Category: housing

  • MIL-OSI: Define Solar Offers Homeowners Smarter, More Flexible Solar Investment Solutions

    Source: GlobeNewswire (MIL-OSI)

    MT. LAUREL, N.J., May 14, 2025 (GLOBE NEWSWIRE) — As the demand for clean, cost-effective energy grows, Define Solar continues to lead the solar movement with customizable investment options tailored to meet diverse financial needs. By combining innovative solar technology with personalized financial strategies, Define Solar is helping New Jersey and Pennsylvania homeowners switch to solar energy—without the stress.

    Through various carefully structured investment options, Define Solar empowers clients to take control of their energy use and long-term finances. Homeowners can choose from flexible leasing, low-interest loans, or complete purchase plans—each designed to suit different budgets while maximizing savings and energy efficiency. These offerings allow families to go solar confidently, knowing they can access clear, cost-effective solutions tailored to their needs.

    One of the defining features of the Define Solar experience is access to a dedicated team of solar financial experts. These professionals work closely with every client to navigate incentives, tax credits, and payment structures—ensuring they fully understand the long-term economic advantages of going solar. From identifying the best plan to optimizing energy savings over time, the finance team turns complex decisions into confident choices.

    “We’re not just selling solar panels—we’re helping families make smart, future-focused investments,” said a spokesperson for Define Solar. “Our goal is to demystify solar financing and provide solutions that truly make sense for our customers.”

    The financial benefits of solar are undeniable. With rising utility costs and increased federal and state incentives, homeowners see significant monthly savings and long-term property value rises. Combine that with Define Solar’s high-efficiency equipment, and you will have a winning formula for sustainability and financial growth.

    As more families explore clean energy alternatives, Define Solar is a trusted partner for those ready to invest in a brighter, greener future. For more information, please visit https://definesolar.com/solar-plans.

    About Define Solar

    Define Solar, serving NJ and PA, specializes in professional solar installations with an unmatched commitment to communication, quality, and detail. With years of experience and a track record of helping numerous families, the company delivers reliable, world-class service. Every project is tailored to meet individual client needs, ensuring exceptional results.

    Media Contact
    Define Solar
    +1 856-724-2611
    solarcare@definesolar.com 

    The MIL Network

  • MIL-OSI: Diversified Royalty Corp. Announces First Quarter 2025 Results and Leadership Update

    Source: GlobeNewswire (MIL-OSI)

    VANCOUVER, British Columbia, May 14, 2025 (GLOBE NEWSWIRE) — Diversified Royalty Corp. (TSX: DIV and DIV.DB.A) (the “Corporation” or “DIV”) is pleased to announce its financial results for the three months ended March 31, 2025 (“Q1 2025”) and an update to its leadership structure.

    Highlights

    • The weighted average organic royalty growth1 of DIV’s diversified royalty portfolio was 4.9% in Q1 2025, compared to 6.0% for the three months ended March 31, 2024 (“Q1 2024”). The weighted average organic royalty growth1 on a consistent currency basis was 3.9% in Q1 2025, compared to 6.0% in Q1 2024.
    • Revenue was $15.6 million in Q1 2025, up 3.7%, compared to $15.1 million in Q1 2024.
    • Adjusted revenue1 was $17.0 million in Q1 2025, up 3.6%, compared to $16.4 million in Q1 2024.
    • Distributable cash1 was $11.1 million in Q1 2025, up 16.3%, compared to $9.6 million in Q1 2024.
    • Payout ratio1 was 93.8% in Q1 2025 on dividends of $0.0625 per share ($0.2500 per share annualized), compared to 97.2% in Q1 2024 on dividends of $0.0611 per share ($0.2444 per share annualized), which is an annualized growth of 2.3% in dividends year-over-year.

    First Quarter Commentary

    Sean Morrison, President and Chief Executive Officer of DIV stated, “The first quarter of 2025 once again saw a strong performance from our top royalty partner, Mr. Lube + Tires, which continues to produce strong growth across the system, generating SSSG6 of 9.5%. DIV’s other variable royalty partners generated mixed results with both Oxford and Mr. Mikes generating positive SSSG in Q1. DIV’s fixed royalty partners, Nurse Next Door, Stratus and BarBurrito made their fixed royalty payments. As previously announced, the deferral of 20% of Sutton’s royalties that began in the fourth quarter of 2024 will continue to the end of 2025, to help Sutton invest in the business, and build on the positive momentum that began in the last quarter. DIV continues to see a decrease in royalty income from AIR MILES® because of the continued softness across the AIR MILES® Rewards Program.”

    1. Adjusted revenue and distributable cash are non-IFRS financial measures, payout ratio is a non-IFRS ratio and weighted average organic royalty growth and Same-store-sales growth or SSSG is a supplementary financial measure – see “Non-IFRS Measures” below.

    First Quarter Results

        Three months ended March 31,  
    (000’s)     2025     2024  
    Mr. Lube + Tires   $ 7,180   $ 6,644  
    Stratusa     2,380     2,130  
    BarBurrito     2,129     2,100  
    Nurse Next Doorb     1,349     1,323  
    Oxford     1,249     1,182  
    Mr. Mikes     1,026     1,016  
    Sutton     899     1,096  
    AIR MILES®     756     892  
    Adjusted revenuec   $ 16,968   $ 16,383  

    a)   Stratus royalty income for the three months ended March 31, 2025, was US$1.7 million, translated at an average foreign exchange rate of $1.4344 to US$1 (March 31, 2024 – US$1.6 million, translated at a foreign exchange rate of $1.3483 to US$1).
    b)   Represents the DIV Royalty Entitlement plus management fees received from Nurse Next Door.
    c)   DIV Royalty Entitlement and adjusted revenue are non-IFRS financial measures and as such, do not have standardized meanings under IFRS. For additional information, refer to “Non-IFRS Measures” in this news release.

    In Q1 2025, DIV generated $15.6 million of revenue compared to $15.1 million in Q1 2024. After taking into account the DIV Royalty Entitlement2 (defined below) related to DIV’s royalty arrangements with Nurse Next Door, DIV’s adjusted revenue2 was $17.0 million in Q1 2025, compared to $16.4 million in Q1 2024. Adjusted revenue increased primarily due to positive SSSG2 (defined below) at Mr. Lube + Tires, Oxford and Mr. Mikes, the annual contractual increases at Stratus, Nurse Next Door and BarBurrito, partially offset by lower royalty income from AIR MILES® and Sutton’s 20% royalty deferral, all as discussed in further detail below.

    2. Adjusted revenue and DIV Royalty Entitlement are non-IFRS financial measures and SSSG are supplementary financial measures – see “Non-IFRS Measures” below.

    Royalty Partner Business Updates

    Mr. Lube + Tires: Mr. Lube + Tires generated SSSG3 of 9.5% for the Mr. Lube + Tires stores in the royalty pool for Q1 2025, compared to SSSG of 14.6% in Q1 2024. SSSG in the current period is primarily due to the sustained growth across the Mr. Lube + Tires system.

    3. Same-store-sales growth or SSSG is a supplementary financial measure – see “Non-IFRS Measures” below.

    Stratus: Royalty income from SBS Franchising LLC (“Stratus”) was $2.4 million (US$1.7 million translated at an average foreign exchange rate of $1.4344 to US$1.00) for Q1 2025. The fixed royalty payable by Stratus increases each November at a rate of 5% until and including November 2026 and 4% each November thereafter during the term of the license, with the most recent increase effective November 15, 2024.

    Nurse Next Door: The royalty entitlement to DIV (the “DIV Royalty Entitlement4”) from Nurse Next Door Professional Homecare Services Inc. (“Nurse Next Door”) was $1.3 million in Q1 2025. The DIV Royalty Entitlement from Nurse Next Door grows at a fixed rate of 2.0% per annum during the term of the license, with the most recent increase effective October 1, 2024.

    4. DIV Royalty Entitlement is a non-IFRS measure – see “Non-IFRS Measures” below.

    Mr. Mikes: SSSG5 for the Mr. Mikes Restaurants Corporation (“Mr. Mikes”) restaurants in the Mr. Mikes royalty pool was 1.5% in Q1 2025, compared to SSSG of -5.5% in Q1 2024. The higher SSSG percentage in the current period is due to an increase in restaurant guest traffic.

    Royalty income and management fees of $1.0 million were generated from Mr. Mikes for Q1 2025 and 2024, respectively.

    5. Same-store-sales growth or SSSG is a supplementary financial measure – see “Non-IFRS Measures” below.

    Oxford: The Oxford Learning Centres, Inc. (“Oxford”) locations in the Oxford royalty pool generated SSSG6 (on a constant currency basis) of 5.5% in Q1 2025, compared to SSSG -2.1% in Q1 2024. Oxford’s positive SSSG for the quarter is due to the solid performance of the Oxford system during the quarter.

    6. Same-store-sales growth or SSSG is a supplementary financial measure – see “Non-IFRS Measures” below.

    AIR MILES®: In Q1 2025, royalty income of $0.8 million was generated from the AIR MILES® Licenses compared to $0.9 million generated in Q1 2024, a decrease of 15.2% from the comparable quarter. The decrease is largely due to continued softness in the AIR MILES® Rewards Program.

    Sutton: In Q1 2025, royalty income of $0.9 million was generated from Sutton, which includes a 20% royalty deferral for Q1, 2025, compared to $1.1 million for Q1, 2024. The deferred royalties do not accrue interest and are due in full on December 31, 2027. The fixed royalty payable by Sutton increases at a rate of 2% per year, with the most recent increase effective July 1, 2024.

    BarBurrito: Royalty income from BarBurrito Restaurants Inc. (“BarBurrito”) was $2.1 million for Q1 2025. The royalty payable by BarBurrito initially grows at a fixed rate of 4% per annum each March from and including March 2025 to and including March 2030 and, commencing on January 1, 2031, will fluctuate based on the gross sales of the BarBurrito locations in the royalty pool.

    Distributable Cash and Dividends Declared

    In Q1 2025, distributable cash7 increased to $11.1 million ($0.0666 per share), compared to $9.6 million ($0.0629 per share), in Q1 2024. The increase in distributable cash per share7 for the quarter was primarily due to an increase in distributable cash, partially offset by a higher weighted average number of common shares outstanding7.

    In Q1 2025, the payout ratio7 was 93.8% on dividends of $0.0625 per share, compared to the payout ratio of 97.2% on dividends of $0.0611 per share for the same respective period in 2024. The decrease to the payout ratio was primarily due to higher distributable cash per share7, partially offset by higher dividends declared per share7.

    7. Distributable cash is a non-IFRS financial measure and distributable cash per share and payout ratio are non-IFRS ratios – see “Non-IFRS Measures” below.

    Net Income

    Net income for Q1 2025 was $8.0 million compared to net income of $7.5 million for the three months ended March 31, 2024. The increase in net income in Q1 2025, was primarily due to the higher adjusted revenues8, lower interest expenses and share-based compensation expenses, partially offset by higher salaries and benefits, income tax expenses, and other finance costs.

    8. Adjusted revenue is a non-IFRS financial measure – see “Non-IFRS Measures” below.

    Availability of Annual General Meeting Materials and Leadership Update

    The proxy-related materials for DIV’s upcoming Annual General meeting of shareholders  (the “Meeting”) to be held on Thursday, June 19, 2025 are now available and have been posted under DIV’s profile on SEDAR+ at www.sedarplus.com and on DIV’s website at: https://www.diversifiedroyaltycorp.com/investors/financial-and-regulatory-reports/financial-reports-2025/.

    At the Meeting, shareholders will be asked to: (i) receive the consolidated financial statements of DIV for the fiscal year ended December 31, 2024, together with the report of the auditors thereon, (ii) elect directors of the Corporation for the ensuing year, and (iii) appoint KPMG LLP as auditors of the Corporation for the ensuing year and to authorize the directors of the Corporation to fix their remuneration.

    The Board is pleased to nominate Sean Morrison, our President and Chief Executive Officer, for election to the Board, alongside the current directors. The Board is also pleased to announce the promotion of Greg Gutmanis from Chief Financial Officer and Vice President, Acquisitions, to President and Chief Financial Officer, effective July 1, 2025.

    In his expanded role, Greg will assume greater responsibility for DIV’s day-to-day operations, including oversight of our Royalty Partners’ businesses, identifying and executing new acquisition opportunities, and engaging with DIV’s shareholders and prospective investors. Greg has played a key role in DIV’s growth since its inception. He is widely recognized within Vancouver’s finance community, having received the 2020 BC CFO Award and being named one of Business in Vancouver’s “Top Forty Under 40” in 2017. During his tenure at DIV, Greg has managed approximately $400 million in equity and convertible debenture offerings and over $200 million in senior debt. Prior to joining DIV, he co-managed $165 million across two private equity funds and worked as an investment banker.

    Sean Morrison, stated, “Greg’s promotion to President and Chief Financial Officer is well deserved. I’ve had the pleasure of working with Greg for nearly 20 years in investment banking, private equity, and for the past decade at DIV. Greg is a consummate professional who continues to broaden his expertise and expand his leadership role each year. As continuing CFO and incoming President, I’m confident Greg will continue to grow his responsibilities, and I look forward to working closely with him to deliver value to DIV shareholders.”

    Sean will continue to lead DIV’s strategic direction and overall business as its Chief Executive Officer.

    About Diversified Royalty Corp.

    DIV is a multi-royalty corporation, engaged in the business of acquiring top-line royalties from well-managed multi-location businesses and franchisors in North America. DIV’s objective is to acquire predictable, growing royalty streams from a diverse group of multi-location businesses and franchisors.

    DIV currently owns the Mr. Lube + Tires, AIR MILES®, Sutton, Mr. Mikes, Nurse Next Door, Oxford Learning Centres, Stratus Building Solutions and BarBurrito trademarks. Mr. Lube + Tires is the leading quick lube service business in Canada, with locations across Canada. AIR MILES® is Canada’s largest coalition loyalty program. Sutton is among the leading residential real estate brokerage franchisor businesses in Canada. Mr. Mikes operates casual steakhouse restaurants primarily in western Canadian communities. Nurse Next Door is a home care provider with locations across Canada and the United States as well as in Australia. Oxford Learning Centres is one of Canada’s leading franchisee supplemental education services. Stratus Building Solutions is a leading commercial cleaning service franchise company providing comprehensive building cleaning, and office cleaning services primarily in the United States. BarBurrito is the largest quick service Mexican restaurant food chain in Canada.

    DIV’s objective is to increase cash flow per share by making accretive royalty purchases and through the growth of purchased royalties. DIV intends to continue to pay a predictable and stable monthly dividend to shareholders and increase the dividend over time, in each case as cash flow per share allows.

    Forward-Looking Statements

    Certain statements contained in this news release may constitute “forward-looking information” within the meaning of applicable securities laws that involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “intend”, “may”, “will”, ”project”, “should”, “believe”, “confident”, “plan” and “intend” and similar expressions are intended to identify forward-looking information, although not all forward-looking information contains these identifying words. Specifically, forward-looking information in this news release includes, but is not limited to, statements made in relation to: the deferral of Sutton Royalties continuing for the remainder of 2025 to help Sutton invest in the business and build on the positive momentum that began in the last quarter; the terms on which the deferred royalties are required to be paid by Sutton; the promotion of Greg Gutmanis to President and Chief Financial Officer effective July 1, 2025, and that Sean Morrisson will continue to lead DIV’s strategic direction and overall business as Chief Executive Officer; details of DIV’s upcoming Annual General Meeting; DIV’s intention to pay monthly dividends to shareholders; and DIV’s corporate objectives. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events, performance, or achievements of DIV to differ materially from those anticipated or implied by such forward-looking information. DIV believes that the expectations reflected in the forward-looking information included in this news release are reasonable but no assurance can be given that these expectations will prove to be correct. In particular, risks and uncertainties include: DIV’s royalty partners may not make their respective royalty payments to DIV, in whole or in part; the decline in royalties received under the AIR MILES® licenses could cause AM Royalties Limited Partnership (“AM LP”) to be required to make partial or full repayment of the outstanding principal amount under its credit agreement, or cause AM LP to be in default under its credit agreement; current positive trends being experienced by certain of DIV’s royalty partners (and their respective franchisees) may not continue and may regress, and negative trends experienced by certain of DIV’s Royalty Partners (including their respective franchisees) may continue and may regress; Sutton may not pay all deferred royalties in accordance with the timing required or at all; Sutton’s investment of the deferred royalties may not achieve their intended effects; Sutton may require further deferrals of royalties beyond those contemplated by the current deferral agreement; DIV and its royalty partners performance in the remainder of 2025 may not meet management’s expectations; DIV may not be able to make monthly dividend payments to the holders of its common shares; dividends are not guaranteed and may be reduced, suspended or terminated at any time; or DIV may not achieve any of its corporate objectives. Given these uncertainties, readers are cautioned that forward-looking information included in this news release is not a guarantee of future performance, and such forward-looking information should not be unduly relied upon. More information about the risks and uncertainties affecting DIV’s business and the businesses of its royalty partners can be found in the “Risk Factors” section of its Annual Information Form dated March 24, 2025 and in DIV’s management’s discussion and analysis for the three months ended March 31, 2025, copies of which are available under DIV’s profile on SEDAR+ at www.sedarplus.com.

    In formulating the forward-looking information contained herein, management has assumed that DIV will generate sufficient cash flows from its royalties to service its debt and pay dividends to shareholders; lenders will provide any necessary waivers required in order to allow DIV to continue to pay dividends; lenders will provide any other necessary covenant waivers to DIV and its royalty partners; the performance of DIV’s royalty partners will be consistent with DIV’s and its royalty partners’ respective expectations; recent positive trends for certain of DIV’s royalty partners (including their respective franchisees) will continue and not regress; current negative trends experienced by certain of DIV’s royalty partners (including their respective franchisees) will not materially regress; Sutton will pay all deferred royalties in accordance with the required timing in full and will not require further deferrals; Sutton’s investment of the deferred royalties will achieve its intended effects; the businesses of DIV’s respective royalty partners will not suffer any material adverse effect; and the business and economic conditions affecting DIV and its royalty partners will continue substantially in the ordinary course, including without limitation with respect to general industry conditions, general levels of economic activity and regulations. These assumptions, although considered reasonable by management at the time of preparation, may prove to be incorrect.

    All of the forward-looking information in this news release is qualified by these cautionary statements and other cautionary statements or factors contained herein, and there can be no assurance that the actual results or developments will be realized or, even if substantially realized, that it will have the expected consequences to, or effects on, DIV. The forward-looking information in this news release is made as of the date of this news release and DIV assumes no obligation to publicly update or revise such information to reflect new events or circumstances, except as may be required by applicable law.

    Non-IFRS Measures

    Management believes that disclosing certain non-IFRS financial measures, non-IFRS ratios and supplementary financial measures provides readers with important information regarding the Corporation’s financial performance and its ability to pay dividends and the performance of its royalty partners. By considering these measures in combination with the most closely comparable IFRS measure, management believes that investors are provided with additional and more useful information about the Corporation and its royalty partners than investors would have if they simply considered IFRS measures alone. The non-IFRS financial measures, non-IFRS ratios and supplementary financial measures do not have standardized meanings prescribed by IFRS and therefore are unlikely to be comparable to similar measures presented by other issuers. Investors are cautioned that non-IFRS measures should not be construed as a substitute or an alternative to net income or cash flows from operating activities as determined in accordance with IFRS.

    “Adjusted revenue”, “adjusted royalty income”, “DIV Royalty Entitlement” and “distributable cash” are used as non-IFRS financial measures in this news release.

    Adjusted revenue is calculated as royalty income plus DIV Royalty Entitlement and management fees. The following table reconciles adjusted revenue and adjusted royalty income to royalty income, the most directly comparable IFRS measure disclosed in the financial statements:

        Three months ended March 31,  
    (000’s)     2025     2024  
    Mr. Lube + Tires   $ 7,120   $ 6,585  
    Stratus     2,380     2,130  
    BarBurrito     2,108     2,080  
    Oxford     1,238     1,172  
    Mr. Mikes     1,015     1,006  
    Sutton     871     1,068  
    AIR MILES®     756     892  
    Royalty income   $ 15,488   $ 14,933  
    DIV Royalty Entitlement     1,329     1,303  
    Adjusted royalty income   $ 16,817   $ 16,236  
    Management fees     151     147  
    Adjusted revenue   $ 16,968   $ 16,383  
               

    For further details with respect to adjusted revenue and adjusted royalty income, refer to the subsection “Non-IFRS Financial Measures” under “Description of Non-IFRS Financial Measures, Non-IFRS Ratios and Supplementary Financial Measures” in the Corporation’s management’s discussion and analysis for the three months ended March 31, 2025, a copy of which is available on SEDAR+ at www.sedarplus.com.

    The most closely comparable IFRS measure to DIV Royalty Entitlement is “distributions received from NND LP”. DIV Royalty Entitlement is calculated as distributions received from NND LP, before any deduction for expenses incurred by NND Holdings Limited Partnership (“NND LP”), which expenses include legal, audit, tax and advisory services. Note that distributions received from NND LP is derived from the royalty paid by Nurse Next Door to NND LP. The following table reconciles DIV Royalty Entitlement to distributions received from NND LP in the financial statements:

        Three months ended March 31,  
    (000’s)     2025     2024  
    Distributions received from NND LP   $ 1,325   $ 1,300  
    Add: NND Royalties LP expenses     4     3  
    DIV Royalty Entitlement     1,329     1,303  
           
    Less: NND Royalties LP expenses     (4 )   (3 )
    DIV Royalty Entitlement, net of NND Royalties LP expenses   $ 1,325   $ 1,300  
           

    For further details with respect to DIV Royalty Entitlement, refer to the subsection “Non-IFRS Financial Measures” under “Description of Non-IFRS Financial Measures, Non-IFRS Ratios and Supplementary Financial Measures” in the Corporation’s management’s discussion and analysis for the three months ended March 31, 2025, a copy of which is available on SEDAR+ at www.sedarplus.com.

    The following table reconciles distributable cash to cash flows generated from operating activities, the most directly comparable IFRS measure disclosed in the financial statements:

        Three months ended March 31,  
    (000’s)     2025     2024  
           
    Cash flows generated from operating activities   $ 10,160   $ 10,850  
           
    Current tax expense     (1,719 )   (1,291 )
    Accrued interest on convertible debentures     (788 )   (788 )
    Accrued interest on bank loans     (374 )    
    Distributions on MRM units earned in current periods     (48 )   (41 )
    Mandatory principal payments on credit facilities         (628 )
    Payment of lease obligations     (28 )   (27 )
    NND LP expenses     (4 )   (3 )
    Accrued DIV Royalty Entitlement, net of distributions     4     3  
    Foreign exchange and other     49     42  
    Changes in working capital     850     263  
    Taxes paid     3,036     1,498  
    Note receivable         (305 )
    Distributable cash   $ 11,138   $ 9,573  


    For further details with respect to distributable cash, refer to the subsection “Non-IFRS Financial Measures” under “Description of Non-IFRS Financial Measures, Non-IFRS Ratios and Supplementary Financial Measures” in the Corporation’s management’s discussion and analysis for the three months ended March 31, 2025, a copy of which is available on SEDAR+ at
    www.sedarplus.com.

    “Distributable cash per share” and “payout ratio” are non-IFRS ratios that do not have a standardized meaning prescribed by IFRS, and therefore may not be comparable to similar ratios presented by other issuers. Distributable cash per share is defined as distributable cash, a non-IFRS measure, divided by the weighted average number of common shares outstanding during the period. The payout ratio is calculated by dividing the dividends per share during the period by the distributable cash per share, a non-IFRS measure, generated in that period. For further details, refer to the subsection entitled “Non-IFRS Ratios” under “Description of Non-IFRS Financial Measures, Non-IFRS Ratios and Supplementary Financial Measures” in the Corporation’s management’s discussion and analysis for the three months ended March 31, 2025, a copy of which is available on SEDAR+ at www.sedarplus.com.

    “Weighted average organic royalty growth” is the average same store sales growth percentage related to Mr. Lube + Tires, Oxford and Mr. Mikes plus the average increase in adjusted royalty income from AIR MILES®, Sutton (less 20% deferral in Q1, 2025), Nurse Next Door, BarBurrito and Stratus over the prior comparable period taking into account the percentage weighting of each royalty partner’s adjusted royalty income in proportion of the total adjusted royalty income for the period. Weighted average organic royalty growth is a supplementary financial measure and does not have a standardized meaning prescribed by IFRS. However, the Corporation believes that weighted average organic royalty growth is a useful measure as it provides investors with an indication of the change in year-over-year growth of each royalty partner, taking into account the percentage weighting of royalty partner’s growth in proportion of total growth, as applicable. The Corporation’s method of calculating weighted average organic royalty growth may differ from those of other issuers or companies and, accordingly, weighted average organic royalty growth may not be comparable to similar measures used by other issuers or companies.

    “Same store sales growth” or “SSSG” and “system sales” are supplementary financial measures and do not have standardized meanings prescribed by IFRS and therefore may not be comparable to similar measures presented by other issuers. SSSG and system sales figures are reported to DIV by its Royalty Partners – see “Third Party Information”. For further details, refer to the subsection entitled “Supplementary Financial Measures” under “Description of Non-IFRS Financial Measures, Non-IFRS Ratios and Supplementary Financial Measures” in the Corporation’s management’s discussion and analysis for the three months ended March 31, 2025, a copy of which is available on SEDAR+ at www.sedarplus.com.

    Third Party Information

    This news release includes information obtained from third party company filings and reports and other publicly available sources as well as financial statements and other reports provided to DIV by its royalty partners. Although DIV believes these sources to be generally reliable, such information cannot be verified with complete certainty. Accordingly, the accuracy and completeness of this information is not guaranteed. DIV has not independently verified any of the information from third party sources referred to in this news release nor ascertained the underlying assumptions relied upon by such sources.

    THE TORONTO STOCK EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR THE ACCURACY OF THIS RELEASE.

    Additional Information

    The information in this news release should be read in conjunction with DIV’s consolidated financial statements and management’s discussion and analysis (“MD&A”) for the three months ended March 31, 2025, which are available on SEDAR+ at www.sedarplus.com.

    Additional information relating to the Corporation and other public filings, is available on SEDAR+ at www.sedarplus.com.

    Contact:
    Sean Morrison, President and Chief Executive Officer
    Diversified Royalty Corp.
    (236) 521-8470

    Greg Gutmanis, Chief Financial Officer and VP Acquisitions
    Diversified Royalty Corp.
    (236) 521-8471

    The MIL Network

  • MIL-OSI: MATTR Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    TORONTO, May 14, 2025 (GLOBE NEWSWIRE) — Mattr Corp. (“Mattr” or the “Company”) (TSX: MATR) reported today its operational and financial results for the three months ended March 31, 2025. This press release should be read in conjunction with the Company’s Management Discussion and Analysis (“MD&A”) and interim consolidated financial statements for the three months ended March 31, 2025, which are available on the Company’s website and at www.sedarplus.com.

    Highlights include1:

    • On January 2, 2025, the Company completed its acquisition of AmerCable® Incorporated (“AmerCable”), a U.S. manufacturer of highly engineered wire and cable solutions for the net purchase price of US$283 million, equivalent to approximately CAD $407 million based on the USD-CAD exchange rate as of December 31, 2024 which includes the contractual purchase price, initial working capital adjustments, and US$19.3 million of cash in the business. This transaction is still subject to final net working capital adjustments. AmerCable is now reported under the Company’s Connection Technologies segment;
    • On a consolidated basis (including Continuing Operations and Discontinued Operations), Mattr reported revenue of $343 million, net income of $53 million, Adjusted EBITDA2 of $54 million, diluted Earnings Per Share (“EPS”) of 0.84 and diluted Adjusted EPS2 of $0.34. Results are inclusive of Modernization, Expansion and Optimization (“MEO”)2 costs of $2.7 million incurred during the quarter;
    • During the first quarter of 2025, Mattr’s Continuing Operations (including AmerCable) delivered revenue of $320 million, operating income of $18 million and Adjusted EBITDA of $47 million, an 80% increase compared to the first quarter of 2024;
    • The Connection Technologies segment’s first quarter revenue increased by 106% to $187 million compared to $91 million in the prior year’s quarter. Operating income increased by 24% to $18 million compared to $15 million in the prior year’s quarter and Adjusted EBITDA from the segment was $30 million, a 73% increase compared to the first quarter of 2024;
    • The Composite Technologies segment’s first quarter revenue increased by 11% to $133 million compared to $119 million in the prior year’s quarter. Operating income increased by 219% to $13 million compared to $4 million in the prior year’s quarter and Adjusted EBITDA from the segment was $21 million, a 40% increase compared to the first quarter of 2024;
    • During the first quarter of 2025, Discontinued Operations generated revenue of $23 million, operating income of $7 million and Adjusted EBITDA of $7 million; and
    • During the first quarter of 2025, the Company committed $11.6 million to new capital expenditures while outlaying approximately $24.1 million in cash, including previously accrued amounts, to support long-term growth in its Composite Technologies and Connection Technologies segments. The Company also repurchased approximately 1.0 million of its common shares for a total repurchase price of $11 million under its normal course issuer bid (“NCIB”). Subsequent to the quarter and as of April 30, 2025, the Company has repurchased 313,800 shares for an aggregate repurchase price of approximately $3.0 million.

    ______________________________
    1. The Company’s consolidated financial statements for the three months ended March 31, 2025, report Continuing Operations as the Company’s Composite Technologies and Connection Technologies reporting segments and Financial and Corporate. Discontinued Operations include Company’s Thermotite business, its final remaining pipe coating business. Total consolidated figures include figures from both Continuing Operations and Discontinued Operations
    2. Adjusted EBITDA, Adjusted EBITDA margin, and Adjusted EPS are non-GAAP measures. MEO costs is a supplementary financial measure. Non-GAAP measures and supplementary financial measures do not have standardized meanings prescribed by GAAP and are not necessarily comparable to similar measures provided by other companies. See “Section 5.0 – Reconciliation of Non-GAAP Measures” for further details and a reconciliation of these non-GAAP measures.

    “The first quarter of 2025 saw Mattr leverage its unique product portfolio to deliver strong business performance despite geopolitically driven uncertainty across many end markets,” said Mike Reeves, Mattr’s President & CEO. “With customer adoption of recently released technologies accelerating, robust performance from AmerCable in its first quarter as a Mattr brand, and newly established manufacturing facilities operating at improved levels of efficiency, Q1 saw meaningful year-over-year expansion of both revenue and Adjusted EBITDA generation within both operating segments.”

    “Mattr benefitted modestly during the first quarter from acceleration of purchasing decisions by some customers ahead of early April US tariff announcements.  While Mattr’s own USMCA compliant products were not directly impacted by these announcements, the uncertain outlook for global trade and macro-economic conditions has undoubtedly impacted customer confidence across much of the critical infrastructure landscape. Consequently, the Company currently expects demand for its products during the second quarter of 2025, and likely beyond, will be unfavorably impacted.  While the full year business impact remains unclear, we currently anticipate the second quarter of 2025 will see Mattr’s revenue and Adjusted EBITDA move lower sequentially.”

    Mr. Reeves continued, “While the Company cannot control the business environment within which it operates, in recent history the talented teams across our organization have proven nimble, resilient and cost-conscious in the face of challenging conditions.  As demonstrated by our first quarter performance, Mattr’s technology driven products, differentiated positioning in key markets, strong customer value proposition and rebalanced, modernized manufacturing footprint create the opportunity for market outperformance, regardless of prevailing conditions.”

    Mr. Reeves concluded, “Our hard-earned balance sheet strength enables Mattr to navigate market uncertainties with confidence, remaining committed to technology development, to enhancing cost and operational efficiency across the organization, to extracting commercial synergies from our newly expanded wire and cable portfolio and to creating long-term value for our shareholders, including via additional accretive acquisitions and the continued repurchase of shares under our NCIB.”

    Selected Financial Highlights    
           
        Three Months Ended
        March 31,
        2025   2024    
      (in thousands of Canadian dollars, except per share amounts and percentages) $ % $   %
      Revenue 320,120   210,039    
      Gross Profit 83,618 26% 59,768   28%
      Operating Income from Continuing Operations (a) 18,441 6% 4,029   2%
      Net Income (Loss) from Continuing Operations 48,069   (2,145 )  
      Net Income (Loss) from Discontinued Operations 4,657   (3,494 )  
      Net Income (Loss) for the period 52,726   (5,639 )  
      Earnings per share:          
      Basic 0.84   (0.09 )  
      Diluted 0.84   (0.09 )  
      Adjusted EBITDA from Continuing Operations (b) 46,554 15% 25,827   12%
      Adjusted EBITDA from Discontinued Operations (b) 7,477 32% 4,242   29%
      Total Consolidated Adjusted EBITDA from Operations (b) 54,031 16% 30,069   13%
      Total Consolidated Adjusted EPS from Operations (b)          
      Basic 0.34   0.16    
      Diluted 0.34   0.16    
    (a) Operating income for the three months ended March 31, 2025, includes no restructuring costs and other net, while operating loss for the three months ended March 31, 2024, includes $3.2 million restructuring costs and other net.
    (b) Adjusted EBITDA, adjusted EBITDA margins and Adjusted EPS are non-GAAP measures. Non-GAAP measures do not have standardized meanings under GAAP and are not necessarily comparable to similar measures provided by other companies. See “Section 5.0 – Reconciliation of Non-GAAP Measures” for further details and a reconciliation of these non-GAAP measures.
       

    1.0 FIRST QUARTER HIGHLIGHTS

    On January 2, 2025, the Company, through its subsidiary, successfully completed the acquisition of AmerCable, a U.S.-based manufacturer of highly engineered wire and cable solutions, from Nexans USA Inc. AmerCable has been incorporated into Mattr’s Connection Technologies segment, which is now the largest segment in its portfolio. The Company paid US$283 million, equivalent to approximately CAD $407 million based on the USD-CAD exchange rate as of December 31, 2024 which includes the contractual purchase price, initial working capital adjustments, and US$19.3 million of cash in the business. The final working capital adjustment is anticipated to be completed during the second half of the year.

    During the first quarter of 2025, the Company delivered $320.1 million in revenue from Continuing Operations, a $110.1 million or a 52.4% increase from the same quarter of 2024. The Company’s operating income from Continuing Operations in the first quarter of 2025 was $18.4 million, an increase of $14.4 million, or 357.7%, compared to the first quarter of 2024. Adjusted EBITDA from Continuing Operations was $46.6 million during the first quarter of 2025, an increase of $20.7 million, or 80.3%, compared to the first quarter of 2024. These favorable movements as compared to the prior year period were driven by the addition of AmerCable and strong performance across most business lines, despite the economic uncertainties arising from tariff announcements.

    The first quarter of 2025 results include $9.5 million in costs associated with the acquisition of AmerCable including the impact of $4.2 million of costs related to the non-cash inventory fair value adjustment, which was part of AmerCable purchase price allocation accounting. The Company’s financial results in the first quarter of 2025 also include the impact of $2.7 million in MEO costs related to the Company’s ongoing MEO strategy and is similar to the $2.7 million of MEO costs recorded in the first quarter of 2024. Additionally, the Company recorded a recovery of $2.2 million in share-based incentive compensation against operating income from Continuing Operations during the first quarter of 2025 driven by the change in the Company’s share price. Comparatively, operating income from Continuing Operations in the prior year’s first quarter included an expense of $7.6 million in share-based incentive compensation.

    As at March 31, 2025, the Company had cash and cash equivalents totaling $52.7 million, a decrease from $502.5 million as at December 31, 2024 which included restricted cash. The decrease in cash compared to the year-end 2024 was largely attributable to closing and funding the AmerCable acquisition during the quarter.

