DEL RIO, Texas – A Katy man was sentenced in a federal court in Del Rio to 18 months in prison for one count of assaulting, resisting or impeding certain officers or employees.
According to court documents, Kevin Dominguez, 26, drove a sedan to the U.S. Border Patrol immigration checkpoint, located on U.S. Highway 57 on Aug. 1, 2023. A USBP canine alerted the agents to the trunk, revealing an individual inside. Upon the USBP agent noticing the individual, Dominguez backed up and struck the agent with the vehicle before fleeing the checkpoint. A high-speed chase ensued and a USBP helicopter observed two occupants exit the vehicle into an open field. One of the individuals was located and confirmed to be an undocumented noncitizen from Honduras.
Dominguez was indicted in a two-count indictment on Sept. 13, 2023, and was arrested Sept. 14. He pleaded guilty on Jan. 24, 2024.
U.S. Attorney Jaime Esparza for the Western District of Texas made the announcement.
The FBI investigated the case.
Assistant U.S. Attorney Matt Kass prosecuted the case.
Scheme Victimized Hundreds of Thousands of People in United States and Abroad
Two Estonian nationals pleaded guilty yesterday for their operation of a massive, multi-faceted cryptocurrency Ponzi scheme that victimized hundreds of thousands of people from across the world, including in the United States. As part of the defendants’ guilty pleas, they agreed to forfeit assets valued over $400 million obtained during the conspiracy.
According to court documents, Sergei Potapenko and Ivan Turõgin, both 40, sold contracts to customers entitling them to a share of cryptocurrency mined by the defendants’ purported cryptocurrency mining service, HashFlare. Cryptocurrency mining is the process of using computers to generate cryptocurrency, such as Bitcoin, for profit.
Between 2015 and 2019, Hashflare’s sales totaled more than $577 million, but HashFlare did not possess the requisite computing capacity to perform the vast majority of the mining the defendants told HashFlare customers it performed. HashFlare’s web-based dashboard, which purported to show customers their mining profits, instead reflected falsified data. Potapenko and Turõgin used the proceeds of the fraud conspiracy to purchase real estate and luxury vehicles and maintained investment and cryptocurrency accounts. Potapenko and Turõgin have agreed to forfeit assets worth, as of the date of the plea, more than $400 million. The forfeited assets will be available for a remission process to compensate victims of the crime. Details about the remission process will be announced at a later date.
Potapenko and Turõgin each pleaded guilty to one count of conspiracy to commit wire fraud. They are scheduled to be sentenced on May 8 and each face a maximum penalty of 20 years in prison. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.
The Justice Department thanks the Cybercrime Bureau of the Estonian Police and Border Guard for its support with this investigation. The Estonian Prosecutor General and Ministry of Justice and Digital Affairs provided substantial assistance with the extradition. The Justice Department’s Office of International Affairs provided extensive assistance to the investigation and the extradition of the defendants.
Supervisory Official Antoinette T. Bacon of the Justice Department’s Criminal Division, Acting U.S. Attorney Teal Luthy Miller for the Western District of Washington, Assistant Director Chad Yarbrough of the FBI’s Criminal Investigative Division, and Special Agent in Charge W. Mike Herrington of the FBI Seattle Field Office made the announcement.
The FBI Seattle Field Office investigated the case.
Trial Attorneys Adrienne E. Rosen and David Ginensky of the Criminal Division’s Money Laundering and Asset Recovery Section and Assistant U.S. Attorneys Andrew Friedman and Sok Jiang for the Western District of Washington are prosecuting the case. Assistant U.S. Attorney Jehiel Baer for the Western District of Washington is handling asset forfeiture aspects of the case.
Individuals who believe they may have been a victim in this case should visit www.fbi.gov/hashflare.
WASHINGTON – London Teeter, 21, of Washington D.C., pleaded guilty today in U.S. District Court to her role in a series of seven inside-job robberies of the Chinatown drug store where she was employed as a store manager.
The plea was announced United States Attorney Edward R. Martin, Jr., FBI Special Agent in Charge Sean Ryan of the Washington Field Office Criminal and Cyber Division, and Chief Pamela Smith of the Metropolitan Police Department
Teeter pleaded guilty to one count of conspiracy to interfere with interstate commerce by robbery (Hobbs Act robbery). The Honorable Jia M. Cobb scheduled sentencing for June 12, 2025. When she is sentenced, Teeter is eligible for up to 20 years in prison and up to a $250,000 fine.
According to court documents, Teeter, and three co-conspirators devised a scheme to carry out armed robberies of the Walgreens store in Chinatown nearly once a month, beginning in July 2023, when either she or her co-conspirator were working. As a store manager, Teeter knew the timing of cash transfers within the business. In each robbery, a masked gunman entered the store, forced an employee into the manager’s office or accessed the manager’s office using a code provided by Teeter or her co-conspirator. The gunman then robbed the employees and fled through a rear exit. Teeter and her co-conspirator took turns pretending to be the “victim” manager on duty, knowing that the robberies would be captured on internal surveillance.
The robberies occurred on July 18, 2023, August 2, 2023, September 2, 2023, November 10, 2023, December 4, 2023, January 9, 2024, and February 11, 2024. Teeter was present in the manager’s office and pretended to be the victim of a robbery during the July 18, 2023, and January 9, 2024, robberies.
In response to the robberies, the Chinatown Walgreens hired armed Special Police Officers to protect the business. Teeter was aware that armed Special Police Officers would be present during the robberies and that a co-conspirator robbed the officers of their firearms during the robberies that occurred on December 4, 2023, and February 11, 2024.
In the plea agreement, Teeter admitted that the co-conspirators stole and split at least $28,983. She also acknowledged that she reviewed surveillance footage from the August 2, 2023, robbery during which a co-conspirator briefly placed his firearm on a chair Teeter acknowledged that she sent a co-conspirator a text message stating: “the vid looks so bad,” “idk why he put the gun down,” and “he can’t do it next time [not gonna lie].”
Law enforcement arrested Teeter on February 22, 2024. During the search of her home that preceded her arrest, law enforcement recovered a loaded Glock 45 pistol loaded with 16 rounds of 9mm ammunition.
Trial dates are pending for co-conspirators Michael Robinson, 34, Kamanye Williams, 25, and Gianni Robinson, 27.
This case is being investigated by the FBI’s Violent Crimes Task Force with assistance from the Metropolitan Police Department (MPD). It is being prosecuted by Assistant U.S. Attorneys Justin F. Song, Sarah Martin, and Special Assistant U.S. Attorney Monica Svetoslavov of the Federal Major Crimes Section.
Scheme Victimized Hundreds of Thousands of People in United States and Abroad
Two Estonian nationals pleaded guilty yesterday for their operation of a massive, multi-faceted cryptocurrency Ponzi scheme that victimized hundreds of thousands of people from across the world, including in the United States. As part of the defendants’ guilty pleas, they agreed to forfeit assets valued over $400 million obtained during the conspiracy.
According to court documents, Sergei Potapenko and Ivan Turõgin, both 40, sold contracts to customers entitling them to a share of cryptocurrency mined by the defendants’ purported cryptocurrency mining service, HashFlare. Cryptocurrency mining is the process of using computers to generate cryptocurrency, such as Bitcoin, for profit.
Between 2015 and 2019, Hashflare’s sales totaled more than $577 million, but HashFlare did not possess the requisite computing capacity to perform the vast majority of the mining the defendants told HashFlare customers it performed. HashFlare’s web-based dashboard, which purported to show customers their mining profits, instead reflected falsified data. Potapenko and Turõgin used the proceeds of the fraud conspiracy to purchase real estate and luxury vehicles and maintained investment and cryptocurrency accounts. Potapenko and Turõgin have agreed to forfeit assets worth, as of the date of the plea, more than $400 million. The forfeited assets will be available for a remission process to compensate victims of the crime. Details about the remission process will be announced at a later date.
Potapenko and Turõgin each pleaded guilty to one count of conspiracy to commit wire fraud. They are scheduled to be sentenced on May 8 and each face a maximum penalty of 20 years in prison. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.
The Justice Department thanks the Cybercrime Bureau of the Estonian Police and Border Guard for its support with this investigation. The Estonian Prosecutor General and Ministry of Justice and Digital Affairs provided substantial assistance with the extradition. The Justice Department’s Office of International Affairs provided extensive assistance to the investigation and the extradition of the defendants.
Supervisory Official Antoinette T. Bacon of the Justice Department’s Criminal Division, Acting U.S. Attorney Teal Luthy Miller for the Western District of Washington, Assistant Director Chad Yarbrough of the FBI’s Criminal Investigative Division, and Special Agent in Charge W. Mike Herrington of the FBI Seattle Field Office made the announcement.
The FBI Seattle Field Office investigated the case.
Trial Attorneys Adrienne E. Rosen and David Ginensky of the Criminal Division’s Money Laundering and Asset Recovery Section and Assistant U.S. Attorneys Andrew Friedman and Sok Jiang for the Western District of Washington are prosecuting the case. Assistant U.S. Attorney Jehiel Baer for the Western District of Washington is handling asset forfeiture aspects of the case.
Individuals who believe they may have been a victim in this case should visit www.fbi.gov/hashflare.
A spontaneous memorial of flowers in St Petersburg, Russia, on the day of Alexei Navalny’s death, February 16 2024.Aleksey Dushutin/Shutterstock
This is the best day of the past five months for me … This is my home … I am not afraid of anything and I urge you not to be afraid of anything either.
These were Alexei Navalny’s words after landing at Moscow’s Sheremetyevo Airport on January 17 2021. Russia’s leading opposition figure had spent the past months recovering in Germany from an attempt on his life by the Russian Federal Security Service (FSB). Minutes after making his comments, Navalny was detained at border control. And he would remain behind bars until his death on February 16 2024, in the remote “Polar Wolf” penal colony within the Arctic Circle.
“Why did he return to Russia?” That’s the question I’m asked about Navalny most frequently. Wasn’t it a mistake to return to certain imprisonment, when he could have maintained his opposition to Russia’s president, Vladimir Putin, from abroad?
