. That notwithstanding, as we move through 2025, we expect an overall increase in demand for FormFactor’s products.”

    For the first quarter ending March 29, 2025, FormFactor is providing the following outlook*:

        GAAP   Reconciling Items**   Non-GAAP
    Revenue   $170 million +/- $5 million   —   $170 million +/- $5 million
    Gross Margin   36.5% +/- 1.5%   $3 million   38% +/- 1.5%
    Net income per diluted share   $0.07 +/- $0.04   $0.12   $0.19 +/- $0.04

    *This outlook assumes consistent foreign currency rates.
    **Reconciling items are stock-based compensation, amortization of intangible assets and fixed asset fair value adjustments due to acquisitions, and restructuring charges, net of applicable income tax impacts.

    We posted our revenue breakdown by geographic region, by market segment and with customers with greater than 10% of total revenue on the Investor Relations section of our website at www.formfactor.com. We will conduct a conference call at 1:25 p.m. PT, or 4:25 p.m. ET, today.

    The public is invited to listen to a live webcast of FormFactor’s conference call on the Investor Relations section of our website at www.formfactor.com. A telephone replay of the conference call will be available approximately two hours after the conclusion of the call. The replay will be available on the Investor Relations section of our website, www.formfactor.com.

    Use of Non-GAAP Financial Information:

    To supplement our condensed consolidated financial results prepared under generally accepted accounting principles, or GAAP, we disclose certain non-GAAP measures of non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income and free cash flow, that are adjusted from the nearest GAAP financial measure to exclude certain costs, expenses, gains and losses. Reconciliations of the adjustments to GAAP results for the three and twelve months ended months ended December 28, 2024, and for outlook provided before, as well as for the comparable periods of fiscal 2023, are provided below, and on the Investor Relations section of our website at www.formfactor.com. Information regarding the ways in which management uses non-GAAP financial information to evaluate its business, management’s reasons for using this non-GAAP financial information, and limitations associated with the use of non-GAAP financial information, is included under “About our Non-GAAP Financial Measures” following the tables below.

    About FormFactor:

    FormFactor, Inc. (NASDAQ: FORM), is a leading provider of essential test and measurement technologies along the full semiconductor product life cycle – from characterization, modeling, reliability, and design de-bug, to qualification and production test. Semiconductor companies rely upon FormFactor’s products and services to accelerate profitability by optimizing device performance and advancing yield knowledge. The Company serves customers through its network of facilities in Asia, Europe, and North America. For more information, visit the Company’s website at www.formfactor.com.

    Forward-looking Statements:

    This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the federal securities laws, including with respect to the Company’s future financial and operating results, and the Company’s plans, strategies and objectives for future operations. These statements are based on management’s current expectations and beliefs as of the date of this release, and are subject to a number of risks and uncertainties, many of which are beyond the Company’s control, that could cause actual results to differ materially from those described in the forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding future financial and operating results, including under the heading “Outlook” above, customer demand, conditions in the semiconductor industry, the timing of completion of the FICT acquisition, the expected benefit thereof and other statements regarding the Company’s business. Forward-looking statements may contain words such as “may,” “might,” “will,” “expect,” “plan,” “anticipate,” “forecast,” and “continue,” the negative or plural of these words and similar expressions, and include the assumptions that underlie such statements. The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: changes in demand for the Company’s products; customer-specific demand; market opportunity; anticipated industry trends; delays in the consummation of the FICT acquisition; the potential impact on the business of FormFactor and FICT due to uncertainties in connection with the acquisition; the retention of employees of FICT following acquisition; the ability of FormFactor to achieve expected benefits from the FICT acquisition; the availability, benefits, and speed of customer acceptance or implementation of new products and technologies; manufacturing, processing, and design capacity, goals, expansion, volumes, and progress; difficulties or delays in research and development; industry seasonality; risks to the Company’s realization of benefits from acquisitions, investments in capacity and investments in new electronic data systems and information technology; reliance on customers or third parties (including suppliers); changes in macro-economic environments; events affecting global and regional economic and market conditions and stability such as military conflicts, political volatility, infectious diseases and pandemics, and similar factors, operating separately or in combination; and other factors, including those set forth in the Company’s most current annual report on Form 10-K, quarterly reports on Form 10-Q and other filings by the Company with the U.S. Securities and Exchange Commission. In addition, there are varying barriers to international trade, including restrictive trade and export regulations such as the US-China restrictions, dynamic tariffs, trade disputes between the U.S. and other countries, and national security developments or tensions, that may substantially restrict or condition our sales to or in certain countries, increase the cost of doing business internationally, and disrupt our supply chain. No assurances can be given that any of the events anticipated by the forward-looking statements within this press release will transpire or occur, or if any of them do so, what impact they will have on the results of operations or financial condition of the Company. Unless required by law, the Company is under no obligation (and expressly disclaims any such obligation) to update or revise its forward-looking statements whether as a result of new information, future events, or otherwise.

     
    FORMFACTOR, INC. 
    CONDENSED CONSOLIDATED STATEMENTS OF INCOME
    (In thousands, except per share amounts)
    (Unaudited)
     
      Three Months Ended   Twelve Months Ended
      December 28,
    2024    		   September 28,
    2024    		   December 30,
    2023    		   December 28,
    2024    		   December 30,
    2023
    Revenues $ 189,483     $ 207,917     $ 168,163     $ 763,599     $ 663,102  
    Cost of revenues   115,903       123,212       100,229       455,676       404,522  
    Gross profit   73,580       84,705       67,934       307,923       258,580  
    Operating expenses:                  
    Research and development   30,504       31,243       28,166       121,938       115,765  
    Selling, general and administrative   35,226       35,607       31,451       141,786       133,012  
    Total operating expenses   65,730       66,850       59,617       263,724       248,777  
    Gain on sale of business   —       —       72,953       20,581       72,953  
    Operating income   7,850       17,855       81,270       64,780       82,756  
    Interest income, net   3,472       3,650       2,376       13,693       6,796  
    Other income (expense), net   617       (558 )     (1,546 )     939       (285 )
    Income before income taxes   11,939       20,947       82,100       79,412       89,267  
    Provision for income taxes   2,234       2,211       6,254       9,798       6,880  
    Net income $ 9,705     $ 18,736     $ 75,846     $ 69,614     $ 82,387  
    Net income per share:                  
    Basic $ 0.13     $ 0.24     $ 0.98     $ 0.90     $ 1.06  
    Diluted $ 0.12     $ 0.24     $ 0.97     $ 0.89     $ 1.05  
    Weighted-average number of shares used in per share calculations:                
    Basic   77,267       77,406       77,684       77,340       77,370  
    Diluted   77,982       78,439       78,410       78,437       78,159  
     
    FORMFACTOR, INC. 
    NON-GAAP FINANCIAL MEASURE RECONCILIATIONS
    (In thousands, except per share amounts)
    (Unaudited)
     
      Three Months Ended   Twelve Months Ended
      December 28,
    2024    		   September 28,
    2024    		   December 30,
    2023    		   December 28,
    2024    		   December 30,
    2023
    GAAP Gross Profit $ 73,580     $ 84,705     $ 67,934     $ 307,923     $ 258,580  
    Adjustments:                  
    Amortization of intangibles, inventory and fixed asset fair value adjustments due to acquisitions   555       530       756       2,216       4,336  
    Stock-based compensation   1,944       1,934       2,053       7,738       6,854  
    Restructuring charges   32       524       —       639       357  
    Non-GAAP Gross Profit $ 76,111     $ 87,693     $ 70,743     $ 318,516     $ 270,127  
                       
    GAAP Gross Margin   38.8 %     40.7 %     40.4 %     40.3 %     39.0 %
    Adjustments:                  
    Amortization of intangibles, inventory and fixed asset fair value adjustments due to acquisitions   0.4 %     0.3 %     0.5 %     0.3 %     0.6 %
    Stock-based compensation   1.0 %     0.9 %     1.2 %     1.0 %     1.0 %
    Restructuring charges   — %     0.3 %     — %     0.1 %     0.1 %
    Non-GAAP Gross Margin   40.2 %     42.2 %     42.1 %     41.7 %     40.7 %
                       
    GAAP operating expenses $ 65,730     $ 66,850     $ 59,617     $ 263,724     $ 248,777  
    Adjustments:                  
    Amortization of intangibles and other   (191 )     (191 )     (518 )     (764 )     (4,081 )
    Stock-based compensation   (8,269 )     (7,002 )     (7,230 )     (32,025 )     (31,762 )
    Restructuring charges   (371 )     (298 )     —       (767 )     (1,183 )
    Costs related to sale and acquisition of businesses   (1,689 )     (13 )     (268 )     (2,391 )     (2,407 )
    Non-GAAP operating expenses $ 55,210     $ 59,346     $ 51,601     $ 227,777     $ 209,344  
                       
    GAAP operating income $ 7,850     $ 17,855     $ 81,270     $ 64,780     $ 82,756  
    Adjustments:                  
    Amortization of intangibles, inventory and fixed asset fair value adjustments due to acquisitions, and other   746       721       1,274       2,980       8,417  
    Stock-based compensation   10,213       8,936       9,283       39,763       38,616  
    Restructuring charges   403       822       —       1,406       1,540  
    Gain on sale of business, net of cost related to sale and acquisition of businesses   1,689       13       (72,685 )     (18,190 )     (70,546 )
    Non-GAAP operating income $ 20,901     $ 28,347     $ 19,142     $ 90,739     $ 60,783  
     
    FORMFACTOR, INC. 
    NON-GAAP FINANCIAL MEASURE RECONCILIATIONS
    (In thousands, except per share amounts)
    (Unaudited)
     
      Three Months Ended   Twelve Months Ended
      December 28,
    2024    		   September 28,
    2024    		   December 30,
    2023    		   December 28,
    2024    		   December 30,
    2023
    GAAP net income $ 9,705     $ 18,736     $ 75,846     $ 69,614     $ 82,387  
    Adjustments:                  
    Amortization of intangibles, inventory and fixed asset fair value adjustments due to acquisitions, and other   746       721       1,274       2,980       8,417  
    Stock-based compensation   10,213       8,936       9,283       39,763       38,616  
    Restructuring charges   415       822       —       1,418       1,540  
    Gain on sale of business, net of cost related to sale and acquisition of businesses   1,689       13       (72,685 )     (18,190 )     (70,546 )
    Income tax effect of non-GAAP adjustments   (1,445 )     (2,002 )     2,026       (5,368 )     (3,624 )
    Non-GAAP net income $ 21,323     $ 27,226     $ 15,744     $ 90,217     $ 56,790  
                       
    GAAP net income per share:                  
    Basic $ 0.13     $ 0.24     $ 0.98     $ 0.90     $ 1.06  
    Diluted $ 0.12     $ 0.24     $ 0.97     $ 0.89     $ 1.05  
                       
    Non-GAAP net income per share:                  
    Basic $ 0.28     $ 0.35     $ 0.20     $ 1.17     $ 0.73  
    Diluted $ 0.27     $ 0.35     $ 0.20     $ 1.15     $ 0.73  
     
    FORMFACTOR, INC. 
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (In thousands)
    (Unaudited)
     
      Twelve Months Ended
      December 28,
    2024    		   December 30,
    2023
    Cash flows from operating activities:      
    Net income $ 69,614     $ 82,387  
    Selected adjustments to reconcile net income to net cash provided by operating activities:      
    Depreciation   30,321       30,603  
    Amortization   2,582       6,850  
    Stock-based compensation expense   39,763       38,616  
    Provision for excess and obsolete inventories   12,342       15,003  
    Gain on sale of business   (20,581 )     (72,953 )
    Non-cash restructuring charges   428       —  
    Other activity impacting operating cash flows   (16,507 )     (35,904 )
    Net cash provided by operating activities   117,534       64,602  
    Cash flows from investing activities:      
    Acquisition of property, plant and equipment   (38,436 )     (56,027 )
    Proceeds from sale of business   21,585       101,785  
    Purchases of marketable securities, net   (15,129 )     (16,709 )
    Purchase of promissory note receivable   (1,500 )     —  
    Net cash provided by (used in) investing activities   (33,480 )     29,049  
    Cash flows from financing activities:      
    Purchase of common stock through stock repurchase program   (53,302 )     (19,801 )
    Proceeds from issuances of common stock   9,748       8,822  
    Principal repayments on term loans   (1,075 )     (1,045 )
    Tax withholdings related to net share settlements of equity awards   (19,983 )     (10,687 )
    Net cash used in financing activities   (64,612 )     (22,711 )
    Effect of exchange rate changes on cash, cash equivalents and restricted cash   (3,509 )     (2,649 )
    Net increase in cash, cash equivalents and restricted cash   15,933       68,291  
    Cash, cash equivalents and restricted cash, beginning of period   181,273       112,982  
    Cash, cash equivalents and restricted cash, end of period $ 197,206     $ 181,273  
     
    FORMFACTOR, INC. 
    RECONCILIATION OF CASH PROVIDED BY OPERATING ACTIVITIES TO NON-GAAP FREE CASH FLOW
    (In thousands)
    (Unaudited)
     
      Three Months Ended   Twelve Months Ended
      December 28,
    2024    		   September 28,
    2024    		   December 30,
    2023    		   December 28,
    2024    		   December 30,
    2023
    Net cash provided by operating activities $ 35,913     $ 26,731     $ 9,250     $ 117,534     $ 64,602  
    Adjustments:                  
    Sale of business and acquisition related payments in working capital   506       2,134       268       3,317       2,407  
    Cash paid for interest   93       97       105       391       422  
    Capital expenditures   (7,663 )     (8,939 )     (9,933 )     (38,436 )     (56,027 )
    Free cash flow $ 28,849     $ 20,023     $ (310 )   $ 82,806     $ 11,404  

     

     
    FORMFACTOR, INC.
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (In thousands)
    (Unaudited)
     
        December 28,
    2024    		   September 28,
    2024    		   December 30,
    2023
    ASSETS            
    Current assets:            
    Cash and cash equivalents   $ 190,728     $ 184,506     $ 177,812  
    Marketable securities     169,295       169,961       150,507  
    Accounts receivable, net of allowance for credit losses     104,294       116,866       102,957  
    Inventories, net     101,676       105,374       111,685  
    Restricted cash     3,746       3,773       1,152  
    Prepaid expenses and other current assets     35,389       34,302       29,667  
    Total current assets     605,128       614,782       573,780  
    Restricted cash     2,732       2,210       2,309  
    Operating lease, right-of-use-assets     22,579       25,034       30,519  
    Property, plant and equipment, net of accumulated depreciation     210,230       204,108       204,399  
    Goodwill     199,171       200,137       201,090  
    Intangibles, net     10,355       11,017       12,938  
    Deferred tax assets     92,012       92,826       78,964  
    Other assets     4,008       3,669       2,795  
    Total assets   $ 1,146,215     $ 1,153,783     $ 1,106,794  
                 
    LIABILITIES AND STOCKHOLDERS’ EQUITY            
    Current liabilities:            
    Accounts payable   $ 62,287     $ 52,086     $ 63,857  
    Accrued liabilities     43,742       46,508       41,037  
    Current portion of term loan, net of unamortized issuance costs     1,106       1,098       1,075  
    Deferred revenue     15,847       20,972       16,704  
    Operating lease liabilities     8,363       8,512       8,422  
    Total current liabilities     131,345       129,176       131,095  
    Term loan, less current portion, net of unamortized issuance costs     12,208       12,488       13,314  
    Long-term operating lease liabilities     17,550       19,731       25,334  
    Deferred grant     18,000       18,000       18,000  
    Other liabilities     19,344       19,378       10,247  
    Total liabilities     198,447       198,773       197,990  
                 