    Selected Segment Financial Highlights        
             
        Three Months Ended
        March 31,
        2025       2024    
      (in thousands of Canadian dollars) $     % $   %
      Revenue              
      Connection Technologies 187,346       90,757    
      Composite Technologies 132,774       119,282    
      Revenue from Continuing Operations 320,120       210,039    
      Revenue from Discontinued Operations 23,301       14,422    
      Operating Income (Loss)              
      Connection Technologies 18,041     10% 14,543   16%
      Composite Technologies 12,807     10% 4,017   3%
      Financial and Corporate (12,407 )     (14,531 )  
      Operating Income from Continuing Operations 18,441       4,029    
      Operating Income from Discontinued Operations 7,493       3,696    
      Adjusted EBITDA (a)              
      Connection Technologies 30,461     16% 17,617   19%
      Composite Technologies 21,038     16% 15,008   13%
      Financial and Corporate (4,945 )     (6,798 )  
      Adjusted EBITDA from Continuing Operations (a) 46,554     15% 25,827   12%
      Adjusted EBITDA from Discontinued Operations (a) 7,477     32% 4,242   29%
    a) Adjusted EBITDA is non-GAAP measures. Non-GAAP measures do not have standardized meanings under GAAP and are not necessarily comparable to similar measures provided by other companies. See “Section 5.0 – Reconciliation of Non-GAAP Measures” for further details and a reconciliation of these non-GAAP measures.
       

    The Connection Technologies segment now includes the Company’s Shawflex, AmerCable and DSG-Canusa business lines, and delivered revenue of $187.3 million in the first quarter of 2025, a new first quarter record and an increase of $96.6 million when compared to the first quarter of 2024. Its operating income in the first quarter of 2025 was $18.0 million compared to $14.5 million in the first quarter of 2024. The segment delivered Adjusted EBITDA of $30.5 million during the first quarter of 2025, a $12.8 million increase versus the prior year quarter. This was the first quarter the Company’s business included AmerCable’s financial results, which significantly contributed to the increased financial performance in the Connection Technologies segment as compared to the first quarter of 2024. The AmerCable business line contributed strong performance across its end markets in the first quarter of 2025, particularly the mining sector. The Connection Technologies segment results include a $4.2 million impact from non-cash inventory fair value adjustment as part of AmerCable purchase price allocation accounting, which is added back for Adjusted EBITDA purposes. The segment successfully completed all expected first-quarter AmerCable business onboarding activities.

    Consolidated revenue generation in the segment’s wire and cable businesses (Shawflex and AmerCable) was strongly favorable compared to the prior year, driven primarily by increases in the mining, energy and industrial sectors, partially offset by weaker sales into infrastructure applications, driven by customer project timing.

    DSG-Canusa revenue increased marginally compared to the prior year period, primarily driven by higher sales into automotive end markets in North America as the Company gained market share despite a backdrop of reduced global automotive production during the quarter.

    Year-over-year increases in segment operating income and Adjusted EBITDA were primarily driven by the addition of AmerCable, partially offset by $2.7 million of non-capitalizable MEO costs associated with the bifurcation and relocation of its North American footprint. This compares to $0.4 million of MEO cost recognized in the prior year period.

    The Composite Technologies segment contains the Company’s Flexpipe® and Xerxes® business lines and delivered revenue of $132.8 million in the first quarter of 2025, an increase of $13.5 million, or 11.3%, compared to the first quarter of 2024. Operating income for the segment in the first quarter of 2025 was $12.8 million, an $8.8 million increase from the $4.0 million reported in the first quarter of 2024.

    North American Flexpipe revenue increased compared to the same period in the prior year, despite significantly reduced North American completion activity, as the Company continued to secure new customers and further penetrate the large diameter product market. The business also benefitted from some customers accelerating purchases ahead of potential tariff announcements. International revenue was lower year-over-year, primarily due to the timing of orders and deliveries, with the prior-year period benefiting from a significant shipment to the Middle East.

    Within Xerxes, first-quarter revenue exceeded the prior-year period, primarily driven by increased sales of Fiberglass Reinforced Plastic (FRP) tanks for retail fuel applications and Hydrochain products for storm water management applications.

    Adjusted EBITDA for the Composite Technologies segment in the first quarter of 2025 was $21.0 million, an increase of $6.0 million from the $15.0 million reported in the first quarter of 2024. This increase was primarily driven by higher gross profit resulting from increased revenue. This was partially offset by a slight decline in gross margin, reflecting a change in product mix and increased freight expenses associated with pre-emptive relocation of inventory into the U.S. to mitigate potential tariff impacts. The segment did not incur any non-capitalizable MEO costs in the first quarter of 2025, as the new production facilities for Flexpipe and Xerxes were fully set up and operational, compared to $2.3 million of MEO costs incurred during the first quarter of 2024 for the setup of these production sites.

    Discontinued Operations generated revenue of $23.3 million and $7.5 million of Adjusted EBITDA during the first quarter of 2025 compared to $14.4 million in revenue and $4.2 million of Adjusted EBITDA during the first quarter of 2024.

    2.0 OUTLOOK

    The Company acknowledges that extreme uncertainty exists regarding the magnitude and duration of tariffs impacting the movement of goods between the US and other countries, and the business and economic consequences arising from such tariffs. The Company currently manufactures products in the US and/or Canada that are sold cross-border in all of its business units and imports raw materials and component parts for the production of its products. The Company also sources raw materials from other countries that are currently subject to or may in the future become subject to tariffs by the United States government. The Company continues to diversify its supply chain and has secured sources based in several different countries for a majority of its raw material needs. The Company remains vigilant and prepared to take additional mitigation actions as needed, including raising the selling prices of its products where necessary and permitted under its contractual arrangements. The related economic uncertainty may also cause customers to pause or cancel investment decisions, which could impact overall near-term demand for the Company’s products in certain end markets. The outlook below includes the Company’s current visibility of the potential impact of tariffs. Despite near and medium term geopolitical and macroeconomic challenges, the Company remains positive on the long-term outlook and macro drivers for its products.

    • The Company has largely completed its disposition of non-core assets and the modernization, expansion and optimization of its North American production network, with the remaining sale of its Brazilian pipe coating business expected to close around mid 2025 and the relocation of its Shawflex manufacturing site expected to be completed at the end of the second quarter of 2025.  MEO costs are expected to be $5 to $7 million in the second quarter and will mark the completion of the MEO expense recognition program by the Company. Consequently, over the course of 2025, Mattr is expected to return to more normalized operations, with a primary focus on delivering value from its restructured operational footprint while also ensuring full integration and optimization of AmerCable following its acquisition.
    • The Company currently anticipates revenue and Adjusted EBITDA from Continuing Operations in the second quarter of the year to fall below the first quarter of 2025, including the recognition of MEO costs during the second quarter within its Connection Technologies segment. The Company observed some accelerated customer purchasing activity during the first quarter – primarily in its Flexpipe business – as a result of tariff uncertainty, and amid this uncertainty, the Company currently anticipates some customer purchasing decisions in the second quarter and beyond may be delayed or reduced.
    • The Company currently anticipates sales from its Xerxes fuel and water products in the second quarter of 2025 will rise modestly compared to the first quarter as conditions become more favorable for underground installation activity. Production efficiency from the business’s recently established South Carolina site is expected to evolve favorably over the remainder of 2025.
    • The Company currently anticipates sales of its Flexpipe products in the second quarter of 2025 will be lower than the first quarter, as modestly higher international shipments and continued North American market share gains are likely offset by further reductions in North American completion activity, driven by tariff uncertainty and lower oil prices. Production efficiency from the business’s recently established Texas site is expected to evolve favorably over the remainder of 2025.
    • The Company currently anticipates sales of its DSG-Canusa products in the second quarter of 2025 will be similar to the first quarter, as lower activity from its automotive customers is expected to be offset by new customer capture and new product introduction. The production efficiency from the business’s recently established Ohio site is expected to evolve favorably over the remaining course of 2025.
    • The Company currently anticipates sales of Shawflex and AmerCable wire and cable products in the second quarter of 2025 will decline compared to the first quarter, driven primarily by lower deliveries into specific industrial, mining and energy applications, partially offset by higher deliveries into infrastructure applications. The timing of specific deliveries within the AmerCable business drove a particularly strong result during the first quarter, which is still expected to be the strongest quarter of 2025 for this business. Copper price volatility has also increased since the start of the year and is being closely monitored to ensure the impacts arising from any rapid movements are minimized.
    • The Company has successfully leveraged Shawflex resources to secure early confirmation of US and Canadian customer appetite to utilize AmerCable’s medium voltage products in specific industrial applications and continues to anticipate initial, modest benefits from these expected industrial sector commercial synergies will commence in the second half of 2025. Key AmerCable related factors impacting Connection Technology segment results to date, and going forward, include:
      • The Company incurred approximately $1 million of non-routine onboarding expenses related to the acquisition of AmerCable in the first quarter, and expects additional expenses of up to $4 million over the remainder of 2025. These costs are added back for the calculation of  Adjusted EBITDA.
      • The revaluation of AmerCable’s inventory to fair value as part of the purchase price allocation accounting is expected to temporarily lower gross margins in the first half of the year as the inventory is sold. These costs are added back for the calculation of  Adjusted EBITDA.
      • The recognition of intangible assets, including goodwill, customer relationships and trade names as part of the AmerCable purchase price allocation accounting and the corresponding amortization of these assets will impact reported earnings. However, these are non-cash expenses and do not impact the Company’s underlying operational performance or cash flow.
    • While the Company expects to maintain its “all of the above” approach to capital allocation, with the acquisition of AmerCable and the majority of its large organic MEO projects completed, the Company’s capital deployment in 2025 is expected to focus more heavily on debt repayment and activity under its NCIB.  The Company currently anticipates total full year capital expenditures will be $60-$70 million, with approximately $15 million of such amount allocated to maintenance capital, and the remaining amounts allocated to growth projects, including completion of the remaining MEO projects. Given the elevated geopolitical uncertainty, the Company continues to evaluate market conditions and remains prepared to adjust its capital program and spend as needed.
    • The Company has moved above its normal net-debt-to-Adjusted EBITDA ratio target of 2.0 times, including leases, as a result of its acquisition of AmerCable. Through prioritization of debt repayment, the Company currently expects to move back below its normal target ratio within 12 to 18 months of the acquisition date.

    3.0 CONFERENCE CALL AND ADDITIONAL INFORMATION

    Mattr will be hosting a Shareholder and Analyst Conference Call and Webcast on Thursday, May 15th, 2025 at 9:00 AM ET, which will discuss the Company’s First Quarter 2025 Financial Results. To participate via telephone, please register at https://register-conf.media-server.com/register/BI28b49f607d3649d1b1fc5343ae8247b0 and a telephone number and pin will be provided.

    Alternatively, please go to the following website address to participate via webcast: https://edge.media-server.com/mmc/p/gd2jsma9. The webcast recording will be available within 24 hours of the live presentation and will be accessible for 90 days.

    About Mattr

    Mattr is a growth-oriented, global materials technology company broadly serving critical infrastructure markets, including transportation, communication, water management, energy and electrification. The Company operates through a network of fixed manufacturing facilities. Its two business segments, Composite Technologies and Connection Technologies, enable responsible renewal and enhancement of critical infrastructure.

    For further information, please contact:

    Meghan MacEachern
    VP, Investor Relations & External Communications
    Tel: 437-341-1848
    Email: meghan.maceachern@mattr.com
    Website: www.mattr.com

    Source: Mattr Corp.
    Mattr.ER

    4.0 FORWARD-LOOKING INFORMATION

    This news release includes certain statements that reflect management’s expectations and objectives for the Company’s future performance, opportunities and growth, which statements constitute “forward-looking information” and “forward-looking statements” (collectively “forward-looking information”) under applicable securities laws. Such statements, other than statements of historical fact, are predictive in nature or depend on future events or conditions. Forward-looking information involves estimates, assumptions, judgements and uncertainties. These statements may be identified by the use of forward-looking terminology such as “may”, “will”, “should”, “anticipate”, “expect”, “believe”, “predict”, “estimate”, “continue”, “intend”, “plan” and variations of these words or other similar expressions.

    Specifically, this news release includes forward-looking in-formation in the Outlook Section and elsewhere in respect of, among other things: the ability of the Company to deliver higher returns to all shareholders; the Company’s ability to deliver customer and shareholder value expansion; the expected timing for the closing of the sale of Thermotite; the gross sale proceeds of the sale of Thermotite; the anticipated timing for the final working capital adjustment for the AmerCable acquisition; the expected timing of the relocation of the Shawflex manufacturing site; the expected amount of MEO costs to be incurred in the second quarter of 2025; the expected completion of the MEO expense recognition program; the return to more normalized operations in the remainder of 2025; the decline in consolidated revenue and Adjusted EBITDA in the second quarter of 2025; the anticipated customer purchasing decisions in the second quarter of 2025 and beyond; the impact of tariffs implemented by the U.S. administration, including on the demand for the Company’s products in the second quarter of 2025 and beyond; increased sales from Xerxes fuel and water products in the second quarter of 2025; sales of Flexpipe products in the second quarter of 2025; the volume of sales of Shawflex, AmerCable and DSG-Canusa products in the second quarter of 2025; the impact of new DSG-Canusa product introduction; the impact of lower activity of automotive customers; the level of efficiency in the Company’s recently established production facilities, including the Xerxes South Carolina facility, the Flexpipe Texas facility, and the DSG-Canusa Ohio facility; the Company’s approach to capital allocation and expected capital deployment, including debt repayment and activity under the Company’s normal course issuer bid (“NCIB”).

    Forward-looking information involves known and unknown risks and uncertainties that could cause actual results to differ materially from those predicted by the forward-looking information. Readers are cautioned not to place undue reliance on forward-looking information as a number of factors could cause actual events, results and prospects to differ materially from those expressed in or implied by the forward-looking information. Significant risks facing the Company include but are not limited to the risks and uncertainties described in the Company’s Management’s Discussion and Analysis under “Risks and Uncertainties” and in the Company’s Annual Information Form (“AIF”) under “Risk Factors”.

    These statements of forward-looking information are based on assumptions, estimates and analysis made by management in light of its experience and perception of trends, current conditions and expected developments as well as other factors believed to be reasonable and relevant in the circumstances. These assumptions include those in respect of: the scale and duration of North American trade tariffs; expectations for demand for the Company’s products; sales trends for the Company’s products; North American onshore oilfield customer spending; the Company’s ability to increase efficiency in its newly established manufacturing facilities; the effectiveness of modernization, expansion and optimization efforts; the Company’s cash flow generation and growth outlook; activity levels across the Company’s business segments; the Company’s ability to manage supply chain disruptions and other business impacts caused by, among other things, current or future geopolitical events, conflicts, or disruptions, such as the conflict in Ukraine and related sanctions on Russia; the impact of the Russia and Ukraine conflict on the Company’s demand for products and the strength of its and its customers supply chains; the current Israel-Palestine conflict; the impact of changing interest rates and levels of inflation; regular, seasonal impacts on the Company’s businesses, including in the fiberglass reinforced plastic (“FRP”) tanks business and composite pipe business; expectations regarding the Company’s ability to attract new customers and develop and maintain relationships with existing customers; the continued availability of funding required to meet the Company’s anticipated operating and capital expenditure requirements over time; consistent competitive intensity in the business in which the Company operates; no significant or unexpected legal or regulatory developments, other shifts in economic conditions, or macro changes in the competitive environment affecting the Company’s business activities; key interest rates remaining relatively stable through the remainder of 2025; the accuracy of the forecast data from the Company’s North American convenience store customers; the accuracy of market indicators in determining industry health for AmerCable’s products, such as commodity prices, housing starts, and GDP; the impact of federal stimulus packages in the Connection Technologies reporting segment; heightened demand for electric and hybrid vehicles and for electronic content within those vehicles particularly in the Asia Pacific, Europe and Africa regions; heightened infrastructure spending in Canada, including in respect of commercial and municipal water projects, nuclear plant refurbishment and upgraded communication and transportation networks, communication networks and nuclear refurbishments; sustained health of oil and gas producers; the continued global need to renew and expand critical infrastructure, including energy generation and distribution, electrification, transportation network enhancement and storm management; the Company’s ability to execute projects under contract; the Company’s continuing ability to provide new and enhanced product offerings to its customers; that the Company will identify and successfully execute on opportunities for acquisitions or investments; the higher level of investment in working capital by the Company; the easing of supply chain shortages and the continued supply of and stable pricing or the ability to pass on higher prices to the Company’s customers for commodities used by the Company; the availability of personnel resources sufficient for the Company to operate its businesses; the maintenance of operations by the Company in major oil and gas producing regions; the adequacy of the Company’s existing accruals in respect of environmental compliance and in respect of litigation and tax matters and other claims generally; the impact of adoption of artificial intelligence and other machine learning on competition in the industries which the Company operates; the Company’s ability to meet its financial objectives; the ability of the Company to satisfy all covenants under its Credit Facility (as defined herein) and other debt obligations and having sufficient liquidity to fund its obligations and planned initiatives; and the availability, commercial viability and scalability of the Company’s greenhouse gas emission reduction strategies and related technology and products, and the anticipated costs and impacts on the Company’s operations and financial results of adopting these technologies or strategies. The Company believes that the expectations reflected in the forward-looking information are based on reasonable assumptions in light of currently available information. However, should one or more risks materialize, or should any assumptions prove incorrect, then actual results could vary materially from those expressed or implied in the forward-looking information included in this news release and the Company can give no assurance that such expectations will be achieved.

    When considering the forward-looking information in making decisions with respect to the Company, readers should carefully consider the foregoing factors and other uncertainties and potential events. The Company does not assume the obligation to revise or update forward-looking information after the date of this news release or to revise it to reflect the occurrence of future unanticipated events, except as may be required under applicable securities laws.

    To the extent any forward-looking information in this news release constitutes future oriented financial information or financial outlooks, within the meaning of securities laws, such information is being provided to demonstrate the potential of the Company and readers are cautioned that this information may not be appropriate for any other purpose. Future oriented financial information and financial outlooks, as with forward-looking information generally, are based on the assumptions and subject to the risks noted above.

    5.0 RECONCILIATION OF NON-GAAP MEASURES

    The Company reports on certain non-GAAP and other financial measures that are used to evaluate its performance and segments, as well as to determine compliance with debt covenants and to manage its capital structure. These non-GAAP and other financial measures do not have standardized meanings under IFRS and are not necessarily comparable to similar measures provided by other companies. The Company discloses these measures because it believes that they provide further information and assist readers in understanding the results of the Company’s operations and financial position. These measures should not be considered in isolation or used in substitution for other measures of performance prepared in accordance with GAAP. The following is a reconciliation of the non-GAAP measures reported by the Company.  

    EBITDA and Adjusted EBITDA

    EBITDA is a non-GAAP measure defined as earnings before interest, income taxes, depreciation and amortization. Adjusted EBITDA is also a non-GAAP measure defined as EBITDA adjusted for items which do not impact day to day operations. Adjusted EBITDA is calculated by adding back to EBITDA the sum of impairments, costs associated with refinancing of long-term debt and credit facilities, gain on sale of land and other, gain on sale of investment in associates, gain on sale of operating unit, acquisition costs, restructuring costs, share-based incentive compensation cost, foreign exchange (gain) loss and other, net, hyperinflationary adjustments and the impact of transactions that are outside the Company’s normal course of business or day to day operations. The Company believes that EBITDA and Adjusted EBITDA are useful supplemental measures that provide a meaningful indication of the Company’s results from principal business activities prior to the consideration of how these activities are financed or the tax impacts in various jurisdictions and for comparing its operating performance with the performance of other companies that have different financing, capital or tax structures. The Company presents Adjusted EBITDA as a measure of EBITDA that excludes the effect of transactions that fall outside the Company’s ordinary course of business or routine operations. Adjusted EBITDA is used by many analysts as one of several important analytical tools to evaluate financial performance and is a key metric in business valuations. It is also considered important by lenders to the Company and is included in the financial covenants of the Credit Facility.

        Three Months Ended  
          March 31,     March 31,  
      (in thousands of Canadian dollars)   2025     2024  
                   
      Net Income (Loss) from Continuing Operations $ 48,069   $ (2,145 )
                   
      Add:            
      Income tax expense   (38,858 )   3,948  
      Finance costs, net   9,230     2,226  
      Amortization of property, plant and equipment, intangible assets and ROU assets   16,883     8,568  
      EBITDA from Continuing Operations   35,324     12,597  
                   
      Share-based incentive compensation (recovery) cost   (2,192 )   7,632  
      Foreign exchange loss   3,907     2,397  
      Restructuring costs and other, net       3,201  
      Cost associated with acquisition (a)   5,320      
      Non-cash impact from inventory fair value adjustment (b)   4,195      
      Adjusted EBITDA from Continuing Operations $ 46,554   $ 25,827  
    a) Costs associated with the acquisition of AmerCable Incorporated.    
    b) Cost of goods sold impact from purchase price allocation accounting adjustment on acquired inventory from AmerCable acquisition.   
    Connection Technologies Segment      
           
        Three Months Ended
          March 31,     March 31,  
      (in thousands of Canadian dollars)   2025     2024  
                   
      Operating Income $ 18,041   $ 14,543  
                   
      Add:            
      Amortization of property, plant and equipment, intangible assets and ROU assets   7,619     1,722  
      EBITDA   25,660     16,265  
                   
      Share-based incentive compensation (recovery) cost   (368 )   1,319  
      Restructuring costs and other, net       33  
      Cost associated with acquisition (a)   974      
      Non-cash impact from inventory fair value adjustment (b)   4,195      
      Adjusted EBITDA $ 30,461   $ 17,617  
    a) Costs associated with the acquisition of AmerCable Incorporated.    
    b) Cost of goods sold impact from purchase price allocation accounting adjustment on acquired inventory from AmerCable acquisition. 
    Composite Technologies Segment      
             
        Three Months Ended
          March 31,     March 31,  
      (in thousands of Canadian dollars)   2025     2024  
                   
      Operating Income $ 12,807   $ 4,017  
                   
      Add:            
      Amortization of property, plant and equipment, intangible assets and ROU assets   8,667     6,371  
      EBITDA   21,474     10,388  
                   
      Share-based incentive compensation (recovery) cost   (436 )   1,452  
      Restructuring costs and other, net       3,168  
      Adjusted EBITDA $ 21,038   $ 15,008  
    Financial and Corporate      
           
        Three Months Ended  
          March 31,     March 31,  
      (in thousands of Canadian dollars)   2025     2024  
                   
      Operating Loss $ (12,407 ) $ (14,531 )
                   
      Add:            
      Cost associated with repayment and modification of long-term debt        
      Amortization of property, plant and equipment, intangible assets and ROU assets   597     475  
      EBITDA   (11,810 )   (14,056 )
                   
      Share-based incentive compensation (recovery) cost   (1,388 )   4,861  
      Foreign exchange loss   3,907     2,397  
      Cost associated with acquisition (a)   4,346      
      Adjusted EBITDA $ (4,945 ) $ (6,798 )
    a) Costs associated with the acquisition of AmerCable Incorporated.    
    Discontinued Operations      
             
        Three Months Ended  
          March 31,     March 31,  
      (in thousands of Canadian dollars)   2025     2024  
                   
      Net Income (Loss) from Discontinued Operations $ 4,657   $ (3,494 )
                   
      Add:            
      Income tax (recovery) expense   2,998     1,869  
      Finance costs, net recovery   (162 )   (84 )
      Amortization of property, plant and equipment, intangible assets and ROU assets       428  
      EBITDA from Discontinued Operations   7,493     (1,281 )
                   
      Foreign exchange (gain) loss   (16 )   118  
      Loss on sale of operating unit and subsidiary       5,405  
      Adjusted EBITDA from Discontinued Operations $ 7,477   $ 4,242  
    Total Consolidated Mattr (Continuing and Discontinued Operations)    
             
        Three Months Ended  
          March 31,     March 31,  
      (in thousands of Canadian dollars)   2025     2024  
                   
      Net Income (Loss) $ 52,726   $ (5,639 )
                   
      Add:            
      Income tax expense   (35,860 )   5,817  
      Finance costs, net   9,068     2,142  
      Amortization of property, plant and equipment, intangible assets and ROU assets   16,883     8,996  
      EBITDA   42,817     11,316  
                   
      Share-based incentive compensation (recovery) cost   (2,192 )   7,632  
      Foreign exchange loss   3,891     2,515  
      Loss on sale of operating unit and subsidiary       5,405  
      Restructuring costs and other, net       3,201  
      Cost associated with acquisition (a)   5,320      
      Non-cash impact from inventory fair value adjustment (b)   4,195      
      Adjusted EBITDA $ 54,031   $ 30,069  
    a) Costs associated with the acquisition of AmerCable Incorporated.    
    b) Cost of goods sold impact from purchase price allocation accounting adjustment on acquired inventory from AmerCable acquisition.    
           

    Adjusted EBITDA Margin

    Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue and is a non-GAAP measure. The Company believes that Adjusted EBITDA margin is a useful supplemental measure that provides meaningful assessment of the business results of the Company and its Operating Segments from principal business activities excluding the impact of transactions that are outside of the Company’s normal course of business.

    See reconciliation above for the changes in composition of Adjusted EBITDA, as a result of which the table below reflects restated figures for the prior year quarter to align with the updated composition.

    Operating margin is defined as operating (loss) income divided by revenue and is a non-GAAP measure. The Company believes that operating margin is a useful supplemental measure that provides meaningful assessment of the business performance of the Company and its Operating Segments. The Company uses this measure as a key indicator of financial performance, operating efficiency and cost control based on volume of business generated.

    Adjusted Net Income (attributable to shareholders)

    Adjusted Net Income (attributable to shareholders) is a non-GAAP measure defined as Net Income (attributable to shareholders) adjusted for items which do not impact day to day operations. Adjusted Net Income (attributable to shareholders) is calculated by adding back to Net Income (attributable to shareholders)  the after tax impact of the sum of impairments, costs associated with refinancing of long-term debt and credit facilities, gain on sale of land and other, gain on sale of investment in associates, gain on sale of operating unit, acquisition costs, restructuring costs, share-based incentive compensation cost, foreign exchange (gain) loss and other, net and hyperinflationary adjustments. The Company believes that Adjusted Net Income (attributable to shareholders) is a useful supplemental measure that provides a meaningful indication of the Company’s results from principal business activities for comparing its operating performance with the performance of other companies that have different financing, capital or tax structures.

    Adjusted Earnings Per Share (“Adjusted EPS”)

    Adjusted EPS (basic) is a non-GAAP measure defined as Adjusted Net Income (attributable to shareholders) divided by the number of common shares outstanding. Adjusted EPS (diluted) is a non-GAAP measure defined as Adjusted Net Income (attributable to shareholders) divided by the number of common shares outstanding, further adjusted for potential dilutive impacts of outstanding securities which are convertible to common shares. The Company presents Adjusted EPS as a measure of Earning Per Share that excludes the impact of transactions that are outside the Company’s normal course of business or day to day operations. Adjusted EPS indicates the amount of Adjusted Net Income the Company makes for each share of its stock and is used by many analysts as one of several important analytical tools to evaluate financial performance and is a key metric in business valuations.

    Total Consolidated Mattr Adjusted EPS (Continuing and Discontinued Operations)      
                 
        Three Months Ended
     
        March 31, March 31,  
      (in thousands of Canadian dollars except for per share amounts) 2025 2024  
              Earnings Per Share       Earnings Per Share  
                                 
              Basic Diluted         Basic   Diluted  
      Total Consolidated Mattr Net Income (Loss)(a)  $ 52,726   0.84 0.84   $ (5,842 ) (0.09 ) (0.09 )
                                 
      Adjustments (before tax):                          
      Share-based incentive compensation (recovery) cost   (2,192 )         7,632          
      Foreign exchange loss   3,891           2,515          
      Loss on sale of operating unit and subsidiary             5,405          
      Restructuring costs and other, net             3,201          
      Cost associated with acquisition (b)   5,320                    
      Non-cash impact from inventory fair value adjustment (c)   4,195                    
      Tax effect of above adjustments   (1,499 )         (2,066 )        
      Tax impact of the AmerCable acquisition   (40,819 )                  
      Total Consolidated Mattr Adjusted Net Income (non-GAAP) (a)  $ 21,622   0.34 0.34   $ 10,845   0.16   0.16  
    (a) Attributable to Shareholders of the Company.
    (b) One-time costs associated with the acquisition of AmerCable Incorporated.
    (c) One-time cost of goods sold impact from purchase price allocation accounting adjustment on acquired inventory from AmerCable acquisition.
       

    Total Net debt-to-Adjusted EBITDA

    Total Net debt-to-Adjusted EBITDA is a non-GAAP measure defined as the sum of long-term debt, current lease liabilities and long-term lease liabilities, less cash and cash equivalents (including restricted cash), divided by the Consolidated (Continuing and Discontinued Operations) Adjusted EBITDA, as defined above, for the trailing twelve-month period. The Company believes Total Net debt-to-Adjusted EBITDA is a useful supplementary measure to assess the borrowing capacity of the Company. Total Net debt-to-Adjusted EBITDA is used by many analysts as one of several important analytical tools to evaluate how long a company would need to operate at its current level to pay of all its debt. It is also considered important by credit rating agencies to determine the probability of a company defaulting on its debt.

    See discussion above for the changes into the composition of Adjusted EBITDA. The table below reflects restated figures for the prior year quarters to align with current presentation.

          March 31,   December 31  
      (in thousands of Canadian dollars except Net debt-to-EBITDA ratio)   2025     2024  
               
      Long-term debt $ 449,633   $ 471,238  
      Lease Liabilities   165,869     163,127  
      Cash and cash equivalents (and restricted cash)   (52,716 )   (502,490 )
      Total Net Debt   562,786     131,875  
               
      Q1 2024 Adjusted EBITDA       30,069  
      Q2 2024 Adjusted EBITDA   42,824     42,824  
      Q3 2024 Adjusted EBITDA   36,743     36,743  
      Q4 2024 Adjusted EBITDA   21,060     21,060  
      Q1 2025 Adjusted EBITDA   54,031      
      Trailing twelve-month Adjusted EBITDA $ 154,658   $ 130,696  
      Total Net debt-to-Adjusted EBITDA   3.64     1.01  


    Total Interest Coverage Ratio

    Total Interest Coverage Ratio is a non-GAAP measure defined as Consolidated Adjusted EBITDA (Continuing and Discontinued Operations), as defined above, for the trailing twelve-month period, divided by finance costs, net, for the trailing twelve-month period. The Company believes Total Interest Coverage Ratio is a useful supplementary measure to assess the Company’s ability to honor its debt payments. Total Interest Coverage Ratio is used by many analysts as one of several important analytical tools to judge a company’s ability to pay interest on its outstanding debt. It is also considered important by credit rating agencies to determine a company’s riskiness relative to its current debt or for future borrowing.

          March 31,   December 31  
      (in thousands of Canadian dollars except Net debt-to-EBITDA ratio)   2025     2024  
                   
      Q1 2024 Adjusted EBITDA $   $ 30,069  
      Q2 2024 Adjusted EBITDA   42,824     42,824  
      Q3 2024 Adjusted EBITDA   36,743     36,743  
      Q4 2024 Adjusted EBITDA   21,060     21,060  
      Q1 2025 Adjusted EBITDA   54,031      
      Trailing twelve-month Adjusted EBITDA $ 154,658   $ 130,696  
                   
      Q1 2024 Finance cost, net       2,142  
      Q2 2024 Finance cost, net   4,341     4,341  
      Q3 2024 Finance cost, net   4,804     4,804  
      Q4 2024 Finance cost, net   5,846     5,846  
      Q1 2025 Finance cost, net   9,068      
      Trailing twelve-month finance cost, net $ 24,059   $ 17,133  
      Total Interest Coverage Ratio   6.43     7.63  


    Modernization, Expansion and Optimization (“MEO”) Costs

    MEO costs is a supplementary financial measure. MEO costs not eligible for capitalization are reported as selling, general and administrative expenses or as cost of goods sold and incurred in support of the Company’s certain specific, planned capital investments into high-return growth and efficiency improvement opportunities. These include the following:

    • The replacement of the Company’s Rexdale facility in Toronto, Ontario and the expansion of its Connection Technologies segment’s North American manufacturing footprint through:
      • a new heat-shrink tubing production site in Fairfield, Ohio; and
      • a new wire and cable production site in Vaughan, Ontario.
    • The addition of two new manufacturing facilities and the elimination of aging manufacturing facilities within the Composite Technologies network, namely:
      • the shut-down and exit of aging production capabilities in the Xerxes FRP tank production site footprint;
      • a new Xerxes FRP tank production site in Blythewood, South Carolina;
      • a new Flexpipe composite pipe production site in Rockwall, Texas along with the co-located Hydrochain™ stormwater infiltration chamber production line.

    The Company considers these costs incremental to its normal operating base and would not have been incurred if these projects were not ongoing.

    6.0 ADDITIONAL INFORMATION

    Additional information relating to the Company, including its AIF, is available on SEDAR+ at www. sedarplus.com and on the “Investors Centre” page of the Company’s website at: https://investors.Mattr.com/Investor-Center/default.aspx.

    Dated: May 14, 2025

    The MIL Network

  • MIL-Evening Report: Economic pessimism is behind the drift of voters to minor parties and independents

    Source: The Conversation (Au and NZ) – By Viet Nguyen, Principal Research Fellow, Macroeconomics Research Program, Melbourne Institute of Applied Economic and Social Research, The University of Melbourne

    Growing economic pessimism appears to have pushed many voters away from Australia’s two major parties, Labor and the Coalition. Support for minor parties and independents has doubled since the Global Financial Crisis in 2008.

    In the latest federal election, minor parties and independents are on track to gain a record share of the vote, at 33.4%. Although Labor won just 34.6% and the Coalition 32% of first preferences, Labor secured a majority after preference flows, reflecting a broader shift away from the major parties.

    Commentary in both Australian media and in the United States framed the result as a reaction against US President Donald Trump’s return to politics. That echoed analysis of Canada’s surprise centre-left Liberal party win a week earlier.

    But a more straightforward explanation lies in Australian voters’ dissatisfaction with economic conditions.

    In a new study, we used three decades of data from the leading monthly consumer sentiment survey, the Consumer Attitudes, Sentiments and Expectations in Australia (CASiE) Survey, to study how shifts in economic expectations align with changes in voting behaviour.

    Support for minor parties and independents has been rising

    In the 2007 federal election, minor parties and independents won just 15% of first‑preference votes and two seats in the House of Representatives. By 2022 their primary vote had doubled to 31.7%, delivering a record 16 seats.

    In the latest federal election, their first‑preference share rose further to 33.4% (as of May 14). But because of preference flows, they secured fewer lower house seats than in 2022. The underlying shift away from the major parties therefore continues, even though it is not reflected in seat numbers.

    This realignment has unfolded alongside a sustained slide in political trust. Surveys such as the Australian Election Study show satisfaction with democracy is at its lowest level on record.

    The decline is often linked to perceptions of poor economic management, leadership instability, and unresponsive government. Voters repeatedly cite housing affordability, cost‑of‑living pressures and difficulty accessing health care as unmet concerns.

    Minor party support differs across demographic groups

    The shift away from the political mainstream is broadly distributed across demographic groups, indicating widespread economic disaffection rather than isolated grievances.

    Younger Australians, facing acute economic challenges, have increasingly supported the Greens. Older voters have turned to One Nation and Teals amid broader dissatisfaction with economic management.

    Support for minor parties and independents has climbed among both men and women, though the pattern differs. Women lean more toward the Greens; men more toward other minors and independents.

    Economic pessimism matters at the ballot box

    Rising economic pessimism, along with other social and cultural factors, has been a driving force behind the collapse in support for the political mainstream.

    Since 2010, the average share of Australians saying their finances have improved over the past 12 months fell from 27% to 20%. The share reporting deterioration increased from 34% to 37%. That means a net shift of 10 percentage points toward pessimism.

    Looking ahead, more Australians expect their household finances and the national economy to worsen over the next year than to improve.

    The charts below show support for minor parties has climbed across the board since the mid‑2010s. It is consistently highest among voters who expect their household finances and the national economy to get worse.

    Voters who feel worse off have consistently been more inclined to back minor parties or independents. The gap between pessimists and optimists has widened under both Coalition and Labor administrations.

    The divergence is most pronounced for expectations about national economic conditions. This suggests political disaffection is increasingly linked to pessimism about Australia’s economic outlook.

    Growing economic pessimism is consistent with a broader picture of weaker economic growth, lower living standards, a fall in productivity and slower wage growth over the past decade.