But Navalny’s decision to return didn’t surprise me. I’ve researched and written about him extensively, including co-authoring Navalny: Putin’s Nemesis, Russia’s Future?, the first English-language, book-length account of his life and political activities. Defying the Kremlin by returning was a signature move, reflecting both his obstinacy and bravery. He wanted to make sure his supporters and activists in Russia did not feel abandoned, risking their lives while he lived a cushy life in exile.
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Besides, Navalny wasn’t returning to certain imprisonment. A close ally of his, Vladimir Ashurkov, told me in May 2022 that his “incarceration in Russia was not a certainty. It was a probability, a scenario – but it wasn’t like he was walking into a certain long-term prison term.”
Also, Navalny hadn’t chosen to leave Russia in the first place. He was unconscious when taken by plane from Omsk to Berlin for treatment following his poisoning with the nerve agent Novichok in August 2020. Navalny had been consistent in saying he was a Russian politician who needed to remain in Russia to be effective.
In a subsequent interview, conducted in a forest on the outskirts of the German capital as he slowly recovered, Navalny said: “In people’s minds, if you leave the country, that means you’ve surrendered.”
Video: ACF.
Outrage, detention and death
Two days after Navalny’s final return to Russia, the Anti-Corruption Foundation (ACF) – the organisation he established in 2011 – published its biggest ever investigation. The YouTube video exploring “Putin’s palace” on the Black Sea coast achieved an extraordinary 100 million views within ten days. By the start of February 2021, polling suggested it had been watched by more than a quarter of all adults in Russia.
Outrage at Navalny’s detention, combined with this Putin investigation, got people on to the streets. On January 23 2021, 160,000 people turned out across Russia in events that did not have prior approval from the authorities. More than 40% of the participants said they were taking part in a protest for the first time.
But the Russian authorities were determined to also make it their last time. Law enforcement mounted an awesome display of strength, detaining protesters and sometimes beating them. The number of participants at protests on January 31 and February 2 declined sharply as a result.
Between Navalny’s return to Russia in January 2021 and his death in February 2024, aged 47, he faced criminal case after criminal case, adding years and years to his time in prison and increasing the severity of his detention. By the time of his death, he was in the harshest type of prison in the Russian penitentiary system – a “special regime” colony – and was frequently sent to a punishment cell.
The obvious intent was to demoralise Navalny, his team and supporters – making an example of him to spread fear among anyone else who might consider mounting a challenge to the Kremlin. But Navalny fought back, as described in his posthumously published memoir, Patriot. He made legal challenges against his jailers. He went on hunger strike. And he formed a union for his fellow prisoners.
He also used his court appearances to make clear his political views, including following Russia’s full-scale invasion of Ukraine in February 2022, declaring: “I am against this war. I consider it immoral, fratricidal, and criminal.”
Navalny’s final public appearance was via video link. He was in good spirits, with his trademark optimism and humour still on display. Tongue firmly in cheek, he asked the judge for financial help:
Your Honour, I will send you my personal account number so that you can use your huge salary as a federal judge to ‘warm up’ my personal account, because I am running out of money.
Navalny died the following day. According to the prison authorities, he collapsed after a short walk and lost consciousness. Although the Russian authorities claimed he had died of natural causes, documents published in September 2024 by The Insider – a Russia-focused, Latvia-based independent investigative website – suggest Navalny may have been poisoned.
A mourner adds her tribute to Alexei Navalny’s grave in Moscow after his burial on March 1 2024. Aleksey Dushutin/Shutterstock
Whether or not Putin directly ordered his death, Russia’s president bears responsibility – for leading a system that tried to assassinate Navalny in August 2020, and for allowing his imprisonment following Navalny’s return to Russia in conditions designed to crush him.
Commenting in March 2024, Putin stated that, just days before Navalny’s death, he had agreed for his most vocal opponent to be included in a prisoner swap – on condition the opposition figure never returned to Russia. “But, unfortunately,” Putin added, “what happened, happened.”
‘No one will forget’
Putin is afraid of Alexei, even after he killed him.
Yulia Navalnaya, Navalny’s wife, wrote these words on January 10 2025 after reading a curious letter. His mother, Lyudmila Navalnaya, had written to Rosfinmonitoring – a Russian state body – with a request for her son’s name to be removed from their list of “extremists and terrorists” now he was no longer alive.
The official response was straight from Kafka. Navalny’s name could not be removed as it had been added following the initiation of a criminal case against him. Even though he was dead, Rosfinmonitoring had not been informed about a termination of the case “in accordance with the procedure established by law”, so his name would have to remain.
This appears to be yet another instance of the Russian state exercising cruelty behind the veil of bureaucratic legality – such as when the prison authorities initially refused to release Navalny’s body to his mother after his death.
“Putin is doing this to scare you,” Yulia continued. “He wants you to be afraid to even mention Alexei, and gradually to forget his name. But no one will forget.”
Alexei Navalny and his wife, Yulia Navalnaya, at a protest rally in Moscow, May 2012. Dmitry Laudin/Shutterstock
Today, Navalny’s family and team continue his work outside of Russia – and are fighting to keep his name alive back home. But the odds are against them. Polling suggests the share of Russians who say they know nothing about Navalny or his activities roughly doubled to 30% between his return in January 2021 and his death three years later.
Navalny fought against an autocratic system – and paid the price with his life. Given the very real fears Russians may have of voicing support for a man still labelled an extremist by the Putin regime, it’s not easy to assess what people there really think of him and his legacy. But we will also never know how popular Navalny would have been in the “normal” political system he fought for.
What made Navalny the force he was?
Navalny didn’t mean for the humble yellow rubber duck to become such a potent symbol of resistance.
In March 2017, the ACF published its latest investigation into elite corruption, this time focusing on then-prime minister (and former president), Dmitry Medvedev. Navalny’s team members had become masters of producing slick videos that enabled their message to reach a broad audience. A week after posting, the film had racked up over 7 million views on YouTube – an extraordinary number at that time.
The film included shocking details of Medvedev’s alleged avarice, including yachts and luxury properties. In the centre of a large pond in one of these properties was a duck house, footage of which was captured by the ACF using a drone.
Video: ACF.
Such luxuries jarred with many people’s view of Medvedev as being a bit different to Putin and his cronies. As Navalny wrote in his memoir, Medvedev had previously seemed “harmless and incongruous”. (At the time, Medvedev’s spokeswoman said it was “pointless” to comment on the ACF investigation, suggesting the report was a “propaganda attack from an opposition figure and a convict”.)
But people were angry, and the report triggered mass street protests across Russia. They carried yellow ducks and trainers, a second unintended symbol from the film given Medvedev’s penchant for them.
Another reason why so many people came out to protest on March 26 2017 was the organising work carried out by Navalny’s movement.
The previous December, Navalny had announced his intention to run in the 2018 presidential election. As part of the campaign, he and his team created a network of regional headquarters to bring together supporters and train activists across Russia. Although the authorities had rejected Navalny’s efforts to register an official political party, this regional network functioned in much the same way, gathering like-minded people in support of an electoral candidate. And this infrastructure helped get people out on the streets.
The Kremlin saw this as a clear threat. According to a December 2020 investigation by Bellingcat, CNN, Der Spiegel and The Insider, the FSB assassination squad implicated in the Novichok poisoning of Navalny had started trailing him in January 2017 – one month after he announced his run for the presidency.
At the protests against Medvedev, the authorities’ growing intolerance of Navalny was also on display – he was detained, fined and sentenced to 15 days’ imprisonment.
The Medvedev investigation was far from the beginning of Navalny’s story as a thorn in the Kremlin’s side. But this episode brings together all of the elements that made Navalny the force he was: anti-corruption activism, protest mobilisation, attempts to run as a “normal” politician in a system rigged against him, and savvy use of social media to raise his profile in all of these domains.
Courting controversy
In Patriot, Navalny writes that he always “felt sure a broad coalition was needed to fight Putin”. Yet over the years, his attempts to form that coalition led to some of the most controversial points of his political career.
In a 2007 video, Navalny referred to himself as a “certified nationalist”, advocating for the deportation of illegal immigrants, albeit without using violence and distancing himself from neo-Nazism. In the video, he says: “We have the right to be Russians in Russia, and we’ll defend that right.”
Although alienating some, Navalny was attempting to present a more acceptable face of nationalism, and he hoped to build a bridge between nationalists and liberals in taking on the Kremlin’s burgeoning authoritarianism.
But the prominence of nationalism in Navalny’s political identity varied markedly over time, probably reflecting his shifting estimations of which platform could attract the largest support within Russia. By the time of his thwarted run in the 2018 presidential election, nationalist talking points were all but absent from his rhetoric.
However, some of these former comments and positions continue to influence how people view him. For example, following Russia’s annexation of Crimea in 2014, Navalny tried to take a pragmatic stance. While acknowledging Russia’s flouting of international law, he said that Crimea was “now part of the Russian Federation” and would “never become part of Ukraine in the foreseeable future”.
Many Ukrainians take this as clear evidence that Navalny was a Russian imperialist. Though he later revised his position, saying Crimea should be returned to Ukraine, some saw this as too little, too late. But others were willing to look past the more controversial parts of his biography, recognising that Navalny represented the most effective domestic challenge to Putin.
Another key attempt to build a broad political coalition was Navalny’s Smart Voting initiative. This was a tactical voting project in which Navalny’s team encouraged voters to back the individual thought best-placed to defeat the ruling United Russia candidate, regardless of the challenger’s ideological position.
The project wasn’t met with universal approval. Some opposition figures and voters baulked at, or flatly refused to consider, the idea of voting for people whose ideological positions they found repugnant – or whom they viewed as being “fake” opposition figures, entirely in bed with the authorities. (This makes clear that Navalny was never the leader of the political opposition in Russia; he was, rather, the leading figure of a fractious constellation of individuals and groups.)
