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Category: GlobeNewswire

  • MIL-OSI: Siebert.SPS Expands Leadership Team with Key Industry Experts to Serve Companies of All Sizes

    Source: GlobeNewswire (MIL-OSI)

    MIAMI, Jan. 30, 2025 (GLOBE NEWSWIRE) — Siebert Stock Plan Services (Siebert.SPS), a division of Siebert Financial Corp. (NASDAQ: SIEB), today announced that Daniel Coyle and Hunter Sattich have joined its leadership team. With decades of combined expertise in finance and equity compensation, their arrival bolsters Siebert.SPS’s ability to provide customized, high-touch solutions for businesses of all sizes, especially those often underserved by larger, consolidated providers.

    “Dan and Hunter bring unparalleled expertise and a hands-on approach that perfectly align with Siebert.SPS’s mission to offer tailored equity compensation solutions,” said Eric Tassell, President and Head of Stock Plan Services at Siebert, highlighting the significance of these hires. “Our unique positioning enables us to support companies of all sizes, from emerging firms to established enterprises, with a level of personalization and innovation that larger providers can’t match.”

    Hunter Sattich, a Certified Equity Professional (CEP) with more than 30 years of industry experience, has built a reputation for streamlining equity plan processes, optimizing workflows, and driving superior client outcomes. His expertise lies in helping companies navigate complex stock plan challenges while delivering seamless participant experiences.

    “I’ve seen firsthand how many businesses are overlooked by large providers,” said Sattich. “Siebert.SPS’s commitment to addressing these gaps and delivering impactful solutions is what excites me most about this opportunity.”

    Daniel Coyle, with more than 20 years of experience in finance and compensation, specializes in crafting tailored strategies that address the unique needs of public companies. Known for his consultative approach, Dan excels at aligning operational efficiencies with strategic goals, ensuring that clients receive equity solutions that drive measurable success.

    “Siebert.SPS offers a refreshing approach to equity compensation—one that prioritizes flexibility and client-focused results,” said Coyle. “I’m thrilled to be part of a team redefining how companies, big and small, manage their stock plans.”

    John J Gebbia Senior, CEO of Siebert Financial, emphasized the strategic importance of these additions:
    “Dan and Hunter are invaluable additions to our team,” said John J. Gebbia, Sr., CEO of Siebert Financial. “Their expertise and client-first mentality will help us expand Siebert.SPS’s reach and redefine what’s possible in equity compensation. This is a pivotal step in our ongoing mission to deliver best-in-class solutions to companies of all sizes.”

    About Siebert.SPS
    Siebert Stock Plan Services (Siebert). SPS partners with publicly traded companies to deliver tailored equity compensation solutions. Focusing on technology-driven platforms and exceptional customer service, Siebert.SPS supports businesses in streamlining their stock plan administration, ensuring compliance, and maximizing participant engagement.

    About Siebert Financial Corp.
    Siebert is a diversified financial services company and has been a member of the NYSE since 1967, when Muriel Siebert became the first woman to own a seat on the NYSE and the first to head one of its member firms.

    Siebert operates through its subsidiaries Muriel Siebert & Co., LLC, Siebert AdvisorNXT, LLC, Park Wilshire Companies, Inc., RISE Financial Services, LLC, Siebert Technologies, LLC, and StockCross Digital Solutions, Ltd, and Gebbia Entertainment LLC. Through these entities, Siebert provides a full range of brokerage and financial advisory services, including securities brokerage, investment advisory and insurance offerings, securities lending, and corporate stock plan administration solutions, in addition to entertainment and media productions. For over 55 years, Siebert has been a company that values its clients, shareholders, and employees. More information is available at www.siebert.com.

    Cautionary Note Regarding Forward-Looking Statements
    The statements contained in this press release that are not historical facts, including statements about our beliefs and expectations, are “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements preceded by, followed by, or that include the words “may,” “could,” “would,” “should,” “believe,” “expect,” “anticipate,” “plan,” “estimate,” “target,” “project,” “intend” and similar words or expressions. In addition, any statements that refer to expectations, projections, or other characterizations of future events or circumstances are forward-looking statements.

    These forward-looking statements, which reflect beliefs, objectives, and expectations as of the date hereof, are based on the best judgment of the management of Siebert. All forward-looking statements speak only as of the date on which they are made. Such forward-looking statements are subject to certain risks, uncertainties and assumptions relating to factors that could cause actual results to differ materially from those anticipated in such statements, including, without limitation, the following: economic, social and political conditions, global economic downturns resulting from extraordinary events; securities industry risks; interest rate risks; liquidity risks; credit risk with clients and counterparties; risk of liability for errors in clearing functions; systemic risk; systems failures, delays and capacity constraints; network security risks; competition; reliance on external service providers; new laws and regulations affecting Siebert’s business; net capital requirements; extensive regulation, regulatory uncertainties and legal matters; failure to maintain relationships with employees, customers, business partners or governmental entities; the inability to achieve synergies or to implement integration plans; and other consequences associated with risks and uncertainties detailed in Part I, Item 1A – Risk Factors of Siebert’s Annual Report on Form 10-K for the year ended December 31, 2023, and Siebert’s filings with the SEC.

    Siebert cautions that the foregoing list of factors is not exclusive, and new factors may emerge, or changes to the foregoing factors may occur that could impact its business. Siebert undertakes no obligation to publicly update or revise these statements, whether as a result of new information, future events, or otherwise, except to the extent required by the federal securities laws.

    Media Contact:
    Deborah Kostroun, Zito Partners
    deborah@zitopartners.com
    +1 (201) 403-8185

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/1fe733b9-5a10-411c-a0da-a8b372e1b53d

    The MIL Network –

  • MIL-OSI: Kearny Financial Corp. Announces Second Quarter Fiscal 2025 Results and Declaration of Cash Dividend

    Source: GlobeNewswire (MIL-OSI)

    FAIRFIELD, N.J., Jan. 30, 2025 (GLOBE NEWSWIRE) — Kearny Financial Corp. (NASDAQ GS: KRNY) (the “Company”), the holding company of Kearny Bank (the “Bank”), reported net income for the quarter ended December 31, 2024 of $6.6 million, compared to $6.1 million for the quarter ended September 30, 2024.

    Earnings per basic and diluted share were $0.11 and $0.10, respectively, for the quarter ended December 31, 2024. This compares to earnings per basic and diluted share of $0.10 for the quarter ended September 30, 2024.

    The Company also announced that its Board of Directors has declared a quarterly cash dividend of $0.11 per share, payable on February 26, 2025, to stockholders of record as of February 12, 2025.

    Craig L. Montanaro, President and Chief Executive Officer, commented, “As anticipated, this quarter reflected the early stages of growth in net interest income and expansion of net interest margin. We are pleased to report growth in deposits of 3.7% from September 30, 2024, reflecting robust performance from our branch network, digital channels and commercial lending relationships. This growth allowed us to shrink the balance of outstanding borrowings while reducing our cost of funds by nine basis points quarter-over-quarter.”

    Mr. Montanaro continued, “Although market expectations for fed funds rate cuts have moderated, the continuation of positive deposit trends coupled with the reinvestment of low-coupon cash flows from our loan and securities portfolio should serve as earnings tailwinds in the coming quarters.”

    Balance Sheet

    • Total assets were $7.73 billion at December 31, 2024, a decrease of $41.0 million, or 0.5%, from September 30, 2024.
    • Investment securities totaled $1.15 billion at December 31, 2024, a decrease of $57.5 million, or 4.8%, from September 30, 2024.
    • Loans receivable totaled $5.79 billion at December 31, 2024, an increase of $7.5 million, or 0.1%, from September 30, 2024.
    • Deposits were $5.67 billion at December 31, 2024, an increase of $200.5 million, or 3.7%, from September 30, 2024. This increase was primarily driven by increases in interest and non-interest bearing demand deposits of $142.1 million, and an increase of $60.6 million in consumer savings deposits.
    • Borrowings were $1.26 billion at December 31, 2024, a decrease of $220.9 million, or 14.9%, from September 30, 2024, reflecting reductions in Federal Home Loan Bank (“FHLB”) and other borrowings.
    • At December 31, 2024, the Company maintained available secured borrowing capacity with the FHLB and the Federal Reserve Discount Window of $2.32 billion, an increase of $256.0 million from September 30, 2024, representing 30.0% of total assets.

    Earnings

    Net Interest Income and Net Interest Margin

    • Net interest margin expanded two basis points from the quarter ended September 30, 2024 to 1.82% for the quarter ended December 31, 2024. The increase for the quarter was driven by the replacement of borrowings with relatively lower cost deposits and broad based decreases in deposit rates, partially offset by higher costs and average balances of brokered certificates of deposit (“CDs”), along with reduced average balances and yields on interest-earning assets.
    • For the quarter ended December 31, 2024, net interest income increased $166,000 to $32.6 million from $32.4 million for the quarter ended September 30, 2024. Included in net interest income for the quarters ended December 31, 2024 and September 30, 2024, respectively, was purchase accounting accretion of $685,000 and $649,000, and loan prepayment penalty income of $288,000 and $52,000.

    Non-Interest Income

    • Non-interest income increased $247,000 to $4.9 million for the quarter ended December 31, 2024, from $4.6 million for the quarter ended September 30, 2024. This increase was primarily driven by a $104,000 larger gain on the sale of loans held-for-sale compared to the prior comparative period and a $102,000 increase in electronic banking fees and charges.

    Non-Interest Expense

    • For the quarter ended December 31, 2024, non-interest expense decreased $225,000, or 0.8%, to $29.6 million from $29.8 million for the quarter ended September 30, 2024. This decrease was primarily driven by a decrease in other expense, partially offset by an increase in salary and benefits expense.
    • Salary and benefits expense increased $81,000 primarily driven by the absence of a non-recurring decrease in stock-based compensation recorded in the prior comparative period, partially offset by a decrease in payroll taxes.
    • Other expense decreased $280,000 primarily driven by a reversal of $116,000 for credit losses related to off balance sheet commitments compared to a provision for credit losses on off balance sheet commitments of $274,000 recorded in the prior comparative period. The remaining changes in the other components of non-interest expense between comparative periods generally reflected normal operating fluctuations within those line items.

    Income Taxes

    • Income tax expense totaled $1.3 million for the quarter ended December 31, 2024 compared to $1.1 million for the quarter ended September 30, 2024, resulting in an effective tax rate of 16.0% and 15.1%, respectively. The increase in income tax expense was primarily due to higher pre-tax income in the current quarter.

    Asset Quality

    • The balance of non-performing assets decreased $2.2 million to $37.7 million, or 0.49% of total assets, at December 31, 2024, from $39.9 million, or 0.51% of total assets, at September 30, 2024, respectively.
    • Net charge-offs totaled $573,000, or 0.04% of average loans, on an annualized basis, for the quarter ended December 31, 2024, compared to $124,000, or 0.01% of average loans, on an annualized basis, for the quarter ended September 30, 2024. The net charge-offs recorded for the quarter ended December 31, 2024 had previously been individually reserved for within the allowance for credit losses (“ACL”).
    • For the quarter ended December 31, 2024, the Company recorded a provision for credit losses of $107,000, compared to $108,000 for the quarter ended September 30, 2024. The provision for credit loss expense for the quarter ended December 31, 2024 was primarily driven by loan growth.
    • The ACL was $44.5 million, or 0.77% of total loans, at December 31, 2024, a decrease of $466,000 from $44.9 million, or 0.78% of total loans, at September 30, 2024. The decrease in the ACL from September 30, 2024 was largely attributable to a reduction in reserves for individually evaluated loans, resulting from the charge-offs noted above.

    Capital

    • For the quarter ended December 31, 2024, book value per share decreased $0.11, or 0.9%, to $11.53 while tangible book value per share decreased $0.10, or 1.0%, to $9.75. These decreases were driven by a $7.4 million larger accumulated other comprehensive loss due primarily to a decrease in the fair value of the Company’s available for sale securities, partially offset by an increase in the fair value of the Company’s derivatives portfolio.
    • At December 31, 2024, total stockholders’ equity included after-tax net unrealized losses on securities available for sale of $89.8 million, partially offset by after-tax unrealized gains on derivatives of $17.4 million. After-tax net unrecognized losses on securities held to maturity of $11.3 million were not reflected in total stockholders’ equity.
    • At December 31, 2024, the Company’s tangible equity to tangible assets ratio equaled 8.27% and the regulatory capital ratios of both the Company and the Bank were in excess of the levels required by federal banking regulators to be classified as “well-capitalized” under regulatory guidelines.

    This earnings release should be read in conjunction with Kearny Financial Corp.’s Q2 2025 Investor Presentation, a copy of which is available through the Investor Relations link located at the bottom of the page of our website at www.kearnybank.com and via a Current Report on Form 8-K on the website of the Securities and Exchange Commission at www.sec.gov.

    Statements contained in this news release that are not historical facts are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, factors discussed in documents filed by the Company with the Securities and Exchange Commission from time to time. The Company does not undertake and specifically disclaims any obligation to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company.

    Category: Earnings

    For further information contact:
    Keith Suchodolski, Senior Executive Vice President and Chief Operating Officer, or
    Sean Byrnes, Executive Vice President and Chief Financial Officer
    Kearny Financial Corp.
    (973) 244-4500

    Linked-Quarter Comparative Financial Analysis
             
    Kearny Financial Corp.
    Consolidated Balance Sheets
    (Unaudited)
             
    (Dollars and Shares in Thousands,
    Except Per Share Data)    		 December 31,
    2024    		 September 30,
    2024    		 Variance
    or Change    		 Variance
    or Change Pct.
    Assets        
    Cash and cash equivalents $ 141,554   $ 155,574   $ (14,020 ) -9.0 %
    Securities available for sale   1,018,279     1,070,811     (52,532 ) -4.9 %
    Securities held to maturity   127,266     132,256     (4,990 ) -3.8 %
    Loans held-for-sale   5,695     8,866     (3,171 ) -35.8 %
    Loans receivable   5,791,758     5,784,246     7,512   0.1 %
    Less: allowance for credit losses on loans   (44,457 )   (44,923 )   (466 ) -1.0 %
    Net loans receivable   5,747,301     5,739,323     7,978   0.1 %
    Premises and equipment   45,127     45,189     (62 ) -0.1 %
    Federal Home Loan Bank stock   64,443     57,706     6,737   11.7 %
    Accrued interest receivable   27,772     29,467     (1,695 ) -5.8 %
    Goodwill   113,525     113,525     —   — %
    Core deposit intangible   1,679     1,805     (126 ) -7.0 %
    Bank owned life insurance   301,339     300,186     1,153   0.4 %
    Deferred income taxes, net   53,325     50,131     3,194   6.4 %
    Other assets   84,080     67,540     16,540   24.5 %
    Total assets $ 7,731,385   $ 7,772,379   $ (40,994 ) -0.5 %
             
    Liabilities        
    Deposits:        
    Non-interest-bearing $ 601,510   $ 592,099   $ 9,411   1.6 %
    Interest-bearing   5,069,550     4,878,413     191,137   3.9 %
    Total deposits   5,671,060     5,470,512     200,548   3.7 %
    Borrowings   1,258,949     1,479,888     (220,939 ) -14.9 %
    Advance payments by borrowers for taxes   17,986     17,824     162   0.9 %
    Other liabilities   38,537     52,618     (14,081 ) -26.8 %
    Total liabilities   6,986,532     7,020,842     (34,310 ) -0.5 %
             
    Stockholders’ Equity        
    Common stock   646     646     —   — %
    Paid-in capital   494,092     493,523     569   0.1 %
    Retained earnings   342,155     342,522     (367 ) -0.1 %
    Unearned ESOP shares   (19,943 )   (20,430 )   487   2.4 %
    Accumulated other comprehensive loss   (72,097 )   (64,724 )   (7,373 ) -11.4 %
    Total stockholders’ equity   744,853     751,537     (6,684 ) -0.9 %
    Total liabilities and stockholders’ equity $ 7,731,385   $ 7,772,379   $ (40,994 ) -0.5 %
             
    Consolidated capital ratios        
    Equity to assets   9.63 %   9.67 %   -0.04 %  
    Tangible equity to tangible assets (1)   8.27 %   8.31 %   -0.04 %  
             
    Share data        
    Outstanding shares   64,580     64,580     —   — %
    Book value per share $ 11.53   $ 11.64   $ (0.11 ) -0.9 %
    Tangible book value per share (2) $ 9.75   $ 9.85   $ (0.10 ) -1.0 %

    _________________________

    (1)   Tangible equity equals total stockholders’ equity reduced by goodwill and core deposit intangible assets. Tangible assets equals total assets reduced by goodwill and core deposit intangible assets.
    (2)   Tangible book value equals total stockholders’ equity reduced by goodwill and core deposit intangible assets.

           
    Kearny Financial Corp.
    Consolidated Statements of Income
    (Unaudited)
           
    (Dollars and Shares in Thousands,
    Except Per Share Data)    		 Three Months Ended Variance
    or Change    		 Variance
    or Change Pct.
    December 31,
    2024    		 September 30,
    2024
    Interest income        
    Loans $ 65,408   $ 66,331   $ (923 ) -1.4 %
    Taxable investment securities   13,803     14,384     (581 ) -4.0 %
    Tax-exempt investment securities   59     71     (12 ) -16.9 %
    Other interest-earning assets   2,215     2,466     (251 ) -10.2 %
    Total interest income   81,485     83,252     (1,767 ) -2.1 %
             
    Interest expense        
    Deposits   36,721     35,018     1,703   4.9 %
    Borrowings   12,152     15,788     (3,636 ) -23.0 %
    Total interest expense   48,873     50,806     (1,933 ) -3.8 %
    Net interest income   32,612     32,446     166   0.5 %
    Provision for credit losses   107     108     (1 ) -0.9 %
    Net interest income after provision for credit losses   32,505     32,338     167   0.5 %
             
    Non-interest income        
    Fees and service charges   627     635     (8 ) -1.3 %
    Gain on sale of loans   304     200     104   52.0 %
    Income from bank owned life insurance   2,619     2,567     52   2.0 %
    Electronic banking fees and charges   493     391     102   26.1 %
    Other income   830     833     (3 ) -0.4 %
    Total non-interest income   4,873     4,626     247   5.3 %
             
    Non-interest expense        
    Salaries and employee benefits   17,579     17,498     81   0.5 %
    Net occupancy expense of premises   2,831     2,798     33   1.2 %
    Equipment and systems   3,892     3,860     32   0.8 %
    Advertising and marketing   311     342     (31 ) -9.1 %
    Federal deposit insurance premium   1,503     1,563     (60 ) -3.8 %
    Directors’ compensation   361     361     —   — %
    Other expense   3,084     3,364     (280 ) -8.3 %
    Total non-interest expense   29,561     29,786     (225 ) -0.8 %
    Income before income taxes   7,817     7,178     639   8.9 %
    Income taxes   1,251     1,086     165   15.2 %
    Net income $ 6,566   $ 6,092   $ 474   7.8 %
             
    Net income per common share (EPS)        
    Basic $ 0.11   $ 0.10   $ 0.01    
    Diluted $ 0.10   $ 0.10   $ —    
             
    Dividends declared        
    Cash dividends declared per common share $ 0.11   $ 0.11   $ —    
    Cash dividends declared $ 6,933   $ 6,896   $ 37    
    Dividend payout ratio   105.6 %   113.2 %   -7.6 %  
             
    Weighted average number of common shares outstanding        
    Basic   62,443     62,389     54    
    Diluted   62,576     62,420     156    
                         
           
    Kearny Financial Corp.
    Average Balance Sheet Data
    (Unaudited)
           
    (Dollars in Thousands) Three Months Ended Variance
    or Change    		 Variance
    or Change Pct.
    December 31,
    2024    		 September 30,
    2024
    Assets        
    Interest-earning assets:        
    Loans receivable, including loans held for sale $ 5,762,053   $ 5,761,593   $ 460   — %
    Taxable investment securities   1,285,800     1,314,945     (29,145 ) -2.2 %
    Tax-exempt investment securities   9,711     12,244     (2,533 ) -20.7 %
    Other interest-earning assets   116,354     131,981     (15,627 ) -11.8 %
    Total interest-earning assets   7,173,918     7,220,763     (46,845 ) -0.6 %
    Non-interest-earning assets   459,982     467,670     (7,688 ) -1.6 %
    Total assets $ 7,633,900   $ 7,688,433   $ (54,533 ) -0.7 %
             
    Liabilities and Stockholders’ Equity        
    Interest-bearing liabilities:        
    Deposits:        
    Interest-bearing demand $ 2,314,378   $ 2,282,608   $ 31,770   1.4 %
    Savings   711,801     668,240     43,561   6.5 %
    Certificates of deposit (retail)   1,211,985     1,203,770     8,215   0.7 %
    Certificates of deposit (brokered and listing service)   735,736     551,819     183,917   33.3 %
    Total interest-bearing deposits   4,973,900     4,706,437     267,463   5.7 %
    Borrowings:        
    Federal Home Loan Bank advances   1,085,455     1,325,583     (240,128 ) -18.1 %
    Other borrowings   156,522     237,011     (80,489 ) -34.0 %
    Total borrowings   1,241,977     1,562,594     (320,617 ) -20.5 %
    Total interest-bearing liabilities   6,215,877     6,269,031     (53,154 ) -0.8 %
    Non-interest-bearing liabilities:        
    Non-interest-bearing deposits   604,915     599,095     5,820   1.0 %
    Other non-interest-bearing liabilities   65,258     69,629     (4,371 ) -6.3 %
    Total non-interest-bearing liabilities   670,173     668,724     1,449   0.2 %
    Total liabilities   6,886,050     6,937,755     (51,705 ) -0.7 %
    Stockholders’ equity   747,850     750,678     (2,828 ) -0.4 %
    Total liabilities and stockholders’ equity $ 7,633,900   $ 7,688,433   $ (54,533 ) -0.7 %
             
    Average interest-earning assets to average interest-bearing liabilities   115.41 %   115.18 %   0.23 % 0.2 %
                           
         
    Kearny Financial Corp.
    Performance Ratio Highlights
    (Unaudited)
         
      Three Months Ended Variance
    or Change
      December 31,
    2024    		 September 30,
    2024
    Average yield on interest-earning assets:      
    Loans receivable, including loans held for sale 4.54 % 4.61 % -0.07 %
    Taxable investment securities 4.29 % 4.38 % -0.09 %
    Tax-exempt investment securities (1) 2.42 % 2.32 % 0.10 %
    Other interest-earning assets 7.62 % 7.47 % 0.15 %
    Total interest-earning assets 4.54 % 4.61 % -0.07 %
           
    Average cost of interest-bearing liabilities:      
    Deposits:      
    Interest-bearing demand 2.96 % 3.13 % -0.17 %
    Savings 1.29 % 1.05 % 0.24 %
    Certificates of deposit (retail) 4.06 % 4.12 % -0.06 %
    Certificates of deposit (brokered and listing service) 2.71 % 2.18 % 0.53 %
    Total interest-bearing deposits 2.95 % 2.98 % -0.03 %
    Borrowings:      
    Federal Home Loan Bank advances 3.78 % 3.82 % -0.04 %
    Other borrowings 4.88 % 5.28 % -0.40 %
    Total borrowings 3.91 % 4.04 % -0.13 %
    Total interest-bearing liabilities 3.15 % 3.24 % -0.09 %
           
    Interest rate spread (2) 1.39 % 1.37 % 0.02 %
    Net interest margin (3) 1.82 % 1.80 % 0.02 %
           
    Non-interest income to average assets (annualized) 0.26 % 0.24 % 0.02 %
    Non-interest expense to average assets (annualized) 1.55 % 1.55 % — %
           
    Efficiency ratio (4) 78.86 % 80.35 % -1.49 %
           
    Return on average assets (annualized) 0.34 % 0.32 % 0.02 %
    Return on average equity (annualized) 3.51 % 3.25 % 0.26 %
    Return on average tangible equity (annualized) (5) 4.21 % 3.89 % 0.32 %

    _________________________

    (1)   The yield on tax-exempt investment securities has not been adjusted to reflect their tax-effective yield.
    (2)   Interest income divided by average interest-earning assets less interest expense divided by average interest-bearing liabilities.
    (3)   Net interest income divided by average interest-earning assets.
    (4)   Non-interest expense divided by the sum of net interest income and non-interest income.
    (5)   Average tangible equity equals total average stockholders’ equity reduced by average goodwill and average core deposit intangible assets.

    Five-Quarter Financial Trend Analysis
               
    Kearny Financial Corp.
    Consolidated Balance Sheets
               
    (Dollars and Shares in Thousands,
    Except Per Share Data)    		 December 31,
    2024    		 September 30,
    2024    		 June 30,
    2024    		 March 31,
    2024    		 December 31,
    2023
      (Unaudited) (Unaudited)   (Unaudited) (Unaudited)
    Assets          
    Cash and cash equivalents $ 141,554   $ 155,574   $ 63,864   $ 71,027   $ 73,860  
    Securities available for sale   1,018,279     1,070,811     1,072,833     1,098,655     1,144,175  
    Securities held to maturity   127,266     132,256     135,742     139,643     141,959  
    Loans held-for-sale   5,695     8,866     6,036     4,117     14,030  
    Loans receivable   5,791,758     5,784,246     5,732,787     5,758,336     5,745,629  
    Less: allowance for credit losses on loans   (44,457 )   (44,923 )   (44,939 )   (44,930 )   (44,867 )
    Net loans receivable   5,747,301     5,739,323     5,687,848     5,713,406     5,700,762  
    Premises and equipment   45,127     45,189     44,940     45,053     45,928  
    Federal Home Loan Bank stock   64,443     57,706     80,300     81,347     83,372  
    Accrued interest receivable   27,772     29,467     29,521     31,065     30,258  
    Goodwill   113,525     113,525     113,525     210,895     210,895  
    Core deposit intangible   1,679     1,805     1,931     2,057     2,189  
    Bank owned life insurance   301,339     300,186     297,874     296,493     256,064  
    Deferred income taxes, net   53,325     50,131     50,339     47,225     46,116  
    Other real estate owned   —     —     —     —     11,982  
    Other assets   84,080     67,540     98,708     100,989     136,242  
    Total assets $ 7,731,385   $ 7,772,379   $ 7,683,461   $ 7,841,972   $ 7,897,832  
               
    Liabilities          
    Deposits:          
    Non-interest-bearing $ 601,510   $ 592,099   $ 598,366   $ 586,089   $ 584,130  
    Interest-bearing   5,069,550     4,878,413     4,559,757     4,622,961     4,735,500  
    Total deposits   5,671,060     5,470,512     5,158,123     5,209,050     5,319,630  
    Borrowings   1,258,949     1,479,888     1,709,789     1,722,178     1,667,055  
    Advance payments by borrowers for taxes   17,986     17,824     17,409     17,387     16,742  
    Other liabilities   38,537     52,618     44,569     44,279     46,427  
    Total liabilities   6,986,532     7,020,842     6,929,890     6,992,894     7,049,854  
               
    Stockholders’ Equity          
    Common stock   646     646     644     644     645  
    Paid-in capital   494,092     493,523     493,680     493,187     493,297  
    Retained earnings   342,155     342,522     343,326     440,308     439,755  
    Unearned ESOP shares   (19,943 )   (20,430 )   (20,916 )   (21,402 )   (21,889 )
    Accumulated other comprehensive loss   (72,097 )   (64,724 )   (63,163 )   (63,659 )   (63,830 )
    Total stockholders’ equity   744,853     751,537     753,571     849,078     847,978  
    Total liabilities and stockholders’ equity $ 7,731,385   $ 7,772,379   $ 7,683,461   $ 7,841,972   $ 7,897,832  
               
    Consolidated capital ratios          
    Equity to assets   9.63 %   9.67 %   9.81 %   10.83 %   10.74 %
    Tangible equity to tangible assets (1)   8.27 %   8.31 %   8.43 %   8.34 %   8.26 %
               
    Share data          
    Outstanding shares   64,580     64,580     64,434     64,437     64,445  
    Book value per share $ 11.53   $ 11.64   $ 11.70   $ 13.18   $ 13.16  
    Tangible book value per share (2) $ 9.75   $ 9.85   $ 9.90   $ 9.87   $ 9.85  

    _________________________

    (1)   Tangible equity equals total stockholders’ equity reduced by goodwill and core deposit intangible assets. Tangible assets equals total assets reduced by goodwill and core deposit intangible assets.
    (2)   Tangible book value equals total stockholders’ equity reduced by goodwill and core deposit intangible assets.

               
    Kearny Financial Corp.
    Supplemental Balance Sheet Highlights
    (Unaudited)
               
    (Dollars in Thousands) December 31,
    2024    		 September 30,
    2024    		 June 30,
    2024    		 March 31,
    2024    		 December 31,
    2023
    Loan portfolio composition:          
    Commercial loans:          
    Multi-family mortgage $ 2,722,623   $ 2,646,187   $ 2,645,851   $ 2,645,195   $ 2,651,274  
    Nonresidential mortgage   950,194     950,771     948,075     965,539     947,287  
    Commercial business   135,740     145,984     142,747     147,326     144,134  
    Construction   176,704     227,327     209,237     229,457     221,933  
    Total commercial loans   3,985,261     3,970,269     3,945,910     3,987,517     3,964,628  
    One- to four-family residential mortgage   1,765,160     1,768,230     1,756,051     1,741,644     1,746,065  
    Consumer loans:          
    Home equity loans   47,101     44,741     44,104     42,731     43,517  
    Other consumer   2,778     2,965     2,685     3,198     2,728  
    Total consumer loans   49,879     47,706     46,789     45,929     46,245  
    Total loans, excluding yield adjustments   5,800,300     5,786,205     5,748,750     5,775,090     5,756,938  
    Unaccreted yield adjustments   (8,542 )   (1,959 )   (15,963 )   (16,754 )   (11,309 )
    Loans receivable, net of yield adjustments   5,791,758     5,784,246     5,732,787     5,758,336     5,745,629  
    Less: allowance for credit losses on loans   (44,457 )   (44,923 )   (44,939 )   (44,930 )   (44,867 )
    Net loans receivable $ 5,747,301   $ 5,739,323   $ 5,687,848   $ 5,713,406   $ 5,700,762  
               
    Asset quality:          
    Nonperforming assets:          
    Accruing loans – 90 days and over past due $ —   $ —   $ —   $ —   $ —  
    Nonaccrual loans   37,697     39,854     39,882     39,546     28,089  
    Total nonperforming loans   37,697     39,854     39,882     39,546     28,089  
    Nonaccrual loans held-for-sale   —     —     —     —     9,700  
    Other real estate owned   —     —     —     —     11,982  
    Total nonperforming assets $ 37,697   $ 39,854   $ 39,882   $ 39,546   $ 49,771  
               
    Nonperforming loans (% total loans)   0.65 %   0.69 %   0.70 %   0.69 %   0.49 %
    Nonperforming assets (% total assets)   0.49 %   0.51 %   0.52 %   0.50 %   0.63 %
               
    Classified loans $ 132,216   $ 119,534   $ 118,700   $ 115,772   $ 94,676  
               
    Allowance for credit losses on loans (ACL):          
    ACL to total loans   0.77 %   0.78 %   0.78 %   0.78 %   0.78 %
    ACL to nonperforming loans   117.93 %   112.72 %   112.68 %   113.61 %   159.73 %
    Net charge-offs $ 573   $ 124   $ 3,518   $ 286   $ 4,110  
    Average net charge-off rate (annualized)   0.04 %   0.01 %   0.25 %   0.02 %   0.29 %
                                   
               
    Kearny Financial Corp.
    Supplemental Balance Sheet Highlights
    (Unaudited)
               
    (Dollars in Thousands) December 31,
    2024    		 September 30,
    2024    		 June 30,
    2024    		 March 31,
    2024    		 December 31,
    2023
    Funding composition:          
    Deposits:          
    Non-interest-bearing deposits $ 601,510   $ 592,099   $ 598,367   $ 586,089   $ 584,130  
    Interest-bearing demand   2,380,408     2,247,685     2,308,915     2,349,032     2,347,262  
    Savings   742,266     681,709     643,481     630,456     646,182  
    Certificates of deposit (retail)   1,194,865     1,215,746     1,199,127     1,235,261     1,283,676  
    Certificates of deposit (brokered and listing service)   752,011     733,273     408,234     408,212     458,380  
    Interest-bearing deposits   5,069,550     4,878,413     4,559,757     4,622,961     4,735,500  
    Total deposits   5,671,060     5,470,512     5,158,124     5,209,050     5,319,630  
               
    Borrowings:          
    Federal Home Loan Bank advances   1,028,949     1,209,888     1,534,789     1,457,178     1,432,055  
    Overnight borrowings   230,000     270,000     175,000     265,000     235,000  
    Total borrowings   1,258,949     1,479,888     1,709,789     1,722,178     1,667,055  
               
      Total funding $ 6,930,009   $ 6,950,400   $ 6,867,913   $ 6,931,228   $ 6,986,685  
               
    Loans as a % of deposits   101.4 %   105.1 %   110.4 %   109.8 %   107.4 %
    Deposits as a % of total funding   81.8 %   78.7 %   75.1 %   75.2 %   76.1 %
    Borrowings as a % of total funding   18.2 %   21.3 %   24.9 %   24.8 %   23.9 %
               
    Uninsured deposits:          
    Uninsured deposits (reported) (1) $ 1,935,607   $ 1,799,726   $ 1,772,623   $ 1,760,740   $ 1,813,122  
    Uninsured deposits (adjusted) (2) $ 797,721   $ 773,375   $ 764,447   $ 718,026   $ 694,510  

    _________________________

    (1)   Uninsured deposits of Kearny Bank.
    (2)   Uninsured deposits of Kearny Bank adjusted to exclude deposits of its wholly-owned subsidiary and holding company and collateralized deposits of state and local governments.

       
    Kearny Financial Corp.
    Consolidated Statements of Income (Loss)
    (Unaudited)
       
      Three Months Ended
    (Dollars and Shares in Thousands,
    Except Per Share Data)    		 December 31,
    2024    		 September 30,
    2024    		 June 30,
    2024    		 March 31,
    2024    		 December 31,
    2023
    Interest income          
    Loans $ 65,408   $ 66,331   $ 65,819   $ 64,035   $ 63,384  
    Taxable investment securities   13,803     14,384     14,802     15,490     16,756  
    Tax-exempt investment securities   59     71     80     85     84  
    Other interest-earning assets   2,215     2,466     2,289     2,475     2,401  
    Total interest income   81,485     83,252     82,990     82,085     82,625  
               
    Interest expense          
    Deposits   36,721     35,018     32,187     32,320     30,340  
    Borrowings   12,152     15,788     17,527     15,446     16,446  
    Total interest expense   48,873     50,806     49,714     47,766     46,786  
    Net interest income   32,612     32,446     33,276     34,319     35,839  
    Provision for credit losses   107     108     3,527     349     2,105  
    Net interest income after provision for credit losses   32,505     32,338     29,749     33,970     33,734  
               
    Non-interest income          
    Fees and service charges   627     635     580     657     624  
    Loss on sale and call of securities   —     —     —     —     (18,135 )
    Gain (loss) on sale of loans   304     200     111     (712 )   104  
    Loss on sale of other real estate owned   —     —     —     —     (974 )
    Income from bank owned life insurance   2,619     2,567     3,209     3,039     1,162  
    Electronic banking fees and charges   493     391     1,130     464     396  
    Other income   830     833     776     755     811  
    Total non-interest income   4,873     4,626     5,806     4,203     (16,012 )
               
    Non-interest expense          
    Salaries and employee benefits   17,579     17,498     17,266     16,911     17,282  
    Net occupancy expense of premises   2,831     2,798     2,738     2,863     2,674  
    Equipment and systems   3,892     3,860     3,785     3,823     3,814  
    Advertising and marketing   311     342     480     387     301  
    Federal deposit insurance premium   1,503     1,563     1,532     1,429     1,495  
    Directors’ compensation   361     361     360     360     393  
    Goodwill impairment   —     —     97,370     —     —  
    Other expense   3,084     3,364     3,020     3,286     3,808  
    Total non-interest expense   29,561     29,786     126,551     29,059     29,767  
    Income (loss) before income taxes   7,817     7,178     (90,996 )   9,114     (12,045 )
    Income taxes   1,251     1,086     (917 )   1,717     1,782  
    Net income (loss) $ 6,566   $ 6,092   $ (90,079 ) $ 7,397   $ (13,827 )
               
    Net income (loss) per common share (EPS)          
    Basic $ 0.11   $ 0.10   $ (1.45 ) $ 0.12   $ (0.22 )
    Diluted $ 0.10   $ 0.10   $ (1.45 ) $ 0.12   $ (0.22 )
               
    Dividends declared          
    Cash dividends declared per common share $ 0.11   $ 0.11   $ 0.11   $ 0.11   $ 0.11  
    Cash dividends declared $ 6,933   $ 6,896   $ 6,903   $ 6,844   $ 6,882  
    Dividend payout ratio   105.6 %   113.2 %   -7.7 %   92.5 %   -49.8 %
               
    Weighted average number of common shares outstanding          
    Basic   62,443     62,389     62,254     62,205     62,299  
    Diluted   62,576     62,420     62,254     62,211     62,299  
                                   
       
    Kearny Financial Corp.
    Average Balance Sheet Data
    (Unaudited)
       
      Three Months Ended
    (Dollars in Thousands) December 31,
    2024    		 September 30,
    2024    		 June 30,
    2024    		 March 31,
    2024    		 December 31,
    2023
    Assets          
    Interest-earning assets:          
    Loans receivable, including loans held-for-sale $ 5,762,053   $ 5,761,593   $ 5,743,008   $ 5,752,477   $ 5,726,321  
    Taxable investment securities   1,285,800     1,314,945     1,343,541     1,382,064     1,509,165  
    Tax-exempt investment securities   9,711     12,244     13,737     14,614     15,025  
    Other interest-earning assets   116,354     131,981     128,257     125,155     139,740  
    Total interest-earning assets   7,173,918     7,220,763     7,228,543     7,274,310     7,390,251  
    Non-interest-earning assets   459,982     467,670     466,537     577,411     554,335  
    Total assets $ 7,633,900   $ 7,688,433   $ 7,695,080   $ 7,851,721   $ 7,944,586  
               
    Liabilities and Stockholders’ Equity          
    Interest-bearing liabilities:          
    Deposits:          
    Interest-bearing demand $ 2,314,378   $ 2,282,608   $ 2,310,521   $ 2,378,831   $ 2,301,169  
    Savings   711,801     668,240     631,622     635,226     664,926  
    Certificates of deposit (retail)   1,211,985     1,203,770     1,208,101     1,257,362     1,292,837  
    Certificates of deposit (brokered and listing service)   735,736     551,819     405,697     448,151     531,479  
    Total interest-bearing deposits   4,973,900     4,706,437     4,555,941     4,719,570     4,790,411  
    Borrowings:          
    Federal Home Loan Bank advances   1,085,455     1,325,583     1,507,192     1,428,801     1,513,497  
    Other borrowings   156,522     237,011     228,461     210,989     142,283  
    Total borrowings   1,241,977     1,562,594     1,735,653     1,639,790     1,655,780  
    Total interest-bearing liabilities   6,215,877     6,269,031     6,291,594     6,359,360     6,446,191  
    Non-interest-bearing liabilities:          
    Non-interest-bearing deposits   604,915     599,095     589,438     581,870     597,294  
    Other non-interest-bearing liabilities   65,258     69,629     62,978     65,709     62,387  
    Total non-interest-bearing liabilities   670,173     668,724     652,416     647,579     659,681  
    Total liabilities   6,886,050     6,937,755     6,944,010     7,006,939     7,105,872  
    Stockholders’ equity   747,850     750,678     751,070     844,782     838,714  
    Total liabilities and stockholders’ equity $ 7,633,900   $ 7,688,433   $ 7,695,080   $ 7,851,721   $ 7,944,586  
               
    Average interest-earning assets to average interest-bearing liabilities   115.41 %   115.18 %   114.89 %   114.39 %   114.65 %
                                   
       
    Kearny Financial Corp.
    Performance Ratio Highlights
       
      Three Months Ended
      December 31,
    2024    		 September 30,
    2024    		 June 30,
    2024    		 March 31,
    2024    		 December 31,
    2023
    Average yield on interest-earning assets:          
    Loans receivable, including loans held-for-sale 4.54 % 4.61 % 4.58 % 4.45 % 4.43 %
    Taxable investment securities 4.29 % 4.38 % 4.41 % 4.48 % 4.44 %
    Tax-exempt investment securities (1) 2.42 % 2.32 % 2.32 % 2.32 % 2.25 %
    Other interest-earning assets 7.62 % 7.47 % 7.14 % 7.91 % 6.87 %
    Total interest-earning assets 4.54 % 4.61 % 4.59 % 4.51 % 4.47 %
               
    Average cost of interest-bearing liabilities:          
    Deposits:          
    Interest-bearing demand 2.96 % 3.13 % 3.06 % 3.08 % 2.91 %
    Savings 1.29 % 1.05 % 0.63 % 0.46 % 0.44 %
    Certificates of deposit (retail) 4.06 % 4.12 % 3.95 % 3.52 % 3.06 %
    Certificates of deposit (brokered and listing service) 2.71 % 2.18 % 1.59 % 1.97 % 2.24 %
    Total interest-bearing deposits 2.95 % 2.98 % 2.83 % 2.74 % 2.53 %
    Borrowings:          
    Federal Home Loan Bank advances 3.78 % 3.82 % 3.86 % 3.55 % 3.82 %
    Other borrowings 4.88 % 5.28 % 5.24 % 5.22 % 5.65 %
    Total borrowings 3.91 % 4.04 % 4.04 % 3.77 % 3.97 %
    Total interest-bearing liabilities 3.15 % 3.24 % 3.16 % 3.00 % 2.90 %
               
    Interest rate spread (2) 1.39 % 1.37 % 1.43 % 1.51 % 1.57 %
    Net interest margin (3) 1.82 % 1.80 % 1.84 % 1.89 % 1.94 %
               
    Non-interest income to average assets (annualized) 0.26 % 0.24 % 0.30 % 0.21 % -0.81 %
    Non-interest expense to average assets (annualized) 1.55 % 1.55 % 6.58 % 1.48 % 1.50 %
               
    Efficiency ratio (4) 78.86 % 80.35 % 323.81 % 75.43 % 150.13 %
               
    Return on average assets (annualized) 0.34 % 0.32 % -4.68 % 0.38 % -0.70 %
    Return on average equity (annualized) 3.51 % 3.25 % -47.97 % 3.50 % -6.59 %
    Return on average tangible equity (annualized) (5) 4.21 % 3.89 % 3.33 % 4.68 % -8.84 %

    _________________________

    (1)   The yield on tax-exempt investment securities has not been adjusted to reflect their tax-effective yield.
    (2)   Interest income divided by average interest-earning assets less interest expense divided by average interest-bearing liabilities.
    (3)   Net interest income divided by average interest-earning assets.
    (4)   Non-interest expense divided by the sum of net interest income and non-interest income.
    (5)   Average tangible equity equals total average stockholders’ equity reduced by average goodwill and average core deposit intangible assets.