    For example, economic growth (gross domestic product or GDP after inflation) slowed from an average of 3.5% between 1995 and 2009 to 2.4% between 2010 and 2024. Growth in GDP per person, a more direct measure of living standards, slowed even more, from an average of 2.1% to just 0.9%.

    Since both actual and perceived economic conditions influence voting choices, collapsing support for mainstream political parties is perhaps no surprise.

    Voters are increasingly drifting towards the minor parties.
    Ymgerman/Shutterstock

    Implications for the future

    Because of the complex flow of voting preferences, a smaller vote share going to major parties does not always translate into fewer seats in parliament. However, vote shares and seat counts tend to be highly correlated over time.

    Sustained declines in primary vote shares going to the major parties will eventually translate into reduced legislative power.

    The trends in Australia’s voting patterns are consistent with voters’ growing dissatisfaction with the performance of successive governments.

    While the rise of non-mainstream parties may signal political renewal, it also carries risks. In the absence of credible responses to persistent social and economic challenges, political resentment is likely to deepen.

    Decades of policy responses have failed to address the scale or structural nature of the country’s economic problems. This has contributed to mounting pressures.

    Without meaningful reform, Australia risks following the trajectory seen in parts of Europe and the US, where the weakening of mainstream parties has created space for more radical and anti-democratic political movements.

    Ferdi Botha receives funding from ARC Centre of Excellence for Children and Families over the Life Course.

    Kyle Peyton and Viet Nguyen do not work for, consult, own shares in or receive funding from any company or organisation that would benefit from this article, and have disclosed no relevant affiliations beyond their academic appointment.

    ref. Economic pessimism is behind the drift of voters to minor parties and independents – https://theconversation.com/economic-pessimism-is-behind-the-drift-of-voters-to-minor-parties-and-independents-256322

    MIL OSI AnalysisEveningReport.nz

  • MIL-Evening Report: Whatever happened to Barbie’s feet? Podiatrists studied 2,750 dolls to find out

    Source: The Conversation (Au and NZ) – By Cylie Williams, Professor, School of Primary and Allied Health Care, Monash University

    elinaxx1v/Shutterstock

    What do you get when a group of podiatrists (and shoe lovers) team up with a Barbie doll collector? A huge opportunity to explore how Barbie reflects changes in the types of shoes women wear.

    It all started with the blockbuster Barbie movie in 2023. In particular, we discussed a scene when Barbie was distressed to find she didn’t have to walk on tip-toes. She could walk on flat feet.

    Soon, we had designed a research project to study the feet of Barbie dolls on the market from her launch in 1959 to June 2024. That’s 2,750 Barbies in all.

    How this scene from the Barbie movie inspired our research project.

    In our study published today, we found a general shift away from Barbie’s iconic feet – on tip-toes, ready to slip on high-heeled shoes – to flat feet for flat shoes.

    We found, like many women today, Barbie “chooses” her footwear depending on what she has to do – flats for skateboarding or working as an astronaut but heels when dressing up for a night out.

    We also question whether high heels that Barbie and some women choose to wear are really as bad for your health as we’ve been led to believe.

    The movie that sparked the #barbiefootchallenge

    Barbie’s feet – in particular her tip-toe posture – triggered TikTok’s #barbiefoottrend and #barbiefootchallenge. When the movie was released, fans made videos to re-create how Barbie stepped out of her high-heeled shoes, yet stayed on tip-toes. Margot Robbie, the Australian actor who played Barbie in the movie, was even interviewed about it.

    Despite the obvious interest in Barbie’s iconic foot stance, there had been no specific research on her feet or choice of footwear.

    So our research team decided to look at how Barbie’s feet had changed over the years to reflect the kinds of shoes she’s worn, and how that ties in with her different jobs and growing diversity.

    What we did

    One of our research team has an extensive Barbie doll collection. This guided our search through online catalogues to examine the foot positions of 2,750 Barbie dolls.

    Our custom-made audit tool allowed us to classify Barbie’s foot posture as tip-toe (known as equinus) or flat.

    We also looked at when the dolls were made, whether they were diverse or inclusive (for instance, represented people with disabilities), and whether Barbie was employed.

    Our device allowed us to classify Barbie’s feet as (a) tip-toe (equinus) or (b) flat.
    Cylie Williams, CC BY-NC-ND

    What we found

    We were surprised that Barbie’s high-heel wearing foot posture was no longer the norm. Barbie does, however, still wear high heels when dressed for fun.

    We found, just like Barbie in the movie, she’s made a transition from high heels (equinus foot posture) to flat shoes (flat foot posture), especially when employed.

    We suggest this mirrors broader societal changes. This includes how women choose footwear according to how much they have to move in the day, and away from only wearing high heels in some workplaces.

    Barbie ditched her high-heel wearing foot posture as she climbed the career ladder. In the 1960s, all Barbies tip-toed around, but by the 2020s, only 40% did.

    Meanwhile, her resume expanded, going from not being represented as having a job to 33% representing real-world jobs.

    Barbie’s been an astronaut since before the Moon landing.
    8th.creator/Shutterstock

    She was an astronaut in 1965, before the Moon landing, and a surgeon when the vast majority of doctors in the United States were men.

    US laws changed in the late 80s, supporting women to own businesses without a man’s permission. And Barbie mirrored this.

    She started trading stilettos for flats and strutting into male-dominated fields. Barbie didn’t just break the mould, she kicked it off with low-heeled shoes.

    Barbie also evolved to better reflect the population. We found a moderate link between her having flat feet and representing diversity or disability.

    For example, she chooses a stable flat shoe when using a prosthetic limb. But it was also great to see her break footwear stereotypes by wearing high heels when using a wheelchair.

    Are high heels so bad?

    Some celebrities, the media and public health advice warn against wearing high heels. But we know women (and Barbie) choose to wear them from time to time. In fact it’s discussions about women’s shoe choices that also gave us the idea for this fun research.

    For instance, health professionals often link high-heeled shoes with developing bunions, knee osteoarthritis, back pain or being injured.

    However bunions, and knee and back pain are just as common in people who don’t wear high heels.

    Studies exploring the risk of high heels are also often performed with people who don’t usually wear high heels, or during competitive sports.

    We couldn’t find any investigations exploring the long-term effect of wearing high heels.

    Research does show that high-heeled shoes make you walk slower and make it harder to balance.

    But high heels have different features, such as heel height or shape. So different types of high heels probably present a different risk. That risk also probably differs from person to person, including how often they walk in heels.

    Lessons for all shoe lovers

    But back to Barbie and lessons we learned. We know Barbie is a social construct that reflects some aspects of the real world. She chooses heels when fashion is the goal and flat shoes when needing speed and stability.

    Rather than demonise high heels, messages about footwear need to evolve to acknowledge choice, and trust women can balance their own priorities and needs.

    As Barbie’s journey shows, women already make thoughtful shoe choices based on comfort, function and identity.

    Cylie Williams receives funding from the Medical Research Future Foundation. In the past five years, she has previously received research funding from the National Health and Medical Research Council, Department of Health and Aged Care (Australia), Bobux International Limited, Department of Health (Victoria) and Sports and Exercise Podiatry Australia.

    Helen Banwell is a practitioner member of the Podiatry Board of Australia.

    ref. Whatever happened to Barbie’s feet? Podiatrists studied 2,750 dolls to find out – https://theconversation.com/whatever-happened-to-barbies-feet-podiatrists-studied-2-750-dolls-to-find-out-256211

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI Global: Should AD stand for Alzheimer’s disease, or for Auguste Deter, the patient whose case was first described?

    Source: The Conversation – Canada – By Donald Weaver, Professor of Chemistry and Senior Scientist of the Krembil Research Institute, University Health Network, University of Toronto

    Alzheimer’s disease is named for Alois Alheimer (left), but his patient, Auguste Deter (right), should not be overlooked. (Wikimedia Commons)

    Auguste Deter was born 175 years ago on May 16, 1850. Though the story of her life is not widely known, it should be. Through her suffering and dignity, Deter puts a much-needed human face on the tragedy of Alzheimer’s disease (AD), one of the most important medical problems currently confronting humankind. Auguste Deter reminds us that AD is a disease of people, not proteins.

    Often, scientists reduce AD to a disorder of shrunken brain cells or misfolded proteins. However, AD is so much more.

    It is a disease that impairs thought processes and personal memories — the very essence of what makes each one of us an individual capable of hopes, dreams, love and being loved. AD is a very human disease and a very human struggle for individuals, their families and society as a whole. Deter is a crucial reminder of the human aspects of this devastating disease.

    ‘I have lost myself’

    Although dementia had been recognized for centuries, Deter was the first person officially diagnosed with the type of dementia now recognized as Alzheimer’s disease.

    Auguste Deter was a patient of Alois Alzheimer. His report on her case was the first description of what is now Alzheimer’s disease.
    (Wikimedia Commons)

    Born Auguste Hochmann into a working-class family, the financial hardships imposed by her father’s early death forced Deter into full-time employment as a seamstress at age 14. She continued this work until marrying Karl Deter, a railway clerk. The couple moved to Frankfurt, Germany where they lived as a happy and harmonious family with their daughter, Thekla.

    Tragically in the spring of 1901, this loving and caring 51-year-old woman began to be incapable of routine household activities. Soon, due to her progressive memory loss and intellectual impairment, she was no longer able to function on her own. She was admitted to the Frankfurt Psychiatric Hospital under the care of Dr. Alois Alzheimer.

    Alzheimer asked her many questions to which she would sometimes quietly reply “Ich habe mich verloren.” (“I have lost myself.”) Sadly, her relentless cognitive decline continued. On July 12, 1905, Alzheimer recorded that Deter’s deterioration had progressed such that she was lying on her side in a pool of urine, knees drawn up, unable to communicate. She died on April 8, 1906 from pneumonia and infected bed sores.

    Definitive features

    Alois Alzheimer.
    (Provided by U.S. National Library of Medicine)

    During the subsequent autopsy, Alzheimer identified not only Deter’s marked brain shrinkage but also localized clumps (“plaques”) of an unknown deposited substance as well as dense bundles of tangled fibres in what were once healthy brain cells.

    These latter two observations — now recognized as amyloid plaques and tau tangles — have become the diagnostic features that define the pathology of AD. In 1907, Alzheimer published a scientific paper in which he described Deter’s brain and her “new” type of dementia.

    Unfortunately, Alzheimer was unable to dedicate a long career to a more comprehensive understanding of this disease. He contracted rheumatic fever in 1912, dying of its complications three years later at age 51. Nonetheless, the Deter case report was sufficient to establish his legacy as the discoverer of Alzheimer’s disease.

    As an inquisitive psychiatrist and pathologist, Alzheimer had been interested in medicine and science, not fame. He was not seeking to name a disease after himself. In 1910, Alzheimer’s boss, the renowned German psychiatrist Emil Kraepelin, wrote the influential Handbook of Psychiatry – a textbook in which he named this newly identified type of dementia “Alzheimer’s Disease.” In doing so, Kraepelin’s textbook ultimately transformed Alzheimer’s name into a household word.

    Meanwhile, in Prague

    But does Alzheimer’s disease truly deserve to be called Alzheimer’s disease? There are other people who can claim contributions to the discovery of Alzheimer’s disease.

    In 1907, the same year that Alzheimer published his single case description of Deter, a Czech psychiatrist named Oskar Fischer independently published a thorough structural analysis of plaques in the brains of 12 people with dementia. Between 1910-1912, he went on to analyze plaques and pathological brain changes in another 58 cases of dementia.

    Oskar Fischer.
    (Wikimedia Commons)

    Arguably, Fischer made more important contributions than Alzheimer to the comprehensive description of the disease. Yet it is called Alzheimer’s disease, not Fischer’s disease.

    There are many reasons for this. Fischer was Jewish and subject to antisemitism. He was not at a prominent German university and did not have a powerful ally like Emil Kraepelin promoting his career. And science is, after all, a very human activity.

    Unfortunately, Fischer later became trapped in occupied Prague under the oppression of authoritarian Nazi rule. Fischer was arrested in 1941 and died in the Gestapo’s notorious Small Fortress prison on Feb. 28, 1942.

    It seemed likely that Fischer’s seminal contributions to our understanding of dementia would be lost. Thankfully in 2008, Michel Goedert of Cambridge University rediscovered Fischer’s significant contributions stored in the archives of Charles University in Prague. This has restored Fischer to his rightful position as one of the discoverers of AD and retrospectively raises questions about the correct naming attribution of AD.

    However, when considering the naming of AD, we must not forget Patient No. 1: Auguste Deter. Interestingly and fortuitously, her initials are AD. So, should AD signify Auguste Deter disease rather than Alzheimer’s disease? Should the Alzheimer-Fischer controversy be resolved by simply reassigning the AD abbreviation to Auguste Deter? Should the disease be named after its “first patient,” rather than the physician(s) who discovered it?

    Medicine has a penchant for naming signs, symptoms and diseases after the physicians who first described them. We typically tend not to name them after the afflicted person. Perhaps this is done to preserve patient confidentiality; perhaps not.

    But AD is a disease like no other. It’s very personal. It affects the memories, thoughts and emotions that define us as human beings. We must never forget that AD is a disease of people and families, not just proteins and fibrils. Deter tragically yet courageously embodies the human heartbreak of this dreadful disease.

    Deter’s contribution to the 1907 single case report study by Alzheimer was immense: Deter’s life, illness and death are the story of AD. Deter should be remembered. It was and is her disease.

    Donald Weaver does not work for, consult, own shares in or receive funding from any company or organisation that would benefit from this article, and has disclosed no relevant affiliations beyond their academic appointment.

    ref. Should AD stand for Alzheimer’s disease, or for Auguste Deter, the patient whose case was first described? – https://theconversation.com/should-ad-stand-for-alzheimers-disease-or-for-auguste-deter-the-patient-whose-case-was-first-described-255942

    MIL OSI – Global Reports

  • MIL-OSI USA: Reed, Crapo Unite in Bipartisan Push to Improve Disabled Veteran Housing Access

    US Senate News:

    Source: United States Senator for Rhode Island Jack Reed
    WASHINGTON, DC – In an effort to better serve military members who selflessly served our nation and address the unique housing challenges veterans face, U.S. Senators Mike Crapo (R-ID) and Jack Reed (D-RI) are teaming up to advance the Disabled Veterans Housing Support Act (S.1714).  This bipartisan, bicameral legislation would help cut red tape and better ensure veterans can receive the housing support they need.  Specifically, the bill exempts payments to veterans for a service-connected disability from being included as income when applying for housing that uses Community Development Block Grant (CDBG) funding.
    “Veterans disabled in combat have laid their lives on the line in defense of this nation,” Senator Crapo said.  “The benefits they earned for injuries sustained fighting for liberty should not be used to deny them housing assistance they would otherwise qualify for following their service.  This act would help more disabled veterans receive the housing and dignity they deserve for their sacrifices for the United States.”
    “Our disabled veterans deserve a safe place to call home,” Senator Reed said.  “This bill will help open up more affordable housing opportunities by ensuring that disabled veterans’ earned benefits do not impact their eligibility to find housing.”
    This common-sense solution would ensure America’s disabled veterans can participate in federal housing programs they would otherwise qualify for were they not receiving disability payments.
    The U.S. Department of Housing and Urban Development (HUD) provides CDBG funding to states and local governments to assist low- and moderate-income people with housing and other community resources.  Generally, states and municipalities must use CDBG dollars to help individuals and families who earn less than 80 percent of the Area Median Income.
    The legislation also directs the Government Accountability Office (GAO) to report to Congress in one year on how individuals with service-connected disabilities are treated in determining their eligibility for HUD programs and provide recommendations for how the department could improve its service to veterans and other underserved communities.
    Companion legislation  was introduced in the U.S. House of Representatives by Congresswoman Monica De La Cruz (R-TX) and Congressman Brad Sherman (D-CA).  The U.S. House of Representatives unanimously approved the Disabled Veterans Housing Support Act on February 10, 2025.  The full U.S. Senate must now act before the bill can be sent to the President’s desk to be signed into law.

    MIL OSI USA News

  • MIL-OSI USA: May 9th, 2025 Heinrich, Luján, Vasquez Call on Trump Administration to Crack Down on U.S. Firearms Flowing to Latin American Drug Cartels

    US Senate News:

    Source: United States Senator for New Mexico Martin Heinrich
    WASHINGTON — U.S. Senator Martin Heinrich (D-N.M.), a member of the core bipartisan group of senators who negotiated and passed the Bipartisan Safer Communities Act (BSCA), joined U.S. Senator Ben Ray Luján (D-N.M.) and U.S. Representative Gabe Vasquez (D-N.M.) to urge the Trump Administration to use its recent designation of Latin American cartels as Foreign Terrorist Organizations (FTOs) to take aggressive action to stop the illegal trafficking of American firearms across the Southern Border.
    In a letter addressed to Secretary of Homeland Security Kristi Noem, Secretary of State Marco Rubio, and Attorney General Pam Bondi, the lawmakers called for a coordinated federal response to stem the flow of hundreds of thousands of American firearms that arm violent drug cartels, fuel lawlessness along the Southern Border, and bring drugs into communities across the United States.
    “We were pleased that President Trump agreed to address the outflow of hundreds of thousands of American-made firearms across the southern border when he initially postponed the implementation of tariffs on our ally Mexico. Accordingly, we urge you to utilize the FTO designation to take aggressive action to stem the flow of American guns to the cartels,” the lawmakers wrote.
    Anywhere between 200,000 and 500,000 American firearms are smuggled across U.S. borders into Mexico every year, arming Latin American criminal organizations that have used them to undermine domestic law enforcement and assert control over fentanyl and human trafficking operations back into the United States. 
    “The new FTO designation for these cartels provides additional legal tools to bolster interagency coordination, disrupt their financial networks, and impose stricter penalties on those who provide material support to these criminal enterprises. Specifically, under current statute, it is unlawful to knowingly provide material support or resources to a Foreign Terrorist Organization and those who do so can be fined or imprisoned for up to 20 years,” the lawmakers continued.
    The members urged the administration to effectively and strategically employ the full suite of legal options this new designation enables and offered their assistance to empower it to specifically address the “Iron River” of American firearms that are fueling violence and destruction in communities across the United States and Mexico. 
    “We hope that you move swiftly and use these new legal authorities to combat southbound arms trafficking. We stand ready to assist in this effort in any way we can, including through legislation that expands your programmatic authorities to address this critical issue,” the lawmakers concluded.
    The letter was led by Luján and U.S. Senator Michael Bennet (D-Colo.) in the Senate and U.S. Representatives Dan Goldman (D-N.Y.) and Rob Menendez (D-N.J.) in the House. Alongside Heinrich and Vasquez, the letter was signed by U.S. Senator Catherine Cortez Masto (D-Nev.) and U.S. Representatives Eric Swalwell (D-Calif.), J. Luis Correa (D-Calif.), Seth Magaziner (D-R.I.), Debbie Wasserman Schultz (D-Fla.), Jill Tokuda (D-Hawaii), Timothy Kennedy (D-N.Y.), and Nellie Pou (D-N.J.).
    The full text of the letter is here. 
    Background on Heinrich-Led Gun Trafficking and Straw Purchase Provisions:
    Heinrich-led provisions in the Bipartisan Safer Communities Act increased criminal penalties for straw purchasers and made it a crime, for the first time ever, to traffic firearms out of the United States. Straw purchasers are people who buy guns for those who cannot buy them directly themselves due to their age, felony criminal convictions, or other limitations. By increasing penalties for straw purchasing, Heinrich’s provision is helping to keep guns out of the hands of criminals and those who would use them against our communities. By making it illegal to traffic firearms out of the country, Heinrich’s provision gave law enforcement the tools needed to prosecute and disrupt the flow of firearms to Mexico and the Northern Triangle, fueling the violence that has driven so many to flee their home countries.  
    To date, the Department of Justice has charged more than 600 defendants using BSCA’s gun trafficking and straw purchasing laws, removing hundreds of firearms off the streets in the process. These cases are significant, often preventing and prosecuting highly dangerous activity, such as crimes linked to organized trafficking rings and transnational criminal organizations.  
    For example, in March 2024, the Justice Department charged several defendants with trafficking and straw purchasing over 100 firearms, including many military-grade weapons, that were allegedly intended to be smuggled to a Mexican drug cartel. In April 2024, a defendant was sentenced to 276 months in prison for firearms trafficking and straw purchasing, as well as distribution of fentanyl, where the evidence showed that two of the trafficked firearms had been used in gang-related shootings. In 2o23, a defendant was sentenced to two years in prison for running an illegal gun trafficking enterprise, repeatedly taking money to lie on firearm purchase forms and obtain weapons for convicted felons. 
    In New Mexico, the Office of the United States Attorney for the District of New Mexico has charged 11 defendants with BSCA violations. 
    Heinrich’s Longtime Leadership to Tackle Gun Violence:
    A gun owner and father, Heinrich has long worked to advance and pass bipartisan policies that save lives, protect public safety, and reduce gun violence.
    Heinrich recently co-sponsored the Preventing Illegal Weapons Trafficking Act, legislation to protect communities from gun violence by requiring federal law enforcement to coordinate efforts to prevent the importation and trafficking of machinegun conversion devices including ‘auto-sears’ — illegal gun modification devices that can convert semi-automatic weapons into fully-automatic weapons — and seize all profits that come from the illegal trafficking of these devices.
    Last month, Heinrich introduced his Gas-Operated Semi-Automatic Firearms Exclusion (GOSAFE) Act and bipartisan Banning Unlawful Machinegun Parts (BUMP) Act, commonsense legislation designed to protect communities from gun violence, while safeguarding Americans’ constitutional right to own a firearm for legitimate self-defense, hunting, and sporting purposes.
    Heinrich also convened a press conference in Albuquerque with New Mexicans to Prevent Gun Violence, Everytown, community leaders, and students to announce the introduction of his GOSAFE Act. For photos and videos of that event, click here.
    In October 2024, Heinrich secured critical funding for New Mexico law enforcement to purchase four new NIBIN machines for Las Cruces, Farmington, Gallup, and Roswell. This allows law enforcement to trace firearms used in crimes and hold criminals accountable, all while saving officers valuable time and resources.
    In July 2023, Heinrich cosponsored the bicameral Ghost Guns and Untraceable Firearms Act, legislation to require online and other sellers of gun-making kits to comply with federal firearm safety regulations.     
    In 2017, Heinrich cosponsored the bipartisan Fix NICS Act, which now requires federal and state authorities to produce background check implementation plans and holds federal agencies accountable for reporting relevant criminal records to the National Instant Criminal Background Check System (NICS). Heinrich also led the successful call to repeal the Dickey Amendment, which had previously prevented the Center for Disease Control and Prevention (CDC) from funding research on gun violence and its effects on public health.

    MIL OSI USA News

  • MIL-OSI USA: Shaheen Introduces Bill to Direct Restoration and Protection Efforts of the 5-State Connecticut River Watershed Region

    US Senate News:

    Source: United States Senator for New Hampshire Jeanne Shaheen
    (Washington, DC) – U.S. Senator Jeanne Shaheen (D-NH) is reintroducing the Connecticut River Watershed Partnership Act (CRWPA), which would formalize a partnership between federal, state, local and private entities to promote conservation, restoration, education and recreation efforts in the Watershed and establish a voluntary grant program to facilitate these activities. This collaborative effort will benefit fish and wildlife habitats, protect drinking water sources, enhance flood resilience and help promote access to the Watershed’s public spaces, particularly for excluded and marginalized communities. U.S. Representative Jim McGovern (MA-02) leads a companion bill in the House of Representatives.
    “The Connecticut River and its watershed are a vibrant part of New England’s landscape, providing habitat for fish and wildlife, supplying safe drinking water for our communities and spurring tourism that contributes to the whole region’s economy,” said Senator Shaheen. “Only by working together at the federal, state and local level can we effectively protect and preserve this critical environmental and economic resource—and that’s just the kind of partnership this legislation would create.”
    The Connecticut River, New England’s longest river, drains a 7.2-million-acre watershed across five New England states: Connecticut, Maine, Massachusetts, New Hampshire and Vermont. The Watershed is home to 396 communities and provides multiple environmental and economic benefits to diverse stakeholders and industries, including fisheries, farming, hunting, recreation, boating and tourism. The Silvio O. Conte National Fish and Wildlife Refuge encompasses the entire Watershed and is the only refuge of its kind in the National Wildlife Refuge System.
    Specifically, the CRWPA would:
    Require the Secretary of Interior to establish a non-regulatory Watershed Partnership Program intended to identify, prioritize and implement restoration and protection activities within the Watershed in consultation with federal, state, local and non-profit stakeholders;
    Create a grant and technical assistance program for state and local governments; tribal organizations; nonprofit organizations; institutions of higher education; and other eligible entities for activities in the Watershed;
    Implement a 75% Federal cost share for the grant program, except where the Secretary determines a larger cost share is appropriate; and
    Ensure other activities conducted by the Secretary in the Watershed would supplement, not supplant activities carried out by the partnership program.
    The legislation is supported by a broad coalition of more than 50 public and private organizations throughout New England, including the Connecticut River Watershed Partnership. Along with Shaheen, the legislation is co-sponsored by U.S. Senators Richard Blumenthal (D-CT), Maggie Hassan (D-NH), Ed Markey (D-MA), Chris Murphy (D-CT), Elizabeth Warren (D-MA), Bernie Sanders (I-VT) and Peter Welch (D-VT).
    Full bill text is available here.
    Shaheen has led efforts to safeguard our natural environment and invest in climate resiliency while boosting New Hampshire’s recreation economy. Shaheen led the bipartisan Outdoor Recreation Jobs and Economic Impact Act into law to require the federal government to measure the impact of the outdoor recreation on the economy. In November 2024, Shaheen applauded the release of an annual report showing a $1.2 trillion economic contribution by the outdoor recreation sector in 2023, including $3.9 billion in New Hampshire. Shaheen also helped reintroduce the Ski Hill Resources for Economic Development (SHRED) Act to fuel investment in outdoor recreation in national forests that benefits mountain communities.
    Shaheen has also led efforts to help secure full funding and permanent authorization for the Land and Water Conservation Fund (LWCF), which has helped protect more than 2.5 million acres of land and supported tens of thousands of state and local outdoor recreation projects throughout the nation. In 2020, Shaheen helped lead the Great American Outdoors Act into law to permanently fund the LWCF and provide mandatory funding for deferred maintenance on public lands. 

    MIL OSI USA News

  • MIL-OSI USA: Senator Murray, WA Broadband Office, Digital Equity Advocates Slam Trump for Ripping Away Resources to Close Digital Divide

    US Senate News:

    Source: United States Senator for Washington State Patty Murray
    ICYMI: Senator Murray Blasts Trump’s Attack on Resources to Close Digital Divide: “Republicans Will Have to Explain Why Middle Schoolers in Rural Districts Shouldn’t Get Laptops”
    Murray first authored and introduced the Digital Equity Act in 2019 and got it passed into law as part of the Bipartisan Infrastructure Law
    ***WATCH FULL PRESS CONFERENCE HERE; DOWNLOAD HERE***
    Washington, D.C. — Today, U.S. Senator Patty Murray (D-WA), Vice Chair of the Senate Appropriations Committee, and author of the Digital Equity Act, held a virtual press conference in response to President Trump illegally blocking funding from the Digital Equity Act after falsely attacking the law as “racist” and “unconstitutional.” Murray first authored and introduced the Digital Equity Act in 2019 and got it passed into law as part of the Bipartisan Infrastructure Law. Joining Senator Murray for the call were Aaron Wheeler, Director of the Washington State Broadband Office, and Angela Siefer, Executive Director of the National Digital Inclusion Alliance (NDIA).
    Senator Murray’s Digital Equity Act passed with overwhelming bipartisan support in 2022 and provides $2.75 billion to help cities, states, and Tribes close the digital divide by providing individuals and communities with the skills, supports, and technologies necessary to take full advantage of a broadband internet connection—from helping seniors get online to ensuring students in every classroom have the tools they need to succeed.
    “A President cannot overrule a law—period. And certainly not through a tweet. But that hasn’t stopped this administration from illegally blocking the funding from the Digital Equity Act to all 50 states. I passed this law in 2021 as a part of the Bipartisan Infrastructure Law—and I actually first introduced the bill in 2019 to help close the digital divide, even before COVID,” said Senator Murray. “I worked hard and built a massive coalition of support for the Digital Equity Act and I worked really hard to make sure Republicans would be on board too—Senator Portman from Ohio co-led the bill with me. And guess what? Digital Equity passed with overwhelming bipartisan support. And that’s because my Republican colleagues have heard the same stories as I have—like kids in rural communities forced to drive to McDonalds parking lots for Wi-Fi to do their homework… It is insane—absolutely nuts—that Trump is blocking resources to help make sure kids in rural school districts can get hotspots or laptops, all because he doesn’t like the word equity! This administration’s deranged obsession with forcing extremist right-wing culture wars on all of us is not an acceptable or legal reason to deny states access to these funds.”
    “Canceling contracts related to Washington State’s $15.9 million Digital Equity Capacity Grant will severely hinder our efforts to close the digital divide,” said Aaron Wheeler, Director of the Washington State Broadband Office. “Cutting this vital program will expose millions of Washington residents to cyber risks, weaken the economic framework of Washington’s communities, and set back educational and workforce opportunities. And the long-term costs of security breaches, cyber theft and public trust will outweigh any short-term budget savings… Our team had just awarded our Advanced Cybersecurity Literacy Program grant to begin the state’s efforts to develop a curriculum that would have rolled out across the state to help educate and protect vulnerable individuals who are often targets of online scams. Then we got the federal notice that our grant had been canceled. We have all seen stories about victims of these complex online crimes and the impact they can have when they fall victim to online fraud. Our cybersecurity work would have helped prevent this by providing education about the online risks everyone faces. The program would have provided the tools people need to avoid these scams.”
    “The Digital Equity Act passed with overwhelming bipartisan support in Congress to help close the digital divide in rural, urban, and Tribal communities. Fifty states and six territories are counting on these funds to implement essential programs, and that work is already underway. NDIA is one of 65 projects recommended for award, and our subgrantees were prepared to launch 13 programs in 11 states beginning on March 1. NDIA’s shovel-ready projects alone would have supported over 30,000 people in applying for jobs, talking to their doctors, completing homework assignments, and learning to avoid online scams. We are grateful to Senator Murray for standing up for this vital work and the communities that cannot afford to be left behind,” said Angela Siefer, Executive Director of the National Digital Inclusion Alliance (NDIA).
    Senator Murray first introduced the Digital Equity Act in 2019 and worked hard to build a robust coalition of 100+ organizations to secure strong bipartisan consensus and support for her legislation, ultimately passing it into law as a part of the Bipartisan Infrastructure Law. Senator Murray’s Digital Equity Act provided $2.75 billion to establish three federal grant programs, administered by the NTIA, to promote digital equity nationwide by:
    Building Capacity within States through Formula Grants: Creates a five-year $300 million per year formula grant program for all 50 States, the District of Columbia, and Puerto Rico to fund the creation and implementation of comprehensive digital equity plans in each State.
    Spurring Targeted Action through Competitive Grants: Creates a five-year $250 million per year competitive grant program to support digital inclusion projects undertaken by individual groups, coalitions, and/or communities of interest.
    Supporting Research and Evidence-Based Policymaking: Tasks NTIA with evaluating digital equity projects and providing policymakers at the local, state, and federal levels with detailed information about which projects are most effective.
    Digital equity funds can be used in all kinds of ways to support Washington state families and our economy:
    Workforce: supporting the work of local workforce boards, community and technical colleges, and community-based organizations by increasing access to devices across underserved populations, increasing the digital skills of Washington’s current and future workforce, and by increasing the accessibility of state and local resources to workers.
    Education: supporting Washington’s public schools, community and technical colleges, and community-based organizations as they work to integrate technology literacy and fluency in their curriculum, reducing barriers and advancing access to technology, including digital devices, internet connection, and digital skills training.
    Health Care: supporting the Washington Department of Health and the Washington State Health Care Authority in expanding opportunities for Washingtonians to access telehealth services, reducing the need to travel long distances in rural areas for preventative and specialist care. Additionally, the digital equity funds could be used to work with partner organizations to expand the availability and awareness of culturally sensitive and linguistically accessible online healthcare resources and services.
    And much more.
    Senator Murray’s remarks, as delivered, are below and HERE:
    “Thank you everyone for joining. I wish we didn’t need to have this call today, but as usual President Trump is spouting off about something he has no clue about—and he’s making it everyone else’s problem.
    “Last week, on a Thursday afternoon President Trump suddenly decided to ‘declare’ the Digital Equity Act, a bipartisan law that I wrote, unconstitutional. Needless to say, a President cannot overrule a law—period. And certainly not through a tweet. But that hasn’t stopped this administration from illegally blocking the funding from the Digital Equity Act to all 50 states.
    “I passed this law in 2021 as a part of the Bipartisan Infrastructure Law—and I actually first introduced the bill in 2019 to help close the digital divide, even before COVID.
    “I remember being in Forks Washington back in 2019, a very remote part of my state on the Olympic Peninsula talking about this bill. A local math teacher told me when it came to high-speed internet and digital resources, they felt like Port Townsend in the 1890s waiting for rail—for anyone who’s not familiar, the train never did make it over the mountains to Port Townsend. But I was determined to not let history repeat itself with high-speed internet. 
    “So, I worked hard and built a massive coalition of support for the Digital Equity Act and I worked really hard to make sure Republicans would be on board too—Senator Portman from Ohio co-led the bill with me.
    “And guess what? Digital Equity passed with overwhelming bipartisan support. And that’s because my Republican colleagues have heard the same stories as I have—like kids in rural communities forced to drive to McDonalds parking lots for Wi-Fi to do their homework. That shouldn’t happen in America!
    “Everyone agrees the federal government has a role to play in closing the digital divide. This isn’t a partisan issue. That’s why we saw public statements of support for Digital Equity dollars from Democrats and Republicans.
    “Every single state—all 50 of them—submitted a plan to the Biden administration to qualify for Digital Equity dollars, outlining exactly how they would use these funds and why they needed them.
    “Not a single Republican governor in 2024 felt the law was unconstitutional then—certainly none of them thought it was ‘racist’ or ‘illegal’ like the President is saying.
    “That’s why people as conservative as the Republican governors of Montana and Ohio were touting Digital Equity dollars. Even Kristi Noem’s administration made certain to plaster her name all over the digital equity plan they submitted to the Biden administration.
    “Everyone wanted Digital Equity dollars—and listen, call it digital equity or digital opportunity, the money does the same thing! So why is the President all of a sudden doing this?
    “It is insane—absolutely nuts—that Trump is blocking resources to help make sure kids in rural school districts can get hotspots or laptops, all because he doesn’t like the word equity!
    “This administration’s deranged obsession with forcing extremist right-wing culture wars on all of us is not an acceptable or legal reason to deny states access to these funds.
    “Whether it’s helping veterans in Ohio navigate the VA benefits available to them online or making sure seniors in rural Texas can access telehealth resources—Trump is stealing from every state in America.
    “Democrats will fight this every step of the way, but my Republican colleagues will need to explain to their constituents why middle schoolers in rural districts shouldn’t get laptops.
    “With that, I’m glad to turn it over to Aaron Wheeler who knows better than anyone that Digital Equity dollars will help everyone—in every community, in every part of Washington state.”

    MIL OSI USA News

  • MIL-OSI: Medallion Bank Announces Launch of Series G Preferred Stock Offering

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, May 14, 2025 (GLOBE NEWSWIRE) — Medallion Bank (Nasdaq: MBKNP), an FDIC-insured bank providing consumer loans for the purchase of recreational vehicles, boats, and home improvements, along with loan origination services to fintech strategic partners, announced today that it has launched a public offering of shares of its Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series G, par value $1.00 per share, with a liquidation amount of $25 per share (the “Series G Preferred Stock”). Medallion Bank’s Series G Preferred Stock is expected to trade on the Nasdaq Capital Market under the ticker symbol “MBNKO.” Medallion Bank is and will remain a wholly owned subsidiary of Medallion Financial upon completion of the offering.