But others relished the opportunity to make rigged elections work in their favour. And there is evidence that Smart Voting did sometimes work, including in the September 2020 regional and local elections, for which Navalny had been campaigning when he was poisoned with Novichok.
In an astonishing moment captured on film during his recovery in Germany, Navalny speaks to an alleged member of the FSB squad sent to kill him. Pretending to be the aide to a senior FSB official, Navalny finds out that the nerve agent had been placed in his underpants.
How do Russians feel about Navalny now?
It’s like a member of the family has died.
This is what one Russian friend told me after hearing of Navalny’s death a year ago. Soon afterwards, the Levada Center – an independent Russian polling organisation – conducted a nationally representative survey to gauge the public’s reaction to the news.
The poll found that Navalny’s death was the second-most mentioned event by Russian people that month, after the capture of the Ukrainian city of Avdiivka by Russian troops. But when asked how they felt about his death, 69% of respondents said they had “no particular feelings” either way – while only 17% said they felt “sympathy” or “pity”.
And that broadly fits with Navalny’s approval ratings in Russia. After his poisoning in 2020, 20% of Russians said they approved of his activities – but this was down to 11% by February 2024.
Video: BBC.
Of course, these numbers must be taken for what they are: polling in an authoritarian state regarding a figure vilified and imprisoned by the regime, during a time of war and amid draconian restrictions on free speech. To what extent the drop in support for Navalny was real, rather than reflecting the increased fear people had in voicing their approval for an anti-regime figure, is hard to say with certainty.
When asked why they liked Navalny, 31% of those who approved of his activities said he spoke “the truth”, “honestly” or “directly”. For those who did not approve of his activities, 22% said he was “paid by the west”, “represented” the west’s interests, that he was a “foreign agent”, a “traitor” or a “puppet”.
The Kremlin had long tried to discredit Navalny as a western-backed traitor. After Navalny’s 2020 poisoning, Putin’s spokesman, Dmitry Peskov, said that “experts from the United States’ Central Intelligence Agency are working with him”. The Russian state claimed that, rather than a patriot exposing official malfeasance with a view to strengthening his country, Navalny was a CIA stooge intent on destroying Russia.
Peskov provided no evidence to back up this claim – and the official propaganda wasn’t believed by all. Thousands of Russians defied the authorities by coming out to pay their respects at Navalny’s funeral on March 1 2024. Many, if not all, knew this was a significant risk. Police employed video footage to track down members of the funeral crowd, including by using facial recognition technology.
The first person to be detained was a Muscovite the police claimed they heard shouting “Glory to the heroes!” – a traditional Ukrainian response to the declaration “Glory to Ukraine!”, but this time referencing Navalny. She spent a night in a police station before being fined for “displaying a banned symbol”.
Putin always avoided mentioning Navalny’s name in public while he was alive – instead referring to him as “this gentleman”, “the character you mentioned”, or the “Berlin patient”. (The only recorded instance of Putin using Navalny’s name in public when he was alive was in 2013.)
However, having been re-elected president in 2024 and with Navalny dead, Putin finally broke his long-held practice, saying: “As for Navalny, yes he passed away – this is always a sad event.” It was as if the death of his nemesis diminished the potency of his name – and the challenge that Navalny had long presented to Putin.
Nobody can become another Navalny
Someone else will rise up and take my place. I haven’t done anything unique or difficult. Anyone could do what I’ve done.
So wrote Navalny in the memoir published after his death. But that hasn’t happened: no Navalny 2.0 has yet emerged. And it’s no real surprise. The Kremlin has taken clear steps to ensure nobody can become another Navalny within Russia.
In 2021, the authorities made a clear decision to destroy Navalny’s organisations within Russia, including the ACF and his regional network. Without the organisational infrastructure and legal ability to function in Russia, no figure has been able to take his place directly.
More broadly, the fate of Navalny and his movement has had a chilling effect on the opposition landscape. So too have other steps taken by the authorities.
Russia has become markedly more repressive since the start of its war on Ukraine. The human rights NGO First Department looked into the number of cases relating to “treason”, “espionage” and “confidential cooperation with a foreign state” since Russia introduced the current version of its criminal code in 1997. Of the more than 1,000 cases, 792 – the vast majority – were initiated following Russia’s full-scale invasion of Ukraine in 2022.
Russian law enforcement has also used nebulous anti-extremism and anti-terrorism legislation to crack down on dissenting voices. Three of Navalny’s lawyers were sentenced in January 2025 for participating in an “extremist organisation”, as the ACF was designated by a Moscow court in June 2021. The Russian legislature has also passed a barrage of legislation relating to so-called “foreign agents”, to tarnish the work of those the regime regards as foreign-backed “fifth columnists”.
Mass street protests are largely a thing of the past in Russia. Restrictions were placed on public gatherings during the COVID pandemic – but these rules were applied selectively, with opposition individuals and groups being targeted. And opportunities for collective action were further reduced following the full-scale invasion of Ukraine.
Freedom of speech has also come under assault. Article 29, point five of the Russian constitution states: “Censorship shall be prohibited.” But in September 2024, Kremlin spokesperson Peskov said: “In the state of war that we are in, restrictions are justified, and censorship is justified.”
Legislation passed very soon after the 2022 invasion of Ukraine made it illegal to comment on the Russian military’s activities truthfully – and even to call the war a war.
YouTube – the platform so central to Navalny’s ability to spread his message – has been targeted. Without banning it outright – perhaps afraid of the public backlash this might cause – the Russian state media regulator, Roskomnadzor, has slowed down internet traffic to the site within Russia. The result has been a move of users to other websites supporting video content, including VKontakte – a Russian social media platform.
In short, conditions in Russia are very different now compared to when Navalny first emerged. The relative freedom of the 2000s and 2010s gave him the space to challenge the corruption and authoritarianism of an evolving system headed by Putin. But this space has shrunk over time, to the point where no room remains for a figure like him within Russia.
In 2019, Navalny told Ivan Zhdanov, who is now director of the ACF: “We changed the regime, but not in the way we wanted.” So, did Navalny and his team push the Kremlin to become more authoritarian – making it not only intolerant of him but also any possible successor?
There may be some truth in this. And yet, the drastic steps taken by the regime following the start of the war on Ukraine suggest there were other, even more significant factors that have laid bare the violent nature of Putin’s personal autocracy – and the president’s disdain for dissenters.
Plenty for Russians to be angry about
How can we win the war when dedushka [grandpa] is a moron?
In June 2023, Evgeny Prigozhin – a long-time associate of Putin and head of the private military Wagner Group – staged an armed rebellion, marching his forces on the Russian capital. This was not a full-blown political movement against Putin. But the target of Prigozhin’s invective against Russia’s military leadership had become increasingly blurry, testing the taboo of direct criticism of the president – who is sometimes referred to, disparagingly, as “grandpa” in Russia.
And Prigozhin paid the price. In August 2023, he was killed when the private jet he was flying in crashed after an explosion on board. Afterwards, Putin referred to Prigozhin as a “talented person” who “made serious mistakes in life”.
In the west, opposition to the Kremlin is often associated with more liberal figures like Navalny. Yet the most consequential domestic challenge to Putin’s rule came from a very different part of the ideological spectrum – a figure in Prigozhin leading a segment of Russian society that wanted the Kremlin to prosecute its war on Ukraine even more aggressively.
Video: BBC.
Today, there is plenty for Russians to be angry about, and Putin knows it. He recently acknowledged an “overheating of the economy”. This has resulted in high inflation, in part due to all the resources being channelled into supporting the war effort. Such cost-of-living concerns weigh more heavily than the war on the minds of most Russians.
A favourite talking point of the Kremlin is how Putin imposed order in Russia following the “wild 1990s” – characterised by economic turbulence and symbolised by then-president Boris Yeltsin’s public drunkenness. Many Russians attribute the stability and rise in living standards they experienced in the 2000s with Putin’s rule – and thank him for it by providing support for his continued leadership.
The current economic problems are an acute worry for the Kremlin because they jeopardise this basic social contract struck with the Russian people. In fact, one way the Kremlin tried to discredit Navalny was by comparing him with Yeltsin, suggesting he posed the same threats as a failed reformer. In his memoir, Navalny concedes that “few things get under my skin more”.
Although originally a fan of Yeltsin, Navalny became an ardent critic. His argument was that Yeltsin and those around him squandered the opportunity to make Russia a “normal” European country.
Navalny also wanted Russians to feel entitled to more. Rather than be content with their relative living standards compared with the early post-Soviet period, he encouraged them to imagine the level of wealth citizens could enjoy based on Russia’s extraordinary resources – but with the rule of law, less corruption, and real democratic processes.
‘Think of other possible Russias’
When looking at forms of criticism and dissent in Russia today, we need to distinguish between anti-war, anti-government, and anti-Putin activities.
Despite the risk of harsh consequences, there are daily forms of anti-war resistance, including arson attacks on military enlistment offices. Some are orchestrated from Ukraine, with Russians blackmailed into acting. But other cases are likely to be forms of domestic resistance.
Criticism of the government is still sometimes possible, largely because Russia has a “dual executive” system, consisting of a prime minister and presidency. This allows the much more powerful presidency to deflect blame to the government when things go wrong.
There are nominal opposition parties in Russia – sometimes referred to as the “systemic opposition”, because they are loyal to the Kremlin and therefore tolerated by the system. Within the State Duma, these parties often criticise particular government ministries for apparent failings. But they rarely, if ever, now dare criticise Putin directly.
Nothing anywhere close to the challenge presented by Navalny appears on the horizon in Russia – at either end of the political spectrum. But the presence of clear popular grievances, and the existence of organisations (albeit not Navalny’s) that could channel this anger should the Kremlin’s grip loosen, mean we cannot write off all opposition in Russia.
Navalny’s wife, Yulia, has vowed to continue her husband’s work. And his team in exile maintain focus on elite corruption in Russia, now from their base in Vilnius, Lithuania. The ACF’s most recent investigation is on Igor Sechin, CEO of the oil company Rosneft.