    The following tables provide a reconciliation of certain financial measures calculated in accordance with Generally Accepted Accounting Principles (“GAAP”) (as reported) and non-GAAP measures. These non-GAAP measures provide additional information which allow readers to evaluate the ongoing performance of the Company. They are not a substitute for GAAP measures; they should be read and used in conjunction with the Company’s GAAP financial information. In all cases, it should be understood that non-GAAP per share measures do not depict amounts that accrue directly to the benefit of shareholders.

       
    Kearny Financial Corp.
    Reconciliation of GAAP to Non-GAAP
    (Unaudited)
       
      Three Months Ended
    (Dollars and Shares in Thousands,
    Except Per Share Data)    		 December 31,
    2024    		 September 30,
    2024    		 June 30,
    2024    		 March 31,
    2024    		 December 31,
    2023
    Adjusted net income:          
    Net income (loss) (GAAP) $ 6,566   $ 6,092   $ (90,079 ) $ 7,397   $ (13,827 )
    Non-recurring transactions – net of tax:          
    Net effect of sale and call of securities   —     —     —     —     12,876  
    Net effect of bank-owned life insurance restructure   —     —     392     —     6,286  
    Goodwill impairment   —     —     95,283     —     —  
    Adjusted net income $ 6,566   $ 6,092   $ 5,596   $ 7,397   $ 5,335  
               
    Calculation of pre-tax, pre-provision net revenue:          
    Net income (loss) (GAAP) $ 6,566   $ 6,092   $ (90,079 ) $ 7,397   $ (13,827 )
    Adjustments to net income (GAAP):          
    Provision for income taxes   1,251     1,086     (917 )   1,717     1,782  
    Provision for credit losses   107     108     3,527     349     2,105  
    Pre-tax, pre-provision net revenue (non-GAAP) $ 7,924   $ 7,286   $ (87,469 ) $ 9,463   $ (9,940 )
               
    Adjusted earnings per share:          
    Weighted average common shares – basic   62,443     62,389     62,254     62,205     62,299  
    Weighted average common shares – diluted   62,576     62,420     62,330     62,211     62,367  
               
    Earnings per share – basic (GAAP) $ 0.11   $ 0.10   $ (1.45 ) $ 0.12   $ (0.22 )
    Earnings per share – diluted (GAAP) $ 0.10   $ 0.10   $ (1.45 ) $ 0.12   $ (0.22 )
               
    Adjusted earnings per share – basic (non-GAAP) $ 0.11   $ 0.10   $ 0.09   $ 0.12   $ 0.09  
    Adjusted earnings per share – diluted (non-GAAP) $ 0.10   $ 0.10   $ 0.09   $ 0.12   $ 0.09  
               
    Pre-tax, pre-provision net revenue per share:          
    Pre-tax, pre-provision net revenue per share – basic (non-GAAP) $ 0.13   $ 0.12   $ (1.41 ) $ 0.15   $ (0.16 )
    Pre-tax, pre-provision net revenue per share – diluted (non-GAAP) $ 0.13   $ 0.12   $ (1.41 ) $ 0.15   $ (0.16 )
               
    Adjusted return on average assets:          
    Total average assets $ 7,633,900   $ 7,688,433   $ 7,695,080   $ 7,851,721   $ 7,944,586  
               
    Return on average assets (GAAP)   0.34 %   0.32 %   -4.68 %   0.38 %   -0.70 %
    Adjusted return on average assets (non-GAAP)   0.34 %   0.32 %   0.29 %   0.38 %   0.27 %
               
    Adjusted return on average equity:          
    Total average equity $ 747,850   $ 750,678   $ 751,070   $ 844,782   $ 838,714  
               
    Return on average equity (GAAP)   3.51 %   3.25 %   -47.97 %   3.50 %   -6.59 %
    Adjusted return on average equity (non-GAAP)   3.51 %   3.25 %   2.98 %   3.50 %   2.54 %
                                   
       
    Kearny Financial Corp.
    Reconciliation of GAAP to Non-GAAP
    (Unaudited)
       
      Three Months Ended
    (Dollars and Shares in Thousands,
    Except Per Share Data)    		 December 31,
    2024    		 September 30,
    2024    		 June 30,
    2024    		 March 31,
    2024    		 December 31,
    2023
    Adjusted return on average tangible equity:          
    Total average equity $ 747,850   $ 750,678   $ 751,070   $ 844,782   $ 838,714  
    Less: average goodwill   (113,525 )   (113,525 )   (113,525 )   (210,895 )   (210,895 )
    Less: average other intangible assets   (1,761 )   (1,886 )   (2,006 )   (2,138 )   (2,277 )
    Total average tangible equity $ 632,564   $ 635,267   $ 635,539   $ 631,749   $ 625,542  
               
    Return on average tangible equity (non-GAAP)   4.21 %   3.89 %   3.33 %   4.68 %   -8.84 %
    Adjusted return on average tangible equity (non-GAAP)   4.21 %   3.89 %   3.58 %   4.68 %   3.41 %
               
    Adjusted non-interest expense ratio:          
    Non-interest expense (GAAP) $ 29,561   $ 29,786   $ 126,551   $ 29,059   $ 29,767  
    Non-recurring transactions:          
    Goodwill impairment   —     —     (97,370 )   —     —  
    Non-interest expense (non-GAAP) $ 29,561   $ 29,786   $ 29,181   $ 29,059   $ 29,767  
               
    Non-interest expense ratio (GAAP)   1.55 %   1.55 %   6.58 %   1.48 %   1.50 %
    Adjusted non-interest expense ratio (non-GAAP)   1.55 %   1.55 %   1.52 %   1.48 %   1.50 %
               
    Adjusted efficiency ratio:          
    Non-interest expense (non-GAAP) $ 29,561   $ 29,786   $ 29,181   $ 29,059   $ 29,767  
               
    Net interest income (GAAP) $ 32,612   $ 32,446   $ 33,276   $ 34,319   $ 35,839  
    Total non-interest income (GAAP)   4,873     4,626     5,806     4,203     (16,012 )
    Non-recurring transactions:          
    Net effect of sale and call of securities   —     —     —     —     18,135  
    Net effect of bank-owned life insurance restructure   —     —     392     —     573  
    Total revenue (non-GAAP) $ 37,485   $ 37,072   $ 39,474   $ 38,522   $ 38,535  
               
    Efficiency ratio (GAAP)   78.86 %   80.35 %   323.81 %   75.43 %   150.13 %
    Adjusted efficiency ratio (non-GAAP)   78.86 %   80.35 %   73.92 %   75.43 %   77.25 %
                                   

    The MIL Network –

  • MIL-OSI: Red River Bancshares, Inc. Reports Fourth Quarter 2024 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    ALEXANDRIA, La., Jan. 30, 2025 (GLOBE NEWSWIRE) — Red River Bancshares, Inc. (the “Company”) (Nasdaq: RRBI), the holding company for Red River Bank (the “Bank”), announced today its unaudited financial results for the fourth quarter of 2024.

    Net income for the fourth quarter of 2024 was $9.3 million, or $1.37 per diluted common share (“EPS”), an increase of $552,000, or 6.3%, compared to $8.8 million, or $1.27 EPS, for the third quarter of 2024, and an increase of $1.0 million, or 12.2%, compared to $8.3 million, or $1.16 EPS, for the fourth quarter of 2023. For the fourth quarter of 2024, the quarterly return on assets was 1.18%, and the quarterly return on equity was 11.46%.

    Net income for the year ended December 31, 2024, was $34.2 million, or $4.95 EPS, a decrease of $644,000, or 1.8%, compared to $34.9 million, or $4.86 EPS, for the year ended December 31, 2023. For the year ended December 31, 2024, the return on assets was 1.11%, and the return on equity was 11.02%.

    Fourth Quarter 2024 Performance and Operational Highlights

    In the fourth quarter of 2024, the Company had an improved net interest margin, which resulted in higher net interest income and earnings, along with slightly higher loans and deposits. A significant stock repurchase transaction was completed, and a stock repurchase program for 2025 was renewed. During the fourth quarter, the target range of the federal funds rate was reduced by 50 basis points (“bps”).

    • Net income for the fourth quarter of 2024 was $9.3 million compared to $8.8 million for the prior quarter. Net income for the fourth quarter benefited from an improved net interest margin fully tax equivalent (“FTE”) and higher net interest income.
    • Net interest income and net interest margin FTE increased for the fourth quarter of 2024 compared to the prior quarter. Net interest income for the fourth quarter of 2024 was $23.7 million compared to $22.5 million for the prior quarter. Net interest margin FTE for the fourth quarter of 2024 was 3.09% compared to 2.98% for the prior quarter. These improvements were due to higher loan balances, combined with higher securities yields and lower deposit rates.
    • As of December 31, 2024, assets were $3.15 billion, which was $47.8 million, or 1.5%, higher than September 30, 2024. The increase was mainly due to a $58.0 million increase in deposits.
    • Deposits totaled $2.81 billion as of December 31, 2024, an increase of $58.0 million, or 2.1%, compared to $2.75 billion as of September 30, 2024. This increase was mainly due to the seasonal inflow of funds from public entity customers.
    • As of December 31, 2024, loans held for investment (“HFI”) were $2.08 billion, slightly higher than $2.06 billion as of September 30, 2024. In the third and fourth quarters of 2024, we closed on a high level of loan commitments, which we expect to fund over time.
    • As of December 31, 2024, total securities were $684.9 million, which was $12.8 million, or 1.8%, lower than September 30, 2024. Securities decreased mainly due to having a larger net unrealized loss on securities available-for-sale (“AFS”). New securities purchased were offset by securities maturities and principal repayments.
    • As of December 31, 2024, liquid assets, which are cash and cash equivalents, were $269.0 million, and the liquid assets to assets ratio was 8.54%. We do not have any borrowings, brokered deposits, or internet-sourced deposits.
    • In the fourth quarter of 2024, the provision for credit losses totaled $300,000. This included $200,000 for loans and $100,000 for unfunded loan commitments.
    • As of December 31, 2024, nonperforming assets (“NPA(s)”) were $3.3 million, or 0.10% of assets, and the allowance for credit losses (“ACL”) was $21.7 million, or 1.05% of loans HFI.
    • We paid a quarterly cash dividend of $0.09 per common share in the fourth quarter of 2024.
    • The 2024 stock repurchase program authorized us to purchase up to $5.0 million of our outstanding shares of common stock from January 1, 2024 through December 31, 2024. Under this plan, in the fourth quarter of 2024, we repurchased 632 shares on the open market at an aggregate cost of $33,000. The 2024 stock repurchase program expired on December 31, 2024, with $1.1 million of remaining availability. On December 19, 2024, our Board of Directors approved the renewal of our stock repurchase program for 2025. The 2025 stock repurchase program authorizes us to purchase up to $5.0 million of our outstanding shares of common stock from January 1, 2025 through December 31, 2025.
    • On November 5, 2024, we entered into a privately negotiated stock repurchase agreement for the repurchase of 50,000 shares of our common stock at a purchase price of $2.5 million. This repurchase was supplemental to our 2024 stock repurchase program.
    • In 2024, we repurchased 327,085 shares of our common stock. For the year ended December 31, 2024, these repurchases benefited earnings per share by $0.14.
    • As of December 31, 2024, capital levels were strong, with a stockholders’ equity to assets ratio of 10.15%, a leverage ratio of 11.86%, and a total risk-based capital ratio of 18.28%.
    • In the fourth quarter of 2024, we continued implementing our organic expansion plan. We purchased property in Lafayette, Louisiana and plan to build a new banking center at that location, which would be our second banking center in the Acadiana market.
    • The American Banker publication included Red River Bank in its “2024 Best Banks To Work For” ranking.

    Blake Chatelain, President and Chief Executive Officer, stated, “We are pleased to finish out 2024 with a strong fourth quarter, which included steady net interest margin improvement, higher net income, solid loan activity, and good liquidity.

    “In the fourth quarter, the Federal Reserve lowered short-term interest rates; however, longer term rates remained fairly consistent. Due to diligent balance sheet management, our net interest margin FTE increased by 11 bps and net interest income increased by 5.5% in the fourth quarter. New loan activity was very good in the fourth quarter; however, the loan portfolio was impacted by higher than normal paydowns on loans. For the second quarter in a row, we closed on a significant amount of construction loan commitments, which we expect to fund over time. Our balance sheet is well positioned for the forecasted interest rate environment and a normal shaped yield curve. This should enable us to continue improving the net interest margin slightly in the first half of 2025.

    “In the fourth quarter of 2024, we completed a third, significant private stock repurchase transaction. In 2024, we repurchased 4.6% of outstanding shares, which positively impacted earnings per share, while also maintaining strong capital levels and ratios.

    “The fourth quarter of 2024 wrapped up a good year for our Company and our communities. Our Company is well positioned for the future, with robust capital and liquidity levels combined with a great team of community bankers. We look forward to 2025 as we continue to grow and build value for our shareholders.”

    Net Interest Income and Net Interest Margin FTE

    Net interest income and net interest margin FTE increased in the fourth quarter of 2024 compared to the prior quarter. These measures were both impacted by improved yields on securities, as well as lower deposit rates. After keeping the federal funds rate consistent since the third quarter of 2023, the Federal Open Market Committee (“FOMC”) decreased the federal funds rate by 50 bps in September of 2024, and by an additional 50 bps during the fourth quarter of 2024.

    Net interest income for the fourth quarter of 2024 was $23.7 million, which was $1.2 million, or 5.5%, higher than the third quarter of 2024, due to a $729,000 increase in interest and dividend income, combined with a $501,000 decrease in interest expense. The increase in interest and dividend income was due to higher interest income on loans and securities. Loan income increased $376,000 primarily due to higher average loan balances during the fourth quarter. Securities income increased $289,000 due to reinvesting lower yielding securities cash flows into higher yielding securities. The decrease in interest expense was primarily due to lower rates on interest-bearing transaction deposits and time deposits.

    The net interest margin FTE increased 11 bps to 3.09% for the fourth quarter of 2024, compared to 2.98% for the prior quarter. This increase was due to improved yields on securities, combined with lower deposit costs. The yield on securities increased 13 bps due to reinvesting lower yielding securities cash flows into higher yielding securities. The yield on loans increased 2 bps due to higher rates on new and renewed loans compared to the existing portfolio yield. The average rate on new and renewed loans was 7.25% for the fourth quarter of 2024 and 7.89% for the prior quarter. The cost of deposits decreased 10 bps to 1.71% for the fourth quarter of 2024, compared to 1.81% for the previous quarter, due to our lowering of selected deposit rates. As a result of this change, there was a 17 bp decrease in the rate on interest-bearing transaction deposits and a 9 bp decrease on time deposits during the fourth quarter.

    The FOMC lowered the federal funds rate by 50 bps in the fourth quarter of 2024, reducing the target federal funds range to 4.25%-4.50%. The market’s expectation is that the FOMC may lower the target range of the federal funds rate by at least 25 bps in 2025. In 2025, we anticipate receiving approximately $101.0 million in securities cash flows with an average yield of 3.01%, and we project approximately $194.0 million of fixed rate loans will mature with an average yield of 6.04%. We expect to redeploy these balances into higher yielding assets. Additionally, in 2025, we expect $541.9 million of time deposits to mature with an average rate of 4.10%, which we anticipate repricing into lower cost deposits. As of December 31, 2024, floating rate loans were 16.0% of loans HFI, and floating rate transaction deposits were 8.1% of interest-bearing transaction deposits. Depending on balance sheet activity and the movement in interest rates, we expect the net interest income and net interest margin FTE to improve slightly during the first half of 2025.

    Provision for Credit Losses

    The provision for credit losses for the third and fourth quarters of 2024 was $300,000, which included $200,000 for loans and $100,000 for unfunded loan commitments for each quarter. The provision in the third and fourth quarters was due to potential economic challenges resulting from the recent inflationary environment, changing monetary policy, and loan growth. In the second half of 2024, we had an increase in unfunded loan commitments. We will continue to evaluate future provision needs in relation to current economic situations, loan growth, trends in asset quality, forecasted information, and other conditions influencing loss expectations.

    Noninterest Income

    Noninterest income totaled $5.0 million for the fourth quarter of 2024, a decrease of $424,000, or 7.8%, compared to $5.4 million for the previous quarter. The decrease was mainly due to a loss on equity securities and lower loan and deposit income.

    Equity securities are an investment in a Community Reinvestment Act (“CRA”) mutual fund consisting primarily of bonds. The gain or loss on equity securities is a fair value adjustment primarily driven by changes in the interest rate environment. Due to the fluctuations in market rates between quarters, equity securities had a loss of $91,000 in the fourth quarter of 2024, compared to a gain of $107,000 for the previous quarter.

    Loan and deposit income totaled $463,000 for the fourth quarter of 2024, a decrease of $125,000, or 21.3%, compared to $588,000 for the previous quarter. The third quarter of 2024 benefited from the receipt of a $151,000 nonrecurring loan related fee.

    Operating Expenses

    Operating expenses totaled $16.8 million for the fourth quarter of 2024, which was fairly consistent with the previous quarter. Higher occupancy and equipment expenses were offset by lower other taxes.

    Occupancy and equipment expenses totaled $1.7 million for the fourth quarter of 2024, which was $55,000, or 3.3% higher than the previous quarter. In the fourth quarter of 2024, there was $35,000 of nonrecurring expenses related to a new administrative office in the New Orleans market.

    Other taxes totaled $547,000 for the fourth quarter of 2024, a decrease of $75,000, or 12.1%, compared to $622,000 for the previous quarter. In the fourth quarter of 2024, the State of Louisiana bank stock tax expense was lower due to a $68,000 adjustment with receipt of the year-end bank stock tax invoices.

    Asset Overview

    As of December 31, 2024, assets were $3.15 billion, compared to assets of $3.10 billion as of September 30, 2024, an increase of $47.8 million, or 1.5%. In the fourth quarter, assets were mainly impacted by a $58.0 million, or 2.1%, increase in deposits. In the fourth quarter of 2024, liquid assets increased $36.3 million, or 15.6%, to $269.0 million and averaged $256.2 million for the fourth quarter. As of December 31, 2024, we had sufficient liquid assets available and $1.62 billion accessible from other liquidity sources. The liquid assets to assets ratio was 8.54% as of December 31, 2024. Total securities decreased $12.8 million, or 1.8%, to $684.9 million in the fourth quarter and were 21.7% of assets as of December 31, 2024. During the fourth quarter, loans HFI increased $19.0 million, or 0.9%, to $2.08 billion. The loans HFI to deposits ratio was 73.97% as of December 31, 2024, compared to 74.84% as of September 30, 2024.

    Securities

    Total securities as of December 31, 2024, were $684.9 million, a decrease of $12.8 million, or 1.8%, from September 30, 2024. Securities decreased mainly due to having a larger net unrealized loss on securities AFS. New securities purchased were offset by securities maturities and principal repayments.

    The estimated fair value of securities AFS totaled $550.1 million, net of $63.2 million of unrealized loss, as of December 31, 2024, compared to $560.6 million, net of $49.5 million of unrealized loss, as of September 30, 2024. As of December 31, 2024, the amortized cost of securities held-to-maturity (“HTM”) totaled $131.8 million compared to $134.1 million as of September 30, 2024. As of December 31, 2024, securities HTM had an unrealized loss of $22.8 million compared to $17.3 million as of September 30, 2024.

    As of December 31, 2024, equity securities, which is an investment in a CRA mutual fund consisting primarily of bonds, totaled $2.9 million compared to $3.0 million as of September 30, 2024.

    Loans

    Loans HFI as of December 31, 2024, were $2.08 billion, slightly higher than $2.06 billion as of September 30, 2024. In the third and fourth quarters of 2024, we closed on a high level of loan commitments, which, depending on customer activity, we expect to fund over time. Unfunded loan commitments that originated in the fourth quarter of 2024 totaled $106.2 million.

    Loans HFI by Category
      December 31, 2024   September 30, 2024   Change from
    September 30, 2024 to
    December 31, 2024
    (dollars in thousands) Amount   Percent   Amount   Percent   $ Change   % Change
    Real estate:                      
    Commercial real estate $ 884,641   42.6 %   $ 875,590   42.6 %   $ 9,051     1.0 %
    One-to-four family residential   614,551   29.6 %     616,467   30.0 %     (1,916 )   (0.3 %)
    Construction and development   155,229   7.5 %     141,525   6.9 %     13,704     9.7 %
    Commercial and industrial   327,086   15.8 %     327,069   15.9 %     17     — %
    Tax-exempt   64,930   3.1 %     66,436   3.2 %     (1,506 )   (2.3 %)
    Consumer   28,576   1.4 %     28,961   1.4 %     (385 )   (1.3 %)
    Total loans HFI $ 2,075,013   100.0 %   $ 2,056,048   100.0 %   $ 18,965     0.9 %
                                         

    Commercial real estate (“CRE”) loans are collateralized by owner occupied and non-owner occupied properties mainly in Louisiana. Non-owner occupied office loans were $56.4 million, or 2.7% of loans HFI, as of December 31, 2024, and are primarily centered in low-rise suburban areas. The average CRE loan size was $953,000 as of December 31, 2024.

    Health care loans are our largest industry concentration and are made up of a diversified portfolio of health care providers. As of December 31, 2024, total health care loans were 8.1% of loans HFI. Within the health care sector, loans to nursing and residential care facilities were 4.4% of loans HFI, and loans to physician and dental practices were 3.4% of loans HFI. The average health care loan size was $372,000 as of December 31, 2024.

    Asset Quality and Allowance for Credit Losses

    NPAs totaled $3.3 million as of December 31, 2024, an increase of $166,000, or 5.3%, from September 30, 2024, primarily due to an increase in past due loans, partially offset by payoffs and charge-offs of nonaccrual loans. The ratio of NPAs to assets was 0.10% as of December 31, 2024 and September 30, 2024.

    As of December 31, 2024, the ACL was $21.7 million. The ratio of ACL to loans HFI was 1.05% as of December 31, 2024 and 1.06% as of September 30, 2024. The net charge-offs to average loans ratio was 0.01% for the fourth quarter of 2024 and 0.00% for the third quarter of 2024.

    Deposits

    As of December 31, 2024, deposits were $2.81 billion, an increase of $58.0 million, or 2.1%, compared to September 30, 2024. Average deposits for the fourth quarter of 2024 were $2.78 billion, an increase of $53.5 million, or 2.0%, from the prior quarter. The following tables provide details on our deposit portfolio:

    Deposits by Account Type
      December 31, 2024   September 30, 2024   Change from
    September 30, 2024 to
    December 31, 2024
    (dollars in thousands) Balance   % of Total   Balance   % of Total   $ Change   % Change
    Noninterest-bearing demand deposits $ 866,496   30.9 %   $ 882,394   32.1 %   $ (15,898 )   (1.8 %)
    Interest-bearing deposits:                      
    Interest-bearing demand deposits   154,720   5.5 %     163,787   6.0 %     (9,067 )   (5.5 %)
    NOW accounts   467,118   16.7 %     379,566   13.8 %     87,552     23.1 %
    Money market accounts   556,769   19.8 %     551,229   20.0 %     5,540     1.0 %
    Savings accounts   169,894   6.1 %     166,723   6.1 %     3,171     1.9 %
    Time deposits less than or equal to $250,000   403,096   14.3 %     411,361   15.0 %     (8,265 )   (2.0 %)
    Time deposits greater than $250,000   187,013   6.7 %     192,065   7.0 %     (5,052 )   (2.6 %)
    Total interest-bearing deposits   1,938,610   69.1 %     1,864,731   67.9 %     73,879     4.0 %
    Total deposits $ 2,805,106   100.0 %   $ 2,747,125   100.0 %   $ 57,981     2.1 %
                                         
    Deposits by Customer Type
      December 31, 2024   September 30, 2024   Change from
    September 30, 2024 to
    December 31, 2024
    (dollars in thousands) Balance   % of Total   Balance   % of Total   $ Change   % Change
    Consumer $ 1,362,740   48.6 %   $ 1,348,281   49.1 %   $ 14,459     1.1 %
    Commercial   1,178,488   42.0 %     1,191,625   43.4 %     (13,137 )   (1.1 %)
    Public   263,878   9.4 %     207,219   7.5 %     56,659     27.3 %
    Total deposits $ 2,805,106   100.0 %   $ 2,747,125   100.0 %   $ 57,981     2.1 %
                                         

    The increase in deposits in the fourth quarter of 2024 was mainly due to the seasonal inflow of funds from public entity customers, partially offset by a decrease in commercial customer deposit balances related to normal business activity.

    The Bank has a granular, diverse deposit portfolio with customers in a variety of industries throughout Louisiana. As of December 31, 2024, the average deposit account size was approximately $28,000.

    As of December 31, 2024, our estimated uninsured deposits, which are the portion of deposit accounts that exceed the FDIC insurance limit (currently $250,000), were approximately $879.8 million, or 31.4% of total deposits. This amount was estimated based on the same methodologies and assumptions used for regulatory reporting purposes. Also, as of December 31, 2024, our estimated uninsured deposits, excluding collateralized public entity deposits, were approximately $667.6 million, or 23.8% of total deposits. Our cash and cash equivalents of $269.0 million, combined with our available borrowing capacity of $1.62 billion, equaled 214.6% of our estimated uninsured deposits and 282.8% of our estimated uninsured deposits, excluding collateralized public entity deposits.

    Stockholders’ Equity

    Total stockholders’ equity as of December 31, 2024, was $319.7 million compared to $324.3 million as of September 30, 2024. The $4.6 million, or 1.4%, decrease in stockholders’ equity during the fourth quarter of 2024 was attributable to a $10.6 million, net of tax, market adjustment to accumulated other comprehensive loss related to securities, the repurchase of 50,632 shares of common stock for $2.7 million, and $610,000 in cash dividends related to a $0.09 per share cash dividend that we paid on December 19, 2024. The common stock repurchase of $2.7 million includes $213,000 of stock repurchase excise tax related to our 2023 and 2024 stock repurchases, which tax regulations require to be recorded as a reduction to shareholders’ equity. These decreases in stockholders’ equity were partially offset by $9.3 million of net income and $95,000 of stock compensation.

    Non-GAAP Disclosure

    Our accounting and reporting policies conform to United States generally accepted accounting principles (“GAAP”) and the prevailing practices in the banking industry. Certain financial measures used by management to evaluate our operating performance are discussed as supplemental non-GAAP performance measures. In accordance with the Securities and Exchange Commission’s (“SEC”) rules, we classify a financial measure as being a non-GAAP financial measure if that financial measure excludes or includes amounts, or is subject to adjustments that have the effect of excluding or including amounts, that are included or excluded, as the case may be, in the most directly comparable measure calculated and presented in accordance with GAAP as in effect from time to time in the U.S.

    Management and the board of directors review tangible book value per share, tangible common equity to tangible assets, and realized book value per share as part of managing operating performance. However, these non-GAAP financial measures should not be considered in isolation or as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. Moreover, the manner we calculate the non-GAAP financial measures that are discussed may differ from that of other companies’ reporting measures with similar names. It is important to understand how such other banking organizations calculate and name their financial measures similar to the non-GAAP financial measures discussed by us when comparing such non-GAAP financial measures.

    A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures is included within the following financial statement tables.

    About Red River Bancshares, Inc.

    Red River Bancshares, Inc. is the bank holding company for Red River Bank, a Louisiana state-chartered bank established in 1999 that provides a fully integrated suite of banking products and services tailored to the needs of commercial and retail customers. Red River Bank operates from a network of 28 banking centers throughout Louisiana and one combined loan and deposit production office in New Orleans, Louisiana. Banking centers are located in the following Louisiana markets: Central, which includes the Alexandria metropolitan statistical area (“MSA”); Northwest, which includes the Shreveport-Bossier City MSA; Capital, which includes the Baton Rouge MSA; Southwest, which includes the Lake Charles MSA; the Northshore, which includes Covington; Acadiana, which includes the Lafayette MSA; and New Orleans.

    Forward-Looking Statements

    Statements in this news release regarding our expectations and beliefs about our future financial performance and financial condition, as well as trends in our business, interest rates, and markets, are “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. Forward-looking statements often include words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “project,” “outlook,” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” The forward-looking statements in this news release are based on current information and on assumptions that we make about future events and circumstances that are subject to a number of risks and uncertainties that are often difficult to predict and beyond our control. As a result of those risks and uncertainties, our actual financial results in the future could differ, possibly materially, from those expressed in or implied by the forward-looking statements contained in this news release and could cause us to make changes to our future plans. Additional information regarding these and other risks and uncertainties to which our business and future financial performance are subject is contained in the section titled “Risk Factors” in our most recent Annual Report on Form 10-K and any subsequent quarterly reports on Form 10-Q, and in other documents that we file with the SEC from time to time. In addition, our actual financial results in the future may differ from those currently expected due to additional risks and uncertainties of which we are not currently aware or which we do not currently view as, but in the future may become, material to our business or operating results. Due to these and other possible uncertainties and risks, readers are cautioned not to place undue reliance on the forward-looking statements contained in this news release or to make predictions based solely on historical financial performance. Any forward-looking statement speaks only as of the date on which it is made, and we do not undertake any obligation to update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law. All forward-looking statements, express or implied, included in this news release are qualified in their entirety by this cautionary statement.

    Contact:
    Isabel V. Carriere, CPA, CGMA
    Executive Vice President, Chief Financial Officer, and Assistant Corporate Secretary
    318-561-4023
    icarriere@redriverbank.net 

    FINANCIAL HIGHLIGHTS (UNAUDITED)
     
        As of and for the
    Three Months Ended    		   As of and for the
    Years Ended
    (dollars in thousands, except per share data)   December 31,
    2024    		   September 30,
    2024    		   December 31,
    2023    		   December 31,
    2024    		   December 31,
    2023
    Net Income   $ 9,306     $ 8,754     $ 8,292     $ 34,235     $ 34,879  
                         
    Per Common Share Data:                    
    Earnings per share, basic   $ 1.37     $ 1.28     $ 1.16     $ 4.96     $ 4.87  
    Earnings per share, diluted   $ 1.37     $ 1.27     $ 1.16     $ 4.95     $ 4.86  
    Book value per share   $ 47.18     $ 47.51     $ 42.85     $ 47.18     $ 42.85  
    Tangible book value per share (1)   $ 46.95     $ 47.28     $ 42.63     $ 46.95     $ 42.63  
    Realized book value per share (1)   $ 56.07     $ 54.78     $ 51.38     $ 56.07     $ 51.38  
    Cash dividends per share   $ 0.09     $ 0.09     $ 0.08     $ 0.36     $ 0.32  
    Shares outstanding     6,777,238       6,826,120       7,091,637       6,777,238       7,091,637  
    Weighted average shares outstanding, basic     6,797,469       6,851,223       7,128,988       6,898,286       7,164,314  
    Weighted average shares outstanding, diluted     6,816,299       6,867,474       7,145,870       6,918,060       7,181,728  
                         
    Summary Performance Ratios:                    
    Return on average assets     1.18 %     1.13 %     1.08 %     1.11 %     1.15 %
    Return on average equity     11.46 %     11.11 %     11.63 %     11.02 %     12.44 %
    Net interest margin     3.04 %     2.93 %     2.78 %     2.91 %     2.87 %
    Net interest margin FTE     3.09 %     2.98 %     2.82 %     2.96 %     2.91 %
    Efficiency ratio     58.71 %     60.09 %     60.51 %     60.29 %     59.39 %
    Loans HFI to deposits ratio     73.97 %     74.84 %     71.13 %     73.97 %     71.13 %
    Noninterest-bearing deposits to deposits ratio     30.89 %     32.12 %     32.71 %     30.89 %     32.71 %
    Noninterest income to average assets     0.63 %     0.70 %     0.67 %     0.66 %     0.70 %
    Operating expense to average assets     2.14 %     2.17 %     2.08 %     2.14 %     2.11 %
                         
    Summary Credit Quality Ratios:                    
    NPAs to assets     0.10 %     0.10 %     0.08 %     0.10 %     0.08 %
    Nonperforming loans to loans HFI     0.16 %     0.15 %     0.13 %     0.16 %     0.13 %
    ACL to loans HFI     1.05 %     1.06 %     1.07 %     1.05 %     1.07 %
    Net charge-offs to average loans     0.01 %     0.00 %     0.01 %     0.03 %     0.02 %
                         
    Capital Ratios:                    
    Stockholders’ equity to assets     10.15 %     10.46 %     9.71 %     10.15 %     9.71 %
    Tangible common equity to tangible assets(1)     10.11 %     10.41 %     9.67 %     10.11 %     9.67 %
    Total risk-based capital to risk-weighted assets     18.28 %     18.07 %     18.28 %     18.28 %     18.28 %
    Tier 1 risk-based capital to risk-weighted assets     17.12 %     17.05 %     17.24 %     17.12 %     17.24 %
    Common equity Tier 1 capital to risk-weighted assets     17.12 %     17.05 %     17.24 %     17.12 %     17.24 %
    Tier 1 risk-based capital to average assets     11.86 %     11.90 %     11.56 %     11.86 %     11.56 %

    (1) Non-GAAP financial measure. Calculations of this measure and reconciliations to GAAP are included in the schedules accompanying this release.