    Stockholders’ equity:            
    Common stock     77       77       77  
    Additional paid-in capital     837,586       845,466       861,448  
    Accumulated other comprehensive loss     (10,840 )     (1,773 )     (4,052 )
    Accumulated income     120,945       111,240       51,331  
    Total stockholders’ equity     947,768       955,010       908,804  
    Total liabilities and stockholders’ equity   $ 1,146,215     $ 1,153,783     $ 1,106,794  

    About our Non-GAAP Financial Measures:

    We believe that the presentation of non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income and free cash flow provides supplemental information that is important to understanding financial and business trends and other factors relating to our financial condition and results of operations. Non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, and non-GAAP operating income are among the primary indicators used by management as a basis for planning and forecasting future periods, and by management and our board of directors to determine whether our operating performance has met certain targets and thresholds. Management uses non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, and non-GAAP operating income when evaluating operating performance because it believes that the exclusion of the items indicated herein, for which the amounts or timing may vary significantly depending upon our activities and other factors, facilitates comparability of our operating performance from period to period. We use free cash flow to conduct and evaluate our business as an additional way of viewing our liquidity that, when viewed with our GAAP results, provides a more complete understanding of factors and trends affecting our cash flows. Many investors also prefer to track free cash flow, as opposed to only GAAP earnings. Free cash flow has limitations due to the fact that it does not represent the residual cash flow available for discretionary expenditures, and therefore it is important to view free cash flow as a complement to our entire consolidated statements of cash flows. We have chosen to provide this non-GAAP information to investors so they can analyze our operating results closer to the way that management does, and use this information in their assessment of our business and the valuation of our Company. We compute non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, and non-GAAP operating income, by adjusting GAAP net income, GAAP net income per basic and diluted share, GAAP gross profit, GAAP gross margin, GAAP operating expenses, and GAAP operating income to remove the impact of certain items and the tax effect, if applicable, of those adjustments. These non-GAAP measures are not in accordance with, or an alternative to, GAAP, and may be materially different from other non-GAAP measures, including similarly titled non-GAAP measures used by other companies. The presentation of this additional information should not be considered in isolation from, as a substitute for, or superior to, net income, net income per basic and diluted share, gross profit, gross margin, operating expenses, or operating income in accordance with GAAP. Non-GAAP financial measures have limitations in that they do not reflect certain items that may have a material impact upon our reported financial results. We may expect to continue to incur expenses of a nature similar to the non-GAAP adjustments described above, and exclusion of these items from our non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, and non-GAAP operating income should not be construed as an inference that these costs are unusual, infrequent or non-recurring. For more information on the non-GAAP adjustments, please see the table captioned “Non-GAAP Financial Measure Reconciliations” and “Reconciliation of Cash Provided by Operating Activities to non-GAAP Free Cash Flow” included in this press release.

    Source: FormFactor, Inc.
    FORM-F

    Investor Contact:
    Stan Finkelstein
    Investor Relations
    (925) 290-4273
    ir@formfactor.com

    The MIL Network –

  • MIL-OSI: ATIF Holdings Limited Announces Closing of $2.5 Million Registered Direct Offering and Private Placement

    Source: GlobeNewswire (MIL-OSI)

    LAKE FOREST, Calif., Feb. 05, 2025 (GLOBE NEWSWIRE) — ATIF Holdings Limited (Nasdaq: ZBAI) (the “Company”), a Lake Forest-based business consulting company that specializes in providing professional IPO, M&A advisory and post-IPO compliance services to small and medium-sized companies seeking to go public on a stock exchange in the United States, today announced the closing of its previously announced registered direct offering and concurrent private placement with an institutional investor. The Company issued ordinary shares and pre-funded warrants (“Pre-Funded Warrants”) in a registered direct offering. In a concurrent private placement, the Company also issued to the same investor warrants to purchase ordinary shares (the “Warrants”). Aggregate gross proceeds to the Company from both transactions were approximately $2.5 million. The transactions closed on February 5, 2025.

    The transactions consisted of the sale of 1,580,000 ordinary shares (each a “Share”) Pre-Funded Warrants to purchase 887,553 Shares, each of which was sold together with one Warrant to purchase one Share at an exercise price of $1.20. The offering price per Share was $1.00 (or $0.99 for each Pre-Funded Warrant, which is equal to the offering price per Share minus an exercise price of $0.01 per Pre-Funded Warrant). The Pre-Funded Warrants are immediately exercisable and may be exercised at any time until exercised in full.

    The Company expects to use the net proceeds from the offerings, together with its existing cash, for general corporate purposes and working capital.

    R. F. Lafferty & Co., Inc. acted as exclusive placement agent for the offerings. Hunter Taubman Fischer & Li LLC acted as counsel to the Company. Lucosky Brookman LLP acted as counsel to R. F. Lafferty & Co., Inc.

    The registered direct offering was made pursuant to an effective shelf registration statement on Form S-3 (No. 333-268927) previously filed with the U.S. Securities and Exchange Commission (the “SEC”) and declared effective by the SEC on March 21, 2023. A final prospectus supplement and accompanying prospectus describing the terms of the proposed offering was filed with the SEC and is available on the SEC’s website located at www.sec.gov. Electronic copies of the final prospectus supplement and the accompanying prospectus may be obtained, when available, by contacting R. F. Lafferty & Co., Inc by email at offerings@rflafferty.com or via standard mail to R. F. Lafferty & Co., Inc, 40 Wall Street, 27th Floor, New York, NY10005.

    The offer and sale of the securities in the private placement were made in a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the securities may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. The securities were offered only to accredited investors. Pursuant to the securities purchase agreement with the investor, the Company has agreed to file one or more registration statements with the SEC covering the resale of the ordinary shares issuable upon exercise of the Warrants.

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

    About ZBAI

    ATIF Holdings Limited (NASDAQ: ZBAI) is a Lake Forest-based business consulting company that specializes in providing professional IPO, M&A advisory and post-IPO compliance services to small and medium-sized companies seeking to go public on a stock exchange in the United States. The company has a proven track record in successfully delivering comprehensive U.S. IPO consulting services to clients primarily in the United States but also internationally. The mission of ZBAI is to provide one-stop, comprehensive consulting services that guide clients through the complex and often challenging process of going public. ZBAI recognizes the complexity and challenges associated with the process of going public, and endeavors to simplify it while ensuring optimal outcomes for its clients through its comprehensive consulting services. ZBAI has been awarded the “Golden Bauhinia Award”, the highest award in the financial and securities industry in Hong Kong, for “Top 10 Best Listed Companies”. 

    Forward-Looking Statements

    Certain statements in this press release are “forward-looking statements” within the meaning of the “safe Harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, “estimated,” “projected,” Words such as “expect”, “anticipate”, “predict”, “plan”, “intend”, “believe”, “seek”, “may”, “will”, “should”, “future”, “propose” and variations of these words or similar expressions (or the opposite of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements do not guarantee future performance, conditions or results and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control and may cause actual results or achievements to differ materially from those discussed in the forward-looking statements. Important factors include future financial and operating results, including revenues, income, expenses, cash balances and other financial items; Ability to manage growth and expansion; Current and future economic and political conditions; The ability to compete in industries with low barriers to entry; The ability to obtain additional financing to fund capital expenditure in the future. Ability to attract new customers and further enhance brand awareness; Ability to hire and retain qualified management and key staff; Trends and competition in the financial advisory services industry; Pandemic or epidemic disease; Except as required by law, the Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, the Company cannot assure you that such expectations will turn out to be correct, and the Company cautions you that actual results may differ materially from the expected results expressed or implied by the forward-looking statements we make. You should not interpret forward-looking statements as predictions of future events. Forward-looking statements represent only the beliefs and assumptions of our management as of the date such statements are made. The above forward-looking statements are made as of the date of this press release.

    Contact Information
    kenny@atifchina.com

    The MIL Network –

  • MIL-OSI: AMSC Reports Third Quarter Fiscal Year 2024 Financial Results and Provides Business Outlook

    Source: GlobeNewswire (MIL-OSI)

      Third Quarter Financial Highlights:
      • Increased Revenue by 56% Year Over Year to Above $60 Million
    • Net Income of over $2 Million
    • Generated nearly $6 Million of Operating Cash Flow

    Company to host conference call tomorrow, February 6, at 10:00 am ET 

    AYER, Mass., Feb. 05, 2025 (GLOBE NEWSWIRE) — AMSC (Nasdaq: AMSC), a leading system provider of megawatt-scale power resiliency solutions that orchestrate the rhythm and harmony of power on the grid™ and protect and expand the capability and resiliency of our Navy’s fleet, today reported financial results for its third quarter of fiscal year 2024 ended December 31, 2024.

    Revenues for the third quarter of fiscal 2024 were $61.4 million compared with $39.4 million for the same period of fiscal 2023. The year-over-year increase was driven by organic growth and the acquisition of NWL, Inc. 

    AMSC’s net income for the third quarter of fiscal 2024 was $2.5 million, or $0.07 per share, compared to a net loss of $1.6 million, or $0.06 per share, for the same period of fiscal 2023. The Company’s non-GAAP net income for the third quarter of fiscal 2024 was $6.0 million, or $0.16 per share, compared with a non-GAAP net income of $0.9 million, or $0.03 per share, in the same period of fiscal 2023. Please refer to the financial table below for a reconciliation of GAAP to non-GAAP results.

    Cash, cash equivalents, and restricted cash on December 31, 2024, totaled $80.0 million, compared with $74.8 million at September 30, 2024.

    “AMSC delivered the best quarterly results in years. Fiscal third quarter revenue surpassed $60 million, that’s revenue growth of 56% when compared to the same period last year, and net income exceeded $2 million, making it our second consecutive quarter of reporting net income,” said Daniel P. McGahn, Chairman, President and CEO, AMSC. “Bookings and backlog during the quarter continued to be robust. We believe our company’s diverse bookings and strengthened balance sheet allow us to seize opportunities in new markets and extend our customer reach. We are proud of these results and remain focused on driving execution and strong performance as we move into the fourth fiscal quarter of the year.”

    Business Outlook
    For the fourth quarter ending March 31, 2025, AMSC expects that its revenues will be in the range of $59.0 million to $63.0 million. The Company’s net loss for the fourth quarter of fiscal 2024 is expected not to exceed $1.0 million, or $0.03 per share. The Company’s non-GAAP net income (as defined below) is expected to exceed $2.5 million, or $0.07 per share.

    Conference Call Reminder
    In conjunction with this announcement, AMSC management will participate in a conference call with investors beginning at 10:00 a.m. Eastern Time on Thursday, February 6, 2025, to discuss the Company’s financial results and business outlook. Those who wish to listen to the live or archived conference call webcast should visit the “Investors” section of the Company’s website at https://ir.amsc.com. The live call can be accessed by dialing 1-844-481-2802 or 1-412-317-0675 and asking to join the AMSC call. A replay of the call may be accessed 2 hours following the call by dialing 1-877-344-7529 and using conference passcode 9514460.

    About AMSC (Nasdaq: AMSC)
    AMSC generates the ideas, technologies and solutions that meet the world’s demand for smarter, cleaner … better energy™. Through its Gridtec™ Solutions, AMSC provides the engineering planning services and advanced grid systems that optimize network reliability, efficiency and performance.  Through its Marinetec™ Solutions, AMSC provides ship protection systems and is developing propulsion and power management solutions designed to help fleets increase system efficiencies, enhance power quality and boost operational safety.  Through its Windtec® Solutions, AMSC provides wind turbine electronic controls and systems, designs and engineering services that reduce the cost of wind energy. The Company’s solutions are enhancing the performance and reliability of power networks, increasing the operational safety of navy fleets, and powering gigawatts of renewable energy globally. Founded in 1987, AMSC is headquartered near Boston, Massachusetts with operations in Asia, Australia, Europe and North America. For more information, please visit www.amsc.com.

    AMSC, American Superconductor, D-VAR, D-VAR VVO, Gridtec, Marinetec, Windtec, Neeltran, NEPSI, Smarter, Cleaner … Better Energy, and Orchestrate the Rhythm and Harmony of Power on the Grid are trademarks or registered trademarks of American Superconductor Corporation. All other brand names, product names, trademarks or service marks belong to their respective holders.

    Forward-Looking Statements

    This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Any statements in this release regarding execution of our goals and strategies; backlog; expectations regarding the fourth quarter of fiscal 2024; our expected GAAP and non-GAAP financial results for the quarter ending March 31, 2025; and other statements containing the words “believes,” “anticipates,” “plans,” “expects,” “will” and similar expressions, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements represent management’s current expectations and are inherently uncertain. There are a number of important factors that could materially impact the value of our common stock or cause actual results to differ materially from those indicated by such forward-looking statements. These important factors include, but are not limited to: We have a history of operating losses, which may continue in the future. Our operating results may fluctuate significantly from quarter to quarter and may fall below expectations in any particular fiscal quarter; We have a history of negative operating cash flows, and we may require additional financing in the future, which may not be available to us; Our technology and products could infringe intellectual property rights of others, which may require costly litigation and, if we are not successful, could cause us to pay substantial damages and disrupt our business; Changes in exchange rates could adversely affect our results of operations; We may be required to issue performance bonds or provide letters of credit, which restricts our ability to access any cash used as collateral for the bonds or letters of credit; If we fail to maintain proper and effective internal control over financial reporting, our ability to produce accurate and timely financial statements could be impaired and may lead investors and other users to lose confidence in our financial data; We may not realize all of the sales expected from our backlog of orders and contracts; Our contracts with the U.S. government are subject to audit, modification or termination by the U.S. government and include certain other provisions in favor of the government. The continued funding of such contracts remains subject to annual congressional appropriation, which, if not approved, could reduce our revenue and lower or eliminate our profit; Changes in U.S. government defense spending could negatively impact our financial position, results of operations, liquidity and overall business; Pandemics, epidemics or other public health crises may adversely impact our business, financial condition and results of operations; We rely upon third-party suppliers for the components and subassemblies of many of our Grid and Wind products, making us vulnerable to supply shortages and price fluctuations, which could harm our business; Uncertainty surrounding our prospects and financial condition may have an adverse effect on our customer and supplier relationship; Our success is dependent upon attracting and retaining qualified personnel and our inability to do so could significantly damage our business and prospects; A significant portion of our Wind segment revenues are derived from a single customer. If this customer’s business is negatively affected, it could adversely impact our business; Our success in addressing the wind energy market is dependent on the manufacturers that license our designs; Our business and operations would be adversely impacted in the event of a failure or security breach of our or any critical third parties’ information technology infrastructure and networks; We may acquire additional complementary businesses or technologies, which may require us to incur substantial costs for which we may never realize the anticipated benefits; Failure to comply with evolving data privacy and data protection laws and regulations or to otherwise protect personal data, may adversely impact our business and financial results; Many of our revenue opportunities are dependent upon subcontractors and other business collaborators; If we fail to implement our business strategy successfully, our financial performance could be harmed; Problems with product quality or product performance may cause us to incur warranty expenses and may damage our market reputation and prevent us from achieving increased sales and market share; Many of our customers outside of the United States may be either directly or indirectly related to governmental entities, and we could be adversely affected by violations of the United States Foreign Corrupt Practices Act and similar worldwide anti-bribery laws outside the United States; We have had limited success marketing and selling our superconductor products and system-level solutions, and our failure to more broadly market and sell our products and solutions could lower our revenue and cash flow; We or third parties on whom we depend may be adversely affected by natural disasters, including events resulting from climate change, and our business continuity and disaster recovery plans may not adequately protect us or our value chain from such events; Adverse changes in domestic and global economic conditions could adversely affect our operating results; Our international operations are subject to risks that we do not face in the United States, which could have an adverse effect on our operating results; Our products face competition, which could limit our ability to acquire or retain customers; We have operations in, and depend on sales in, emerging markets, including India, and global conditions could negatively affect our operating results or limit our ability to expand our operations outside of these markets. Changes in India’s political, social, regulatory and economic environment may affect our financial performance; Our success depends upon the commercial adoption of the REG system, which is currently limited, and a widespread commercial market for our products may not develop; Industry consolidation could result in more powerful competitors and fewer customers; Increasing focus and scrutiny on environmental sustainability and social initiatives could increase our costs, and inaction could harm our reputation and adversely impact our financial results; Growth of the wind energy market depends largely on the availability and size of government subsidies, economic incentives and legislative programs designed to support the growth of wind energy: Lower prices for other energy sources may reduce the demand for wind energy development, which could have a material adverse effect on our ability to grow our Wind business; We may be unable to adequately prevent disclosure of trade secrets and other proprietary information; Our patents may not provide meaningful or long-term protection for our technology, which could result in us losing some or all of our market position; There are a number of technological challenges that must be successfully addressed before our superconductor products can gain widespread commercial acceptance, and our inability to address such technological challenges could adversely affect our ability to acquire customers for our products; Third parties have or may acquire patents that cover the materials, processes and technologies we use or may use in the future to manufacture our Amperium products, and our success depends on our ability to license such patents or other proprietary rights; Our common stock has experienced, and may continue to experience, market price and volume fluctuations, which may prevent our stockholders from selling our common stock at a profit and could lead to costly litigation against us that could divert our management’s attention; Unfavorable results of legal proceedings could have a material adverse effect on our business, operating results and financial condition; and the other important factors discussed under the caption “Risk Factors” in Part 1. Item 1A of our Form 10-K for the fiscal year ended March 31, 2024, and our other reports filed with the SEC. These important factors, among others, could cause actual results to differ materially from those indicated by forward-looking statements made herein and presented elsewhere by management from time to time. Any such forward-looking statements represent management’s estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.