But some have argued this work is no longer as relevant as it was. Sam Greene, professor in Russian politics at King’s College London, captured this doubt in a recent Substack post:
[T]here is a palpable sense that these sorts of investigations may not be relevant to as many people as they used to be, given everything that has transpired since the mid-2010s, when they were the bread and butter of the Anti-Corruption Foundation. Some … have gone as far as to suggest that they have become effectively meaningless … and thus that Team Navalny should move on.
Navalny’s team are understandably irritated by suggestions they’re no longer as effective as they once were. But it’s important to note that this criticism has often been sharpest within Russia’s liberal opposition. The ACF has been rocked, for example, by recent accusations from Maxim Katz, one such liberal opposition figure, that the organisation helped “launder the reputations” of two former bank owners. In their response, posted on YouTube, the ACF referred to Katz’s accusations as “lies” – but this continued squabbling has left some Russians feeling “disillusioned and unrepresented”.
So, what will Navalny’s long-term legacy be? Patriot includes a revealing section on Mikhail Gorbachev – the last leader of the Soviet Union, whom Navalny describes as “unpopular in Russia, and also in our family”. He continues:
Usually, when you tell foreigners this, they are very surprised, because Gorbachev is thought of as the person who gave Eastern Europe back its freedom and thanks to whom Germany was reunited. Of course, that is true … but within Russia and the USSR he was not particularly liked.
At the moment, there is a similar split in perceptions of Navalny. Internationally, he was nominated for the Nobel Peace Prize, awarded the Sakharov Prize by the European Parliament, and a documentary about him won an Oscar.
But there are also those outside of Russia who remain critical: “Navalny’s life has brought no benefit to the Ukrainian victory; instead, he has caused considerable harm,” wrote one Ukrainian academic. “He fuelled the illusion in the west that democracy in Russia is possible.”
Trailer for the Oscar-winning documentary Navalny.
Inside Russia, according to Levada Center polling shortly after his death, 53% of Russians thought Navalny played “no special role” in the history of the country, while 19% said he played a “rather negative” role. Revealingly, when commenting on Navalny’s death, one man in Moscow told RFE/RL’s Russian Service: “I think that everyone who is against Russia is guilty, even if they are right.”
But, for a small minority in Russia, Navalny will go down as a messiah-like figure who miraculously cheated death in 2020, then made the ultimate sacrifice in his battle of good and evil with the Kremlin. This view may have been reinforced by Navalny’s increasing openness about his Christian faith.
Ultimately, Navalny’s long-term status in Russia will depend on the nature of the political system after Putin has gone. Since it seems likely that authoritarianism will outlast Putin, a more favourable official story about Navalny is unlikely to emerge any time soon. However, how any post-Putin regime tries to make sense of Navalny’s legacy will tell us a lot about that regime.
While he was alive, Navalny stood for the freer Russia in which he had emerged as a leading opposition figure – and also what he called the “Beautiful Russia of the Future”. Perhaps, after his death, his lasting legacy in Russia remains the ability for some to think – if only in private – of other possible Russias.
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Ben Noble has previously received funding from the British Academy and the Leverhulme Trust. He is an Associate Fellow of Chatham House.
February 13, 2025Newark, NJ, United StatesEnforcement and Removal
NEWARK, N.J. — U.S. Immigration and Customs Enforcement arrested an illegally present Peruvian alien wanted overseas for the rape of a minor in in Guttenberg, New Jersey, Feb. 11. The name of the alien is being withheld due to privacy issues involved with the case.
“Our arrest of a Peruvian fugitive, who is wanted for prosecution in the heinous crime of child rape overseas, is further evidence dangerous criminals will not find a safe haven in the United States” said ICE Enforcement and Removal Operations Newark acting Field Office Director Ruben Perez. “Egregious criminals are a primary target in ICE ERO Newark’s daily routine immigration enforcement actions. We appreciate the added support from our federal partners to accomplish our mission, specifically from the FBI and ICE Homeland Security Investigations who supported this arrest.”
The Peruvian fugitive, who is illegally present in the United States, was served a notice to appear before an immigration judge and his court date is pending with the Executive Office for Immigration Review. He remains in ICE custody pending removal proceedings.
Members of the public can report crimes and suspicious activity by dialing 866-DHS-2-ICE (866-347-2423) or completing the online tip form.
Learn more about ICE ERO Newark’s mission to increase public safety in New Jersey communities on X: @ERONewark.
Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)
The Federal Bureau of Investigation (FBI) Sacramento Field Office is now accepting applications for the Spring 2025 Sacramento FBI Teen Academy. All high school juniors—whether enrolled in public, private, charter, or home school—within the field office’s 34-county area of responsibility are eligible to apply. Ideal candidates are engaged with their respective academic and local communities; are curious about how the FBI serves their communities; and are eager to share the content with their peers. Students selected to attend the Sacramento FBI Teen Academy spend a full day at FBI Sacramento headquarters, interacting with FBI personnel at all levels, and engaging in unique experiences and discussions. Following graduation from the class, students are encouraged to share what they have learned to foster a safer, more informed community and inspire the next generation of FBI employees.
The Spring 2025 FBI Sacramento Teen Academy will be held on April 4, 2025, at the field office’s headquarters in Roseville. Applications, available online on the FBI Sacramento Field Office’s Community Outreach web page, are being accepted until 5 p.m. February 21, 2025. Instructions for completion of the form, required signatures, essay composition, and submission are included in the application package. The single-day class Teen Academy class FBI is offered at no charge to families; the class, materials, and supplies are offered at no charge. Meals and refreshments are generously provided by the Sacramento FBI Citizens Academy Alumni Association. The FBI does not cover transportation necessary to attend the class.
Families will be notified of the status of the applications approximately two weeks prior to the class. Students selected from the pool of candidates and invited to attend the class must confirm their planned attendance or an alternate will take their place.
The FBI Sacramento Field Office serves the following 34 California’s counties: Alpine, Amador, Butte, Calaveras, Colusa, El Dorado, Fresno, Glenn, Inyo, Kern, Kings, Lassen, Madera, Mariposa, Merced, Modoc, Mono, Nevada, Placer, Plumas, Sacramento, San Joaquin, Shasta, Sierra, Siskiyou, Solano, Stanislaus, Sutter, Tehama, Tulare, Tuolumne, Trinity, Yolo, and Yuba.
VANCOUVER, British Columbia and DUBAI, United Arab Emirates, Feb. 13, 2025 (GLOBE NEWSWIRE) — Legible Inc. (CSE: READ) (OTCQB: LEBGF) (FSE: D0T). On Wednesday, February 12, 2024 (“Legible” / “Company”), and CAMB.AI Ltd. (“CAMB.AI”), signed an agreement to enhance the digital reading experience, leveraging artificial intelligence (“AI”) on demand to instantly convert millions of eBooks into high-quality audiobooks in over 160 languages. This accessibility tool is poised to unlock global markets, delivering previously unavailable content to readers around the world.
With millions of eBooks available across all genres, this collaboration represents an extraordinary market opportunity—hundreds of millions of hours of potential audiobook content available to readers anytime, anywhere as seamless reading and listening experiences, —enabling publishers and authors to reach international audiences with new speed, efficiency, and savings. CAMB.AI’s AI-driven voice localization and instant translation technologies will be integrated into Legible’s platform, enhancing the accessibility and commercial viability of every eBook.
“This is an exciting development in accessibility for books,” said Kaleeg Hainsworth, CEO of Legible. “By partnering with CAMB.AI, we’re enabling publishers and authors to create high-quality, multilingual audiobooks faster and more affordably than ever before. With this integration, books on our platform can reach new markets in multiple languages faster than ever before and can do so across any device, expanding access and revenue potential globally.”
This AI-driven solution will be commercialized as a premium add-on to Legible’s subscription service, and also accessible via Legible’s apps, browser-based platform, and in-car infotainment systems, with revenues and savings being directly passed on to publishers and authors. This ensures a truly international accessibility offering, enhancing the reading experience for users worldwide.
User Journey & Offering:
Instant toggling between eBook text and audiobook mode.
AI-powered voice synthesis delivering narration in over 160 languages.
Publishers retain full control, ensuring opt-in participation without disruption.
Traditional audiobook production costs can be substantially reduced while maintaining professional quality including tone and intonation.
Voice actors can license their voices for AI-generated narrations, ensuring fair compensation and ethical AI integration.
“Legible’s vision aligns perfectly with our mission to eliminate language barriers and promote global literacy,” said Akshat Prakash, CTO & Co-Founder of CAMB.AI. “Our proprietary AI models enable publishers and content creators to instantly translate their works into multiple languages, reaching wider audiences on an unprecedented scale via Legible’s platform.”
By drastically lowering audiobook production costs for multiple language audiences, while maintaining voice quality, this partnership removes long-standing barriers in the publishing industry. Authors and publishers can now reach international markets in record time, tapping into new revenue potential.
Legible and CAMB.AI are committed to ethical AI use, ensuring publishers and voice actors retain full control in this ecosystem. This guarantees creative integrity, fair compensation practices, and a sustainable model for the future of publishing.
About CAMB.AI Established in 2022, CAMB.AI leads content localization with a five-year foundation in advanced AI research in speech and translation. Our team comprises AI experts from top level companies and institutions. We’ve pioneered the zero-shot AI Dubbing platform, delivering hyper-realistic content translation in 160+ languages. CAMB.AI empowers content creators and owners across media, sports, and education, to transcend language barriers and make content universally relatable on a global scale.
About Legible Legible is a mobile-centric global company specializing in eBooks and audiobook entertainment. Its extensive partnerships encompass four of the Big 5 Publishers, the world’s largest eBook distributor, and a wide range of outstanding and innovative publishers of all sizes, enabling Legible to seamlessly deliver millions of multilingual eBooks and audiobooks, transforming any smart device into a source of cutting-edge infotainment.