    RED RIVER BANCSHARES, INC.
    CONSOLIDATED BALANCE SHEETS (UNAUDITED)
     
    (in thousands) December 31,
    2024    		   September 30,
    2024    		   June 30,
    2024    		   March 31,
    2024    		   December 31,
    2023
    ASSETS                  
    Cash and due from banks $ 30,558     $ 39,664     $ 35,035     $ 19,401     $ 53,062  
    Interest-bearing deposits in other banks   238,417       192,983       178,038       210,404       252,364  
    Securities available-for-sale, at fair value   550,148       560,555       526,890       545,967       570,092  
    Securities held-to-maturity, at amortized cost   131,796       134,145       136,824       139,328       141,236  
    Equity securities, at fair value   2,937       3,028       2,921       2,934       2,965  
    Nonmarketable equity securities   2,328       2,305       2,283       2,261       2,239  
    Loans held for sale   2,547       1,805       3,878       1,653       1,306  
    Loans held for investment   2,075,013       2,056,048       2,047,890       2,038,072       1,992,858  
    Allowance for credit losses   (21,731 )     (21,757 )     (21,627 )     (21,564 )     (21,336 )
    Premises and equipment, net   59,441       57,661       57,910       57,539       57,088  
    Accrued interest receivable   10,048       9,465       9,570       9,995       9,945  
    Bank-owned life insurance   30,380       30,164       29,947       29,731       29,529  
    Intangible assets   1,546       1,546       1,546       1,546       1,546  
    Right-of-use assets   2,733       2,853       2,973       3,091       3,629  
    Other assets   33,433       31,285       34,450       32,940       32,287  
    Total Assets $ 3,149,594     $ 3,101,750     $ 3,048,528     $ 3,073,298     $ 3,128,810  
    LIABILITIES                  
    Noninterest-bearing deposits $ 866,496     $ 882,394     $ 892,942     $ 895,439     $ 916,456  
    Interest-bearing deposits   1,938,610       1,864,731       1,823,704       1,850,452       1,885,432  
    Total Deposits   2,805,106       2,747,125       2,716,646       2,745,891       2,801,888  
    Accrued interest payable   7,583       11,751       8,747       8,959       8,000  
    Lease liabilities   2,864       2,982       3,100       3,215       3,767  
    Accrued expenses and other liabilities   14,302       15,574       13,045       15,919       11,304  
    Total Liabilities   2,829,855       2,777,432       2,741,538       2,773,984       2,824,959  
    COMMITMENTS AND CONTINGENCIES   —       —       —       —       —  
    STOCKHOLDERS’ EQUITY                  
    Preferred stock, no par value   —       —       —       —       —  
    Common stock, no par value   38,655       41,402       44,413       45,177       55,136  
    Additional paid-in capital   2,777       2,682       2,590       2,485       2,407  
    Retained earnings   338,554       329,858       321,719       314,352       306,802  
    Accumulated other comprehensive income (loss)   (60,247 )     (49,624 )     (61,732 )     (62,700 )     (60,494 )
    Total Stockholders’ Equity   319,739       324,318       306,990       299,314       303,851  
    Total Liabilities and Stockholders’ Equity $ 3,149,594     $ 3,101,750     $ 3,048,528     $ 3,073,298     $ 3,128,810  
    RED RIVER BANCSHARES, INC.
    CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
                         
        For the Three Months Ended   For the Years Ended
    (in thousands)     December 31,
    2024    		       September 30,
    2024    		     December 31,
    2023    		     December 31,
    2024    		       December 31,
    2023    		  
    INTEREST AND DIVIDEND INCOME                                    
    Interest and fees on loans   $ 28,285     $ 27,909   $ 24,898   $ 108,969     $ 93,439  
    Interest on securities     4,623       4,334     3,656     17,089       14,291  
    Interest on federal funds sold     —       —     —     —       886  
    Interest on deposits in other banks     2,699       2,630     3,438     11,077       9,797  
    Dividends on stock     23       28     49     95       155  
    Total Interest and Dividend Income     35,630       34,901     32,041     137,230       118,568  
    INTEREST EXPENSE                    
    Interest on deposits     11,943       12,444     10,747     47,936       32,066  
    Interest on other borrowed funds     —       —     —     —       64  
    Total Interest Expense     11,943       12,444     10,747     47,936       32,130  
    Net Interest Income     23,687       22,457     21,294     89,294       86,438  
    Provision for credit losses     300       300     250     1,200       735  
    Net Interest Income After Provision for Credit Losses     23,387       22,157     21,044     88,094       85,703  
    NONINTEREST INCOME                    
    Service charges on deposit accounts     1,452       1,486     1,459     5,674       5,776  
    Debit card income, net     960       905     875     3,836       3,563  
    Mortgage loan income     652       732     441     2,490       1,965  
    Brokerage income     924       987     1,039     3,791       3,798  
    Loan and deposit income     463       588     575     2,034       2,140  
    Bank-owned life insurance income     216       217     197     851       754  
    Gain (Loss) on equity securities     (91 )     107     132     (28 )     (14 )
    SBIC income     346       301     393     1,453       2,873  
    Other income (loss)     73       96     76     340       259  
    Total Noninterest Income     4,995       5,419     5,187     20,441       21,114  
    OPERATING EXPENSES                    
    Personnel expenses     9,769       9,700     9,233     38,623       37,241  
    Occupancy and equipment expenses     1,716       1,661     1,647     6,691       6,581  
    Technology expenses     884       865     693     3,182       2,759  
    Advertising     313       317     347     1,374       1,302  
    Other business development expenses     486       521     537     2,076       1,987  
    Data processing expense     681       652     631     2,331       2,320  
    Other taxes     547       622     679     2,407       2,721  
    Loan and deposit expenses     334       294     256     895       984  
    Legal and professional expenses     658       653     664     2,657       2,378  
    Regulatory assessment expenses     428       421     423     1,654       1,645  
    Other operating expenses     1,024       1,046     913     4,264       3,955  
    Total Operating Expenses     16,840       16,752     16,023     66,154       63,873  
    Income Before Income Tax Expense     11,542       10,824     10,208     42,381       42,944  
    Income tax expense     2,236       2,070     1,916     8,146       8,065  
    Net Income   $ 9,306     $ 8,754   $ 8,292   $ 34,235     $ 34,879  
                                         
    RED RIVER BANCSHARES, INC.
    NET INTEREST INCOME AND NET INTEREST MARGIN (UNAUDITED)
     
      For the Three Months Ended
      December 31, 2024   September 30, 2024
    (dollars in thousands) Average Balance Outstanding   Interest
    Income/
    Expense    		   Average
    Yield/
    Rate    		   Average Balance Outstanding   Interest
    Income/
    Expense    		   Average
    Yield/
    Rate
    Assets                      
    Interest-earning assets:                      
    Loans(1,2) $ 2,072,858     $ 28,285   5.34 %   $ 2,054,451     $ 27,909   5.32 %
    Securities – taxable   555,622       3,636   2.62 %     545,171       3,344   2.45 %
    Securities – tax-exempt   190,470       987   2.07 %     191,285       990   2.07 %
    Interest-bearing deposits in other banks   225,660       2,699   4.74 %     194,229       2,630   5.36 %
    Nonmarketable equity securities   2,307       23   3.99 %     2,284       28   4.85 %
    Total interest-earning assets   3,046,917     $ 35,630   4.60 %     2,987,420     $ 34,901   4.59 %
    Allowance for credit losses   (21,824 )             (21,702 )        
    Noninterest-earning assets   109,992               104,599          
    Total assets $ 3,135,085             $ 3,070,317          
    Liabilities and Stockholders’ Equity                      
    Interest-bearing liabilities:                      
    Interest-bearing transaction deposits $ 1,263,775     $ 5,658   1.78 %   $ 1,230,487     $ 6,042   1.95 %
    Time deposits   599,910       6,285   4.17 %     597,286       6,402   4.26 %
    Total interest-bearing deposits   1,863,685       11,943   2.55 %     1,827,773       12,444   2.71 %
    Other borrowings   —       —   — %     —       —   — %
    Total interest-bearing liabilities   1,863,685     $ 11,943   2.55 %     1,827,773     $ 12,444   2.71 %
    Noninterest-bearing liabilities:                      
    Noninterest-bearing deposits   918,804               901,192          
    Accrued interest and other liabilities   29,567               28,006          
    Total noninterest-bearing liabilities   948,371               929,198          
    Stockholders’ equity   323,029               313,346          
    Total liabilities and stockholders’ equity $ 3,135,085             $ 3,070,317          
    Net interest income     $ 23,687           $ 22,457    
    Net interest spread         2.05 %           1.88 %
    Net interest margin         3.04 %           2.93 %
    Net interest margin FTE(3)         3.09 %           2.98 %
    Cost of deposits         1.71 %           1.81 %
    Cost of funds         1.56 %           1.66 %

    (1) Includes average outstanding balances of loans held for sale of $3.2 million and $3.0 million for the three months ended December 31, 2024 and September 30, 2024, respectively.
    (2) Nonaccrual loans are included as loans carrying a zero yield.
    (3) Net interest margin FTE includes an FTE adjustment using a 21.0% federal income tax rate on tax-exempt securities and tax-exempt loans.

    RED RIVER BANCSHARES, INC.
    NET INTEREST INCOME AND NET INTEREST MARGIN (UNAUDITED)
     
      For the Years Ended
      December 31, 2024   December 31, 2023
    (dollars in thousands) Average Balance Outstanding   Interest
    Income/
    Expense    		   Average
    Yield/
    Rate    		   Average Balance Outstanding   Interest
    Income/
    Expense    		   Average
    Yield/
    Rate
    Assets                      
    Interest-earning assets:                      
    Loans(1,2) $ 2,046,339     $ 108,969   5.24 %   $ 1,943,381     $ 93,439   4.74 %
    Securities – taxable   554,194       13,098   2.36 %     605,692       10,169   1.68 %
    Securities – tax-exempt   193,368       3,991   2.06 %     202,673       4,122   2.03 %
    Federal funds sold   —       —   — %     18,594       886   4.70 %
    Interest-bearing deposits in other banks   210,959       11,077   5.22 %     188,199       9,797   5.17 %
    Nonmarketable equity securities   2,273       95   4.19 %     3,353       155   4.61 %
    Total interest-earning assets   3,007,133     $ 137,230   4.50 %     2,961,892     $ 118,568   3.96 %
    Allowance for credit losses   (21,646 )             (20,980 )        
    Noninterest-earning assets   102,951               86,939          
    Total assets $ 3,088,438             $ 3,027,851          
    Liabilities and Stockholders’ Equity                      
    Interest-bearing liabilities:                      
    Interest-bearing transaction deposits $ 1,246,528     $ 23,082   1.85 %   $ 1,249,259     $ 17,555   1.41 %
    Time deposits   593,817       24,854   4.19 %     470,522       14,511   3.08 %
    Total interest-bearing deposits   1,840,345       47,936   2.60 %     1,719,781       32,066   1.86 %
    Other borrowings   —       —   — %     1,151       64   5.49 %
    Total interest-bearing liabilities   1,840,345     $ 47,936   2.60 %     1,720,932     $ 32,130   1.87 %
    Noninterest-bearing liabilities:                      
    Noninterest-bearing deposits   910,507               1,004,107          
    Accrued interest and other liabilities   26,884               22,385          
    Total noninterest-bearing liabilities   937,391               1,026,492          
    Stockholders’ equity   310,702               280,427          
    Total liabilities and stockholders’ equity $ 3,088,438             $ 3,027,851          
    Net interest income     $ 89,294           $ 86,438    
    Net interest spread         1.90 %           2.09 %
    Net interest margin         2.91 %           2.87 %
    Net interest margin FTE(3)         2.96 %           2.91 %
    Cost of deposits         1.74 %           1.18 %
    Cost of funds         1.59 %           1.08 %

    (1) Includes average outstanding balances of loans held for sale of $2.9 million and $2.4 million for the years ended December 31, 2024 and 2023, respectively.
    (2) Nonaccrual loans are included as loans carrying a zero yield.
    (3) Net interest margin FTE includes an FTE adjustment using a 21.0% federal income tax rate on tax-exempt securities and tax-exempt loans.

    RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (UNAUDITED)
     
    (dollars in thousands, except per share data) December 31,
    2024    		   September 30,
    2024    		   December 31,
    2023
    Tangible common equity          
    Total stockholders’ equity $ 319,739     $ 324,318     $ 303,851  
    Adjustments:          
    Intangible assets   (1,546 )     (1,546 )     (1,546 )
    Total tangible common equity (non-GAAP) $ 318,193     $ 322,772     $ 302,305  
    Realized common equity          
    Total stockholders’ equity $ 319,739     $ 324,318     $ 303,851  
    Adjustments:          
    Accumulated other comprehensive (income) loss   60,247       49,624       60,494  
    Total realized common equity (non-GAAP) $ 379,986     $ 373,942     $ 364,345  
    Common shares outstanding   6,777,238       6,826,120       7,091,637  
    Book value per share $ 47.18     $ 47.51     $ 42.85  
    Tangible book value per share (non-GAAP) $ 46.95     $ 47.28     $ 42.63  
    Realized book value per share (non-GAAP) $ 56.07     $ 54.78     $ 51.38  
               
    Tangible assets          
    Total assets $ 3,149,594     $ 3,101,750     $ 3,128,810  
    Adjustments:          
    Intangible assets   (1,546 )     (1,546 )     (1,546 )
    Total tangible assets (non-GAAP) $ 3,148,048     $ 3,100,204     $ 3,127,264  
    Total stockholders’ equity to assets   10.15 %     10.46 %     9.71 %
    Tangible common equity to tangible assets (non-GAAP)   10.11 %     10.41 %     9.67 %

    The MIL Network –

  • MIL-OSI: iPower Schedules Fiscal Second Quarter 2025 Conference Call for February 13, 2025 at 4:30 p.m. ET

    Source: GlobeNewswire (MIL-OSI)

    RANCHO CUCAMONGA, Calif., Jan. 30, 2025 (GLOBE NEWSWIRE) — iPower Inc. (Nasdaq: IPW) (“iPower” or the “Company”), a tech and data-driven ecommerce services provider and online retailer, will host a conference call on Thursday, February 13, 2025 at 4:30 p.m. Eastern time to discuss its financial results for the fiscal second quarter ended December 31, 2024. The Company’s results will be reported in a press release prior to the call.

    iPower management will host the conference call, followed by a question-and-answer period.

    Date: Thursday, February 13, 2025
    Time: 4:30 p.m. Eastern time
    Dial-in registration link: here
    Live webcast registration link: here

    Please dial into the conference call 5-10 minutes prior to the start time. If you have any difficulty connecting with the conference call, please contact the company’s investor relations team at IPW@elevate-ir.com.

    The conference call will also be broadcast live and available for replay in the Events & Presentations section of the Company’s website at www.meetipower.com.

    About iPower Inc. 

    iPower Inc. is a tech and data-driven online retailer, as well as a provider of value-added ecommerce services for third-party products and brands. iPower’s capabilities include a full spectrum of online channels, robust fulfillment capacity, a nationwide network of warehouses, competitive last mile delivery partners and a differentiated business intelligence platform. iPower believes that these capabilities will enable it to efficiently move a diverse catalog of SKUs from its supply chain partners to end consumers every day, providing the best value to customers in the U.S. and other countries. For more information, please visit iPower’s website at www.meetipower.com.

    Forward Looking Statements

    This press release may contain information about iPower’s view of its future expectations, plans and prospects that constitute forward-looking statements. Actual results may differ materially from historical results or those indicated by these forward-looking statements because of a variety of factors including, but not limited to, risks and uncertainties associated with its ability to maintain and grow its business, variability of operating results, its development and introduction of new products and services, marketing and other business development initiatives and competition in the industry. iPower encourages you to review other factors that may affect its future results in its filings with the SEC.

    Investor Relations Contact

    Sean Mansouri, CFA or Aaron D’Souza
    Elevate IR
    (720) 330-2829
    IPW@elevate-ir.com

    The MIL Network –

  • MIL-OSI: FDCTech, Inc.’s Wholly Owned Subsidiary, Alchemy Markets, Recognized as “Best Emerging Broker MEA 2025”

    Source: GlobeNewswire (MIL-OSI)

    Driving innovation, seamless integration, and sustained growth following the Q4 2023 acquisition of Alchemy Markets. 

    Irvine, CA, Jan. 30, 2025 (GLOBE NEWSWIRE) — FDCTech, Inc. (“FDC” or the “Company,” PINK: FDCT), a fintech-driven company specializing in acquiring and integrating small—to mid-size legacy financial services firms, proudly announces that its wholly owned subsidiary, Alchemy Markets Ltd. (“Alchemy Markets”), has been awarded the “Best Emerging Broker MEA 2025” at the UF Awards MEA.

    This prestigious accolade underscores Alchemy Markets’ rapid ascent as a premier brokerage in the Middle East and Africa (MEA), reflecting its commitment to innovation, client-centric services, and cutting-edge trading technology. The award also reaffirms FDC’s strategic foresight in acquiring and integrating high-potential financial firms to enhance global market accessibility.

    Strategic Vision Driving Success

    FDC’s acquisition of Alchemy Markets has proven to be a transformative success, reinforcing the Company’s ability to identify, acquire, and elevate legacy financial services firms through superior technology and operational expertise. The recognition as “Best Emerging Broker MEA 2025” validates FDC’s ongoing mission to deliver scalable, high-performance trading solutions in emerging markets.

    Alchemy Markets has exceeded expectations by rapidly expanding its presence in the MEA region while maintaining an unwavering commitment to technological innovation and client satisfaction. FDC remains dedicated to accelerating our global expansion and delivering superior trading solutions.

    Alchemy Markets: A Leader in Emerging Markets:

    • Next-Generation Trading Technology: Alchemy Markets delivers a high-performance trading experience with ultra-low latency execution, ensuring precision and efficiency for traders.
    • Interest-Bearing Accounts: A groundbreaking feature allowing clients to earn competitive interest on uninvested funds while maintaining instant access to trading capital.
    • Localized MEA-Focused Services: With multilingual support, region-specific products, and tailored financial solutions, Alchemy Markets is bridging gaps in accessibility and trading excellence for MEA traders.
    • Institutional Grade Liquidity: Traders benefit from tier-one liquidity sourced from over 20 global banks and non-bank liquidity providers, enabling optimal trading conditions.

    Expanding Global Presence & Future Innovations

    Looking ahead, FDC and Alchemy Markets remain steadfast in their commitment to expanding market reach, introducing innovative trading products, and enhancing the client experience. With a strong foundation in the MEA region, Alchemy Markets plans to strengthen its technology further, broaden its financial offerings, and reinforce its position as a premier brokerage platform.

    FDC’s proven track record in seamlessly acquiring and scaling financial services firms ensures that Alchemy Markets will continue to thrive, setting new industry standards and driving sustainable growth in 2025 and beyond.

    For further details, click here.

    Please visit our SEC filings or the Company’s website for more information on the full results and management’s plan.

    About Alchemy Markets

    Alchemy Markets is a leading forex and CFD broker providing clients with access to a wide range of financial instruments, including currencies, commodities, indices, and cryptocurrencies. With a focus on transparency, advanced technology, and exceptional customer support, the company has rapidly established itself as a trusted name in the trading industry.

    FDCTech, Inc.

    FDCTech, Inc. (“FDC”) is a regulatory-grade financial technology infrastructure developer designed to serve the future financial markets. Our clients include regulated and OTC brokerages and prop and algo trading firms of all sizes in forex, stocks, CFDs, commodities, indices, ETFs, precious metals, and other asset classes. Our growth strategy involves acquiring and integrating small to mid-size legacy financial services companies, leveraging our proprietary trading technology and liquidity solutions to deliver exceptional value to our clients.

    Press Release Disclaimer

    This press release’s statements may be forward-looking statements or future expectations based on currently available information. Such statements are naturally subject to risks and uncertainties. Factors such as the development of general economic conditions, future market conditions, unusual catastrophic loss events, changes in the capital markets, and other circumstances may cause the actual events or results to be materially different from those anticipated by such statements. The Company does not make any representation or warranty, express or implied, regarding the accuracy, completeness, or updated status of such forward-looking statements or information provided by the third party. Therefore, in no case will the Company and its affiliate companies be liable to anyone for any decision made or action taken in conjunction with the information and/or statements in this press release or any related damages.

    Contact Media Relations
    FDCTech, Inc.
    info@fdctech.com
    www.fdctech.com
    +1 877-445-6047
    200 Spectrum Center Drive, Suite 300,
    Irvine, CA, 92618

    The MIL Network –

  • MIL-OSI: Live Ventures to Issue Fiscal First Quarter 2025 Financial Results and Hold Earnings Conference Call on February 6, 2025

    Source: GlobeNewswire (MIL-OSI)

    LAS VEGAS, Jan. 30, 2025 (GLOBE NEWSWIRE) — Live Ventures Incorporated (NASDAQ: LIVE) (“Live Ventures” or the “Company”), a diversified holding company, will issue its financial results for its fiscal first quarter ended December 31, 2024, before the market opens on Thursday, February 6, 2025. The Company will hold a conference call to discuss the results on Thursday, February 6, 2025, at 2:00 p.m. Pacific Standard Time (5:00 p.m. Eastern Standard Time).

    The dial-in numbers are as follows:

    • 800.231.0316 (U.S.)
    • +1.314.696.0504 (International/caller-paid)
    • Conference Title: Live Ventures FY 2025 First Quarter Earnings Conference Call

    Please dial in at least 15 minutes in advance, but no sooner than 30 minutes, to ensure you are connected. To listen to the discussion after the call, please go to the “Investor Relations” page of the Live Ventures website (https://ir.liveventures.com/) for a recording.

    About Live Ventures Incorporated
    Live Ventures is a diversified holding company with a strategic focus on value-oriented acquisitions of domestic middle-market companies. Live Ventures’ acquisition strategy is sector agnostic and focuses on well-run, closely held businesses with a demonstrated track record of earnings growth and cash flow generation. The Company looks for opportunities to partner with management teams of its acquired businesses to build increased stockholder value through a disciplined buy-build-hold long-term focused strategy. Live Ventures was founded in 1968. In late 2011 Jon Isaac, CEO and strategic investor, joined the Board of Directors of the Company and later refocused it into a diversified holding company. The Company’s current portfolio of diversified operating subsidiaries includes companies in the textile, flooring, tools, steel, and entertainment industries.

    Contact:
    Live Ventures Incorporated
    Greg Powell, Director of Investor Relations
    725.500.5597
    gpowell@liveventures.com
    www.liveventures.com

    Source: Live Ventures Incorporated

    The MIL Network –

  • MIL-OSI: Nord Security partners up with Gridheart to support Nordic businesses on their cybersecurity journey

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Jan. 30, 2025 (GLOBE NEWSWIRE) — Nord Security, home for advanced cybersecurity solutions, proudly announces a partnership with Gridheart, a leading Nordic cloud distributor, to deliver comprehensive, business-oriented cybersecurity solutions for managed service providers (MSPs). With this step, Gridheart has become the first distributor representing the full Nord Security business suite, including the newest addition — NordStellar, a threat exposure management platform.

    “We are thrilled to partner with such a trusted organization as Gridheart. While we have spent the last few years focusing heavily on global markets, in 2025, we are giving greater attention to Europe,” says Justas Morkunas, Chief Commercial Officer for B2B at Nord Security. “The Scandinavian market in particular stands out for its notably higher adoption of cybersecurity solutions than other parts of Europe. Together with Gridheart, we are ready to accelerate this momentum, educate the market, and deliver a comprehensive cybersecurity offering tailored to the needs of SMBs.”

    This collaboration integrates three products from Nord Security’s business suite into Gridhearts’ portfolio: NordPass — a next-generation password manager, NordLayer — a toggle-ready network security platform for business, and NordStellar — a threat exposure manager platform that helps companies detect and respond to emerging cyber threats. All three products are designed to ensure comprehensive cybersecurity, protecting employees and employers from potential data leaks and equipping them with the right toolset to get ahead of any cyberattacks.

    “We’re thrilled to join forces with Nord Security,” says Carl Hagström, CEO of Gridheart. “This partnership strengthens our ability to provide MSPs comprehensive cybersecurity solutions tailored for businesses that secure their clients’ operations and enhance service delivery and compliance. Together, we empower businesses to operate safely and efficiently in an increasingly digital hostile environment.”

    Gridheart partners can now add all of the above-mentioned Nord Security products to their portfolio. For more information, read here: https://www.gridheart.com/nordsecurity.

    About Nord Security

    Nord Security is home to advanced cybersecurity solutions that share the Nord brand and values, including the world’s most advanced VPN service NordVPN, the next-generation password manager NordPass, the file encryption tool NordLocker, threat exposure management platform NordStellar, the toggle-ready network security platform for business NordLayer, an all-around identity theft protection service NordProtect, and Saily, an eSIM service. Established in 2012, Nord Security’s products are now acknowledged by the most influential tech sites and IT security specialists. More information: nordsecurity.com.

    About Gridheart

    Gridheart is a leading provider of cloud-based solutions for MSPs in the Nordics. In a digital age where IT security is of utmost importance, Gridheart offers world-class security solutions. We specialize in delivering cloud services that protect digital assets in an ever-changing IT landscape, where new cyber threats constantly emerge. More information: gridheart.com

    Contact:
    inga@nordsec.com

    The MIL Network –

  • MIL-OSI: DTE Energy schedules full year 2024 earnings release, conference call

    Source: GlobeNewswire (MIL-OSI)

    Detroit, Jan. 30, 2025 (GLOBE NEWSWIRE) — DTE Energy (NYSE:DTE) will announce its full year 2024 earnings before the market opens Thursday, February 13, 2025.

    The company will conduct a conference call to discuss earnings results at 9:00 a.m. ET the same day.

    Investors, the news media and the public may listen to a live internet broadcast of the call at dteenergy.com/investors. The telephone dial-in number in the U.S. and Canada toll free is: (888) 510-2008. The U.S. and international toll telephone dial-in number is: (646) 960-0306 and the Canada dial-in toll is: (289) 514-5035. The passcode is 4987588. The webcast will be archived on the DTE Energy website at dteenergy.com/investors.

    About DTE Energy 

    DTE Energy (NYSE:DTE) is a Detroit-based diversified energy company involved in the development and management of energy-related businesses and services nationwide. Its operating units include an electric company serving 2.3 million customers in Southeast Michigan and a natural gas company serving 1.3 million customers across Michigan. The DTE portfolio also includes energy businesses focused on custom energy solutions, renewable energy generation, and energy marketing and trading. DTE has continued to accelerate its carbon reduction goals to meet aggressive targets and is committed to serving with its energy through volunteerism, education and employment initiatives, philanthropy, emission reductions and economic progress. Information about DTE is available at dteenergy.com, empoweringmichigan.com, x.com/DTE_Energy and facebook.com/dteenergy. 

    For more information, members of the media may contact:
    Dan Miner, DTE Energy: 313.235.5555
    For further information, analysts may call:
    Matt Krupinski, DTE Energy: 313.235.6649
    John Dermody, DTE Energy: 313.235.8750

    The MIL Network –

  • MIL-OSI: Portman Ridge Finance Corporation and Logan Ridge Finance Corporation Enter into Merger Agreement

    Source: GlobeNewswire (MIL-OSI)

    Combined Entity Will be Managed by Sierra Crest Investment Management, LLC, an Affiliate of BC Partners Advisors L.P.

    Companies to Host a Joint Conference Call on January 30, 2025, at 4:00 PM ET to Discuss the Proposed Merger

    NEW YORK, Jan. 30, 2025 (GLOBE NEWSWIRE) — Portman Ridge Finance Corporation (NASDAQ: PTMN) (“Portman Ridge” or “PTMN”) and Logan Ridge Finance Corporation (NASDAQ: LRFC) (“Logan Ridge” or “LRFC”) (together, the “Companies”), business development companies (“BDCs”) managed by affiliates of BC Partners Advisors L.P. (“BC Partners”), announced today that they have entered into an agreement under which LRFC will merge with and into PTMN (the “Proposed Merger”), subject to the receipt of certain shareholder approvals and the satisfaction of other closing conditions. Pursuant to the Proposed Merger agreement, Portman Ridge will be the surviving public entity and will continue to trade on the Nasdaq under the symbol “PTMN.”

    The Boards of Directors of both PTMN and LRFC, on the recommendation of their respective Special Committees consisting solely of certain independent directors, have unanimously approved the Proposed Merger. In addition, the Board of Directors of LRFC will recommend that shareholders of LRFC vote in favor of the Proposed Merger, and the Board of Directors of PTMN will recommend that shareholders of PTMN vote in favor of the issuance of PTMN common stock in connection with the Proposed Merger, in each case, subject to certain conditions.

    Transaction Highlights

    • Size & Scale: The Proposed Merger will significantly increase the size and scale of Portman Ridge, which is expected to translate into increased trading volume and improved secondary liquidity, lower operating expenses and potentially greater access to more diverse sources of financing at a lower cost. The combined company will be externally managed by Sierra Crest Investment Management LLC (“Sierra Crest”), the current investment adviser to Portman Ridge, and is expected to have total assets in excess of $600 million, and a net asset value (“NAV”) of approximately $270 million, each based on the Companies’ September 30, 2024 balance sheets, adjusted for estimated transaction expenses, but excluding the impact of the Tax Distribution (as defined below).
    • Portfolio Overlap: The Proposed Merger will result in the acquisition of a known, diversified portfolio with significant portfolio overlap between the two Companies. PTMN and LRFC employ the same investment strategy, and the BC Partners Credit Platform has been allocating substantially similar or the same investments to both Companies since Mount Logan Management, LLC (“Mount Logan”) became LRFC’s external investment adviser on July 1, 2021. As a result, more than 70% of the investments in LRFC’s portfolio at fair value are expected to be BC Partners-originated assets at the time of closing, with over 60% of the portfolio overlapping with PTMN. The combination of two known, complementary portfolios, originated and managed by the BC Partners Credit Platform, is expected to substantially mitigate integration risk.
    • Accretive to NAV: Expected to be immediately accretive to PTMN’s NAV by 1.3% upon closing, based on the Companies’ September 30, 2024, NAVs and adjusted for estimated transaction expenses but excluding the impact of the Tax Distribution.
    • Accretive to Core Net Investment Income (“NII”): Expected to be immediately accretive to the Companies’ NII as result of an expected $2.8 million of annual operating expense efficiencies and the Incentive Fee Waiver (as defined below). Over the longer term, management of the Companies expects the Proposed Merger to provide further NII accretion through a lower cost of debt and improved financing terms as well as further rotation out of LRFC’s legacy non-yielding equity portfolio into interest-earning assets originated by the BC Partners Credit Platform.
    • Increased Borrowing Capacity & Optimized Debt Capital Structure: As a result of the recent refinancing of LRFC’s credit facility with KeyBank National Association (“KeyBank”), LRFC currently has additional available borrowing base that can be used for future deployment at the combined company. With LRFC’s refinanced credit facility with KeyBank and PTMN’s existing senior secured revolving credit facility with JPMorgan Chase Bank, National Association in place, the combined company is expected to be able to further optimize its debt capital structure based on differing eligibility requirements and advance rates.
    • Research Coverage: The increase in Portman Ridge’s market capitalization is expected to facilitate additional research coverage.

    Fixed Exchange Ratio

    In connection with the Proposed Merger, shareholders of LRFC will receive 1.50 newly issued shares of PTMN common stock in exchange for each share of common stock of LRFC (the “Fixed Exchange Ratio”). Based on the Fixed Exchange Ratio, using PTMN’s closing price of $16.68 per share on January 24, 2025 and excluding the impact of the Tax Distribution, the merger consideration values LRFC’s shares at $25.02 per share, which represents a 4% premium to LRFC’s January 24, 2025, closing price of $24.00 per share and a 17% premium to LRFC’s closing price of $21.43 per share on September 11, 2024 (which was the date immediately prior to the announcement of LRFC’s successful exit of its investment in Nth Degree Investment Group, LLC, an important catalyst for this transaction).

    In addition to approval by shareholders of both PTMN and LRFC, the closing of the Proposed Merger is subject to customary conditions. Further, the merger agreement provides each Special Committee a termination right that allows for either Special Committee to terminate the Proposed Merger if it has determined, reasonably and in good faith, as a result of events or other circumstances occurring or arising after the date of the signing of the Proposed Merger agreement that were not known to the applicable Board of Directors, that the interests of their respective shareholders would be diluted within the meaning of Rule 17a-8 under the Investment Company Act of 1940, as amended (the “1940 Act”), as a result of the Proposed Merger.

    The parties currently expect the Proposed Merger to be completed in the second calendar quarter of 2025.

    Additional Transaction Details

    In connection with and in support of the transaction, only if the Proposed Merger is consummated, PTMN’s external investment adviser, Sierra Crest, has agreed to waive up to $1.5 million of incentive fees over eight consecutive quarters following the closing of the Proposed Merger, subject to the satisfaction of certain conditions set forth in the definitive documentation executed between Sierra Crest and PTMN (the “Incentive Fee Waiver”).

    Prior to the anticipated closing of the Proposed Merger, PTMN and LRFC intend to declare and pay ordinary course quarterly dividends.

    Subject to the approval of LRFC’s Board of Directors and contingent upon the satisfaction of the closing conditions to the Proposed Merger, LRFC will declare a dividend to LRFC’s shareholders in an amount totaling no less than $1.0 million, but otherwise equal to any undistributed 2024 NII of LRFC estimated to be remaining as of the closing of the Proposed Merger, which management of LRFC currently expects to be between approximately $1.0 million and $1.5 million (the “Tax Distribution”).

    Management Commentary

    Ted Goldthorpe, President and Chief Executive Officer of PTMN and LRFC and Head of the BC Partners Credit Platform, stated, “I am incredibly proud to announce the proposed combination of PTMN and LRFC. Based on the September 30, 2024 net assets value of each company and inclusive of an estimated Tax Distribution, LRFC shareholders will receive merger consideration equal to approximately 98% of its September 30, 2024 net asset value. This combination is the culmination of a journey we embarked upon over three and half years ago, when shareholders of Logan Ridge placed their trust and confidence in the management team and the BC Partners Credit Platform by appointing Mount Logan to serve as the investment adviser to Logan Ridge. During this time, we have transformed LRFC’s investment portfolio by substantially reducing the non-income producing legacy equity exposure, reducing non-accruals, significantly increasing the portfolio’s diversification and growing LRFC’s exposure to credits originated by the BC Partners Credit Platform. Importantly, by the time this transaction closes and barring any unexpected repayments, we expect that more than 70% of Logan Ridge’s portfolio at fair value to be in portfolio companies financed by the BC Partners Credit Platform. Further, we have materially lowered Logan Ridge’s cost of debt capital and lowered operating expenses. The collective result of these efforts has been the stable and growing operating earnings LRFC has generated over this time, which in turn has been used to reward shareholders with a stable and growing dividend. More importantly, LRFC’s management did all of this against the backdrop of particularly challenging and uncertain market conditions. The combination of these Companies is a marquee transaction for the platform and a significant milestone for the BC Partners Credit Platform. I couldn’t be more excited for the future of the combined company.

    We believe now is the right time to combine the Companies, as we can finally do so in a manner that is expected to be accretive to both sets of shareholders. The merger will significantly increase the size and scale of Portman Ridge, which we believe will translate into increased trading volume and improved secondary liquidity, lower operating expenses and potentially greater access to more diverse sources of financing at a lower cost.

    Looking ahead, we will continue to execute our strategy of targeting inorganic growth opportunities that we believe have the potential to be earnings accretive for shareholders of both PTMN and LRFC. I look forward to updating our shareholders on the work management will be doing on this front over the course of 2025.”

    Transaction Advisors

    Keefe, Bruyette & Woods, A Stifel Company, is serving as financial advisor to the Special Committee of PTMN in connection with the transaction. Stradley Ronon Stevens & Young, LLP is acting as the legal counsel to the Special Committee of PTMN.

    Houlihan Lokey is serving as financial advisor to the Special Committee of LRFC in connection with the transaction. Skadden, Arps, Slate, Meagher & Flom LLP is acting as the legal counsel to the Special Committee of LRFC.

    Simpson Thacher & Bartlett LLP is serving as legal counsel to PTMN and LRFC with respect to the transaction. Dechert LLP serves as legal counsel to PTMN and LRFC.

    Conference Call Details

    PTMN and LRFC will host a joint conference call on Thursday, January 30, 2025, at 4:00 PM ET to discuss the transaction. All interested persons are invited to attend the call and should dial (646) 307-1963 approximately 10 minutes prior to the start of the conference call and use the conference ID 4584554. A live audio webcast of the conference call can be accessed via the Internet, on a listen-only basis on both Company’s websites, www.portmanridge.com, and www.loganridge.com, in the Investor Relations sections under Events and Presentations. The webcast can also be accessed by clicking the following link: https://edge.media-server.com/mmc/p/sx9vwkih. The online archive of the webcast will be available on the Company’s websites shortly after the call.

    The Companies will be utilizing an investor presentation as an accompaniment to the live call, which will be available on LRFC’s website at www.loganridgefinance.com and PTMN’s website at www.portmanridge.com.

    About Logan Ridge Finance Corporation

    Logan Ridge Finance Corporation (NASDAQ: LRFC) is a BDC that invests primarily in first lien loans and, to a lesser extent, second lien loans and equity securities issued by lower middle-market companies. LRFC invests in performing, well-established middle-market businesses that operate across a wide range of industries. It employs fundamental credit analysis, targeting investments in businesses with relatively low levels of cyclicality and operating risk. For more information, visit www.loganridgefinance.com.

    About Portman Ridge Finance Corporation

    Portman Ridge Finance Corporation (NASDAQ: PTMN) is a publicly traded, externally managed investment company that has elected to be regulated as a BDC under the 1940 Act. Portman Ridge’s middle market investment business originates, structures, finances and manages a portfolio of term loans, mezzanine investments and selected equity securities in middle market companies. Portman Ridge’s investment activities are managed by its investment adviser, Sierra Crest.
    Portman Ridge’s filings with the Securities and Exchange Commission (the “SEC”), earnings releases, press releases and other financial, operational and governance information are available on Portman Ridge’s website at www.portmanridge.com.

    Forward-Looking Statements

    Some of the statements in this document constitute forward-looking statements because they relate to future events, future performance or financial condition. The forward-looking statements may include statements as to future operating results of PTMN and LRFC, and distribution projections; business prospects of PTMN and LRFC, and the prospects of their portfolio companies; and the impact of the investments that PTMN and LRFC expect to make. In addition, words such as “anticipate,” “believe,” “expect,” “seek,” “plan,” “should,” “estimate,” “project” and “intend” indicate forward-looking statements, although not all forward-looking statements include these words. The forward-looking statements contained in this document involve risks and uncertainties. Certain factors could cause actual results and conditions to differ materially from those projected, including the uncertainties associated with (i) the ability of the parties to consummate the merger on the expected timeline, or at all; (ii) the expected synergies and savings associated with the merger; (iii) the ability to realize the anticipated benefits of the merger, including the expected elimination of certain expenses and costs due to the merger; (iv) the percentage of PTMN shareholders and LRFC shareholders voting in favor of the applicable Proposal (as defined below) submitted for their approval; (v) the possibility that competing offers or acquisition proposals will be made; (vi) the possibility that any or all of the various conditions to the consummation of the merger may not be satisfied or waived; (vii) risks related to diverting management’s attention from ongoing business operations; (viii) the combined company’s plans, expectations, objectives and intentions, as a result of the merger; (ix) any potential termination of the merger agreement; (x) the future operating results and net investment income projections of PTMN, LRFC or, following the closing of the merger, the combined company; (xi) the ability of Sierra Crest to implement its future plans with respect to the combined company; (xii) the ability of Sierra Crest and its affiliates to attract and retain highly talented professionals; (xiii) the business prospects of PTMN, LRFC or, following the closing of the merger, the combined company, and the prospects of their portfolio companies; (xiv) the impact of the investments that PTMN, LRFC or, following the closing of the merger, the combined company expect to make; (xv) the ability of the portfolio companies of PTMN, LRFC or, following the closing of the merger, the combined company to achieve their objectives; (xvi) the expected financings and investments and additional leverage that PTMN, LRFC or, following the closing of the merger, the combined company may seek to incur in the future; (xvii) the adequacy of the cash resources and working capital of PTMN, LRFC or, following the closing of the merger, the combined company; (xviii) the timing of cash flows, if any, from the operations of the portfolio companies of PTMN, LRFC or, following the closing of the merger, the combined company; (xix) the risk that stockholder litigation in connection with the merger may result in significant costs of defense and liability; and (xx) future changes in laws or regulations (including the interpretation of these laws and regulations by regulatory authorities). PTMN and LRFC have based the forward-looking statements included in this document on information available to them on the date hereof, and they assume no obligation to update any such forward-looking statements. Although PTMN and LRFC undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that they may make directly to you or through reports that PTMN and LRFC in the future may file with the SEC, including the Joint Proxy Statement and Registration Statement (in each case, as defined below), annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

    No Offer or Solicitation

    This document is not, and under no circumstances is it to be construed as, a prospectus or an advertisement and the communication of this document is not, and under no circumstances is it to be construed as, an offer to sell or a solicitation of an offer to purchase any securities in PTMN, LRFC or in any fund or other investment vehicle managed by BC Partners or any of its affiliates.