    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (In thousands, except per share data)
                 
        Three Months Ended     Nine Months Ended  
        December 31,     December 31,  
        2024     2023     2024     2023  
    Revenues                                
    Grid   $ 52,306     $ 33,603     $ 131,578     $ 87,854  
    Wind     9,097       5,750       24,585       15,757  
    Total revenues     61,403       39,353       156,163       103,611  
                                     
    Cost of revenues     45,077       29,369       112,000       78,759  
                                     
    Gross margin     16,326       9,984       44,163       24,852  
                                     
    Operating expenses:                                
    Research and development     3,000       2,199       7,932       5,693  
    Selling, general and administrative     11,567       7,833       30,990       23,648  
    Amortization of acquisition-related intangibles     444       538       1,289       1,614  
    Change in fair value of contingent consideration     —       852       6,682       3,052  
    Restructuring     —       —       —       (14 )
    Total operating expenses     15,011       11,422       46,893       33,993  
                                     
    Operating income (loss)     1,315       (1,438 )     (2,730 )     (9,141 )
                                     
    Interest income, net     802       150       2,901       518  
    Other income (expense), net     272       (298 )     (214 )     (618 )
    Income (loss) before income tax expense (benefit)     2,389       (1,586 )     (43 )     (9,241 )
                                     
    Income tax (benefit) expense     (76 )     63       (4,871 )     291  
                                     
    Net income (loss)   $ 2,465     $ (1,649 )   $ 4,828     $ (9,532 )
                                     
    Net income (loss) per common share                                
    Basic   $ 0.07     $ (0.06 )   $ 0.13     $ (0.33 )
    Diluted   $ 0.06     $ (0.06 )   $ 0.13     $ (0.33 )
                                     
    Weighted average number of common shares outstanding                                
    Basic     37,661       29,092       36,766       28,728  
    Diluted     38,463       29,092       37,457       28,728  
    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
    (In thousands, except per share data)    		  
                 
        December 31, 2024     March 31, 2024  
    ASSETS                
    Current assets:                
    Cash and cash equivalents   $ 75,203     $ 90,522  
    Accounts receivable, net     44,135       26,325  
    Inventory, net     74,588       41,857  
    Prepaid expenses and other current assets     10,194       7,295  
    Restricted cash     1,314       468  
    Total current assets     205,434       166,467  
                     
    Property, plant and equipment, net     38,390       10,861  
    Intangibles, net     6,622       6,369  
    Right-of-use assets     4,050       2,557  
    Goodwill     48,950       43,471  
    Restricted cash     3,523       1,290  
    Deferred tax assets     1,155       1,119  
    Equity-method investments     1,397       —  
    Other assets     757       637  
    Total assets   $ 310,278     $ 232,771  
                     
    LIABILITIES AND STOCKHOLDERS’ EQUITY                
                     
    Current liabilities:                
    Accounts payable and accrued expenses   $ 29,425     $ 24,235  
    Lease liability, current portion     675       716  
    Debt, current portion     —       25  
    Contingent consideration     —       3,100  
    Deferred revenue, current portion     74,325       50,732  
    Total current liabilities     104,425       78,808  
                     
    Deferred revenue, long term portion     9,003       7,097  
    Lease liability, long term portion     2,725       1,968  
    Deferred tax liabilities     1,423       300  
    Other liabilities     26       27  
    Total liabilities     117,602       88,200  
                     
    Stockholders’ equity:                
    Common stock, $0.01 par value, 75,000,000 shares authorized; 39,863,084 and 37,343,812 shares issued and 39,459,733 and 36,946,181 shares outstanding at December 31, 2024 and March 31, 2024, respectively     399       373  
    Additional paid-in capital     1,256,210       1,212,913  
    Treasury stock, at cost, 403,351 and 397,631 at December 31, 2024 and March 31, 2024, respectively     (3,765 )     (3,639 )
    Accumulated other comprehensive income     1,662       1,582  
    Accumulated deficit     (1,061,830 )     (1,066,658 )
    Total stockholders’ equity     192,676       144,571  
    Total liabilities and stockholders’ equity   $ 310,278     $ 232,771  
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (In thousands)    		  
       
        Nine Months Ended December 31,  
        2024     2023  
    Cash flows from operating activities:                
                     
    Net income (loss)   $ 4,828     $ (9,532 )
    Adjustments to reconcile net income (loss) to net cash provided by (used in) operations:                
    Depreciation and amortization     3,984       3,360  
    Stock-based compensation expense     4,933       3,608  
    Provision for excess and obsolete inventory     1,186       1,536  
    Amortization of operating lease right-of-use assets     753       457  
    Deferred income taxes     (5,171 )     3  
    Earnings from equity method investments     (152 )     —  
    Change in fair value of contingent consideration     6,682       3,052  
    Other non-cash items     (177 )     494  
    Changes in operating asset and liability accounts:                
    Accounts receivable     (1,650 )     5,945  
    Inventory     (10,836 )     (8,737 )
    Prepaid expenses and other assets     (1,658 )     6,682  
    Operating leases     (1,531 )     (450 )
    Accounts payable and accrued expenses     118       (15,409 )
    Deferred revenue     20,686       8,894  
    Net cash provided by (used in) operating activities     21,995       (97 )
                     
    Cash flows from investing activities:                
    Purchases of property, plant and equipment     (1,376 )     (635 )
    Cash paid to settle contingent consideration liabilities     (3,278 )     —  
    Cash paid for acquisition, net of cash acquired     (29,577 )     —  
    Change in other assets     167       (8 )
    Net cash used in investing activities     (34,064 )     (643 )
                     
    Cash flows from financing activities:                
    Repurchase of treasury stock     (126 )     —  
    Repayment of debt     (25 )     (49 )
    Cash paid related to registration of common stock shares     (148 )     —  
    Proceeds from exercise of employee stock options and ESPP     157       136  
    Net cash (used in) provided by financing activities     (142 )     87  
                     
    Effect of exchange rate changes on cash     (29 )     3  
                     
    Net decrease in cash, cash equivalents and restricted cash     (12,240 )     (650 )
    Cash, cash equivalents and restricted cash at beginning of period     92,280       25,675  
    Cash, cash equivalents and restricted cash at end of period   $ 80,040     $ 25,025  
    RECONCILIATION OF GAAP NET INCOME (LOSS) TO NON-GAAP NET INCOME (LOSS)
    (In thousands, except per share data)
    		  
                 
        Three Months Ended December 31,     Nine Months Ended December 31,  
        2024     2023     2024     2023  
    Net income (loss)   $ 2,465     $ (1,649 )   $ 4,828     $ (9,532 )
    Stock-based compensation     2,861       1,140       4,933       3,608  
    Acquisition costs     15       —       1,095       —  
    Amortization of acquisition-related intangibles     706       538       1,727       1,620  
    Change in fair value of contingent consideration     —       852       6,682       3,052  
    Non-GAAP net income (loss)   $ 6,047     $ 881     $ 19,265     $ (1,252 )
                                     
    Non-GAAP net income (loss) per share – basic   $ 0.16     $ 0.03     $ 0.52     $ (0.04 )
    Non-GAAP net income (loss) per share – diluted   $ 0.16     $ 0.03     $ 0.51     $ (0.04 )
    Weighted average shares outstanding – basic     37,661       29,092       36,766       28,728  
    Weighted average shares outstanding – diluted     38,463       29,428       37,457       28,728  
    Reconciliation of Forecast GAAP Net Loss to Non-GAAP Net Income
    (In millions, except per share data)
           
        Three Months Ending  
        March 31, 2025  
    Net loss   $ (1.0 )
    Stock-based compensation     2.8  
    Amortization of acquisition-related intangibles     0.7  
    Non-GAAP net income   $ 2.5  
    Non-GAAP net income per share   $ 0.07  
    Shares outstanding     37.9  
             

    Note: Non-GAAP net income (loss) is defined by the Company as net income (loss) before stock-based compensation; amortization of acquisition-related intangibles; acquisition costs; change in fair value of contingent consideration, other non-cash or unusual charges, and the tax effect of adjustments calculated at the relevant rate for our non-GAAP metric. The Company believes non-GAAP net income (loss) and non-GAAP net income (loss) per share assist management and investors in comparing the Company’s performance across reporting periods on a consistent basis by excluding these non-cash, non-recurring or other charges that it does not believe are indicative of its core operating performance. Actual GAAP and non-GAAP net loss for the fiscal quarter ending March 31, 2025, including the above adjustments, may differ materially from those forecasted in the table above. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position or cash flow that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. The non-GAAP measure included in this release, however, should be considered in addition to, and not as a substitute for or superior to, operating income or other measures of financial performance prepared in accordance with GAAP. A reconciliation of GAAP to non-GAAP net income (loss) is set forth in the table above.

    AMSC Contacts
    Investor Relations Contact:
    LHA Investor Relations
    Carolyn Capaccio
    (212) 838-3777
    amscIR@lhai.com

    Public Relations Contact:
    RooneyPartners
    Joe Luongo
    (914) 906-5903

    AMSC Director, Communications:
    Nicol Golez
    978-399-8344
    Nicol.Golez@amsc.com

    The MIL Network –

  • MIL-OSI: LPL Financial to present at the Bank of America Securities Financial Services Conference

    Source: GlobeNewswire (MIL-OSI)

    SAN DIEGO, Feb. 05, 2025 (GLOBE NEWSWIRE) — LPL Financial LLC today announced that Rich Steinmeier, Chief Executive Officer, will present at the Bank of America Securities Financial Services Conference on February 12.

    The presentation takes place at 11:20 a.m. ET. A live audio webcast of the presentation will be accessible at investor.lpl.com, with a replay available on the website after the presentation.

    Contacts

    Investor Relations
    investor.relations@lplfinancial.com

    Media Relations
    media.relations@lplfinancial.com

    About LPL Financial

    LPL Financial Holdings Inc. (Nasdaq: LPLA) is among the fastest growing wealth management firms in the U.S. As a leader in the financial advisor-mediated marketplace, LPL supports nearly 29,000 financial advisors and the wealth management practices of approximately 1,200 financial institutions, servicing and custodying approximately $1.7 trillion in brokerage and advisory assets on behalf of approximately 6 million Americans. The firm provides a wide range of advisor affiliation models, investment solutions, fintech tools and practice management services, ensuring that advisors and institutions have the flexibility to choose the business model, services, and technology resources they need to run thriving businesses. For further information about LPL, please visit www.lpl.com.

    Securities and Advisory services offered through LPL Financial LLC (“LPL Financial”) or its affiliate LPL Enterprise, LLC (“LPL Enterprise”), both registered investment advisors and broker-dealers. Member FINRA/SIPC. LPL Financial serves as the clearing and carrying firm for accounts LPL Enterprise introduces to it.

    LPL Financial and LPL Enterprise provide financial services only from the United States.

    Throughout this communication, the terms “financial advisors” and “advisors” are used to refer to registered representatives and/or investment advisor representatives affiliated with LPL Financial.

    We routinely disclose information that may be important to shareholders in the “Investor Relations” or “Press Releases” section of our website.

    The MIL Network –

  • MIL-OSI: Tactile Medical to Release Fourth Quarter and Fiscal Year 2024 Financial Results on February 18, 2025

    Source: GlobeNewswire (MIL-OSI)

    MINNEAPOLIS, Feb. 05, 2025 (GLOBE NEWSWIRE) — Tactile Systems Technology, Inc. (“Tactile Medical”; the “Company”) (Nasdaq: TCMD), a medical technology company providing therapies for people with chronic disorders, today announced that fourth quarter and fiscal year 2024 financial results will be released after the market closes on Tuesday, February 18, 2025.

    Management will host a conference call with a question and answer session at 5:00 p.m. Eastern Time on February 18, 2025, to discuss the results of the quarter and fiscal year. Those who would like to participate may dial 877-407-3088 (201-389-0927 for international callers) and provide access code 13751026. A live webcast of the call will also be provided on the investor relations section of the Company’s website at investors.tactilemedical.com.

    For those unable to participate, a replay of the call will be available for two weeks at 877-660-6853 (201-612-7415 for international callers); access code 13751026. The webcast will be archived at investors.tactilemedical.com.

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

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

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

    The MIL Network –

  • MIL-OSI: Remitly to Report Fourth Quarter and Full Year 2024 Financial Results on February 19, 2025

    Source: GlobeNewswire (MIL-OSI)

    SEATTLE, Feb. 05, 2025 (GLOBE NEWSWIRE) — Remitly Global, Inc. (NASDAQ: RELY) (“Remitly”), a trusted provider of digital financial services that transcend borders, today announced that it will report fourth quarter and full year 2024 financial results after the market close on Wednesday, February 19, 2025. Management will host a conference call and live webcast to present the Company’s financial results and answer questions from the financial analyst community at 2:00 p.m. Pacific Time / 5:00 p.m. Eastern Time that same evening. Conference call and webcast information can be found below.