Legible is advancing mobile-centric eBook and audiobook experiences with interactive AI-driven content in Living Books, including comics and manga. Legible’s recent release, FrankensteinAI, third in the Company’s AI Classics series, reimagines Mary Shelley’s masterpiece with animated AI art developed by digital artist Remo Camerota and immersive character-driven AI chat, offering readers a uniquely engaging journey through the classic horror tale. Legible is also the exclusive publisher of the My Model Kitchen series of video-enriched Living Cookbooks by former supermodel, talk show host, bestselling author, and celebrity chef, Cristina Ferrare, with an embedded AI Sous Chef for each recipe, which have been featured three times on the Drew Barrymore Show and in many other major US media outlets.
As a first mover in the rapidly expanding automotive infotainment market, Legible has partnered with media providers Appning by FORVIA, Harman Ignite, LiveOne, ACCESS Twine4Car, and Visteon. Legible has the only Android Automotive app with the capacity to deliver both audiobooks and eBooks to drivers and passengers into tens of millions of vehicles around the globe, positioning Legible at the forefront of the new world of in-car infotainment experiences.
The 2024 EdTech Breakthrough Award winner for eLearning Innovation of the Year, Legible is reshaping the digital publishing landscape, committed to gaining a significant market share by providing innovative 21st-century publishing solutions and enriching global reading experiences.
Becoming a member of Legible Unbound for only US$9.99 provides readers access to unbeatable value on unlimited reading and listening, plus exclusive member-only access to Legible’s unique Living Books. Please visit Legible.com and discover the place where eBooks come to life.
Cautionary Note Regarding Forward Looking Information This Press Release contains certain statements which constitute forward-looking statements or information (“forward-looking statements”), including statements regarding Legible’s business. Such forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond Legible’s control, including the impact of general economic conditions, industry conditions, currency fluctuations, the lack of availability of qualified personnel or management, stock market volatility and the ability to access sufficient capital from internal and external sources. Although Legible believes that the expectations in its forward-looking statements are reasonable, they are based on factors and assumptions concerning future events which may prove to be inaccurate. Those factors and assumptions are based upon currently available information. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking information. As such, readers are cautioned not to place undue reliance on the forward- looking information, as no assurance can be provided as to future results, levels of activity or achievements. The forward-looking statements contained in this document are made as of the date of this document and, except as required by applicable law, Legible does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.
Source: Federal Bureau of Investigation (FBI) State Crime News
FRESNO, Calif. — Dario Mata-Manzo, 33, a Mexican national residing in Fresno, was sentenced today to eight years and eight months in prison for distribution of methamphetamine, Acting U.S. Attorney Michele Beckwith announced.
According to court documents, in June 2022, Mata-Manzo negotiated the sale of crystal methamphetamine for $1,200 per pound and subsequently delivered 8 pounds of the drug to undercover officers in Fresno. Court documents indicate that Mata-Manzo was connected to an interstate poly-drug trafficking organization.
This case was the product of an investigation by the Federal Bureau of Investigation, the Drug Enforcement Administration, the Fresno County Sheriff’s Office, and the High Impact Investigation Team (HIIT), a High Intensity Drug Trafficking Area Initiative (HIDTA), which consists of personnel from the California Department of Justice, Fresno Police Department, Fresno County Sheriff’s Office, Fresno County District Attorney’s Office, California Highway Patrol, Madera County Sheriff’s Office, Tulare County Sheriff’s Office, Kings County Sheriff’s Office, and the California Department of Corrections and Rehabilitation. Assistant U.S. Attorney Karen Escobar prosecuted the case.
The case was investigated under the Organized Crime Drug Enforcement Task Forces (OCDETF). OCDETF identifies, disrupts, and dismantles the highest-level criminal organizations that threaten the United States using a prosecutor-led, intelligence-driven, multi-agency approach. For more information, please visit Justice.gov/OCDETF.
Source: Federal Bureau of Investigation (FBI) State Crime News
Spokane, Washington – On February 11, 2025, United States District Judge Mary K. Dimke sentenced Dustin T. Perrin, age 41, of Spokane, Washington, to 96 months in prison for several bank robberies. Judge Dimke also imposed 3 years of supervised release and restitution of $9,224.00.
According to court documents and information presented at the sentencing hearing, on October 13, 2023, Perrin entered the First Interstate Bank brank at 57th Avenue and Regal in Spokane. Perrin was wearing a wig under his hat. Perrin handed a bank teller a bag and a handwritten note demanding the teller put cash in a bag. Perrin also warned the teller about activating the silent alarm. The teller handed Perrin $1,986 in cash, and Perrin left the bank on a bike and headed north.
Perrin left the note at the bank. It was collected by law enforcement and sent to the Washington State Patrol Crime Laboratory. DNA analysis later confirmed Perrin’s DNA on the note.
On November 17, 2023, Perrin rode his bike to the Numerica Credit Union branch on South Regal Street in Spokane, just a half mile from the bank Perrin robbed one month earlier. Perrin entered the bank, handed two bank tellers one bag each, and demanded the tellers put money in the bags. The tellers handed Perrin a total of $5,238 in cash. Perrin then left the bank on his bike.
Perrin went to a Wal-Mart store that night. A security camera recorded him spreading out a large amount of cash while making a purchase.
On January 22, 2024, Perrin rode his bike to a Washington Trust Bank branch located at 27 E. Indiana Avenue in Spokane. Perrin entered the bank wearing a blond wig. Perrin handed the teller a small bag and told the teller to put money in the bag. Perrin also warned the teller he had a gun and “not to do anything stupid,” while he pointed at a lump in his jacket. The teller handed Perrin $2,000 in cash, and Perrin left the bank on his bike.
“For the people of Eastern Washington, their banks should be places of trust and security – not fear,” stated Acting U.S. Attorney Rich Barker. “Mr. Perrin’s repeated acts of intimidation and theft put innocent employees and community members at risk. As today’s sentence makes clear, violent crime will not be tolerated in Eastern Washington, and the U.S. Attorney’s Office will continue working alongside our federal, state, local, and Tribal law enforcement partners to hold offenders accountable and protect the safety if neighborhoods and communities in Spokane and throughout Eastern Washington.”
“Today we, together with our law enforcement partners, are holding Mr. Perrin responsible for stealing from three different federally insured financial institutions,” said W. Mike Herrington, Special Agent in Charge of the FBI Seattle field office. “We are grateful no one was hurt, but this kind of violent crime terrorizes our communities nonetheless and is completely unacceptable.”
“Today’s successful prosecution of Mr. Perrin is a testament to the strong partnership of our local, state, and federal law enforcement partners and our commitment to keep our community safe,” stated Spokane County Sheriff John Nowels.
This case was investigated by the FBI Spokane Regional Safe Streets Task Force and the Spokane County Sheriff’s Office. It was prosecuted by Assistant United States Attorney Nowles Heinrich.
Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)
CHICAGO — A federal grand jury in Chicago has indicted a high-ranking member of the Sinaloa Cartel in Mexico on a drug conspiracy charge for allegedly manufacturing and distributing fentanyl, cocaine, heroin, and other drugs and importing them into the United States.
According to an indictment returned Monday in the Northern District of Illinois, CEFERINO ESPINOZA ANGULO, 43, a dual citizen of the U.S. and Mexico, employed dozens of gunmen in Mexico to protect and support the leadership of the Guzman faction of the Sinaloa Cartel, including Ivan Guzman-Salazar, Jesus Alfredo Guzman-Salazar, Ovidio Guzman-Lopez, and Joaquin Guzman-Lopez, collectively known as “the Chapitos.” The indictment alleges that Espinoza Angulo worked with others to obtain fentanyl precursor chemicals and to manufacture fentanyl for importation into the United States. Espinoza Angulo allegedly worked with others to transport the fentanyl, cocaine, heroin, methamphetamine, and ecstasy toward the U.S. border for importation into the country. The indictment accuses Espinoza Angulo of illegally using a machine gun in furtherance of his drug trafficking crime.
The Chapitos are the sons of Joaquin Guzman Loera, also known as “El Chapo,” who led the Sinaloa Cartel before being convicted by a federal jury in Brooklyn, N.Y., and sentenced to life in prison. The Chapitos allegedly assumed their father’s role as leaders of the Sinaloa Cartel. The Chapitos have been charged with drug trafficking in other U.S. indictments.
The indictment against Espinoza Angulo charges him with drug conspiracy and a firearm offense, which are punishable by a maximum sentence of life in federal prison and a minimum of 30 years. Espinoza Angulo is believed to be residing in Mexico. A U.S. warrant has been issued for his arrest.
The indictment was announced by Morris Pasqual, Acting United States Attorney for the Northern District of Illinois, Antoinette T. Bacon, Supervisory Official of the Justice Department’s Criminal Division, Tara K. McGrath, United States Attorney for the Southern District of California, and Chad Yarbrough, Assistant Director of the FBI’s Criminal Investigative Division. Valuable assistance was provided by Homeland Security Investigations Field Offices in Arizona and Spokane, Wash.; DEA Special Operations Division, Bilateral Investigations Unit; FBI Field Offices in Washington, San Diego, and Los Angeles; and the Portland, Ore. Police Bureau, Narcotics and Organized Crime Unit, HIDTA Interdiction Taskforce. The government is represented by Assistant U.S. Attorneys Michelle J. Parthum and Andrew C. Erskine of the Northern District of Illinois, Assistant U.S. Attorney Matthew Sutton of the Southern District of California, and Trial Attorney Kirk Handrich of the Criminal Division’s Narcotics and Dangerous Drug Section at the Justice Department.
The case is part of an Organized Crime Drug Enforcement Task Force operation. OCDETF identifies, disrupts, and dismantles drug trafficking organizations and other criminal networks that threaten the United States using a prosecutor-led, intelligence-driven, multi-agency approach that leverages the strengths of federal, state, and local enforcement agencies.
“Our nation’s fentanyl crisis has devastated individuals and families in northern Illinois and throughout the country,” said Acting U.S. Attorney Pasqual. “Our office will continue to work with our law enforcement partners to disrupt the production and trafficking of fentanyl and other dangerous narcotics before they can reach more victims.”