    Additional Information and Where to Find It

    This document relates to the proposed merger and certain related matters (the “Proposals”). In connection with the Proposals, PTMN will file with the SEC and mail to its and LRFC’s respective shareholders a combined joint proxy statement for PTMN and LRFC and a prospectus of PTMN (the “Registration Statement”). The Registration Statement will contain important information about PTMN, LRFC and the Proposals. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. SHAREHOLDERS OF PTMN AND LRFC ARE URGED TO READ THE REGISTRATION STATEMENT, AND OTHER DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT PTMN, LRFC AND THE PROPOSALS. Investors and security holders will be able to obtain the documents filed with the SEC free of charge at the SEC’s website, http://www.sec.gov or, for documents filed by PTMN, from PTMN’s website at https://www.portmanridge.com, and, for documents filed by LRFC, from LRFC’s website at https://www.loganridgefinance.com.

    Participants in the Solicitation

    PTMN, its directors, certain of its executive officers and certain employees and officers of Sierra Crest and its affiliates may be deemed to be participants in the solicitation of proxies in connection with the Proposals. Information about the directors and executive officers of PTMN is set forth in its proxy statement for its 2024 Annual Meeting of Stockholders, which was filed with the SEC on April 29, 2024. LRFC, its directors, certain of its executive officers and certain employees and officers of Mount Logan and its affiliates may be deemed to be participants in the solicitation of proxies in connection with the Proposals. Information about the directors and executive officers of LRFC is set forth in the proxy statement for its 2024 Annual Meeting of Stockholders, which was filed with the SEC on April 29, 2024. Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of the PTMN and LRFC shareholders in connection with the Proposals will be contained in the Registration Statement, including the Joint Proxy Statement included therein, and other relevant materials when such documents become available. These documents may be obtained free of charge from the sources indicated above.

    Contacts:
    Portman Ridge Finance Corporation
    650 Madison Avenue, 3rd floor
    New York, NY 10022
    info@portmanridge.com

    Brandon Satoren
    Chief Financial Officer
    Brandon.Satoren@bcpartners.com
    (212) 891-2880

    The Equity Group Inc.
    Lena Cati
    lcati@equityny.com
    (212) 836-9611

    Val Ferraro
    vferraro@equityny.com
    (212) 836-9633

    The MIL Network –

  • MIL-OSI: Dave Cantin Group Signs PGA Tour Professional Quade Cummins as Its First Athlete Ambassador

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, Jan. 30, 2025 (GLOBE NEWSWIRE) — The Dave Cantin Group (DCG), a leading advisor to retail automotive groups and their owners, today announced its partnership with PGA Tour professional Quade Cummins, marking the company’s first venture into athlete sponsorship. Cummins, born into the automotive industry as the son of a dealership family, embodies the drive, preparation and determination that DCG champions in its mission to serve its retail automotive clients.

    Quade is a native of Weatherford, Oklahoma, and the son of Chad and Stacy Cummins, owners of the Cummins Auto Group, a trio of domestic automotive dealerships in Oklahoma. Growing up, Quade spent his early years splitting time between the dealership and the golf course, but quickly realized he had a future in the sport his grandfather taught him. Quade attended the University of Oklahoma, where he was the first four-time All American in the program’s history.

    “Quade’s background makes him a perfect fit for Dave Cantin Group’s first athlete ambassador,” said Dave Cantin, President and CEO of Dave Cantin Group. “Quade’s journey from his family’s dealership to the PGA Tour reflects the same commitment and vision that we bring to our clients in the automotive industry. His story resonates deeply with us, and we are honored to support him on his journey as a Tour professional.”

    Quade transitions this year from the Korn Ferry Tour to the PGA Tour after finishing with enough points in 2024 to earn his Tour card. That achievement is a testament to his tenacity and determined pursuit of excellence, a quality mirrored in DCG’s approach to its M&A advisory services.

    “Being part of the DCG team is an incredible opportunity,” Cummins said. “The automotive industry has been a big part of my life, and it’s exciting to partner with a company that understands where I came from and shares my values. I’m looking forward to representing DCG on and off the course as I continue my PGA Tour journey.”

    “The entire automotive industry should be rooting for Quade and we’re just happy to help raise awareness of who he is, and how special his story is,” DCG Chief Business and Strategy Officer Brian Gordon said. “He is one of us and should feel his whole extended automotive family behind him on every shot.”

    About Dave Cantin Group

    The Dave Cantin Group is a leading automotive mergers and acquisitions advisory company specializing in acquisitions, divestitures, intelligence, and other advisory services. The company is the M&A services provider of choice for North America’s top automotive dealership groups, advising on approximately 40 transactions annually, DCG is differentiated by its advisory approach, long-term lens on client relationships, and commitment to market intelligence tools that inform DCG and client strategies. In 2023, DCG became the only retail automotive M&A company with a significant strategic investor, welcoming Kaltroco to the DCG family.

    Through its M&A intelligence division, DCG produces automotive content and delivers relevant, timely marketing intelligence, including the automotive industry Market Outlook Report (MOR). Together with CBT News, DCG produces the Inside M&A studio show and podcast to share stories, news and trends impacting the retail automotive industry. DCG’s proprietary AI-enabled software, Jump IQ, anchors its advisory services that support retail automotive dealers in developing informed M&A strategies and making smarter M&A decisions.

    The company’s nonprofit initiative, DCG Giving, funds child and adolescent cancer research and treatment in communities nationwide and other worthy charitable initiatives. DCG team members regularly feature on the industry speaking circuit and are regularly cited by top national and global news outlets. For more information, please visit davecantingroup.com.

    Media Contact:

    Katie Merx
    katiemerx@gmail.com
    313.510.5090

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/141f7b76-fb6a-4a10-bd7e-65c61fc77d53

    A video accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/23a49777-1b1a-44ac-9734-ae8529cfc450

    The MIL Network –

  • MIL-OSI: New Report Finds that Work-From-Anywhere Employees Work Longer Hours

    Source: GlobeNewswire (MIL-OSI)

    SUNNYVALE, Calif., Jan. 30, 2025 (GLOBE NEWSWIRE) — A new report from Cloudbrink, a leader in high-performance secure connectivity, reveals that work-from-anywhere (WFA) employees are starting earlier and logging off later than the typical eight-hour workday. In the report, “2025 Trends in Hybrid Work Report: The Facts Behind Balancing Security and Performance” usage data shows heavy transfer of data on Fridays, an indication that ‘work from anywhere’ employees actually put in longer hours than their ‘9 to 5’ counterparts — with heavy usage starting at 7:00 am and continuing to 7:00 pm. Despite employer fears about worker focus, the report concludes that employees are working quite a bit outside the office, but could be even more productive if technical challenges could be reduced. The report points to the impact on network performance by security measures such as VPNs and traditional ZTNA approaches as an issue impacting hybrid work.

    “Employers shouldn’t worry that remote workers are slacking off. It’s simply not true. Our data shows they actually work longer hours,” said Prakash Mana, CEO of Cloudbrink. “What’s really impacting productivity is when users waste hours trying to get work done because of network connectivity issues caused by VPNs and other outdated security. There’s no question security is a requirement, but it doesn’t have to slow down productivity outside the office.”

    Remote Work is Now Just Work  
    Cloudbrink analyzed its usage data pulled from thousands of users for more detail into how and when these workers are logging in when using Cloudbrink’s Personal SASE service. Perhaps not surprisingly, the heaviest work-from-anywhere day is Friday. In addition to weekdays, data transfer trends suggest many workers are also logging in on Saturdays and Sundays.

    According to a survey also commissioned for the report, more than half of all respondents say 40 percent or more of their employees work remotely at least one day each week. These workers need to securely connect to company resources yet often face a number of challenges in getting their work done. According to survey respondents, the number one challenge for remote workers is the inability to maintain a steady connection. This is followed by poor quality audio and video, hindering important conference calls that keep teams connected. Other top challenges include slow performance for file transfer, and the inability to access apps and systems. Each of these issues impacts more than 45 percent of remote workers according to the survey.

    Security vs Performance
    A primary cause of remote access challenges is the need to keep connections secure. Balancing security with access is a challenge for every employer with remote workers. Survey results say 70 percent of companies believe that their security negatively impacts performance and user experience. However, findings suggest professionals don’t understand the full impact or how to fix it.

    The hidden culprit: Packet Loss
    Diving more deeply into the issue, the report highlights one technical culprit of poor performance that is often overlooked: packet loss. Legacy and even some modern security approaches add latency which combined with packet loss can reduce a 100Mbps or 1Gbps connection to just a few Mbps. According to the report, “Adding just 0.5% packet loss on top of just 10 milliseconds of latency can cause throughput to plummet by 90%.” According to Cloudbrink, 60 percent of end users struggle with packet loss above 0.5 percent, enough to greatly exacerbate the impact of normal network latency.

    Mana added, “Unfortunately you can’t solve all connectivity issues with a bigger pipe. Frustrated workers paying for high-speed connections still experience maddening upload speeds that get slower instead of faster. Packet loss is the ten-ton gorilla hiding in the shadows, and it’s a more prevalent problem than most people think.”

    The Cloudbrink report is based on a combination of real usage data from millions of sessions a day from hybrid workers and a survey of 251 IT/network (57.8%) and cybersecurity (42.2%) professionals from a broad range of industry sectors. More than half of all participants in the survey work at companies with 5,000 employees or more. For more detail or to download a copy of the report go to: https://cloudbrink.com/trends-in-work-from-anywhere/

    About Cloudbrink
    Cloudbrink delivers a high-performance secure connectivity solution that significantly enhances productivity for the work-from-anywhere generation. The Personal SASE service offers up to a 30-fold increase in network performance and ensures a secure, seamless, in-office experience for employees, no matter where they are. With a focus on speed, simplicity, security, and savings, Cloudbrink streamlines management and support while providing edge-native zero-trust access for users and devices for simplified operations, reduced complexity, and fewer support calls. For more information go to www.cloudbrink.com.

    Media contact:
    Chris Fucanan
    AquaLab PR for Cloudbrink
    chris@aqualabpr.com
    916-345-3475

    The MIL Network –

  • MIL-OSI: Gabelli Funds to Host Pump, Valve & Water Systems Symposium at the Harvard Club, New York City

    Source: GlobeNewswire (MIL-OSI)

    GREENWICH, Conn., Jan. 30, 2025 (GLOBE NEWSWIRE) — Gabelli Funds is hosting its 35th annual Pump, Valve & Water Systems Symposium at the Harvard Club in New York City on Thursday, February 27, 2025. The symposium focuses on themes crucial to this industry, including infrastructure spending, resource security, conservation, and mergers and acquisitions (M&A). Attendees will have the opportunity to engage in one-on-one sessions with management, providing an opportunity to delve into the strategies and growth prospects of these companies.

    This symposium underscores the pivotal role of the pump, valve, and water systems industry in addressing global challenges. It highlights the sector’s significance in infrastructure development, resource management, and environmental sustainability. With a focus on key themes and direct interactions with management, the event aims to offer investors valuable insights into industry trends and potential investment opportunities within this dynamic and vital sector.

    Registration Link: CLICK HERE
    The Harvard Club, New York, NY
    Thursday, February 27th, 2025

    Company presentations, fireside chats, panel discussions, and one-on-one meetings

    Gabelli Funds 35th Annual Pump, Valve & Water Systems Symposium
    Thursday, February 27
    The Harvard Club, New York City
    8:20 AM Gabelli Team Intro
    8:30 Graco Inc. (NYSE: GGG)
    David Lowe, CFO & Treasurer; John Bower, Director of Investor Relations, Finance & FP&A
    9:00 Watts Water Technologies, Inc. (NYSE: WTS)*
    Robert Pagano, Chairperson, President & CEO
    9:30 Enerpac Tool Group Corp. (NYSE: EPAC)
    Paul Sternlieb, President & CEO; Darren Kozik, Executive VP & CFO
    10:00 ITT Inc. (NYSE: ITT)
    Emmanuel Caprais, Senior VP & CFO; Mark Macaluso, Vice President of Investor Relations & Global Communications
    10:30 Franklin Electric Co., Inc. (NASDAQ: FELE)
    Jeffery Taylor, Vice President & CFO
    11:00 Landis+Gyr Group AG (XSWX: LAND)*
    Peter Mainz, CEO
    11:30 Flowserve Corporation (NYSE: FLS)
    Amy Schwetz, Senior VP & CFO; Brian Ezzell, Vice President, Treasurer, Investor Relations & Corporate Finance
    12:00 PM Lunch
    12:15 EnPro Inc. (NYSE: NPO)*
    Eric Vaillancourt, President & CEO; Joe Bruderek, Executive VP & CFO; James Gentile, Vice President, Investor Relations
    12:45 Mueller Water Products Inc. (NYSE: MWA)
    Paul McAndrew, President & COO; Whit Kincaid, Vice President, Investor Relations & Communications
    1:15 Graham Corporation (NYSE: GHM)
    Dan Thoren, President & CEO; Christopher Thome, VP Finance, CFO & CAO; Matt Malone, Vice President & GM Barber-Nichols for Graham Corporation
    1:45 AMETEK, Inc. (NYSE: AME)*
    Kevin Coleman, Vice President, Investor Relations & Treasurer
    2:15 The Gorman-Rupp Company (NYSE: GRC)
    Scott A. King, President & CEO; James C. Kerr, Executive VP & CFO
    2:45 Badger Meter, Inc. (NYSE: BMI)*
    Bob Wrocklage, Senior VP & CFO; Karen Bauer, Vice President, Investor Relations, Strategy & Treasurer; Barb Noverini, Senior Director, Investor Relations
    3:15 Crane Company (NYSE: CR)
    Alex Alcala, COO; Shangaza Dasent, Senior VP, Process Flow Technologies; Allison Poliniak-Cusic, Vice President, Investor Relations
    3:45 Gibraltar Industries (NASDAQ: ROCK)*
    William Bosway, CEO; Joseph Lovechio, CFO

    *Indicates Virtual Attendance

    Gabelli Funds, LLC is a registered investment adviser with the Securities and Exchange Commission and is a wholly owned subsidiary of GAMCO Investors, Inc. (OTCQX: GAMI).

    Contact
    General Inquiries

    Isabella DeLuca
    Client Relations
    P: 914-921-5101
    E : ideluca@gabelli.com

    Portfolio Management / Research Team

    Kevin Dreyer
    Co-CIO, Value
    P: 914-921-7791
    E: kdreyer@gabelli.com

    Tony Bancroft
    Portfolio Manager
    P: 914-921-5083
    E: tbancroft@gabelli.com

    Justin Bergner
    Portfolio Manager
    P: 914-921-8326
    E: jbergner@gabelli.com

    Sarah Donnelly
    Portfolio Manager
    P: 914-921-5197
    E: sdonnelly@gabelli.com

    Simon Wong, CFA
    Portfolio Manager
    P: 914-921-5125
    E: swong@gabelli.com

    The MIL Network –

  • MIL-OSI: Element Launches Risk Solutions Offering with Insurance

    Source: GlobeNewswire (MIL-OSI)

    Element Risk Solutions, which will be available in the United States and Canada, combines insurance coverage placement with industry-leading claims management and advisory services.

    TORONTO, Jan. 30, 2025 (GLOBE NEWSWIRE) — Element Fleet Management Corp. (TSX:EFN) (“Element” or the “Company”), the largest publicly traded, pure-play automotive fleet manager in the world, today announces the launch of Element Risk Solutions – a fully integrated risk management offering. This new service, which Element is launching in a strategic partnership with Hub International Limited (“HUB”), a leading global insurance brokerage and financial services firm servicing commercial fleets, is designed to transform how clients insure and manage commercial fleets. This new service bundles insurance coverage solutions, including accident management, subrogation, driver safety programs, and telematics, to deliver a seamless, vehicle life-cycle experience for clients.

    “Commercial auto insurance market placement has been a persistent challenge for our clients in North America for over 15 years,” shares Angelique Magi, Head of Insurance at Element. “In 2024 alone, commercial auto rates in North America have surged to an on average increase of 20 per cent. This has left our clients with a lack of certainty on securing coverage or increased premiums, impacting their projected cash flow and balance sheet. Element Risk Solutions simplifies the process by providing an automated end-to-end solution that saves time, reduces complexity, and leverages Element’s data capabilities.”

    Leveraging a simplified transaction process, clients can access customized insurance products powered by HUB Drive Online, based on their specific needs and vehicle. This new service offering will be available in Q1 of 2025.

    “HUB is excited to partner with Element to provide their clients with an all-in-one digital resource that streamlines the process of securing insurance and better managing the costs for doing business,” said Lisa Paul of HUB Transportation Specialty.

    “As a purpose-driven organization committed to Move the World Through Intelligent Mobility, we’re always looking for ways to create lasting value for our clients,” says David Madrigal, Element’s Executive Vice President and Chief Commercial Officer. “Element Risk Solutions’ partnership with HUB is a client-focused solution that takes the friction out of insurance placement and reduces fleet risks to help our clients manage their Total Cost of Risk and ensure they can focus on growing their businesses.”

    About Element Fleet Management

    Element Fleet Management (TSX: EFN) is the largest publicly traded pure-play automotive fleet manager in the world. As a Purpose-driven company, we provide a full range of sustainable and intelligent mobility solutions to optimize and enhance fleet performance for our clients across North America, Australia, and New Zealand. Our services address every aspect of our clients’ fleet requirements, from vehicle acquisition, maintenance, route optimization, risk management, and remarketing, to advising on decarbonization efforts, integration of electric vehicles and managing the complexity of gradual fleet electrification. Clients benefit from Element’s expertise as one of the largest fleet solutions providers in its markets, offering economies of scale and insight used to reduce operating costs and enhance efficiency and performance. At Element, we maximize our clients’ fleet so they can focus on growing their business. For more information, please visit: https://www.elementfleet.com/insurance

    This press release contains certain forward-looking statements and forward-looking information regarding Element, its business and the fleet industry, which are based upon Element’s current expectations, estimates, projections, assumptions and beliefs. In some cases, words such as “plan”, “expect”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “could”, “predict”, “project”, “model”, “forecast”, “will”, “potential”, “target,” “by”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur are intended to identify forward-looking statements and forward-looking information. These statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in the forward-looking statements or information. Forward-looking statements and information in this news release may include, but are not limited to, statements with respect to, among other things, the Company’s expectations regarding new product offerings, including the benefits of the products, client demand and profitability, the Company’s ability to execute on its product plans, and the Company’s expectations regarding the risk and insurance industries. By their nature, these statements require us to make assumptions and are subject to inherent risks and uncertainties that may be general or specific, which give rise to the possibility that our predictions, forecasts, projections, expectations or conclusions will not prove to be accurate, that our assumptions may not be correct. External factors outside of Element’s reasonable control may impact our ability to achieve our goals and expectations, including industry dynamics, legislation and regulatory actions, the failure of third parties to comply with their obligations to us and our affiliates or associates, client decisions and preferences. These and other factors may cause actual results to differ materially from the expectations expressed in the forward-looking statements and may require Element to adjust its initiatives and activities. The forward-looking statements in this news release speak only as of the date hereof and are presented for the purpose of assisting our stakeholders and others in understanding our objectives and strategic priorities and may not be appropriate for other purposes. We do not undertake to update any forward-looking statement except as required by law. In addition, a discussion of some of the material risks affecting Element and its business appears under the heading “Risk Management & Risk Factors” in Element’s Management Discussion and Analysis for the twelve-month period ended December 31, 2023 and the three and nine-month period ended September 30, 2024, and under the heading “Risk Factors” in Element’s Annual Information Form for the year ended December 31, 2023, as well as Element’s other filings with the Canadian securities regulatory authorities, which have been filed on SEDAR+ and can be accessed on Element’s profile on www.sedarplus.com.

    The MIL Network –

  • MIL-OSI: CIRA unveils new Internet Performance Test to help Canadians better understand broadband speeds

    Source: GlobeNewswire (MIL-OSI)

    OTTAWA, Ontario, Jan. 30, 2025 (GLOBE NEWSWIRE) — Today, CIRA is proud to unveil a completely redesigned version of its popular Internet Performance Test (IPT) as part of its Net Good program. First launched in 2015, CIRA’s Internet Performance Test enables Canadians to test their mobile and home broadband performance across dozens of data points while gathering comprehensive and accurate data on broadband coverage and quality nationwide. The latest version of IPT provides users with an enhanced test-results dashboard, to ensure users understand critical aspects of their internet performance including how their connection supports common online activities like streaming services or video calls.

    While Canada has made great strides to bridge the digital divide in the past few years, there is still work to be done to ensure the speeds that are being promised are actually attained. The new IPT will allow Canadians to verify whether they are receiving the speeds and quality of service advertised. CIRA will then leverage Canadians’ anonymous broadband data and real-world daily experience to help municipalities, local and federal governments and consumers create a heat map of where connectivity upgrades are most urgently needed.

    Key features

    • The new user interface guides participants intuitively through the testing process, improving accessibility for users of all technical backgrounds.
    • Enhanced user interface makes running a test faster and easier on smartphones, tablets and desktops.
    • Through a new, interactive dashboard, users can now explore trends and performance data from previous tests, gaining a deeper understanding of internet performance changes. These insights empower individuals, researchers and policymakers to track progress and identify gaps.
    • More accurate user location estimation improves the quality of location-specific internet performance data, which is vital in analyzing broadband access across regions or within a community or neighbourhood.

    Executive quote

    “With this upgrade, CIRA is taking a significant step forward in our mission to empower Canadians with insights into their internet connectivity. We encourage everyone to use the new Internet Performance Test regularly to understand their speeds under real-world conditions and contribute to the heat map of Canada’s connectivity so we can work together to build a stronger, reliable internet across the country.”

    — Charles Noir, vice-president, Community Investment, Policy and Advocacy

    Resource

    About CIRA 

    CIRA is the national not-for-profit best known for managing the .CA domain on behalf of all Canadians. As a leader in Canada’s internet ecosystem, CIRA offers a wide range of products, programs and services designed to make the internet a secure and accessible space for all. CIRA advocates for Canada on both national and international stages to support its goal of building a trusted internet for Canadians by helping shape the future of the internet.

    Media contact
    Delphine Avomo Evouna
    613.315.1458
    delphine.avomoevouna@cira.ca

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/4970dd9d-e2c1-4bbb-af1b-631cad2352a1

    The MIL Network –

  • MIL-OSI: Enphase Energy Expands in Southeast Asia with Market Entry in Vietnam and Malaysia

    Source: GlobeNewswire (MIL-OSI)

    FREMONT, Calif., Jan. 30, 2025 (GLOBE NEWSWIRE) — Enphase Energy, Inc. (NASDAQ: ENPH), a global energy technology company and the world’s leading supplier of microinverter-based solar and battery systems, today announced that it is expanding in Southeast Asia by entering the solar markets in Vietnam and Malaysia. Enphase is now shipping IQ8P™ Microinverters, with peak output AC power of 480 W, for residential and commercial applications in Vietnam and Malaysia to support newer high-powered solar modules. Enphase announced first shipments of IQ8P Microinverters in Thailand and the Philippines last year.

    IQ8™ Microinverters are designed to maximize energy production and can manage a continuous DC current of 14 amperes, supporting higher-powered solar modules through increased energy harvesting. The IQ8P Microinverters are the most powerful microinverters available to date from Enphase. The product features a peak output power of 480 W and is built to seamlessly pair with a full range of solar modules up to 640 W DC. All IQ8P Microinverters activated in Vietnam, Malaysia, Thailand, and the Philippines come with an industry-leading 25-year limited warranty.

    “The Vietnamese solar market is poised for explosive growth thanks to the new Decree 135/2024/ND-CP on October 22, 2024,” said Phan Ngoc Anh, CEO of Alena Energy, a distributor of Enphase products in Vietnam. “This will be a major boost to the government’s ambitious 2050 net-zero carbon goal. Enphase IQ8P Microinverters are a game-changer, delivering unparalleled performance and safety – perfect for our solar installations.”

    “In Malaysia, the demand for energy savings and reliable, clean power solutions is driving solar adoption,” said Bernard Fok, general manager of MYSOLARPOWER SDN BHD, a distributor of Enphase products in Malaysia. “As the global leader in microinverter technology, Enphase offers the IQ8P Microinverters, which provide an ideal blend of efficiency and reliability. This empowers our customers to enjoy consistent energy production while reducing both their carbon footprint and utility costs.”

    The Enphase IQ8P Microinverter is built to use low-voltage alternating current (AC) power instead of high-voltage direct current (DC) power used by central (“string”) inverter-based solar systems. Additionally, Enphase IQ® Microinverters include built-in rapid shutdown to help keep first responders and utility workers safe. In an emergency, solar power can be turned off instantly and easily.

    “At KG Solar, we prioritize safety and reliability in every project, whether it’s a simple installation or a sensitive site like a gas station,” said Gunn Teeraniti, engineering director of KG Solar, an Enphase installer in Thailand. “That’s why we choose Enphase. The Enphase IQ8P Microinverters, backed by their impressive 25-year warranty, provide unmatched peace of mind for us and our customers. Their advanced safety features and consistent energy savings make them the ideal choice for all types of installations, from straightforward setups to the most demanding environments.”

    “As homeowners, our homes are likely to be one of the most expensive investments we’ll ever make in our entire lives,” said Hsin Yao Cheng, CEO at Helios, an installer of Enphase products in the Philippines. “We care a lot about our homes and the loved ones we nurture in them. Therefore, it’s a no brainer to put in the absolute safest and highest quality equipment to protect your investment and your family. Enphase IQ8P Microinverters stand out for their safety, durability, and exceptional performance. The 25-year limited warranty reassures us of their long-term reliability, while the system’s efficiency helps our clients achieve significant energy savings.”

    “At Enphase, our focus remains on expanding access to leading-edge, reliable energy technology across Southeast Asia,” said Ken Fong, senior vice president and general manager of the Americas and APAC at Enphase Energy. “We deeply value our partnerships with regional solar installers and are committed to supporting their work as we drive the adoption of resilient, renewable energy solutions.” 

    For more information about IQ8P Microinverters, please visit the Enphase websites for Vietnam, Malaysia, Thailand, and the Philippines.

    About Enphase Energy, Inc.

    Enphase Energy, a global energy technology company based in Fremont, CA, is the world’s leading supplier of microinverter-based solar and battery systems that enable people to harness the sun to make, use, save, and sell their own power—and control it all with a smart mobile app. The company revolutionized the solar industry with its microinverter-based technology and builds all-in-one solar, battery, and software solutions. Enphase has shipped approximately 78.0 million microinverters, and over 4.5 million Enphase-based systems have been deployed in more than 160 countries. For more information, visit https://enphase.com/.

    ©2025 Enphase Energy, Inc. All rights reserved. Enphase Energy, Enphase, the “e” logo, IQ, and certain other marks listed at https://enphase.com/trademark-usage-guidelines are trademarks or service marks of Enphase Energy, Inc. in the United States and other countries. Other names are for informational purposes and may be trademarks of their respective owners.

    Forward-Looking Statements

    This press release may contain forward-looking statements, including statements related to the expected capabilities and performance of Enphase Energy’s technology and products, including safety, quality, and reliability; and the availability and market adoption of Enphase’s products in Vietnam, Malaysia, Thailand, and the Philippines. These forward-looking statements are based on Enphase Energy’s current expectations and inherently involve significant risks and uncertainties. Actual results and the timing of events could differ materially from those contemplated by these forward-looking statements as a result of such risks and uncertainties including those risks described in more detail in Enphase Energy’s most recently filed Quarterly Report on Form 10-Q, Annual Report on Form 10-K, and other documents filed by Enphase Energy from time to time with the SEC. Enphase Energy undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in its expectations, except as required by law.

    Contact:

    Enphase Energy

    press@enphaseenergy.com

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

    The MIL Network –

  • MIL-OSI: Dotz Nano to Present at the Small Cap Growth Virtual Investor Conference February 6th

    Source: GlobeNewswire (MIL-OSI)

    SYDNEY, Jan. 30, 2025 (GLOBE NEWSWIRE) — Dotz Nano Limited (ASX: DTZ, OTC: DTZZF/DTZNY, “Dotz” or “Company”), a leading developer of innovative climate and industrial nanotechnologies, today announced that Sharon Malka, CEO, will present live at the Small Cap Growth Virtual Investor Conference hosted by VirtualInvestorConferences.com, on February 6th, 2025.

    DATE: February 6th   
    TIME: 10:30 a.m. ET
    LINK: https://bit.ly/4gkzOdq 
    Available for 1×1 meetings: Monday, February 10th, 9:00 a.m. to 1:00 p.m. ET

    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 Company Highlights

    • Received the first commercial order for the Company’s proprietary in-product tagging solution, DotzShield, from a leading provider of energy solutions to the Oil & Gas industries worldwide;
    • Dotz’s newly developed modified sorbent demonstrates high adsorption capacity and low energy usage for Direct Air Capture (DAC);
    • Successful lab-scale pilot demonstration of DotzEarth CO2 capture technology, showing the sorbents’ high adsorption capacity, selectivity, and robustness;
    • Signed a strategic collaboration agreement with Bar-Ilan University to pilot an innovative electrochemical DAC technology;
    • U.S. institutional shareholder invests a further A$2.0 million to support the development of the DotzEarth carbon capture technology.

    About Dotz Nano Limited

    Dotz Nano Limited (ASX: DTZ, OTC: DTZZF/DTZNY) is a technology company developing innovative climate and industrial nano-technologies. The Company’s primary focus is centered on ground-breaking carbon dioxide (CO2) management technologies, leading towards a carbon-neutral future. The Company’s proprietary carbon-based solid sorbents offer an efficient and sustainable approach to facilitate industrial deep decarbonization.

    To learn more about Dotz, please visit the website via the following link www.dotz.tech

    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:

    Investor & Media Enquiries
    John Hurst
    E: info@dotz.tech
    P: +61 (0)418 798 663
    		 US IR
    Robert Meyers
    E: bob@fnkir.com
    P: +1-646-878-9204
       
    Virtual Investor Conferences
    John M. Viglotti
    SVP Corporate Services, Investor Access
    OTC Markets Group
    (212) 220-2221
    johnv@otcmarkets.com 
    		  

    The MIL Network –

  • MIL-OSI: Oxyle raises $16m to lead the fight against the “forever chemicals” contaminating our water

    Source: GlobeNewswire (MIL-OSI)

    Zurich, Jan. 30, 2025 (GLOBE NEWSWIRE) — When Fajer Mushtaq turned on the tap as a child in Delhi, one question always loomed: was the water safe? Today, that same question haunts communities worldwide as PFAS — toxic “forever chemicals” used in everything from non-stick pans to firefighting foam — contaminate water supplies at an alarming rate. Today, Swiss startup Oxyle announced a $16m funding round to scale its breakthrough solution to destroy, not just relocate, PFAS from wastewater. This builds on its $3M pre-seed round in 2022, growing support for its mission. 

    The seed round was led by 360 Capital, with participation from Axeleo Capital and returning investors Founderful and SOSV. 

    Oxyle founders: Dr. Silvan Staufert and Dr. Fajer Musthaq (CREDIT: Daniel Kunz, daniekunzphoto, Adliswil, Switzerland)

    Industries have long struggled with PFAS treatment. Current methods like filtration and adsorption merely move PFAS from water to other waste streams, requiring expensive incineration or landfilling that risks these chemicals leaching back into the environment through air or soil – creating an endless cycle of contamination. While some technologies can destroy PFAS, their massive energy requirements make them financially impractical for most organizations to implement at scale.

    Oxyle’s breakthrough technology represents the world’s first economical and permanent solution to PFAS contamination. Unlike traditional methods that merely filter or concentrate these chemicals, Oxyle’s system destroys PFAS molecules, achieving over 99% elimination rates while consuming at least 15 times less energy than alternative destruction methods. The system’s three-stage process combines foam fractionation, catalytic destruction, and real-time monitoring powered by machine learning – all housed in a modular system that eliminates the need for secondary waste disposal through incineration or landfilling. Whereas traditional solutions require weeks-long lab analysis, Oxyle’s proprietary monitoring system provides instant feedback and continuous treatment optimization.

    Oxyle pilot unit on a customer site (CREDIT: Oxyle). 

    “Five years ago, Oxyle was two of us founders and one big idea: get rid of forever chemicals from our water. Today, that idea is proven, implemented, and ready to scale. This funding is a game-changer. It gives us what we need to take our technology to the industries and communities that need it most. To our investors, old and new, thank you for joining us on this mission to make clean water a reality for all.” commented Dr. Fajer Mushtaq, CEO & Co-Founder, Oxyle.

    The company was co-founded by Fajer Mushtaq and Silvan Staufert at ETH Zurich, where Mushtaq earned her PhD in Micro- and Nanosystems focused on water remediation – inspired by her experiences with water scarcity in Delhi – while Staufert completed his PhD in Mechanical and Process Engineering. Understanding that water treatment innovations couldn’t come soon enough, they developed a technology to degrade Forever Chemicals in minutes. They knew their breakthrough could change the world, but only if it moved from lab to reality.

    Oxyle Team (CREDIT Daniel Kunz, daniekunzphoto, Adliswil, Switzerland).

    In just four years, the duo have transformed Oxyle from innovation to implementation. The company has grown to a team of 26, completed over 20 customer projects, and secured prestigious recognition including the Swiss Technology Award, SEIF, and WEF’s Uplink Top Innovators. This round brings Oxyle’s total funding to $26m, including additional non-dilutive funding from grants and awards. With revenue-generating customer pilots under its belt and its first commercial installation operational, Oxyle is now securing multiple-year treatment contracts for 2025 and beyond.

    The technology’s effectiveness has been proven across multiple applications. In groundwater treatment, it reduces PFAS concentrations from 8,700 ng/l to below 14 ng/l. For soil wash water, it achieves 99.8% removal of 11 different PFAS species. It eliminated 98% of short-chain PFAS and reduced trifluoracetic acid (TFA) concentrations by 96% in trials with an industrial customer. Most significantly, in November 2024, Oxyle deployed its first full-scale system in Switzerland, treating 10 cubic meters of contaminated groundwater per hour at less than 1 kWh/m³.

    “We are proud to lead the investment in Oxyle, whose pioneering technology addresses the massive global challenge of PFAS pollution,” says Thomas Nivard, Partner at 360 Capital. “Unlike traditional methods that merely contain these harmful chemicals, Oxyle’s solution destroys them permanently, setting a new standard for tackling this urgent environmental crisis. This is a game changer. The team’s exceptional commercial and technical momentum has laid a strong foundation for establishing a true technology leader in the coming years.”

    The timing for Oxyle’s solution is critical. Rising waves of PFAS-related lawsuits and multi-billion-dollar settlements in the U.S. are pushing companies to adopt preventative solutions. Stricter regulations in both the EU and U.S. are increasing demand for advanced treatment technologies that can ensure compliance and minimize liability. New data from the Forever Lobbying Project shows the cost of inaction is staggering—cleaning up Europe’s soil and water from PFAS contamination could cost €100 billion per year, totaling €2 trillion over the next 20 years.

    Looking ahead, Oxyle aims to treat 100 million cubic meters of contaminated water in the next five years. The company plans to expand its solution across industries, from chemical and consumer goods manufacturing to semiconductor production and municipal water treatment – ultimately restoring and protecting our waters from Forever Chemicals, down to the very last drop.

    Ends 

    Notes to the editor
    Media images can be found here.

    About Oxyle
    Oxyle is the world’s first economical, sustainable, and permanent answer to PFAS contamination. Our breakthrough PFAS catalytic destruction technology empowers industrial and environmental remediation companies in their fight against PFAS. We don’t just filter or adsorb PFAS, we eliminate it entirely to below detection limits. With 15x lower average energy consumption than other destructive treatments, it is the most energy efficient, cost effective treatment on the market. Established in 2020, we’re on a mission to protect our water from PFAS – down to the last drop.

    About 360 Capital
    360 Capital is a leading European venture capital firm specializing in early-stage investments across Deep Tech, Climate Tech, and Digital-First solutions. Since 1997, it has partnered with visionary entrepreneurs across Europe, supporting over 160 startups. With €500 million in assets under management, a portfolio of more than 60 active companies, and offices in Paris and Milan, 360 Capital is a prominent force in Europe’s venture ecosystem

    Founderful
    Founderful is Switzerland’s leading pre-seed fund, backing founder teams building tech companies with the potential to become global market leaders. Founderful has a track record of supporting exceptional founders in creating breakthrough companies and has the passionate conviction that the Swiss startup ecosystem is just starting to write its best success stories.

    SOSV
    SOSV is a multi-stage, deep tech venture investor committed  to “human and planetary health,” and invests beginning at a startup’s inception, the “First Check in Deep Tech®.”  Headquartered in Princeton, NJ, SOSV operates the deeply resourced startup development programs in New York City and San Francisco (IndieBio) and Newark, NJ (HAX) equipped with labs for bio-safety, chem, food, EE, analytics and mechatronics.  The SOSV ecosystem spans the globe, with 800+ startups operating in 40 countries.