    Remitly Fourth Quarter and Full Year 2024 Financial Results Conference Call and Webcast Information:
    When: Wednesday, February 19th, 2025
    Time: 2:00 p.m. Pacific Time / 5:00 p.m. Eastern Time

    Toll-Free Dial-in: To access the call, please use the following link: Remitly 4Q 2024 Earnings Call. After registering, an email will be sent, including dial-in details and a unique conference call access code required to join the live call. To ensure you are connected prior to the beginning of the call, the Company suggests registering a minimum of 10 minutes before the start of the call.

    Live Webcast and Replay: A live webcast and replay of the call will be accessible from the Investor Relations section of the Company’s website at https://ir.remitly.com/. For those not planning to ask a question of management, the Company recommends listening via the webcast.

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

    Investor Relations Contact:

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

    Media Contact:

    Kendall Sadler
    Director of Communications
    kendall@remitly.com
    SOURCE Remitly Global, Inc.

    The MIL Network –

  • MIL-OSI: LiveRamp Announces Results for Third Quarter FY25

    Source: GlobeNewswire (MIL-OSI)

    Revenue up 12% Year-Over-Year

    Fourth Consecutive Quarter of Double-Digit Revenue Growth

    Fiscal YTD Operating Cash Flow up 17% Year-Over-Year

    SAN FRANCISCO, Feb. 05, 2025 (GLOBE NEWSWIRE) — LiveRamp® (NYSE: RAMP), the leading data collaboration platform, today announced its financial results for the fiscal 2025 third quarter ended December 31, 2024.

    Q3 Financial Highlights1

    • Total revenue was $195 million, up 12%.
    • Subscription revenue was $146 million, up 10%.
    • Marketplace & Other revenue was $50 million, up 20%.
    • GAAP gross profit was $140 million, up 9%. GAAP gross margin compressed by two percentage points to 72%. Non-GAAP gross profit was $146 million, up 11%. Non-GAAP gross margin compressed by one percentage point to 74%.
    • GAAP operating income was $15 million, in-line with the prior year. GAAP operating margin compressed by one percentage point to 8%. Non-GAAP operating income was $45 million, up 24%. Non-GAAP operating margin expanded by two percentage points to 23%.
    • GAAP and Non-GAAP diluted earnings per share were $0.17 and $0.55, respectively.
    • Net cash provided by operating activities was $45 million, up from $17 million.
    • Third quarter share repurchases totaled approximately 368,000 shares for $10 million. Fiscal year to date through December 31, 2024 share repurchases totaled approximately 2.8 million shares for $76 million.

    A reconciliation between GAAP and non-GAAP results is provided in the schedules in this press release.

    Commenting on the results, CEO Scott Howe said, “We posted a strong quarter, with revenue and operating income exceeding our expectations, and revenue growing at a double-digit rate for the fourth consecutive quarter. Our sales momentum improved appreciably in the third quarter as our Data Collaboration Platform and clean room solution are resonating with customers. This confirms the substantial market demand for our platform that helps customers efficiently use their first-party data to deliver, measure and optimize their digital advertising.”

    GAAP and Non-GAAP Results
    The following table summarizes the Company’s financial results for the fiscal 2025 third quarter ended December 31, 2024 ($ in millions, except per share amounts):

    _________________________

    1 Unless otherwise indicated, all comparisons are to the prior year period.

           
      GAAP   Non-GAAP
      Q3 FY25 Q3 FY24   Q3 FY25 Q3 FY24
    Subscription revenue $146 $132   — —
    YoY change % 10% 5%   — —
    Marketplace & Other revenue $50 $42   — —
    YoY change % 20% 29%   — —
    Total revenue $195 $174   — —
    YoY change % 12% 10%   — —
               
    Gross profit $140 $129   $146 $131
    % Gross margin 72% 74%   74% 75%
    YoY change, pts (2 pts) 1 pt   (1 pt) (1 pt)
               
    Operating income $15 $15   $45 $36
    % Operating margin 8% 9%   23% 21%
    YoY change, pts (1 pt) 24 pts   2 pts 5 pts
               
    Net earnings $11 $14   $37 $32
    Diluted earnings per share $0.17 $0.21   $0.55 $0.47
               
    Shares to calculate diluted EPS 66.7 67.9   66.7 67.9
    YoY change % (2%) 5%   (2%) 4%
               
    Operating cash flow $45 $17   — —
    Free cash flow — —   $45 $14
               
    Totals and year-over-year changes may not reconcile due to rounding.
     

    A detailed discussion of our non-GAAP financial measures and a reconciliation between GAAP and non-GAAP results is provided in the schedules in this press release.

    Additional Business Highlights & Metrics

    • On February 25, 2025 we will host an investor day presentation in San Francisco (additional information). The event coincides with RampUp 2025, our annual customer and partner conference on February 25-27, 2025 (additional information).
    • In November 2024 we announced an expansion of the Quick Start Insights available on our Data Collaboration Platform to now offer media intelligence across a network of premium publishers. These standardized insights enable our customers to more quickly access and deploy media performance metrics — such as audience overlaps, optimal frequency, and last-touch attribution — from premium publisher and CTV data. As a result, LiveRamp customers now have a simplified way to enhance media buying and planning strategies and increase the time-to-value from clean room partnerships.
    • In January 2025 we announced in partnership with Mohegan, a leader in casino and entertainment destinations, the industry’s first casino media network. For the first time, brands can access Mohegan’s rich first-party insights to reach guests and players in addition to the ability to measure campaigns across the casino’s digital channels and on-premise experiences – such as in-app, loyalty programs, slot machines, and kiosks (additional information).
    • LiveRamp ended the quarter with 125 customers whose annualized subscription revenue exceeds $1 million, compared to 105 in the prior year period.
    • LiveRamp ended the quarter with 865 direct subscription customers, compared to 895 in the prior year period.
    • Subscription net retention was 108% and platform net retention was 111% for the quarter.
    • Annual recurring revenue (ARR), which is the last month of the quarter fixed subscription revenue annualized, was $491 million, up 10% compared to the prior year period.
    • Current remaining performance obligations (CRPO), which is contracted and committed revenue expected to be recognized over the next 12 months, was $434 million, up 13% compared to the prior year period.

    Financial Outlook

    LiveRamp’s non-GAAP operating income guidance excludes the impact of non-cash stock compensation, purchased intangible asset amortization, and restructuring and related charges.

    For the fourth quarter of fiscal 2025, LiveRamp expects to report:

    • Revenue of between $184 million and $186 million, an increase of between 7% and 8%
    • GAAP operating loss of $8 million
    • Non-GAAP operating income of $22 million

    For fiscal 2025, LiveRamp increases its guidance and expects to report:

    • Revenue of between $741 million and $743 million, an increase of between 12% and 13%
    • GAAP operating income of $10 million
    • Non-GAAP operating income of $135 million

    Conference Call

    LiveRamp will hold a conference call today at 1:30 p.m. PT (4:30 p.m. ET) to further discuss this information. Interested parties are invited to listen to a webcast of the conference, which can be accessed on LiveRamp’s investor site. A slide presentation will be referenced during the call and is available here.

    About LiveRamp

    LiveRamp is a global technology company that helps companies build enduring brand and business value by collaborating responsibly with data. A groundbreaking leader in foundational identity, LiveRamp offers a connected customer view with clarity and context while protecting brand and consumer trust. We offer flexibility to collaborate wherever data lives to support a wide range of data collaboration use cases—within organizations, between brands, and across our global network of premier partners. Global innovators, from iconic consumer brands and tech platforms to retailers, financial services, and healthcare leaders, turn to LiveRamp to deepen customer engagement and loyalty, activate new partnerships, and maximize the value of their first-party data while staying on the forefront of rapidly evolving compliance and privacy requirements. LiveRamp is based in San Francisco, California with offices worldwide. Learn more at LiveRamp.com.

    Forward-Looking Statements

    This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended (the “PSLRA”). These statements, which are not statements of historical fact, may contain estimates, assumptions, projections and/or expectations regarding the Company’s financial position, results of operations for fiscal 2025 and beyond, market position, product development, growth opportunities, economic conditions, and other similar forecasts and statements of expectation. Forward-looking statements are often identified by words or phrases such as “anticipate,” “estimate,” “plan,” “expect,” “believe,” “intend,” “foresee,” or the negative of these terms or other similar variations thereof.

    These forward-looking statements are not guarantees of future performance and are subject to a number of factors and uncertainties that could cause the Company’s actual results and experiences to differ materially from the anticipated results and expectations expressed in the forward-looking statements.

    Among the factors that may cause actual results and expectations to differ from anticipated results and expectations expressed in forward-looking statements are uncertainties related to high interest rates, cost increases, the possibility of a recession, general inflationary pressure, geo-political circumstances that could result in increased economic uncertainties and the associated impacts of these potential events on our suppliers, customers and partners; the Company’s dependence upon customer renewals, new customer additions and upsell within our subscription business; our reliance upon partners, including data suppliers; competition; rapidly changing technology’s impact on our products and services; the risk that we fail to realize the potential benefits of or have difficulty integrating acquired businesses (including Habu); and attracting, motivating and retaining talent. Additional risks include maintaining our culture and our ability to innovate and evolve while operating in a hybrid work environment, with some employees working remotely at least some of the time within a rapidly changing industry, while also avoiding disruption from reductions in our current workforce as well as disruptions resulting from acquisition, divestiture and other activities affecting our workforce. Our global workforce strategy could possibly encounter difficulty and not be as beneficial as planned. Our international operations are also subject to risks, including the performance of third parties as well as impacts from war and civil unrest, that may harm the Company’s business. The risk of a significant breach of the confidentiality of the information or the security of our or our customers’, suppliers’, or other partners’ data and/or computer systems, or the risk that our current insurance coverage may not be adequate for such a breach, that an insurer might deny coverage for a claim or that such insurance will continue to be available to us on commercially reasonable terms, or at all, could be detrimental to our business, reputation and results of operations. Other business risks include unfavorable publicity and negative public perception about our industry; interruptions or delays in service from data center or cloud hosting vendors we rely upon; and our dependence on the continued availability of third-party data hosting and transmission services. Our clients’ ability to use data on our platform could be restricted if the industry’s use of third-party cookies and tracking technology declines due to technology platform changes, regulation or increased user controls. Continued changes in the judicial, legislative, regulatory, accounting, cultural and consumer environments affecting our business, including but not limited to litigation, investigations, legislation, regulations and customs at the state, federal and international levels relating to information collection and use represents a risk, as well as changes in tax laws and regulations that are applied to our customers which could cause enterprise software budget tightening. In addition, third parties may claim that we are infringing their intellectual property or may infringe our intellectual property which could result in competitive injury and / or the incurrence of significant costs and draining of our resources.

    For a discussion of these and other risks and uncertainties that could affect LiveRamp’s business, reputation, results of operation, financial condition and stock price, please refer to LiveRamp’s filings with the U.S. Securities and Exchange Commission, including the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of LiveRamp’s most recently filed Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and subsequent filings.

    The financial information set forth in this press release reflects estimates based on information available at this time.

    LiveRamp assumes no obligation and does not currently intend to update these forward-looking statements.

    To automatically receive LiveRamp financial news by email, please visit www.LiveRamp.com and subscribe to email alerts.

    For more information, contact:

    LiveRamp Investor Relations
    Investor.Relations@LiveRamp.com

    LiveRamp® and RampID™ and all other LiveRamp marks contained herein are trademarks or service marks of LiveRamp, Inc. All other marks are the property of their respective owners.

    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Unaudited)
    (Dollars in thousands, except per share amounts)
                 
      For the three months ended December 31,
              $ %
      2024   2023   Variance Variance
                 
    Revenues 195,412   173,869   21,543   12.4 %
    Cost of revenue 54,998   44,934   10,064   22.4 %
    Gross profit 140,414   128,935   11,479   8.9 %
    % Gross margin 71.9%   74.2%      
                 
    Operating expenses            
    Research and development 42,735   37,788   4,947   13.1 %
    Sales and marketing 50,863   46,203   4,660   10.1 %
    General and administrative 31,994   27,241   4,753   17.4 %
    Gains, losses and other items, net 149   2,502   (2,353 ) (94.0 )%
    Total operating expenses 125,741   113,734   12,007   10.6 %
                 
    Income from operations 14,673   15,201   (528 ) (3.5 )%
    % Margin 7.5%   8.7%      
                 
    Total other income, net 4,033   6,607   (2,574 ) (39.0 )%
                 
    Income from continuing operations before income taxes 18,706   21,808   (3,102 ) (14.2 )%
    Income tax expense 9,184   8,429   755   9.0 %
    Net earnings from continuing operations 9,522   13,379   (3,857 ) (28.8 )%
                 
    Earnings from discontinued operations, net of tax 1,688   598   1,090   182.3 %
                 
    Net earnings 11,210   13,977   (2,767 ) (19.8 )%
                 
    Basic earnings per share:            
    Continuing operations 0.15   0.20   (0.06 ) (28.5 )%
    Discontinued operations 0.03   0.01   0.02   183.6 %
    Basic earnings per share 0.17   0.21   (0.04 ) (19.4 )%
                 
    Diluted earnings per share:            
    Continuing operations 0.14   0.20   (0.05 ) (27.5 )%
    Discontinued operations 0.03   0.01   0.02   187.4 %
    Diluted earnings per share 0.17   0.21   (0.04 ) (18.4 )%
                 
    Basic weighted average shares 65,631   65,961      
    Diluted weighted average shares 66,743   67,943      
                 
                 
    Some totals may not sum due to rounding.            
                 
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Unaudited)
    (Dollars in thousands, except per share amounts)
                 
      For the nine months ended December 31,
              $ %
      2024    2023    Variance Variance
                 
    Revenues 556,856   487,809   69,047   14.2 %
    Cost of revenue 157,981   131,767   26,214   19.9 %
    Gross profit 398,875   356,042   42,833   12.0 %
    % Gross margin 71.6 %   73.0 %      
                 
    Operating expenses            
    Research and development 130,742   106,040   24,702   23.3 %
    Sales and marketing 156,145   135,217   20,928   15.5 %
    General and administrative 94,324   79,914   14,410   18.0 %
    Gains, losses and other items, net 752   9,192   (8,440 ) (91.8 )%
    Total operating expenses 381,963   330,363   51,600   15.6 %
                 
    Income from operations 16,912   25,679   (8,767 ) (34.1 )%
    % Margin 3.0 %   5.3 %      
                 
    Total other income, net 12,674   17,887   (5,213 ) (29.1 )%
                 
    Income from continuing operations before income taxes 29,586   43,566   (13,980 ) (32.1 )%
    Income tax expense 25,821   27,297   (1,476 ) (5.4 )%
    Net earnings from continuing operations 3,765   16,269   (12,504 ) (76.9 )%
                 
    Earnings from discontinued operations, net of tax 1,688   985   703   71.4 %
                 
    Net earnings 5,453   17,254   (11,801 ) (68.4 )%
                 
    Basic earnings per share:            
    Continuing operations 0.06   0.25   (0.19 ) (76.8 )%
    Discontinued operations 0.03   0.01   0.01   71.5 %
    Basic earnings per share 0.08   0.26   (0.18 ) (68.4 )%
                 
    Diluted earnings per share:            
    Continuing operations 0.06   0.24   (0.18 ) (76.8 )%
    Discontinued operations 0.03   0.01   0.01   71.9 %
    Diluted earnings per share 0.08   0.25   (0.17 ) (68.3 )%
                 
    Basic weighted average shares 66,182   66,247      
    Diluted weighted average shares 67,505   67,733      
                 
                 
    Some totals may not sum due to rounding.            
                 