    Medallion Bank expects to grant the underwriters a 30-day option to purchase additional shares of the Series G Preferred Stock solely to cover over-allotments, if any.

    Medallion Bank intends to use the net proceeds from this offering for general corporate purposes, which may include, among other things, increasing Medallion Bank’s capital levels, growing its consumer loan portfolios or redeeming some or all of its outstanding Series F Non-Cumulative Perpetual Preferred Stock (the “Series F Preferred Stock”), subject to the prior approval of the Federal Deposit Insurance Corporation.

    Piper Sandler & Co. and Lucid Capital Markets, LLC are acting as joint book-running managers. A.G.P./Alliance Global Partners, B. Riley Securities, Inc., InspereX LLC, Ladenburg Thalmann & Co. Inc., Muriel Siebert & Co., LLC, Wedbush Securities Inc., and William Blair & Company, L.L.C. are acting as lead managers.

    The offering of the Medallion Bank’s Series G Preferred Stock is exempt from the registration requirements of the Securities Act of 1933 pursuant to Section 3(a)(2) of that Act and will be made only by means of an offering circular. This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction. The securities are neither insured nor approved by the Federal Deposit Insurance Corporation or any other Federal or state regulatory body.

    The preliminary offering circular relating to the offering is available at medallionbankoffering.com. In addition, copies of the preliminary offering circular may also be obtained from: Piper Sandler & Co.; Attn: Debt Capital Markets, 1 Greenwich Plaza, 1st Floor, Suite 111, Greenwich, CT 06830, or by email at fsg-dcm@psc.com.  

    About Medallion Bank

    Medallion Bank specializes in providing consumer loans for the purchase of recreational vehicles, boats, and home improvements, along with loan origination services to fintech strategic partners. The Bank works directly with thousands of dealers, contractors and financial service providers serving their customers throughout the United States. Medallion Bank is a Utah-chartered, FDIC-insured industrial bank headquartered in Salt Lake City and is a wholly owned subsidiary of Medallion Financial Corp.

    This press release contains “forward-looking statements”, which reflect Medallion Bank’s current views with respect to future events and which address matters that are, by their nature, inherently uncertain and beyond Medallion Bank’s control. These statements are often, but not always, made through the use of words or phrases such as “expect” and “intend” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These statements relate to the offering of shares of the Series G Preferred Stock, the anticipated use of the net proceeds by Medallion Bank and the grant to the underwriters of an option to purchase additional shares of the Series G Preferred Stock. No assurance can be given that the transaction discussed above will be completed on the terms described, or at all, or that Medallion Bank will decide to redeem its Series F Preferred Stock or, if it does, the amount to be redeemed and the timing of redemption and required regulatory approval. Completion of the offering on the terms described, including the grant of the option to the underwriters, and the application of net proceeds, are subject to numerous conditions, many of which are beyond the control of Medallion Bank. Medallion Bank undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. For a description of certain risks to which Medallion Bank is or may be subject, please refer to the factors discussed under the headings “Cautionary Note Regarding Forward-Looking Statements” and “Risk Factors,” in Medallion Bank’s Annual Report on Form 10-K for the year ended December 31, 2024 and Quarterly Report on Form 10-Q for the quarter ended March 31, 2025.

    This press release does not constitute a notice of redemption with respect to the Series F Preferred Stock. If Medallion Bank decides to redeem the Series F Preferred Stock, it intends to announce its decision by press release and an appropriate notice of redemption during the applicable notice window.

    Company Contact:
    Investor Relations
    212-328-2176
    InvestorRelations@medallion.com

    The MIL Network

  • MIL-OSI: Birchcliff Energy Ltd. Announces Strong Q1 2025 Results and Declares Q2 2025 Dividend

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, May 14, 2025 (GLOBE NEWSWIRE) — Birchcliff Energy Ltd. (“Birchcliff” or the “Corporation”) (TSX: BIR) is pleased to announce its Q1 2025 financial and operational results.

    Chris Carlsen, Birchcliff’s President and Chief Executive Officer, commented: “We are pleased to report strong operational and financial results for the first quarter of 2025, driven by our continued focus on operational excellence and our high-quality asset base. We successfully executed our Q1 capital program, drilling 14 wells and bringing 8 wells onstream, resulting in first quarter average production of 77,363 boe/d. We generated adjusted funds flow(1) of $124.4 million in Q1 2025 (an 88% increase from Q1 2024), driven by increased production and a stronger average realized natural gas sales price, which benefitted from our natural gas market diversification, with approximately 78% of our natural gas volumes realizing U.S. pricing at the Dawn and NYMEX HH markets. We achieved free funds flow(1) of $12.6 million in the first quarter, notwithstanding that approximately 40%(2) of our full-year capital budget was invested in Q1 2025 prior to spring break-up. With a substantial portion of our capital program behind us, we expect to generate significant free funds flow during the remainder of the year, which will be allocated primarily towards reducing our total debt(3) by approximately 28% from year end 2024(4) , after the payment of our base dividend. Our 2025 production guidance and capital program are unchanged and we remain focused on capital efficiency improvements, driving down our costs and strengthening our balance sheet.

    This year marks a significant milestone for Birchcliff as we celebrate our 20th anniversary. We extend our gratitude to our dedicated staff, our board of directors and our shareholders for their support over the years. Together, we look forward to a promising future, leveraging our strengths to navigate the evolving market, drive profitable growth and deliver long-term shareholder value.”

    Q1 2025 FINANCIAL AND OPERATIONAL HIGHLIGHTS

    • Delivered average production of 77,363 boe/d (82% natural gas, 10% NGLs, 6% condensate and 2% light oil), a 3% increase from Q1 2024.
    • Generated adjusted funds flow of $124.4 million, or $0.46 per basic common share(5), an 88% and 84% increase, respectively, from Q1 2024. Cash flow from operating activities was $126.1 million, a 93% increase from Q1 2024.
    • Reported net income to common shareholders of $65.7 million, or $0.24 per basic common share, as compared to a net loss to common shareholders of $15.0 million and $0.06 per basic common share in Q1 2024.
    • Birchcliff’s market diversification contributed to an effective average realized natural gas sales price(5) of $4.89/Mcf in Q1 2025, which represents a 142% premium to the average benchmark AECO 7A Monthly Index price in the quarter.
    • Achieved an operating netback(5) of $17.71/boe, a 38% increase from Q1 2024.
    • Birchcliff had a very active first quarter capital program, drilling 14 (14.0 net) wells and bringing 8 (8.0 net) wells on production, with F&D capital expenditures totalling $111.8 million in Q1 2025.

    Birchcliff’s unaudited interim condensed financial statements for the three months ended March 31, 2025 and related management’s discussion and analysis will be available on its website at www.birchcliffenergy.com and on SEDAR+ at www.sedarplus.ca. Birchcliff’s updated corporate presentation will be available on its website at www.birchcliffenergy.com on May 14, 2025.

    ______________________________

    (1)  Non-GAAP financial measure. See “Non-GAAP and Other Financial Measures”.

    (2)  Based on the mid-point of Birchcliff’s 2025 capital budget of $260 million to $300 million.

    (3)  Capital management measure. See “Non-GAAP and Other Financial Measures”.

    (4)  Based on the mid-point of Birchcliff’s total debt guidance range at year end 2025 of $365 million to $405 million and as compared to Birchcliff’s total debt at year end 2024 of $535.6 million.

    (5)  Non-GAAP ratio. See “Non-GAAP and Other Financial Measures”.

    DECLARATION OF Q2 2025 QUARTERLY DIVIDEND

    • Birchcliff’s board of directors (the “Board”) has declared a quarterly cash dividend of $0.03 per common share for the quarter ending June 30, 2025.
    • The dividend will be payable on June 30, 2025 to shareholders of record at the close of business on June 13, 2025. The dividend has been designated as an eligible dividend for the purposes of the Income Tax Act (Canada).

    EXTENSION OF CREDIT FACILITIES

    • Subsequent to the end of Q1 2025, Birchcliff’s syndicate of lenders completed its regular semi-annual review of the borrowing base limit under the Corporation’s extendible revolving credit facilities (the “Credit Facilities”).
    • In connection therewith, the agreement governing the Credit Facilities was amended effective May 7, 2025 to extend the maturity dates of each of the syndicated extendible revolving term credit facility and the extendible revolving working capital facility from May 11, 2027 to May 11, 2028. In addition, the lenders confirmed the borrowing base limit at $850 million. The Credit Facilities do not contain any financial maintenance covenants.

    ANNUAL MEETING OF SHAREHOLDERS

    • Birchcliff’s annual meeting of shareholders is scheduled to take place tomorrow, Thursday, May 15, 2025, at 3:00 p.m. (Mountain Daylight Time) in the McMurray Room at the Calgary Petroleum Club, 319 – 5th Avenue S.W., Calgary, Alberta.

    This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. For further information regarding the forward-looking statements and forward-looking information contained herein, see “Advisories – Forward-Looking Statements”. With respect to the disclosure of Birchcliff’s production contained in this press release, production volumes have been disclosed on a “gross” basis, as such term is defined in National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities (“NI 51-101”). For further information regarding the disclosure of Birchcliff’s production contained herein, see “Advisories – Production”. In addition, this press release uses various “non-GAAP financial measures”, “non-GAAP ratios” and “capital management measures” as such terms are defined in National Instrument 52-112 – Non-GAAP and Other Financial Measures Disclosure (“NI 52-112”). Non-GAAP financial measures and non-GAAP ratios are not standardized financial measures under GAAP and might not be comparable to similar financial measures disclosed by other issuers. For further information regarding the non-GAAP and other financial measures used in this press release, see “Non-GAAP and Other Financial Measures”.

    Q1 2025 UNAUDITED FINANCIAL AND OPERATIONAL SUMMARY

      Three months ended Three months ended
      March 31, 2025 March 31, 2024
    OPERATING    
    Average production    
    Light oil (bbls/d) 1,795   1,525  
    Condensate (bbls/d) 4,238   4,765  
    NGLs (bbls/d) 7,626   7,397  
    Natural gas (Mcf/d) 382,224   370,288  
    Total (boe/d) 77,363   75,402  
    Average realized sales prices (CDN$)    
    Light oil (per bbl) 95.27   95.24  
    Condensate (per bbl) 97.98   100.26  
    NGLs (per bbl) 27.95   27.59  
    Natural gas (per Mcf) 3.64   2.61  
    Total (per boe) 28.32   23.80  
    NETBACK AND COST ($/boe)    
    Petroleum and natural gas revenue 28.32   23.80  
    Royalty expense (2.16 ) (2.11 )
    Operating expense (3.04 )(1) (3.85 )
    Transportation and other expense(2) (5.41 ) (4.99 )
    Operating netback(2) 17.71   12.85  
    G&A expense, net (1.42 ) (1.28 )
    Interest expense (1.27 ) (1.13 )
    Lease interest expense (0.33 )(1)  
    Realized gain (loss) on financial instruments 3.18   (0.82 )
    Other cash income   0.01  
    Adjusted funds flow(2) 17.87   9.63  
    Depletion and depreciation expense (8.99 ) (8.56 )
    Unrealized gain (loss) on financial instruments 3.53   (3.28 )
    Other expenses(3) (0.48 ) (0.52 )
    Deferred income tax (expense) recovery (2.49 ) 0.54  
    Net income (loss) to common shareholders 9.44   (2.19 )
    FINANCIAL    
    Petroleum and natural gas revenue ($000s) 197,188   163,304  
    Cash flow from operating activities ($000s) 126,097   65,255  
    Adjusted funds flow ($000s)(4) 124,413   66,081  
    Per basic common share ($)(2) 0.46   0.25  
    Free funds flow ($000s)(4) 12,594   (36,692 )
    Per basic common share ($)(2) 0.05   (0.14 )
    Net income (loss) to common shareholders ($000s) 65,727   (15,035 )
    Per basic common share ($) 0.24   (0.06 )
    End of period basic common shares (000s) 272,071   268,578  
    Weighted average basic common shares (000s) 271,614   267,905  
    Dividends on common shares ($000s) 8,151   26,857  
    F&D capital expenditures ($000s)(5) 111,819   102,773  
    Total capital expenditures ($000s)(4) 112,473   103,484  
    Revolving term credit facilities ($000s) 518,581   428,566  
    Total debt ($000s)(6) 534,710   443,380  

    (1)  Effective July 1, 2024, Birchcliff assumed operatorship of a third-party natural gas processing facility that resulted in the take-or-pay commitment associated with the underlying processing arrangement (the “Gas Processing Lease”) being classified as a lease under IFRS Accounting Standards. Birchcliff’s operating expense and lease interest expense for the three months ended March 31, 2025 include the financial effects of the Gas Processing Lease.

    (2)  Non-GAAP ratio. See “Non-GAAP and Other Financial Measures”.

    (3)  Includes non-cash items such as compensation, accretion, amortization of deferred financing fees and other gains and losses.

    (4)  Non-GAAP financial measure. See “Non-GAAP and Other Financial Measures”.

    (5)  See “Advisories – F&D Capital Expenditures”.

    (6)  Capital management measure. See “Non-GAAP and Other Financial Measures”.

    2025 GUIDANCE

    • Birchcliff is reaffirming its 2025 annual average production guidance of 76,000 to 79,000 boe/d and F&D capital expenditures guidance of $260 million to $300 million.
    • As a result of the continued volatility in commodity prices driven by the uncertainties surrounding tariffs, global trade tensions and OPEC+ production increases, Birchcliff has lowered its commodity price assumptions for the remainder of 2025 and revised its guidance for adjusted funds flow, free funds flow and total debt accordingly. In addition, the Corporation has lowered its royalty expense guidance for 2025, primarily due to lower oil prices forecasted for the remainder of the year.
    • Birchcliff expects to significantly strengthen its balance sheet in 2025, with free funds flow (after the payment of dividends) anticipated to be allocated primarily towards debt reduction. Based on its current commodity price assumptions, Birchcliff expects to exit 2025 with total debt of $365 million to $405 million, which represents a 28% reduction from its total debt at year end 2024 of $535.6 million.
    • The following tables set forth Birchcliff’s updated and previous guidance and commodity price assumptions for 2025, as well as its free funds flow sensitivity:
      Updated 2025 guidance and
    assumptions – May 14, 2025
    (1)
      Previous 2025 guidance and
    assumptions – March 12, 2025
    Production      
    Annual average production (boe/d) 76,000 – 79,000   76,000 – 79,000
    % Light oil 3%   3%
    % Condensate 6%   6%
    % NGLs 9%   9%
    % Natural gas 82%   82%
           
    Average Expenses ($/boe)      
    Royalty $1.90 – $2.10   $2.10 – $2.30
    Operating $2.90 – $3.10   $2.90 – $3.10
    Transportation and other(2) $5.55 – $5.75   $5.55 – $5.75
           
    Adjusted Funds Flow (millions)(3) $480   $580
           
    F&D Capital Expenditures (millions) $260 – $300   $260 – $300
           
    Free Funds Flow (millions)(3) $180 – $220   $280 – $320
           
    Total Debt at Year End (millions)(4) $365 – $405   $265 – $305
           
    Natural Gas Market Exposure      
    AECO exposure as a % of total natural gas production 23%   23%
    Dawn exposure as a % of total natural gas production 41%   41%
    NYMEX HH exposure as a % of total natural gas production 35%   35%
    Alliance exposure as a % of total natural gas production 1%   1%
           
    Commodity Prices      
    Average WTI price (US$/bbl) $61.75(5)   $67.00
    Average WTI-MSW differential (CDN$/bbl) $5.60(5)   $8.80
    Average AECO price (CDN$/GJ) $2.30(5)   $2.20
    Average Dawn price (US$/MMBtu) $3.65(5)   $4.20
    Average NYMEX HH price (US$/MMBtu) $3.95(5)   $4.50
    Exchange rate (CDN$ to US$1) 1.41(5)   1.44
    Forward eight months’ free funds flow sensitivity(5)(6) Estimated change to
    2025 free funds flow (millions)
    Change in WTI US$1.00/bbl $2.6
    Change in NYMEX HH US$0.10/MMBtu $4.5
    Change in Dawn US$0.10/MMBtu $5.5
    Change in AECO CDN$0.10/GJ $2.4
    Change in CDN/US exchange rate CDN$0.01 $3.5

    (1)  Birchcliff’s guidance for its production commodity mix, adjusted funds flow, free funds flow, total debt and natural gas market exposure in 2025 is based on an annual average production rate of 77,500 boe/d in 2025, which is the mid-point of Birchcliff’s annual average production guidance range for 2025. Changes in assumed commodity prices and variances in production forecasts can have an impact on the Corporation’s forecasts of adjusted funds flow and free funds flow and the Corporation’s other guidance, which impact could be material. In addition, any acquisitions or dispositions completed over the course of 2025 could have an impact on Birchcliff’s 2025 guidance and assumptions set forth herein, which impact could be material. For further information regarding the risks and assumptions relating to the Corporation’s guidance, see “Advisories – Forward-Looking Statements”.

    (2)  Non-GAAP ratio. See “Non-GAAP and Other Financial Measures”.

    (3)  Non-GAAP financial measure. See “Non-GAAP and Other Financial Measures”.

    (4)  Capital management measure. See “Non-GAAP and Other Financial Measures”.

    (5)  Birchcliff’s updated commodity price and exchange rate assumptions and free funds flow sensitivity for 2025 are based on anticipated full-year averages using the Corporation’s anticipated forward benchmark commodity prices and the CDN/US exchange rate as of May 5, 2025, which include settled benchmark commodity prices and the CDN/US exchange rate for the period from January 1, 2025 to April 30, 2025.

    (6)  Illustrates the expected impact of changes in commodity prices and the CDN/US exchange rate on the Corporation’s updated forecast of free funds flow for 2025, holding all other variables constant. The sensitivity is based on the updated commodity price and exchange rate assumptions set forth in the table above. The calculated impact on free funds flow is only applicable within the limited range of change indicated. Calculations are performed independently and may not be indicative of actual results. Actual results may vary materially when multiple variables change at the same time and/or when the magnitude of the change increases.

    • The oil and natural gas industry in Canada, along with other industries, has faced considerable uncertainty in respect of the United States’ evolving trade policy. Although Birchcliff currently anticipates that U.S. tariffs will not have a material impact on its business, this considerable uncertainty makes it impossible to predict what, if any, impacts there might be on the Corporation’s business. Birchcliff will continue to monitor developments in U.S. trade policy, assess any potential impacts on the Corporation’s business and will update its guidance if, as and when appropriate.

    Q1 2025 FINANCIAL AND OPERATIONAL RESULTS

    Production

    • Birchcliff’s production averaged 77,363 boe/d in Q1 2025, a 3% increase from Q1 2024. The increase was primarily due to the strong performance of the Corporation’s capital program and the successful drilling of new Montney/Doig wells brought on production since Q1 2024, specifically high-rate natural gas wells in liquids-rich zones in Pouce Coupe and light oil and liquids-rich natural gas wells in Gordondale, partially offset by natural production declines.
    • Liquids accounted for 18% of Birchcliff’s total production in both Q1 2025 and Q1 2024.

    Adjusted Funds Flow and Cash Flow From Operating Activities

    • Birchcliff’s adjusted funds flow was $124.4 million in Q1 2025, or $0.46 per basic common share, an 88% and 84% increase, respectively, from Q1 2024.
    • Birchcliff’s cash flow from operating activities was $126.1 million in Q1 2025, a 93% increase from Q1 2024.
    • The increases were primarily due to higher natural gas revenue, which largely resulted from higher natural gas production in Q1 2025 and a 39% increase in the average realized natural gas sales price Birchcliff received for such production as compared to Q1 2024. Adjusted funds flow and cash flow from operating activities were also positively impacted by a realized gain on financial instruments of $22.2 million in Q1 2025 as compared to a realized loss on financial instruments of $5.6 million in Q1 2024.

    Net Income (Loss) to Common Shareholders

    • Birchcliff reported net income to common shareholders of $65.7 million in Q1 2025, or $0.24 per basic common share, as compared to a net loss to common shareholders of $15.0 million and $0.06 per basic common share in Q1 2024.
    • The change to a net income position was primarily due to higher adjusted funds flow and an unrealized gain on financial instruments of $24.6 million in Q1 2025 as compared to an unrealized loss on financial instruments of $22.5 million in Q1 2024, partially offset by a deferred income tax expense of $17.3 million in Q1 2025 as compared to a deferred income tax recovery of $3.7 million in Q1 2024.

    Capital Activities and Investment

    • Birchcliff had a very active first quarter capital program, drilling 14 (14.0 net) wells and bringing 8 (8.0 net) wells on production, with F&D capital expenditures totalling $111.8 million in Q1 2025.

    Debt and Credit Facilities

    • Total debt at March 31, 2025 was $534.7 million, a 21% increase from March 31, 2024.
    • At March 31, 2025, Birchcliff had a balance outstanding under its Credit Facilities of $522.3 million (March 31, 2024: $430.2 million) from available Credit Facilities of $850.0 million (March 31, 2024: $850.0 million), leaving the Corporation with $327.7 million (39%) of unutilized credit capacity after adjusting for outstanding letters of credit and unamortized deferred financing fees.

    Natural Gas Market Diversification

    • Birchcliff’s physical natural gas sales exposure primarily consists of the AECO, Dawn and Alliance markets. In addition, the Corporation has various financial instruments outstanding that provide it with exposure to NYMEX HH pricing.
    • The following table sets forth Birchcliff’s effective sales, production and average realized sales price for its natural gas and liquids for Q1 2025, after taking into account the Corporation’s financial instruments:
    Three months ended March 31, 2025
      Effective
    sales
    (CDN$000s)
    Percentage
    of total sales

    (%)
    Effective
    production
    (per day)
    Percentage of
    total natural gas
    production

    (%)
    Percentage of
    total corporate
    production

    (%)
    Effective average
    realized

    sales price
    (CDN$)
    Market            
    AECO(1)(2) 16,210 7 82,553 Mcf 22 18 2.18/Mcf
    Dawn(3) 82,094 34 162,982 Mcf 43 35 5.60/Mcf
    NYMEX HH(1)(4) 69,988 29 136,689 Mcf 35 29 5.69/Mcf
    Total natural gas(1) 168,292 70 382,224 Mcf 100 82 4.89/Mcf
    Light oil 15,391 6 1,795 bbls   2 95.27/bbl
    Condensate 37,371 16 4,238 bbls   6 97.98/bbl
    NGLs 19,183 8 7,626 bbls   10 27.95/bbl
    Total liquids 17,945 30 13,659 bbls   18 58.52/bbl
    Total corporate(1) 240,237 100 77,363 boe   100 34.50/boe

    (1)  Effective sales and effective average realized sales price on a total natural gas and total corporate basis and for the AECO and NYMEX HH markets are non-GAAP financial measures and non-GAAP ratios, respectively. See “Non-GAAP and Other Financial Measures”.

    (2)  Birchcliff has short-term physical sales agreements with third-party marketers to sell and deliver into the Alliance pipeline system. All of Birchcliff’s short-term physical Alliance sales and production during Q1 2025 received AECO premium pricing and have therefore been included as effective sales and production in the AECO market.

    (3)  Birchcliff has agreements for the firm service transportation of an aggregate of 175,000 GJ/d of natural gas on TransCanada PipeLines’ Canadian Mainline, whereby natural gas is transported to the Dawn trading hub in Southern Ontario.

    (4)  NYMEX HH effective sales and production include financial NYMEX HH/AECO 7A basis swap contracts for an aggregate of 147,500 MMBtu/d at an average contract price of NYMEX HH less US$1.088/MMBtu during Q1 2025.

    Birchcliff’s effective average realized sales price for NYMEX HH of CDN$5.69/Mcf (US$3.65/MMBtu) was determined on a gross basis before giving effect to the average NYMEX HH/AECO 7A fixed contract basis differential price of CDN$1.70/Mcf (US$1.088/MMBtu) and includes any realized gains and losses on financial NYMEX HH/AECO 7A basis swap contracts during Q1 2025.

    After giving effect to the NYMEX HH/AECO 7A fixed contract basis differential price and including any realized gains and losses on financial NYMEX HH/AECO 7A basis swap contracts during Q1 2025, Birchcliff’s effective average realized net sales price for NYMEX HH was CDN$3.99/Mcf (US$2.56/MMBtu) in Q1 2025.

    • The following table sets forth Birchcliff’s physical sales, production, average realized sales price, transportation costs and natural gas sales netback by natural gas market for the periods indicated, before taking into account the Corporation’s financial instruments:
    Three months ended March 31, 2025
    Natural
    gas
    market
    Natural gas
    sales
    (CDN$000s)
    Percentage of
    natural gas
    sales

    (%)
    Natural gas
    production

    (Mcf/d)
    Percentage of
    natural gas
    production

    (%)
    Average realized
    natural gas sales
    price
    (CDN$/Mcf)
    Natural gas
    transportation
    costs
    (1)
    (CDN$/Mcf)
    Natural gas
    sales
    netback
    (2)
    (CDN$/Mcf)
    AECO 42,368 34 215,026 56 2.19 0.46 1.73
    Dawn 82,094 65 162,982 43 5.60 1.55 4.05
    Alliance(3) 769 1 4,216 1 2.03 2.03
    Total 125,231 100 382,224 100 3.64 0.92 2.72
    Three months ended March 31, 2024
    Natural
    gas
    market
    Natural gas
    sales
    (CDN$000s)
    Percentage of
    natural gas
    sales

    (%)
    Natural gas
    production

    (Mcf/d)
    Percentage of
    natural gas
    production

    (%)
    Average realized
    natural gas sales
    price
    (CDN$/Mcf)
    Natural gas
    transportation
    costs
    (1)
    (CDN$/Mcf)
    Natural gas
    sales
    netback
    (2)
    (CDN$/Mcf)
    AECO 38,639 44 195,141 53 2.19 0.40 1.79
    Dawn 45,198 51 161,667 44 3.07 1.41 1.66
    Alliance(3) 4,185 5 13,480 3 3.41 3.41
    Total 88,022 100 370,288 100 2.61 0.83 1.78

    (1)  Reflects costs to transport natural gas from the field receipt point to the delivery sales trading hub.

    (2)  Natural gas sales netback denotes the average realized natural gas sales price less natural gas transportation costs.

    (3)  Birchcliff has short-term physical sales agreements with third-party marketers to sell and deliver into the Alliance pipeline system. Alliance sales are indexed to the AECO 5A benchmark index price and are recorded net of transportation tolls.

    OPERATIONAL UPDATE

    • Birchcliff’s 2025 capital budget of $260 million to $300 million includes the drilling of 25 (25.0 net) wells and the bringing on production of 26 (26.0 net) wells in 2025. Year-to-date, the Corporation has drilled 15 (15.0 net) wells and brought 12 (12.0 net) wells on production.
    • In the first quarter of 2025, Birchcliff delivered strong execution metrics, building on the operational momentum and key learnings from a successful capital program in 2024. Birchcliff’s teams continue to demonstrate a steadfast focus on execution, operational efficiency and disciplined cost management. Birchcliff’s purposeful execution is helping to strengthen its performance and position the business for sustainable growth through the remainder of the year and in the long-term.

    Pouce Coupe

    • Birchcliff completed the drilling of its 5-well 04-05 pad in December 2024 and the wells were turned over to production through Birchcliff’s permanent facilities in early March 2025. This pad targeted high-rate natural gas wells in the Lower Montney. The wells have shown strong production rates exhibiting low declines as highlighted in the table below, which summarizes the aggregate and average production rates for the wells from the pad:

    5-Well 04-05 Pad IP Rates

      Wells: IP 30(1) Wells: IP 60(1)
    Aggregate production rate (boe/d) 6,130 5,578
      Aggregate natural gas production rate (Mcf/d) 34,691 31,864
      Aggregate condensate production rate (bbls/d) 348 267
    Average per well production rate (boe/d) 1,226 1,116
      Average per well natural gas production rate (Mcf/d) 6,938 6,373
      Average per well condensate production rate (bbls/d) 70 53
    Condensate-to-gas ratio (bbls/MMcf) 10 8

    (1)  Represents the cumulative volumes for each well measured at the wellhead separator for the 30 or 60 days (as applicable) of production immediately after each well was considered stabilized after producing fracture treatment fluid back to surface in an amount such that flow rates of hydrocarbons became reliable. The natural gas volumes represent raw natural gas volumes as opposed to sales gas volumes. See “Advisories – Initial Production Rates”.

    • Completions operations on Birchcliff’s 3-well 07-10 pad were finished in March 2025 and the wells were turned over to production through the Corporation’s permanent facilities in April 2025. This pad targeted condensate-rich natural gas wells in the Lower Montney.
    • Completions operations on Birchcliff’s 4-well 05-19 pad were finished in April 2025 and flowback operations were recently completed. The wells are currently scheduled to be turned over to production through the Corporation’s permanent facilities later in May 2025. This pad targeted condensate-rich natural gas wells in the Lower Montney.
    • Completions operations are underway on Birchcliff’s 4-well 03-06 pad and the wells are currently scheduled to be turned over to production through the Corporation’s permanent facilities in June 2025. This pad targeted condensate-rich natural gas wells in the Lower Montney.
    • In the second half of April 2025, Birchcliff successfully completed the first phase of its planned turnaround at its Pouce Coupe gas plant. The second phase of the turnaround is well underway and is expected to be completed shortly.

    Gordondale

    • Completions operations on Birchcliff’s 4-well 02-27 pad were finished in March 2025 and the wells were turned over to production through the Corporation’s permanent facilities in May 2025. This pad targeted condensate-rich natural gas wells in the Lower Montney.

    Elmworth

    • As previously disclosed in its March 12, 2025 press release, Birchcliff completed a horizontal Montney land retention well in February 2025 and performed a 10.5 day flow test on the well.
    • Birchcliff continues to progress the formal planning for the construction of a proposed 100% owned and operated 80 MMcf/d natural gas processing plant in Elmworth. In the second half of March 2025, Birchcliff held an open house in the area to discuss its proposed plans for the area with community residents.

    ABBREVIATIONS

    AECO benchmark price for natural gas determined at the AECO ‘C’ hub in southeast Alberta
    bbl barrel
    bbls barrels
    bbls/d barrels per day
    boe barrel of oil equivalent
    boe/d barrel of oil equivalent per day
    condensate pentanes plus (C5+)
    F&D finding and development
    G&A general and administrative
    GAAP generally accepted accounting principles for Canadian public companies, which are currently IFRS Accounting Standards
    GJ gigajoule
    GJ/d gigajoules per day
    HH Henry Hub
    IFRS International Financial Reporting Standards as issued by the International Accounting Standards Board
    IP initial production
    Mcf thousand cubic feet
    Mcf/d thousand cubic feet per day
    MMBtu million British thermal units
    MMBtu/d million British thermal units per day
    MMcf million cubic feet
    MMcf/d million cubic feet per day
    MSW price for mixed sweet crude oil at Edmonton, Alberta
    NGLs natural gas liquids consisting of ethane (C2), propane (C3) and butane (C4) and specifically excluding condensate
    NYMEX New York Mercantile Exchange
    OPEC Organization of the Petroleum Exporting Countries
    OPEC+ OPEC plus certain other oil-producing countries
    Q quarter
    WTI West Texas Intermediate, the reference price paid in U.S. dollars at Cushing, Oklahoma, for crude oil of standard grade
    000s thousands
    $000s thousands of dollars
       

    NON-GAAP AND OTHER FINANCIAL MEASURES

    This press release uses various “non-GAAP financial measures”, “non-GAAP ratios” and “capital management measures” (as such terms are defined in NI 52-112), which are described in further detail below.

    Non-GAAP Financial Measures

    NI 52-112 defines a non-GAAP financial measure as a financial measure that: (i) depicts the historical or expected future financial performance, financial position or cash flow of an entity; (ii) with respect to its composition, excludes an amount that is included in, or includes an amount that is excluded from, the composition of the most directly comparable financial measure disclosed in the primary financial statements of the entity; (iii) is not disclosed in the financial statements of the entity; and (iv) is not a ratio, fraction, percentage or similar representation. The non-GAAP financial measures used in this press release are not standardized financial measures under GAAP and might not be comparable to similar measures presented by other companies. Investors are cautioned that non-GAAP financial measures should not be construed as alternatives to or more meaningful than the most directly comparable GAAP financial measures as indicators of Birchcliff’s performance. Set forth below is a description of the non-GAAP financial measures used in this press release.

    Adjusted Funds Flow and Free Funds Flow

    Birchcliff defines “adjusted funds flow” as cash flow from operating activities before the effects of decommissioning expenditures, retirement benefit payments and changes in non-cash operating working capital. Birchcliff eliminates settlements of decommissioning expenditures from cash flow from operating activities as the amounts can be discretionary and may vary from period to period depending on its capital programs and the maturity of its operating areas. The settlement of decommissioning expenditures is managed with Birchcliff’s capital budgeting process which considers available adjusted funds flow. Birchcliff eliminates retirement benefit payments from cash flow from operating activities as such payments reflect costs for past service and contributions made by eligible executives under the Corporation’s post-employment benefit plan, which are not indicative of the current period. Changes in non-cash operating working capital are eliminated in the determination of adjusted funds flow as the timing of collection and payment are variable and by excluding them from the calculation, the Corporation believes that it is able to provide a more meaningful measure of its operations and ability to generate cash on a continuing basis. Management believes that adjusted funds flow assists management and investors in assessing Birchcliff’s financial performance after deducting all operating and corporate cash costs, as well as its ability to generate the cash necessary to fund sustaining and/or growth capital expenditures, repay debt, settle decommissioning obligations, buy back common shares and pay dividends.

    Birchcliff defines “free funds flow” as adjusted funds flow less F&D capital expenditures. Management believes that free funds flow assists management and investors in assessing Birchcliff’s ability to generate shareholder value and returns through a number of initiatives, including, but not limited to, debt repayment, common share buybacks, the payment of common share dividends, acquisitions and other opportunities that would complement or otherwise improve the Corporation’s business and enhance long-term shareholder value.

    The most directly comparable GAAP financial measure to adjusted funds flow and free funds flow is cash flow from operating activities. The following table provides a reconciliation of cash flow from operating activities to adjusted funds flow and free funds flow for the periods indicated:

      Three months ended
      Twelve months ended  
      March 31,
      December 31,  
    ($000s) 2025   2024   2024  
    Cash flow from operating activities 126,097   65,255   203,710  
    Change in non-cash operating working capital (2,194 ) (13,163 ) 17,269  
    Decommissioning expenditures 510   138   1,964  
    Retirement benefit payments   13,851   13,851  
    Adjusted funds flow 124,413   66,081   236,794  
    F&D capital expenditures (111,819 ) (102,773 ) (273,084 )
    Free funds flow 12,594   (36,692 ) (36,290 )

    Birchcliff has disclosed in this press release forecasts of adjusted funds flow and free funds flow for 2025, which are forward-looking non-GAAP financial measures. See “2025 Guidance”. The equivalent historical non-GAAP financial measures are adjusted funds flow and free funds flow for the twelve months ended December 31, 2024. Birchcliff anticipates the forward-looking non-GAAP financial measures for adjusted funds flow and free funds flow disclosed herein will be higher than their respective historical amounts, primarily due to higher anticipated benchmark natural gas prices in 2025 as compared to 2024. The commodity price assumptions on which the Corporation’s guidance is based are set forth under the heading “2025 Guidance”.