    Axeleo Capital 
    Axeleo Capital (AXC) is an Emerging independent early-stage VC, trusted and backed by seasoned entrepreneurs and industry experts across Europe, focusing on B2B software and Greentech startups. With €300 million in assets under management, 4 successful fund raises so far and 13 employees, the firm has made over 70 investments across the EU, and has achieved 18 successful exits within the past 36 months. AXC provides a unique framework for European early-stage startups. It offers a comprehensive range of support, including equity investments from seed to Series B stages, operational guidance and strategic assistance. The firm boasts an active ecosystem of more than 150 high-level partners, sector experts and mentors who have been instrumental in numerous success stories across Europe and the US. Axeleo Greentech Industry I aims to foster green innovation and sustainable development in Europe, with a focus on energy, chemicals, agriculture, and mobility sectors

    The MIL Network –

  • MIL-OSI: Baker Hughes Announces Major Gas Technology Orders for Venture Global LNG

    Source: GlobeNewswire (MIL-OSI)

    • Baker Hughes to supply power island and liquefaction train systems, and signs multi-year services frame agreement to support phases 1 and 2 of Plaquemines LNG project
    • As a strategic LNG solutions supplier, Baker Hughes to help Venture Global deliver 100+ MTPA of production capacity

    HOUSTON and LONDON, Jan. 30, 2025 (GLOBE NEWSWIRE) — Baker Hughes (NASDAQ: BKR), an energy technology company, announced Thursday that it has been awarded a major contract to provide a modularized liquefied natural gas (LNG) system and power island to support Venture Global (VG) LNG projects in the United States. In addition, Baker Hughes signed a multi-year services frame agreement, including maintenance, inspection, repairs and engineering services, to support phases 1 and 2 of VG’s Plaquemines LNG project in Louisiana. The equipment order and services agreement were both secured in the fourth quarter of 2024.

    “As power demand surges, LNG has a critical role to play in providing a reliable, flexible fuel source that can be quickly scaled to meet rising demand,” said Lorenzo Simonelli, chairman and CEO of Baker Hughes. “We have been a trusted partner in natural gas operations for more than 30 years, and our collaboration with Venture Global is a key example of what our industry needs more of today: businesses coming together to leverage best-in-class technologies and services that can deliver reliable and efficient natural gas operations to support sustainable energy development.”

    “Baker Hughes continues to be a trusted partner for Venture Global in delivering a secure, reliable energy supply to the world and we are thrilled to add another significant milestone on our partnership,” said Mike Sabel, CEO of Venture Global.

    Baker Hughes, as a strategic LNG technology supplier to Venture Global for more than 100 million tons per annum (MTPA) of production capacity, has already provided comprehensive LNG solutions to the Calcasieu Pass and Plaquemines LNG facilities.

    Recently, Venture Global announced the successful loading and departure of the first liquefied natural gas (LNG) cargo produced from its Plaquemines LNG facility, after reaching first LNG production.

    About Baker Hughes
    Baker Hughes (NASDAQ: BKR) is an energy technology company that provides solutions to energy and industrial customers worldwide. Built on a century of experience and conducting business in over 120 countries, our innovative technologies and services are taking energy forward – making it safer, cleaner and more efficient for people and the planet. Visit us at bakerhughes.com.

    For more information, please contact:

    Media Relations

    Chiara Toniato
    +39 3463823419
    chiara.toniato@bakerhughes.com

    Investor Relations

    Chase Mulvehill
    +1 281-809-9088
    investor.relations@bakerhughes.com

    The MIL Network –

  • MIL-OSI: FlexShopper Updates Status of Rights Offering

    Source: GlobeNewswire (MIL-OSI)

    BOCA RATON, Fla., Jan. 30, 2025 (GLOBE NEWSWIRE) — FlexShopper, Inc. (Nasdaq: FPAY), a prominent national online lease-to-own retailer and payment solutions provider, today announced an update to its previously disclosed rights offering. FlexShopper shareholders who participated in the unit subscription that closed on January 10, 2025, are now eligible to participate in the Series A, B, and C rights. Details of which can be found in the body of this press release.

    As a result of the initial unit subscription, FlexShopper raised approximately $12 million of proceeds, consisting of $9.4 million in gross proceeds from the subscription and the conversion of $2.5 million of the Company’s subordinated debt with NRNS Capital Holdings LLC. The $9.4 million in gross proceeds was used to pay down borrowings under FlexShopper’s credit agreement with Waterfall Asset Management, LLC. As a result of these actions, FlexShopper estimates that the initial unit subscription would have been approximately 15% accretive to pro-forma earnings per share for the 2024 third quarter.

    “The outcome of the initial unit subscription demonstrates the accretive nature of our efforts to equitize our balance sheet,” said Russ Heiser, CEO of FlexShopper. “We are approaching the Series A, B, and C rights offerings from a position of strength and I am excited to provide investors with an update on our financial performance.”

    Overview of Upcoming Rights

    Rights: Expiration Dates: Exercise Pricing of Rights:
    Series A February 15, 2025 Exercise price equal to the higher of:
          1)   $1.70 or
          2)   90.0% of the VWAP of our common stock over the last three trading days prior to the expiration date of the Series A Rights, but in any event not to exceed $2.55.
    Series B March 17, 2025 Exercise price equal to the higher of:
          1)   $1.70 or
          2)   87.5% of the VWAP of our common stock over the last three trading days prior to the expiration date of the Series A Rights, but in any event not to exceed $3.40.
    Series C April 16, 2025 Exercise price equal to the higher of:
          1)   $1.70 or
          2)   85.0% of the VWAP of our common stock over the last three trading days prior to the expiration date of the Series A Rights, but in any event not to exceed $4.25.
         

    It is important to note that many broker-dealers ask for rights subscription submissions prior to the expiration dates of the respective rights. As a result, FlexShopper encourages rightsholders to submit their submissions by February 13, 2025, March 14, 2025, and April 14, 2025.

    FlexShopper encourages holders of the Series A, B, and C Rights to contact their broker or financial advisor’s Corporate Actions Department to participate in these subsequent rights. Rights offering information can be found at https://www.sec.gov and https://investors.flexshopper.com, or by calling the rights offer information agent, MacKenzie Partners at 800-322-2885.

    Moody Capital Solutions, Inc. (Moody Capital) is acting as dealer-manager for the rights offering and can be contacted at info@moodycapital.com.

    The offering was made pursuant to the Corporation’s registration statement on Form S-1 (File No. 333-282857), which was declared effective by the U.S. Securities and Exchange Commission on November 29, 2024. The prospectus relating to and describing the terms of the rights offering has been filed with the SEC on December 2, 2024, and is available on the SEC’s website at www.sec.gov. This announcement shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.

    About FlexShopper, Inc.:
    FlexShopper, Inc. (Nasdaq: FPAY) is a leading national financial technology company that provides payment options to consumers. FlexShopper provides a variety of flexible funding options for underserved consumers through its online direct to consumer marketplace at flexshopper.com and in partnership with partner merchants both online as well as at brick and mortar locations. FlexShopper’s solutions are designed to meet the needs of a wide range of consumer segments via lease-to-own and lending products.

    Forward-Looking Statements
    All statements in this release that are not based on historical fact 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. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “will,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate,” or other comparable terms. Examples of forward-looking statements include, among others, statements we make regarding expectations of lease originations, the expansion of our lease-to-own program; expectations concerning our partnerships with retail partners; investments in, and the success of, our underwriting technology and risk analytics platform; our ability to collect payments due from customers; expected future operating results and expectations concerning our business strategy. Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as a result of various factors including, among others, the following: our ability to obtain adequate financing to fund our business operations in the future; the failure to successfully manage and grow our FlexShopper.com e-commerce platform; our ability to maintain compliance with financial covenants under our credit agreement; our dependence on the success of our third-party retail partners and our continued relationships with them; our compliance with various federal, state and local laws and regulations, including those related to consumer protection; the failure to protect the integrity and security of customer and employee information; and the other risks and uncertainties described in the Risk Factors and in Management’s Discussion and Analysis of Financial Condition and Results of Operations sections of our Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q. The forward-looking statements made in this release speak only as of the date of this release, and FlexShopper assumes no obligation to update any such forward-looking statements to reflect actual results or changes in expectations, except as otherwise required by law.

    Company Contact:
    FlexShopper, Inc.
    Investor Relations
    ir@flexshopper.com

    Investor and Media Contact
    Andrew Berger
    Managing Director
    SM Berger & Company, Inc.
    Tel (216) 464-6400
    andrew@smberger.com

    The MIL Network –

  • MIL-OSI: Standard Lithium, Equinor announce Smackover Lithium as new joint venture name

    Source: GlobeNewswire (MIL-OSI)

    LEWISVILLE, Ark., Jan. 30, 2025 (GLOBE NEWSWIRE) — Standard Lithium Ltd. (“Standard Lithium”) (TSXV:SLI) (NYSE:A:SLI), a leading near-commercial lithium developer, and Equinor, a global energy leader, today announced Smackover Lithium as the new name for their joint venture developing direct lithium extraction (“DLE”) projects in Southwest Arkansas and East Texas.

    Smackover Lithium was announced yesterday at a community meeting in Lewisville, Arkansas, home of a planned field office and nearby the joint venture’s South West Arkansas (“SWA”) project. The SWA project, located in Lafayette and Columbia counties, is expected to be one of the world’s first commercial-scale DLE facilities.

    “Smackover Lithium is a natural fit for the joint venture given the Smackover formation’s prolific resource and our joint venture’s commitment to adding to the incredible legacy of American energy production from this region,” said David Park, CEO of Standard Lithium.

    In May 2024, Equinor formed a joint venture with Standard Lithium to advance DLE projects in the Smackover basin, focused on Southwest Arkansas and East Texas. Smackover Lithium is now the external brand for the joint venture and will continue building on Standard Lithium’s work with local communities to enhance economic development and grow educational and workforce opportunities.

    “We are excited to be a part of Smackover Lithium, developing critical mineral projects in the Smackover basin and building the next generation of lithium development,” said Allie Kennedy Thurmond, Vice President of US Lithium at Equinor.

    For more information on Smackover Lithium, please visit: www.smackoverlithium.com.

    About Standard Lithium Ltd.

    Standard Lithium is a leading near-commercial lithium development company focused on the sustainable development of a portfolio of large, high-grade lithium-brine properties in the United States. The Company prioritizes projects characterized by the highest quality resources, robust infrastructure, skilled labor, and streamlined permitting. Standard Lithium aims to achieve sustainable, commercial-scale lithium production via the application of a scalable and fully integrated DLE and purification process. The Company’s flagship projects are located in the Smackover Formation, a world-class lithium brine asset, focused in Arkansas and Texas. In partnership with global energy leader Equinor, Standard Lithium is advancing the SWA project, a greenfield project located in southern Arkansas, and actively exploring promising lithium brine prospects in East Texas. Additionally, the Company is advancing the Phase 1A project in partnership with LANXESS Corporation, a brownfield development project located in southern Arkansas. Standard Lithium also holds an interest in certain mineral leases in the Mojave Desert in San Bernardino County, California.

    Standard Lithium trades on both the TSX Venture Exchange (the “TSXV”) and the NYSE American under the symbol “SLI”; and on the Frankfurt Stock Exchange under the symbol “S5L”. Please visit the Company’s website at www.standardlithium.com.

    About Equinor

    Equinor is an international energy company committed to long-term value creation in a low-carbon future. Equinor’s portfolio of projects encompasses oil and gas, renewables and low-carbon solutions, with an ambition of becoming a net-zero energy company by 2050. Headquartered in Norway, Equinor is the leading operator on the Norwegian continental shelf and is present in around 30 countries worldwide. Our partnership with Standard Lithium to mature DLE projects builds on our broad US energy portfolio of oil and gas, offshore wind, low carbon solutions and battery storage projects.

    For more information on Equinor in the US, please visit: Equinor in the US – Equinor

    Media Contacts:

    Chris Lang
    Standard Lithium Ltd.
    investors@standardithium.com

    Ola Morten Aanestad
    Equinor
    oaan@equinor.com

    Neither the TSXV nor its Regulation Services Provider (as that term is defined in policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release. This news release may contain certain “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian securities laws. When used in this news release, the words “anticipate”, “believe”, “estimate”, “expect”, “target, “plan”, “forecast”, “may”, “schedule” and other similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to intended development timelines, future prices of commodities, accuracy of mineral or resource exploration activity, reserves or resources, regulatory or government requirements or approvals, the reliability of third party information, continued existence and success of the joint venture, continued access to mineral properties or infrastructure, fluctuations in the market for lithium and its derivatives, changes in exploration costs and government regulation in Canada and the United States, and other factors or information. Such statements and information represent the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements or information. The Company does not intend, and does not assume any obligation to, update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements or information other than as required by applicable laws, rules and regulations.

    The MIL Network –

  • MIL-OSI: First Merchants Corporation Announces Fourth Quarter 2024 Earnings Per Share

    Source: GlobeNewswire (MIL-OSI)

    MUNCIE, Ind., Jan. 30, 2025 (GLOBE NEWSWIRE) — First Merchants Corporation (NASDAQ – FRME)

    Fourth Quarter 2024 Highlights:

    • Net income available to common stockholders was $63.9 million and diluted earnings per common share totaled $1.10, compared to $48.7 million and $0.84 in the third quarter of 2024, and $42.0 million and $0.71 in the fourth quarter of 2023. Excluding the impact of the branch sale and repositioning of the available for sale securities portfolio, adjusted net income available to common stockholders1was $58.1 million or $1.00 per share for the fourth quarter of 2024.
    • Strong capital position with Common Equity Tier 1 Capital Ratio of 11.43% and Tangible Common Equity to Tangible Assets Ratio of 8.81%.
    • Net interest margin was 3.28% compared to 3.23% on a linked quarter basis and 3.16% in the fourth quarter of 2023.
    • Total loans grew $185.6 million, or 5.9% annualized, on a linked quarter basis, and $368.1 million, or 2.9% during the last twelve months.
    • Total deposits increased $156.5 million, or 4.4% annualized, on a linked quarter basis, and declined $32.4 million, or 0.2%, during the last twelve months after normalizing for deposits sold during the fourth quarter.
    • Nonperforming assets to total assets were 43 basis points compared to 35 basis points on a linked quarter basis.
    • Adjusted efficiency ratio totaled 53.60%1for the quarter.
    • Completed the sale of five Illinois branches and certain loans and deposits to Old Second National Bank on December 6, 2024.

    “The fourth quarter was a strong finish to the year and showed the momentum we have built with healthy increases in core earnings, NIM and ROA,” said Mark Hardwick, Chief Executive Officer of First Merchants Bank. “We restructured a portion of our securities portfolio and completed the Illinois branch sale to help prioritize our core markets. These actions and the completion of multiple technology initiatives in 2024 have positioned First Merchants to deliver strong results in 2025.”

    Fourth Quarter Financial Results:

    First Merchants Corporation (the “Corporation”) reported fourth quarter 2024 net income available to common stockholders of $63.9 million compared to $42.0 million during the same period in 2023. Diluted earnings per common share for the period totaled $1.10 compared to the fourth quarter of 2023 result of $0.71. Excluding non-core income and expenses incurred in each period, adjusted net income available to common stockholders1 for the fourth quarter 2024 was $58.1 million, or $1.00 diluted earnings per common share compared to $53.4 million, or $0.90 in the same period in 2023.

    During the quarter, the Corporation completed the sale of five Illinois branches along with loans of $7.4 million and deposits of $267.4 million, generating a gain of $20.0 million recorded in non-interest income. The sale of these branches represents the Corporation’s exit from suburban Chicago markets.

    Total assets equaled $18.3 billion and loans totaled $12.9 billion as of quarter-end. During the past twelve months, total loans grew by $368.1 million, or 2.9%. On a linked quarter basis, loans grew $185.6 million, or 5.9% annualized, with growth primarily in commercial loans.

    Investments totaling $3.5 billion decreased $350.7 million, or 9.2%, during the last twelve months and decreased $201.5 million on a linked quarter basis. The decline during the quarter was partially due to the sale of $109.6 million of available for sale securities with a weighted average tax-equivalent yield of 2.31%, which resulted in a loss of $11.6 million. The remaining decline for the quarter was due to security paydowns and maturities, as well as a decline in valuation of securities reflecting the movement of interest rates. Sales of available for sale securities in 2024 totaled $268.5 million and resulted in a loss of $20.8 million.

    Total deposits were $14.5 billion as of quarter-end and decreased by $299.8 million, or 2.0%, over the past twelve months. The decline was primarily due to the sale of the Illinois branches during the fourth quarter which included $267.4 million of deposits. Excluding this impact, deposits declined by $32.4 million in 2024. On a linked quarter basis, deposits grew by $156.5 million, or 4.4% annualized. The loan to deposit ratio increased slightly to 88.5% at period end from 88.0% in the prior quarter.

    The Corporation’s Allowance for Credit Losses – Loans (ACL) totaled $192.8 million as of quarter-end, or 1.50% of total loans, an increase of $4.9 million from prior quarter. Loan charge-offs, net of recoveries totaled $0.8 million and provision for loans of $5.7 million was recorded during the quarter. Reserves for unfunded commitments totaled $18.0 million declining during the quarter due to reserve release of $1.5 million. Net provision for the quarter totaled $4.2 million. Non-performing assets to total assets were 43 basis points for the fourth quarter of 2024, an increase of eight basis points compared to 35 basis points in the prior quarter.

    Net interest income totaled $134.4 million for the quarter, an increase of $3.3 million, or 2.5%, compared to the prior quarter and an increase of $4.3 million, or 3.3%, compared to the fourth quarter of 2023. Fully taxable equivalent net interest margin was 3.28%, an increase of five basis points compared to the third quarter of 2024, and an increase of 12 basis points compared to the fourth quarter of 2023. The increase in net interest margin compared to the third quarter was due to lower funding costs and a more favorable earning asset and funding mix.

    Noninterest income totaled $42.7 million for the quarter, an increase of $17.9 million compared to the third quarter of 2024 and an increase of $16.3 million compared to the fourth quarter of 2023. When excluding non-core income from each period, noninterest income totaled $34.4 million for the quarter, an increase of $0.4 million compared to third quarter of 2024, and an increase of $5.6 million compared to the fourth quarter of 2023. The increase in core noninterest income over the fourth quarter of 2023 was primarily due to an increase in gains on sales of loans and CRA investment income.

    Noninterest expense totaled $96.3 million for the quarter, an increase of $1.7 million from the third quarter of 2024 and a decrease of $11.8 million from the fourth quarter of 2023. The increase in the linked quarter was from higher marketing costs and other one-time operating expenses. The decrease from the fourth quarter of 2023 was due to one-time charges incurred in the prior year which included an FDIC special assessment, early retirement and severance costs, and a lease termination.

    The Corporation’s total risk-based capital ratio totaled 13.31%, common equity tier 1 capital ratio totaled 11.43%, and the tangible common equity ratio totaled 8.81%. These ratios continue to reflect the Corporation’s strong liquidity and capital positions.

    1 See “Non-GAAP Financial Information” for reconciliation

    CONFERENCE CALL

    First Merchants Corporation will conduct a fourth quarter earnings conference call and webcast at 11:30 a.m. (ET) on Thursday, January 30, 2025.

    To access via phone, participants will need to register using the following link where they will be provided a phone number and access code: (https://register.vevent.com/register/BIc49ad0293a7844dca2e7171f51e600dd95f36e86b6)

    To view the webcast and presentation slides, please go to (https://edge.media-server.com/mmc/p/9t5v76m2) during the time of the call. A replay of the webcast will be available until January 30, 2026.

    Detailed financial results are reported on the attached pages.

    About First Merchants Corporation

    First Merchants Corporation is a financial holding company headquartered in Muncie, Indiana. The Corporation has one full-service bank charter, First Merchants Bank. The Bank also operates as First Merchants Private Wealth Advisors (as a division of First Merchants Bank).

    First Merchants Corporation’s common stock is traded on the NASDAQ Global Select Market System under the symbol FRME. Quotations are carried in daily newspapers and can be found on the company’s Internet web page (http://www.firstmerchants.com).

    FIRST MERCHANTS and the Shield Logo are federally registered trademarks of First Merchants Corporation.

    Forward-Looking Statements

    This release contains forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can often, but not always, be identified by the use of words like “believe”, “continue”, “pattern”, “estimate”, “project”, “intend”, “anticipate”, “expect” and similar expressions or future or conditional verbs such as “will”, “would”, “should”, “could”, “might”, “can”, “may”, or similar expressions. These statements include statements about First Merchants’ goals, intentions and expectations; statements regarding the First Merchants’ business plan and growth strategies; statements regarding the asset quality of First Merchants’ loan and investment portfolios; and estimates of First Merchants’ risks and future costs and benefits. These forward-looking statements are subject to significant risks, assumptions and uncertainties that may cause results to differ materially from those set forth in forward-looking statements, including, among other things: possible changes in monetary and fiscal policies, and laws and regulations; the effects of easing restrictions on participants in the financial services industry; the cost and other effects of legal and administrative cases; possible changes in the credit worthiness of customers and the possible impairment of collectability of loans; fluctuations in market rates of interest; competitive factors in the banking industry; changes in the banking legislation or regulatory requirements of federal and state agencies applicable to bank holding companies and banks like First Merchants’ affiliate bank; continued availability of earnings and excess capital sufficient for the lawful and prudent declaration of dividends; changes in market, economic, operational, liquidity (including the ability to grow and maintain core deposits and retain large, uninsured deposits), credit and interest rate risks associated with the First Merchants’ business; and other risks and factors identified in each of First Merchants’ filings with the Securities and Exchange Commission. First Merchants does not undertake any obligation to update any forward-looking statement, whether written or oral, relating to the matters discussed in this press release. In addition, First Merchants’ past results of operations do not necessarily indicate its anticipated future results.

    CONSOLIDATED BALANCE SHEETS      
    (Dollars In Thousands) December 31,
        2024       2023  
    ASSETS      
    Cash and due from banks $ 87,616     $ 112,649  
    Interest-bearing deposits   298,891       436,080  
    Investment securities, net of allowance for credit losses of $245,000 and $245,000   3,460,695       3,811,364  
    Loans held for sale   18,663       18,934  
    Loans   12,854,359       12,486,027  
    Less: Allowance for credit losses – loans   (192,757 )     (204,934 )
    Net loans   12,661,602       12,281,093  
    Premises and equipment   129,743       133,896  
    Federal Home Loan Bank stock   41,690       41,769  
    Interest receivable   91,829       97,664  
    Goodwill and other intangibles   731,830       739,101  
    Cash surrender value of life insurance   304,906       306,301  
    Other real estate owned   4,948       4,831  
    Tax asset, deferred and receivable   92,387       99,883  
    Other assets   387,169       322,322  
    TOTAL ASSETS $ 18,311,969     $ 18,405,887  
    LIABILITIES      
    Deposits:      
    Noninterest-bearing $ 2,325,579     $ 2,500,062  
    Interest-bearing   12,196,047       12,321,391  
    Total Deposits   14,521,626       14,821,453  
    Borrowings:      
    Federal funds purchased   99,226       —  
    Securities sold under repurchase agreements   142,876       157,280  
    Federal Home Loan Bank advances   822,554       712,852  
    Subordinated debentures and other borrowings   93,529       158,644  
    Total Borrowings   1,158,185       1,028,776  
    Interest payable   16,102       18,912  
    Other liabilities   311,073       289,033  
    Total Liabilities   16,006,986       16,158,174  
    STOCKHOLDERS’ EQUITY      
    Preferred Stock, $1,000 par value, $1,000 liquidation value:      
    Authorized — 600 cumulative shares      
    Issued and outstanding – 125 cumulative shares   125       125  
    Preferred Stock, Series A, no par value, $2,500 liquidation preference:      
    Authorized — 10,000 non-cumulative perpetual shares      
    Issued and outstanding – 10,000 non-cumulative perpetual shares   25,000       25,000  
    Common Stock, $.125 stated value:      
    Authorized — 100,000,000 shares      
    Issued and outstanding – 57,974,535 and 59,424,122 shares   7,247       7,428  
    Additional paid-in capital   1,188,768       1,236,506  
    Retained earnings   1,272,528       1,154,624  
    Accumulated other comprehensive loss   (188,685 )     (175,970 )
    Total Stockholders’ Equity   2,304,983       2,247,713  
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 18,311,969     $ 18,405,887  
     
    CONSOLIDATED STATEMENTS OF INCOME Three Months Ended   Twelve Months Ended
    (Dollars In Thousands, Except Per Share Amounts) December 31,   December 31,
        2024       2023       2024       2023  
    INTEREST INCOME              
    Loans:              
    Taxable $ 197,536     $ 197,523     $ 803,652     $ 747,837  
    Tax-exempt   9,020       8,197       34,262       31,954  
    Investment securities:              
    Taxable   9,024       8,644       36,086       35,207  
    Tax-exempt   12,754       13,821       53,487       58,117  
    Deposits with financial institutions   5,350       8,034       16,992       17,719  
    Federal Home Loan Bank stock   958       771       3,527       3,052  
    Total Interest Income   234,642       236,990       948,006       893,886  
    INTEREST EXPENSE              
    Deposits   89,835       96,655       386,127       306,092  
    Federal funds purchased   26       1       481       1,421  
    Securities sold under repurchase agreements   680       827       3,057       3,451  
    Federal Home Loan Bank advances   8,171       6,431       29,886       27,206  
    Subordinated debentures and other borrowings   1,560       3,013       7,341       10,316  
    Total Interest Expense   100,272       106,927       426,892       348,486  
    NET INTEREST INCOME   134,370       130,063       521,114       545,400  
    Provision for credit losses   4,200       1,500       35,700       3,500  
    NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES   130,170       128,563       485,414       541,900  
    NONINTEREST INCOME              
    Service charges on deposit accounts   8,124       7,690       32,606       30,837  
    Fiduciary and wealth management fees   8,665       8,187       34,215       30,840  
    Card payment fees   4,957       4,437       19,317       18,862  
    Net gains and fees on sales of loans   5,681       4,111       20,840       15,659  
    Derivative hedge fees   1,594       1,049       3,082       3,385  
    Other customer fees   316       237       1,547       1,880  
    Earnings on cash surrender value of life insurance   2,188       3,202       8,464       8,347  
    Net realized losses on sales of available for sale securities   (11,592 )     (2,317 )     (20,757 )     (6,930 )
    Gain on branch sale   19,983       —       19,983       —  
    Other income (loss)   2,826       (152 )     6,283       2,722  
    Total Noninterest Income   42,742       26,444       125,580       105,602  
    NONINTEREST EXPENSES              
    Salaries and employee benefits   55,437       60,967       221,167       228,745  
    Net occupancy   7,335       9,089       28,387       29,859  
    Equipment   7,028       6,108       26,802       24,113  
    Marketing   2,582       2,647       7,389       7,427  
    Outside data processing fees   6,029       5,875       27,140       25,165  
    Printing and office supplies   377       402       1,462       1,552  
    Intangible asset amortization   1,771       2,182       7,271       8,743  
    FDIC assessments   3,744       7,557       15,029       14,674  
    Other real estate owned and foreclosure expenses   227       1,743       2,076       3,318  
    Professional and other outside services   3,777       3,981       14,586       16,172  
    Other expenses   7,982       7,552       27,957       28,502  
    Total Noninterest Expenses   96,289       108,103       379,266       388,270  
    INCOME BEFORE INCOME TAX   76,623       46,904       231,728       259,232  
    Income tax expense   12,274       4,425       30,326       35,446  
    NET INCOME   64,349       42,479       201,402       223,786  
    Preferred stock dividends   469       469       1,875       1,875  
    NET INCOME AVAILABLE TO COMMON STOCKHOLDERS $ 63,880     $ 42,010     $ 199,527     $ 221,911  
    Per Share Data:              
    Basic Net Income Available to Common Stockholders $ 1.10     $ 0.71     $ 3.42     $ 3.74  
    Diluted Net Income Available to Common Stockholders $ 1.10     $ 0.71     $ 3.41     $ 3.73  
    Cash Dividends Paid to Common Stockholders $ 0.35     $ 0.34     $ 1.39     $ 1.34  
    Average Diluted Common Shares Outstanding (in thousands)   58,247       59,556       58,533       59,489  
     
    FINANCIAL HIGHLIGHTS              
    (Dollars in thousands) Three Months Ended   Twelve Months Ended
      December 31,   December 31,
        2024       2023       2024       2023  
    NET CHARGE-OFFS $ 771     $ 3,148     $ 49,377     $ 25,643  
                   
    AVERAGE BALANCES:              
    Total Assets $ 18,478,303     $ 18,397,200     $ 18,400,495     $ 18,186,507  
    Total Loans   12,757,676       12,396,451       12,634,324       12,297,974  
    Total Earning Assets   17,089,198       17,222,714       17,054,267       16,991,787  
    Total Deposits   14,788,294       15,000,580       14,816,564       14,721,498  
    Total Stockholders’ Equity   2,312,270       2,130,993       2,252,491       2,127,262  
                   
    FINANCIAL RATIOS:              
    Return on Average Assets   1.39 %     0.92 %     1.09 %     1.23 %
    Return on Average Stockholders’ Equity   11.05       7.89       8.86       10.43  
    Return on Tangible Common Stockholders’ Equity   16.75       12.75       13.71       16.76  
    Average Earning Assets to Average Assets   92.48       93.62       92.68       93.43  
    Allowance for Credit Losses – Loans as % of Total Loans   1.50       1.64       1.50       1.64  
    Net Charge-offs as % of Average Loans (Annualized)   0.02       0.10       0.39       0.21  
    Average Stockholders’ Equity to Average Assets   12.51       11.58       12.24       11.70  
    Tax Equivalent Yield on Average Earning Assets   5.63       5.64       5.69       5.40  
    Interest Expense/Average Earning Assets   2.35       2.48       2.50       2.05  
    Net Interest Margin (FTE) on Average Earning Assets   3.28       3.16       3.19       3.35  
    Efficiency Ratio   48.48       63.26       53.55       55.17  
    Tangible Common Book Value Per Share $ 26.78     $ 25.06     $ 26.78     $ 25.06  
     
    NONPERFORMING ASSETS                  
    (Dollars In Thousands) December 31,   September 30,   June 30,   March 31,   December 31,
        2024       2024       2024       2024       2023  
    Nonaccrual Loans $ 73,773     $ 59,088     $ 61,906     $ 62,478     $ 53,580  
    Other Real Estate Owned and Repossessions   4,948       5,247       4,824       4,886       4,831  
    Nonperforming Assets (NPA)   78,721       64,335       66,730       67,364       58,411  
    90+ Days Delinquent   5,902       14,105       1,686       2,838       172  
    NPAs & 90 Day Delinquent $ 84,623     $ 78,440     $ 68,416     $ 70,202     $ 58,583  
                       
    Allowance for Credit Losses – Loans $ 192,757     $ 187,828     $ 189,537     $ 204,681     $ 204,934  
    Quarterly Net Charge-offs   771       6,709       39,644       2,253       3,148  
    NPAs / Actual Assets %   0.43 %     0.35 %     0.36 %     0.37 %     0.32 %
    NPAs & 90 Day / Actual Assets %   0.46 %     0.43 %     0.37 %     0.38 %     0.32 %
    NPAs / Actual Loans and OREO %   0.61 %     0.51 %     0.53 %     0.54 %     0.47 %
    Allowance for Credit Losses – Loans / Actual Loans (%)   1.50 %     1.48 %     1.50 %     1.64 %     1.64 %
    Net Charge-offs as % of Average Loans (Annualized)   0.02 %     0.21 %     1.26 %     0.07 %     0.10 %
     
    CONSOLIDATED BALANCE SHEETS                  
    (Dollars In Thousands) December 31,   September 30,   June 30,   March 31,   December 31,
        2024       2024       2024       2024       2023  
    ASSETS                  
    Cash and due from banks $ 87,616     $ 84,719     $ 105,372     $ 100,514     $ 112,649  
    Interest-bearing deposits   298,891       359,126       168,528       410,497       436,080  
    Investment securities, net of allowance for credit losses   3,460,695       3,662,145       3,753,088       3,783,574       3,811,364  
    Loans held for sale   18,663       40,652       32,292       15,118       18,934  
    Loans   12,854,359       12,646,808       12,639,650       12,465,582       12,486,027  
    Less: Allowance for credit losses – loans   (192,757 )     (187,828 )     (189,537 )     (204,681 )     (204,934 )
    Net loans   12,661,602       12,458,980       12,450,113       12,260,901       12,281,093  
    Premises and equipment   129,743       129,582       133,245       132,706       133,896  
    Federal Home Loan Bank stock   41,690       41,716       41,738       41,758       41,769  
    Interest receivable   91,829       92,055       97,546       92,550       97,664  
    Goodwill and other intangibles   731,830       733,601       735,373       737,144       739,101  
    Cash surrender value of life insurance   304,906       304,613       306,379       306,028       306,301  
    Other real estate owned   4,948       5,247       4,824       4,886       4,831  
    Tax asset, deferred and receivable   92,387       86,732       107,080       101,121       99,883  
    Other assets   387,169       348,384       367,845       331,006       322,322  
    TOTAL ASSETS $ 18,311,969     $ 18,347,552     $ 18,303,423     $ 18,317,803     $ 18,405,887  
    LIABILITIES                  
    Deposits:                  
    Noninterest-bearing $ 2,325,579     $ 2,334,197     $ 2,303,313     $ 2,338,364     $ 2,500,062  
    Interest-bearing   12,196,047       12,030,903       12,265,757       12,546,220       12,321,391  
    Total Deposits   14,521,626       14,365,100       14,569,070       14,884,584       14,821,453  
    Borrowings:                  
    Federal funds purchased   99,226       30,000       147,229       —       —  
    Securities sold under repurchase agreements   142,876       124,894       100,451       130,264       157,280  
    Federal Home Loan Bank advances   822,554       832,629       832,703       612,778       712,852  
    Subordinated debentures and other borrowings   93,529       93,562       93,589       118,612       158,644  
    Total Borrowings   1,158,185       1,081,085       1,173,972       861,654       1,028,776  
    Deposits and other liabilities held for sale   —       288,476       —       —       —  
    Interest payable   16,102       18,089       18,554       19,262       18,912  
    Other liabilities   311,073       292,429       329,302       327,500       289,033  
    Total Liabilities   16,006,986       16,045,179       16,090,898       16,093,000       16,158,174  
    STOCKHOLDERS’ EQUITY                  
    Preferred Stock, $1,000 par value, $1,000 liquidation value:                  
    Authorized — 600 cumulative shares                  
    Issued and outstanding – 125 cumulative shares   125       125       125       125       125  
    Preferred Stock, Series A, no par value, $2,500 liquidation preference:                  
    Authorized — 10,000 non-cumulative perpetual shares                  
    Issued and outstanding – 10,000 non-cumulative perpetual shares   25,000       25,000       25,000       25,000       25,000  
    Common Stock, $.125 stated value:                  
    Authorized — 100,000,000 shares                  
    Issued and outstanding   7,247       7,265       7,256       7,321       7,428  
    Additional paid-in capital   1,188,768       1,192,683       1,191,193       1,208,447       1,236,506  
    Retained earnings   1,272,528       1,229,125       1,200,930       1,181,939       1,154,624  
    Accumulated other comprehensive loss   (188,685 )     (151,825 )     (211,979 )     (198,029 )     (175,970 )
    Total Stockholders’ Equity   2,304,983       2,302,373       2,212,525       2,224,803       2,247,713  
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 18,311,969     $ 18,347,552     $ 18,303,423     $ 18,317,803     $ 18,405,887  
                       
    CONSOLIDATED STATEMENTS OF INCOME                  
    (Dollars In Thousands, Except Per Share Amounts) December 31,   September 30,   June 30,   March 31,   December 31,
        2024       2024       2024       2024       2023  
    INTEREST INCOME                  
    Loans:                  
    Taxable $ 197,536     $ 206,680     $ 201,413     $ 198,023     $ 197,523  
    Tax-exempt   9,020       8,622       8,430       8,190       8,197  
    Investment securities:                  
    Taxable   9,024       9,263       9,051       8,748       8,644  
    Tax-exempt   12,754       13,509       13,613       13,611       13,821  
    Deposits with financial institutions   5,350       2,154       2,995       6,493       8,034  
    Federal Home Loan Bank stock   958       855       879       835       771  
    Total Interest Income   234,642       241,083       236,381       235,900       236,990  
    INTEREST EXPENSE                  
    Deposits   89,835       98,856       99,151       98,285       96,655  
    Federal funds purchased   26       329       126       —       1  
    Securities sold under repurchase agreements   680       700       645       1,032       827  
    Federal Home Loan Bank advances   8,171       8,544       6,398       6,773       6,431  
    Subordinated debentures and other borrowings   1,560       1,544       1,490       2,747       3,013  
    Total Interest Expense   100,272       109,973       107,810       108,837       106,927  
    NET INTEREST INCOME   134,370       131,110       128,571       127,063       130,063  
    Provision for credit losses   4,200       5,000       24,500       2,000       1,500  
    NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES   130,170       126,110       104,071       125,063       128,563  
    NONINTEREST INCOME                  
    Service charges on deposit accounts   8,124       8,361       8,214       7,907       7,690  
    Fiduciary and wealth management fees   8,665       8,525       8,825       8,200       8,187  
    Card payment fees   4,957       5,121       4,739       4,500       4,437  
    Net gains and fees on sales of loans   5,681       6,764       5,141       3,254       4,111  
    Derivative hedge fees   1,594       736       489       263       1,049  
    Other customer fees   316       344       460       427       237  
    Earnings on cash surrender value of life insurance   2,188       2,755       1,929       1,592       3,202  
    Net realized losses on sales of available for sale securities   (11,592 )     (9,114 )     (49 )     (2 )     (2,317 )
    Gain on branch sale   19,983       —       —       —       —  
    Other income (loss)   2,826       1,374       1,586       497       (152 )
    Total Noninterest Income   42,742       24,866       31,334       26,638       26,444  
    NONINTEREST EXPENSES                  
    Salaries and employee benefits   55,437       55,223       52,214       58,293       60,967  
    Net occupancy   7,335       6,994       6,746       7,312       9,089  
    Equipment   7,028       6,949       6,599       6,226       6,108  
    Marketing   2,582       1,836       1,773       1,198       2,647  
    Outside data processing fees   6,029       7,150       7,072       6,889       5,875  
    Printing and office supplies   377       378       354       353       402  
    Intangible asset amortization   1,771       1,772       1,771       1,957       2,182  
    FDIC assessments   3,744       3,720       3,278       4,287       7,557  
    Other real estate owned and foreclosure expenses   227       942       373       534       1,743  
    Professional and other outside services   3,777       3,035       3,822       3,952       3,981  
    Other expenses   7,982       6,630       7,411       5,934       7,552  
    Total Noninterest Expenses   96,289       94,629       91,413       96,935       108,103  
    INCOME BEFORE INCOME TAX   76,623       56,347       43,992       54,766       46,904  
    Income tax expense   12,274       7,160       4,067       6,825       4,425  
    NET INCOME   64,349       49,187       39,925       47,941       42,479  
    Preferred stock dividends   469       468       469       469       469  
    NET INCOME AVAILABLE TO COMMON STOCKHOLDERS $ 63,880     $ 48,719     $ 39,456     $ 47,472     $ 42,010  
    Per Share Data:                  
    Basic Net Income Available to Common Stockholders $ 1.10     $ 0.84     $ 0.68     $ 0.80     $ 0.71  
    Diluted Net Income Available to Common Stockholders $ 1.10     $ 0.84     $ 0.68     $ 0.80     $ 0.71  
    Cash Dividends Paid to Common Stockholders $ 0.35     $ 0.35     $ 0.35     $ 0.34     $ 0.34  
    Average Diluted Common Shares Outstanding (in thousands)   58,247       58,289       58,328       59,273       59,556  
    FINANCIAL RATIOS:                  
    Return on Average Assets   1.39 %     1.07 %     0.87 %     1.04 %     0.92 %
    Return on Average Stockholders’ Equity   11.05       8.66       7.16       8.47       7.89  
    Return on Tangible Common Stockholders’ Equity   16.75       13.39       11.29       13.21       12.75  
    Average Earning Assets to Average Assets   92.48       92.54       92.81       92.91       93.62  
    Allowance for Credit Losses – Loans as % of Total Loans   1.50       1.48       1.50       1.64       1.64  
    Net Charge-offs as % of Average Loans (Annualized)   0.02       0.21       1.26       0.07       0.10  
    Average Stockholders’ Equity to Average Assets   12.51       12.26       12.02       12.17       11.58  
    Tax Equivalent Yield on Average Earning Assets   5.63       5.82       5.69       5.65       5.64  
    Interest Expense/Average Earning Assets   2.35       2.59       2.53       2.55       2.48  
    Net Interest Margin (FTE) on Average Earning Assets   3.28       3.23       3.16       3.10       3.16  
    Efficiency Ratio   48.48       53.76       53.84       59.21       63.26  
    Tangible Common Book Value Per Share $ 26.78     $ 26.64     $ 25.10     $ 25.07     $ 25.06  
    LOANS                  
    (Dollars In Thousands) December 31,   September 30,   June 30,   March 31,   December 31,
        2024       2024       2024       2024       2023  
    Commercial and industrial loans $ 4,114,292     $ 4,041,217     $ 3,949,817     $ 3,722,365     $ 3,670,948  
    Agricultural land, production and other loans to farmers   256,312       238,743       239,926       234,431       263,414  
    Real estate loans:                  
    Construction   792,144       814,704       823,267       941,726       957,545  
    Commercial real estate, non-owner occupied   2,274,016       2,251,351       2,323,533       2,368,360       2,400,839  
    Commercial real estate, owner occupied   1,157,944       1,152,751       1,174,195       1,137,894       1,162,083  
    Residential   2,374,729       2,366,943       2,370,905       2,316,490       2,288,921  
    Home equity   659,811       641,188       631,104       618,258       617,571  
    Individuals’ loans for household and other personal expenditures   166,028       158,480       162,089       161,459       168,388  
    Public finance and other commercial loans   1,059,083       981,431       964,814       964,599       956,318  
    Loans   12,854,359       12,646,808       12,639,650       12,465,582       12,486,027  
    Allowance for credit losses – loans   (192,757 )     (187,828 )     (189,537 )     (204,681 )     (204,934 )
    NET LOANS $ 12,661,602     $ 12,458,980     $ 12,450,113     $ 12,260,901     $ 12,281,093  
     
    DEPOSITS                  
    (Dollars In Thousands) December 31,   September 30,   June 30,   March 31,   December 31,
      2024   2024   2024   2024   2023
    Demand deposits $ 7,980,061   $ 7,678,510   $ 7,757,679   $ 7,771,976   $ 7,965,862
    Savings deposits   4,522,758     4,302,236     4,339,161     4,679,593     4,516,433
    Certificates and other time deposits of $100,000 or more   1,043,068     1,277,833     1,415,131     1,451,443     1,408,985
    Other certificates and time deposits   692,068     802,949     889,949     901,280     849,906
    Brokered certificates of deposits1   283,671     303,572     167,150     80,292     80,267
    TOTAL DEPOSITS2 $ 14,521,626   $ 14,365,100   $ 14,569,070   $ 14,884,584   $ 14,821,453

    1 – Total brokered deposits of $955.7 million, which includes brokered CD’s of $283.7 million at December 31, 2024.
    2 – Total deposits at September 30, 2024 excluded $287.7 million of deposits reclassified to Deposits and other liabilities held for sale related to the Illinois branch sale. The sale of $267.4 million of deposits associated with the Illinois branch sale was subsequently completed on December 6, 2024.