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP EPS (1)
    (Unaudited)
    (Dollars in thousands, except per share amounts)
                   
      For the three months ended
    December 31,    		   For the nine months ended
    December 31,
      2024   2023   2024   2023
                   
    Income from continuing operations before income taxes 18,706   21,808   29,586   43,566
    Income tax expense 9,184   8,429   25,821   27,297
    Net earnings from continuing operations 9,522   13,379   3,765   16,269
    Earnings from discontinued operations, net of tax 1,688   598   1,688   985
    Net earnings 11,210   13,977   5,453   17,254
                   
    Basic earnings per share 0.17   0.21   0.08   0.26
    Diluted earnings per share 0.17   0.21   0.08   0.25
                   
    Excluded items:              
    Purchased intangible asset amortization (cost of revenue) 3,686   1,181   11,280   5,688
    Non-cash stock compensation (cost of revenue and operating expenses) 26,760   17,497   83,813   46,524
    Restructuring and merger charges (gains, losses, and other) 149   2,502   752   9,192
    Transformation costs (general and administrative) —   —   —   1,875
    Total excluded items from continuing operations 30,595   21,180   95,845   63,279
                   
    Income from continuing operations before income taxes and excluding items 49,301   42,988   125,431   106,845
    Income tax expense (2) 12,421   10,732   30,537   25,935
    Non-GAAP net earnings from continuing operations 36,880   32,256   94,894   80,910
                   
    Non-GAAP earnings per share from continuing operations              
    Basic 0.56   0.49   1.43   1.22
    Diluted 0.55   0.47   1.41   1.19
                   
    Basic weighted average shares 65,631   65,961   66,182   66,247
    Diluted weighted average shares 66,743   67,943   67,505   67,733
                   
                   
    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.
                   
    (2) Non-GAAP income taxes were calculated by applying the estimated annual effective tax rate to year-to-date pretax income or loss and adjusting for discrete tax items in the period. The differences between our GAAP and non-GAAP effective tax rates were primarily due to the net tax effects of the excluded items, coupled with the valuation allowance and smaller pre-tax income for GAAP purposes.
                   
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP INCOME FROM OPERATIONS (1)
    (Unaudited)
    (Dollars in thousands)
                   
      For the three months ended
    December 31,    		   For the nine months ended
    December 31,
      2024   2023   2024   2023
                   
    Income from operations 14,673   15,201   16,912   25,679
                   
    Excluded items:              
    Purchased intangible asset amortization (cost of revenue) 3,686   1,181   11,280   5,688
    Non-cash stock compensation (cost of revenue and operating expenses) 26,760   17,497   83,813   46,524
    Restructuring and merger charges (gains, losses, and other) 149   2,502   752   9,192
    Transformation costs (general and administrative) –   –   –   1,875
    Total excluded items 30,595   21,180   95,845   63,279
                   
    Income from operations before excluded items 45,268   36,381   112,757   88,958
                   
                   
    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.
                   
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF ADJUSTED EBITDA (1)
    (Unaudited)
    (Dollars in thousands)
                   
      For the three months ended
    December 31,    		   For the nine months ended
    December 31,
      2024   2023   2024   2023
                   
    Net earnings from continuing operations 9,522   13,379   3,765   16,269
    Income tax expense 9,184   8,429   25,821   27,297
    Total other income, net (4,033)   (6,607)   (12,674)   (17,887)
                   
    Income from operations 14,673   15,201   16,912   25,679
    Depreciation and amortization 4,400   1,782   13,404   7,685
                   
    EBITDA 19,073   16,983   30,316   33,364
                   
    Other adjustments:              
    Non-cash stock compensation (cost of revenue and operating expenses) 26,760   17,497   83,813   46,524
    Restructuring and merger charges (gains, losses, and other) 149   2,502   752   9,192
    Transformation costs (general and administrative) –   –   –   1,875
                   
    Other adjustments 26,909   19,999   84,565   57,591
                   
    Adjusted EBITDA 45,982   36,982   114,881   90,955
                   
                   
    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.
                   
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (Dollars in thousands)
                 
      December 31   March 31   $ %
      2024   2024   Variance Variance
    Assets            
    Current assets:            
    Cash and cash equivalents 376,772   336,867   39,905 11.8 %
    Restricted cash 593   2,604   (2,011) (77.2 )%
    Short-term investments 7,500   32,045   (24,545) (76.6 )%
    Trade accounts receivable, net 210,565   190,313   20,252 10.6 %
    Refundable income taxes, net 6,630   8,521   (1,891) (22.2 )%
    Other current assets 41,747   31,682   10,065 31.8 %
    Total current assets 643,807   602,032   41,775 6.9 %
                 
    Property and equipment 24,099   25,394   (1,295) (5.1 )%
    Less – accumulated depreciation and amortization 17,440   17,213   227 1.3 %
    Property and equipment, net 6,659   8,181   (1,522) (18.6 )%
                 
    Intangible assets, net 23,302   34,583   (11,281) (32.6 )%
    Goodwill 501,559   501,756   (197) (0.0 )%
    Deferred commissions, net 44,497   48,143   (3,646) (7.6 )%
    Other assets, net 33,389   36,748   (3,359) (9.1 )%
      1,253,213   1,231,443   21,770 1.8 %
                 
    Liabilities and Stockholders’ Equity            
    Current liabilities:            
    Trade accounts payable 105,334   81,202   24,132 29.7 %
    Accrued payroll and related expenses 35,639   61,575   (25,936) (42.1 )%
    Other accrued expenses 45,856   42,857   2,999 7.0 %
    Deferred revenue 44,795   30,942   13,853 44.8 %
    Total current liabilities 231,624   216,576   15,048 6.9 %
                 
    Other liabilities 63,882   65,732   (1,850) (2.8 )%
                 
    Stockholders’ equity:            
    Preferred stock –   –   – n/a  
    Common stock 15,853   15,594   259 1.7 %
    Additional paid-in capital 2,022,227   1,933,776   88,451 4.6 %
    Retained earnings 1,319,625   1,314,172   5,453 0.4 %
    Accumulated other comprehensive income 3,493   3,964   (471) (11.9 )%
    Treasury stock, at cost (2,403,491)   (2,318,371)   (85,120) 3.7 %
    Total stockholders’ equity 957,707   949,135   8,572 0.9 %
      1,253,213   1,231,443   21,770 1.8 %
                 
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (Unaudited)
    (Dollars in thousands)
      For the three months ended December 31,
      2024   2023
    Cash flows from operating activities:      
    Net earnings 11,210   13,977
    Earnings from discontinued operations, net of tax (1,688)   (598)
    Non-cash operating activities:      
    Depreciation and amortization 4,400   1,782
    Loss on disposal or impairment of assets 99   911
    Provision for doubtful accounts (97)   544
    Deferred income taxes 11   (47)
    Non-cash stock compensation expense 26,760   17,497
    Changes in operating assets and liabilities:      
    Accounts receivable, net (19,013)   (24,778)
    Deferred commissions (1,042)   (4,235)
    Other assets (6,596)   (4,831)
    Accounts payable and other liabilities 23,829   21,639
    Income taxes (1,617)   (14,139)
    Deferred revenue 8,861   8,834
    Net cash provided by operating activities 45,117   16,556
    Cash flows from investing activities:      
    Capital expenditures (282)   (2,211)
    Cash paid in acquisitions, net of cash received (1,951)   —
    Proceeds from sales of investments 1,994   —
    Purchases of strategic investments (1,000)   —
    Net cash used in investing activities (1,239)   (2,211)
    Cash flows from financing activities:      
    Proceeds related to the issuance of common stock under stock and employee benefit plans 2,304   1,646
    Shares repurchased for tax withholdings upon vesting of stock-based awards (1,565)   (547)
    Acquisition of treasury stock (10,098)   (10,000)
    Net cash used in financing activities (9,359)   (8,901)
    Cash flows from discontinued operations:      
    From operating activities 2,486   598
    Effect of exchange rate changes on cash (1,217)   735
           
    Net change in cash, cash equivalents and restricted cash 35,788   6,777
    Cash, cash equivalents and restricted cash at beginning of period 341,577   492,169
    Cash, cash equivalents and restricted cash at end of period 377,365   498,946
           
    Supplemental cash flow information:      
    Cash paid for income taxes, net from continuing operations 10,990   22,699
    Cash received for income taxes, net from discontinued operations (2,486)   (912)
    Cash paid for operating lease liabilities 2,495   2,551
           
    Non-cash investing and financing activities:      
    Operating lease assets obtained in exchange for operating lease liabilities 1,284   —
    Purchases of property, plant and equipment remaining unpaid at period end 85   1,218
    Excise tax payable on net stock repurchases 64   —
           
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (Unaudited)
    (Dollars in thousands)
      For the nine months ended
    December 31,
      2024   2023
    Cash flows from operating activities:      
    Net earnings 5,453   17,254
    Earnings from discontinued operations, net of tax (1,688)   (985)
    Non-cash operating activities:      
    Depreciation and amortization 13,404   7,685
    Loss on disposal or impairment of assets 119   1,213
    Lease-related impairment and restructuring charges (36)   2,315
    Provision for doubtful accounts 1,148   307
    Impairment of goodwill —   2,875
    Deferred income taxes 49   40
    Non-cash stock compensation expense 83,813   46,524
    Changes in operating assets and liabilities:      
    Accounts receivable, net (21,640)   (41,036)
    Deferred commissions 3,645   (7,142)
    Other assets (2,598)   912
    Accounts payable and other liabilities (8,165)   8,754
    Income taxes 3,953   29,560
    Deferred revenue 13,928   9,737
    Net cash provided by operating activities 91,385   78,013
    Cash flows from investing activities:      
    Capital expenditures (749)   (2,464)
    Cash paid in acquisitions, net of cash received (1,951)   —
    Purchases of investments (1,967)   (24,385)
    Proceeds from sales of investments 26,989   25,750
    Purchases of strategic investments (1,400)   (1,000)
    Net cash provided by (used in) investing activities 20,922   (2,099)
    Cash flows from financing activities:      
    Proceeds related to the issuance of common stock under stock and employee benefit plans 8,631   7,221
    Shares repurchased for tax withholdings upon vesting of stock-based awards (9,305)   (5,116)
    Acquisition of treasury stock (75,751)   (45,325)
    Net cash used in financing activities (76,425)   (43,220)
    Cash flows from discontinued operations:      
    From operating activities 2,486   985
    Effect of exchange rate changes on cash (474)   819
           
    Net change in cash, cash equivalents and restricted cash 37,894   34,498
    Cash, cash equivalents and restricted cash at beginning of period 339,471   464,448
    Cash, cash equivalents and restricted cash at end of period 377,365   498,946
           
    Supplemental cash flow information:      
    Cash paid (received) for income taxes, net from continuing operations 21,990   (2,440)
    Cash received for income taxes, net from discontinued operations (2,486)   (1,507)
    Cash received for tenant improvement allowances (1,758)   —
    Cash paid for operating lease liabilities 7,372   7,699
           
    Non-cash investing and financing activities:      
    Operating lease assets obtained in exchange for operating lease liabilities 2,327   11,677
    Operating lease assets, and related lease liabilities, relinquished in lease terminations (555)   (4,486)
    Purchases of property, plant and equipment remaining unpaid at period end 85   1,218
    Excise tax payable on net stock repurchases 64   —
           
    LIVERAMP HOLDINGS, INC AND SUBSIDIARIES
    CALCULATION OF FREE CASH FLOW (1)
    (Unaudited)
    (Dollars in thousands)
                           
                           
        6/30/2023 9/30/2023 12/31/2023 3/31/2024 FY2024   6/30/2024 9/30/2024 12/31/2024 FY2025
                           
    Net cash provided by (used in) operating activities $ 25,693   $ 35,764   $ 16,556   $ 27,643   $ 105,656     $ (9,328 ) $ 55,596   $ 45,117   $ 91,385  
                           
    Less:                    
      Capital expenditures   (53 )   (200 )   (2,211 )   (1,791 )   (4,255 )     (226 )   (241 )   (282 )   (749 )
                           
    Free Cash Flow $ 25,640   $ 35,564   $ 14,345   $ 25,852   $ 101,401     $ (9,554 ) $ 55,355   $ 44,835   $ 90,636  
                           
                           
    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.
                           
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF OPERATIONS
    (Unaudited)
    (Dollars in thousands, except per share amounts)
                            Qtr-to-Qtr
      FY2024   FY2025   FY2025 to FY2024
      6/30/2023 9/30/2023 12/31/2023 3/31/2024 FY2024   6/30/2024 9/30/2024 12/31/2024 FY2025   % $
                               
    Revenues   154,069     159,871     173,869     171,852     659,661       175,961     185,483     195,412     556,856     12.4%   21,543  
    Cost of revenue   45,621     41,212     44,934     47,722     179,489       51,749     51,234     54,998     157,981     22.4%   10,064  
    Gross profit   108,448     118,659     128,935     124,130     480,172       124,212     134,249     140,414     398,875     8.9%   11,479  
    % Gross margin   70.4 %     74.2 %     74.2 %     72.2 %     72.8 %       70.6 %     72.4 %     71.9 %     71.6 %        
                               
    Operating expenses                          
    Research and development   34,519     33,733     37,788     45,161     151,201       44,118     43,889     42,735     130,742     13.1%   4,947  
    Sales and marketing   44,879     44,135     46,203     60,476     195,693       54,175     51,107     50,863     156,145     10.1%   4,660  
    General and administrative   26,664     26,009     27,241     30,252     110,166       30,961     31,369     31,994     94,324     17.4%   4,753  
    Gains, losses and other items, net   116     6,574     2,502     2,516     11,708       206     397     149     752     (94.0)%   (2,353)  
    Total operating expenses   106,178     110,451     113,734     138,405     468,768       129,460     126,762     125,741     381,963     10.6%   12,007  
                               
    Income (loss) from operations   2,270     8,208     15,201     (14,275)     11,404       (5,248)     7,487     14,673     16,912     (3.5)%   (528)  
    % Margin   5.0 %     24.3 %     40.2 %     (31.6)%     1.7 %       (3.0)%     4.0 %     7.5 %     3.0 %        
                               
    Total other income, net   4,849     6,431     6,607     5,070     22,957       4,444     4,197     4,033     12,674     (39.0)%   (2,574)  
                               
    Income (loss) from continuing operations before income taxes   7,119     14,639     21,808     (9,205)     34,361       (804)     11,684     18,706     29,586     (14.2)%   (3,102)  
    Income tax expense (benefit)   8,705     10,163     8,429     (3,027)     24,270       6,685     9,952     9,184     25,821     9.0%   755  
    Net earnings (loss) from continuing operations   (1,586)     4,476     13,379     (6,178)     10,091       (7,489)     1,732     9,522     3,765     (28.8)%   (3,857)  
                               
    Earnings from discontinued operations, net of tax   –     387     598     805     1,790       –     –     1,688     1,688     182.3%   1,090  
                               
    Net earnings (loss) $ (1,586)   $ 4,863   $ 13,977   $ (5,373)   $ 11,881     $ (7,489)   $ 1,732   $ 11,210   $ 5,453     (19.8)%   (2,767)  
                               