    Transportation and Other Expense

    Birchcliff defines “transportation and other expense” as transportation expense plus marketing purchases less marketing revenue. Birchcliff may enter into certain marketing purchase and sales arrangements with the objective of reducing any unused transportation or fractionation fees associated with its take-or-pay commitments and/or increasing the value of its production through value-added downstream initiatives. Management believes that transportation and other expense assists management and investors in assessing Birchcliff’s total cost structure related to transportation and marketing activities. The most directly comparable GAAP financial measure to transportation and other expense is transportation expense. The following table provides a reconciliation of transportation expense to transportation and other expense for the periods indicated:

      Three months ended
      Twelve months ended  
      March 31,
      December 31,  
    ($000s) 2025   2024   2024  
    Transportation expense 37,519   36,625   149,534  
    Marketing purchases 14,910   7,111   51,496  
    Marketing revenue (14,748 ) (9,468 ) (54,069 )
    Transportation and other expense 37,681   34,268   146,961  


    Operating Netback

    Birchcliff defines “operating netback” as petroleum and natural gas revenue less royalty expense, operating expense and transportation and other expense. Operating netback is a key industry performance indicator and one that provides investors with information that is commonly presented by other oil and natural gas producers. Management believes that operating netback assists management and investors in assessing Birchcliff’s operating profits after deducting the cash costs that are directly associated with the sale of its production, which can then be used to pay other corporate cash costs or satisfy other obligations. The following table provides a breakdown of Birchcliff’s operating netback for the periods indicated:

    Three months ended ($000s) March 31, 2025   March 31, 2024  
    P&NG revenue 197,188   163,304  
    Royalty expense (15,039 ) (14,467 )
    Operating expense (21,133 ) (26,427 )
    Transportation and other expense (37,681 ) (34,268 )
    Operating netback 123,335   88,142  


    Total Capital Expenditures

    Birchcliff defines “total capital expenditures” as exploration and development expenditures less dispositions plus acquisitions (if any) and plus administrative assets. Management believes that total capital expenditures assists management and investors in assessing Birchcliff’s overall capital cost structure associated with its petroleum and natural gas activities. The most directly comparable GAAP financial measure to total capital expenditures is exploration and development expenditures. The following table provides a reconciliation of exploration and development expenditures to total capital expenditures for the periods indicated:

    Three months ended ($000s) March 31, 2025 March 31, 2024  
    Exploration and development expenditures(1) 111,819 102,773  
    Dispositions (109 )
    Administrative assets 654 820  
    Total capital expenditures 112,473 103,484  

    (1)  Disclosed as F&D capital expenditures elsewhere in this press release. See “Advisories – F&D Capital Expenditures”.

    Effective Sales – Total Corporate, Total Natural Gas, AECO Market and NYMEX HH Market

    Birchcliff defines “effective sales” in the AECO market and NYMEX HH market as the sales amount received from the production of natural gas that is effectively attributed to the AECO and NYMEX HH market pricing, respectively, and does not consider the physical sales delivery point in each case. Effective sales in the NYMEX HH market includes realized gains and losses on financial instruments and excludes the notional fixed basis costs associated with the underlying financial contract in the period. Birchcliff defines “effective total natural gas sales” as the aggregate of the effective sales amount received in each natural gas market. Birchcliff defines “effective total corporate sales” as the aggregate of the effective total natural gas sales and the sales amount received from the production of light oil, condensate and NGLs. Management believes that disclosing the effective sales for each natural gas market assists management and investors in assessing Birchcliff’s natural gas diversification and commodity price exposure to each market. The most directly comparable GAAP financial measure to effective total natural gas sales and effective total corporate sales is natural gas sales. The following table provides a reconciliation of natural gas sales to effective total natural gas sales and effective total corporate sales for the periods indicated:

    Three months ended ($000s)  March 31, 2025 March 31, 2024  
    Natural gas sales 125,231 88,022  
    Realized gain (loss) on financial instruments 22,167 (5,628 )
    Notional fixed basis costs(1) 20,894 18,477  
    Effective total natural gas sales 168,292 100,871  
    Light oil sales 15,391 13,219  
    Condensate sales 37,371 43,477  
    NGLs sales 19,183 18,568  
    Effective total corporate sales 240,237 176,135  

    (1)  Reflects the aggregate notional fixed basis cost associated with Birchcliff’s financial NYMEX HH/AECO 7A basis swap contracts in the period.

    Non-GAAP Ratios

    NI 52-112 defines a non-GAAP ratio as a financial measure that: (i) is in the form of a ratio, fraction, percentage or similar representation; (ii) has a non-GAAP financial measure as one or more of its components; and (iii) is not disclosed in the financial statements of the entity. The non-GAAP ratios used in this press release are not standardized financial measures under GAAP and might not be comparable to similar measures presented by other companies. Set forth below is a description of the non-GAAP ratios used in this press release.

    Adjusted Funds Flow Per Boe and Adjusted Funds Flow Per Basic Common Share

    Birchcliff calculates “adjusted funds flow per boe” as aggregate adjusted funds flow in the period divided by the production (boe) in the period. Management believes that adjusted funds flow per boe assists management and investors in assessing Birchcliff’s financial profitability and sustainability on a cash basis by isolating the impact of production volumes to better analyze its performance against prior periods on a comparable basis.

    Birchcliff calculates “adjusted funds flow per basic common share” as aggregate adjusted funds flow in the period divided by the weighted average basic common shares outstanding at the end of the period. Management believes that adjusted funds flow per basic common share assists management and investors in assessing Birchcliff’s financial strength on a per common share basis.

    Free Funds Flow Per Basic Common Share

    Birchcliff calculates “free funds flow per basic common share” as aggregate free funds flow in the period divided by the weighted average basic common shares outstanding at the end of the period. Management believes that free funds flow per basic common share assists management and investors in assessing Birchcliff’s financial strength and its ability to deliver shareholder returns on a per common share basis.

    Transportation and Other Expense Per Boe

    Birchcliff calculates “transportation and other expense per boe” as aggregate transportation and other expense in the period divided by the production (boe) in the period. Management believes that transportation and other expense per boe assists management and investors in assessing Birchcliff’s cost structure as it relates to its transportation and marketing activities by isolating the impact of production volumes to better analyze its performance against prior periods on a comparable basis.

    Operating Netback Per Boe

    Birchcliff calculates “operating netback per boe” as aggregate operating netback in the period divided by the production (boe) in the period. Operating netback per boe is a key industry performance indicator and one that provides investors with information that is commonly presented by other oil and natural gas producers. Management believes that operating netback per boe assists management and investors in assessing Birchcliff’s operating profitability and sustainability by isolating the impact of production volumes to better analyze its performance against prior periods on a comparable basis.

    Effective Average Realized Sales Price – Total Corporate, Total Natural Gas, AECO Market and NYMEX HH Market

    Birchcliff calculates “effective average realized sales price” as effective sales, in each of total corporate, total natural gas, AECO market and NYMEX HH market, as the case may be, divided by the effective production in each of the markets during the period. Management believes that disclosing the effective average realized sales price for each natural gas market assists management and investors in comparing Birchcliff’s commodity price realizations in each natural gas market on a per unit basis.

    Capital Management Measures

    NI 52-112 defines a capital management measure as a financial measure that: (i) is intended to enable an individual to evaluate an entity’s objectives, policies and processes for managing the entity’s capital; (ii) is not a component of a line item disclosed in the primary financial statements of the entity; (iii) is disclosed in the notes to the financial statements of the entity; and (iv) is not disclosed in the primary financial statements of the entity. Set forth below is a description of the capital management measure used in this press release.

    Total Debt

    Birchcliff calculates “total debt” at the end of the period as the amount outstanding under the Corporation’s Credit Facilities plus working capital deficit (less working capital surplus) plus the fair value of the current asset portion of financial instruments less the fair value of the current liability portion of financial instruments and less the current portion of other liabilities discounted to the end of the period. The current portion of other liabilities has been excluded from total debt as these amounts have not been incurred and reflect future commitments in the normal course of operations. Management believes that total debt assists management and investors in assessing Birchcliff’s overall liquidity and financial position at the end of the period. The following table provides a reconciliation of the amount outstanding under the Corporation’s Credit Facilities, as determined in accordance with GAAP, to total debt for the periods indicated:

    As at ($000s) March 31, 2025   December 31, 2024   March 31, 2024  
    Revolving term credit facilities 518,581   566,857   428,566  
    Working capital (surplus) deficit(1) (67,109 ) (88,953 ) 34,261  
    Fair value of financial instruments – asset(2) 96,623   71,038   240  
    Fair value of financial instruments – liability(2)     (14,550 )
    Other liabilities(2) (13,385 ) (13,385 ) (5,137 )
    Total debt 534,710   535,557   443,380  

    (1)  Current liabilities less current assets.

    (2)  Reflects the current portion only.

    ADVISORIES

    Unaudited Information

    All financial and operational information contained in this press release for the three months ended March 31, 2025 and 2024 is unaudited.

    Currency

    Unless otherwise indicated, all dollar amounts are expressed in Canadian dollars, all references to “$” and “CDN$” are to Canadian dollars and all references to “US$” are to United States dollars.

    Boe Conversions

    Boe amounts have been calculated by using the conversion ratio of 6 Mcf of natural gas to 1 bbl of oil. Boe amounts may be misleading, particularly if used in isolation. A boe conversion ratio of 6 Mcf: 1 bbl is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different from the energy equivalency of 6:1, utilizing a conversion on a 6:1 basis may be misleading as an indication of value.

    MMBtu Pricing Conversions

    $1.00 per MMBtu equals $1.00 per Mcf based on a standard heat value Mcf.

    Oil and Gas Metrics

    This press release contains metrics commonly used in the oil and natural gas industry, including operating netback. These oil and gas metrics do not have any standardized meanings or standard methods of calculation and therefore may not be comparable to similar measures presented by other companies. As such, they should not be used to make comparisons. Management uses these oil and gas metrics for its own performance measurements and to provide investors with measures to compare Birchcliff’s performance over time; however, such measures are not reliable indicators of Birchcliff’s future performance, which may not compare to Birchcliff’s performance in previous periods, and therefore should not be unduly relied upon. For additional information regarding operating netback and how such metric is calculated, see “Non-GAAP and Other Financial Measures”.

    Production

    With respect to the disclosure of Birchcliff’s production contained in this press release: (i) references to “light oil” mean “light crude oil and medium crude oil” as such term is defined in NI 51-101; (ii) references to “liquids” mean “light crude oil and medium crude oil” and “natural gas liquids” (including condensate) as such terms are defined in NI 51-101; and (iii) references to “natural gas” mean “shale gas”, which also includes an immaterial amount of “conventional natural gas”, as such terms are defined in NI 51-101. In addition, NI 51-101 includes condensate within the product type of natural gas liquids. Birchcliff has disclosed condensate separately from other natural gas liquids as the price of condensate as compared to other natural gas liquids is currently significantly higher and Birchcliff believes presenting the two commodities separately provides a more accurate description of its operations and results therefrom.

    With respect to the disclosure of Birchcliff’s production contained in this press release, all production volumes have been disclosed on a “gross” basis as such term is defined in NI 51-101, meaning Birchcliff’s working interest (operating or non-operating) share before the deduction of royalties and without including any royalty interests of Birchcliff.

    Initial Production Rates

    Any references in this press release to initial production rates or other short-term production rates are useful in confirming the presence of hydrocarbons; however, such rates are not determinative of the rates at which such wells will continue to produce and decline thereafter and are not indicative of the long-term performance or the ultimate recovery of such wells. In addition, such rates may also include recovered “load oil” or “load water” fluids used in well completion stimulation. Readers are cautioned not to place undue reliance on such rates in calculating the aggregate production for Birchcliff. Such rates are based on field estimates and may be based on limited data available at this time.

    With respect to the production rates for the Corporation’s 5-well 04-05 pad disclosed herein, such rates represent the cumulative volumes for each well measured at the wellhead separator for the 30 and 60 days (as applicable) of production immediately after each well was considered stabilized after producing fracture treatment fluid back to surface in an amount such that flow rates of hydrocarbons became reliable, divided by 30 or 60 (as applicable), which were then added together to determine the aggregate production rates for the 5-well pad and then divided by 5 to determine the per well average production rates. The production rates excluded the hours and days when the wells did not produce. To-date, no pressure transient or well-test interpretation has been carried out on any of the wells. The natural gas volumes represent raw natural gas volumes as opposed to sales gas volumes.

    Finding and Development (F&D) Capital Expenditures

    References in this press release to “F&D capital expenditures” denotes exploration and development expenditures as disclosed in the Corporation’s financial statements in accordance with GAAP, and is primarily comprised of capital for land, seismic, workovers, drilling and completions, well equipment and facilities and capitalized G&A costs and excludes any acquisitions, dispositions, administrative assets and the capitalized portion of cash incentive payments that have not been approved by the Board. Management believes that F&D capital expenditures assists management and investors in assessing Birchcliff’s capital cost outlay associated with its exploration and development activities for the purposes of finding and developing its reserves.

    Forward-Looking Statements

    Certain statements contained in this press release constitute forward‐looking statements and forward-looking information (collectively referred to as “forward‐looking statements”) within the meaning of applicable Canadian securities laws. The forward-looking statements contained in this press release relate to future events or Birchcliff’s future plans, strategy, operations, performance or financial position and are based on Birchcliff’s current expectations, estimates, projections, beliefs and assumptions. Such forward-looking statements have been made by Birchcliff in light of the information available to it at the time the statements were made and reflect its experience and perception of historical trends. All statements and information other than historical fact may be forward‐looking statements. Such forward‐looking statements are often, but not always, identified by the use of words such as “seek, “plan”, “focus”, “future”, “outlook”, “position”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “forecast”, “guidance”, “potential”, “proposed”, “predict”, “budget”, “continue”, “targeting”, “may”, “will”, “could”, “might”, “should”, “would”, “on track”, “maintain”, “deliver” and other similar words and expressions.

    By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward‐looking statements. Accordingly, readers are cautioned not to place undue reliance on such forward-looking statements. Although Birchcliff believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct and Birchcliff makes no representation that actual results achieved will be the same in whole or in part as those set out in the forward-looking statements.

    In particular, this press release contains forward‐looking statements relating to:

    • Birchcliff’s plans and other aspects of its anticipated future financial performance, results, operations, focus, objectives, strategies, opportunities, priorities and goals, including: Birchcliff’s continued focus on operational excellence; that with a substantial portion of its capital program behind it, Birchcliff expects to generate significant free funds flow during the remainder of the year, which will be allocated primarily towards reducing its total debt by approximately 28% from year end 2024, after the payment of its base dividend; that Birchcliff’s 2025 production guidance and capital program are unchanged and it remains focused on capital efficiency improvements, driving down its costs and strengthening its balance sheet; and that Birchcliff looks forward to a promising future, leveraging its strengths to navigate the evolving market, drive profitable growth and deliver long-term shareholder value;
    • the information set forth under the heading “2025 Guidance” and elsewhere in this press release as it relates to Birchcliff’s guidance for 2025, including: that as a result of the continued volatility in commodity prices driven by the uncertainties surrounding tariffs, global trade tensions and OPEC+ production increases, Birchcliff has lowered its commodity price assumptions for the remainder of 2025; that lower oil prices are forecasted for the remainder of the year; that Birchcliff expects to significantly strengthen its balance sheet in 2025, with free funds flow (after the payment of dividends) anticipated to be allocated primarily towards debt reduction; that based on its current commodity price assumptions, Birchcliff expects to exit 2025 with total debt of $365 million to $405 million, which represents a 28% reduction from its total debt at year end 2024 of $535.6 million; forecasts of annual average production, production commodity mix, average expenses, adjusted funds flow, F&D capital expenditures, free funds flow, total debt at year end, natural gas market exposure and the expected impact of changes in commodity prices and the CDN/US exchange rate on Birchcliff’s forecast of free funds flow; and that Birchcliff currently anticipates that U.S. tariffs will not have a material impact on its business;
    • the information set forth under the heading “Operational Update” and elsewhere in this press release regarding Birchcliff’s 2025 capital program and its exploration, production and development activities and plans (including its plans for Elmworth) and the timing thereof, including: that Birchcliff’s 2025 capital budget of $260 million to $300 million includes the drilling of 25 (25.0 net) wells and the bringing on production of 26 (26.0 net) wells in 2025; that Birchcliff’s teams continue to demonstrate a steadfast focus on execution, operational efficiency and disciplined cost management; that Birchcliff’s purposeful execution is helping to strengthen its performance and position the business for sustainable growth through the remainder of the year and in the long-term; the expected timing for wells to be brought on production and the completion of the turnaround at Birchcliff’s Pouce Coupe gas plant; targeted product types; and that Birchcliff is progressing the formal planning for the construction of a proposed 100% owned and operated 80 MMcf/d natural gas processing plant in Elmworth; and
    • that Birchcliff anticipates the forward-looking non-GAAP financial measures for adjusted funds flow and free funds flow disclosed herein will be higher than their respective historical amounts, primarily due to higher anticipated benchmark natural gas prices in 2025 as compared to 2024.

    With respect to the forward-looking statements contained in this press release, assumptions have been made regarding, among other things: prevailing and future commodity prices and differentials, exchange rates, interest rates, inflation rates, royalty rates and tax rates; the state of the economy, financial markets and the exploration, development and production business; the political environment in which Birchcliff operates; tariffs and trade policies; the regulatory framework regarding royalties, taxes, environmental, climate change and other laws; the Corporation’s ability to comply with existing and future laws; future cash flow, debt and dividend levels; future operating, transportation, G&A and other expenses; Birchcliff’s ability to access capital and obtain financing on acceptable terms; the timing and amount of capital expenditures and the sources of funding for capital expenditures and other activities; the sufficiency of budgeted capital expenditures to carry out planned operations; the successful and timely implementation of capital projects and the timing, location and extent of future drilling and other operations; results of operations; Birchcliff’s ability to continue to develop its assets and obtain the anticipated benefits therefrom; the performance of existing and future wells; reserves volumes and Birchcliff’s ability to replace and expand reserves through acquisition, development or exploration; the impact of competition on Birchcliff; the availability of, demand for and cost of labour, services and materials; the approval of the Board of future dividends; the ability to obtain any necessary regulatory or other approvals in a timely manner; the satisfaction by third parties of their obligations to Birchcliff; the ability of Birchcliff to secure adequate processing and transportation for its products; Birchcliff’s ability to successfully market natural gas and liquids; the results of the Corporation’s risk management and market diversification activities; and Birchcliff’s natural gas market exposure. In addition to the foregoing assumptions, Birchcliff has made the following assumptions with respect to certain forward-looking statements contained in this press release:

    • With respect to Birchcliff’s 2025 guidance (as updated on May 14, 2025), such guidance is based on the commodity price, exchange rate and other assumptions set forth under the heading “2025 Guidance”. In addition:
      • Birchcliff’s production guidance assumes that: the 2025 capital program will be carried out as currently contemplated; no unexpected outages occur in the infrastructure that Birchcliff relies on to produce its wells and that any transportation service curtailments or unplanned outages that occur will be short in duration or otherwise insignificant; the construction of new infrastructure meets timing and operational expectations; existing wells continue to meet production expectations; and future wells scheduled to come on production meet timing, production and capital expenditure expectations.
      • Birchcliff’s forecast of F&D capital expenditures assumes that the 2025 capital program will be carried out as currently contemplated and excludes any potential acquisitions, dispositions and the capitalized portion of cash incentive payments that have not been approved by the Board. The amount and allocation of capital expenditures for exploration and development activities by area and the number and types of wells to be drilled and brought on production is dependent upon results achieved and is subject to review and modification by management on an ongoing basis throughout the year. Actual spending may vary due to a variety of factors, including commodity prices, economic conditions, results of operations and costs of labour, services and materials.
      • Birchcliff’s forecasts of adjusted funds flow and free funds flow assume that: the 2025 capital program will be carried out as currently contemplated and the level of capital spending for 2025 set forth herein is met; and the forecasts of production, production commodity mix, expenses and natural gas market exposure and the commodity price and exchange rate assumptions set forth herein are met. Birchcliff’s forecast of adjusted funds flow takes into account its financial basis swap contracts outstanding as at May 5, 2025 and excludes cash incentive payments that have not been approved by the Board.
      • Birchcliff’s forecast of year end total debt assumes that: (i) the forecasts of adjusted funds flow and free funds flow are achieved, with the level of capital spending for 2025 met and the payment of an annual base dividend of approximately $33 million; (ii) any free funds flow remaining after the payment of dividends, asset retirement obligations and other amounts for administrative assets, financing fees and capital lease obligations is allocated towards debt reduction; and (iii) there are no buybacks of common shares, no equity issuances, no further exercises of stock options and no significant acquisitions or dispositions completed by the Corporation during 2025. The forecast of total debt excludes cash incentive payments that have not been approved by the Board.
      • Birchcliff’s forecast of its natural gas market exposure assumes: (i) 175,000 GJ/d being sold on a physical basis at the Dawn price; (ii) 147,500 MMBtu/d being contracted on a financial basis at an average fixed basis differential price between AECO 7A and NYMEX HH of US$1.088/MMBtu; and (iii) 1,200 GJ/d being sold at Alliance on a physical basis at the AECO 5A price plus a premium. Birchcliff’s natural gas market exposure takes into account its financial basis swap contracts outstanding as at May 5, 2025.
    • With respect to statements regarding future wells to be drilled or brought on production, such statements assume: the continuing validity of the geological and other technical interpretations performed by Birchcliff’s technical staff, which indicate that commercially economic volumes can be recovered from Birchcliff’s lands as a result of drilling future wells; and that commodity prices and general economic conditions will warrant proceeding with the drilling of such wells.

    Birchcliff’s actual results, performance or achievements could differ materially from those anticipated in the forward-looking statements as a result of both known and unknown risks and uncertainties including, but not limited to: general economic, market and business conditions which will, among other things, impact the demand for and market prices of Birchcliff’s products and Birchcliff’s access to capital; volatility of crude oil and natural gas prices; fluctuations in commodity prices and exchange, interest and inflation rates; risks associated with increasing costs, whether due to high inflation rates, supply chain disruptions or other factors; an inability of Birchcliff to generate sufficient cash flow from operations to meet its current and future obligations; an inability to access sufficient capital from internal and external sources on terms acceptable to the Corporation; risks associated with Birchcliff’s Credit Facilities, including a failure to comply with covenants under the agreement governing the Credit Facilities and the risk that the borrowing base limit may be redetermined; fluctuations in the costs of borrowing; operational risks and liabilities inherent in oil and natural gas operations; the risk that weather events such as wildfires, flooding, droughts or extreme hot or cold temperatures forces the Corporation to shut-in production or otherwise adversely affects the Corporation’s operations; the occurrence of unexpected events such as fires, explosions, blow-outs, equipment failures, transportation incidents and other similar events; an inability to access sufficient water or other fluids needed for operations; the risks associated with supply chain disruptions; uncertainty that development activities in connection with Birchcliff’s assets will be economic; an inability to access or implement some or all of the technology necessary to operate its assets and achieve expected future results; geological, technical, drilling, construction and processing problems; uncertainty of geological and technical data; horizontal drilling and completions techniques and the failure of drilling results to meet expectations for reserves or production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of estimates and projections relating to production, revenue, costs and reserves; the accuracy of cost estimates and variances in Birchcliff’s actual costs and economic returns from those anticipated; incorrect assessments of the value of acquisitions and exploration and development programs; the risks posed by pandemics, epidemics, geopolitical events and global conflict and their impacts on supply and demand and commodity prices; actions taken by OPEC and other major oil producers and the impact such actions may have on supply and demand and commodity prices; stock market volatility; loss of market demand; changes to the regulatory framework in the locations where the Corporation operates, including changes to tax laws, Crown royalty rates, environmental and climate change laws (including emissions and “greenwashing”), carbon tax regimes, incentive programs and other regulations that affect the oil and natural gas industry; political uncertainty and uncertainty associated with government policy changes; actions by government authorities; the risk that: (i) the U.S. tariffs that are currently in effect on goods exported from or imported into Canada continue in effect for an extended period of time, the tariffs that have been threatened are implemented, that tariffs that are currently suspended are reactivated, the rate or scope of tariffs are increased or new tariffs are imposed, including on oil and natural gas; (ii) the U.S. and/or Canada imposes any other form of tax, restriction or prohibition on the import or export of products from one country to the other, including on oil and natural gas; and (iii) the tariffs imposed or threatened to be imposed by the U.S. on other countries and retaliatory tariffs imposed or threatened to be imposed by other countries on the U.S. will trigger a broader global trade war, which could have a material adverse effect on the Canadian, U.S. and global economies, and by extension the Canadian oil and natural gas industry and the Corporation, including by decreasing the demand for (and the price of) oil and natural gas, disrupting supply chains, increasing costs, causing volatility in global financial markets and limiting access to financing; an inability of the Corporation to comply with existing and future laws and the cost of compliance with such laws; dependence on facilities, gathering lines and pipelines; uncertainties and risks associated with pipeline restrictions and outages to third-party infrastructure that could cause disruptions to production; the lack of available pipeline capacity and an inability to secure adequate and cost-effective processing and transportation for Birchcliff’s products; an inability to satisfy obligations under Birchcliff’s firm marketing and transportation arrangements; shortages in equipment and skilled personnel; the absence or loss of key employees; competition for, among other things, capital, acquisitions of reserves, undeveloped lands, equipment and skilled personnel; management of Birchcliff’s growth; environmental and climate change risks, claims and liabilities; potential litigation; default under or breach of agreements by counterparties and potential enforceability issues in contracts; claims by Indigenous peoples; the reassessment by taxing or regulatory authorities of the Corporation’s prior transactions and filings; unforeseen title defects; third-party claims regarding the Corporation’s right to use technology and equipment; uncertainties associated with the outcome of litigation or other proceedings involving Birchcliff; uncertainties associated with counterparty credit risk; risks associated with Birchcliff’s risk management and market diversification activities; risks associated with the declaration and payment of future dividends, including the discretion of the Board to declare dividends and change the Corporation’s dividend policy and the risk that the amount of dividends may be less than currently forecast; the failure to obtain any required approvals in a timely manner or at all; the failure to complete or realize the anticipated benefits of acquisitions and dispositions and the risk of unforeseen difficulties in integrating acquired assets into Birchcliff’s operations; negative public perception of the oil and natural gas industry; the Corporation’s reliance on hydraulic fracturing; market competition, including from alternative energy sources; changing demand for petroleum products; the availability of insurance and the risk that certain losses may not be insured; breaches or failure of information systems and security (including risks associated with cyber-attacks); risks associated with artificial intelligence; risks associated with the ownership of the Corporation’s securities; the accuracy of the Corporation’s accounting estimates and judgments; and the risk that any of the Corporation’s material assumptions prove to be materially inaccurate (including the Corporation’s commodity price and exchange rate assumptions for 2025).

    Readers are cautioned that the foregoing lists of factors are not exhaustive. Additional information on these and other risk factors that could affect Birchcliff’s results of operations, financial performance or financial results are included in the Corporation’s annual information form and annual management’s discussion and analysis for the financial year ended December 31, 2024 under the heading “Risk Factors” and in other reports filed with Canadian securities regulatory authorities.

    This press release contains information that may constitute future-oriented financial information or financial outlook information (collectively, “FOFI”) about Birchcliff’s prospective financial performance, financial position or cash flows, all of which is subject to the same assumptions, risk factors, limitations and qualifications as set forth above. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise or inaccurate and, as such, undue reliance should not be placed on FOFI. Birchcliff’s actual results, performance and achievements could differ materially from those expressed in, or implied by, FOFI. Birchcliff has included FOFI in order to provide readers with a more complete perspective on Birchcliff’s future operations and management’s current expectations relating to Birchcliff’s future performance. Readers are cautioned that such information may not be appropriate for other purposes.

    Management has included the above summary of assumptions and risks related to forward-looking statements provided in this press release in order to provide readers with a more complete perspective on Birchcliff’s future operations and management’s current expectations relating to Birchcliff’s future performance. Readers are cautioned that this information may not be appropriate for other purposes.

    The forward-looking statements and FOFI contained in this press release are expressly qualified by the foregoing cautionary statements. The forward-looking statements and FOFI contained herein are made as of the date of this press release. Unless required by applicable laws, Birchcliff does not undertake any obligation to publicly update or revise any forward-looking statements or FOFI, whether as a result of new information, future events or otherwise.

    ABOUT BIRCHCLIFF:

    Birchcliff is an intermediate oil and natural gas company based in Calgary, Alberta with operations focused on the exploration and development of the Montney/Doig Resource Play in Alberta. Birchcliff’s common shares are listed for trading on the Toronto Stock Exchange under the symbol “BIR”.

    For further information, please contact:
     
    Birchcliff Energy Ltd.
    Suite 1000, 600 – 3rd Avenue S.W.
    Calgary, Alberta T2P 0G5
    Telephone: (403) 261-6401
    Email: birinfo@birchcliffenergy.com
    www.birchcliffenergy.com
    Chris Carlsen – President and Chief Executive Officer

    Bruno Geremia – Executive Vice President and Chief Financial Officer

    The MIL Network

  • MIL-OSI: Conifer Holdings Reports 2025 First Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    TROY, Mich., May 14, 2025 (GLOBE NEWSWIRE) — Conifer Holdings, Inc. (Nasdaq: CNFR) (“Conifer” or the “Company”) today announced results for the first quarter ended March 31, 2025.

    First Quarter 2025 Financial Highlights

    • Personal Lines production was up 22% for the period
    • Net income allocable to common shareholders of $522,000, or $0.04 per share
    • Book value increased to $2.09 per common share outstanding

    Management Comments

    Brian Roney, CEO of Conifer, commented, “While we were pleased to see continued growth in our Personal lines production, overall, Conifer had an up and down quarter, netting to a small gain. Of note for the period, book value did increase, but largely due to GAAP treatment of an expected earn-out payment.”

    2025 First Quarter Financial Results Overview

       
      At and for the
    Three Months Ended March 31,
      2025   2024   % Change
      (dollars in thousands, except share and per share amounts)
               
    Gross written premiums $ 16,173     $ 24,313     -33.5 %
    Net written premiums   10,840       15,391     -29.6 %
    Net earned premiums   10,315       16,887     -38.9 %
               
    Net investment income   1,289       1,546     -16.6 %
    Net realized investment gains (losses)   3           **
    Change in fair value of equity investments   (192 )     43     **
               
    Net income (loss) allocable to common shareholders   522       74     **
    Net income (loss) allocable to common shareholders per share, diluted $ 0.04     $ 0.01     **
               
    Adjusted operating income (loss)*   (3,684 )     1,314     **
    Adjusted operating income (loss) per share, diluted* $ (0.30 )   $ 0.11     **
               
    Book value per common share outstanding $ 2.09     $ 0.21      
               
    Weighted average shares outstanding, basic and diluted   12,222,881       12,222,881      
               
    Underwriting ratios:          
    Loss ratio (1)   89.7 %     62.0 %    
    Expense ratio (2)   50.8 %     34.7 %    
    Combined ratio (3)   140.5 %     96.7 %    
               
    * The “Definitions of Non-GAAP Measures” section of this release defines and reconciles data that are not based on generally accepted accounting principles.
    ** Percentage is not meaningful          
    (1) The loss ratio is the ratio, expressed as a percentage, of net losses and loss adjustment expenses to net earned premiums and other income from underwriting operations.
    (2) The expense ratio is the ratio, expressed as a percentage, of policy acquisition costs and other underwriting expenses to net earned premiums and other income from underwriting operations.
    (3) The combined ratio is the sum of the loss ratio and the expense ratio. A combined ratio under 100% indicates an underwriting profit. A combined ratio over 100% indicates an underwriting loss.
               

    2025 First Quarter Gross Written Premium

    Gross written premiums decreased 33.5% in the first quarter of 2025 to $16.2 million, compared to
    $24.3 million in the prior year period. This decrease reflects the Company’s strategic shift away from Commercial Lines premium following the sale of our agency group in 2024.

    Commercial Lines Financial and Operational Review

     
    Commercial Lines Financial Review
      Three Months Ended March 31,
      2025   2024   % Change
      (dollars in thousands)
               
    Gross written premiums $ 2,047     $ 12,762     -84.0 %
    Net written premiums   (1,604 )     8,287     -119.4 %
    Net earned premiums   1,331       8,797     -84.9 %
               
    Underwriting ratios:          
    Loss ratio   113.1 %     76.5 %    
    Expense ratio   25.3 %     32.7 %    
    Combined ratio   138.4 %     109.2 %    
               
    Contribution to combined ratio from net (favorable) adverse prior year development   -46.6 %     0.5 %    
               
    Accident year combined ratio (1)   185.0 %     108.7 %    
               
    (1) The accident year combined ratio is the sum of the loss ratio and the expense ratio, less changes in net ultimate loss estimates from prior accident year loss reserves. The accident year combined ratio provides management with an assessment of the specific policy year’s profitability and assists management in their evaluation of product pricing levels and quality of business written.
               

    The Company’s commercial lines of business represented 12.6% of total gross written premium in the first quarter of 2025. As noted above, premium decreased considerably year over year as Conifer continued to focus its underwriting efforts on Personal Lines business, notably our homeowner’s insurance portfolio in Texas and the Midwest.

    Personal Lines Financial and Operational Review

               
    Personal Lines Financial Review
      Three Months Ended March 31,
      2025   2024   % Change
      (dollars in thousands)
               
    Gross written premiums $ 14,126     $ 11,551     22.3 %
    Net written premiums   12,444       7,104     75.2 %
    Net earned premiums   8,984       8,090     11.1 %
               
    Underwriting ratios:          
    Loss ratio   86.3 %     46.2 %    
    Expense ratio   54.6 %     36.8 %    
    Combined ratio   140.9 %     83.0 %    
               
    Contribution to combined ratio from net (favorable) adverse prior year development   8.6 %     -6.3 %    
               
    Accident year combined ratio   132.3 %     89.3 %    
               

    Personal lines, representing 87.4% of total gross written premium for the quarter, consists primarily of low-value dwelling homeowner’s insurance in Texas and the Midwest.

    Personal lines gross written premium increased 22.3% from the prior year period to $14.1 million for the first quarter of 2025, led by growth in the Company’s low-value dwelling line of business in Texas.

    For the quarter, the loss ratio was impacted by ordinary seasonal storms, largely in Texas. As per the expected norm, we believe that the loss ratio should moderate as the year progresses.

    Combined Ratio Analysis

       
      Three Months Ended
    March 31,
      2025   2024
       
           
    Underwriting ratios:      
    Loss ratio 89.7 %   62.0 %
    Expense ratio 50.8 %   34.7 %
    Combined ratio 140.5 %   96.7 %
           
    Contribution to combined ratio from net (favorable) adverse prior year development 1.4 %   -2.7 %
           
    Accident year combined ratio 139.1 %   99.4 %
           

    Net Investment Income
    Net investment income was $1.3 million for the quarter ended March 31, 2025, compared to $1.5 million in the prior year period.

    Change in Fair Value of Equity Securities
    During the quarter, the Company reported a loss from the change in fair value of equity investments of $192,000, compared to a $43,000 gain in the prior year period.

    Net Income (Loss) allocable to common shareholders
    The Company reported net income allocable to common shareholders of $522,000, or $0.04 per share, for the first quarter of 2025.

    Adjusted Operating Income (Loss)
    There was an adjusted operating loss of $3.7 million, or $0.30 per share, for the first quarter ended March 31, 2025. See Definitions of Non-GAAP Measures.

    About Conifer Holdings
    Conifer Holdings, Inc. is a Michigan-based property and casualty holding company. Through its subsidiaries, Conifer offers specialty insurance coverage for largely personal lines, marketing through independent agents. The Company trades on the Nasdaq Capital Market under the symbol CNFR. Additional information is available on the Company’s website at www.ir.cnfrh.com.

    Definitions of Non-GAAP Measures
    Conifer prepares its public financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP). Statutory data is prepared in accordance with statutory accounting rules as defined by the National Association of Insurance Commissioners’ (NAIC) Accounting Practices and Procedures Manual, and therefore is not reconciled to GAAP data.

    We believe that investors’ understanding of Conifer’s performance is enhanced by our disclosure of adjusted operating income. Our method for calculating this measure may differ from that used by other companies and therefore comparability may be limited. We define adjusted operating income (loss), a non-GAAP measure, as net income (loss) excluding: 1) net realized investment gains and losses, 2) change in fair value of equity securities 3) change in fair value of contingent considerations and 4) net income (loss) from discontinued operations. We use adjusted operating income as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance.

    Forward-Looking Statement

    This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give current expectations or forecasts of future events or our future financial or operating performance, and include Conifer’s expectations regarding premiums, earnings, its capital position, expansion, and growth strategies. The forward-looking statements contained in this press release are based on management’s good-faith belief and reasonable judgment based on current information. The forward-looking statements are qualified by important factors, risks and uncertainties, many of which are beyond our control, that could cause our actual results to differ materially from those in the forward-looking statements, including those described in our form 10-K (“Item 1A Risk Factors”) filed with the SEC on March 28, 2025 and subsequent reports filed with or furnished to the SEC. Any forward-looking statement made by us in this report speaks only as of the date hereof or as of the date specified herein. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable laws or regulations.