    CONSOLIDATED AVERAGE BALANCE SHEET AND NET INTEREST MARGIN ANALYSIS            
    (Dollars in Thousands)                      
      For the Three Months Ended
      December 31, 2024   December 31, 2023
      Average Balance   Interest
    Income /
    Expense    		   Average
    Rate    		   Average Balance   Interest
    Income /
    Expense    		   Average
    Rate
    ASSETS                      
    Interest-bearing deposits $ 522,868   $ 5,350   4.09 %   $ 700,705   $ 8,034   4.59 %
    Federal Home Loan Bank stock   41,703     958   9.19       41,792     771   7.38  
    Investment Securities:(1)                      
    Taxable   1,677,554     9,024   2.15       1,801,533     8,644   1.92  
    Tax-exempt(2)   2,089,397     16,144   3.09       2,282,233     17,495   3.07  
    Total Investment Securities   3,766,951     25,168   2.67       4,083,766     26,139   2.56  
    Loans held for sale   36,219     550   6.07       16,355     246   6.02  
    Loans:(3)                      
    Commercial   8,753,723     156,414   7.15       8,533,233     159,190   7.46  
    Real estate mortgage   2,177,351     24,401   4.48       2,118,060     21,829   4.12  
    HELOC and installment   841,537     16,171   7.69       820,728     16,258   7.92  
    Tax-exempt(2)   948,846     11,418   4.81       908,075     10,376   4.57  
    Total Loans   12,757,676     208,954   6.55       12,396,451     207,899   6.71  
    Total Earning Assets   17,089,198     240,430   5.63 %     17,222,714     242,843   5.64 %
    Total Non-Earning Assets   1,389,105             1,174,486        
    TOTAL ASSETS $ 18,478,303           $ 18,397,200        
    LIABILITIES                      
    Interest-Bearing Deposits:                      
    Interest-bearing deposits $ 5,564,228   $ 37,049   2.66 %   $ 5,504,725   $ 40,996   2.98 %
    Money market deposits   3,189,334     25,463   3.19       3,096,085     27,909   3.61  
    Savings deposits   1,362,705     3,102   0.91       1,587,758     3,913   0.99  
    Certificates and other time deposits   2,313,284     24,221   4.19       2,225,528     23,837   4.28  
    Total Interest-Bearing Deposits   12,429,551     89,835   2.89       12,414,096     96,655   3.11  
    Borrowings   1,049,677     10,437   3.98       1,013,856     10,272   4.05  
    Total Interest-Bearing Liabilities   13,479,228     100,272   2.98       13,427,952     106,927   3.19  
    Noninterest-bearing deposits   2,358,743             2,586,484        
    Other liabilities   328,062             251,771        
    Total Liabilities   16,166,033             16,266,207        
    STOCKHOLDERS’ EQUITY   2,312,270             2,130,993        
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 18,478,303     100,272       $ 18,397,200     106,927    
    Net Interest Income (FTE)     $ 140,158           $ 135,916    
    Net Interest Spread (FTE)(4)         2.65 %           2.45 %
                           
    Net Interest Margin (FTE):                      
    Interest Income (FTE) / Average Earning Assets         5.63 %           5.64 %
    Interest Expense / Average Earning Assets         2.35 %           2.48 %
    Net Interest Margin (FTE)(5)         3.28 %           3.16 %
                           
    (1)Average balance of securities is computed based on the average of the historical amortized cost balances without the effects of the fair value adjustments. Annualized amounts are computed using a 30/360 day basis.
    (2)Tax-exempt securities and loans are presented on a fully taxable equivalent basis, using a marginal tax rate of 21 percent for 2024 and 2023. These totals equal $5,788 and $5,853 for the three months ended December 31, 2024 and 2023, respectively.
    (3)Non accruing loans have been included in the average balances.
    (4)Net Interest Spread (FTE) is interest income expressed as a percentage of average earning assets minus interest expense expressed as a percentage of average interest-bearing liabilities.
    (5)Net Interest Margin (FTE) is interest income expressed as a percentage of average earning assets minus interest expense expressed as a percentage of average earning assets.
     
                           
    CONSOLIDATED AVERAGE BALANCE SHEET AND NET INTEREST MARGIN ANALYSIS            
    (Dollars in Thousands)                      
      For the Twelve Months Ended
      December 31, 2024   December 31, 2023
      Average Balance   Interest
    Income /
    Expense    		   Average
    Rate    		   Average Balance   Interest
    Income /
    Expense    		   Average
    Rate
    Assets:                      
    Interest-bearing deposits $ 418,163   $ 16,992   4.06 %   $ 431,581   $ 17,719   4.11 %
    Federal Home Loan Bank stock   41,736     3,527   8.45       41,319     3,052   7.39  
    Investment Securities:(1)                      
    Taxable   1,759,578     36,086   2.05       1,854,438     35,207   1.90  
    Tax-exempt(2)   2,200,466     67,705   3.08       2,366,475     73,566   3.11  
    Total Investment Securities   3,960,044     103,791   2.62       4,220,913     108,773   2.58  
    Loans held for sale   29,650     1,792   6.04       21,766     1,292   5.94  
    Loans:(3)                      
    Commercial   8,687,638     641,393   7.38       8,519,706     603,611   7.08  
    Real estate mortgage   2,158,743     94,890   4.40       2,035,488     82,183   4.04  
    HELOC and installment   830,079     65,577   7.90       830,006     60,751   7.32  
    Tax-exempt(2)   928,214     43,370   4.67       891,008     40,448   4.54  
    Total Loans   12,634,324     847,022   6.70       12,297,974     788,285   6.41  
    Total Earning Assets   17,054,267     971,332   5.69 %     16,991,787     917,829   5.40 %
    Total Non-Earning Assets   1,346,228             1,194,720        
    Total Assets $ 18,400,495           $ 18,186,507        
    Liabilities:                      
    Interest-Bearing deposits:                      
    Interest-bearing deposits $ 5,506,492   $ 157,984   2.87 %   $ 5,435,733   $ 138,012   2.54 %
    Money market deposits   3,061,461     106,026   3.46       2,884,271     83,777   2.90  
    Savings deposits   1,463,707     14,587   1.00       1,694,230     14,606   0.86  
    Certificates and other time deposits   2,413,900     107,530   4.45       1,923,268     69,697   3.62  
    Total Interest-Bearing Deposits   12,445,560     386,127   3.10       11,937,502     306,092   2.56  
    Borrowings   1,005,017     40,765   4.06       1,111,472     42,394   3.81  
    Total Interest-Bearing Liabilities   13,450,577     426,892   3.17       13,048,974     348,486   2.67  
    Noninterest-bearing deposits   2,371,004             2,783,996        
    Other liabilities   326,423             226,275        
    Total Liabilities   16,148,004             16,059,245        
    Stockholders’ Equity   2,252,491             2,127,262        
    Total Liabilities and Stockholders’ Equity $ 18,400,495     426,892       $ 18,186,507     348,486    
    Net Interest Income (FTE)     $ 544,440           $ 569,343    
    Net Interest Spread (FTE)(4)         2.52 %           2.73 %
                           
    Net Interest Margin (FTE):                      
    Interest Income (FTE) / Average Earning Assets         5.69 %           5.40 %
    Interest Expense / Average Earning Assets         2.50 %           2.05 %
    Net Interest Margin (FTE)(5)         3.19 %           3.35 %
                           
    (1)Average balance of securities is computed based on the average of the historical amortized cost balances without the effects of the fair value adjustments. Annualized amounts are computed using a 30/360 day basis.
    (2)Tax-exempt securities and loans are presented on a fully taxable equivalent basis, using a marginal tax rate of 21 percent for 2024 and 2023. These totals equal $23,326 and $23,943 for the years ended December 31, 2024 and 2023, respectively.
    (3)Non accruing loans have been included in the average balances.           
    (4)Net Interest Spread (FTE) is interest income expressed as a percentage of average earning assets minus interest expense expressed as a percentage of average interest-bearing liabilities.
    (5)Net Interest Margin (FTE) is interest income expressed as a percentage of average earning assets minus interest expense expressed as a percentage of average earning assets.
     
    ADJUSTED NET INCOME AND DILUTED EARNINGS PER COMMON SHARE – NON-GAAP
    (Dollars In Thousands, Except Per Share Amounts) Three Months Ended   Twelve Months Ended
      December 31,   September 30,   June 30,   March 31,   December 31,   December 31,   December 31,
        2024       2024       2024       2024       2023       2024       2023  
    Net Income Available to Common Stockholders – GAAP $ 63,880     $ 48,719     $ 39,456     $ 47,472     $ 42,010     $ 199,527     $ 221,911  
    Adjustments:                          
    PPP loan income   —       —       —       —       (7 )     —       (49 )
    Net realized losses on sales of available for sale securities   11,592       9,114       49       2       2,317       20,757       6,930  
    Gain on branch sale   (19,983 )     —       —       —       —       (19,983 )     —  
    Non-core expenses1,2,3   762       —       —       3,481       12,682       4,243       12,682  
    Tax on adjustments   1,851       (2,220 )     (12 )     (848 )     (3,652 )     (1,229 )     (4,767 )
    Adjusted Net Income Available to Common Stockholders – Non-GAAP $ 58,102     $ 55,613     $ 39,493     $ 50,107     $ 53,350     $ 203,315     $ 236,707  
                               
    Average Diluted Common Shares Outstanding (in thousands)   58,247       58,289       58,328       59,273       59,556       58,533       59,489  
                               
    Diluted Earnings Per Common Share – GAAP $ 1.10     $ 0.84     $ 0.68     $ 0.80     $ 0.71     $ 3.41     $ 3.73  
    Adjustments:                          
    PPP loan income   —       —       —       —       —       —       —  
    Net realized losses on sales of available for sale securities   0.20       0.15       —       —       0.04       0.35       0.12  
    Gain on branch sale   (0.34 )     —       —       —       —       (0.34 )     —  
    Non-core expenses1,2,3   0.01       —       —       0.06       0.21       0.07       0.21  
    Tax on adjustments   0.03       (0.04 )     —       (0.01 )     (0.06 )     (0.02 )     (0.08 )
    Adjusted Diluted Earnings Per Common Share – Non-GAAP $ 1.00     $ 0.95     $ 0.68     $ 0.85     $ 0.90     $ 3.47     $ 3.98  

    1 – Non-core expenses in 4Q24 included $0.8 million of costs directly related to the branch sale.
    2 – Non-core expenses in 1Q24 included $2.4 million from duplicative online banking conversion costs and $1.1 million from the FDIC special assessment.
    3 – Non-core expenses in 4Q23 included $6.3 million from early retirement and severance costs, $4.3 million from the FDIC special assessment, and $2.1 million from a lease termination.

    NET INTEREST MARGIN (“NIM”), ADJUSTED                
    (Dollars in Thousands)                
      Three Months Ended   Twelve Months Ended
      December 31,   September 30,   June 30,   March 31,   December 31,   December 31,   December 31,
        2024       2024       2024       2024       2023       2024       2023  
    Net Interest Income (GAAP) $ 134,370     $ 131,110     $ 128,571     $ 127,063     $ 130,063     $ 521,114     $ 545,400  
    Fully Taxable Equivalent (“FTE”) Adjustment   5,788       5,883       5,859       5,795       5,853       23,326       23,943  
    Net Interest Income (FTE) (non-GAAP) $ 140,158     $ 136,993     $ 134,430     $ 132,858     $ 135,916     $ 544,440     $ 569,343  
                               
    Average Earning Assets (GAAP) $ 17,089,198     $ 16,990,358     $ 17,013,984     $ 17,123,851     $ 17,222,714     $ 17,054,267     $ 16,991,787  
    Net Interest Margin (GAAP)   3.15 %     3.09 %     3.02 %     2.97 %     3.02 %     3.06 %     3.21 %
    Net Interest Margin (FTE) (non-GAAP)   3.28 %     3.23 %     3.16 %     3.10 %     3.16 %     3.19 %     3.35 %
     
    RETURN ON TANGIBLE COMMON EQUITY – NON-GAAP
    (Dollars In Thousands) Three Months Ended   Twelve Months Ended
      December 31,   September 30,   June 30,   March 31,   December 31,   December 31,   December 31,
        2024       2024       2024       2024       2023       2024       2023  
    Total Average Stockholders’ Equity (GAAP) $ 2,312,270     $ 2,251,547     $ 2,203,361     $ 2,242,139     $ 2,130,993     $ 2,252,491     $ 2,127,262  
    Less: Average Preferred Stock   (25,125 )     (25,125 )     (25,125 )     (25,125 )     (25,125 )     (25,125 )     (25,125 )
    Less: Average Intangible Assets, Net of Tax   (728,218 )     (729,581 )     (730,980 )     (732,432 )     (734,007 )     (730,295 )     (736,601 )
    Average Tangible Common Equity, Net of Tax (Non-GAAP) $ 1,558,927     $ 1,496,841     $ 1,447,256     $ 1,484,582     $ 1,371,861     $ 1,497,071     $ 1,365,536  
                               
    Net Income Available to Common Stockholders (GAAP) $ 63,880     $ 48,719     $ 39,456     $ 47,472     $ 42,010     $ 199,527     $ 221,911  
    Plus: Intangible Asset Amortization, Net of Tax   1,399       1,399       1,399       1,546       1,724       5,744       6,906  
    Tangible Net Income (Non-GAAP) $ 65,279     $ 50,118     $ 40,855     $ 49,018     $ 43,734     $ 205,271     $ 228,817  
                               
    Return on Tangible Common Equity (Non-GAAP)   16.75 %     13.39 %     11.29 %     13.21 %     12.75 %     13.71 %     16.76 %
     
    EFFICIENCY RATIO – NON-GAAP                          
    (Dollars In Thousands) Three Months Ended   Twelve Months Ended
      December 31,   September 30,   June 30,   March 31,   December 31,   December 31,   December 31,
        2024       2024       2024       2024       2023       2024       2023  
    Non Interest Expense (GAAP) $ 96,289     $ 94,629     $ 91,413     $ 96,935     $ 108,103     $ 379,266     $ 388,270  
    Less: Intangible Asset Amortization   (1,771 )     (1,772 )     (1,771 )     (1,957 )     (2,182 )     (7,271 )     (8,743 )
    Less: OREO and Foreclosure Expenses   (227 )     (942 )     (373 )     (534 )     (1,743 )     (2,076 )     (3,318 )
    Adjusted Non Interest Expense (Non-GAAP) $ 94,291     $ 91,915     $ 89,269     $ 94,444     $ 104,178     $ 369,919     $ 376,209  
                               
    Net Interest Income (GAAP) $ 134,370     $ 131,110     $ 128,571     $ 127,063     $ 130,063     $ 521,114     $ 545,400  
    Plus: Fully Taxable Equivalent Adjustment   5,788       5,883       5,859       5,795       5,853       23,326       23,943  
    Net Interest Income on a Fully Taxable Equivalent Basis (Non-GAAP) $ 140,158     $ 136,993     $ 134,430     $ 132,858     $ 135,916     $ 544,440     $ 569,343  
                               
    Non Interest Income (GAAP) $ 42,742     $ 24,866     $ 31,334     $ 26,638     $ 26,444     $ 125,580     $ 105,602  
    Less: Investment Securities (Gains) Losses   11,592       9,114       49       2       2,317       20,757       6,930  
    Adjusted Non Interest Income (Non-GAAP) $ 54,334     $ 33,980     $ 31,383     $ 26,640     $ 28,761     $ 146,337     $ 112,532  
    Adjusted Revenue (Non-GAAP) $ 194,492     $ 170,973     $ 165,813     $ 159,498     $ 164,677     $ 690,777     $ 681,875  
    Efficiency Ratio (Non-GAAP)   48.48 %     53.76 %     53.84 %     59.21 %     63.26 %     53.55 %     55.17 %
                               
    Adjusted Non Interest Expense (Non-GAAP) $ 94,291     $ 91,915     $ 89,269     $ 94,444     $ 104,178     $ 369,919     $ 376,209  
    Less: Acquisition-related Expenses   —       —       —       —       —       —       —  
    Less: Non-core Expenses1,2,3   (762 )     —       —       (3,481 )     (12,682 )     (4,243 )     (12,682 )
    Adjusted Non Interest Expense Excluding Non-core Expenses (Non-GAAP) $ 93,529     $ 91,915     $ 89,269     $ 90,963     $ 91,496     $ 365,676     $ 363,527  
                               
    Adjusted Revenue (Non-GAAP) $ 194,492     $ 170,973     $ 165,813     $ 159,498     $ 164,677     $ 690,777     $ 681,875  
    Less: Gain on Branch Sale   (19,983 )     —       —       —       —       (19,983 )     —  
    Adjusted Revenue Excluding Gain on Branch Sale (Non-GAAP) $ 174,509     $ 170,973     $ 165,813     $ 159,498     $ 164,677     $ 670,794     $ 681,875  
    Adjusted Efficiency Ratio (Non-GAAP)   53.60 %     53.76 %     53.84 %     57.03 %     55.56 %     54.51 %     53.31 %

    1 – Non-core expenses in 4Q24 included $0.8 million of costs directly related to the branch sale.
    2 – Non-core expenses in 1Q24 included $2.4 million from duplicative online banking conversion costs and $1.1 million from the FDIC special assessment.
    3 – Non-core expenses in 4Q23 included $6.3 million from early retirement and severance costs, $4.3 million from the FDIC special assessment, and $2.1 million from a lease termination.

    For more information, contact:
    Nicole M. Weaver, Vice President and Director of Corporate Administration
    765-521-7619
    http://www.firstmerchants.com

    SOURCE: First Merchants Corporation, Muncie, Indiana

    The MIL Network –

  • MIL-OSI: Flex Pricing Releases First Ever User Level Dynamic Pricing Software

    Source: GlobeNewswire (MIL-OSI)

    CHEYENNE, Wyo., Jan. 30, 2025 (GLOBE NEWSWIRE) — Flex Pricing is announcing the release of the world’s first user level dynamic pricing software for e-commerce. The software enables merchants to set pricing rules based on user attributes including shoppers estimated income, type of device they’re browsing on and their geographic location. Unique prices display to each shopper, in real-time, without any perception that the prices rendered are unique to them.

    FlexPricing Logo

    This technology has previously only been developed and used internally, by large multinational companies. Flex Pricing will not bring this advanced technology to small and medium sized merchants in the e-commerce industry.

    Flex Pricing has released it’s software as a Woo Commerce plugin, supporting merchants that sell goods on WordPress sites through Woo Commerce. Additionally Flex Pricing plans the release of a Shopify compatible application by March 1st. With the release of the Shopify app, Flex Pricing’s patent pending software will become available to nearly 90% of all U.S. based ecommerce businesses.

    Merchants using the Flex Pricing application can expect benefits in both conversion rate and margin, which is a unique benefit of a user level dynamic pricing system. Shoppers with greater price sensitivities, determined by a variety of user attributes can be rendered a lower, more competitive price to increase the likelihood of a conversion. Whereas shoppers who are less price sensitive, often determined by attributes indicative of high affluence can be rendered a higher price to increase margins.

    Learn more about Flex Pricing at FlexPricing.com and follow us on Twitter https://twitter.com/FlexPricing or YouTube https://www.youtube.com/@FlexPricing

    Media Contact:

    Brendon Fields
    Flex Pricing LLC
    press@flexpricing.com
    914-384-7611

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/c5211a66-0600-4fcb-b8ec-7fa4b086a476

    The MIL Network –

  • MIL-OSI: Form 8.5 (EPT/RI) – Dowlais Group Plc

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.5 (EPT/RI)

    PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
    Rule 8.5 of the Takeover Code (the “Code”)

    1.        KEY INFORMATION

    (a)        Name of exempt principal trader: Investec Bank plc
    (b)        Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 Dowlais Group Plc        
    (c)        Name of the party to the offer with which exempt principal trader is connected: Investec is Broker to Dowlais Group Plc
    (d)        Date dealing undertaken: 29th January 2025
    (e)        In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        DEALINGS BY THE EXEMPT PRINCIPAL TRADER

    Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

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

    (a)        Purchases and sales

    Class of relevant security Purchases/ sales Total number of securities Highest price per unit paid/received Lowest price per unit paid/received

    Ordinary shares

    Purchases

    6,380,313

    76.55

    71.4481

    Ordinary shares

    Sales

    6,630,313

    76.65

    71.4481

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    N/A N/A N/A N/A N/A

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

    (i)        Writing, selling, purchasing or varying

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

    (ii)        Exercise

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

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

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

    3.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

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

    None

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

    Details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to:
    (i)        the voting rights of any relevant securities under any option; or
    (ii)        the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
    If there are no such agreements, arrangements or understandings, state “none”
    None
    Date of disclosure: 30thJanuary 2025
    Contact name: Abhishek Gawde
    Telephone number: +91 9923757332

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

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

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

    The MIL Network –

  • MIL-OSI: Form 8.3 – [LEARNING TECHNOLOGIES GROUP PLC – 29 01 2025] – (CGWL)

    Source: GlobeNewswire (MIL-OSI)

    FORM 8.3

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

    1.        KEY INFORMATION

    (a)   Full name of discloser: CANACCORD GENUITY WEALTH LIMITED (for Discretionary clients)
    (b)   Owner or controller of interests and short positions disclosed, if different from 1(a):
            The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.    		 N/A
    (c)   Name of offeror/offeree in relation to whose relevant securities this form relates:
            Use a separate form for each offeror/offeree    		 LEARNING TECHNOLOGIES GROUP PLC
    (d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
    (e)   Date position held/dealing undertaken:
            For an opening position disclosure, state the latest practicable date prior to the disclosure    		 29 JANUARY 2025
    (f)   In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
            If it is a cash offer or possible cash offer, state “N/A”    		 N/A

    2.        POSITIONS OF THE PERSON MAKING THE DISCLOSURE

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

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

    Class of relevant security: 0.375p ORDINARY
      Interests Short positions
    Number % Number %
    (1)   Relevant securities owned and/or controlled: 9,668,896 1.2201    
    (2)   Cash-settled derivatives:        
    (3)   Stock-settled derivatives (including options) and agreements to purchase/sell:        
    TOTAL: 9,668,896 1.2201    

    All interests and all short positions should be disclosed.

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

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

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

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

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

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

    (a)        Purchases and sales

    Class of relevant security Purchase/sale Number of securities Price per unit
    0.375p ORDINARY SALE 6,500 86.5895p

    (b)        Cash-settled derivative transactions

    Class of relevant security Product description
    e.g. CFD    		 Nature of dealing
    e.g. opening/closing a long/short position, increasing/reducing a long/short position    		 Number of reference securities Price per unit
    NONE        

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

    (i)        Writing, selling, purchasing or varying

    Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
    e.g. American, European etc.    		 Expiry date Option money paid/ received per unit
    NONE              

    (ii)        Exercise

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

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

    Class of relevant security Nature of dealing
    e.g. subscription, conversion    		 Details Price per unit (if applicable)
    NONE      

    4.        OTHER INFORMATION

    (a)        Indemnity and other dealing arrangements

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

    NONE

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

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

    NONE

    (c)        Attachments

    Is a Supplemental Form 8 (Open Positions) attached? NO
    Date of disclosure: 30 JANUARY 2025
    Contact name: MARK ELLIOTT
    Telephone number: 01253 376539

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

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

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

    The MIL Network –

  • MIL-OSI: NANO Nuclear Energy to Work with Thermal Engineering International to Fabricate Primary and Secondary Heat Exchangers for its Portable ODIN Microreactor

    Source: GlobeNewswire (MIL-OSI)

    New York, N.Y., Jan. 30, 2025 (GLOBE NEWSWIRE) — NANO Nuclear Energy Inc. (NASDAQ: NNE) (“NANO Nuclear” or “the Company”), a leading advanced nuclear energy and technology company focused on developing clean energy solutions, today announced that it has contracted with Thermal Engineering International (TEi), a Babcock Power Inc.® company, to advance the design and fabrication of several heat exchangers for use in NANO Nuclear’s proprietary, portable ODIN nuclear microreactor in development.

    TEi is a leading supplier of heat transfer technology to the electric power generation industry, designing and fabricating surface condensers, feedwater heaters, power plant heat exchangers and moisture separator reheaters for the world’s power generation industry continuously for over 100 years.

    “We are proud to support innovative SMR developers like NANO Nuclear with their heat exchange needs,” said Ken Murakoshi, President and CEO of Thermal Engineering International Inc. “TEi is excited to contribute to the successful deployment of NANO Nuclear’s ODIN transportable reactor and help advance clean, portable energy solutions for the future.”

    Under the terms of the contract, TEi will develop detailed designs for key heat exchanger technology integral to the ODIN microreactor. This includes the eventual fabrication of both primary and secondary heat exchangers. TEi will lead a broad, cross-functional initiative, drawing on its expertise to design practical heat transfer systems in collaboration with NANO Nuclear’s world-class technical team, from procurement to the eventual fabrication of the exchangers.

    “We are very pleased to take the next step in the development of the ODIN microreactor in tandem with TEi, who we believe have valuable expertise in this sector,” said James Walker, Chief Executive Officer and Head of Reactor Development of NANO Nuclear Energy. “The design and fabrication of heat exchangers will mark a critical milestone in ODIN’s development roadmap, and TEi is well-equipped to oversee this essential phase. By designing and fabricating these heat transfer technologies, we can advance our testing and demonstration efforts that will support our prototype construction, while equipping our world-class technical teams with data that can be broadly applied to our other reactors in development.”

    Figure 1 – NANO Nuclear Energy Inc. to Work with Thermal Engineering International to Design and Fabricate Key Enabling Heat Transfer Technology for Use in its ODIN Microreactor.

    “Collaborating with an industry-leading manufacturer on the design of our heat exchangers marks a major stride in advancing the plans for our portable ODIN microreactor,” said Prof. Eugene Shwageraus, Lead of Nuclear Reactor Engineering of NANO Nuclear Energy. “By having such a reputable industry partner for both primary and secondary exchanger designs, we can optimize performance while maintaining the highest safety standards and ensure that the reactor functions at the highest achievable efficiency. We believe this collaboration will help minimize developments risks going forward and ensure we meet performance benchmarks before advancing to full demonstration.”

    The heat transfer systems are essential components within NANO Nuclear’s innovative portable ODIN microreactor and their integration marks a significant milestone in advancing NANO Nuclear’s proprietary microreactor toward demonstration, regulatory licensing and eventual market introduction. This agreement builds on the work done by NANO Nuclear’s world-class technical team and follows last year’s external technical audit of the ODIN reactor by the Idaho National Laboratory, during which crucial design solutions and the system components were examined, reassuring the design development strategy.

    “Incorporating the heat exchangers into a compact system like ODIN marks a significant milestone in advancing our proprietary microreactor design” said Prof. Ian Farnan, Lead for Nuclear Fuel Cycle, Radiation and Materials at NANO Nuclear Energy. “TEi’s expertise is well known in designing these critical heat transfer solutions. Accelerating this aspect of the compact reactor design is vital for meeting our milestones and ensuring that the microreactor meets our operational requirements.”

    About NANO Nuclear Energy, Inc.

    NANO Nuclear Energy Inc. (NASDAQ: NNE) is an advanced technology-driven nuclear energy company seeking to become a commercially focused, diversified, and vertically integrated company across five business lines: (i) cutting edge portable and other microreactor technologies, (ii) nuclear fuel fabrication, (iii) nuclear fuel transportation, (iv) nuclear applications for space and (v) nuclear industry consulting services. NANO Nuclear believes it is the first portable nuclear microreactor company to be listed publicly in the U.S.

    Led by a world-class nuclear engineering team, NANO Nuclear’s reactor products in development include “ZEUS”, a solid core battery reactor, and “ODIN”, a low-pressure coolant reactor, each representing advanced developments in clean energy solutions that are portable, on-demand capable, advanced nuclear microreactors. NANO Nuclear is also developing patented stationary KRONOS MMR™ Energy System and space focused, portable LOKI MMR™.

    Advanced Fuel Transportation Inc. (AFT), a NANO Nuclear subsidiary, is led by former executives from the largest transportation company in the world aiming to build a North American transportation company that will provide commercial quantities of HALEU fuel to small modular reactors, microreactor companies, national laboratories, military, and DOE programs. Through NANO Nuclear, AFT is the exclusive licensee of a patented high-capacity HALEU fuel transportation basket developed by three major U.S. national nuclear laboratories and funded by the Department of Energy. Assuming development and commercialization, AFT is expected to form part of the only vertically integrated nuclear fuel business of its kind in North America.

    HALEU Energy Fuel Inc. (HEF), a NANO Nuclear subsidiary, is focusing on the future development of a domestic source for a High-Assay, Low-Enriched Uranium (HALEU) fuel fabrication pipeline for NANO Nuclear’s own microreactors as well as the broader advanced nuclear reactor industry.

    NANO Nuclear Space Inc. (NNS), a NANO Nuclear subsidiary, is exploring the potential commercial applications of NANO Nuclear’s developing micronuclear reactor technology in space. NNS is focusing on applications such as the LOKI MMR™ system and other power systems for extraterrestrial projects and human sustaining environments, and potentially propulsion technology for long haul space missions. NNS’ initial focus will be on cis-lunar applications, referring to uses in the space region extending from Earth to the area surrounding the Moon’s surface.

    For more corporate information please visit: https://NanoNuclearEnergy.com/

    For further NANO Nuclear information, please contact:
    Email: IR@NANONuclearEnergy.com
    Business Tel: (212) 634-9206

    PLEASE FOLLOW OUR SOCIAL MEDIA PAGES HERE:

    NANO Nuclear Energy LINKEDIN
    NANO Nuclear Energy YOUTUBE
    NANO Nuclear Energy X PLATFORM

    Cautionary Note Regarding Forward Looking Statements

    This news release and statements of NANO Nuclear’s management in connection with this news release contain or may contain “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. In this context, forward-looking statements mean statements related to future events, which may impact our expected future business and financial performance, and often contain words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “potential”, “will”, “should”, “could”, “would” or “may” and other words of similar meaning. These and other forward-looking statements are based on information available to us as of the date of this news release and represent management’s current views and assumptions. In this press release, forward-looking statements relate to, among other things, the anticipated benefits to NANO Nuclear of its relationship with Tei as described herein (including the potential for progressing the development, demonstration, regulatory licensing and commercial deployment of the ODIN microreactor). Forward-looking statements are not guarantees of future performance, events or results and involve significant known and unknown risks, uncertainties and other factors, which may be beyond our control. For NANO Nuclear, particular risks and uncertainties that could cause our actual future results to differ materially from those expressed in our forward-looking statements include but are not limited to the following: (i) risks related to our U.S. Department of Energy (“DOE”) or related state nuclear fuel licensing submissions, (ii) risks related the development of new or advanced technology and the acquisition of complimentary technology or businesses, including difficulties with design and testing, cost overruns, regulatory delays, integration issues and the development of competitive technology, (iii) our ability to obtain contracts and funding to be able to continue operations, (iv) risks related to uncertainty regarding our ability to technologically develop and commercially deploy a competitive advanced nuclear reactor or other technology in the timelines we anticipate, if ever, (v) risks related to the impact of U.S. and non-U.S. government regulation, policies and licensing requirements, including by the DOE and the U.S. Nuclear Regulatory Commission, including those associated with the recently enacted ADVANCE Act, and (vi) similar risks and uncertainties associated with the operating an early stage business a highly regulated and rapidly evolving industry. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this news release. These factors may not constitute all factors that could cause actual results to differ from those discussed in any forward-looking statement, and NANO Nuclear therefore encourages investors to review other factors that may affect future results in its filings with the SEC, which are available for review at www.sec.gov and at https://ir.nanonuclearenergy.com/financial-information/sec-filings. Accordingly, forward-looking statements should not be relied upon as a predictor of actual results. We do not undertake to update our forward-looking statements to reflect events or circumstances that may arise after the date of this news release, except as required by law.

    Attachment

    The MIL Network –

  • MIL-OSI: Easy Metrics Launches Profit Management Solution to Enhance 3PL Operating Margins up to 3%

    Source: GlobeNewswire (MIL-OSI)

    BELLEVUE, Wash., Jan. 30, 2025 (GLOBE NEWSWIRE) — Despite the third-party logistics (3PL) industry reaching $194B in revenue last year, 40% of 3PLs struggled to increase profits*. Easy Metrics addresses this profitability gap with Easy Metrics Profit Management, a new SaaS solution that provides real-time profitability insights by customer, process, and site. With instant access to profitability data, 3PLs can now optimize operating margins and boost their bottom line while eliminating weeks of manual reporting.

    “This real-time profitability data is a game-changer for 3PLs,” commented Dan Keto, President and CTO of Easy Metrics. “Knowing each customer’s operating margin enables 3PLs to price competitively, negotiate pricing based on objective data, and boost operating margins by up to 3%. For 3PLs with typical operating margins of 20-30%, that’s a significant impact because it goes straight to the bottom line.”

    Enhanced pricing transparency, supported by objective data, strengthens customer relationships for 3PLs. Since 3PL customers often value service over price, sharing operational data simplifies pricing discussions and builds trust. This transparency helps 3PLs retain key customers and attract new ones by showcasing their value. National Logistics Services, which piloted Easy Metrics Profit Management, demonstrated this impact. Val Ramoop, Vice President of Operations at NLS, said, “Ultimately, the data speaks for itself. If there are deviations, we can show our clients, ‘This is what’s driving your cost per unit.’”

    Multi-tenant 3PLs, especially those with multiple sites, gain the most from Easy Metrics’ Profit Management. The innovative technology delivers daily profit analysis for a 3PL’s entire network, breaking down costs by site, customer, process, or timeframe—monthly, weekly, or daily. This level of detail allows 3PLs to pinpoint unprofitable processes or activities for precise troubleshooting and improvement. “With significant bottom-line gains through better pricing and the ability to identify and address unprofitable activities, 3PLs using our solution will have a clear edge in today’s ultra-competitive environment,” stated Keto.

    Easy Metrics Profit Management integrates with Easy Metrics ProTrack™ or any Labor Management System (LMS) that allocates time spent on a process as employees perform work. For 3PLs without an LMS, Easy Metrics offers OpsFM™ alongside Profit Management, allowing them to get up and running quickly.