    Basic earnings (loss) per share:                          
    Continuing Operations   (0.02)     0.07     0.20     (0.09)     0.15       (0.11)     0.03     0.15     0.06     (28.5)%   (0.06)  
    Discontinued Operations   0.00     0.01     0.01     0.01     0.03       0.00     0.00     0.03     0.03     183.7%   0.02  
    Basic earnings (loss) per share   (0.02)     0.07     0.21     (0.08)     0.18       (0.11)     0.03     0.17     0.08     (19.4)%   (0.04)  
                               
    Diluted earnings (loss) per share:                          
    Continuing Operations   (0.02)     0.07     0.20     (0.09)     0.15       (0.11)     0.03     0.14     0.06     (27.5)%   (0.05)  
    Discontinued Operations   0.00     0.01     0.01     0.01     0.03       0.00     0.00     0.03     0.03     187.3%   0.02  
    Diluted earnings (loss) per share   (0.02)     0.07     0.21     (0.08)     0.17       (0.11)     0.03     0.17     0.08     (18.4)%   (0.04)  
                               
                               
    Basic weighted average shares   66,497     66,284     65,961     66,323     66,266       66,621     66,294     65,631     66,182        
    Diluted weighted average shares   66,497     67,868     67,943     66,323     67,918       66,621     67,309     66,743     67,505        
                               
    Some earnings (loss) per share amounts may not add due to rounding.                
                               
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP EXPENSES (1)
    (Unaudited)
    (Dollars in thousands)
      FY2024   FY2025
      6/30/2023 9/30/2023 12/31/2023 3/31/2024 FY2024   6/30/2024 9/30/2024 12/31/2024 FY2025
    Expenses:                    
    Cost of revenue 45,621   41,212   44,934   47,722   179,489     51,749   51,234   54,998   157,981  
    Research and development 34,519   33,733   37,788   45,161   151,201     44,118   43,889   42,735   130,742  
    Sales and marketing 44,879   44,135   46,203   60,476   195,693     54,175   51,107   50,863   156,145  
    General and administrative 26,664   26,009   27,241   30,252   110,166     30,961   31,369   31,994   94,324  
    Gains, losses and other items, net 116   6,574   2,502   2,516   11,708     206   397   149   752  
                         
    Gross profit, continuing operations: 108,448   118,659   128,935   124,130   480,172     124,212   134,249   140,414   398,875  
    % Gross margin 70.4%   74.2%   74.2%   72.2%   72.8%     70.6%   72.4%   71.9%   71.6%  
                         
    Excluded items:                    
    Purchased intangible asset amortization (cost of revenue) 3,290   1,217   1,181   3,097   8,785     3,846   3,748   3,686   11,280  
    Non-cash stock compensation (cost of revenue) 629   629   817   1,478   3,553     1,596   1,499   1,455   4,550  
    Non-cash stock compensation (research and development) 5,077   5,293   6,960   9,859   27,189     10,205   10,920   10,085   31,210  
    Non-cash stock compensation (sales and marketing) 3,736   4,786   4,089   6,337   18,948     7,093   7,383   7,278   21,754  
    Non-cash stock compensation (general and administrative) 3,850   5,027   5,631   7,106   21,614     9,091   9,266   7,942   26,299  
    Restructuring charges (gains, losses, and other) 116   6,574   2,502   2,516   11,708     206   397   149   752  
    Transformation costs (general and administrative) 1,875   —   —   —   1,875     —     —   —  
    Total excluded items 18,573   23,526   21,180   30,393   93,672     32,037   33,213   30,595   95,845  
                         
    Expenses, excluding items:                    
    Cost of revenue 41,702   39,366   42,936   43,147   167,151     46,307   45,987   49,857   142,151  
    Research and development 29,442   28,440   30,828   35,302   124,012     33,913   32,969   32,650   99,532  
    Sales and marketing 41,143   39,349   42,114   54,139   176,745     47,082   43,724   43,585   134,391  
    General and administrative 20,939   20,982   21,610   23,146   86,677     21,870   22,103   24,052   68,025  
                         
    Gross profit, excluding items: 112,367   120,505   130,933   128,705   492,510     129,654   139,496   145,555   414,705  
    % Gross margin 72.9%   75.4%   75.3%   74.9%   74.7%     73.7%   75.2%   74.5%   74.5%  
                         
    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.
                         
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP EPS (1)
    (Unaudited)
    (Dollars in thousands, except per share amounts)
      FY2024   FY2025
      6/30/2023 9/30/2023 12/31/2023 3/31/2024 FY2024   6/30/2024 9/30/2024 12/31/2024 FY2025
                         
    Income (loss) from continuing operations before income taxes 7,119 14,639 21,808 (9,205) 34,361   (804) 11,684 18,706 29,586
    Income tax expense (benefit) 8,705 10,163 8,429 (3,027) 24,270   6,685 9,952 9,184 25,821
    Net earnings (loss) from continuing operations (1,586) 4,476 13,379 (6,178) 10,091   (7,489) 1,732 9,522 3,765
                         
    Earnings from discontinued operations, net of tax – 387 598 805 1,790   – – 1,688 1,688
                         
    Net earnings (loss) (1,586) 4,863 13,977 (5,373) 11,881   (7,489) 1,732 11,210 5,453
                         
    Earnings (loss) per share:                    
    Basic (0.02) 0.07 0.21 (0.08) 0.18   (0.11) 0.03 0.17 0.08
    Diluted (0.02) 0.07 0.21 (0.08) 0.17   (0.11) 0.03 0.17 0.08
                         
    Excluded items:                    
    Purchased intangible asset amortization (cost of revenue) 3,290 1,217 1,181 3,097 8,785   3,846 3,748 3,686 11,280
    Non-cash stock compensation (cost of revenue and operating expenses) 13,292 15,735 17,497 24,780 71,304   27,985 29,068 26,760 83,813
    Restructuring and merger charges (gains, losses, and other) 116 6,574 2,502 2,516 11,708   206 397 149 752
    Transformation costs (general and administrative) 1,875 – – – 1,875   – – – –
    Total excluded items from continuing operations 18,573 23,526 21,180 30,393 93,672   32,037 33,213 30,595 95,845
                         
    Income from continuing operations before income taxes and excluding items 25,692 38,165 42,988 21,188 128,033   31,233 44,897 49,301 125,431
    Income tax expense (2) 6,167 9,036 10,732 3,947 29,882   7,371 10,745 12,421 30,537
    Non-GAAP net earnings from continuing operations 19,525 29,129 32,256 17,241 98,151   23,862 34,152 36,880 94,894
                         
    Non-GAAP earnings per share from continuing operations                    
    Basic 0.29 0.44 0.49 0.26 1.48   0.36 0.52 0.56 1.43
    Diluted 0.29 0.43 0.47 0.25 1.45   0.35 0.51 0.55 1.41
                         
    Basic weighted average shares 66,497 66,284 65,961 66,323 66,266   66,621 66,294 65,631 66,182
    Diluted weighted average shares 67,388 67,868 67,943 68,471 67,918   68,463 67,309 66,743 67,505
                         
                         
    Some totals may not add due to rounding                    
                         
    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.
                         
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP OPERATING INCOME GUIDANCE (1)
    (Unaudited)
    (Dollars in thousands)
      For the   For the
      quarter ending   year ending
      March 31, 2025   March 31, 2025
           
           
           
    GAAP income (loss) from operations $ (8,000)   $ 10,000
           
    Excluded items:      
    Purchased intangible asset amortization   3,000     14,000
    Non-cash stock compensation   26,000     110,000
    Restructuring costs   1,000     1,000
    Total excluded items   30,000     125,000
           
    Non-GAAP income from operations $ 22,000   $ 135,000
           
           
    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.
           
    APPENDIX A
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    Q3 FISCAL 2025 FINANCIAL RESULTS
    EXPLANATION OF NON-GAAP MEASURES AND OTHER KEY METRICS
     
    To supplement our financial results, we use non-GAAP measures which exclude certain acquisition related expenses, non-cash stock compensation and restructuring charges. We believe these measures are helpful in understanding our past performance and our future results. Our non-GAAP financial measures and schedules are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated GAAP financial statements. Our management regularly uses these non-GAAP financial measures internally to understand, manage and evaluate our business and to make operating decisions. These measures are among the primary factors management uses in planning for and forecasting future periods. Compensation of our executives is also based in part on the performance of our business based on these non-GAAP measures.
     
    Our non-GAAP financial measures, including non-GAAP earnings (loss) per share, non-GAAP income (loss) from operations and adjusted EBITDA reflect adjustments based on the following items, as well as the related income tax effects when applicable:
     
    Purchased intangible asset amortization: We incur amortization of purchased intangibles in connection with our acquisitions. Purchased intangibles include (i) developed technology, (ii) customer and publisher relationships, and (iii) trade names. We expect to amortize for accounting purposes the fair value of the purchased intangibles based on the pattern in which the economic benefits of the intangible assets will be consumed as revenue is generated. Although the intangible assets generate revenue for us, we exclude this item because this expense is non-cash in nature and because we believe the non-GAAP financial measures excluding this item provide meaningful supplemental information regarding our operational performance.
     
    Non-cash stock compensation: Non-cash stock compensation consists of charges for associate restricted stock units, performance shares and stock options in accordance with current GAAP related to stock-based compensation including expense associated with stock-based compensation related to unvested options assumed in connection with our acquisitions. As we apply stock-based compensation standards, we believe that it is useful to investors to understand the impact of the application of these standards to our operational performance. Although stock-based compensation expense is calculated in accordance with current GAAP and constitutes an ongoing and recurring expense, such expense is excluded from non-GAAP results because it is not an expense that typically requires or will require cash settlement by us and because such expense is not used by us to assess the core profitability of our business operations.
     
    Restructuring charges: During the past several years, we have initiated certain restructuring activities in order to align our costs in connection with both our operating plans and our business strategies based on then-current economic conditions. As a result, we recognized costs related to termination benefits for employees whose positions were eliminated, lease and other contract termination charges, and asset impairments. These items, as well as third party expenses associated with business acquisitions in the current year, reported as gains, losses, and other items, net, are excluded from non-GAAP results because such amounts are not used by us to assess the core profitability of our business operations.
     
    Transformation costs: In previous years, we incurred significant expenses to separate the financial statements of our operating segments, with particular focus on segment-level balance sheets, and to evaluate portfolio priorities. Our criteria for excluding transformation expenses from our non-GAAP measures is as follows: 1) projects are discrete in nature; 2) excluded expenses consist only of third-party consulting fees that we would not incur otherwise; and 3) we do not exclude employee related expenses or other costs associated with the ongoing operations of our business. We substantially completed those projects during the third quarter of fiscal year 2018. Beginning in the fourth quarter of fiscal 2018, and through most of fiscal 2019, we incurred transaction support expenses and system separation costs related to the Company’s announced evaluation of strategic options for its Marketing Solutions (AMS) business. In the first and second quarters of fiscal 2021 in response to the potential COVID-19 pandemic impact on our business and again during fiscal 2023 in response to macroeconomic conditions, we incurred significant costs associated with the assessment of strategic and operating plans, including our long-term location strategy, and assistance in implementing the restructuring activities as a result of this assessment.  Our criteria for excluding these costs are the same. We believe excluding these items from our non-GAAP financial measures is useful for investors and provides meaningful supplemental information.
     
    Our non-GAAP financial schedules are:
     
    Non-GAAP EPS, Non-GAAP Income from Operations, and Non-GAAP expenses: Our Non-GAAP earnings per share, Non-GAAP income from operations, and Non-GAAP expenses reflect adjustments as described above, as well as the related tax effects where applicable.
     
    Adjusted EBITDA: Adjusted EBITDA is defined as net income from continuing operations before income taxes, other expenses, depreciation and amortization, and including adjustments as described above. We use Adjusted EBITDA to measure our performance from period to period both at the consolidated level as well as within our operating segments and to compare our results to those of our competitors. We believe that the inclusion of Adjusted EBITDA provides useful supplementary information to and facilitates analysis by investors in evaluating the Company’s performance and trends. The presentation of Adjusted EBITDA is not meant to be considered in isolation or as an alternative to net earnings as an indicator of our performance.
     
    Free Cash Flow: To supplement our statement of cash flows, we use a non-GAAP measure of cash flow to analyze cash flows generated from operations. Free cash flow is defined as operating cash flow less capital expenditures. Management believes that this measure of cash flow is meaningful since it represents the amount of money available from continuing operations for the Company’s discretionary spending. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to cash flows from operating activities as a measure of liquidity.
     

    PDF Available: http://ml.globenewswire.com/Resource/Download/cfac844b-6484-4164-92b1-a991aa0edb1a

    The MIL Network –

  • MIL-OSI: Tenable Announces Fourth Quarter and Full Year 2024 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    • Fourth quarter revenue of $235.7 million, up 11% year-over-year; full year revenue of $900.0 million, up 13% year-over-year.
    • Fourth quarter calculated current billings of $302.2 million, up 11% year-over-year; full year calculated current billings of $969.5 million, up 11% year-over-year.
    • Full year net cash provided by operating activities of $217.5 million; full year unlevered free cash flow of $237.8 million.

    COLUMBIA, Md., Feb. 05, 2025 (GLOBE NEWSWIRE) — Tenable Holdings, Inc. (“Tenable”) (Nasdaq: TENB), the exposure management company, today announced financial results for the quarter and year ended December 31, 2024.

    “We are very pleased with the results for the quarter as we delivered better-than-expected CCB, revenue, operating income, EPS and unlevered free cash flow,” said Steve Vintz, Co-CEO and CFO of Tenable. “Our outperformance was driven by strong traction in cloud and Tenable One as customers look to secure cloud and get a holistic view of their environment.”

    “We continue to drive incredible value for our customers resulting in a strong quarter for six-figure additions, many of which were Tenable One deals,” said Mark Thurmond, Co-CEO and COO of Tenable. “We are winning marquee, large deals with our exposure management products and are laser focused on continuing to deliver on our customer-driven roadmap.”

    Fourth Quarter 2024 Financial Highlights

    • Revenue was $235.7 million, an 11% increase year-over-year.
    • Calculated current billings was $302.2 million, an 11% increase year-over-year.
    • GAAP income from operations was $13.0 million, compared to a loss of $14.3 million in the fourth quarter of 2023.
    • Non-GAAP income from operations was $59.4 million, compared to $36.1 million in the fourth quarter of 2023.
    • GAAP net income was $1.9 million, compared to a loss of $21.6 million in the fourth quarter of 2023.
    • GAAP diluted earnings per share was $0.02, compared to a loss per share of $0.19 in the fourth quarter of 2023.
    • Non-GAAP net income was $50.7 million, compared to $30.2 million in the fourth quarter of 2023.
    • Non-GAAP diluted earnings per share was $0.41, compared to $0.25 in the fourth quarter of 2023.
    • Net cash provided by operating activities was $81.1 million, compared to $38.5 million in the fourth quarter of 2023.
    • Unlevered free cash flow was $85.7 million, compared to $43.3 million in the fourth quarter of 2023.
    • Repurchased 1.2 million shares of our common stock for $50.0 million.

    Full Year 2024 Financial Highlights

    • Revenue was $900.0 million, a 13% increase year-over-year.
    • Calculated current billings was $969.5 million, an 11% increase year-over-year.
    • GAAP loss from operations was $6.9 million, compared to $52.2 million in 2023.
    • Non-GAAP income from operations was $184.1 million, compared to $121.0 million in 2023.
    • GAAP net loss was $36.3 million, compared to $78.3 million in 2023.
    • GAAP net loss per share was $0.31, compared to $0.68 in 2023.
    • Non-GAAP net income was $158.6 million, compared to $97.2 million in 2023.
    • Non-GAAP diluted earnings per share was $1.29, compared to $0.80 in 2023.
    • Cash and cash equivalents and short-term investments were $577.2 million at December 31, 2024, compared to $474.0 million at December 31, 2023.
    • Net cash provided by operating activities was $217.5 million, compared to $149.9 million in 2023.
    • Unlevered free cash flow was $237.8 million, compared to $175.4 million in 2023.
    • Repurchased 2.3 million shares of our common stock for $100.0 million.