    Reconciliations of adjusted operating income (loss) and adjusted operating income (loss) per share:

       
      Three Months Ended
    March 31,
      2025   2024
      (dollar in thousands, except share and per share amounts)
           
    Net income (loss) $ 522     $ 231  
    Less:      
    Net realized investment gains (losses)   3        
    Change in fair value of equity securities   (192 )     43  
    Change in fair value of contingent considerations   4,395        
    Net income (loss) from discontinued operations         (1,126 )
    Impact of income tax expense (benefit) from adjustments *          
    Adjusted operating income (loss) $ (3,684 )   $ 1,314  
           
    Weighted average common shares, diluted   12,222,881       12,222,881  
           
    Diluted income (loss) per common share:      
    Net income (loss) $ 0.04     $ 0.02  
    Less:      
    Net realized investment gains (losses)          
    Change in fair value of equity securities   (0.02 )     0.01  
    Change in fair value of contingent considerations   0.36        
    Net income (loss) from discontinued operations         (0.10 )
    Impact of income tax expense (benefit) from adjustments *          
    Adjusted operating income (loss), per share $ (0.30 )   $ 0.11  
           

    * The Company has recorded a full valuation allowance against its deferred tax assets as of March 31, 2025 and March 31, 2024, respectively. As a result, there were no taxable impacts to adjusted operating income from the adjustments to net income (loss) in the table above after taking into account the use of NOLs and the change in the valuation allowance.

             
    Conifer Holdings, Inc. and Subsidiaries
    Consolidated Balance Sheets
    (dollars in thousands)
             
        March 31,   December 31,
        2025   2024
    Assets   (Unaudited)    
    Investment securities:        
    Debt securities, at fair value (amortized cost of $106,636 and $117,827, respectively)   $ 96,023     $ 105,665  
    Equity securities, at fair value (cost of $1,838 and $1,836, respectively)     1,411       1,603  
    Short-term investments, at fair value     42,066       21,151  
    Total investments     139,500       128,419  
             
    Cash and cash equivalents     10,281       27,654  
    Premiums and agents’ balances receivable, net     9,568       9,901  
    Reinsurance recoverables on unpaid losses     77,872       84,490  
    Reinsurance recoverables on paid losses     11,666       6,919  
    Prepaid reinsurance premiums     5,403       6,088  
    Deferred policy acquisition costs     6,647       6,380  
    Receivable from contingent considerations     12,465       8,070  
    Other assets     3,672       3,735  
    Total assets   $ 277,074     $ 281,656  
             
    Liabilities and Shareholders’ Equity        
    Liabilities:        
    Unpaid losses and loss adjustment expenses   $ 176,362     $ 189,285  
    Unearned premiums     30,645       30,590  
    Reinsurance premiums payable     2,488       1  
    Debt     11,996       11,932  
    Mandatorily redeemable preferred stock     5,651        
    Funds held under reinsurance agreements     20,964       25,829  
    Accounts payable and accrued expenses     3,383       2,494  
    Total liabilities     251,489       260,131  
             
    Commitments and contingencies            
             
    Shareholders’ equity:        
    Common stock, no par value (100,000,000 shares authorized; 12,222,881 issued and outstanding, respectively)     100,117       98,178  
    Accumulated deficit     (62,631 )     (63,153 )
    Accumulated other comprehensive income (loss)     (11,901 )     (13,500 )
    Total shareholders’ equity     25,585       21,525  
    Total liabilities and shareholders’ equity   $ 277,074     $ 281,656  
             
    Conifer Holdings, Inc. and Subsidiaries
    Consolidated Statements of Operations (Unaudited)
    (dollars in thousands, except share and per share data)
             
        Three Months Ended
        March 31
        2025   2024
             
    Revenue and Other Income        
    Premiums        
    Gross earned premiums   $ 16,118     $ 34,232  
    Ceded earned premiums     (5,803 )     (17,345 )
    Net earned premiums     10,315       16,887  
    Net investment income     1,289       1,546  
    Net realized investment gains (losses)     3        
    Change in fair value of equity securities     (192 )     43  
    Other income     65       149  
    Change in fair value of contingent considerations     4,395        
    Total revenue and other income     15,875       18,625  
             
    Expenses        
    Losses and loss adjustment expenses, net     9,274       10,520  
    Policy acquisition costs     2,677       3,160  
    Operating expenses     2,861       2,862  
    Interest expense     541       877  
    Total expenses     15,353       17,419  
             
    Income (loss) from continuing operations before income taxes     522       1,206  
    Income tax expense (benefit)           (151 )
             
    Net income (loss) from continuing operations   $ 522     $ 1,357  
    Net income (loss) from discontinued operations           (1,126 )
    Net income (loss)     522       231  
    Series A Preferred Stock dividends           157  
    Net income (loss) allocable to common shareholders   $ 522     $ 74  
             
    Earnings (loss) per common share, basic and diluted        
    Net income (loss) from continuing operations   $ 0.04     $ 0.11  
    Net income (loss) from discontinued operations   $     $ (0.10 )
    Net income (loss) allocable to common shareholders   $ 0.04     $ 0.01  
             
    Weighted average common shares outstanding, basic and diluted     12,222,881       12,222,881  
             

    For Further Information:
    Jessica Gulis, 248.559.0840
    ir@cnfrh.com

    The MIL Network

  • MIL-OSI: Reliance Global Group Reports 2025 First Quarter Results and Provides Business Update

    Source: GlobeNewswire (MIL-OSI)

    LAKEWOOD, N.J., May 14, 2025 (GLOBE NEWSWIRE) — Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance”, “we” or the “Company”) today provided a business update and reported financial results for the quarter ended March 31, 2025.

    “We are pleased to begin 2025 with improving financial results that build on the momentum we achieved in 2024,” said Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group. “Our growth in organic revenues highlights the attractive strides we’ve made in expanding our market share. At the same time, the substantial reduction in net loss and the increase in AEBITDA reflect the sustained benefits of our disciplined fiscal management, streamlined operations under the OneFirm model, and the absence of prior-year impairment charges. This strong momentum has reinforced our foundation and positioned us for scalable, long-term growth with improved profitability.”

    “We are excited about the road ahead as we build on the progress made in 2024 and move closer to completing the Spetner acquisition—an important milestone that is expected to enhance our insurance capabilities and strengthen our financial and market position. We also continue to drive innovation across our platform, most notably with the launch of RELI Auto Leasing. This new offering allows our RELI Exchange agency partners to provide clients with convenient access to vehicle leasing nationwide while earning commissions—without requiring expertise in auto finance. By integrating leasing into the insurance process, we are enhancing our value proposition, deepening client relationships, and opening a compelling new revenue stream for our agents. At the same time, the continued adoption of our advanced InsurTech solutions is transforming the agent experience through AI-driven automation, improved underwriting precision, and streamlined service. These innovations, combined with our disciplined approach to growth and operational excellence, position us to capitalize on emerging opportunities in the evolving InsurTech landscape. We believe the foundation we have put in place sets the stage for a period of exceptional expansion in 2025 and beyond, and we remain committed to delivering superior service to our agents and clients while driving long-term value for our shareholders,” concluded Mr. Beyman.

    2025 First Quarter Financial Highlights

    • Commission income revenue increased by $153,782, or 4%, to $4,236,220 in Q1 2025, compared to $4,082,438 in Q1 2024. This increase reflects continued organic growth across the Company’s insurance distribution channels.
    • Commission expense increased by $192,885, or 15%, to $1,469,427 in Q1 2025, compared to $1,276,542 in Q1 2024. The increase reflects higher payouts to agents in line with rising commission volumes and improved agency performance.
    • Salaries and wages increased by $398,175, or 22%, to $2,229,837 in Q1 2025, compared to $1,831,662 in Q1 2024. The increase is primarily due to $540,015 in non-cash equity awards, and indicates that overall, standard non-equity-based salaries and wages costs have been decreasing for the Company quarter over quarter.
    • General and administrative increased by $141,388, to $1,516,228 in Q1 2025, compared to $1,374,890 in Q1 2024. The increase is primarily due to $484,970 of non-cash equity pay to certain of the Company’s directors and service providers, and indicates that overall, standard non-equity-based general and administrative costs have been decreasing for the Company quarter over quarter, reflecting management’s disciplined cost controls and efficiencies gained under our OneFirm initiative.
    • Net loss decreased by $3,609,781, or 68%, to $1,736,882 in Q1 2025, compared to $5,346,663 in Q1 2024. This substantial improvement was driven by the elimination of impairment charges, and the Company’s continued focus on cost control and streamlining its operations. When further deducting the total non-cash equity payments of $1,024,985 discussed above, standard non-equity net loss further improves significantly as compared to the quarter in the prior year and is a testament to the Company’s focus and success in increasing its top-line revenues and managing its operating costs.
    • Adjusted EBITDA (“AEBITDA”), our key non-GAAP financial measure, increased by $219,061, or 297% to an AEBITDA gain of $145,407 in Q1 2025, compared to an AEBITDA loss of ($73,654) in Q1 2024. This marks another quarter of AEBITDA gain for the Company and demonstrates the continued trend toward increased profitability, brought about through disciplined fiscal management and exciting organic operational growth.

    Conference Call

    Reliance Global Group will host a conference call today at 4:30 PM Eastern Time to discuss the Company’s financial results for the quarter ended March 31, 2025, as well as the Company’s corporate progress and other developments.

    The conference call will be available via telephone by dialing toll-free +1 888-506-0062 for U.S. callers or +1 973-528-0011 for international callers and entering access code 848176. A webcast of the call may be accessed at https://www.webcaster4.com/Webcast/Page/2381/52473 or on the investor relations section of the Company’s website, https://relianceglobalgroup.com/events-and-presentations/.

    A webcast replay will be available on the investor relations section of the Company’s website at https://relianceglobalgroup.com/events-and-presentations/ through May 13, 2026. A telephone replay of the call will be available approximately one hour following the call, through May 27, 2025, and can be accessed by dialing +1 877-481-4010 for U.S. callers or +1 919-882-2331 for international callers and entering access code 52473.

    About Reliance Global Group, Inc.

    Reliance Global Group, Inc. (NASDAQ: RELI) is an InsurTech pioneer, leveraging artificial intelligence (AI), and cloud-based technologies, to transform and improve efficiencies in the insurance agency/brokerage industry. The Company’s business-to-business InsurTech platform, RELI Exchange, provides independent insurance agencies an entire suite of business development tools, enabling them to effectively compete with large-scale national insurance agencies, whilst reducing back-office cost and burden. The Company’s business-to-consumer platform, 5minuteinsure.com, utilizes AI and data mining, to provide competitive online insurance quotes within minutes to everyday consumers seeking to purchase auto, home, and life insurance. In addition, the Company operates its own portfolio of select retail “brick and mortar” insurance agencies which are leaders and pioneers in their respective regions throughout the United States, offering a wide variety of insurance products. Further information about the Company can be found at https://www.relianceglobalgroup.com.

    Forward-Looking Statements

    This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions and include statements such as the Company having built a best-in-class InsurTech platform, making RELI Exchange an even more compelling value proposition and further accelerating growth of the platform, rolling out several other services in the near future to RELI Exchange agency partners, building RELI Exchange into the largest agency partner network in the U.S., the Company moving in the right direction and the Company’s highly scalable business model driving significant shareholder value. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere and risks as and uncertainties related to: the Company’s ability to generate the revenue anticipated and the ability to build the RELI Exchange into the largest agency partner network in the U.S., and the other factors described in the Company’s most recent Annual Report on Form 10-K, as the same may be updated from time to time. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s most recent Annual Report on Form 10-K, the Company’s Quarterly Reports on Form 10-Q, the Company’s Current Reports on Form 8-K and other filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.

    Contact:

    Crescendo Communications, LLC
    Tel: +1 (212) 671-1020
    Email: RELI@crescendo-ir.com

    INFORMATION REGARDING A NON-GAAP FINANCIAL MEASURE

    The Company believes certain financial measures which meet the definition of non-GAAP financial measures, as defined in Regulation G of the SEC rules, provide important supplemental information. Namely our key financial performance metric Adjusted EBITDA (“AEBITDA”) is a non-GAAP financial measure that is not in accordance with, or an alternative to, measures prepared in accordance with GAAP. “AEBITDA” is defined as earnings before interest, taxes, depreciation, and amortization (EBITDA) with additional adjustments as further outlined below, to result in Adjusted EBITDA (“AEBITDA”). The Company considers AEBITDA an important financial metric because it provides a meaningful financial measure of the quality of the Company’s operational, cash impacted and recurring earnings and operating performance across reporting periods. Other companies may calculate Adjusted EBITDA differently than we do, which might limit its usefulness as a comparative measure to other companies in the industry. AEBITDA is used by management in addition to and in conjunction (and not as a substitute) with the results presented in accordance with GAAP. Management uses AEBITDA to evaluate the Company’s operational performance, including earnings across reporting periods and the merits for implementing cost-cutting measures. We have presented AEBITDA solely as supplemental disclosure because we believe it allows for a more complete analysis of results of operations and assists investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Consistent with Regulation G, a description of such information is provided below herein and tabular reconciliations of this supplemental non-GAAP financial information to our most comparable GAAP information are contained below.

    We exclude the following items when calculating Adjusted EBITDA, and the following items define our non-GAAP financial measure “AEBITDA”:

    • Interest and related party interest expense: Unrelated to core Company operations and excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
    • Depreciation and amortization: Non-cash charge, excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.  
    • Goodwill and/or asset impairments: Non-cash charge, excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.  
    • Equity-based compensation: Non-cash compensation provided to employees and service providers, excluded to provide more meaningful supplemental information regarding the Company’s core cash impacted operational performance.  
    • Change in estimated acquisition earn-out payables: An earn-out liability is a liability to the seller upon an acquisition which is contingent on future earnings. These liabilities are valued at each reporting period and the changes are reported as either a gain or loss in the change in estimated acquisition earn-out payables account in the consolidated statements of operations. The gain or loss is non-cash, can be highly volatile and overall is not deemed relevant to ongoing operations, thus, it’s excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.  
    • Recognition and change in fair value of warrant liabilities: This account includes changes to derivative warrant liabilities which are valued at each reporting period and could result in either a gain or loss. The period changes do not impact cash, can be highly volatile, and are unrelated to ongoing operations, and thus are excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.  
    • Other income (expense), net: Includes certain non-routine income or expenses and other individually de minimis items and is thus excluded as unrelated to core operations of the company.  
    • Transactional costs: This includes expenses related to mergers, acquisitions, financings and refinancings, and amendments or modification to indebtedness. Thes costs are unrelated to primary Company operations and are excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.  
    • Non-standard costs: This account includes non-standard non-operational items, related to costs incurred for a legal suit the Company has filed against one of the third parties involved in the discontinued operations and was excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.  
    • Loss from discontinued operations before tax: This account includes the net results from discontinued operations, and since discontinued, are unrelated to the Company’s ongoing operations and thus excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.

    The following table provides a reconciliation from net loss to AEBITDA for the 3 month periods ended March 31, 2025 and 2024, respectively:

        March 31,
    2025
        March 31,
    2024
     
    Net loss   $ (1,736,882 )   $ (5,346,663 )
    Adjustments:                
    Interest and related party interest expense     325,242       410,286  
    Depreciation and amortization     360,595       534,152  
    Asset impairment           3,922,110  
    Equity-based compensation employees, directors, and service providers     1,024,985       154,912  
    Change in estimated acquisition earn-out payables           47,761  
    Other income, net           (11 )
    Transactional costs     143,187       253,893  
    Non-standard costs     28,280       45,239  
    Recognition and change in fair value of warrant liabilities           (95,333  
    Total adjustments     1,882,289       5,273,009  
                     
    AEBITDA   $ 145,407     $ (73,654 )

    The MIL Network

  • MIL-OSI: Snail, Inc. Reports First Quarter 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    CULVER CITY, Calif., May 14, 2025 (GLOBE NEWSWIRE) —  Snail, Inc. (Nasdaq: SNAL) (“Snail Games” or the “Company”), a leading global independent developer and publisher of interactive digital entertainment, today announced financial results for its first quarter ended March 31, 2025.

    First Quarter 2025 and Recent Operational Highlights

    ARK Franchise Updates:

    • ARK: Survival Evolved (“ASE”):
      • Units sold were approximately 690,775 for the first quarter 2025
      • Revealed teaser trailer for ARK: Aquatica, a new in-house developed downloadable content (“DLC”) expansion map for ASE
    • ARK: Survival Ascended (“ASA”):
      • Units sold were approximately 751,960 for the first quarter 2025
      • Launched the Astraeos Map as an Official Partner DLC for ASA
      • Revealed the official trailer for ARK: Lost Colony, the next DLC for ASA produced by Studio Wildcard
    • ARK: Ultimate Mobile Edition (“ARK Mobile”) :
      • Surpassed 4.8 million downloads as of March 31, 2025
      • Launched the Ragnarok expansion map and the Extinction map
      • In the three months ended March 31, 2025, average DAUs totaled 143,976

    Game Portfolio Updates:

    • Debuted teaser trailers for two in-house developed projects, Nine Yin Sutra: Wushu and Nine Yin Sutra: Immortal
    • Launched new trailers for upcoming games: For The Stars, Honeycomb: The World Beyond, Robots at Midnight, and Echoes of Elysium
    • Celebrated Bellwright’s one-year Early Access anniversary in April 2025 and introduced major update with significant content and player-requested features. Bellwright will be making its way to Xbox
    • Launched The Cecil: The Journey Begins and Chasmal Fear
    • Company indie publishing label, Wandering Wizards, acquired publishing rights to Whispers of West Grove

    Business Updates:

    • Company subsidiary Interactive Films LLC (“Interactive Films”) signed a Memorandum of Understanding (“MoU”) with Mega Matrix Inc. (“MPU”) for the joint development, production, and global distribution of short dramas

    Management Commentary

    Company co-Chief Executive Officer Tony Tian commented: “The first quarter saw sustained growth and strong engagement across our ARK franchise. Our ARK franchise had an increase in daily active users in the first quarter of 2025 of approximately 16%, up to 243,000 on the Steam and Epic platforms, when compared to the same period in 2024. We unveiled and released new maps and DLCs for ASE, ASA, and our mobile title, delivering fresh, immersive experiences that continue to expand the ARK universe and deepen player engagement. ARK: Ultimate Mobile Edition maintained strong momentum since launch last quarter, a promising indicator of our ongoing efforts to broaden ARK’s audience. The mobile platform removes hardware barriers, opening the franchise to a new and growing player base. In February, we participated in GDC, where we unveiled a series of new trailers, announcements, and upcoming content for the ARK franchise and our broader game portfolio.”

    “Next month marks a major milestone: the 10-year anniversary of ASE. This pivotal moment for Snail Games offers an opportunity to celebrate the franchise’s legacy and community. Beyond gaming, we also signed a MoU with Mega Matrix to co-develop at least 10 short dramas. In support of this initiative, we soft-launched Salty TV, our mobile short film platform, last quarter, which currently hosts 49 short dramas. We look forward to finalizing the agreement and working closely with the MPU team to deliver high-quality entertainment content. As we look to the remainder of 2025, our focus remains on expanding global reach, investing in scalable growth, commemorating ARK’s 10-year journey, and continuing to deliver innovative experiences that engage players and audiences across multiple platforms and genres.”

    First Quarter 2025 Financial Highlights

    Net revenues for the three months ended March 31, 2025, increased 42.5% to $20.1 million compared to $14.1 million in the same period last year. The increase was primarily due to an increase in total ARK sales of $2.7 million, an increase in ARK Mobile sales of $1.3 million that was driven by the release of ARK: Ultimate Mobile Edition, and the Company deferring $3.3 million less of its sales during the three months ended March 31, 2025 than it deferred in the same period last year, partially offset by a decrease in revenues related to other games of $1.6 million.

    Net loss for the three months ended March 31, 2025, was $(1.9) million compared to $(1.8) million in the same period last year; as a result of the aforementioned increase in net revenue offset by increases in the costs of revenues and operating expenses – a result of the Company’s increased headcount, research and development, and marketing expenses.

    Bookings for the three months ended March 31, 2025, increased 13.6% to $22.2 million compared to $19.6 million in the same period last year. The increase was primarily due to the releases of ARK: Survival Ascended DLC Astraeos in the first quarter of 2025, the releases of Bobs Tall Tales, and Bellwright in the latter quarters of 2024.

    Earnings before interest, taxes, depreciation and amortization (“EBITDA”) for the three months ended March 31, 2025, was $(3.2) million compared to $(1.9) million in the same period last year. The decrease was primarily due to an increase in benefit from income taxes of $1.0 million, a decrease in interest expense of $0.3 million, and an increase in net loss of $0.1 million, partially offset by a decrease in interest income and interest income – related parties of $0.1 million.

    As of March 31, 2025, unrestricted cash was $9.4 million compared to $7.3 million as of December 31, 2024.

    Use of Non-GAAP Financial Measures

    In addition to the financial results determined in accordance with U.S. generally accepted accounting principles, or GAAP, Snail believes Bookings and EBITDA, as non-GAAP measures, are useful in evaluating its operating performance. Bookings and EBITDA are non-GAAP financial measures that are presented as supplemental disclosures and should not be construed as alternatives to net income (loss) or revenue as indicators of operating performance, nor as alternatives to cash flow provided by operating activities as measures of liquidity, both as determined in accordance with GAAP. Snail supplementally presents Bookings and EBITDA because they are key operating measures used by management to assess financial performance. Bookings adjusts for the impact of deferrals and, Snail believes, provides a useful indicator of sales in a given period. EBITDA adjusts for items that Snail believes do not reflect the ongoing operating performance of its business, such as certain non-cash items, unusual or infrequent items or items that change from period to period without any material relevance to its operating performance. Management believes Bookings and EBITDA are useful to investors and analysts in highlighting trends in Snail’s operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which Snail operates and capital investments.

    Bookings is defined as the net amount of products and services sold digitally or physically in the period. Bookings is equal to revenues, excluding the impact from deferrals. Below is a reconciliation of total net revenue to Bookings, the closest GAAP financial measure.

        Three months ended
    March 31,
        2025     2024
        (in millions)
    Total net revenue   $ 20.1     $ 14.1
    Change in deferred net revenue     2.1       5.5
    Bookings   $ 22.2     $ 19.6

    We define EBITDA as net loss before (i) interest expense, (ii) interest income, (iii) benefit from income taxes and (iv) depreciation expense. The following table provides a reconciliation from net loss to EBITDA:

        Three months ended March 31,
        2025     2024  
        (in millions)
    Net loss   $ (1.9 )   $ (1.8 )
    Interest income and interest income - related parties           (0.1 )
    Interest expense     0.1       0.4  
    Benefit from income taxes     (1.5 )     (0.5 )
    Depreciation expense     0.1       0.1  
    EBITDA   $ (3.2 )   $ (1.9 )

    Webcast Details

    The Company will host a webcast at 4:30 PM ET today to discuss the first quarter 2025 financial results. Participants may access the live webcast and replay via the link here or on the Company’s investor relations website at https://investor.snail.com/.

    Forward-Looking Statements

    This press release contains statements that constitute forward-looking statements. Many of the forward-looking statements contained in this press release can be identified by the use of forward-looking words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “may,” “predict,” “continue,” “estimate” and “potential,” or the negative of these terms or other similar expressions. Forward-looking statements appear in a number of places in this press release and include, but are not limited to, statements regarding Snail’s intent, belief or current expectations. These forward-looking statements include information about possible or assumed future results of Snail’s business, financial condition, results of operations, liquidity, plans and objectives. The statements Snail makes regarding the following matters are forward-looking by their nature: growth prospects and strategies; launching new games and additional functionality to games that are commercially successful; expectations regarding significant drivers of future growth; its ability to retain and increase its player base and develop new video games and enhance existing games; competition from companies in a number of industries, including other casual game developers and publishers and both large and small, public and private Internet companies; its ability to attract and retain a qualified management team and other team members while controlling its labor costs; its relationships with third-party platforms such as Xbox Live and Game Pass, PlayStation Network, Steam, Epic Games Store, My Nintendo Store, the Apple App Store, the Google Play Store and the Amazon Appstore; the size of addressable markets, market share and market trends; its ability to successfully enter new markets and manage international expansion; protecting and developing its brand and intellectual property portfolio; costs associated with defending intellectual property infringement and other claims; future business development, results of operations and financial condition; the ongoing conflicts involving Russia and Ukraine, and Israel and Hamas, on its business and the global economy generally; actions in various countries, particularly in China and the United States, have created uncertainty with respect to tariff impacts on the costs of our merchandise and costs of development; rulings by courts or other governmental authorities; the Company’s current program to repurchase shares of its Class A common stock, including expectations regarding the timing and manner of repurchases made under this share repurchase program; its plans to pursue and successfully integrate strategic acquisitions; and assumptions underlying any of the foregoing.

    Further information on risks, uncertainties and other factors that could affect Snail’s financial results are included in its filings with the Securities and Exchange Commission (the “SEC”) from time to time, including its annual reports on Form 10-K and quarterly reports on Form 10-Q filed, or to be filed, with the SEC. You should not rely on these forward-looking statements, as actual outcomes and results may differ materially from those expressed or implied in the forward-looking statements as a result of such risks and uncertainties. All forward-looking statements in this press release are based on management’s beliefs and assumptions and on information currently available to Snail, and Snail does not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.

    About Snail, Inc.

    Snail, Inc. (Nasdaq: SNAL) is a leading, global independent developer and publisher of interactive digital entertainment for consumers around the world, with a premier portfolio of premium games designed for use on a variety of platforms, including consoles, PCs, and mobile devices. For more information, please visit: https://snail.com/.

    Investor Contact:

    John Yi and Steven Shinmachi
    Gateway Group, Inc.
    949-574-3860
    SNAL@gateway-grp.com

    Snail, Inc. and Subsidiaries
    Condensed Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024 (Unaudited)


     
        March 31, 2025     December 31, 2024  
                 
    ASSETS                
                     
    Current Assets:                
    Cash and cash equivalents   $ 9,359,116     $ 7,303,944  
    Accounts receivable, net of allowances for credit losses of $523,500 as of March 31, 2025 and December 31, 2024     9,118,269       9,814,822  
    Accounts receivable – related party     1,332,867       2,336,274  
    Loan and interest receivable – related party     106,252       105,759  
    Prepaid expenses – related party     2,536,748       2,521,291  
    Prepaid expenses and other current assets     1,468,062       1,846,024  
    Prepaid taxes     7,174,973       7,318,424  
    Total current assets     31,096,287       31,246,538  
                     
    Restricted cash and cash equivalents     935,000       935,000  
    Accounts receivable – related party, net of current portion     592       1,500,592  
    Prepaid expenses – related party, net of current portion     9,907,669       9,378,594  
    Property and equipment, net     4,310,448       4,378,352  
    Intangible assets, net     2,159,141       973,914  
    Deferred income taxes     12,852,299       10,817,112  
    Other noncurrent assets     2,282,709       1,683,932  
    Operating lease right-of-use assets, net     953,082       1,279,330  
    Total assets   $ 64,497,227     $ 62,193,364  
                     
    LIABILITIES, NONCONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY                
                     
    Current Liabilities:                
    Accounts payable   $ 4,241,403     $ 4,656,367  
    Accounts payable – related party     15,716,600       15,383,171  
    Accrued expenses and other liabilities     2,886,414       4,499,280  
    Interest payable – related parties     527,770       527,770  
    Revolving loan     3,000,000       3,000,000  
    Convertible notes at fair value     2,854,518        
    Current portion of long-term promissory note     2,701,003       2,722,548  
    Current portion of deferred revenue     3,864,474       3,947,559  
    Current portion of operating lease liabilities     1,042,688       1,444,385  
    Total current liabilities     36,834,870       36,181,080  
                     
    Accrued expenses     265,251       265,251  
    Deferred revenue, net of current portion     23,740,999       21,519,888  
    Operating lease liabilities, net of current portion     52,921       57,983  
    Total liabilities     60,894,041       58,024,202  
                     
    Commitments and contingencies                
                     
    Stockholders’ Equity:                
    Class A common stock, $0.0001 par value, 500,000,000 shares authorized; 9,815,355 shares issued and 8,465,080 shares outstanding as of March 31, 2025, and 9,626,070 shares issued and 8,275,795 shares outstanding as of December 31, 2024     981       962  
    Class B common stock, $0.0001 par value, 100,000,000 shares authorized; 28,748,580 shares issued and outstanding as of March 31, 2025 and December 31, 2024     2,875       2,875  
    Additional paid-in capital     27,063,795       25,738,082  
    Accumulated other comprehensive loss     (224,202 )     (279,457 )
    Accumulated deficit     (14,063,392 )     (12,117,385 )
    Treasury stock at cost (1,350,275 shares as of March 31, 2025 and December 31, 2024)     (3,671,806 )     (3,671,806 )
    Total Snail, Inc. equity     9,108,251       9,673,271  
    Noncontrolling interests     (5,505,065 )     (5,504,109 )
    Total stockholders’ equity     3,603,186       4,169,162  
    Total liabilities, noncontrolling interests and stockholders’ equity   $ 64,497,227     $ 62,193,364  
    Snail, Inc. and Subsidiaries
    Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three Months Ended March 31, 2025 and 2024 (Unaudited)
     
                 
        Three months ended March 31,  
        2025     2024  
                 
    Revenues, net   $ 20,110,872     $ 14,115,729  
    Cost of revenues     14,263,345       12,041,698  
                     
    Gross profit     5,847,527       2,074,031  
                     
    Operating expenses:                
    General and administrative     4,964,351       2,282,040  
    Research and development     3,609,745       1,776,522  
    Advertising and marketing     1,306,365       141,030  
    Depreciation and amortization     67,904       82,338  
    Total operating expenses     9,948,365       4,281,930  
                     
    Loss from operations     (4,100,838 )     (2,207,899 )
                     
    Other income (expense):                
    Interest income     29,906       99,762  
    Interest income – related parties     493       499  
    Interest expense     (80,828 )     (395,964 )
    Other income     769,762       227,066  
    Foreign currency transaction income (loss)     (36,288 )     18,128  
    Total other income (expense), net     683,045       (50,509 )
                     
    Loss before benefit from income taxes     (3,417,793 )     (2,258,408 )
                     
    Benefit from income taxes     (1,470,830 )     (477,950 )
                     
    Net loss     (1,946,963 )     (1,780,458 )
                     
    Net loss attributable to non-controlling interests     (956 )     (1,129 )
                     
    Net loss attributable to Snail, Inc.   $ (1,946,007 )   $ (1,779,329 )
                     
    Comprehensive loss statement:                
                     
    Net loss   $ (1,946,963 )   $ (1,780,458 )
                     
    Other comprehensive income (loss) related to foreign currency translation adjustments, net of tax     33,232       (19,297 )
    Other comprehensive income (loss) related to credit adjustments, net of tax     22,023        
                     
    Total comprehensive loss   $ (1,891,708 )   $ (1,799,755 )
                     
    Net loss attributable to Class A common stockholders:                
    Basic   $ (441,731 )   $ (385,722 )
    Diluted   $ (521,393 )   $ (385,722 )
                     
    Net loss attributable to Class B common stockholders:                
    Basic   $ (1,504,276 )   $ (1,393,607 )
    Diluted   $ (1,775,558 )   $ (1,393,607 )
                     
    Loss per share attributable to Class A and B common stockholders:                
    Basic   $ (0.05 )   $ (0.05 )
    Diluted   $ (0.06 )   $ (0.05 )
                     
    Weighted-average shares used to compute loss per share attributable to Class A common stockholders:                
    Basic     8,442,025       7,957,031  
    Diluted     9,241,822       7,957,031  
                     
    Weighted-average shares used to compute loss per share attributable to Class B common stockholders:                
    Basic     28,748,580       28,748,580  
    Diluted     28,748,580       28,748,580  
    Snail, Inc. and Subsidiaries
    Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2025 and 2024 (Unaudited)


     
        2025     2024  
                 
    Cash flows from operating activities:                
    Net loss   $ (1,946,963 )   $ (1,780,458 )
    Adjustments to reconcile net loss to net cash provided by operating activities:                
    Amortization – intangible assets, net     35,516       200  
    Amortization – film assets     212,709        
    Amortization – loan origination fees and debt discounts     (1,889 )     47,729  
    Accretion – convertible notes           181,754  
    Gain on change in fair value of convertible notes     (117,105 )      
    Gain on change in fair value of warrant liabilities     (639,518 )      
    Depreciation and amortization – property and equipment     67,904       82,338  
    Stock-based compensation expense (income)     843,619       (926,875 )
    Deferred taxes, net     (2,041,515 )     (555,781 )
                     
    Changes in assets and liabilities:                
    Accounts receivable     696,553       17,759,629  
    Accounts receivable – related party     2,503,407       (1,085,213 )
    Prepaid expenses – related party     (544,532 )     (1,351,838 )
    Prepaid expenses and other current assets     377,962       (1,779,508 )
    Prepaid taxes     143,451       70,407  
    Other noncurrent assets     (656,562 )      
    Accounts payable     (198,705 )     (1,938,654 )
    Accounts payable – related party     623,430       (6,143,374 )
    Accrued expenses and other liabilities     (650,236 )     (461,311 )
    Loan and interest receivable – related party     (493 )     (499 )
    Lease liabilities     (80,510 )     (64,821 )
    Deferred revenue     2,138,026       4,723,462  
    Net cash provided by operating activities     764,549       6,777,187  
                     
    Cash flows from investing activities:                
    Acquisition of software     (290,000 )      
    Acquisition of software licenses     (1,412,000 )      
    Investments in software     (177,002 )      
    Net cash used in investing activities     (1,879,002 )      
    Cash flows from financing activities:                
    Repayments on promissory note     (21,546 )     (20,484 )
    Repayments on notes payable           (2,333,333 )
    Repayments on convertible notes           (269,550 )
    Repayments on revolving loan           (3,000,000 )
    Cash proceeds from exercise of warrants     159,000        
    Proceeds from issuance of convertible notes     3,000,000        
    Payments of capitalized offering costs           (262,914 )
    Net cash provided by (used in) financing activities     3,137,454       (5,886,281 )
                     
    Effect of foreign currency translation on cash and cash equivalents     32,171       (19,186 )
                     
    Net increase in cash and cash equivalents, and restricted cash and cash equivalents     2,055,172       871,720  
                     
    Cash and cash equivalents, and restricted cash and cash equivalents – beginning of the period     8,238,944       16,314,319  
                     
    Cash and cash equivalents, and restricted cash and cash equivalents – end of the period   $ 10,294,116     $ 17,186,039  
                     
    Supplemental disclosures of cash flow information                
    Cash paid during the period for:                
    Interest   $ 97,260     $ 171,101  
    Income taxes   $ 184,707     $ 1,871  
    Noncash transactions during the period for:                
    Debt converted to equity   $     $ (60,000 )
    Liabilities converted to equity upon exercise of warrants   $ 323,113     $  
    Acquisition of film licenses in accounts payable   $ 152,000     $  
    Acquisition of software and software licenses in accounts payable and accrued expenses   $ 51,741      
    Change in fair value of notes recorded in accumulated other comprehensive income   $ 22,023      

    The MIL Network

  • MIL-OSI: Aterian Reports 2025 First Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    SUMMIT, N.J., May 14, 2025 (GLOBE NEWSWIRE) — Aterian, Inc. (Nasdaq: ATER) (“Aterian” or the “Company”), a consumer products company, today announced financial results for the first quarter ended March 31, 2025 (“Q1 2025”). The Company also provided an update on a series of initiatives that are underway to mitigate the impact of tariffs on the Company’s performance, including the commencement of a cost optimization plan designed to produce annual savings of approximately $5 – $6 million.

    “While tariffs did not have a direct impact on our first quarter results, the uncertainty in the broader macroeconomic environment led to some softness in consumer demand,” said Arturo Rodriguez, Chief Executive Officer. “That said, sales seasonality remained consistent with prior years, and we continued to see solid performance across our core products.”