    “We founded Easy Metrics to help warehouse executives address cost challenges by providing data that empowers them to make daily business decisions. Profit Management builds on this vision by connecting activity-based costing to revenue, allowing executives to view their operational cost structure as a profit center and maximize daily value for customers and shareholders,” concluded Dean Dorcas, Co-Founder and CEO of Easy Metrics.

    *Source: https://www.inboundlogistics.com/articles/2024-perspectives-3pl-market-research-report/

    About Easy Metrics
    Operations and finance leaders use Easy Metrics’ cloud platform to analyze, forecast, and manage the cost and performance of their warehouse operations. Easy Metrics empowers leaders to drive operational speed and efficiency, cut waste, prioritize investments, and adopt labor and automation strategies that fuel their business growth. Easy Metrics is based in Bellevue, Washington and is backed by Nexa Equity, a private equity firm based in San Francisco, CA. For more information, please visit https://easymetrics.com.

    About Nexa Equity
    Nexa Equity is a San Francisco, California-based private equity firm that partners with founder-led, rapidly scaling SaaS companies that address markets underserved by technology to create enduring value for the benefit of its investors and portfolio companies. The firm has more than $350 million in private equity capital under management and is focused on continuing to grow its portfolio of companies. The Nexa Equity team brings substantial investing and operational experience and helps management teams professionalize and scale their businesses while driving long-term sustainable growth. For more information, please visit www.nexaequity.com.

    Contact:

    Easy Metrics
    Ronda Broughton
    650-400-8940
    ronda@easymetrics.com

    A photo accompanying this announcement is available at: https://www.globenewswire.com/NewsRoom/AttachmentNg/395656b7-159e-4d2c-af6b-cd40faded991

    The MIL Network –

  • MIL-OSI: Parker Reports Fiscal 2025 Second Quarter Results

    Source: GlobeNewswire (MIL-OSI)

    CLEVELAND, Jan. 30, 2025 (GLOBE NEWSWIRE) — Parker Hannifin Corporation (NYSE: PH), the global leader in motion and control technologies, today reported results for the quarter ended December 31, 2024, that included the following highlights (compared with the prior year quarter):

    Fiscal 2025 Second Quarter Highlights:

    • Sales were $4.7 billion; organic sales growth was 1%
    • Net income was $949 million, an increase of 39%, or $853 million adjusted, an increase of 6%
    • EPS were $7.25, an increase of 39%, or $6.53 adjusted, an increase of 6%
    • Segment operating margin was 22.1%, an increase of 100 bps, or 25.6% adjusted, an increase of 110 bps
    • YTD cash flow from operations increased 24% to $1.7 billion, or 17.4% of sales

    “Our performance this quarter reflects our focus on operational excellence and the strength of our balanced portfolio,” said Jenny Parmentier, Chairman and Chief Executive Officer. “We delivered record segment operating margin across all businesses, record earnings per share and year-to-date cash flow from operations. Strong cash flow from operations coupled with proceeds from previously announced divestitures allowed us to substantially reduce debt by $1.1 billion this quarter. We are encouraged to see industrial orders turn positive mainly in our longer-cycle businesses. Looking ahead, we have updated our outlook for fiscal year 2025 to reflect stronger Aerospace growth, currency headwinds and a continued delay in the expected industrial recovery. Our strong cash generation creates capital deployment optionality, and we remain committed to our strategy of actively deploying capital to drive shareholder value.”

    This news release contains non-GAAP financial measures. Reconciliations of adjusted numbers and certain non-GAAP financial measures are included in the financial tables of this press release.

    Outlook

    Guidance for the fiscal year ending June 30, 2025 has been updated. The company expects:

    • Sales growth in fiscal 2025 of (2%) to 1%, with organic sales growth of approximately 2%; divestitures of (1.5%) and unfavorable currency of (1.0%)
    • Total segment operating margin of approximately 22.7%, or approximately 25.8% on an adjusted basis
    • EPS of $24.46 to $25.06, or $26.40 to $27.00 on an adjusted basis

    Segment Results

    Diversified Industrial Segment

    North America Businesses              
    $ in mm FY25 Q2   FY24 Q2   Change   Organic Growth
    Sales $ 1,928     $ 2,110       -8.6 %     -5.0 %
    Segment Operating Income $ 427     $ 462       -7.6 %    
    Segment Operating Margin   22.1 %     21.9 %   20 bps    
    Adjusted Segment Operating Income $ 473     $ 510       -7.2 %    
    Adjusted Segment Operating Margin   24.6 %     24.2 %   40 bps    
    • Achieved record adjusted segment operating margin
    • Continued softness in transportation and off-highway markets
    • Delayed industrial recovery
    International Businesses      
    $ in mm FY25 Q2   FY24 Q2   Change   Organic Growth
    Sales $ 1,325     $ 1,404       -5.7 %     -3.0 %
    Segment Operating Income $ 284     $ 290       -2.2 %        
    Segment Operating Margin   21.4 %     20.7 %   70 bps        
    Adjusted Segment Operating Income $ 320     $ 323       -1.2 %        
    Adjusted Segment Operating Margin   24.1 %     23.0 %   110 bps        
    • Achieved record adjusted segment operating margin
    • Broad-based softness continued in Europe
    • Gradual recovery continued in Asia

    Aerospace Systems Segment

    $ in mm FY25 Q2   FY24 Q2   Change   Organic Growth
    Sales $ 1,490     $ 1,306       14.0 %     14.0 %
    Segment Operating Income $ 338     $ 263       28.5 %    
    Segment Operating Margin   22.7 %     20.1 %   260 bps    
    Adjusted Segment Operating Income $ 420     $ 347       21.2 %    
    Adjusted Segment Operating Margin   28.2 %     26.5 %   170 bps    
    • Achieved record sales and adjusted segment operating margin
    • Achieved 14% organic sales growth
    • 20%+ aftermarket and mid-single digit OEM sales growth

    Order Rates

      FY25 Q2
    Parker +5 %
    Diversified Industrial Segment – North America Businesses +3 %
    Diversified Industrial Segment – International Businesses +4 %
    Aerospace Systems Segment +9 %
    • Company order rates increased across all reported businesses
    • North America orders turned positive on long-cycle strength
    • International order growth continued, led by Asia
    • Aerospace orders accelerated against a tough prior year comparison

    About Parker Hannifin
    Parker Hannifin is a Fortune 250 global leader in motion and control technologies. For more than a century the company has been enabling engineering breakthroughs that lead to a better tomorrow. Learn more at www.parker.com or @parkerhannifin.

    Contacts:  
    Media: Financial Analysts:
    Aidan Gormley Jeff Miller
    216-896-3258 216-896-2708
    aidan.gormley@parker.com jeffrey.miller@parker.com
       

    Notice of Webcast
    Parker Hannifin’s conference call and slide presentation to discuss its fiscal 2025 second quarter results are available to all interested parties via live webcast today at 11:00 a.m. ET, at investors.parker.com. A replay of the webcast will be available on the site approximately one hour after the completion of the call and will remain available for one year. To register for e-mail notification of future events please visit investors.parker.com.

    Note on Orders The company reported orders for the quarter ending December 31, 2024, compared with the same quarter a year ago. All comparisons are at constant currency exchange rates, with the prior year quarter restated to the current-year rates, and exclude divestitures. Diversified Industrial comparisons are on 3-month average computations and Aerospace Systems comparisons are on rolling 12-month average computations.

    Note on Non-GAAP Financial Measures
    This press release contains references to non-GAAP financial information including (a) adjusted net income; (b) adjusted earnings per share; (c) adjusted operating margin and segment operating margins; (d) adjusted operating income and segment operating income and (e) organic sales growth. The adjusted net income, adjusted earnings per share, adjusted operating margin, adjusted segment operating margin, adjusted operating income, adjusted segment operating income and organic sales measures are presented to allow investors and the company to meaningfully evaluate changes in net income, earnings per share and segment operating margins on a comparable basis from period to period. Although adjusted net income, adjusted earnings per share, adjusted operating margin and segment operating margins, adjusted operating income and segment operating income, and organic sales growth are not measures of performance calculated in accordance with GAAP, we believe that they are useful to an investor in evaluating the results of this quarter versus the prior period. Comparable descriptions of record adjusted results in this release refer only to the period from the first quarter of FY2011 to the periods presented in this release. This period coincides with recast historical financial results provided in association with our FY2014 change in segment reporting. A reconciliation of non-GAAP measures is included in the financial tables of this press release.

    Forward-Looking Statements
    Forward-looking statements contained in this and other written and oral reports are made based on known events and circumstances at the time of release, and as such, are subject in the future to unforeseen uncertainties and risks. Often but not always, these statements may be identified from the use of forward-looking terminology such as “anticipates,” “believes,” “may,” “should,” “could,” “expects,” “targets,” “is likely,” “will,” or the negative of these terms and similar expressions, and may also include statements regarding future performance, orders, earnings projections, events or developments. Parker cautions readers not to place undue reliance on these statements. It is possible that the future performance may differ materially from expectations, including those based on past performance.

    Among other factors that may affect future performance are: changes in business relationships with and orders by or from major customers, suppliers or distributors, including delays or cancellations in shipments; disputes regarding contract terms, changes in contract costs and revenue estimates for new development programs; changes in product mix; ability to identify acceptable strategic acquisition targets; uncertainties surrounding timing, successful completion or integration of acquisitions and similar transactions; ability to successfully divest businesses planned for divestiture and realize the anticipated benefits of such divestitures; the determination and ability to successfully undertake business realignment activities and the expected costs, including cost savings, thereof; ability to implement successfully business and operating initiatives, including the timing, price and execution of share repurchases and other capital initiatives; availability, cost increases of or other limitations on our access to raw materials, component products and/or commodities if associated costs cannot be recovered in product pricing; ability to manage costs related to insurance and employee retirement and health care benefits; legal and regulatory developments and other government actions, including related to environmental protection, and associated compliance costs; supply chain and labor disruptions, including as a result of tariffs and labor shortages; threats associated with international conflicts and cybersecurity risks and risks associated with protecting our intellectual property; uncertainties surrounding the ultimate resolution of outstanding legal proceedings, including the outcome of any appeals; effects on market conditions, including sales and pricing, resulting from global reactions to U.S. trade policies; manufacturing activity, air travel trends, currency exchange rates, difficulties entering new markets and economic conditions such as inflation, deflation, interest rates and credit availability; inability to obtain, or meet conditions imposed for, required governmental and regulatory approvals; changes in the tax laws in the United States and foreign jurisdictions and judicial or regulatory interpretations thereof; and large scale disasters, such as floods, earthquakes, hurricanes, industrial accidents and pandemics. Readers should also consider forward-looking statements in light of risk factors discussed in Parker’s Annual Report on Form 10-K for the fiscal year ended June 30, 2024 and other periodic filings made with the SEC.

    CONSOLIDATED STATEMENT OF INCOME
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Dollars in thousands, except per share amounts)   2024       2023       2024       2023  
    Net sales $ 4,742,593     $ 4,820,947     $ 9,646,577     $ 9,668,435  
    Cost of sales   3,022,229       3,101,962       6,119,948       6,199,311  
    Selling, general and administrative expenses   782,421       806,802       1,631,210       1,680,493  
    Interest expense   100,802       129,029       213,893       263,497  
    Other income, net   (328,716 )     (85,011 )     (359,517 )     (163,466 )
    Income before income taxes   1,165,857       868,165       2,041,043       1,688,600  
    Income taxes   217,208       186,108       393,866       355,471  
    Net income   948,649       682,057       1,647,177       1,333,129  
    Less: Noncontrolling interests   107       206       215       451  
    Net income attributable to common shareholders $ 948,542     $ 681,851     $ 1,646,962     $ 1,332,678  
                   
    Earnings per share attributable to common shareholders:              
    Basic earnings per share $ 7.37     $ 5.31     $ 12.80     $ 10.38  
    Diluted earnings per share $ 7.25     $ 5.23     $ 12.60     $ 10.23  
                   
    Average shares outstanding during period – Basic   128,752,836       128,426,247       128,707,962       128,449,398  
    Average shares outstanding during period – Diluted   130,758,808       130,367,351       130,716,482       130,314,326  
                   
                   
    CASH DIVIDENDS PER COMMON SHARE              
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Amounts in dollars)   2024       2023       2024       2023  
    Cash dividends per common share $ 1.63     $ 1.48     $ 3.26     $ 2.96  
                   
    RECONCILIATION OF ORGANIC GROWTH
    (Unaudited) Three Months Ended
      As Reported           Adjusted
      December 31, 2024   Currency   Divestitures   December 31, 2024
    Diversified Industrial Segment   (7.4 )%     (1.3 )%     (1.9 )%     (4.2 )%
    Aerospace Systems Segment   14.0 %     — %     — %     14.0 %
    Total   (1.6 )%     (0.9 )%     (1.4 )%     0.7 %
                   
    (Unaudited) Six Months Ended
      As Reported           Adjusted
      December 31, 2024   Currency   Divestitures   December 31, 2024
    Diversified Industrial Segment   (5.9 )%     (0.8 )%     (1.0 )%     (4.1 )%
    Aerospace Systems Segment   15.9 %     0.3 %     — %     15.6 %
    Total   (0.2 )%     (0.5 )%     (0.8 )%     1.1 %
    RECONCILIATION OF NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS TO ADJUSTED NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Dollars in thousands)   2024       2023       2024       2023  
    Net income attributable to common shareholders $ 948,542     $ 681,851     $ 1,646,962     $ 1,332,678  
    Adjustments:              
    Acquired intangible asset amortization expense   138,126       142,027       278,247       297,547  
    Business realignment charges   20,855       14,354       30,361       27,446  
    Integration costs to achieve   6,893       10,014       13,304       16,420  
    Gain on sale of building   —       —       (10,461 )     —  
    Gain on divestitures   (249,748 )     (12,391 )     (249,748 )     (25,651 )
    Tax effect of adjustments1   (11,437 )     (33,476 )     (45,648 )     (69,624 )
    Adjusted net income attributable to common shareholders $ 853,231     $ 802,379     $ 1,663,017     $ 1,578,816  
                   
    RECONCILIATION OF EARNINGS PER DILUTED SHARE TO ADJUSTED EARNINGS PER DILUTED SHARE
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Amounts in dollars)   2024       2023       2024       2023  
    Earnings per diluted share $ 7.25     $ 5.23     $ 12.60     $ 10.23  
    Adjustments:              
    Acquired intangible asset amortization expense   1.06       1.09       2.13       2.28  
    Business realignment charges   0.16       0.11       0.23       0.21  
    Integration costs to achieve   0.05       0.08       0.10       0.13  
    Gain on sale of building   —       —       (0.08 )     —  
    Gain on divestitures   (1.91 )     (0.10 )     (1.91 )     (0.20 )
    Tax effect of adjustments1   (0.08 )     (0.26 )     (0.33 )     (0.53 )
    Adjusted earnings per diluted share $ 6.53     $ 6.15     $ 12.74     $ 12.12  
                   
    1This line item reflects the aggregate tax effect of all non-tax adjustments reflected in the preceding line items of the table. We estimate the tax effect of each adjustment item by applying our overall effective tax rate for continuing operations to the pre-tax amount, unless the nature of the item and/or the tax jurisdiction in which the item has been recorded requires application of a specific tax rate or tax treatment, in which case the tax effect of such item is estimated by applying such specific tax rate or tax treatment.
    BUSINESS SEGMENT INFORMATION              
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Dollars in thousands)   2024       2023       2024       2023  
    Net sales              
    Diversified Industrial $ 3,252,806     $ 3,514,473     $ 6,708,964     $ 7,133,001  
    Aerospace Systems   1,489,787       1,306,474       2,937,613       2,535,434  
    Total net sales $ 4,742,593     $ 4,820,947     $ 9,646,577     $ 9,668,435  
    Segment operating income              
    Diversified Industrial $ 710,562     $ 752,334     $ 1,494,108     $ 1,559,088  
    Aerospace Systems   338,184       263,112       661,170       489,372  
    Total segment operating income   1,048,746       1,015,446       2,155,278       2,048,460  
    Corporate general and administrative expenses   56,264       49,902       105,058       105,558  
    Income before interest expense and other income, net   992,482       965,544       2,050,220       1,942,902  
    Interest expense   100,802       129,029       213,893       263,497  
    Other income, net   (274,177 )     (31,650 )     (204,716 )     (9,195 )
    Income before income taxes $ 1,165,857     $ 868,165     $ 2,041,043     $ 1,688,600  
    RECONCILIATION OF SEGMENT OPERATING MARGINS TO ADJUSTED SEGMENT OPERATING MARGINS
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Dollars in thousands)   2024       2023       2024       2023  
    Diversified Industrial Segment sales $ 3,252,806     $ 3,514,473     $ 6,708,964     $ 7,133,001  
                   
    Diversified Industrial Segment operating income $ 710,562     $ 752,334     $ 1,494,108     $ 1,559,088  
    Adjustments:              
    Acquired intangible asset amortization   62,570       67,309       127,834       135,260  
    Business realignment charges   19,343       13,285       28,243       25,924  
    Integration costs to achieve   627       871       1,405       2,010  
    Adjusted Diversified Industrial Segment operating income $ 793,102     $ 833,799     $ 1,651,590     $ 1,722,282  
                   
    Diversified Industrial Segment operating margin   21.8 %     21.4 %     22.3 %     21.9 %
    Adjusted Diversified Industrial Segment operating margin   24.4 %     23.7 %     24.6 %     24.1 %
                   
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Dollars in thousands)   2024       2023       2024       2023  
    Aerospace Systems Segment sales $ 1,489,787     $ 1,306,474     $ 2,937,613     $ 2,535,434  
                   
    Aerospace Systems Segment operating income $ 338,184     $ 263,112     $ 661,170     $ 489,372  
    Adjustments:              
    Acquired intangible asset amortization   75,556       74,718       150,413       162,287  
    Business realignment charges   386       (123 )     394       330  
    Integration costs to achieve   6,266       9,143       11,899       14,410  
    Adjusted Aerospace Systems Segment operating income $ 420,392     $ 346,850     $ 823,876     $ 666,399  
                   
    Aerospace Systems Segment operating margin   22.7 %     20.1 %     22.5 %     19.3 %
    Adjusted Aerospace Systems Segment operating margin   28.2 %     26.5 %     28.0 %     26.3 %
                   
    RECONCILIATION OF SEGMENT OPERATING MARGINS TO ADJUSTED SEGMENT OPERATING MARGINS
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Dollars in thousands)   2024       2023       2024       2023  
    Total net sales $ 4,742,593     $ 4,820,947     $ 9,646,577     $ 9,668,435  
                   
    Total segment operating income $ 1,048,746     $ 1,015,446     $ 2,155,278     $ 2,048,460  
    Adjustments:              
    Acquired intangible asset amortization   138,126       142,027       278,247       297,547  
    Business realignment charges   19,729       13,162       28,637       26,254  
    Integration costs to achieve   6,893       10,014       13,304       16,420  
    Adjusted total segment operating income $ 1,213,494     $ 1,180,649     $ 2,475,466     $ 2,388,681  
                   
    Total segment operating margin   22.1 %     21.1 %     22.3 %     21.2 %
    Adjusted total segment operating margin   25.6 %     24.5 %     25.7 %     24.7 %
    CONSOLIDATED BALANCE SHEET      
    (Unaudited) December 31,   June 30,
    (Dollars in thousands)   2024       2024  
    Assets      
    Current assets:      
    Cash and cash equivalents $ 395,507     $ 422,027  
    Trade accounts receivable, net   2,445,845       2,865,546  
    Non-trade and notes receivable   304,829       331,429  
    Inventories   2,806,983       2,786,800  
    Prepaid expenses   246,467       252,618  
    Other current assets   148,831       140,204  
    Total current assets   6,348,462       6,798,624  
    Property, plant and equipment, net   2,800,992       2,875,668  
    Deferred income taxes   87,400       92,704  
    Investments and other assets   1,232,636       1,207,232  
    Intangible assets, net   7,444,670       7,816,181  
    Goodwill   10,357,303       10,507,433  
    Total assets $ 28,271,463     $ 29,297,842  
           
    Liabilities and equity      
    Current liabilities:      
    Notes payable and long-term debt payable within one year $ 2,373,286     $ 3,403,065  
    Accounts payable, trade   1,794,884       1,991,639  
    Accrued payrolls and other compensation   420,477       581,251  
    Accrued domestic and foreign taxes   364,143       354,659  
    Other accrued liabilities   1,034,501       982,695  
    Total current liabilities   5,987,291       7,313,309  
    Long-term debt   6,667,955       7,157,034  
    Pensions and other postretirement benefits   409,873       437,490  
    Deferred income taxes   1,394,882       1,583,923  
    Other liabilities   684,401       725,193  
    Shareholders’ equity   13,118,553       12,071,972  
    Noncontrolling interests   8,508       8,921  
    Total liabilities and equity $ 28,271,463     $ 29,297,842  
    CONSOLIDATED STATEMENT OF CASH FLOWS      
      Six Months Ended
    (Unaudited) December 31,
    (Dollars in thousands)   2024       2023  
    Cash flows from operating activities:      
    Net income $ 1,647,177     $ 1,333,129  
    Depreciation and amortization   454,869       468,165  
    Stock incentive plan compensation   106,472       108,061  
    Gain on sale of businesses   (250,373 )     (25,964 )
    (Gain) loss on property, plant and equipment and intangible assets   (6,975 )     5,097  
    Net change in receivables, inventories and trade payables   70,981       (42,804 )
    Net change in other assets and liabilities   (405,002 )     (407,366 )
    Other, net   61,584       (86,331 )
    Net cash provided by operating activities   1,678,733       1,351,987  
    Cash flows from investing activities:      
    Capital expenditures   (216,493 )     (204,117 )
    Proceeds from sale of property, plant and equipment   13,259       1,360  
    Proceeds from sale of businesses   622,182       74,595  
    Other, net   (6,941 )     (2,954 )
    Net cash provided by (used in) investing activities   412,007       (131,116 )
    Cash flows from financing activities:      
    Net payments for common stock activity   (189,681 )     (136,394 )
    Acquisition of noncontrolling interests   —       (2,883 )
    Net payments for debt   (1,494,484 )     (784,847 )
    Dividends paid   (420,061 )     (381,115 )
    Net cash used in financing activities   (2,104,226 )     (1,305,239 )
    Effect of exchange rate changes on cash   (13,034 )     (7,999 )
    Net decrease in cash and cash equivalents   (26,520 )     (92,367 )
    Cash and cash equivalents at beginning of year   422,027       475,182  
    Cash and cash equivalents at end of period $ 395,507     $ 382,815  
           
    RECONCILIATION OF FORECASTED ORGANIC GROWTH  
    (Unaudited)  
    (Amounts in percentages) Fiscal Year 2025
    Forecasted net sales (2%) to 1%
    Adjustments:  
    Currency 1.0%
    Divestitures 1.5%
    Adjusted forecasted net sales 0.5% to 3.5%
       
    RECONCILIATION OF FORECASTED SEGMENT OPERATING MARGIN TO ADJUSTED FORECASTED SEGMENT OPERATING MARGIN
       
    (Unaudited)  
    (Amounts in percentages) Fiscal Year 2025
    Forecasted segment operating margin ~ 22.7%
    Adjustments:  
    Business realignment charges 0.2%
    Costs to achieve 0.1%
    Acquisition-related intangible asset amortization expense 2.8%
    Adjusted forecasted segment operating margin ~ 25.8%
       
     
    RECONCILIATION OF FORECASTED EARNINGS PER DILUTED SHARE TO ADJUSTED FORECASTED EARNINGS PER DILUTED SHARE
       
    (Unaudited)  
    (Amounts in dollars) Fiscal Year 2025
    Forecasted earnings per diluted share $24.46 to $25.06
    Adjustments:  
    Business realignment charges 0.39
    Costs to achieve 0.15
    Acquisition-related intangible asset amortization expense 4.22
    Net gain on divestitures (1.91)
    Gain on sale of building (0.08)
    Tax effect of adjustments1 (0.83)
    Adjusted forecasted earnings per diluted share $26.40 to $27.00
       
       
    1This line item reflects the aggregate tax effect of all non-tax adjustments reflected in the preceding line items of the table. We estimate the tax effect of each adjustment item by applying our overall effective tax rate for continuing operations to the pre-tax amount, unless the nature of the item and/or the tax jurisdiction in which the item has been recorded requires application of a specific tax rate or tax treatment, in which case the tax effect of such item is estimated by applying such specific tax rate or tax treatment.
       
    Note: Totals may not foot due to rounding
    SUPPLEMENTAL INFORMATION
                   
    BUSINESS SEGMENT INFORMATION              
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Dollars in thousands)   2024       2023       2024       2023  
    Net sales              
    Diversified Industrial:              
    North America businesses $ 1,928,008     $ 2,110,203     $ 4,028,332     $ 4,340,109  
    International businesses   1,324,798       1,404,270       2,680,632       2,792,892  
                   
    Segment operating income              
    Diversified Industrial:              
    North America businesses $ 426,567     $ 461,850     $ 911,130     $ 967,903  
    International businesses   283,995       290,484       582,978       591,185  
    RECONCILIATION OF ORGANIC GROWTH            
    (Unaudited) Three Months Ended
      As Reported               Adjusted
      December 31, 2024     Currency     Divestitures   December 31, 2024
    Diversified Industrial Segment:                          
    North America businesses   (8.6 )%     (0.4 )%     (3.2 )%     (5.0 )%
    International businesses   (5.7 )%     (2.7 )%     — %     (3.0 )%
                               
    (Unaudited) Six Months Ended
        As Reported                   Adjusted  
        December 31, 2024       Currency     Divestitures     December 31, 2024  
    Diversified Industrial Segment:                          
    North America businesses   (7.2 )%     (0.5 )%     (1.7 )%     (5.0 )%
    International businesses   (4.0 )%     (1.3 )%     — %     (2.7 )%
    RECONCILIATION OF SEGMENT OPERATING MARGINS TO ADJUSTED SEGMENT OPERATING MARGINS
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Dollars in thousands)   2024       2023       2024       2023  
    Diversified Industrial Segment:              
    North America businesses sales $ 1,928,008     $ 2,110,203     $ 4,028,332     $ 4,340,109  
                   
    North America businesses operating income $ 426,567     $ 461,850     $ 911,130     $ 967,903  
    Adjustments:              
    Acquired intangible asset amortization   40,985       44,699       83,960       89,382  
    Business realignment charges   5,444       3,250       8,888       5,834  
    Integration costs to achieve   445       562       1,050       1,507  
    Adjusted North America businesses operating income $ 473,441     $ 510,361     $ 1,005,028     $ 1,064,626  
                   
    North America businesses operating margin   22.1 %     21.9 %     22.6 %     22.3 %
    Adjusted North America businesses operating margin   24.6 %     24.2 %     24.9 %     24.5 %
                   
      Three Months Ended   Six Months Ended
    (Unaudited) December 31,   December 31,
    (Dollars in thousands)   2024       2023       2024       2023  
    Diversified Industrial Segment:              
    International businesses sales $ 1,324,798     $ 1,404,270     $ 2,680,632     $ 2,792,892  
                   
    International businesses operating income $ 283,995     $ 290,484     $ 582,978     $ 591,185  
    Adjustments:              
    Acquired intangible asset amortization   21,585       22,610       43,874       45,878  
    Business realignment charges   13,899       10,035       19,355       20,090  
    Integration costs to achieve   182       309       355       503  
    Adjusted International businesses operating income $ 319,661     $ 323,438     $ 646,562     $ 657,656  
                   
    International businesses operating margin   21.4 %     20.7 %     21.7 %     21.2 %
    Adjusted International businesses operating margin   24.1 %     23.0 %     24.1 %     23.5 %

    The MIL Network –

  • MIL-OSI: YieldMax™ Launches Option Income Strategy ETF on CARVANA CO. (CVNA)

    Source: GlobeNewswire (MIL-OSI)

    CHICAGO and MILWAUKEE and NEW YORK, Jan. 30, 2025 (GLOBE NEWSWIRE) — YieldMax™ announced the launch today of the following ETF:

    YieldMax™ CARVANA Option Income Strategy ETF (NYSE Arca: CVNY)

    CVNY seeks to generate current income by pursuing options-based strategies on CARVANA CO. (CVNA). CVNY is actively managed by Tidal Financial Group. CNVY does not invest directly in CVNA.

    CVNY is the newest member of the YieldMax™ ETF family and like all YieldMax™ ETFs, aims to deliver current income to investors. With respect to distributions, CVNY will be a Group C ETF and its first distribution is expected to be announced on March 5, 2025. Please see table below for distribution information for all outstanding YieldMax™ ETFs as of January 29, 2025.

    ETF Ticker1 ETF Name Reference Asset Distribution per Share2
    TSLY YieldMax™ TSLA Option Income Strategy ETF TSLA $ 0.7170
    OARK YieldMax™ Innovation Option Income Strategy ETF ARKK $ 0.3298
    APLY YieldMax™ AAPL Option Income Strategy ETF AAPL $ 0.2841
    NVDY YieldMax™ NVDA Option Income Strategy ETF NVDA $ 0.8294
    AMZY YieldMax™ AMZN Option Income Strategy ETF AMZN $ 0.4005
    FBY YieldMax™ META Option Income Strategy ETF META $ 0.6390
    GOOY YieldMax™ GOOGL Option Income Strategy ETF GOOGL $ 0.3324
    NFLY YieldMax™ NFLX Option Income Strategy ETF NFLX $ 0.5830
    CONY YieldMax™ COIN Option Income Strategy ETF COIN $ 0.8339
    MSFO YieldMax™ MSFT Option Income Strategy ETF MSFT $ 0.3667
    DISO YieldMax™ DIS Option Income Strategy ETF DIS $ 0.2782
    XOMO YieldMax™ XOM Option Income Strategy ETF XOM $ 0.3485
    JPMO YieldMax™ JPM Option Income Strategy ETF JPM $ 0.6929
    AMDY YieldMax™ AMD Option Income Strategy ETF AMD $ 0.3404
    PYPY YieldMax™ PYPL Option Income Strategy ETF PYPL $ 0.4264
    SQY YieldMax™ SQ Option Income Strategy ETF SQ $ 0.6338
    MRNY YieldMax™ MRNA Option Income Strategy ETF MRNA $ 0.2730
    AIYY YieldMax™ AI Option Income Strategy ETF AI $ 0.3763
    YMAX YieldMax™ Universe Fund of Option Income ETFs Multiple $ 0.1469
    YMAG YieldMax™ Magnificent 7 Fund of Option Income ETFs Multiple $ 0.1898
    MSTY YieldMax™ MSTR Option Income Strategy ETF MSTR $ 2.2792
    ULTY YieldMax™ Ultra Option Income Strategy ETF Multiple $ 0.5715
    YBIT YieldMax™ Bitcoin Option Income Strategy ETF Bitcoin ETP $ 0.7893
    CRSH YieldMax™ Short TSLA Option Income Strategy ETF TSLA $ 0.2862
    GDXY YieldMax™ Gold Miners Option Income Strategy ETF GDX® $ 0.5937
    SNOY YieldMax™ SNOW Option Income Strategy ETF SNOW $ 0.7392
    ABNY YieldMax™ ABNB Option Income Strategy ETF ABNB $ 0.4220
    FIAT YieldMax™ Short COIN Option Income Strategy ETF COIN $ 0.6530
    DIPS YieldMax™ Short NVDA Option Income Strategy ETF NVDA $ 0.5026
    BABO YieldMax™ BABA Option Income Strategy ETF BABA $ 0.4693
    YQQQ YieldMax™ Short N100 Option Income Strategy ETF N100 $ 0.3873
    TSMY YieldMax™ TSM Option Income Strategy ETF TSM $ 0.6449
    SMCY YieldMax™ SMCI Option Income Strategy ETF SMCI $ 1.7215
    PLTY YieldMax™ PLTR Option Income Strategy ETF PLTR $ 2.9826
    BIGY YieldMax™ Target 12™ Big 50 Option Income ETF Multiple $ 0.5130
    SOXY YieldMax™ Target 12™ Semiconductor Option Income ETF Multiple $ 0.5256
    MARO YieldMax™ MARA Option Income Strategy ETF MARA $ 2.1002
    FEAT YieldMax™ Dorsey Wright Featured 5 Income ETF Multiple $ 2.1944
    FIVY YieldMax™ Dorsey Wright Hybrid 5 Income ETF Multiple $ 1.6771
    LFGY YieldMax™ Crypto Industry & Tech Option Income ETF Multiple $ 0.6294
    GPTY* YieldMax™ AI & Tech Option Income ETF Multiple   –

    Note: DIPS, FIAT, CRSH and YQQQ are hereinafter referred to as the “Short ETFs” and “ADR” stands for American Depositary Receipt.

    You are not guaranteed a distribution under the ETFs. Distributions for the ETFs (if any) are variable and may vary significantly from period to period and may be zero.

    Investors in the Funds will not have rights to receive dividends or other distributions with respect to the underlying reference asset(s).

    *The inception date for GPTY is January 22, 2025.

    1Each ETF’s strategy (except those of the Short ETFs) will cap potential gains if its reference asset’s shares increase in value, yet subjects an investor to all potential losses if the reference asset’s shares decrease in value. Such potential losses may not be offset by income received by the ETF. Each Short ETF’s strategy will cap potential gains if its reference asset decreases in value, yet subjects an investor to all potential losses if the reference asset increases in value. Such potential losses may not be offset by income received by the ETF.

    2 The Distribution per Share is the most recently declared such amount as of close on January 29, 2025.

    Each Fund has a limited operating history and while each Fund’s objective is to provide current income, there is no guarantee the Fund will make a distribution. Distributions are likely to vary greatly in amount.

    Important Information

    Investors should consider the investment objectives, risks, charges and expenses carefully before investing. For a prospectus or summary prospectus with this and other information about each Fund, visit our website at www.YieldMaxETFs.com. Read the prospectus or summary prospectus carefully before investing.

    There is no guarantee that any Fund’s investment strategy will be properly implemented, and an investor may lose some or all of its investment in any such Fund.

    Tidal Financial Group is the adviser for all YieldMax™ ETFs.

    THE FUND, TRUST, AND ADVISER ARE NOT AFFILIATED WITH ANY UNDERLYING REFERENCE ASSET.

    Risk Disclosures (applicable to all YieldMax ETFs referenced above, except the Short ETFs)

    YMAX, YMAG, FEAT and FIVY generally invest in other YieldMax™ ETFs. As such, these two Funds are subject to the risks listed in this section, which apply to all the YieldMax™ ETFs they may hold from time to time.

    Investing involves risk. Principal loss is possible.

    Call Writing Strategy Risk. The path dependency (i.e., the continued use) of the Fund’s call writing strategy will impact the extent that the Fund participates in the positive price returns of the underlying reference asset and, in turn, the Fund’s returns, both during the term of the sold call options and over longer time periods.

    Counterparty Risk. The Fund is subject to counterparty risk by virtue of its investments in options contracts. Transactions in some types of derivatives, including options, are required to be centrally cleared (“cleared derivatives”). In a transaction involving cleared derivatives, the Fund’s counterparty is a clearing house rather than a bank or broker. Since the Fund is not a member of clearing houses and only members of a clearing house (“clearing members”) can participate directly in the clearing house, the Fund will hold cleared derivatives through accounts at clearing members.

    Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. The Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, imperfect correlation with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions.

    Options Contracts. The use of options contracts involves investment strategies and risks different from those associated with ordinary portfolio securities transactions. The prices of options are volatile and are influenced by, among other things, actual and anticipated changes in the value of the underlying instrument, including the anticipated volatility, which are affected by fiscal and monetary policies and by national and international political, changes in the actual or implied volatility or the reference asset, the time remaining until the expiration of the option contract and economic events.

    Distribution Risk. As part of the Fund’s investment objective, the Fund seeks to provide current income. There is no assurance that the Fund will make a distribution in any given month. If the Fund does make distributions, the amounts of such distributions will likely vary greatly from one distribution to the next.

    High Portfolio Turnover Risk. The Fund may actively and frequently trade all or a significant portion of the Fund’s holdings. A high portfolio turnover rate increases transaction costs, which may increase the Fund’s expenses.

    Liquidity Risk. Some securities held by the Fund, including options contracts, may be difficult to sell or be illiquid, particularly during times of market turmoil.

    Non-Diversification Risk. Because the Fund is “non-diversified,” it may invest a greater percentage of its assets in the securities of a single issuer or a smaller number of issuers than if it was a diversified fund.

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

    Price Participation Risk. The Fund employs an investment strategy that includes the sale of call option contracts, which limits the degree to which the Fund will participate in increases in value experienced by the underlying reference asset over the Call Period.

    Single Issuer Risk. Issuer-specific attributes may cause an investment in the Fund to be more volatile than a traditional pooled investment which diversifies risk or the market generally. The value of the Fund, which focuses on an individual security (ARKK, TSLA, AAPL, NVDA, AMZN, META, GOOGL, NFLX, COIN, MSFT, DIS, XOM, JPM, AMD, PYPL, SQ, MRNA, AI, MSTR, Bitcoin ETP, GDX®, SNOW, ABNB, BABA, TSM, SMCI, PLTR, MARA, CVNA), may be more volatile than a traditional pooled investment or the market as a whole and may perform differently from the value of a traditional pooled investment or the market as a whole.

    Inflation Risk. Inflation risk is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the present value of the Fund’s assets and distributions, if any, may decline.

    Risk Disclosures (applicable only to GPTY)

    Artificial Intelligence Risk. Issuers engaged in artificial intelligence typically have high research and capital expenditures and, as a result, their profitability can vary widely, if they are profitable at all. The space in which they are engaged is highly competitive and issuers’ products and services may become obsolete very quickly. These companies are heavily dependent on intellectual property rights and may be adversely affected by loss or impairment of those rights. The issuers are also subject to legal, regulatory and political changes that may have a large impact on their profitability. A failure in an issuer’s product or even questions about the safety of the product could be devastating to the issuer, especially if it is the marquee product of the issuer. It can be difficult to accurately capture what qualifies as an artificial intelligence company.

    Technology Sector Risk. The Fund will invest substantially in companies in the information technology sector, and therefore the performance of the Fund could be negatively impacted by events affecting this sector. Market or economic factors impacting technology companies and companies that rely heavily on technological advances could have a significant effect on the value of the Fund’s investments. The value of stocks of information technology companies and companies that rely heavily on technology is particularly vulnerable to rapid changes in technology product cycles, rapid product obsolescence, government regulation and competition, both domestically and internationally, including competition from foreign competitors with lower production costs. Stocks of information technology companies and companies that rely heavily on technology, especially those of smaller, less-seasoned companies, tend to be more volatile than the overall market. Information technology companies are heavily dependent on patent and intellectual property rights, the loss or impairment of which may adversely affect profitability.