    Recent Business Highlights

    • Added 485 new enterprise platform customers and 135 net new six-figure customers.
    • Announced our intent to acquire exposure management company Vulcan Cyber Ltd., whose capabilities will augment our industry-leading Exposure Management platform, adding enhanced visibility, extended third-party data flows, superior risk prioritization, and optimized remediation.
    • Launched Tenable Patch Management, an autonomous patch management solution built to quickly and effectively close vulnerability exposures.
    • Integrated Tenable Vulnerability Intelligence into Tenable Security Center and enhanced the solution’s risk prioritization and web application scanning features to streamline vulnerability analysis and response.
    • Published the 2024 Tenable Cloud Risk Report examining the critical risks at play in modern cloud environments. The report reflects findings by the Tenable Cloud Research team based on telemetry from millions of cloud resources across multiple public cloud repositories.

    Financial Outlook

    Our financial outlook excludes the impact of the potential acquisition of Vulcan Cyber, which we expect to close shortly.

    For the first quarter of 2025, we currently expect:

    • Revenue in the range of $232.0 million to $234.0 million.
    • Non-GAAP income from operations in the range of $42.0 million to $44.0 million.
    • Non-GAAP net income in the range of $35.0 million to $37.0 million, assuming interest income of $5.2 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 $0.28 to $0.30.
    • 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 $1.040 billion to $1.055 billion.
    • Revenue in the range of $971.0 million to $981.0 million.
    • Non-GAAP income from operations in the range of $213.0 million to $223.0 million.
    • Non-GAAP net income in the range of $189.0 million to $199.0 million, assuming interest income of $21.0 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 $1.52 to $1.60.
    • 124.5 million diluted weighted average shares outstanding.
    • Unlevered free cash flow in the range of $285.0 million to $295.0 million.

    Conference Call Information

    Tenable will host a conference call today, February 5, 2025, at 4:30 p.m. Eastern Time to discuss its financial results. The conference call can be accessed at 877-407-9716 (U.S.) and 201-493-6779 (international). A live webcast of the event will be available on the Tenable Investor Relations website at https://investors.tenable.com. An archived replay of the live broadcast will be available on the Investor Relations page of the website following the call.

    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.

    Contact Information

    Investor Relations
    investors@tenable.com

    Media Relations
    tenablepr@tenable.com

    Forward-Looking Statements

    This press release includes forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical fact, including statements regarding our future results of operations and financial position, our platform’s ability to help protect enterprises from security exposure and streamline vulnerability analysis and response, business strategy and plans and objectives for future operations, are forward-looking statements and represent our views as of the date of this press release. The words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number of assumptions and risks and uncertainties, many of which involve factors or circumstances that are beyond our control that could affect our financial results. These risks and uncertainties are detailed in the sections 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 SEC, which are available on the SEC’s website at sec.gov. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated or implied in any forward-looking statements. Except as required by law, we are under no obligation to update these forward-looking statements subsequent to the date of this press release, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.

    Non-GAAP Financial Measures

    To supplement our consolidated financial statements, which are prepared and presented in accordance with GAAP, we use certain non-GAAP financial measures, as described below, to understand and evaluate our core operating performance. These non-GAAP financial measures, which may be different than similarly titled measures used by other companies, are presented to enhance the overall understanding of our financial performance and should not be considered a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

    We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance and future prospects and allow for greater transparency with respect to important metrics used by management for financial and operational decision-making. We include these non-GAAP financial measures to present our financial performance using a management view and because we believe that these measures provide an additional comparison of our core financial performance over multiple periods with other companies in our industry.

    Reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures are included in the financial tables accompanying this press release.

    Calculated Current Billings: We define calculated current billings, a non-GAAP financial measure, as total revenue recognized in a period plus the change in current deferred revenue in the corresponding period. We believe that calculated current billings is a key metric to measure our periodic performance. Given that most of our customers pay in advance (including multi-year contracts), but we generally recognize the related revenue ratably over time, we use calculated current billings to measure and monitor our ability to provide our business with the working capital generated by upfront payments from our customers. We believe that calculated current billings, which excludes deferred revenue for periods beyond twelve months in a customer’s contractual term, more closely correlates with annual contract value and that the variability in total billings, depending on the timing of large multi-year contracts and the preference for annual billing versus multi-year upfront billing, may distort growth in one period over another.

    Free Cash Flow and Unlevered Free Cash Flow: We define free cash flow, a non-GAAP financial measure, as net cash provided by operating activities less purchases of property and equipment and capitalized software development costs. We believe free cash flow is an important liquidity measure of the cash that is available (if any), after purchases of property and equipment and capitalized software development costs, for investment in our business and to make acquisitions. We believe that free cash flow is useful as a liquidity measure because it measures our ability to generate cash. We define unlevered free cash flow as free cash flow plus cash paid for interest and other financing costs. We believe unlevered free cash flow is useful as a liquidity measure as it measures the cash that is available to invest in our business and meet our current debt obligations and future financing needs. However, given our debt obligations, non-cancelable commitments and other contractual obligations, unlevered free cash flow does not represent residual cash flow available for discretionary expenses.

    Non-GAAP Income from Operations and Non-GAAP Operating Margin: We define these non-GAAP financial measures as their respective GAAP measures, excluding the effect of stock-based compensation, acquisition-related expenses, restructuring expenses, costs related to the intra-entity asset transfers resulting from the internal restructuring of legal entities, and amortization of acquired intangible assets. Acquisition-related expenses include transaction and integration expenses, as well as costs related to the intercompany transfer of acquired intellectual property. Restructuring expenses include non-ordinary course severance, employee related benefits, and other charges to reorganize business operations. We believe that the exclusion of these expenses provides for a useful comparison of our operating results to prior periods and to our peer companies, which commonly exclude restructuring expenses.

    Non-GAAP Net Income and Non-GAAP Earnings Per Share: We define non-GAAP net income as GAAP net income (loss), excluding the effect of stock-based compensation, acquisition-related expenses, restructuring expenses and amortization of acquired intangible assets, including the applicable tax impacts. In addition, we exclude the tax impact and related costs of intra-entity asset transfers resulting from the internal restructuring of legal entities as well as deferred income tax benefits recognized in connection with acquisitions. We use non-GAAP net income to calculate non-GAAP earnings per share.

    Non-GAAP Gross Profit and Non-GAAP Gross Margin: We define non-GAAP gross profit as GAAP gross profit, excluding the effect of stock-based compensation and amortization of acquired intangible assets. Non-GAAP gross margin is defined as non-GAAP gross profit as a percentage of revenue.

    Non-GAAP Sales and Marketing Expense, Non-GAAP Research and Development Expense and Non-GAAP General and Administrative Expense: We define these non-GAAP measures as their respective GAAP measures, excluding stock-based compensation, acquisition-related expenses and costs related to intra-entity asset transfers resulting from the internal restructuring of legal entities.

    TENABLE HOLDINGS, INC.
    CONSOLIDATED STATEMENTS OF OPERATIONS
    (unaudited)
     
      Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (in thousands, except per share data) 2024   2023   2024   2023
    Revenue $ 235,731     $ 213,306     $ 900,021     $ 798,710  
    Cost of revenue(1)   51,439       48,803       199,668       183,577  
    Gross profit   184,292       164,503       700,353       615,133  
    Operating expenses:              
    Sales and marketing(1)   95,348       103,700       395,385       393,450  
    Research and development(1)   44,728       40,083       181,624       153,163  
    General and administrative(1)   31,241       30,567       124,130       116,181  
    Restructuring   —       4,499       6,070       4,499  
    Total operating expenses   171,317       178,849       707,209       667,293  
    Income (loss) from operations   12,975       (14,346 )     (6,856 )     (52,160 )
    Interest income   5,738       5,377       23,325       24,700  
    Interest expense   (7,587 )     (8,131 )     (31,920 )     (31,339 )
    Other expense, net   (2,577 )     (609 )     (3,435 )     (8,602 )
    Income (loss) before income taxes   8,549       (17,709 )     (18,886 )     (67,401 )
    Provision for income taxes   6,681       3,939       17,415       10,883  
    Net income (loss) $ 1,868     $ (21,648 )   $ (36,301 )   $ (78,284 )
                   
    Net earnings (loss) per share:              
    Basic $ 0.02     $ (0.19 )   $ (0.31 )   $ (0.68 )
    Diluted $ 0.02     $ (0.19 )   $ (0.31 )   $ (0.68 )
                   
    Weighted-average shares used to compute net earnings (loss) per share:              
    Basic   119,748       116,717       118,789       115,408  
    Diluted   123,853       116,717       118,789       115,408  
                                   

    _______________

    (1) Includes stock-based compensation as follows:

      Three Months Ended
    December 31,    		   Year Ended
    December 31,
      2024   2023   2024   2023
    Cost of revenue $ 3,191   $ 2,705   $ 12,677   $ 11,247
    Sales and marketing   15,210     14,700     62,727     61,322
    Research and development   12,261     9,354     47,656     37,225
    General and administrative   10,052     9,756     40,455     35,533
    Total stock-based compensation $ 40,714   $ 36,515   $ 163,515   $ 145,327
                           
    TENABLE HOLDINGS, INC.
    CONSOLIDATED BALANCE SHEETS
    (unaudited)
     
      December 31,
    (in thousands, except per share data)   2024       2023  
    Assets      
    Current assets:      
    Cash and cash equivalents $ 328,647     $ 237,132  
    Short-term investments   248,547       236,840  
    Accounts receivable (net of allowance for doubtful accounts of $525 and $470 at December 31, 2024 and 2023, respectively)   258,734       220,060  
    Deferred commissions   51,791       49,559  
    Prepaid expenses and other current assets   53,026       61,882  
    Total current assets   940,745       805,473  
    Property and equipment, net   39,265       45,436  
    Deferred commissions (net of current portion)   67,914       72,394  
    Operating lease right-of-use assets   45,139       34,835  
    Acquired intangible assets, net   94,461       107,017  
    Goodwill   541,292       518,539  
    Other assets   13,303       23,177  
    Total assets $ 1,742,119     $ 1,606,871  
           
    Liabilities and Stockholders’ Equity      
    Current liabilities:      
    Accounts payable and accrued expenses $ 19,981     $ 16,941  
    Accrued compensation   55,784       66,492  
    Deferred revenue   650,372       580,779  
    Operating lease liabilities   6,801       5,971  
    Other current liabilities   5,154       5,655  
    Total current liabilities   738,092       675,838  
    Deferred revenue (net of current portion)   182,815       169,718  
    Term loan, net of issuance costs (net of current portion)   356,705       359,281  
    Operating lease liabilities (net of current portion)   56,224       48,058  
    Other liabilities   8,329       7,632  
    Total liabilities   1,342,165       1,260,527  
    Stockholders’ equity:      
    Common stock (par value: $0.01; 500,000 shares authorized, 122,371 and 117,504 shares issued at December 31, 2024 and 2023, respectively)   1,224       1,175  
    Additional paid-in capital   1,374,659       1,185,100  
    Treasury stock (at cost: 2,673 and 356 shares at December 31, 2024 and 2023, respectively)   (114,911 )     (14,934 )
    Accumulated other comprehensive income   318       38  
    Accumulated deficit   (861,336 )     (825,035 )
    Total stockholders’ equity   399,954       346,344  
    Total liabilities and stockholders’ equity $ 1,742,119     $ 1,606,871  
                   
    TENABLE HOLDINGS, INC.
    CONSOLIDATED STATEMENTS OF CASH FLOWS
    (unaudited)
     
      Year Ended December 31,
    (in thousands)   2024       2023  
    Cash flows from operating activities:      
    Net loss $ (36,301 )   $ (78,284 )
    Adjustments to reconcile net loss to net cash provided by operating activities:      
    Depreciation and amortization   33,209       27,108  
    Stock-based compensation   163,515       145,327  
    Net accretion of discounts and amortization of premiums on short-term investments   (7,595 )     (8,323 )
    Amortization of debt issuance costs   1,353       1,267  
    (Gain) loss on other investments   (1,452 )     5,617  
    Restructuring   4,528       —  
    Other   6,507       2,179  
    Changes in operating assets and liabilities:      
    Accounts receivable   (38,730 )     (30,042 )
    Prepaid expenses and other assets   26,170       1,689  
    Accounts payable, accrued expenses and accrued compensation   (8,257 )     7,071  
    Deferred revenue   82,581       81,755  
    Other current and noncurrent liabilities   (8,052 )     (5,509 )
    Net cash provided by operating activities   217,476       149,855  
           
    Cash flows from investing activities:      
    Purchases of property and equipment   (4,247 )     (1,704 )
    Capitalized software development costs   (6,451 )     (7,052 )
    Purchases of short-term investments   (287,797 )     (278,209 )
    Sales and maturities of short-term investments   283,964       317,651  
    Proceeds from other investments   3,512       —  
    Purchases of other investments   (1,250 )     —  
    Business combinations, net of cash acquired   (29,162 )     (243,301 )
    Net cash used in investing activities   (41,431 )     (212,615 )
           
    Cash flows from financing activities:      
    Payments on term loan   (3,750 )     (3,750 )
    Proceeds from stock issued in connection with the employee stock purchase plan   16,262       16,224  
    Proceeds from the exercise of stock options   8,064       3,501  
    Purchase of treasury stock   (99,977 )     (14,934 )
    Other financing activities   —       210  
    Net cash (used in) provided by financing activities   (79,401 )     1,251  
    Effect of exchange rate changes on cash and cash equivalents and restricted cash   (5,129 )     (2,225 )
    Net increase (decrease) in cash and cash equivalents and restricted cash   91,515       (63,734 )
    Cash and cash equivalents and restricted cash at beginning of year   237,132       300,866  
    Cash and cash equivalents and restricted cash at end of year $ 328,647     $ 237,132  
                   
    TENABLE HOLDINGS, INC.
    REVENUE COMPONENTS AND RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
    (unaudited)
     
    Revenue Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (in thousands)   2024     2023     2024     2023
    Subscription revenue $ 215,932   $ 193,880   $ 824,659   $ 725,013
    Perpetual license and maintenance revenue   11,833     12,194     47,774     48,729
    Professional services and other revenue   7,966     7,232     27,588     24,968
    Revenue(1) $ 235,731   $ 213,306   $ 900,021   $ 798,710
                           

    _______________

    (1) Recurring revenue, which includes revenue from subscription arrangements for software (both recognized ratably over the subscription term and upon delivery) and cloud-based solutions and maintenance associated with perpetual licenses, represented 95% and 96% of revenue, respectively, in the three months and year ended December 31, 2024 and 95% of revenue in the three months and year ended December 31, 2023.