“As alleged, the defendant conspired to traffic dangerous drugs, including fentanyl, into the United States — and employed dozens of gunmen to protect his drug trafficking operation and the leadership of the Guzman faction of the Sinaloa Cartel,” said Supervisory Official Bacon. “Stopping Mexican cartels from poisoning our communities with fentanyl and other narcotics is a top priority of this Administration. Today’s indictment demonstrates that the Criminal Division is relentless in its pursuit of the drug traffickers who profit at the expense of the American people.”
“From San Diego to Chicago to D.C., we are united to bring down the traffickers pushing these poisons into American communities,” said U.S. Attorney McGrath. “We are attacking at every level — from street dealers to cartel leaders.”
“This indictment reinforces the FBI’s unwavering commitment to hold accountable those who endanger our communities and traffic violence and drugs across our borders,” said Assistant Director Yarbrough. “Let this serve as a clear message: if you engage in cartel activity, we will pursue you and bring you to justice. Together with our law enforcement partners at every level, we remain fully committed to protecting the American people and stopping the flow of these dangerous drugs into our nation.”
The public is reminded that an indictment is not evidence of guilt. The defendants are presumed innocent and entitled to a fair trial at which the government has the burden of proving guilt beyond a reasonable doubt.
Source: Federal Bureau of Investigation FBI Crime News (b)
As cryptocurrency investment fraud scams blanket the nation, causing unprecedented financial and psychological hardship to tens of thousands of Americans, the FBI is stepping up with a hands-on measure to protect the public.
Operation Level Up is a proactive initiative to identify and notify victims of cryptocurrency investment fraud. Using sophisticated techniques, the FBI identifies victims who are actively being defrauded and promptly intervenes by contacting those victims.
Since the start of Operation Level Up over a year ago, the FBI has notified more than 4,300 victims spanning all 50 states. Of these victims, 76 percent were not aware they were being scammed. Through these notification efforts, the FBI has saved victims more than $285 million.
“The FBI is committed to protecting citizens from cryptocurrency investment fraud schemes,” said FBI Criminal Investigative Division Assistant Director Chad Yarbrough. “Unfortunately, we continue to see these scams grow and evolve every day. It doesn’t matter where the subjects are—we will use every tool at our disposal to stop them from targeting U.S. citizens. By raising awareness, we can prevent countless people from losing their savings and send a clear message to criminals that these schemes will not be tolerated.”
Cryptocurrency investment frauds are elaborate schemes that often involve unsolicited online contact, a long period of trust building, fake investment opportunities, and a false sense of urgency to send money, perpetrated by individuals typically located overseas who target victims in the United States.
In Operation Level Up, specially trained FBI and U.S. Secret Service Agents are contacting victims directly to prevent further victimization and financial loss. Agents also explain how these crimes work and how to avoid them in the future, outline how to file a report with federal law enforcement, and provide access to mental health and other resources to assist with the impacts of these crimes.
In numerous instances, victims told the FBI that the notification stopped them from liquidating their entire retirement accounts, selling their homes, or taking out costly loans to continue investing in fake cryptocurrency applications. Due to the profound emotional toll these scams can have, dozens of victims contacted through Operation Level Up were referred to the FBI Victim Services Division and provided direct support and lifesaving measures.
The FBI also works through our legal attaché offices located around the world to collaborate with international law enforcement partners and share hundreds of foreign victims identified through Operation Level Up for intervention. Information about illicit applications, websites, and social media accounts are also collected from victims and shared with technology companies for their awareness.
Below are some tips to help protect yourself from these scams:
Do not release any financial or personal identifying information and do not send any money to someone you met online.
Do not invest solely based on the advice of someone you met online.
Do not download or use any unfamiliar applications or click on any links sent to you by someone you met online.
Do not pay any additional fees or taxes to withdraw money you have invested in a potential scheme.
Do not pay for services that claim to be able to recover lost funds, as these are often scams as well.
The FBI knows some individuals involved in criminal activity may try to discourage victims from heeding our warnings. It’s important to stay vigilant and cautious if someone advises you to disregard communications from the FBI or provides you with instructions on how to respond to the FBI.
The FBI is launching this public awareness campaign to educate the public, so no one falls victim to these fast-evolving schemes. We also want the public to have information readily available in case they are contacted by the FBI.
If an FBI agent contacts you via phone or email, the FBI will never ask for money, or ask to move communications to private messaging applications, or request bank account details or personal identifying information, other than confirming your identity with information already possessed. When they call or email, agents will provide you with methods you can use to confirm they are truly FBI agents. When in doubt, visit or call your local FBI field office for further clarification.
If you think you may be a potential victim, you should stop sending money immediately and file a report with the FBI’s Internet Crime Complaint Center at ic3.gov or call 1-800-CALL-FBI.
For more information about Operation Level Up and what to look out for, please visit fbi.gov/levelup and fbi.gov/scams.
Source: Federal Bureau of Investigation FBI Crime News (b)
Protecting and preventing
Prevention and education are the keys to stopping these scammers. We know that some victims are reluctant to trust unsolicited warnings when they are initially contacted by the FBI. When victims receive these calls, FBI agents will offer ways to confirm their identities. The FBI will never ask you for your personally identifying information, for money, or to move your assets to a new account.
The FBI also knows some individuals involved in criminal activity may try to discourage victims from heeding our warnings. It’s important to stay vigilant and cautious if someone advises you to disregard communications from the FBI or provides you with instructions on how to respond to the FBI.
Operation Level Up outreach also helps the FBI gather additional leads and information about the criminals perpetrating these frauds. In addition to warning and helping victims, the FBI is pursuing a multi-pronged investigative approach to address the financial, infrastructure, and organized crime components operating the schemes.
The FBI will continue to work with domestic and international partners to identify, target, and disrupt criminal organizations facilitating these cryptocurrency confidence fraud schemes. In addition, the FBI shares illicit domains and accounts identified by Operation Level Up with the private sector so they can take any action they deem appropriate.
A New York man pleaded guilty yesterday in the Northern District of Georgia for his role in a scheme to defraud investors in connection with two commercial real estate investments.
According to court documents, Elchonon “Elie” Schwartz, 46, of New York City, engaged in a scheme to defraud investors who sought to invest in commercial real estate through the crowdfunding commercial real estate investing website CrowdStreet Marketplace (CrowdStreet). Beginning May 2022, Schwartz solicited investments through CrowdStreet for a large commercial real estate complex in Atlanta and ultimately raised approximately $54 million from about 654 investors. Beginning in November 2022, Schwartz solicited investments again through CrowdStreet in connection with a mixed-use building in Miami Beach, Florida, and ultimately raised approximately $8.8 million from about 167 investors. In total, Schwartz raised approximately $62.8 million from investors through CrowdStreet.
As part of the investment solicitation process, Schwartz executed agreements that stated, in part, that the funds raised from CrowdStreet investors would be held in segregated bank accounts controlled by Schwartz. In the documentation provided to CrowdStreet investors, Schwartz represented that he would only use the investors’ money to fund the investment in each property and that he had a fiduciary duty to safeguard the funds and to prohibit commingling or use of the money that did not benefit each investment.
Contrary to these representations, however, Schwartz misappropriated and converted the CrowdStreet investor funds for his own use. Schwartz directed substantially all the CrowdStreet investor money into his personal bank, personal brokerage account, and accounts for unrelated commercial real estate investments he controlled. For example, Schwartz used the CrowdStreet investor funds to purchase luxury watches, to invest in stocks and options in his brokerage account, and to pay for payroll expenses for his unrelated commercial real estate businesses. Ultimately, in mid-July 2023, the two corporate entities that Schwartz had formed to receive funds from CrowdStreet investors both filed for Chapter 11 bankruptcy.
Schwartz pleaded guilty to one count of wire fraud. He is scheduled to be sentenced on May 19 and faces a maximum penalty of 20 years in prison. A sentencing hearing will be scheduled at a later date. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.
Supervisory Official Antoinette T. Bacon of the Justice Department’s Criminal Division, Acting U.S. Attorney Richard S. Moultrie Jr. for the Northern District of Georgia, and Acting Special Agent in Charge Sean Burke of the FBI Atlanta Field Office made the announcement.
The FBI Atlanta Field Office investigated the case. The U.S. Securities and Exchange Commission’s Division of Enforcement provided valuable assistance in the investigation.
Trial Attorney Matthew F. Sullivan of the Criminal Division’s Fraud Section and Assistant U.S. Attorney Kelly Connors for the Northern District of Georgia are prosecuting the case. Former Assistant U.S. Attorneys David O’Neal and Christopher Huber for the Northern District of Georgia provided substantial assistance with the investigation and prosecution.
ATHENS, Greece, Feb. 13, 2025 (GLOBE NEWSWIRE) — IMPERIAL PETROLEUM INC. (NASDAQ: IMPP, the “Company”), a ship-owning company providing petroleum products, crude oil and dry bulk seaborne transportation services, announced today its unaudited financial and operating results for the fourth quarter and twelve months ended December 31, 2024.
OPERATIONAL AND FINANCIAL HIGHLIGHTS
Fleet operational utilization of 86.0% in Q4 24’ versus 68.5% in Q4 23’.
Almost 180% increase in Q4 24’ time charter days compared to Q4 23’, as two of our product tankers and one newly acquired bulk carrier were under time charter (“TC”) employment for the whole period.
For the 12M 24’ period our operational utilization was 78.3%. 69% of our fleet calendar days were dedicated to spot activity, while 29% to time charter activity.
Delivery of the product tanker, Clean Imperial on January 10, 2025. With this vessel addition, our tanker fleet totals nine ships.
Revenues of $26.2 million in Q4 24’ compared to $29.9 million in Q4 23’, representing a 12.4% decline due primarily to decreased spot market rates.
Net income of $3.9 million in Q4 24’ compared to $6.5 million in Q4 23’. In Q4 24’ we incurred a $3.3 million foreign exchange loss.
Cash and cash equivalents including time deposits of $206.7 million as of December 31, 2024, compared to $124.0 million as of December 31, 2023, representing a 66.7% increase.