    Risk Disclosures (applicable only to MARO)

    Digital Assets Risk: The Fund does not invest directly in Bitcoin or any other digital assets. The Fund does not invest directly in derivatives that track the performance of Bitcoin or any other digital assets. The Fund does not invest in or seek direct exposure to the current “spot” or cash price of Bitcoin. Investors seeking direct exposure to the price of Bitcoin should consider an investment other than the Fund. Digital assets like Bitcoin, designed as mediums of exchange, are still an emerging asset class. They operate independently of any central authority or government backing and are subject to regulatory changes and extreme price volatility.

    Risk Disclosures (applicable only to BABO and TSMY)

    Currency Risk: Indirect exposure to foreign currencies subjects the Fund to the risk that currencies will decline in value relative to the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates and the imposition of currency controls or other political developments in the U.S. or abroad.

    Depositary Receipts Risk: Investment in ADRs may be less liquid than the underlying shares in their primary trading market.

    Foreign Market and Trading Risk: The trading markets for many foreign securities are not as active as U.S. markets and may have less governmental regulation and oversight.

    Foreign Securities Risk: Investments in securities of non-U.S. issuers involve certain risks that may not be present with investments in securities of U.S. issuers, such as risk of loss due to foreign currency fluctuations or to political or economic instability, as well as varying regulatory requirements applicable to investments in non-U.S. issuers. There may be less information publicly available about a non-U.S. issuer than a U.S. issuer. Non-U.S. issuers may also be subject to different regulatory, accounting, auditing, financial reporting and investor protection standards than U.S. issuers.

    Risk Disclosures (applicable only to GDXY)

    Risk of Investing in Foreign Securities. The Fund is exposed indirectly to the securities of foreign issuers selected by GDX®’s investment adviser, which subjects the Fund to the risks associated with such companies. Investments in the securities of foreign issuers involve risks beyond those associated with investments in U.S. securities.

    Risk of Investing in Gold and Silver Mining Companies. The Fund is exposed indirectly to gold and silver mining companies selected by GDX®’s investment adviser, which subjects the Fund to the risks associated with such companies.

    The Fund invests in options contracts based on the value of the VanEck Gold Miners ETF (GDX®), which subjects the Fund to some of the same risks as if it owned GDX®, as well as the risks associated with Canadian, Australian and Emerging Market Issuers, and Small-and Medium-Capitalization companies.

    Risk Disclosures (applicable only to YBIT)

    YBIT does not invest directly in Bitcoin or any other digital assets. YBIT does not invest directly in derivatives that track the performance of Bitcoin or any other digital assets. YBIT does not invest in or seek direct exposure to the current “spot” or cash price of Bitcoin. Investors seeking direct exposure to the price of Bitcoin should consider an investment other than YBIT.

    Bitcoin Investment Risk: The Fund’s indirect investment in Bitcoin, through holdings in one or more Underlying ETPs, exposes it to the unique risks of this emerging innovation. Bitcoin’s price is highly volatile, and its market is influenced by the changing Bitcoin network, fluctuating acceptance levels, and unpredictable usage trends.

    Digital Assets Risk: Digital assets like Bitcoin, designed as mediums of exchange, are still an emerging asset class. They operate independently of any central authority or government backing and are subject to regulatory changes and extreme price volatility. Potentially No 1940 Act Protections. As of the date of this Prospectus, there is only a single eligible Underlying ETP, and it is an investment company subject to the 1940 Act.

    Bitcoin ETP Risk: The Fund invests in options contracts that are based on the value of the Bitcoin ETP. This subjects the Fund to certain of the same risks as if it owned shares of the Bitcoin ETP, even though it does not. Bitcoin ETPs are subject, but not limited, to significant risk and heightened volatility. An investor in a Bitcoin ETP may lose their entire investment. Bitcoin ETPs are not suitable for all investors. In addition, not all Bitcoin ETPs are registered under the Investment Company Act of 1940. Those Bitcoin ETPs that are not registered under such statute are therefore not subject to the same regulations as exchange traded products that are so registered.

    Risk Disclosures (applicable only to the Short ETFs)

    Investing involves risk. Principal loss is possible.

    Price Appreciation Risk. As part of the Fund’s synthetic covered put strategy, the Fund purchases and sells call and put option contracts that are based on the value of the underlying reference asset. This strategy subjects the Fund to certain of the same risks as if it shorted the underlying reference asset, even though it does not. By virtue of the Fund’s indirect inverse exposure to changes in the value of the underlying reference asset, the Fund is subject to the risk that the value of the underlying reference asset increases. If the value of the underlying reference asset increases, the Fund will likely lose value and, as a result, the Fund may suffer significant losses.

    Put Writing Strategy Risk. The path dependency (i.e., the continued use) of the Fund’s put writing (selling) strategy will impact the extent that the Fund participates in decreases in the value of the underlying reference asset and, in turn, the Fund’s returns, both during the term of the sold put options and over longer time periods.

    Purchased OTM Call Options Risk. The Fund’s strategy is subject to potential losses if the underlying reference asset increases in value, which may not be offset by the purchase of out-of-the-money (OTM) call options. The Fund purchases OTM calls to seek to manage (cap) the Fund’s potential losses from the Fund’s short exposure to the underlying reference asset if it appreciates significantly in value. However, the OTM call options will cap the Fund’s losses only to the extent that the value of the underlying reference asset increases to a level that is at or above the strike level of the purchased OTM call options. Any increase in the value of the underlying reference asset to a level that is below the strike level of the purchased OTM call options will result in a corresponding loss for the Fund. For example, if the OTM call options have a strike level that is approximately 100% above the then-current value of the underlying reference asset at the time of the call option purchase, and the value of the underlying reference asset increases by at least 100% during the term of the purchased OTM call options, the Fund will lose all its value. Since the Fund bears the costs of purchasing the OTM calls, such costs will decrease the Fund’s value and/or any income otherwise generated by the Fund’s investment strategy.

    Counterparty Risk. The Fund is subject to counterparty risk by virtue of its investments in options contracts. Transactions in some types of derivatives, including options, are required to be centrally cleared (“cleared derivatives”). In a transaction involving cleared derivatives, the Fund’s counterparty is a clearing house rather than a bank or broker. Since the Fund is not a member of clearing houses and only members of a clearing house (“clearing members”) can participate directly in the clearing house, the Fund will hold cleared derivatives through accounts at clearing members.

    Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. The Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, imperfect correlation with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions.

    Options Contracts. The use of options contracts involves investment strategies and risks different from those associated with ordinary portfolio securities transactions. The prices of options are volatile and are influenced by, among other things, actual and anticipated changes in the value of the underlying reference asset, including the anticipated volatility, which are affected by fiscal and monetary policies and by national and international political, changes in the actual or implied volatility or the reference asset, the time remaining until the expiration of the option contract and economic events.

    Distribution Risk. As part of the Fund’s investment objective, the Fund seeks to provide current income. There is no assurance that the Fund will make a distribution in any given month. If the Fund does make distributions, the amounts of such distributions will likely vary greatly from one distribution to the next.

    High Portfolio Turnover Risk. The Fund may actively and frequently trade all or a significant portion of the Fund’s holdings.

    Liquidity Risk. Some securities held by the Fund, including options contracts, may be difficult to sell or be illiquid, particularly during times of market turmoil.

    Non-Diversification Risk. Because the Fund is “non-diversified,” it may invest a greater percentage of its assets in the securities of a single issuer or a smaller number of issuers than if it was a diversified fund.

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

    Price Participation Risk. The Fund employs an investment strategy that includes the sale of put option contracts, which limits the degree to which the Fund will participate in decreases in value experienced by the underlying reference asset over the Put Period.

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

    Inflation Risk. Inflation risk is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the present value of the Fund’s assets and distributions, if any, may decline.

    Risk Disclosures (applicable only to YQQQ)

    Index Overview. The Nasdaq 100 Index is a benchmark index that includes 100 of the largest non-financial companies listed on the Nasdaq Stock Market, based on market capitalization.

    Index Level Appreciation Risk. As part of the Fund’s synthetic covered put strategy, the Fund purchases and sells call and put option contracts that are based on the Index level. This strategy subjects the Fund to certain of the same risks as if it shorted the Index, even though it does not. By virtue of the Fund’s indirect inverse exposure to changes in the Index level, the Fund is subject to the risk that the Index level increases. If the Index level increases, the Fund will likely lose value and, as a result, the Fund may suffer significant losses. The Fund may also be subject to the following risks: innovation and technological advancement; strong market presence of Index constituent companies; adaptability to global market trends; and resilience and recovery potential.

    Index Level Participation Risk. The Fund employs an investment strategy that includes the sale of put option contracts, which limits the degree to which the Fund will benefit from decreases in the Index level experienced over the Put Period. This means that if the Index level experiences a decrease in value below the strike level of the sold put options during a Put Period, the Fund will likely not experience that increase to the same extent and any Fund gains may significantly differ from the level of the Index losses over the Put Period. Additionally, because the Fund is limited in the degree to which it will participate in decreases in value experienced by the Index level over each Put Period, but has significant negative exposure to any increases in value experienced by the Index level over the Put Period, the NAV of the Fund may decrease over any given time period. The Fund’s NAV is dependent on the value of each options portfolio, which is based principally upon the inverse of the performance of the Index level. The Fund’s ability to benefit from the Index level decreases will depend on prevailing market conditions, especially market volatility, at the time the Fund enters into the sold put option contracts and will vary from Put Period to Put Period. The value of the options contracts is affected by changes in the value and dividend rates of component companies that comprise the Index, changes in interest rates, changes in the actual or perceived volatility of the Index and the remaining time to the options’ expiration, as well as trading conditions in the options market. As the Index level changes and time moves towards the expiration of each Put Period, the value of the options contracts, and therefore the Fund’s NAV, will change. However, it is not expected for the Fund’s NAV to directly inversely correlate on a day-to-day basis with the returns of the Index level. The amount of time remaining until the options contract’s expiration date affects the impact that the value of the options contracts has on the Fund’s NAV, which may not be in full effect until the expiration date of the Fund’s options contracts. Therefore, while changes in the Index level will result in changes to the Fund’s NAV, the Fund generally anticipates that the rate of change in the Fund’s NAV will be different than the inverse of the changes experienced by the Index level.

    Holdings

    As of January 29, 2025, the YieldMax™ CARVANA Option Income Strategy ETF did not hold any shares of CARVANA CO. (CVNA). As of such date, the holdings of CVNA in such fund were 0.00%.

    YieldMax™ ETFs are distributed by Foreside Fund Services, LLC. Foreside is not affiliated with Tidal Financial Group, YieldMax™ ETFs.

    © 2025 YieldMax™ ETFs

    The MIL Network –

  • MIL-OSI: Roper Technologies announces 2024 financial results

    Source: GlobeNewswire (MIL-OSI)

    SARASOTA, Fla., Jan. 30, 2025 (GLOBE NEWSWIRE) — Roper Technologies, Inc. (Nasdaq: ROP) reported financial results for the fourth quarter and full year ended December 31, 2024. The results in this press release are presented on a continuing operations basis.

    Fourth quarter 2024 highlights

    • Revenue increased 16% to $1.88 billion; acquisition contribution was +9% and organic revenue was +7%
    • Operating cash flow was $722 million; adjusted operating cash flow increased 13%
    • GAAP net earnings increased 22% to $462 million; adjusted net earnings increased 10% to $520 million
    • Adjusted EBITDA increased 13% to $744 million
    • GAAP DEPS increased 22% to $4.28; adjusted DEPS increased 10% to $4.81

    Full year 2024 highlights

    • Revenue increased 14% to $7.04 billion; acquisition contribution was +8% and organic revenue was +6%
    • Operating cash flow was $2.39 billion; adjusted operating cash flow increased 16%
    • GAAP net earnings increased 13% to $1.55 billion; adjusted net earnings increased 10% to $1.98 billion
    • Adjusted EBITDA increased 13% to $2.83 billion
    • GAAP DEPS increased 13% to $14.35; adjusted DEPS increased 10% to $18.31

    “It was an outstanding year for Roper’s long-term cash flow compounding model. We grew free cash flow 16% to $2.3 billion, surpassing the $2 billion milestone for the first time in our history,” said Neil Hunn, Roper Technologies’ President and CEO. “Our total revenue growth of 14% for the year was driven by 6% organic growth and an 8% contribution from our disciplined and process-driven capital deployment capability. To this end, we deployed $3.6 billion of capital toward high-quality vertical software acquisitions, highlighted by Procare Solutions, a leading early childhood education software company, and Transact Campus, which was successfully combined with our CBORD education & healthcare software business.”

    2025 outlook and guidance

    “Roper not only grew substantially in 2024, but we enter 2025 as a fundamentally better company. This past year, we upgraded key leadership talent, expanded our capital deployment function, and advanced our operating model. As a result, we are entering 2025 with broad-based and positive momentum. Our double-digit 2025 total revenue growth outlook is fueled by improving organic growth and meaningful contributions from our 2024 acquisitions. We believe these growth trends, combined with our significant M&A firepower and large pipeline of attractive acquisition opportunities, position Roper well to continue delivering compelling long-term cash flow compounding for our shareholders,” concluded Mr. Hunn.

    Roper expects full year 2025 adjusted DEPS of $19.75 – $20.00 with first quarter adjusted DEPS of $4.70 – $4.74. The Company expects full year total revenue growth of 10%+, with organic revenue growth of +6 – 7%.

    The Company’s guidance excludes the impact of unannounced future acquisitions or divestitures.

    Conference call to be held at 8:00 AM (ET) today

    A conference call to discuss these results has been scheduled for 8:00 AM ET on Thursday, January 30, 2025. The call can be accessed via webcast or by dialing +1 800-836-8184 (US/Canada) or +1 646-357-8785, using conference call ID 30275. Webcast information and conference call materials will be made available in the Investors section of Roper’s website (www.ropertech.com) prior to the start of the call. The webcast can also be accessed directly by using the following URL https://event.webcast. Telephonic replays will be available for up to two weeks and can be accessed by dialing +1 646-517-4150 with access code 30275#.

    Use of non-GAAP financial information

    The Company supplements its consolidated financial statements presented on a GAAP basis with certain non-GAAP financial information to provide investors with greater insight, increase transparency and allow for a more comprehensive understanding of the information used by management in its financial and operational decision-making. Reconciliation of non-GAAP measures to their most directly comparable GAAP measures are included in the accompanying financial schedules or tables. The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures prepared in accordance with GAAP, and the financial results prepared in accordance with GAAP and reconciliations from these results should be carefully evaluated.

    Minority interests

    Following the sale of a majority stake in its industrial businesses to CD&R, Roper holds a minority interest in Indicor. The fair value of Roper’s equity investment in Indicor is updated on a quarterly basis and reported as “equity investments gain, net.” During the quarter, Roper sold its minority interest in Certinia and recognized the associated gain within “equity investments gain, net.” Roper makes non-GAAP adjustments for the impacts associated with these investments.

    Table 1: Revenue and adjusted EBITDA reconciliation ($M)
    (from continuing operations)
      Q4 2023   Q4 2024   V %   FY 2023   FY 2024   V %
    GAAP revenue $ 1,613     $ 1,877       16 %   $ 6,178     $ 7,039       14 %
                           
    Components of revenue growth                      
    Organic           7 %             6 %
    Acquisitions           9 %             8 %
    Foreign exchange           — %             — %
    Revenue growth           16 %             14 %
                           
    Adjusted EBITDA reconciliation                      
    GAAP net earnings $ 378     $ 462         $ 1,368     $ 1,549      
    Taxes   99       128           375       418      
    Interest expense   50       71           165       259      
    Depreciation   9       9           35       37      
    Amortization   187       202           720       776      
    EBITDA $ 723     $ 873       21 %   $ 2,663     $ 3,039       14 %
                           
    Restructuring-related expenses associated with the Syntellis (’23) and Transact (’24) acquisitions   —       —           9       9      
    Transaction-related expenses for completed acquisitions   3       1           8       8      
    Financial impacts associated with the minority investments in Indicor & CertiniaA   (67 )     (141 )         (165 )     (235 )    
    Gain on sale of non-operating assets   —       —           (3 )     —      
    Legal settlement charge   —       11           —       11      
    Adjusted EBITDA $ 659     $ 744      13 %   $ 2,511     $ 2,832       13 %
    % of revenue   40.8 %     39.6 %    (120 bps )     40.6 %     40.2 %     (40 bps )
    Table 2: Adjusted net earnings reconciliation ($M)
    (from continuing operations)
      Q4 2023   Q4 2024   V %   FY 2023   FY 2024   V %
    GAAP net earnings $ 378     $ 462       22 %   $ 1,368     $ 1,549       13 %
    Restructuring-related expenses associated with the Syntellis (’23) and Transact (’24) acquisitions   —       —           7       7      
    Transaction-related expenses for completed acquisitions   2       1           6       6      
    Financial impacts associated with the minority investments in Indicor & CertiniaA   (52 )     (105 )         (135 )     (182 )    
    Gain on sale of non-operating assets   —       —           (3 )     —      
    Legal settlement charge   —       9           —       9      
    Amortization of acquisition-related
    intangible assetsB    		   143       153           552       588      
    Adjusted net earningsC $ 471     $ 520       10 %   $ 1,795     $ 1,978       10 %
    Table 3: Adjusted DEPS reconciliation
    (from continuing operations)
      Q4 2023   Q4 2024   V %   FY 2023   FY 2024   V %
    GAAP DEPS $ 3.50     $ 4.28       22 %   $ 12.74     $ 14.35       13 %
    Restructuring-related expenses associated with the Syntellis (’23) and Transact (’24) acquisitions   —       —           0.06       0.07      
    Transaction-related expenses for completed acquisitions   0.02       0.01           0.06       0.06      
    Financial impacts associated with the minority investments in Indicor & CertiniaA   (0.48 )     (0.97 )         (1.25 )     (1.68 )    
    Gain on sale of non-operating assets   —       —           (0.02 )     —      
    Legal settlement charge   —       0.08           —       0.08      
    Amortization of acquisition-related intangible assetsB   1.33       1.41           5.13       5.45      
    Adjusted DEPSC $ 4.37     $ 4.81       10 %   $ 16.71     $ 18.31       10 %
    Table 4: Adjusted cash flow reconciliation ($M)
    (from continuing operations)
      Q4 2023   Q4 2024   V %   FY 2023   FY 2024   V %
    Operating cash flow $ 622     $ 722       16 %   $ 2,037     $ 2,393       17 %
    Taxes paid in period related to divestiture   16       —           32       —      
    Adjusted operating cash flow $ 638     $ 722       13 %   $ 2,070     $ 2,393       16 %
    Capital expenditures   (30 )     (27 )         (68 )     (66 )    
    Capitalized software expenditures   (11 )     (12 )         (40 )     (45 )    
    Adjusted free cash flow $ 596     $ 684       15 %   $ 1,962     $ 2,282       16 %
    Table 5: Forecasted adjusted DEPS reconciliation
    (from continuing operations)
      Q1 2025   FY 2025
      Low End   High End   Low End   High End
    GAAP DEPSD $ 3.29     $ 3.33     $ 14.21     $ 14.46  
    Financial impacts associated with the minority investment in IndicorA   TBD       TBD       TBD       TBD  
    Amortization of acquisition-related intangible assetsB   1.41       1.41       5.54       5.54  
    Adjusted DEPSC $ 4.70     $ 4.74     $ 19.75     $ 20.00  

    Footnotes:

    A. Adjustments related to the financial impacts associated with the minority investments in Indicor & Certinia as shown below ($M, except per share data). Forecasted results do not include any potential impacts associated with our minority investment in Indicor, as these potential impacts cannot be reasonably predicted. These impacts will be excluded from all non-GAAP results in future periods.
                                 
        Q4 2023A   Q4 2024A     FY 2023A   FY 2024A     Q1 2025E   FY 2025E
      Pretax $ (67 )   $ (141 )     $ (165 )   $ (235 )     TBD   TBD
      After-tax $ (52 )   $ (105 )     $ (135 )   $ (182 )     TBD   TBD
      Per share $ (0.48 )   $ (0.97 )     $ (1.25 )   $ (1.68 )     TBD   TBD
                                 
    B. Actual results and forecast of estimated amortization of acquisition-related intangible assets as shown below ($M, except per share data).
                                 
        Q4 2023A   Q4 2024A     FY 2023A   FY 2024A     Q1 2025E   FY 2025E
      Pretax $ 181     $ 193       $ 698     $ 745       $ 193   $ 762
      After-tax $ 143     $ 153       $ 552     $ 588       $ 153   $ 602
      Per share $ 1.33     $ 1.41       $ 5.13     $ 5.45       $ 1.41   $ 5.54
                                 
    C. All actual and forecasted non-GAAP adjustments are taxed at 21% with the exception of the financial impacts associated with minority investments.
                                 
    D. Forecasted GAAP DEPS do not include any potential impacts associated with our minority investment in Indicor. These impacts will be excluded from all non-GAAP results in future periods.
       

    Note: Numbers may not foot due to rounding.

    About Roper Technologies

    Roper Technologies is a constituent of the Nasdaq 100, S&P 500, and Fortune 1000. Roper has a proven, long-term track record of compounding cash flow and shareholder value. The Company operates market leading businesses that design and develop vertical software and technology enabled products for a variety of defensible niche markets. Roper utilizes a disciplined, analytical, and process-driven approach to redeploy its excess capital toward high-quality acquisitions. Additional information about Roper is available on the Company’s website at www.ropertech.com.

    Contact information:
    Investor Relations
    941-556-2601
    investor-relations@ropertech.com

    The information provided in this press release contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements may include, among others, statements regarding operating results, the success of our internal operating plans, and the prospects for newly acquired businesses to be integrated and contribute to future growth, profit and cash flow expectations. Forward-looking statements may be indicated by words or phrases such as “anticipate,” “estimate,” “plans,” “expects,” “projects,” “should,” “will,” “believes,” “intends” and similar words and phrases. These statements reflect management’s current beliefs and are not guarantees of future performance. They involve risks and uncertainties that could cause actual results to differ materially from those contained in any forward-looking statement. Such risks and uncertainties include our ability to identify and complete acquisitions consistent with our business strategies, integrate acquisitions that have been completed, realize expected benefits and synergies from, and manage other risks associated with, acquired businesses, including obtaining any required regulatory approvals with respect thereto. We also face other general risks, including our ability to realize cost savings from our operating initiatives, general economic conditions and the conditions of the specific markets in which we operate, including risks related to labor shortages and rising interest rates, changes in foreign exchange rates, risks related to changing U.S. and foreign trade policies, including increased trade restrictions or tariffs, risks associated with our international operations, cybersecurity and data privacy risks, including litigation resulting therefrom, risks related to political instability, armed hostilities, incidents of terrorism, public health crises (such as the COVID-19 pandemic) or natural disasters, increased product liability and insurance costs, increased warranty exposure, future competition, changes in the supply of, or price for, parts and components, including as a result of inflation and potential supply chain constraints, environmental compliance costs and liabilities, risks and cost associated with litigation, potential write-offs of our substantial intangible assets, and risks associated with obtaining governmental approvals and maintaining regulatory compliance for new and existing products. Important risks may be discussed in current and subsequent filings with the SEC. You should not place undue reliance on any forward-looking statements. These statements speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.

     

    Roper Technologies, Inc.      
    Condensed Consolidated Balance Sheets (unaudited)
    (Amounts in millions)      
           
      December 31, 2024   December 31, 2023
    ASSETS:      
           
    Cash and cash equivalents $ 188.2     $ 214.3  
    Accounts receivable, net   885.1       829.9  
    Inventories, net   120.8       118.6  
    Income taxes receivable   25.6       47.7  
    Unbilled receivables   127.3       106.4  
    Prepaid expenses and other current assets   195.7       164.5  
    Total current assets   1,542.7       1,481.4  
           
    Property, plant and equipment, net   149.7       119.6  
    Goodwill   19,312.9       17,118.8  
    Other intangible assets, net   9,059.6       8,212.1  
    Deferred taxes   54.1       32.2  
    Equity investments   772.3       795.7  
    Other assets   443.4       407.7  
    Total assets $ 31,334.7     $ 28,167.5  
           
    LIABILITIES AND STOCKHOLDERS’ EQUITY:      
           
    Accounts payable $ 148.1     $ 143.0  
    Accrued compensation   289.0       250.0  
    Deferred revenue   1,737.4       1,583.8  
    Other accrued liabilities   546.2       446.5  
    Income taxes payable   68.4       40.4  
    Current portion of long-term debt, net   1,043.1       499.5  
    Total current liabilities   3,832.2       2,963.2  
           
    Long-term debt, net of current portion   6,579.9       5,830.6  
    Deferred taxes   1,630.6       1,513.1  
    Other liabilities   424.4       415.8  
    Total liabilities   12,467.1       10,722.7  
           
    Common stock   1.1       1.1  
    Additional paid-in capital   3,014.6       2,767.0  
    Retained earnings   16,034.9       14,816.3  
    Accumulated other comprehensive loss   (166.5 )     (122.8 )
    Treasury stock   (16.5 )     (16.8 )
    Total stockholders’ equity   18,867.6       17,444.8  
    Total liabilities and stockholders’ equity $ 31,334.7     $ 28,167.5  
           
    Roper Technologies, Inc.          
    Condensed Consolidated Statements of Earnings (unaudited)
    (Amounts in millions, except per share data)
                   
      Three months ended December 31,   Year ended December 31,
        2024       2023       2024       2023  
    Net revenues $ 1,877.1     $ 1,613.5     $ 7,039.2     $ 6,177.8  
    Cost of sales   594.8       488.3       2,160.9       1,870.6  
    Gross profit   1,282.3       1,125.2       4,878.3       4,307.2  
                   
    Selling, general and administrative expenses   757.6       662.4       2,881.5       2,562.0  
    Income from operations   524.7       462.8       1,996.8       1,745.2  
                   
    Interest expense, net   70.8       50.1       259.2       164.7  
    Equity investments gain, net   (141.0 )     (66.7 )     (234.6 )     (165.4 )
    Other expense, net   4.1       2.7       5.0       2.8  
                   
    Earnings before income taxes   590.8       476.7       1,967.2       1,743.1  
                   
    Income taxes   128.5       99.2       417.9       374.7  
                   
    Net earnings from continuing operations   462.3       377.5       1,549.3       1,368.4  
                   
    Loss from discontinued operations, net of tax   —       —       —       (4.1 )
    Gain on disposition of discontinued operations, net of tax   —       11.5       —       19.9  
    Net earnings from discontinued operations   —       11.5       —       15.8  
                   
    Net earnings $ 462.3     $ 389.0     $ 1,549.3     $ 1,384.2  
                   
    Net earnings per share from continuing operations:              
    Basic $ 4.31     $ 3.53     $ 14.47     $ 12.83  
    Diluted $ 4.28     $ 3.50     $ 14.35     $ 12.74  
                   
    Net earnings per share from discontinued operations:              
    Basic $ —     $ 0.11     $ —     $ 0.15  
    Diluted $ —     $ 0.11     $ —     $ 0.15  
                   
    Net earnings per share:              
    Basic $ 4.31     $ 3.64     $ 14.47     $ 12.98  
    Diluted $ 4.28     $ 3.61     $ 14.35     $ 12.89  
                   
    Weighted average common shares outstanding:              
    Basic   107.3       106.9       107.1       106.6  
    Diluted   108.1       107.7       108.0       107.4  
    Roper Technologies, Inc.            
    Selected Segment Financial Data (unaudited)            
    (Amounts in millions; percentages of net revenues)            
                                   
      Three months ended December 31,   Year ended December 31,
        2024       2023       2024       2023  
      Amount   %   Amount   %   Amount   %   Amount   %
    Net revenues:                              
    Application Software $ 1,056.9         $ 851.8         $ 3,868.3         $ 3,186.9      
    Network Software   373.5           362.7           1,475.6           1,439.4      
    Technology Enabled Products   446.7           399.0           1,695.3           1,551.5      
    Total $ 1,877.1         $ 1,613.5         $ 7,039.2         $ 6,177.8      
                                   
                                   
    Gross profit:                              
    Application Software $ 708.0       67.0 %   $ 586.6       68.9 %   $ 2,647.6       68.4 %   $ 2,195.8       68.9 %
    Network Software   318.9       85.4 %     311.6       85.9 %     1,254.8       85.0 %     1,225.6       85.1 %
    Technology Enabled Products   255.4       57.2 %     227.0       56.9 %     975.9       57.6 %     885.8       57.1 %
    Total $ 1,282.3       68.3 %   $ 1,125.2       69.7 %   $ 4,878.3       69.3 %   $ 4,307.2       69.7 %
                                   
                                   
    Operating profit*:                              
    Application Software $ 272.9       25.8 %   $ 219.5       25.8 %   $ 1,023.4       26.5 %   $ 820.8       25.8 %
    Network Software   174.4       46.7 %     167.4       46.2 %     666.5       45.2 %     632.4       43.9 %
    Technology Enabled Products   150.3       33.6 %     127.0       31.8 %     574.3       33.9 %     518.7       33.4 %
    Total $ 597.6       31.8 %   $ 513.9       31.9 %   $ 2,264.2       32.2 %   $ 1,971.9       31.9 %
                                   
                                   
    * Segment operating profit is before unallocated corporate general and administrative expenses and enterprise-wide stock-based compensation. These expenses were $72.9 and $51.1 for the three months ended December 31, 2024 and 2023, respectively, and $267.4 and $226.7 for the twelve months ended December 31, 2024 and 2023, respectively.
    Roper Technologies, Inc.  
    Condensed Consolidated Statements of Cash Flows (unaudited)
    (Amounts in millions)      
      Year ended December 31,
        2024       2023  
    Cash flows from operating activities:      
    Net earnings from continuing operations $ 1,549.3     $ 1,368.4  
    Adjustments to reconcile net earnings from continuing operations to cash flows from operating activities:      
    Depreciation and amortization of property, plant and equipment   37.1       35.4  
    Amortization of intangible assets   775.7       719.8  
    Amortization of deferred financing costs   9.8       9.9  
    Non-cash stock compensation   145.9       123.5  
    Equity investments gain, net   (234.6 )     (165.4 )
    Income tax provision   417.9       374.7  
    Changes in operating assets and liabilities, net of acquired businesses:      
    Accounts receivable   14.4       (50.2 )
    Unbilled receivables   (18.5 )     (7.5 )
    Inventories   (1.9 )     (6.6 )
    Prepaid expenses and other current assets   (19.5 )     (4.3 )
    Accounts payable   (13.0 )     18.2  
    Other accrued liabilities   109.3       (1.0 )
    Deferred revenue   110.7       93.9  
    Cash taxes paid for gain on disposal of business   —       (32.5 )
    Cash income taxes paid, excluding tax associated with gain on disposal of business   (483.8 )     (423.4 )
    Other, net   (5.6 )     (15.5 )
    Cash provided by operating activities from continuing operations   2,393.2       2,037.4  
    Cash used in operating activities from discontinued operations   —       (2.3 )
    Cash provided by operating activities   2,393.2       2,035.1  
           
    Cash flows from (used in) investing activities:      
    Acquisitions of businesses, net of cash acquired   (3,612.9 )     (2,052.7 )
    Capital expenditures   (66.0 )     (68.0 )
    Capitalized software expenditures   (45.0 )     (40.0 )
    Distributions from equity investment   10.8       32.5  
    Proceeds from sale of equity investment   245.6       —  
    Other, net   (1.0 )     (0.1 )
    Cash used in investing activities from continuing operations   (3,468.5 )     (2,128.3 )
    Cash provided by disposition of discontinued operations   —       2.0  
    Cash used in investing activities   (3,468.5 )     (2,126.3 )
           
    Cash flows from (used in) financing activities:      
    Proceeds from senior notes   2,000.0       —  
    Payments of senior notes   (500.0 )     (700.0 )
    Borrowings (payments) under revolving line of credit, net   (235.0 )     360.0  
    Debt issuance costs   (24.6 )     —  
    Cash dividends to stockholders   (321.9 )     (290.2 )
    Treasury stock sales   18.5       15.5  
    Proceeds from stock-based compensation, net   88.6       115.2  
    Other, net   43.9       —  
    Cash provided by (used in) financing activities   1,069.5       (499.5 )
           
    (Continued)
    Roper Technologies, Inc.  
    Condensed Consolidated Statements of Cash Flows (unaudited) – Continued
    (Amounts in millions)      
      Year ended December 31,
        2024       2023  
    Effect of exchange rate changes on cash   (20.3 )     12.2  
           
    Net decrease in cash and cash equivalents   (26.1 )     (578.5 )
           
    Cash and cash equivalents, beginning of year   214.3       792.8  
           
    Cash and cash equivalents, end of year $ 188.2     $ 214.3  
           

    The MIL Network –

  • MIL-OSI: Bread Financial Provides Performance Update for December 2024

    Source: GlobeNewswire (MIL-OSI)

    COLUMBUS, Ohio, Jan. 30, 2025 (GLOBE NEWSWIRE) — Bread Financial®Holdings, Inc. (NYSE: BFH), a tech-forward financial services company that provides simple, personalized payment, lending and saving solutions, provided a performance update. The following tables present the Company’s net loss rate and delinquency rate for the periods indicated.

      For the
    month ended
    December 31, 2024    		   For the
    three months
    ended
    December 31, 2024
      (dollars in millions)
    End-of-period credit card and other loans $ 18,896     $ 18,896  
    Average credit card and other loans (1) $ 18,647     $ 18,156  
    Year-over-year change in average credit card and other loans (1)   — %     (1 %)
    Net principal losses (2) $ 129     $ 367  
    Net loss rate (1)(2)   8.1 %     8.0 %
                   
      As of
    December 31, 2024    		   As of
    December 31, 2023
      (dollars in millions)
    30 days + delinquencies – principal $ 1,034     $ 1,163  
    Period ended credit card and other loans – principal $ 17,418     $ 17,906  
    Delinquency rate   5.9 %     6.5 %
                   

    ______________________________

    (1) Beginning in January 2024, we revised the calculation of Average credit card and other loans to more closely align with industry practice by incorporating an average daily balance. Prior to 2024, Average credit card and other loans represent the average balance of the loans at the beginning and end of each month, averaged over the periods indicated. Consequentially, the calculations for Year-over-year change in average credit card and other loans and Net loss rate differ for the periods presented.
    (2) As a result of hurricanes Helene and Milton we froze delinquency progression for cardholders in Federal Emergency Management Agency identified impact zones for one billing cycle, which will result in modestly lower Net principal losses and Net loss rate in the fourth quarter of 2024, and consequently these actions will negatively impact Net principal losses and Net loss rate in the second quarter of 2025.
       

    About Bread Financial® 
    Bread Financial® (NYSE: BFH) is a tech-forward financial services company that provides simple, personalized payment, lending and saving solutions to millions of U.S. consumers. Our payment solutions, including Bread Financial general purpose credit cards and savings products, empower our customers and their passions for a better life. Additionally, we deliver growth for some of the most recognized brands in travel & entertainment, health & beauty, jewelry and specialty apparel through our private label and co-brand credit cards and pay-over-time products providing choice and value to our shared customers.

    To learn more about Bread Financial, our global associates and our sustainability commitments, visit breadfinancial.com or follow us on Instagram and LinkedIn.

    Forward-Looking Statements

    This 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. Forward-looking statements give our expectations or forecasts of future events and can generally be identified by the use of words such as “believe,” “expect,” “anticipate,” “estimate,” “intend,” “project,” “plan,” “likely,” “may,” “should” or other words or phrases of similar import. Similarly, statements that describe our business strategy, outlook, objectives, plans, intentions or goals also are forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements we make regarding, and the guidance we give with respect to, our anticipated operating or financial results, future financial performance and outlook, future dividend declarations, and future economic conditions.

    We believe that our expectations are based on reasonable assumptions. Forward-looking statements, however, are subject to a number of risks and uncertainties that are difficult to predict and, in many cases, beyond our control. Accordingly, our actual results could differ materially from the projections, anticipated results or other expectations expressed in this release, and no assurances can be given that our expectations will prove to have been correct. Factors that could cause the outcomes to differ materially include, but are not limited to, the following: macroeconomic conditions, including market conditions, inflation, interest rates, labor market conditions, recessionary pressures or concerns over a prolonged economic slowdown, and the related impact on consumer spending behavior, payments, debt levels, savings rates and other behaviors; global political and public health events and conditions, including ongoing wars and military conflicts and natural disasters; future credit performance, including the level of future delinquency and write-off rates; the loss of, or reduction in demand from, significant brand partners or customers in the highly competitive markets in which we compete; the concentration of our business in U.S. consumer credit; inaccuracies in the models and estimates on which we rely, including the amount of our Allowance for credit losses and our credit risk management models; the inability to realize the intended benefits of acquisitions, dispositions and other strategic initiatives; our level of indebtedness and ability to access financial or capital markets; pending and future federal and state legislation, regulation, supervisory guidance, and regulatory and legal actions, including, but not limited to, those related to financial regulatory reform and consumer financial services practices, as well as any such actions with respect to late fees, interchange fees or other charges; impacts arising from or relating to the transition of our credit card processing services to third party service providers that we completed in 2022; failures or breaches in our operational or security systems, including as a result of cyberattacks, unanticipated impacts from technology modernization projects or otherwise; and any tax or other liability or adverse impacts arising out of or related to the spinoff of our former LoyaltyOne segment or the bankruptcy filings of Loyalty Ventures Inc. (LVI) and certain of its subsidiaries and subsequent litigation or other disputes. In addition, the Consumer Financial Protection Bureau (CFPB) has issued a final rule that, absent a successful legal challenge, will place significant limits on credit card late fees, which would have a significant impact on our business and results of operations for at least the short term and, depending on the effectiveness of the mitigating actions that we have taken or may in the future take in anticipation of, or in response to, the final rule, may potentially adversely impact us over the long term; we cannot provide any assurance as to the effective date of the rule, the result of any pending or future challenges or other litigation relating to the rule, or our ability to mitigate or offset the impact of the rule on our business and results of operations. The foregoing factors, along with other risks and uncertainties that could cause actual results to differ materially from those expressed or implied in forward-looking statements, are described in greater detail under the headings “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 most recently ended fiscal year, which may be updated in Item 1A of, or elsewhere in, our Quarterly Reports on Form 10-Q filed for periods subsequent to such Form 10-K. Our forward-looking statements speak only as of the date made, and we undertake no obligation, other than as required by applicable law, to update or revise any forward-looking statements, whether as a result of new information, subsequent events, anticipated or unanticipated circumstances or otherwise.

    Contacts
    Brian Vereb — Investor Relations
    Brian.Vereb@breadfinancial.com

    Susan Haugen — Investor Relations
    Susan.Haugen@breadfinancial.com

    Rachel Stultz — Media
    Rachel.Stultz@breadfinancial.com

    The MIL Network –