    Calculated Current Billings Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (in thousands)   2024       2023       2024       2023  
    Revenue $ 235,731     $ 213,306     $ 900,021     $ 798,710  
    Deferred revenue (current), end of period   650,372       580,779       650,372       580,779  
    Deferred revenue (current), beginning of period(1)   (583,940 )     (522,449 )     (580,887 )     (506,192 )
    Calculated current billings $ 302,163     $ 271,636     $ 969,506     $ 873,297  
                                   

    _______________

    (1) Deferred revenue (current), beginning of period for the three months ended December 31, 2023 and years ended December 31, 2024 and 2023 includes $4.1 million, $0.1 million and $4.1 million, respectively, related to acquired deferred revenue.

    Remaining Performance Obligations At December 31,
    (in thousands)   2024     2023
    Remaining performance obligations, short-term $ 660,647   $ 595,053
    Remaining performance obligations, long-term   206,879     179,955
    Remaining performance obligations $ 867,526   $ 775,008
               
    Free Cash Flow and Unlevered Free Cash Flow Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (in thousands)   2024       2023       2024       2023  
    Net cash provided by operating activities $ 81,119     $ 38,505     $ 217,476     $ 149,855  
    Purchases of property and equipment   (2,323 )     (405 )     (4,247 )     (1,704 )
    Capitalized software development costs   (521 )     (2,345 )     (6,451 )     (7,052 )
    Free cash flow   78,275       35,755       206,778       141,099  
    Cash paid for interest and other financing costs   7,472       7,537       30,977       34,323  
    Unlevered free cash flow $ 85,747     $ 43,292     $ 237,755     $ 175,422  
                                   

    Free cash flow and unlevered free cash flow for the periods presented were impacted by:

      Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (in thousands)   2024       2023       2024       2023  
    Employee stock purchase plan activity $ 5,267     $ 3,584     $ (1,016 )   $ 1,077  
    Acquisition-related expenses   (170 )     (8,506 )     (1,496 )     (9,336 )
    Restructuring   —       —       (5,911 )     —  
    Tax payment on intra-entity asset transfer(1)   (1,232 )     —       (1,232 )     —  
                                   

    ________________

    (1) The tax payment on intra-entity asset transfer includes $0.3 million of interest that is included in cash paid for interest and other financing costs.

    Non-GAAP Income from Operations and Non-GAAP Operating Margin Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (dollars in thousands)   2024       2023       2024       2023  
    Income (loss) from operations $ 12,975     $ (14,346 )   $ (6,856 )   $ (52,160 )
    Stock-based compensation   40,714       36,515       163,515       145,327  
    Acquisition-related expenses   648       4,744       1,932       9,472  
    Restructuring   —       4,499       6,070       4,499  
    Amortization of acquired intangible assets   5,014       4,651       19,457       13,859  
    Non-GAAP income from operations $ 59,351     $ 36,063     $ 184,118     $ 120,997  
    Operating margin   6 %     (7) %     (1) %     (7) %
    Non-GAAP operating margin   25 %     17 %     20 %     15 %
                                   
    Non-GAAP Net Income and Non-GAAP Earnings Per Share Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (in thousands, except per share data)   2024       2023       2024       2023  
    Net income (loss) $ 1,868     $ (21,648 )   $ (36,301 )   $ (78,284 )
    Stock-based compensation   40,714       36,515       163,515       145,327  
    Tax impact of stock-based compensation(1)   1,219       971       2,845       2,017  
    Acquisition-related expenses(2)   648       4,744       1,932       9,472  
    Restructuring(2)   —       4,499       6,070       4,499  
    Amortization of acquired intangible assets(3)   5,014       4,651       19,457       13,859  
    Tax impact of acquisitions   (31 )     426       (161 )     265  
    Tax impact of intra-entity asset transfer(4)   1,232       —       1,232       —  
    Non-GAAP net income $ 50,664     $ 30,158     $ 158,589     $ 97,155  
                   
    Net earnings (loss) per share, diluted $ 0.02     $ (0.19 )   $ (0.31 )   $ (0.68 )
    Stock-based compensation   0.33       0.31       1.38       1.25  
    Tax impact of stock-based compensation(1)   0.01       0.01       0.03       0.02  
    Acquisition-related expenses(2)   —       0.04       0.02       0.08  
    Restructuring(2)   —       0.04       0.05       0.04  
    Amortization of acquired intangible assets(3)   0.04       0.04       0.16       0.11  
    Tax impact of acquisitions   —       —       —       —  
    Tax impact of intra-entity asset transfer(4)   0.01       —       0.01       —  
    Adjustment to diluted earnings per share(5)   —       —       (0.05 )     (0.02 )
    Non-GAAP earnings per share, diluted $ 0.41     $ 0.25     $ 1.29     $ 0.80  
                   
    Weighted-average shares used to compute GAAP net earnings (loss) per share, diluted   123,853       116,717       118,789       115,408  
                   
    Weighted-average shares used to compute non-GAAP earnings per share, diluted   123,853       122,023       123,370       120,714  
                                   

    ________________

    (1) The tax impact of stock-based compensation is based on the tax treatment for the applicable tax jurisdictions.

    (2) The tax impact of acquisition-related expenses and restructuring charges are not material.

    (3) The tax impact of the amortization of acquired intangible assets is included in the tax impact of acquisitions.

    (4) The tax impact of the intra-entity asset transfer is additional tax incurred related to the 2021 internal restructuring of Indegy.

    (5) An adjustment to reconcile GAAP net loss per share, which excludes potentially dilutive shares, to non-GAAP earnings per share, which includes potentially dilutive shares, when applicable.

    Non-GAAP Gross Profit and Non-GAAP Gross Margin Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (dollars in thousands)   2024       2023       2024       2023  
    Gross profit $ 184,292     $ 164,503     $ 700,353     $ 615,133  
    Stock-based compensation   3,191       2,705       12,677       11,247  
    Amortization of acquired intangible assets   5,014       4,651       19,457       13,859  
    Non-GAAP gross profit $ 192,497     $ 171,859     $ 732,487     $ 640,239  
    Gross margin   78 %     77 %     78 %     77 %
    Non-GAAP gross margin   82 %     81 %     81 %     80 %
                                   
    Non-GAAP Sales and Marketing Expense Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (dollars in thousands)   2024       2023       2024       2023  
    Sales and marketing expense $ 95,348     $ 103,700     $ 395,385     $ 393,450  
    Less: Stock-based compensation   15,210       14,700       62,727       61,322  
    Less: Acquisition-related expenses   —       512       52       512  
    Non-GAAP sales and marketing expense $ 80,138     $ 88,488     $ 332,606     $ 331,616  
    Non-GAAP sales and marketing expense % of revenue   34 %     41 %     37 %     42 %
                                   
    Non-GAAP Research and Development Expense Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (dollars in thousands)   2024       2023       2024       2023  
    Research and development expense $ 44,728     $ 40,083     $ 181,624     $ 153,163  
    Less: Stock-based compensation   12,261       9,354       47,656       37,225  
    Less: Acquisition-related expenses   —       2,880       (20 )     2,880  
    Non-GAAP research and development expense $ 32,467     $ 27,849     $ 133,988     $ 113,058  
    Non-GAAP research and development expense % of revenue   14 %     13 %     15 %     14 %
                                   
    Non-GAAP General and Administrative Expense Three Months Ended
    December 31,    		   Year Ended
    December 31,
    (dollars in thousands)   2024       2023       2024       2023  
    General and administrative expense $ 31,241     $ 30,567     $ 124,130     $ 116,181  
    Less: Stock-based compensation   10,052       9,756       40,455       35,533  
    Less: Acquisition-related expenses   648       1,352       1,900       6,080  
    Non-GAAP general and administrative expense $ 20,541     $ 19,459     $ 81,775     $ 74,568  
    Non-GAAP general and administrative expense % of revenue   9 %     9 %     9 %     9 %
                                   

    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) income from operations $ (18.0 )   $ (16.0 )   $ 3.0   $ 13.0
    Forecasted stock-based compensation   55.0       55.0       190.0     190.0
    Forecasted amortization of acquired intangible assets   5.0       5.0       20.0     20.0
    Forecasted non-GAAP income from operations $ 42.0     $ 44.0     $ 213.0   $ 223.0
                               
    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) $ (26.0 )   $ (24.0 )   $ (26.0 )   $ (16.0 )
    Forecasted stock-based compensation   55.0       55.0       190.0       190.0  
    Forecasted tax impact of stock-based compensation   1.0       1.0       5.0       5.0  
    Forecasted amortization of acquired intangible assets   5.0       5.0       20.0       20.0  
    Forecasted non-GAAP net income $ 35.0     $ 37.0     $ 189.0     $ 199.0  
                   
    Forecasted net loss per share, diluted(1) $ (0.22 )   $ (0.20 )   $ (0.21 )   $ (0.13 )
    Forecasted stock-based compensation   0.46       0.46       1.57       1.57  
    Forecasted tax impact of stock-based compensation   0.01       0.01       0.04       0.04  
    Forecasted amortization of acquired intangible assets   0.04       0.04       0.16       0.16  
    Adjustment to diluted earnings per share(2)   (0.01 )     (0.01 )     (0.04 )     (0.04 )
    Forecasted non-GAAP earnings per share, diluted $ 0.28     $ 0.30     $ 1.52     $ 1.60  
                   
    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 $ 278.0     $ 288.0  
    Forecasted purchases of property and equipment   (17.0 )     (17.0 )
    Forecasted capitalized software development costs   (3.0 )     (3.0 )
    Forecasted free cash flow   258.0       268.0  
    Forecasted cash paid for interest and other financing costs   27.0       27.0  
    Forecasted unlevered free cash flow $ 285.0     $ 295.0  
                   

    The MIL Network –

  • MIL-OSI: GAMCO’s Chairman Elects to Waive Compensation from March 1, 2025 to May 31, 2025 – To Accelerate ETF and CIT Development

    Source: GlobeNewswire (MIL-OSI)

    GREENWICH, Conn., Feb. 05, 2025 (GLOBE NEWSWIRE) — GAMCO Investors, Inc. (“GAMCO”) (OTCQX: GAMI) announced today that its Chairman and co-CEO, Mr. Mario J. Gabelli, has elected to waive all of his Portfolio and Relationship compensation that he would otherwise have been entitled to for the period from March 1, 2025 to May 31, 2025. This will provide cushion for investment strategy development.

    About Gabelli

    Gabelli is best known for its research-driven value approach to equity investing (known as PMV with a CatalystTM). Gabelli conducts its investment advisory business principally through two subsidiaries: Gabelli Funds, LLC (24 open-end funds, 14 closed-end funds, 5 actively managed ETFs, and a SICAV) and GAMCO Asset Management Inc. (approximately 1,400 institutional and private wealth separate accounts). Gabelli serves a broad client base including institutions, intermediaries, offshore investors, private wealth, and direct retail investors. In recent years, Gabelli has successfully integrated new teams of RIAs by providing attractive compensation arrangements and extensive research capabilities. As we stated in the past, Gabelli continues to look for new acquisitions / lift-outs and will pay finder’s fees for successful opportunities.

    Gabelli offers a wide range of solutions for clients across Value and Growth Equity, Convertibles, actively managed ETFs, sector-focused strategies including Gold and Utilities, Merger Arbitrage, Fixed Income, and 100% U.S. Treasury Money Market.

    CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

    The financial results set forth in this press release are preliminary. Our disclosure and analysis in this press release, which do not present historical information, contain “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements convey our current expectations or forecasts of future events. You can identify these statements because they do not relate strictly to historical or current facts. They use words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” and other words and terms of similar meaning. They also appear in any discussion of future operating or financial performance. In particular, these include statements relating to future actions, future performance of our products, expenses, the outcome of any legal proceedings, and financial results. Although we believe that we are basing our expectations and beliefs on reasonable assumptions within the bounds of what we currently know about our business and operations, the economy, and other conditions, there can be no assurance that our actual results will not differ materially from what we expect or believe. Therefore, you should proceed with caution in relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance.

    Forward-looking statements involve a number of known and unknown risks, uncertainties and other important factors, some of which are listed below, that are difficult to predict and could cause actual results and outcomes to differ materially from any future results or outcomes expressed or implied by such forward-looking statements. Some of the factors that may cause our actual results to differ from our expectations include risks associated with a decline in the securities markets that adversely affect our assets under management, negative performance of our products, the failure to perform as required under our investment management agreements, and a general downturn in the economy that negatively impacts our operations. We also direct your attention to the more specific discussions of these and other risks, uncertainties and other important factors contained in our Annual Report and other public filings. Other factors that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We do not undertake to update publicly any forward-looking statements if we subsequently learn that we are unlikely to achieve our expectations whether as a result of new information, future developments or otherwise, except as may be required by law.

    Contact: Kieran Caterina
      SVP, Chief Accounting Officer
      (914) 921-5149
       
      For further information please visit
      www.gabelli.com

    The MIL Network –

  • MIL-OSI: Nokia Corporation: Repurchase of own shares on 05.02.2025

    Source: GlobeNewswire (MIL-OSI)

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

    Nokia Corporation: Repurchase of own shares on 05.02.2025

    Espoo, Finland – On 5 February 2025 Nokia Corporation (LEI: 549300A0JPRWG1KI7U06) has acquired its own shares (ISIN FI0009000681) as follows:

    Trading venue (MIC Code) Number of shares Weighted average price / share, EUR*
    XHEL 1,400,000 4.53
    CEUX – –
    BATE – –
    AQEU – –
    TQEX – –
    Total 1,400,000 4.53

    * Rounded to two decimals

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

    Total cost of transactions executed on 5 February 2025 was EUR 6,336,400. After the disclosed transactions, Nokia Corporation holds 239,524,606 treasury shares.

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

    On behalf of Nokia Corporation

    BofA Securities Europe SA

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

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

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

    Inquiries:

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

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

    Attachment

    The MIL Network –

  • MIL-OSI: Northeast Bank Announces Dates for Fiscal 2025 Second Quarter Earnings Results and Conference Call

    Source: GlobeNewswire (MIL-OSI)

    PORTLAND, Maine, Feb. 05, 2025 (GLOBE NEWSWIRE) — Northeast Bank (the “Bank”) (NASDAQ: NBN), a Maine-based full-service bank, announced today it will release its fiscal 2025 second quarter earnings results on Thursday, February 6, 2025. Following the release, the Bank will host a conference call with a simultaneous webcast at 10:00 a.m. ET on Friday, February 7, 2025. The conference call will be hosted by Rick Wayne, President and Chief Executive Officer, Richard Cohen, Chief Financial Officer, and Pat Dignan, Chief Operating Officer.

    To access the conference call by phone, please go to this link (Phone Registration), and you will be provided with dial in details. The call will be available via a live webcast, which can be viewed by accessing the Bank’s website at www.northeastbank.com and clicking on the Investor Relations section. To listen to the webcast, attendees are encouraged to visit the website at least 15 minutes prior to the start of the call to register, download and install any necessary audio software. Please note there is a slide presentation that will accompany the webcast. For those who cannot listen to the live broadcast, a replay will be available online for one year at www.northeastbank.com.

    About Northeast Bank

    Northeast Bank (NASDAQ: NBN) is a full-service bank headquartered in Portland, Maine. We offer personal and business banking services to the Maine market via seven branches. Our National Lending Division purchases and originates commercial loans on a nationwide basis. ableBanking, a division of Northeast Bank, offers online savings products to consumers nationwide. Information regarding Northeast Bank can be found at www.northeastbank.com.

    NBN-F

    For More Information:
    Richard Cohen, Chief Financial Officer
    Northeast Bank
    27 Pearl Street, Portland, ME 04101
    207.786.3245 ext. 3249
    www.northeastbank.com

    The MIL Network –