    First Quarter 2025 Highlights
    All comparisons are to the first quarter ended March 31, 2024 (“Q1 2024”)

    • Net revenue was $15.4 million compared to $20.2 million, primarily reflecting the previously announced SKU rationalization designed to focus on the Company’s most profitable products and changes to Amazon’s affiliate market program leading to reduced traffic and conversions for certain products.
    • Gross margin was 61.4% compared to 65.1%, reflecting a change in product mix.
    • Contribution margin decreased to 13.4% from 14.1%.
    • Operating loss narrowed to $(3.7) million from an operating loss of $(5.3) million. Q1 2025 operating loss included $(0.8) million of non-cash stock compensation, while Q1 2024 operating loss included $(1.7) million of non-cash stock compensation, and restructuring costs of $(0.6) million.
    • Net loss improved to $(3.9) million from $(5.2) million. Q1 2025 net loss included ($0.8) million of non-cash stock compensation and a gain on fair value of warrant liability of $0.1 million, while Q1 2024 net loss included ($1.7) million of non-cash stock compensation, restructuring costs of $(0.6) million, and a gain on fair value of warrant liability of $0.5 million.
    • Adjusted EBITDA loss was $(2.5) million compared to a loss of $(2.6) million.
    • Total cash balance at March 31, 2025 declined to $14.3 million from $18.0 million at December 31, 2024.

    Tariff Mitigation Initiatives and Cost Optimization Plan

    Mr. Rodriguez continued, “The uncertainty created by tariffs and broader macroeconomic conditions has energized our team to manage those elements of Aterian’s business that are within our control, including: 1) reducing fixed costs; 2) accelerating our plan of re-sourcing and diversifying our manufacturing; 3) hastening our advance towards a more resilient business model by deepening our expansion into consumables, the majority of which will be US-manufactured; and 4) strategically raising prices.”

    “The actions we are taking will allow us to maintain an acceptable level of revenue during this transition period, conserve cash, preserve margin, maximize cash flow, and optimize our cost structure, all while maintaining the high level of innovation and customer service that has defined our company. This is a significant undertaking; however, we believe that these initiatives will mitigate the effects of tariffs on our results in 2025 and position Aterian to pivot towards a return to growth and profitability beyond 2025, even under prolonged tariff pressure.”

    Tariff Response

    • Accelerated product re-sourcing and diversification initiatives to regions with more favorable cost and tariff structures.
    • Established a new goal of manufacturing no more than 30% of goods from China by the end of 2025 compared to a previously stated objective to reduce manufacturing in China to less than 40% by the second half of 2026.
    • Implemented strategic pricing increases across our product portfolio.
    • Remained on track for the late Q3 2025 launch of our Squatty Potty flushable wipes. We are redoubling our efforts to launch a portfolio of new tariff-exempt US-sourced consumable products in 2025, including additional wipe-based products.
    • Paused new product category launches originating in Asia, specifically our hard electronic goods.
    • Implemented supply chain and inventory changes, including partnering with our manufacturers to find cost savings, renegotiating price and delivery timelines, and accelerating expansion into non-US territories to mitigate the impact of tariffs and redirect a portion of our previously produced China inventory.

    Cost Optimization Plan

    These initiatives include emphasizing targeted workforce reductions and vendor savings. The plan is expected to generate $5-$6 million of pre-tax cost savings, $5 million of which is expected to be realized by the end of 2025 with the balance realized in 2026. The Company currently estimates that it will incur approximately $2.3 million in total costs associated with the plan.

    Guidance Commentary

    Josh Feldman, Chief Financial Officer, commented, “The current economic landscape is marked by significant uncertainty, and the rapidly changing market conditions make it challenging to predict future developments. Because of that, we are withdrawing our previously issued net revenue and Adjusted EBITDA guidance for 2025. However, we do believe that the steps underway will soften the impact of tariffs and their related costs for much of 2025. We will continue to evaluate our ability to provide guidance as the year progresses.”

    Webcast and Conference Call Information

    Aterian will host a live conference call to discuss financial results today, May 14, 2025, at 5:00 p.m. Eastern Time, which will be accessible by telephone and the internet. Investors interested in participating in the live call can dial:

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

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

    Non-GAAP Financial Measures
    For more information on our non-GAAP financial measures and a reconciliation of GAAP to non-GAAP measures, please see the “Non-GAAP Financial Measures” section below. The most directly comparable GAAP financial measure for EBITDA and adjusted EBITDA is net loss and we are reporting a net loss for the quarter ending March 31, 2025 due primarily to our operating losses, which includes stock-based compensation expense, and interest expense. We are unable to reconcile the forward-looking statements of EBITDA and adjusted EBITDA in this press release to their nearest GAAP measures because the nearest GAAP financial measures are not accessible on a forward-looking basis and reconciling information is not available without unreasonable effort.

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

    Forward Looking Statements
    All statements other than statements of historical facts included in this press release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements including, in particular, the statements regarding our ability to successfully implement our tariff mitigation and cost optimization plans, and the current global environment and inflation and our ability to return to growth and profitability beyond 2025, even under prolonged tariff pressure. These forward-looking statements are based on management’s current expectations and beliefs and are subject to a number of risks and uncertainties and other factors, all of which are difficult to predict and many of which are beyond our control and could cause actual results to differ materially and adversely from those described in the forward-looking statements. These risks include, but are not limited to, those related to our ability to continue as a going concern, the effect of tariffs and other costs on our results, our ability to continue to operate following our reduction in workforce, our ability to meet financial covenants with our lenders, our ability to maintain and to grow market share in existing and new product categories; our ability to continue to profitably sell the SKUs we operate; our ability to maintain Amazon’s Prime badge on our seller accounts or reinstate the Prime badge in the event of any removal of such badge by Amazon; our ability to create operating leverage and efficiency when integrating companies that we acquire, including through the use of our team’s expertise, the economies of scale of our supply chain and automation driven by our platform; those related to our ability to grow internationally and through the launch of products under our brands and the acquisition of additional brands; those related to consumer demand, our cash flows, financial condition, forecasting and revenue growth rate; our supply chain including sourcing, manufacturing, warehousing and fulfillment; our ability to manage expenses, working capital and capital expenditures efficiently; our business model and our technology platform; our ability to disrupt the consumer products industry; our ability to generate profitability and stockholder value; international tariffs and trade measures; inventory management, product liability claims, recalls or other safety and regulatory concerns; reliance on third party online marketplaces; seasonal and quarterly variations in our revenue; acquisitions of other companies and technologies and our ability to integrate such companies and technologies with our business; our ability to continue to access debt and equity capital (including on terms advantageous to the Company) and the extent of our leverage; and other factors discussed in the “Risk Factors” section of our most recent periodic reports filed with the Securities and Exchange Commission (“SEC”), all of which you may obtain for free on the SEC’s website at www.sec.gov.

    Although we believe that the expectations reflected in our forward-looking statements are reasonable, we do not know whether our expectations will prove correct. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, even if subsequently made available by us on our website or otherwise. We do not undertake any obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

    Investor Contact:

    The Equity Group

    Devin Sullivan
    Managing Director
    dsullivan@equityny.com

    Conor Rodriguez
    Associate
    crodriguez@equityny.com

           
    ATERIAN, INC.
    Consolidated Balance Sheets
    (in thousands, except share and per share data)
           
      December 31,
    2024
      March 31,
    2025
    ASSETS      
    Current assets:      
    Cash $ 17,998     $ 14,337  
    Accounts receivable, net   3,782       3,391  
    Inventory   13,749       18,144  
    Prepaid and other current assets   3,190       3,512  
    Total current assets   38,719       39,384  
    Property and equipment, net   685       689  
    Intangibles, net   9,757       9,366  
    Other non-current assets   381       379  
    Total assets $ 49,542     $ 49,818  
    LIABILITIES AND STOCKHOLDERS’ EQUITY      
    Current liabilities:      
    Credit facility $ 6,948     $ 7,511  
    Accounts payable   3,080       6,164  
    Seller notes   466       471  
    Accrued and other current liabilities   8,804       8,404  
    Total current liabilities   19,298       22,550  
    Other liabilities   227       229  
    Total liabilities   19,525       22,779  
    Commitments and contingencies      
    Stockholders’ equity:      
    Common stock, $0.0001 par value, 500,000,000 shares authorized and 8,750,741 and 8,748,741 shares outstanding at December 31, 2024 and March 31, 2025, respectively   9       9  
    Additional paid-in capital   742,591       743,374  
    Accumulated deficit   (711,677 )     (715,573 )
    Accumulated other comprehensive loss   (906 )     (771 )
    Total stockholders’ equity   30,017       27,039  
    Total liabilities and stockholders’ equity $ 49,542     $ 49,818  
                   
       
    ATERIAN, INC. 
    Consolidated Statements of Operations 
    (in thousands, except share and per share data) 
       
      Three Months Ended March 31,
        2024       2025  
    Net revenue $ 20,214     $ 15,360  
    Cost of goods sold   7,046       5,936  
    Gross profit   13,168       9,424  
    Operating expenses:      
    Sales and distribution   13,214       9,661  
    General and administrative   5,232       3,459  
    Total operating expenses   18,446       13,120  
    Operating loss   (5,278 )     (3,696 )
    Interest expense, net   323       175  
    Change in fair value of warrant liabilities   (517 )     (55 )
    Other expense, net   7       60  
    Loss before provision for income taxes   (5,091 )     (3,876 )
    Provision for income taxes   71       20  
    Net loss $ (5,162 )   $ (3,896 )
    Net loss per share, basic and diluted $ (0.76 )   $ (0.52 )
    Weighted-average number of shares outstanding, basic and diluted   6,789,955       7,452,957  
                   
       
    ATERIAN, INC. 
    Consolidated Statement of Cash Flows 
    (in thousands, except share and per share data)
       
      Three Months Ended March 31,
        2024       2025  
    OPERATING ACTIVITIES:      
    Net loss $ (5,162 )   $ (3,896 )
    Adjustments to reconcile net loss to net cash used in operating activities:      
    Depreciation and amortization   428       408  
    Provision for sales returns   64       (72 )
    Amortization of deferred financing cost and debt discounts   83       37  
    Stock-based compensation   1,667       783  
    Change in deferred tax expense   (5 )      
    Change in inventory provisions   (976 )     86  
    Change in fair value of warrant liabilities   (517 )     (55 )
    Allowance for credit losses         (147 )
    Changes in assets and liabilities:      
    Accounts receivable   1,843       538  
    Inventory   2,846       (4,481 )
    Prepaid and other current assets   249       33  
    Accounts payable, accrued and other liabilities   (526 )     2,898  
    Cash used in operating activities   (6 )     (3,868 )
    INVESTING ACTIVITIES:      
    Purchase of fixed assets   (36 )      
    Purchase of minority equity investment   (200 )      
    Cash used in investing activities   (236 )      
    FINANCING ACTIVITIES:      
    Repayments on seller notes   (153 )      
    Borrowings from MidCap credit facilities   11,453       10,296  
    Repayments for MidCap credit facilities   (13,244 )     (9,777 )
    Insurance obligation payments   (254 )     (235 )
    Insurance financing proceeds         156  
    Cash provided by (used in) financing activities   (2,198 )     440  
    Foreign currency effect on cash and restricted cash   (49 )     123  
    Net change in cash and restricted cash for the year   (2,489 )     (3,305 )
    Cash and restricted cash at beginning of year   22,195       19,143  
    Cash and restricted cash at end of year $ 19,706     $ 15,838  
    RECONCILIATION OF CASH AND RESTRICTED CASH:      
    Cash   17,545       14,337  
    Restricted Cash—Prepaid and other current assets   2,032       1,372  
    Restricted cash—Other non-current assets   129       129  
    TOTAL CASH AND RESTRICTED CASH $ 19,706     $ 15,838  
           
    SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION      
    Cash paid for interest $ 402     $ 200  
    Cash paid for taxes $ 3     $ 5  
    NON-CASH INVESTING AND FINANCING ACTIVITIES:      
    Non-cash consideration paid to contractors $ 620     $  
    Non-cash minority equity investment $ 50     $  
                   

    Non-GAAP Financial Measures

    We believe that our financial statements and the other financial data included in this press release have been prepared in a manner that complies, in all material respects, with generally accepted accounting principles in the U.S. (“GAAP”). However, for the reasons discussed below, we have presented certain non-GAAP measures herein.

    We have presented the following non-GAAP measures to assist investors in understanding our core net operating results on an on-going basis: (i) Contribution Margin; (ii) Contribution margin as a percentage of net revenue; (iii) EBITDA (iv) Adjusted EBITDA; and (v) Adjusted EBITDA as a percentage of net revenue. These non-GAAP financial measures may also assist investors in making comparisons of our core operating results with those of other companies.

    As used herein, Contribution margin represents gross profit less amortization of inventory step-up from acquisitions (included in cost of goods sold) and e-commerce platform commissions, online advertising, selling and logistics expenses (included in sales and distribution expenses). As used herein, Contribution margin as a percentage of net revenue represents Contribution margin divided by net revenue. As used herein, EBITDA represents net loss plus depreciation and amortization, interest expense, net and provision for income taxes. As used herein, Adjusted EBITDA represents EBITDA plus stock-based compensation expense, changes in fair-market value of warrant liability, restructuring expenses, and other expenses, net. As used herein, Adjusted EBITDA as a percentage of net revenue represents Adjusted EBITDA divided by net revenue. Contribution margin, EBITDA and Adjusted EBITDA do not represent and should not be considered as alternatives to loss from operations or net loss, as determined under GAAP.

    We present Contribution margin and Contribution margin as a percentage of net revenue, as we believe each of these measures provides an additional metric to evaluate our operations and, when considered with both our GAAP results and the reconciliation to gross profit, provides useful supplemental information for investors. Specifically, Contribution margin and Contribution margin as a percentage of net revenue are two of our key metrics in running our business. All product decisions made by us, from the approval of launching a new product and to the liquidation of a product at the end of its life cycle, are measured primarily from Contribution margin and/or Contribution margin as a percentage of net revenue. Further, we believe these measures provide improved transparency to our stockholders to determine the performance of our products prior to fixed costs as opposed to referencing gross profit alone.

    In the reconciliation to calculate contribution margin, we add e-commerce platform commissions, online advertising, selling and logistics expenses (“sales and distribution variable expense”) to gross profit to inform users of our financial statements of what our product profitability is at each period prior to fixed costs (such as sales and distribution expenses such as salaries as well as research and development expenses and general administrative expenses). By excluding these fixed costs, we believe this allows users of our financial statements to understand our products performance and allows them to measure our products performance over time.

    We present EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue because we believe each of these measures provides an additional metric to evaluate our operations and, when considered with both our GAAP results and the reconciliation to net loss, provide useful supplemental information for investors. We use these measures with financial measures prepared in accordance with GAAP, such as sales and gross margins, to assess our historical and prospective operating performance, to provide meaningful comparisons of operating performance across periods, to enhance our understanding of our operating performance and to compare our performance to that of our peers and competitors. We believe EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue are useful to investors in assessing the operating performance of our business without the effect of non-cash items.

    Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue should not be considered in isolation or as alternatives to net loss, loss from operations or any other measure of financial performance calculated and prescribed in accordance with GAAP. Neither EBITDA, Adjusted EBITDA or Adjusted EBITDA as a percentage of net revenue should be considered a measure of discretionary cash available to us to invest in the growth of our business. Our Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue may not be comparable to similar titled measures in other organizations because other organizations may not calculate Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA or Adjusted EBITDA as a percentage of net revenue in the same manner as we do. Our presentation of Contribution margin and Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by the expenses that are excluded from such terms or by unusual or non-recurring items.

    We recognize that EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue, have limitations as analytical financial measures. For example, neither EBITDA nor Adjusted EBITDA reflects:

    • our capital expenditures or future requirements for capital expenditures or mergers and acquisitions;
    • the interest expense or the cash requirements necessary to service interest expense or principal payments, associated with indebtedness;
    • depreciation and amortization, which are non-cash charges, although the assets being depreciated and amortized will likely have to be replaced in the future, or any cash requirements for the replacement of assets;
    • changes in cash requirements for our working capital needs; or
    • changes in fair value of warrant liabilities

    Additionally, Adjusted EBITDA excludes non-cash expense for stock-based compensation, which is and is expected to remain a key element of our overall long-term incentive compensation package.

    We also recognize that Contribution margin and Contribution margin as a percentage of net revenue have limitations as analytical financial measures. For example, Contribution margin does not reflect:

    • general and administrative expense necessary to operate our business;
    • research and development expenses necessary for the development, operation and support of our software platform;
    • the fixed costs portion of our sales and distribution expenses including stock-based compensation expense; or
    • changes in fair value warrant liabilities

    Contribution Margin

    The following table provides a reconciliation of Contribution margin to gross profit and Contribution margin as a percentage of net revenue to gross profit as a percentage of net revenue, which are the most directly comparable financial measures presented in accordance with GAAP.

       
      Three Months Ended March 31,
        2024       2025  
      (in thousands, except percentages)
    Gross Profit $ 13,168     $ 9,424  
    Less:      
    E-commerce platform commissions, online advertising, selling and logistics expenses   (10,320 )     (7,373 )
    Contribution margin $ 2,848     $ 2,051  
    Gross Profit as a percentage of net revenue   65.1 %     61.4 %
    Contribution margin as a percentage of net revenue   14.1 %     13.4 %
                   

    Adjusted EBITDA

    The following table provides a reconciliation of EBITDA and Adjusted EBITDA to net loss, which is the most directly comparable financial measure presented in accordance with GAAP:

       
      Three Months Ended March 31,
        2024       2025  
      (in thousands, except percentages)
    Net loss $ (5,162 )   $ (3,896 )
    Add:      
    Provision for income taxes   71       20  
    Interest expense, net   323       175  
    Depreciation and amortization   428       408  
    EBITDA   (4,340 )     (3,293 )
    Other expense, net   7       60  
    Change in fair market value of warrant liabilities   (517 )     (55 )
    Restructuring expense   558        
    Stock-based compensation expense   1,667       783  
    Adjusted EBITDA $ (2,625 )   $ (2,505 )
    Net loss as a percentage of net revenue   (25.5 )%     (25.4 )%
    Adjusted EBITDA as a percentage of net revenue   (13.0 )%     (16.3 )%
                   

    Each of our products typically goes through the Launch phase and depending on its level of success is moved to one of the other phases as further described below:

    1. Launch phase: During this phase, we leverage our technology to target opportunities identified using AIMEE (Artificial Intelligence Marketplace e-Commerce Engine) and other sources. This phase also includes revenue from new product variations and relaunches. During this period of time, due to the combination of discounts and investment in marketing, our net margin for a product could be as low as approximately negative 35%. Net margin is calculated by taking net revenue less the cost of goods sold, less fulfillment, online advertising and selling expenses. These primarily reflect the estimated variable costs related to the sale of a product.
    2. Sustain phase: Our goal is for every product we launch to enter the sustain phase and become profitable, with a target of positive 15% net margin for most products, within approximately three months of launch on average. Net margin primarily reflects a combination of manual and automated adjustments in price and marketing spend.
    3. Liquidate phase: If a product does not enter the sustain phase or if the customer satisfaction of the product (i.e., ratings) is not satisfactory, then it will go to the liquidate phase and we will sell through the remaining inventory. Products can also be liquidated as part of inventory normalization especially when steep discounts are required.

    The following tables break out our first quarter of 2024 and 2025 results of operations by our product phases (in thousands):

       
      Three months ended March 31, 2024
      Sustain   Launch   Liquidation/
    Other
      Fixed Costs   Stock Based
    Compensation
      Total
    Net revenue $ 18,200   $ 408   $ 1,606   $   $   $ 20,214
    Cost of goods sold   6,449     125     472             7,046
    Gross profit   11,751     283     1,134             13,168
    Operating expenses:                      
    Sales and distribution expenses   8,833     232     1,255     2,595     299     13,214
    General and administrative               3,864     1,368     5,232
                           
      Three months ended March 31, 2025
      Sustain   Launch   Liquidation/
    Other
      Fixed Costs   Stock Based
    Compensation
      Total
    Net revenue $ 14,638   $ 386   $ 336   $   $   $ 15,360
    Cost of goods sold   5,499     241     196             5,936
    Gross profit   9,139     145     140             9,424
    Operating expenses:                      
    Sales and distribution expenses   6,879     268     326     1,996     192     9,661
    General and administrative               2,868     591     3,459
                                       

    The MIL Network

  • MIL-OSI: Investview, Inc. (“INVU”) Reports Financial Results and Current Operational and Financial Highlights for the First Quarter Ended March 31, 2025

    Source: GlobeNewswire (MIL-OSI)

    Haverford, PA, May 14, 2025 (GLOBE NEWSWIRE) — Investview, Inc. (OTCQB: INVU), a diversified financial technology services company that offers multiple business units across key sectors, including a financial education division offering tools, products and content through a global network of independent distributors; a manufacturing division focused on proprietary aesthetics, health, nutrition, & cognitive wellness products for wholesale and retail markets, with strategic plans for global expansion; an early-stage online trading platform that intends to offer self-directed retail brokerage services; and a business unit that owns and operates a sustainable blockchain business focused on bitcoin mining, today reported its first quarter 2025 financial results and shared highlights of key operational progress, strategic milestones, and forward-focused initiatives.

    Summary Consolidated Financial Highlights:

    Results of Operations-Three Months Ended March 31, 2025 vs March 31, 2024

    • Gross Revenue (a Non-GAAP measure) decreased 35.3% to $10.7 million for the three months ended March 31, 2025, compared to $16.5 million for the comparable prior year period.
    • Net Revenue decreased 36.0% to $10.0 million for the three months ended March 31, 2025, compared to $15.7 million for the comparable prior year period.
    • Net cash used in operating activities was ($3.4) million for the three months ended March 31, 2025, compared to net cash provided by operating activities of $4.8 million for the comparable prior year period.
    • Net income from operations decreased 122.1% to ($0.4) million for the three months ended March 31, 2025, compared to net income from operations of $1.9 million for the comparable prior year period.

    Balance Sheet Data – March 31, 2025 vs December 31, 2024

    • Cash and cash equivalents at March 31, 2025 was $17.5 million, down $5.0 million or 22.1% from $22.5 million at December 31, 2024. The decrease was mainly attributable to a deposit to secure a writ of attachment order of $1.9 million in favor of the Company, an increase in bitcoin holdings of $0.5 million, an increase in prepaid assets of $0.8 million, purchases of inventory and manufacturing equipment of $0.7 million, and payments made under an agreement for the purchase of our common shares in a private transaction of $0.8 million.
    • Total assets decreased by $1.6 million or 5.2% to $29.9 million. Total liabilities decreased by $1.2 million or 8.7% to $13.1 million. Our current ratio remains strong at 2.29 as of March 31, 2025.
    • Working capital balance decreased by 6.1% at March 31, 2025, a decrease of $0.9 million from December 31, 2024.
    • Outstanding debt increased by $0.1 million to $3.3 million at March 31, 2025, up from $3.2 million at December 31, 2024.
    • Total stockholders’ equity at March 31, 2025 was $16.8 million, a decrease of $0.4 million, or 2.2%, from $17.2 million at December 31, 2024.

    Comments on our industry segments and business units

    Financial Education and Technology Segment

    iGenius net revenue in the first quarter of 2025 was $8.8 million, a decrease of $4.2 million or 32.5% over the comparable period in 2024. The decrease was largely attributable to a combination of shifts in consumer behavior and demand following the COVID-19 pandemic as individuals reassess their spending priorities, lifestyle choices, and engagement habits. Broader macroeconomic headwinds also contributed to a general slowdown in direct sales and home-based business sectors.

    Despite these challenges, iGenius remains optimistic about its long-term growth trajectory. The company is actively investing in the expansion of its sales network and is focused on broadening its portfolio of products and services. Management is confident that the core direct selling model remains robust and scalable, particularly as it evolves to include offerings beyond financial education.

    As part of its strategic vision, iGenius plans to strengthen its value proposition through the continued development of its myLife Wellness division, which includes health, beauty, and wellness products. These initiatives are expected to enhance engagement across the sales network and drive future growth opportunities.

    Our Blockchain Technology and Crypto Mining Products and Services Segment

    SAFETek net revenue in the first quarter of 2025 was $0.9 million, a decrease of $1.8 million or 67.3% over the comparable period. The decrease in net revenue was primarily driven by the April 2024 Bitcoin halving event, which reduced block rewards by 50%, a more than 3.5% increase in mining network difficulty for the period, and a government-mandated energy curtailment due to low hydroelectric reservoir levels in our host country.

    Despite a highly challenging environment, SAFETek successfully produced 9.12 Bitcoin during the first quarter of 2025. The company navigated the combined impact of tighter block rewards, escalating network difficulty, and energy restrictions, while simultaneously capitalizing on reduced power costs resulting from the curtailment, effectively turning operational adversity into a cost-management initiative that we expect will serve us well over time.

    In 2024, SAFETek proactively executed key strategic initiatives to fortify long-term operational efficiency. These included the retirement of legacy mining hardware, deployment of next-generation ASIC miners, and the consolidation of mining operations—collectively lowering our hash cost and enhancing our competitive position in the global mining landscape. Importantly, we remain debt-free on all equipment purchases and maintain a strong balance sheet that provides the financial flexibility to pursue selective expansion opportunities.

    SAFETek currently holds a reserve of nearly 2,900 mining machines, strategically positioned for deployment in qualified expansion scenarios. While the Bitcoin mining sector continues to evolve amid macroeconomic and protocol-level shifts, our outlook remains cautiously optimistic. We are committed to a disciplined, forward-looking strategy that prioritizes long-term sustainability and prepares us to scale when conditions improve.

    Our Manufacturing and Development of Health, Beauty and Wellness Products Segment

    In October 2024, we entered the over-the-counter health, beauty, and wellness market through our wholly owned subsidiary, myLife Wellness Company (“myLife Wellness”), with the strategic acquisition of Renu Laboratories, Inc. (“Renu Labs”), a contract developer and manufacturer of proprietary and non-proprietary products serving wholesale and retail clients. This acquisition marks a key milestone in our strategy to extend our platform into high-demand consumer verticals, with a growing focus on aesthetics, nutrition, and cognitive wellness.

    Since the acquisition, we have made accelerated investments in Renu Labs’ core capabilities, including upgraded equipment, enhanced production technology, and key talent recruitment, which have resulted in measurable gains in both production output and operational efficiency. Net revenue for the first quarter of 2025 totaled $0.4 million. Encouragingly, net revenue generated to date in the second quarter has already exceeded first-quarter results, signaling continued momentum.

    We are optimistic about Renu’s long-term growth trajectory and are focused on scaling manufacturing capacity while expanding our product portfolio and contract manufacturing (CMO) engagements with qualified partners. These steps are designed to position Renu as a nimble and scalable manufacturer in a market increasingly seeking trusted, innovative wellness product providers.

    As the commercial arm of this initiative, myLife Wellness will serve as both the marketing engine and e-commerce platform for the products developed and manufactured by Renu Labs. The brand’s growing product catalog, centered around aesthetics, health, nutrition, and cognitive wellness, is expected to be distributed through a combination of retail (B2C) and wholesale (B2B) channels.

    In addition to operating as a standalone consumer platform, myLife Wellness will also benefit from strategic collaboration with our iGenius subsidiary, enabling expanded access to retail, wholesale, and direct-to-consumer channels. This partnership is expected to significantly enhance market reach, while creating new revenue opportunities by introducing wellness products to a global member base and established consumer relationships.

    We believe this integrated ecosystem represents a powerful foundation for long-term value creation across the health and wellness space.

    Our Financial Services Initiatives

    In March 2024, we achieved a significant milestone in our fintech growth strategy with the acquisition of Opencash Securities LLC, an early-stage registered broker-dealer. While the platform has not yet commenced commercial operations, this acquisition represents a strategic foundation for building a modern, mobile-first trading experience to-be focused on accessibility, simplicity, and cost-efficiency for retail investors globally.

    Opencash is currently advancing through its final stages of development, including clearing integration, infrastructure buildout, and internal testing, in preparation for its commercial launch. Our goal is to establish Opencash as a low-cost, and commission-free platform offering trading in stocks, ETFs, and options, tailored to meet the expectations of today’s digitally native investor.

    The Opencash initiative is designed to work in tandem with our proprietary MPower Trading Systems – Prodigio trading engine, acquired in 2021. Once fully deployed, we expect to offer two complementary trading solutions under the Opencash brand:

    • Opencash – a streamlined platform for everyday retail investors
    • OpencashPro – a feature-rich platform for advanced traders and active investors

    Together, these platforms are expected to deliver a seamless, data-driven trading experience that integrates intelligent analytics, automation, and user-friendly interfaces, positioning us competitively in the evolving fintech landscape.

    We remain optimistic about the long-term potential of the Opencash platform and are committed to executing a disciplined phased rollout that prioritizes regulatory readiness, technological integrity, and a superior user experience.

    Operational Highlights (Quotes)

    Victor Oviedo, Investview CEO, commented, “during the first quarter of 2025, Investview continued to make strategic progress across its diversified operating segments. In our financial education and direct selling division, iGenius generated $8.8 million in net revenue. While this represented a material contraction in our business compared to the prior-year period, the business remains focused on long-term growth through the planned expansion of its global sales network and the planned integration of health and wellness offerings from myLife Wellness.

    “Our blockchain and crypto mining division, SAFETek, produced 9.12 Bitcoin during the quarter despite facing significant headwinds including the April 2024 halving event, a network difficulty increase of over 3.5%, and a government-mandated energy curtailment. These challenges were met with proactive operational adjustments, including the retirement of legacy hardware and the deployment of next-generation ASIC miners. SAFETek remains debt-free on all equipment purchases and holds a reserve of approximately 2,900 mining machines, preserving flexibility for future expansion.

    “In our health, beauty, and wellness segment, Renu Labs generated $0.4 million in net revenue for the quarter, with revenues to date in Q2 2025 already exceeding first-quarter results. Strategic investments in production technology, equipment, and personnel are expected to lead to continued improvements in output and efficiency. The Company continues to position itself as a nimble and scalable manufacturer serving both proprietary and third-party CMO clients.

    “Our fintech division also advanced with the continued development of Opencash Securities LLC. As a mobile-first platform for low-cost, and commission-free trading of stocks, ETFs, and options, “Opencash is progressing through clearing integration and platform testing in preparation for launch. The platform is expected to work in tandem with our MPower Prodigio trading engine, offering solutions for both retail and advanced traders under the Opencash and OpencashPro brands.

    “Investview ended the quarter with $17.5 million in cash and cash equivalents, $1.7 million in bitcoin, maintained a strong current ratio of 2.29 and had a working capital balance of $14.2 million, reflecting prudent financial management and positioning the company to capitalize on future growth opportunities across its expanding portfolio.”

    About Investview, Inc.

    Investview, Inc., a Nevada corporation, operates a financial technology (FinTech) services company, offering several different lines of business, including a Financial Education and Technology business that delivers a series of products and services involving financial education, digital assets and related technology, through a network of independent distributors; and a Blockchain Technology and Crypto Mining Products and Services business, including leading-edge research, development and FinTech services involving the management of digital asset technologies with a focus on Bitcoin mining and the new generation of digital assets. In addition, we are in the process of creating a Brokerage and Financial Markets business within the investment management and brokerage industries by, among others, commercializing on a proprietary trading platform we acquired in September 2021. For more information on Investview, please visit: www.investview.com.

    About Opencash Securities LLC

    Brokerage services are provided by Opencash Securities LLC, a member of FINRA and SIPC. Options involve risk and are not suitable for all investors. Please review Characteristics and Risks of Standardized Options prior to engaging in options trading. Opencash Securities LLC does not provide investment advice. Please consult with investment, tax, or legal professionals before making any investment decisions. All investments involve risks, including the possible loss of capital. Check the background of this investment professional on BrokerCheck. Opencash Securities LLC is a wholly-owned subsidiary of Investview, Inc.

    Forward-Looking Statement

    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,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate” or other comparable terms. These forward-looking statements are based on Investview’s current beliefs and assumptions and information currently available to Investview and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Our forward-looking statements expect that we will be able to expand the scope and scale of our iGenius network, despite the recent material contractions in its business. Our forward-looking statements also expect that we will ultimately be able to develop retail brokerage operations at Opencash, although it is currently in the pre-revenue and early stage of its operations. We plan to do this by, among others, investing the funds we believe are necessary to develop the infrastructure necessary to achieve retail operations. This includes, among others, the on-boarding of customer support personnel and software developers, the development and implementation of a marketing strategy, the securing of necessary securities clearing arrangements, and the continued development of the online Opencash trading platform and completing its integration with the proprietary algorithmic trading platform we acquired in September 2021. Despite our best efforts, there can be no assurance that we will be able to achieve these objectives on a timely basis, if at all, as the development of an early-stage securities brokerage business involves inherent regulatory and operational risks and uncertainties, including the uncertain ability of us to integrate the Opencash investment platform application with the proprietary algorithmic trading platform we acquired in September 2021, particularly as the platform we acquired in 2021 has not been placed in commercial service since 2021; thus, any such integration could be subject to IT-related and commercial risks. More information on potential factors that could affect Investview’s financial results is included from time to time in Investview’s public reports filed with the U.S. Securities and Exchange Commission, including the Company’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. The forward-looking statements made in this release speak only as of the date of this release, and Investview, Inc. assumes no obligation to update any such forward-looking statements to reflect actual results or changes in expectations, except as otherwise required by law.

    Investor Relations
    Contact: Ralph R. Valvano
    Phone Number: 732.889.4300
    Email: pr@investview.com

    Reconciliation of Gross Revenue to Net Revenue
    (unaudited)

    As used in this report, Gross Revenues are not a measure of financial performance under United States Generally Accepted Accounting Principles (“GAAP”). Gross Revenues are presented as they are used by management to understand the total revenue before certain items such as refunds, incentives, credits, chargebacks, and amounts paid to third party providers. The non-GAAP Gross Revenue measure is a supplement to the GAAP financial information. A reconciliation between Gross Revenue (non-GAAP) and Net Revenue is presented in the table below.

    Gross Revenue (non-GAAP) to Net Revenue reconciliation for the three months ended March 31, 2025 is as follows:

        Membership
    revenue
        Mining revenue     Health and wellness product sales     Other Revenue     Total  
    Gross billings/receipts   $ 9,439,857     $ 862,944     $ 368,443     $ 7,344     $ 10,678,588  
    Refunds, incentives, credits, and chargebacks     (648,414 )           (122 )           (648,536 )
    Net revenue   $ 8,791,443     $ 862,944     $ 368,321     $ 7,344     $ 10,030,052  

    Gross Revenue (non-GAAP) to Net Revenue reconciliation for the three months ended March 31, 2024 is as follows:

        Membership
    Revenue
        Mining Revenue     Total  
    Gross billings/receipts   $ 13,851,294     $ 2,642,599     $ 16,493,893  
    Refunds, incentives, credits, and chargebacks     (821,976 )           (821,976 )
    Net revenue   $ 13,029,318     $ 2,642,599     $ 15,671,917  

    The MIL Network

  • MIL-OSI USA: FEMA’s National Flood Insurance Program Pays Tennesseans More Than $15 Million

    Source: US Federal Emergency Management Agency 2

    FEMA’s National Flood Insurance Program Pays Tennesseans More Than $15 Million

    FEMA’s National Flood Insurance Program has paid $15.1 million to Tennessee policyholders to repair flood damage from Tropical Storm Helene. More than 83% of these claims came from areas at high risk for flooding.National Flood Insurance Program policyholders with flood damage from the storm can submit a claim even if they do not live in one of the eight Tennessee counties eligible for federal disaster assistance. While tropical storms like Helene can bring significant flooding far inland, anywhere it rains can experience overflowing rivers, flash flooding and dam or levee failures. Just an inch of water can cause $25,000 in damage and most homeowners and renters insurance policies do not cover flood damage.The National Flood Insurance Program was created to provide financial protection from flood damage to property owners, renters and businesses through government-backed flood insurance policies. Federal assistance can only provide a small amount of funding, so having flood insurance can help you recover more quickly after a flood.In Tennessee, to buy a flood insurance policy, your community must participate in the National Flood Insurance Program. Visit FEMA’s Community Status page for a list of participating communities. If your community is on the list, you can call the National Flood Insurance Program Direct Helpline at 877-336-2627, visit FloodSmart.gov and follow the prompt to get a quote or call your insurance agent to find out how much coverage may cost.
    kwei.nwaogu
    Wed, 05/14/2025 – 18:44

    MIL OSI USA News

  • MIL-OSI USA: NASA Glenn Engineer Highlights Research for Hubble Servicing Missions 

    Source: NASA

    April 24 marked the 35th anniversary of the launch of NASA’s Hubble Space Telescope. The iconic space observatory remains a household name —the most well-recognized and scientifically productive telescope in history. Engineers at NASA’s Glenn Research Center in Cleveland played a significant role in how the telescope functions today.  