For the 12M 24’ period our net income was $50.2 million, while our operating cash flow amounted to $77.7 million.
Recurring profitability and a debt-free capital structure facilitate robust cash flow generation and low breakeven points.
Fourth Quarter 2024 Results:
Revenues for the three months ended December 31, 2024 amounted to $26.2 million, a decrease of $3.7 million, or 12.4%, compared to revenues of $29.9 million for the three months ended December 31, 2023, primarily due to a decrease in the spot market rates.
Voyage expenses and vessels’ operating expenses fo r the three months ended December 31, 2024 were $8.5 million and $6.7 million, respectively, compared to $13.8 million and $5.7 million, respectively, for the three months ended December 31, 2023. The $5.3 million decrease in voyage expenses is mainly attributed to increased time charter activity leading to a decline of spot days by 10.3%. The decline in spot days along with the decrease in the Suez Canal transits compared to the same period of last year, led to decreased bunker consumption by 15.6% and lower port expenses by 44.9%. The $1.0 million increase in vessels’ operating expenses is primarily due to the increased size of our fleet by an average of 2.0 vessels between the two periods.
Drydocking costs for the three months ended December 31, 2024 and 2023 were $0.2 million and $2.5 million, respectively. This decrease is due to the fact that during the three months ended December 31, 2024, no vessel underwent drydocking and charges related only to a drydocking which took place at the end of the third quarter of 2024, while one of our suezmax tankers and one of our handysize dry vessels underwent drydocking in the fourth quarter of last year.
General and administrative costs for the three months ended December 31, 2024 and 2023 were $1.0 million and $1.2 million, respectively. This change is mainly attributed to the decrease in stock-based compensation costs.
Depreciation for the three months ended December 31, 2024 and 2023 was $4.5 million and $3.5 million, respectively. The change is attributable to the increase in the average number of vessels in our fleet.
Management fees for each of the three months ended December 31, 2024 and 2023 were $0.4 million.
Interest and finance costs for the three months ended December 31, 2024 and 2023 were $0.3 million and $0.01 million, respectively. The $0.3 million of costs for the three months ended December 31, 2024 relate mainly to accrued interest expense – related party in connection with the $14.0 million, part of the acquisition price of our bulk carrier, Neptulus, which is payable by May 2025.
Interest income for the three months ended December 31, 2024 was $2.3 million as compared to $2.0 million for the three months ended December 31, 2023. The $0.3 million increase is mainly attributed to a higher amount of funds placed under time deposits.
Foreign exchange gain/(loss) for the three months ended December 31, 2024 was a loss of $3.3 million as compared to a gain of $1.4 million for the three months ended December 31, 2023. The $3.3 million foreign exchange loss for the three months ended December 31, 2024, is mainly attributed to the decline in the euro/dollar exchange rate and to the higher amount of funds placed under time deposits in euro.
As a result of the above, for the three months ended December 31, 2024, the Company reported net income of $3.9 million, compared to net income of $6.5 million for the three months ended December 31, 2023. Dividends paid on Series A Preferred Shares amounted to $0.4 million for the three months ended December 31, 2024. The weighted average number of shares of common stock outstanding, basic, for the three months ended December 31, 2024 was 32.7 million. Earnings per share, basic and diluted, for the three months ended December 31, 2024 amounted to $0.10 and $0.10, respectively, compared to loss per share, basic and diluted, of $0.02 and $0.02, respectively, for the three months ended December 31, 2023.
Adjusted net income1 was $4.6 million corresponding to an Adjusted EPS1, basic of $0.12 for the three months ended December 31, 2024 compared to an Adjusted net income of $7.2 million corresponding to an Adjusted EPS, basic, of $0.01 for the same period of last year.
EBITDA1 for the three months ended December 31, 2024 amounted to $6.4 million, while Adjusted EBITDA1 for the three months ended December 31, 2024 amounted to $7.1 million.
An average of 11.0 vessels were owned by the Company during the three months ended December 31, 2024 compared to 9.0 vessels for the same period of 2023.
Twelve months 2024 Results:
Revenues for the twelve months ended December 31, 2024 amounted to $147.5 million, representing a decrease of $36.2 million, or 19.7%, compared to revenues of $183.7 million for the twelve months ended December 31, 2023, primarily due to softer market spot rates. As of the end of 2024, daily spot market rates were about $22,000 for standard product tankers versus $33,000 as of the end of the same period of 2023 and $30,000 for standard suezmax tankers as opposed to $60,000 as of the end of the same period of 2023.
Voyage expenses and vessels’ operating expenses for the twelve months ended December 31, 2024 were $52.0 million and $26.4 million, respectively, compared to $62.5 million and $25.6 million, respectively, for the twelve months ended December 31, 2023. The $10.5 million decrease in voyage expenses is mainly attributed to a reduction in port expenses due to decreased transits through the Suez Canal and a decrease in voyage commissions resulting from lower market rates and consequently softer revenue generation. The $0.8 million increase in vessels’ operating expenses was primarily due to the increase in the average number of vessels.
Drydocking costs for the twelve months ended December 31, 2024 and 2023 were $1.7 million and $6.6 million, respectively. This decrease is due to the fact that during the twelve months ended December 31, 2024 two tanker vessels underwent drydocking, while in the same period of last year three of our product tankers, one of our suezmax tankers and two of our drybulk carriers underwent drydocking.
General and administrative costs for each of the twelve months ended December 31, 2024 and 2023 were $4.9 million.
Depreciation for the twelve months ended December 31, 2024 was $17.0 million, a $1.4 million increase from $15.6 million for the same period of last year, mainly due to the depreciation of the vessels added in the fleet during 2024.
Management fees for the twelve months ended December 31, 2024 and 2023 were $1.7 million and $1.6 million, respectively. The increase of $0.1 million is attributable to the slight increase in the average number of vessels in our fleet.
Other operating income for the twelve months ended December 31, 2024 was $1.9 million and related to the collection of a claim in connection with repairs undertaken in prior years.
Net loss on sale of vessel/ Net gain on sale of vessel – related party for the twelve months ended December 31, 2024 was a loss of $1.6 million and related to the sale of the Aframax tanker Gstaad Grace II to a third party whereas net gain on sale of vessel for the twelve months ended December 31, 2023 was $8.2 million and related to the sale of the Aframax tanker Afrapearl II (ex. Stealth Berana) to C3is Inc., a related party.
Impairment loss for the twelve months period ended December 31, 2024 and 2023 stood at nil and $9.0 million, and related to the spin-off of two drybulk carriers to C3is Inc. in 2023. The decline of drybulk vessels’ fair values, at the time of the spin off, compared to one year before when these vessels were acquired resulted in the incurrence of impairment loss.
Interest and finance costs for the twelve months ended December 31, 2024 and 2023 were $0.4 million and $1.8 million, respectively. The $0.4 million of costs for the twelve months ended December 31, 2024 relate mainly to accrued interest expense – related party in connection with the $14.0 million, part of the acquisition price of our bulk carrier, Neptulus, which is payable by May 2025. The $1.8 million of costs for the twelve months ended December 31, 2023 related mainly to $1.3 million of interest charges incurred up to the full repayment of all outstanding loans concluded in April 2023 along with the full amortization of $0.5 million of loan related charges following the repayment of the Company’s outstanding debt.
Interest income for the twelve months ended December 31, 2024 and 2023 was $8.3 million and $5.8 million, respectively. The increase is mainly attributed to the interest earned from the time deposits held by the Company as well as the interest income – related party for the twelve months ended December 31, 2024 in connection with the $38.7 million of the sale price of the Aframax tanker Afrapearl II (ex. Stealth Berana) which was received in July 2024.
As a result of the above, the Company reported net income for the twelve months ended December 31, 2024 of $50.2 million, compared to a net income of $71.1 million for the twelve months ended December 31, 2023. The weighted average number of shares outstanding, basic, for the twelve months ended December 31, 2024 was 29.9 million. Earnings per share, basic and diluted, for the twelve months ended December 31, 2024 amounted to $1.54 and $1.40, respectively, compared to earnings per share, basic and diluted, of $3.22 and $2.93 for the twelve months ended December 31, 2023.
Adjusted Net Income was $55.1 million corresponding to an Adjusted EPS, basic of $1.70 for the twelve months ended December 31, 2024 compared to adjusted net income of $74.4 million, corresponding to an Adjusted EPS, basic of $3.39 for the same period of last year.
EBITDA for the twelve months ended December 31, 2024 amounted to $59.2 million while Adjusted EBITDA for the twelve months ended December 31, 2024 amounted to $64.2 million.
An average of 10.4 vessels were owned by the Company during the twelve months ended December 31, 2024 compared to 10.0 vessels for the same period of 2023.
As of December 31, 2024, cash and cash equivalents including time deposits amounted to $206.7 million and total bank debt amounted to nil.
1 EBITDA, Adjusted EBITDA, Adjusted Net Income and Adjusted EPS are non-GAAP measures. Refer to the reconciliation of these measures to the most directly comparable financial measure in accordance with GAAP set forth later in this release. Reconciliations of Adjusted Net Income, EBITDA and Adjusted EBITDA to Net Income are set forth below.
Fleet Employment Table
As of February 13, 2025, the profile and deployment of our fleet is the following:
Name
Year Built
Country Built
Vessel Size (dwt)
Vessel Type
Employment Status
Expiration of Charter(1)
Tankers
Magic Wand
2008
Korea
47,000
MR product tanker
Spot
Clean Thrasher
2008
Korea
47,000
MR product tanker
Time Charter
May 2025
Clean Sanctuary (ex. Falcon Maryam)
2009
Korea
46,000
MR product tanker
Spot
Clean Nirvana
2008
Korea
50,000
MR product tanker
Spot
Clean Justice
2011
Japan
46,000
MR product tanker
Time Charter
August 2027
Aquadisiac
2008
Korea
51,000
MR product tanker
Spot
Clean Imperial
2009
Korea
40,000
MR product tanker
Time Charter
January 2026
Suez Enchanted
2007
Korea
160,000
Suezmax tanker
Spot
Suez Protopia
2008
Korea
160,000
Suezmax tanker
Spot
Drybulk Carriers(2)
Eco Wildfire
2013
Japan
33,000
Handysize drybulk
Time Charter
February 2025
Glorieuse
2012
Japan
38,000
Handysize drybulk
Time Charter
February 2025
Neptulus
2012
Japan
33,000
Handysize drybulk
Time Charter
March 2025
Fleet Total
751,000 dwt
(1) Earliest date charters could expire. (2) We have contracted to acquire seven Japanese built drybulk carriers, aggregating approximately 443,000 dwt, which are expected to be delivered to us between February 2025 and May 2025.