    NASA Glenn researchers assisted in all five Hubble servicing missions by testing damaged insulation, determining why it degraded in space, and recommending replacement materials.  

    [embedded content]

    One of those researchers, Kim de Groh, senior materials research engineer, shared some of that research in a special presentation at Great Lakes Science Center, home of the NASA Glenn Visitor Center, in Cleveland on May 8. She chronicled her Hubble experience with a presentation, a show-and-tell with samples directly from the telescope, and a Q&A addressing the audience’s Hubble-related questions. 

    MIL OSI USA News

  • MIL-OSI USA: NASA Glenn Shows Students Temperature-Cooling Technology

    Source: NASA

    Water is essential for life, and it is an important engineering tool as well. On March 21, NASA’s Glenn Research Center staff joined Great Lakes Science Center in celebrating World Water Day at the science center, home of the NASA Glenn Visitor Center, in downtown Cleveland. Staff conducted hands-on demonstrations highlighting NASA’s Liquid Cooling and Ventilation Garment during the free day for students.

    This interactive activity helped students discover how NASA uses water to regulate the body temperatures of astronauts during spacewalks.  
    Approximately 450 students and educators attended the event.   

    MIL OSI USA News

  • MIL-OSI USA: President Donald J. Trump Approves Major Disaster Declaration for Arkansas

    Source: US Federal Emergency Management Agency 2

    ASHINGTON — FEMA announced that federal disaster assistance is available to the state of Arkansas to supplement recovery efforts in the areas affected by severe storms and tornadoes from March 14–15, 2025. 
    The President’s action makes federal funding available to affected individuals in Greene, Hot Spring, Independence, Izard, Jackson, Lawrence, Randolph, Sharp and Stone counties.
    Assistance can include grants for temporary housing and home repairs, low-interest loans to cover uninsured property losses and other programs to help individuals and business owners recover from the effects of the disaster.
    Roland W. Jackson has been named the Federal Coordinating Officer for federal recovery operations in the affected areas. Additional designations may be made at a later date if requested by the state and warranted by the results of further assessments.
    Individuals and business owners who sustained losses in the designated areas can begin applying for assistance by registering online at www.DisasterAssistance.gov, by calling 1-800-621-3362 or by using the FEMA App. If you use a relay service, such as video relay service (VRS), captioned telephone service or others, provide FEMA the number for that service.

    MIL OSI USA News

  • MIL-OSI USA: H.R. 1364, Automotive Support Services to Improve Safe Transportation Act of 2025

    Source: US Congressional Budget Office

    Bill Summary

    H.R. 1364 would expand the types of adaptative equipment that the Department of Veterans Affairs (VA) can purchase for vehicles belonging to veterans who have received medical care from the department. The bill also would extend the reduction of pension payments for veterans and survivors who reside in Medicaid nursing homes.

    Estimated Federal Cost

    The estimated budgetary effects of H.R. 1364 are shown in Table 1. The bill would decrease net direct spending by $29 million and increase spending subject to appropriation by $26 million over the 2025‑2035 period. The costs of the legislation fall within budget functions 550 (health) and 700 (veterans benefits and services).

    Table 1.

    Estimated Budgetary Effects of H.R. 1364

     

    By Fiscal Year, Millions of Dollars

       
     

    2025

    2026

    2027

    2028

    2029

    2030

    2031

    2032

    2033

    2034

    2035

    2025-2030

    2025-2035

     

    Increases or Decreases (-) in Direct Spending

       

    Estimated Budget Authority

    *

    1

    1

    1

    1

    1

    1

    -39

    1

    1

    2

    5

    -29

    Estimated Outlays

    *

    1

    1

    1

    1

    1

    1

    -39

    1

    1

    2

    5

    -29

     

    Increases in Spending Subject to Appropriation

       

    Estimated Authorization

    1

    2

    2

    2

    2

    2

    3

    3

    3

    3

    3

    11

    26

    Estimated Outlays

    1

    2

    2

    2

    2

    2

    3

    3

    3

    3

    3

    11

    26

    Basis of Estimate

    For this estimate, CBO assumes that H.R. 1364 will be enacted in fiscal year 2025 and that provisions will take effect upon enactment. CBO also estimates that outlays will follow historical spending patterns for affected programs.

    Provisions That Affect Spending Subject to Appropriation and Direct Spending

    Section 2 would expand the types of adaptative equipment that VA can purchase for the vehicles of eligible veterans who receive medical care at VA facilities. In addition to equipment that VA provides under its current policy, section 2 would authorize VA to provide kneeling systems. Those systems lower the side or rear of a vehicle to reduce the incline of a ramp, making it easier for people using wheelchairs or other mobility devices to access the vehicle. Using information from VA, CBO estimates that the department would purchase kneeling systems for roughly 55 veterans each year at a cost of about $63,000 on average, for a total of $37 million over the 2025‑2035 period.

    Some of the veterans who would acquire kneeling systems under section 2 would be veterans who have been exposed to environmental hazards; thus, CBO expects that some of the costs of implementing the bill would be paid from the Toxic Exposures Fund (TEF) established by Public Law 117-168, the Honoring our PACT Act. The TEF is a mandatory appropriation that VA uses to pay for health care, disability claims processing, medical research, and information technology modernization that benefit veterans who were exposed to environmental hazards. Additional spending from the TEF occurs if legislation increases the costs of similar activities that benefit veterans with such exposure. Thus, in addition to increasing spending subject to appropriation, enacting section 2 would increase amounts paid from the TEF, which are classified as direct spending.

    CBO projects that the proportion of costs paid by the TEF will grow over time based on the amount of formerly discretionary appropriations that CBO expects will be provided through the mandatory appropriation as specified in the Honoring our PACT Act. CBO estimates that over the 2025-2035 period, implementing section 2 would increase spending subject to appropriation by $26 million and direct spending by $11 million.

    Direct Spending

    In addition to expanding benefits that would partly be covered by the TEF, CBO estimates that enacting the bill would affect direct spending by reducing pension payments to veterans and survivors who reside in Medicaid nursing homes. In total, the bill would decrease net direct spending by $29 million over the 2025‑2035 period (see Table 2).

    Under current law, VA reduces pension payments to veterans and survivors who reside in Medicaid nursing homes to $90 per month. That required reduction expires November 30, 2031. Section 3 would extend that reduction for ten months, through September 30, 2032. CBO estimates that extending that requirement would reduce VA benefits by $10 million per month. (Those benefits are paid from mandatory appropriations and are therefore considered direct spending.) As a result of that reduction in beneficiaries’ income, Medicaid would pay more of the cost of their care, increasing spending for that program by $6 million per month. Thus, enacting section 3 would reduce net direct spending by $40 million over the 2025-2035 period.

    Table 2.

    Estimated Increases in Direct Spending Under H.R. 1364

     

    By Fiscal Year, Millions of Dollars

       
     

    2025

    2026

    2027

    2028

    2029

    2030

    2031

    2032

    2033

    2034

    2035

    2025-2030

    2025-2035

    Adaptive Equipment

                         

    Estimated Budget Authority

    *

    1

    1

    1

    1

    1

    1

    1

    1

    1

    2

    5

    11

    Estimated Outlays

    *

    1

    1

    1

    1

    1

    1

    1

    1

    1

    2

    5

    11

    Pensions

                         

    Estimated Budget Authority

    0

    0

    0

    0

    0

    0

    0

    -40

    0

    0

    0

    0

    -40

    Estimated Outlays

    0

    0

    0

    0

    0

    0

    0

    -40

    0

    0

    0

    0

    -40

    Total Changes

                           

    Estimated Budget Authority

    *

    1

    1

    1

    1

    1

    1

    -39

    1

    1

    2

    5

    -29

    Estimated Outlays

    *

    1

    1

    1

    1

    1

    1

    -39

    1

    1

    2

    5

    -29

    Spending Subject to Appropriation

    The discussion above in “Provisions That Affect Spending Subject to Appropriation and Direct Spending” describes the expansion of vehicle adaptations VA can purchase for eligible veterans after receiving medical care from the department. That expansion would increase spending subject to appropriation by $26 million over the 2025‑2035 period (see Table 3).

    Table 3.

    Estimated Increases in Spending Subject to Appropriation Under H.R. 1364

     

    By Fiscal Year, Millions of Dollars

       
     

    2025

    2026

    2027

    2028

    2029

    2030

    2031

    2032

    2033

    2034

    2035

    2025-2030

    2025-2035

    Adaptive Equipment

                         

    Estimated Authorization

    1

    2

    2

    2

    2

    2

    3

    3

    3

    3

    3

    11

    26

    Estimated Outlays

    1

    2

    2

    2

    2

    2

    3

    3

    3

    3

    3

    11

    26

    Pay-As-You-Go Considerations

    The Statutory Pay-As-You-Go Act of 2010 establishes budget-reporting and enforcement procedures for legislation affecting direct spending or revenues. The net changes in outlays that are subject to those pay-as-you-go procedures are shown in Table 2.

    Increase in Long-Term Net Direct Spending and Deficits

    CBO estimates that enacting H.R. 1364 would not increase net direct spending by more than $2.5 billion in any of the four consecutive 10-year periods beginning in 2036.

    CBO estimates that enacting H.R. 1364 would not increase on‑budget deficits by more than $5 billion in any of the four consecutive 10-year periods beginning in 2036.

    Mandates

    The bill contains no intergovernmental or private-sector mandates as defined in the Unfunded Mandates Reform Act.

    Estimate Reviewed By

    David Newman
    Chief, Defense, International Affairs, and Veterans’ Affairs Cost Estimates Unit

    Kathleen FitzGerald
    Chief, Public and Private Mandates Unit

    Christina Hawley Anthony
    Deputy Director of Budget Analysis

    Phillip L. Swagel

    Director, Congressional Budget Office

    MIL OSI USA News

  • MIL-OSI USA: Rep. Doggett Honors Austin Students Headed to Our Nation’s Military Service Academies

    Source: United States House of Representatives – Congressman Lloyd Doggett (D-TX)

    Contact: Alexis.Torres@mail.house.gov

    Austin, Texas—Today, U.S. Representative Lloyd Doggett (D-Austin) honored 13 Austin students whom he nominated for our nation’s military service academies. In a highly competitive selection process, these students have been admitted to the U.S. Military, Air Force, and Naval Academies.

    The students will receive a tuition-free education, which includes room and board, textbooks, and uniforms, as well as a guaranteed military job after graduation. A fully funded, four-year education at a military service academy is valued at upwards of $450,000.

    “This is by far my largest number of nominees accepted for academy admission ever. It shows that Austin is home to many talented and determined students who have already demonstrated success in their studies and extracurricular activities. They are ready to serve our country and obtain the education and experience needed to become our next generation of leaders,” said Rep. Doggett. “Every year, I look forward to making these nominations to help a select group of young Austinites achieve their dreams. Young people, usually current high school juniors, wishing to be considered for our next year-end round of nominations should contact my office.”

    The students and their parents were honored in a special ceremony in the historic LBJ Suite of the JJ Pickle Federal Building—President Lyndon B. Johnson’s Austin office, where he met with military and civilian leaders during his presidency.

    Rep. Doggett’s nominees attending the U.S. Military Academy in West Point, NY:

    • Tyler Letcher, a senior at Westlake High School
    • Mary Teal, a senior at St. Dominic Savio Catholic High School
    • Owen Baggish, a 2022 graduate of Westlake High School

    Rep. Doggett’s nominees attending the U.S. Air Force Academy in Colorado Springs, CO:

    • William Kugler, a senior at Westlake High School
    • Paxton Seghi, an Air Force soccer recruit and senior at Westwood High School
    • Maddox Brown, a 2024 graduate of Bowie High School and a NASA High School Aerospace Scholar
    • Benjamin Brophy, an Air Force soccer recruit and senior at St. Michael’s Catholic Prep School
    • Alexander Agrawal, a senior at St. Stephen’s Episcopal School
    • Arun Gandhi, a senior at Bowie High School
    • Ryan Gulandri, a senior at Bowie High School

    Rep. Doggett’s nominees attending the U.S. Naval Academy in Annapolis, MD:

    • Oscar Bednar, a senior at Anderson High School
    • Angelina Gomez, a senior at Austin High School
    • Trent Gray, a senior at Austin High School

    MIL OSI USA News

  • MIL-OSI USA: Doggett, Schakowsky, Warren and Wyden Push Congressional Leadership to Reject Medicaid Cuts, Crack Down on Medicare Advantage Upcoding

    Source: United States House of Representatives – Congressman Lloyd Doggett (D-TX)

    Congressional Republicans’ current plan sets them up to slash hundreds of billions from Medicaid and CHIP; Lawmakers cite bipartisan support for cracking down on waste, fraud, and abuse in Medicare Advantage

    Contact: Alexis.Torres@mail.house.gov

    Washington, D.C. – As Congress considers reconciliation legislation, Representatives Lloyd Doggett (D-TX) and Jan Schakowsky (D-Ill.), along with Senator Elizabeth Warren (D-Mass.), Senator Ron Wyden (D-Ore.), Ranking Member of the Senate Finance Committee led their colleagues in writing to Speaker of the House Mike Johnson and Senate Majority Leader John Thune, urging them to crack down on waste, fraud, and abuse in Medicare Advantage (MA) instead of forging ahead with cuts to Medicaid.

    “As Congress considers reconciliation legislation, we urge you to reject cuts to Medicaid, which are deeply unpopular and will rip away health care from millions of Americans,” wrote the lawmakers. “Where there is widespread agreement is the need to address waste, fraud, and abuse by private, for-profit insurance companies. We write to urge you to crack down on the growing threat to the Medicare program known as ‘upcoding.’”

    Upcoding is the practice by which private insurers in Medicare Advantage exaggerate the medical diagnoses of their enrollees to secure higher payments from the federal government. This results in wasteful spending in Medicare, overcharging seniors and taxpayers while adding tens of billions in costs to the federal government. Analysis from the non-partisan Medicare Payment Advisory Committee (MedPAC) found that upcoding is expected to increase Medicare payments to private health insurance companies by an estimated 10 percent, or $40 billion, in 2025.

    This waste, fraud, and abuse has been called out by both Democrats and Republicans. CMS Administrator Mehmet Oz even noted that tackling this fraud “is relatively enjoyable to go after, because … we have bipartisan support.” Senator Chuck Grassley (R-IA) has launched an inquiry into UnitedHealth’s billing practices in Medicare Advantage, and Senator Bill Cassidy (R-LA) supports the No UPCODE Act, which would ban some of the most aggressive forms of upcoding by private insurers in the program.

    “The Wall Street Journal, MedPAC, Administrator Oz, and Congressional Republicans all seem to agree: wasteful spending in MA, driven by abusive upcoding practices, are a ‘more rational’  route to securing health care savings that will benefit the Medicare program and taxpayers,” continued the lawmakers. “Your directive to cut federal health care spending should come from reducing waste, fraud, and abuse like upcoding by for-profit insurance companies, not by cutting health care benefits for American families who rely on Medicaid to make ends meet.”

    Nevertheless, Congressional Republicans are forging ahead with plans to slash hundreds of billions of dollars from Medicaid and the Children’s Health Insurance Program (CHIP)  – which will put health and livelihoods at risk for the nearly 80 million Americans, including 37 million children, eight million people with disabilities, and seven million seniors covered by these programs

    “If there is no course correction that protects Medicaid, tens of millions of Americans will be kicked off their health care,” wrote the lawmakers. “We urge you instead to listen to Administrator Oz and tackle real fraud, waste, and abuse by private, for-profit health insurers in MA.”

    The letters were also signed by Representatives Hank Johnson (D-Ga.), Mark Pocan (D-Wis.), Adam Smith (D-Wash.), Ayanna Pressley (D-Mass.), Joaquin Castro (D-Texas), Rashida Tlaib (D-Mich.), Summer Lee (D-Pa.), Nydia Velazquez (D-N.Y.), Betty McCollum (D-Minn.), Al Green (D-Texas), John Garamendi (D-Calif.), Lateefah Simon (D-Calif.), Alexandria Ocasio-Cortez (D-N.Y.), Eleanor Homes Norton (D-D.C.), Raja Krishnamoorthi (D-Ill.), Pramila Jayapal (D-Wash.), Delia Ramirez (D-Ill.), Ilhan Omar (D-Minn.), Mark Takano (D-Calif.), Danny Davis (D-Ill.), Steve Cohen (D-Tenn.), Maxwell Frost (D-Florida), Chuy Garcia (D-Ill.), Sylvia Garcia (D-Texas), Greg Casar (D-Texas), Bonnie Watson Coleman (D-N.J.), Chris Deluzio (D-Pa.), Jill Tokuda (D-Hawaii), Val Hoyle (D-Ore.), Shri Thanedar (D-Mich.), Andre Carson (D-Ind.), Adriano Espaillat (D-N.Y.), Marcy Kaptur (D-Ohio), and Melanie Stansbury (D-N.M.), as well as Senators Bernie Sanders (D-Vt.), Tina Smith (D-Minn.), and Senator Jeff Merkley (D-Ore.).

    The letters have been endorsed by the Center for American Progress, Center for Medicare Advocacy, Families USA, LeadingAge, P Street Project, Protect Our Care, and Public Citizen. 

    The full letter can be read here.

    MIL OSI USA News

  • MIL-OSI USA: Rep. Doggett’s Reaction to Trump’s Executive Order on Drug Prices

    Source: United States House of Representatives – Congressman Lloyd Doggett (D-TX)

    Contact: Alexis.Torres@mail.house.gov

    Washington, D.C.—Today, U.S. Representative Lloyd Doggett (D-Texas), Ranking Member of the House Ways and Means Health Subcommittee, released the following statement:

    “Rather than changing the law, Trump issues another press release that will offer consumers little or nothing. Begging Big Pharma to show some benevolence to the taxpayers and consumers, whom they continue to price gouge, will do nothing to assure access to affordable medications. As in his first term, Trump keeps talking big about drug prices but fails to accomplish anything. Simply by utilizing his existing authority to lower prices for drugs made possible through taxpayer research investments, as I have repeatedly urged, he could provide genuine relief to millions of Americans. And since Trump has failed to include real drug price relief this week in his ‘one big, beautiful bill,’ he could at least insist that House Republicans stop their continued attempt to weaken or repeal Medicare price negotiations.”

    MIL OSI USA News

  • MIL-OSI Security: Father and Son Sentenced for Role in International Market Manipulation Scheme Related to New Jersey Deli

    Source: Office of United States Attorneys

    CAMDEN, N.J. – A father and son were sentenced on May 13, 2025, for their roles in orchestrating a large-scale market manipulation scheme related to two publicly traded companies, U.S. Attorney Alina Habba announced.

    Peter Coker, Sr., 82, of Chapel Hill, North Carolina, and Peter Coker, Jr., 56, formerly of Hong Kong, China, had pleaded guilty, on December 19, 2024, before U.S. District Judge Christine P. O’Hearn to securities fraud and conspiracy to commit securities fraud. Coker, Sr. was sentenced to six months’ imprisonment, three years’ supervised release, including six months’ home detention, and fines totaling $500,000. Coker, Jr. was sentenced to 40 months’ imprisonment, three years’ supervised release, and fines totaling $250,000.

    James Patten, 65, of Winston-Salem, North Carolina also previously pleaded guilty to the same charges and is awaiting sentencing.

    According to documents filed in this case and statements made in court:

    From 2014 through September 2022, Peter Coker Sr., Peter Coker Jr., and Patten conspired to enrich themselves through a scheme to manipulate securities prices via a pattern of coordinated trading, which injected inaccurate information into the marketplace, creating false impressions of supply and demand for these securities.

    As part of the securities fraud scheme, the defendants targeted two publicly traded companies—Hometown International Inc. and E-Waste Corp.—which both traded on the OTC Link Alternative Trading System, also known as the OTC Marketplace. The OTC Marketplace is an alternative trading system that contains three tiers of markets, which are largely based on the quality and quantity of the listed companies’ information and disclosures.

    Coker Sr., Coker Jr., and Patten took steps to gain control of both entities’ management and stock with the ultimate intention of entering reverse mergers, a transaction through which an existing public company merges with a private operating company. A successful reverse merger would allow the defendants to sell shares of each entity at a significant profit.

    In or around 2014, two New Jersey residents began the process of opening a local deli in Paulsboro, New Jersey. One of the individuals discussed his interest in opening the deli with Patten, a long-time friend, who suggested the creation of Hometown International, an umbrella corporation, under which the deli would operate as a wholly owned subsidiary. Unbeknownst to the deli owners, after Hometown International was formed, Patten and his associates began positioning Hometown International as a vehicle for a reverse merger that would yield substantial profit to them.

    Around October 2019, Hometown International began selling shares on the OTC Marketplace. Patten, Coker Sr., and Coker Jr. furthered their scheme by gaining control of Hometown International’s management and its shares from the deli owners. Coker Sr., Coker Jr., and Patten took similar actions to gain control of E-Waste Corporation’s stock and management. The defendants also arranged for the transfer of millions of shares of stock to a number of nominee entities, including entities controlled by Coker Jr., in an effort to mask their control of the shares.

    In addition, the defendants transferred shares to family members, friends, and associates and gained control over their trading accounts by obtaining their log-in information to conceal the defendants’ involvement. The defendants then used those accounts to commit a number of coordinated trading events, often referred to as match and wash trades, to trade in Hometown International and E-Waste Corp.’s stock on both sides of the transaction.

    These tactics artificially inflated the price of Hometown International and E-Waste’s stock by giving the false impression that there was a genuine market interest in the stock. Their scheme had the ultimate impact of artificially inflating Hometown International’s stock by approximately 939 percent and E-Waste’s stock by approximately 19,900 percent.

    U.S. Attorney Habba credited special agents of the FBI’s Philadelphia Division, under the direction of Special Agent in Charge Wayne A. Jacobs, and special agents of IRS-Criminal Investigation, under the direction of Special Agent in Charge Jenifer L. Piovesan in Newark, with the investigation. He also thanked special agents from FBI Charlotte, FBI Los Angeles, FBI San Francisco, FBI Denver, and FBI Knoxville, for their assistance.

    The government is represented by Lauren E. Repole, Deputy Chief of the Criminal Division, and Assistant U.S. Attorney Aaron Webman of the Economic Crimes Unit. 

                                                                           ###

    Defense counsel:

    Peter Coker, Sr.: John Azzarello, Esq. (Morristown, New Jersey), William McGovern, Esq. (New York, New York)

    Peter Coker, Jr.: Zach Intrater and Marc Agnifilo (New York, New York)

    MIL Security OSI

  • MIL-OSI USA: Welch Honors Vermont Law Enforcement During National Police Week

    US Senate News:

    Source: United States Senator Peter Welch (D-Vermont)
    WASHINGTON, D.C. — U.S. Senator Peter Welch (D-Vt.), a member of the Senate Judiciary Committee, joined Senate Judiciary Committee Chairman Chuck Grassley (R-Iowa), Ranking Member Dick Durbin (D-Ill.) and 78 bipartisan senators this week in welcoming the Senate’s unanimous passage of their resolution designating May 12 through 17 as National Police Week. During National Police Week, Americans pay special tribute to the service and sacrifice of courageous officers and their families, especially our nation’s fallen heroes. 
    Every year, for more than six decades, Congress has passed a resolution in honor of law enforcement officers. The National Police Week resolution reiterates the Senate’s unwavering support for law enforcement officers across the United States.   
    “National Police Week is a time to reflect on the service of the men and women in Vermont—and across the country—who put their lives on the line to protect our communities. We are thankful everyday for Vermont’s law enforcement. We also honor the memory of those who made the ultimate sacrifice in the line of duty,” said Senator Welch. “I’m proud to join my colleagues in passing this bipartisan resolution, which renews our commitment to providing law enforcement officers and personnel with the resources needed to uphold their oath to serve our communities with valor and respect.” 
    “Law enforcement officers in Iowa and across the nation work tirelessly to protect and serve our communities. This week, and every week, we should give our thanks to the brave men and women in blue, who have sacrificed so much to ensure our safety,” said Senator Grassley. “As always, I’m proud to back the blue and will continue my efforts in Congress to protect and support our courageous officers.”  
    “Every day, our country’s law enforcement officers put their lives at risk to keep us safe. Officers and their families make great sacrifices in the name of service, including the tragic cases of those who have lost their lives in the line of duty. We’re grateful for their heroism, and we must make sure that officers serving with dignity and integrity have the support and resources they need to do their jobs,” said Senator Durbin. 
    Senators Welch, Grassley and Durbin are joined by Sens. Lindsey Graham (R-S.C.), Angus King (I-Maine), Ashley Moody (R-Fla.), Catherine Cortez Masto (D-Nev.), Susan Collins (R-Maine), Ben Ray Lujan (D-N.M.), Tim Sheehy (R-Mont.), Richard Blumenthal (D-Conn.), John Kennedy (R-La.), Christopher Coons (D-Del.), Tim Scott (R-S.C.), Ruben Gallego (D-Ariz.), Jim Risch (R-Idaho), Mitch McConnell (R-Ky.), Tim Kaine (D-Va.), Tommy Tuberville (R-Ala.), Amy Klobuchar (D-Minn.), Rand Paul (R-Ky.), Raphael Warnock (D-Ga.), Mike Crapo (R-Idaho), Brian Schatz (D-Hawaii), Cynthia Lummis (R-Wyo.), Alex Padilla (D-Calif.), Jim Justice (R-W.Va.), John Fetterman (D-Pa.), Katie Britt (R-Ala.), Jacky Rosen (D-Nev.), Jerry Moran (R-Kan.), Sheldon Whitehouse (D-R.I.), John Barrasso (R-Wyo.), Jeanne Shaheen (D-N.H.), Shelley Moore Capito (R-W.Va.), Kirsten Gillibrand (D-N.Y.), Rick Scott (R-Fla.), Jon Ossoff (D-Ga.), Pete Ricketts (R-Neb.), Tammy Duckworth (D-Ill.), Jim Banks (R-Ind.), Mark Kelly (D-Ariz.), Kevin Cramer (R-N.D.), Andy Kim (D-N.J.), Joni Ernst (R-Iowa), Tammy Baldwin (D-Wis.), Ted Budd (R-N.C.), Gary Peters (D-Mich.), Thomas Tillis (R-N.C.), Maria Cantwell (D-Wash.), Cindy Hyde-Smith (R-Miss.), Mark Warner (D-Va.), Roger Marshall (R-Kan.), Elissa Slotkin (D-Mich.), Steve Daines (R-Mont.), Margaret Hassan (D-N.H.), Marsha Blackburn (R-Tenn.), Adam Schiff (D-Calif.), Deb Fischer (R-Neb.), Michael Bennet (D-Colo.), Lisa Murkowski (R-Alaska), Bill Hagerty (R-Tenn.), John Hoeven (R-N.D.), John Cornyn (R-Texas), Mike Lee (R-Utah), Mike Rounds (R-S.D.), John Thune (R-S.D.), Bernie Moreno (R-Ohio), Ted Cruz (R-Texas), Tom Cotton (R-Ark.), Jon Husted (R-Ohio), James Lankford (R-Okla.), Roger Wicker (R-Miss.), Eric Schmitt (R-Mo.), Markwayne Mullin (R-Okla.), Todd Young (R-Ind.), Josh Hawley (R-Mo.), Dan Sullivan (R-Alaska), Dave McCormick (R-Pa.), Cory Booker (D-N.J.), Bill Cassidy (R-La.) and John Boozman (R-Ark.).   
    Read and download the full text of the resolution. 

    MIL OSI USA News

  • MIL-OSI Security: Maryland Man Previously Arrested for Coercing 18-Year-Old to Travel Interstate for Commercial Sex Charged in Superseding Indictment with Massachusetts Man for Conspiring to Sex Traffic Minor

    Source: Office of United States Attorneys

    Defendants, one of whom is 19-years-old, allegedly conspired to sex traffic a minor victim

    BOSTON – A superseding indictment was unsealed today in federal court in Boston charging two men with conspiring to engage in the sex trafficking of a minor victim.

    On April 16, 2025, David Kaufman, 44, was arrested on an indictment charging him with one count of knowingly persuading, inducing, enticing and coercing an individual to travel in interstate commerce to engage in prostitution and aiding and abetting.

    The superseding indictment adds Darren Zaldivar, 19, of Ludlow, Mass., charging him with transporting an individual with intent the individual engage in prostitution. Both defendants are also charged with conspiring to engage in sex trafficking of a minor. The superseding indictment also adds the charge of sex trafficking of a minor against Kaufman.

    Zaldivar will appear in federal court in Boston later today. Kaufman remains detained in federal custody.

    According to the detention brief previously filed, Kaufman had allegedly been victimizing minor males and young adults ranging in ages from 14–20 by paying the minors for Child Sexual Abuse Material (CSAM) and coercing and enticing some of them to travel to his penthouse condominium at the Four Seasons in Baltimore, and elsewhere, to engage in sex acts with him, which he video recorded. Zaldivar is alleged to have conspired with Kaufman in the sex trafficking of a minor victim in 2024. Zaldivar is also alleged to have transported the minor victim with the intent that the victim engage in commercial sex.

    According to court filings, Kaufman coerced an 18-year-old victim to travel from Massachusetts on two occasions to visit his penthouse condominium at the Four Seasons in Baltimore, paying for the plane tickets. While there, Kaufman allegedly provided the victim with alcohol and drugs, including cocaine, until the victim was intoxicated. It is alleged that Kaufman would then persuade the victim to engage in sex acts, which Kaufman videotaped so that he could watch them later in order to get pleasure for himself. In exchange for the sex acts, it is alleged that Kaufman paid the victim with cash, electronic money transfers and gifts. For example, after he engaged in sex acts in February 2024, Kaufman allegedly bought the victim a Louis Vuitton bag.

    If you have information or questions about this investigation, or someone you know may be impacted or experiencing commercial sex trafficking or child exploitation, please contact USAMA.VictimAssistance@usdoj.gov.

    The charge of coercing a person to travel for purposes of prostitution provides for a sentence of up to 20 years in prison, up to three of supervised release and a fine of up to $250,000. The charge of sex trafficking a minor provides for a sentence of up to life, up to life and no less than five years of supervised release and a fine of up to $250,000.The charge of transporting an individual with intent the individual engage in prostitution provides for up to 20 years in prison, up to three years of supervised release and a fine of up to $250,000.The charge of conspiracy to engage in sex trafficking of a minor provides for a sentence of up to life, up to three years of supervised release and a fine of up to $250,000. Sentences are imposed by a federal district court judge based upon the U.S. Sentencing Guidelines and statutes which govern the determination of a sentence in a criminal case.

    United States Attorney Leah B. Foley and Kimberly Milka, Acting Special Agent in Charge of the Federal Bureau of Investigation, Boston Division made the announcement today. Valuable assistance was provided by the U.S. Attorney’s Office in the District of Maryland; the Federal Bureau of Investigation, Baltimore Field Office; and the Baltimore Police Department. Assistant U.S. Attorney Torey B. Cummings and Craig E. Estes of the Human Trafficking & Civil Rights Unit are prosecuting the case.

    The details contained in the charging documents are allegations. The defendants are presumed innocent unless and until proven guilty beyond a reasonable doubt in a court of law.

    MIL Security OSI

  • MIL-OSI United Kingdom: New Lord Mayor of Westminster Elected at Full Council | Westminster City Council

    Source: City of Westminster

    Councillor Paul Dimoldenberg has been elected the new Right Worshipful Lord Mayor of Westminster following a vote at Full Council tonight (14th May).

    Speaking at the Mayor Making event held at Marylebone Town Hall, Cllr Dimoldenberg said:

    It is a huge honour and a privilege to serve as Lord Mayor; the culmination of my political career. We are lucky that so many different communities call Westminster their home and it will be a privilege to represent them all as their First Citizen. I hope during my time as Lord Mayor, I can meet as many people and communities as possible in all parts of Westminster”.

    Cllr Dimoldenberg has represented Hyde Park Ward since May 2022. He was first elected to Westminster City Council to represent Harrow Road Ward from 1982 to 1990 and was later elected to represent Queen’s Park Ward from 1997 to 2022. From 2022 to 2025, he was Cabinet Member for City Management and Air Quality, having previously been the Opposition’s City Management spokesperson. He was also the Leader of the Opposition from 1987-1990 and from 2004-2015, and has served on a wide range of committees, including as Chair of the Education Overview and Scrutiny Committee.

    He has chosen two charities to support throughout the year. These are the Avenues Youth Project a youth centre in Queens Park and Hotel School who provide training in the hospitality industry to those who have experienced homelessness. His chosen consorts for the mayoral year will be his wife Linda and two daughters, Amelia and Zoe. 

    Upon election, the new Lord Mayor said:

    I chose the Avenues Youth Project as one of my charities as I have known the organisation for over 25 years and am a strong supporter of the great work they do with young people in North Paddington.”

    “Hotel School is my other charity choice. I heard the founder, Jeremy Goring, give an inspirational talk about the practical ways in which Hotel School helps homeless and other vulnerable people learn the skills to build a career in the hospitality industry.”

    In his spare time, the Lord Mayor enjoys going to the cinema and theatre, watching Manchester United, and listening to jazz and brass band music. An avid historian, the new Lord Mayor has written five books on British and local Westminster political history. Born in Manchester, he moved to Westminster in 1973 and has been involved in Westminster politics ever since.

    During his term, he plans to be ‘the walking Lord Mayor’ with a programme of walks promoting environmental and personal wellbeing and encouraging residents to explore and learn more about their local area.

    At the special Full Council service, the Lord Mayor presented Cllr Robert Rigby with an illuminated Vote of Thanks together with a past Lord Mayor’s badge and a past Lady Mayoress badge to Emiko Murai Rigby.

    MIL OSI United Kingdom

  • MIL-OSI Russia: CPPCC National Committee Chairman Meets Zimbabwe National Assembly Speaker

    Translation. Region: Russian Federal

    Source: People’s Republic of China in Russian – People’s Republic of China in Russian –

    Source: People’s Republic of China – State Council News

    BEIJING, May 14 (Xinhua) — Wang Huning, chairman of the National Committee of the Chinese People’s Political Consultative Conference (CPPCC), met with Jacob Mudenda, speaker of the National Assembly (lower house) of Zimbabwe, in Beijing on Wednesday.

    Wang Huning, also a member of the Standing Committee of the Political Bureau of the CPC Central Committee, said the in-depth and friendly communication between Chinese President Xi Jinping and Zimbabwean President Emmerson Mnangagwa in Beijing last year provided strategic guidance for the development of bilateral relations.

    The CPPCC National Committee chairman said China is willing to work with Zimbabwe to strengthen political mutual trust, expand practical cooperation and build a high-level China-Zimbabwe community with a shared future, guided by the important consensus reached by the leaders of the two countries.

    The CPPCC National Committee intends to make its contribution to the development of bilateral relations, he added.

    J. Mudenda, for his part, stressed that Zimbabwe firmly adheres to the one-China principle and hopes that the two sides will continuously strengthen exchanges at all levels, including government and non-governmental exchanges, and deepen cooperation in areas such as energy, culture and the digital economy.

    The Zimbabwe National Assembly is ready to strengthen friendly ties with the CPPCC, promoting the socio-economic development of both countries, said J. Mudenda. –0–

    MIL OSI Russia News