CEOHarry Vafias Commented
For yet another year Imperial Petroleum demonstrated exceptional results; we continued to be consistent with profitability, cash flow generation and fleet growth across the quarters. Market conditions in 2024 were somewhat softer than 2023 when tanker rates oscillated around all time high levels. Nevertheless, our debt free fleet of eleven vessels managed to generate $50 million of profit and maintain an enviable cash base of $207 million. In the period ahead our key focus is to materialize our already announced fleet growth plans, sustain our profitable momentum and as always, seek opportunities to enhance the value of our Company.
Conference Call details:
On February 13, 2025 at 10:00 am ET, the company’s management will host a conference call to discuss the results and the company’s operations and outlook.
Online Registration:
Conference call participants should pre-register using the below link to receive the dial-in numbers and a personal PIN, which are required to access the conference call.
There will also be a live and then archived webcast of the conference call, through the IMPERIAL PETROLEUM INC. website (www.ImperialPetro.com). Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.
About IMPERIAL PETROLEUM INC.
IMPERIAL PETROLEUM INC. is a ship-owning company providing petroleum products, crude oil and drybulk seaborne transportation services. The Company owns a total of twelve vessels on the water – seven M.R. product tankers, two suezmax tankers and three handysize drybulk carriers – with a total capacity of 751,000 deadweight tons (dwt), and has contracted to acquire an additional seven drybulk carriers of 443,000 dwt aggregate capacity. Following these deliveries, the Company’s fleet will count a total of 19 vessels. IMPERIAL PETROLEUM INC.’s shares of common stock and 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock are listed on the Nasdaq Capital Market and trade under the symbols “IMPP” and “IMPPP,” respectively.
Forward-Looking Statements
Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect our current views with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although IMPERIAL PETROLEUM INC. believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, IMPERIAL PETROLEUM INC. cannot assure you that it will achieve or accomplish these expectations, beliefs or projections. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the strength of world economies and currencies, geopolitical conditions, including any trade disruptions resulting from tariffs imposed by the United States or other countries, general market conditions, including changes in charter hire rates and vessel values, charter counterparty performance, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled drydockings, changes in IMPERIAL PETROLEUM INC’s operating expenses, including bunker prices, drydocking and insurance costs, ability to obtain financing and comply with covenants in our financing arrangements, actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, the conflict in Ukraine and related sanctions, the conflicts in the Middle East, potential disruption of shipping routes due to ongoing attacks by Houthis in the Red Sea and Gulf of Aden or accidents and political events or acts by terrorists.
Risks and uncertainties are further described in reports filed by IMPERIAL PETROLEUM INC. with the U.S. Securities and Exchange Commission.
Fleet List and Fleet Deployment For information on our fleet and further information: Visit our website at www.ImperialPetro.com
Company Contact: Fenia Sakellaris IMPERIAL PETROLEUM INC. E-mail: info@ImperialPetro.com
Fleet Data: The following key indicators highlight the Company’s operating performance during the periods ended December 31, 2023 and 2024.
FLEET DATA
Q4 2023
Q4 2024
12M 2023
12M 2024
Average number of vessels (1)
9.00
11.00
10.00
10.39
Period end number of owned vessels in fleet
9
11
9
11
Total calendar days for fleet (2)
828
1,012
3,650
3,801
Total voyage days for fleet (3)
789
1,010
3,481
3,700
Fleet utilization (4)
95.3
%
99.8
%
95.4
%
97.3
%
Total charter days for fleet (5)
160
446
1,058
1,092
Total spot market days for fleet (6)
629
564
2,423
2,608
Fleet operational utilization (7)
68.5
%
86.0
%
75.1
%
78.3
%
1) Average number of vessels is the number of owned vessels that constituted our fleet for the relevant period, as measured by the sum of the number of days each vessel was a part of our fleet during the period divided by the number of calendar days in that period. 2) Total calendar days for fleet are the total days the vessels we operated were in our possession for the relevant period including off-hire days associated with major repairs, drydockings or special or intermediate surveys. 3) Total voyage days for fleet reflect the total days the vessels we operated were in our possession for the relevant period net of off-hire days associated with major repairs, drydockings or special or intermediate surveys. 4) Fleet utilization is the percentage of time that our vessels were available for revenue generating voyage days, and is determined by dividing voyage days by fleet calendar days for the relevant period. 5) Total charter days for fleet are the number of voyage days the vessels operated on time or bareboat charters for the relevant period. 6) Total spot market charter days for fleet are the number of voyage days the vessels operated on spot market charters for the relevant period. 7) Fleet operational utilization is the percentage of time that our vessels generated revenue, and is determined by dividing voyage days excluding commercially idle days by fleet calendar days for the relevant period.
Reconciliation of Adjusted Net Income, EBITDA, adjusted EBITDA and adjusted EPS:
Adjusted net income represents net income before impairment loss, net (gain)/loss on sale of vessel and share based compensation. EBITDA represents net income before interest and finance costs, interest income and depreciation. Adjusted EBITDA represents net income before interest and finance costs, interest income, depreciation, impairment loss, net (gain)/loss on sale of vessel and share based compensation. Adjusted EPS represents Adjusted net income attributable to common shareholders divided by the weighted average number of shares. EBITDA, adjusted EBITDA, adjusted net income and adjusted EPS are not recognized measurements under U.S. GAAP. Our calculation of EBITDA, adjusted EBITDA, adjusted net income and adjusted EPS may not be comparable to that reported by other companies in the shipping or other industries. In evaluating Adjusted EBITDA, Adjusted net income and Adjusted EPS, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation.
EBITDA, adjusted EBITDA, adjusted net income and adjusted EPS are included herein because they are a basis, upon which we and our investors assess our financial performance. They allow us to present our performance from period to period on a comparable basis and provide investors with a means of better evaluating and understanding our operating performance.
(Expressed in United States Dollars, except number of shares)
Third Quarter Ended December 31st,
Twelve Months Period Ended December 31st,
2023
2024
2023
2024
Net Income – Adjusted Net Income
Net income
6,463,943
3,917,661
71,134,002
50,157,772
Less/Plus net (gain)/loss on sale of vessel
—
—
(8,182,777
)
1,589,702
Plus impairment loss
—
—
8,996,023
—
Plus share based compensation
752,407
665,062
2,434,855
3,397,082
Adjusted Net Income
7,216,350
4,582,723
74,382,103
55,144,556
Net income – EBITDA
Net income
6,463,943
3,917,661
71,134,002
50,157,772
Plus interest and finance costs
11,139
276,622
1,821,908
398,320
Less interest income
(2,004,611
)
(2,268,975
)
(5,833,756
)
(8,305,517
)
Plus depreciation
3,485,073
4,466,447
15,629,116
16,991,900
EBITDA
7,955,544
6,391,755
82,751,270
59,242,475
Net income – Adjusted EBITDA
Net income
6,463,943
3,917,661
71,134,002
50,157,772
Less/Plus net (gain)/loss on sale of vessel
—
—
(8,182,777
)
1,589,702
Plus impairment loss
—
—
8,996,023
—
Plus share based compensation
752,407
665,062
2,434,855
3,397,082
Plus interest and finance costs
11,139
276,622
1,821,908
398,320
Less interest income
(2,004,611
)
(2,268,975
)
(5,833,756
)
(8,305,517
)
Plus depreciation
3,485,073
4,466,447
15,629,116
16,991,900
Adjusted EBITDA
8,707,951
7,056,817
85,999,371
64,229,259
EPS
Numerator
Net income
6,463,943
3,917,661
71,134,002
50,157,772
Less: Cumulative dividends on preferred shares
(462,225
)
(435,246
)
(2,130,254
)
(1,740,983
)
Less: Undistributed earnings allocated to non-vested shares
—
(122,899
)
(2,508,399
)
(2,311,172
)
Less: Deemed dividend from the conversion of the Series C Preferred Shares
(6,507,789
)
—
(6,507,789
)
—
Net (loss)/ income attributable to common shareholders, basic
(506,071
)
3,359,516
59,987,560
46,105,617
Denominator
Weighted average number of shares
23,566,153
32,729,505
18,601,539
29,933,920
EPS – Basic
(0.02
)
0.10
3.22
1.54
Adjusted EPS
Numerator
Adjusted net income
7,216,350
4,582,723
74,382,103
55,144,556
Less: Cumulative dividends on preferred shares
(462,225
)
(435,246
)
(2,130,254
)
(1,740,983
)
Less: Undistributed earnings allocated to non-vested shares
(12,908
)
(146,370
)
(2,638,768
)
(2,549,216
)
Less: Deemed dividend from the conversion of the Series C Preferred Shares
(6,507,789
)
—
(6,507,789
)
—
Adjusted net income attributable to common shareholders, basic
233,428
4,001,107
63,105,292
50,854,357
Denominator
Weighted average number of shares
23,566,153
32,729,505
18,601,539
29,933,920
Adjusted EPS, Basic
0.01
0.12
3.39
1.70
Imperial Petroleum Inc. Unaudited Consolidated Statements of Income (Expressed in United States Dollars, except for number of shares)
Quarters Ended December 31,
Twelve Month Periods Ended December 31,
2023
2024
2023
2024
Revenues
Revenues
29,881,814
26,211,665
183,725,820
147,479,980
Expenses
Voyage expenses
13,470,678
8,122,190
60,276,962
50,168,529
Voyage expenses – related party
348,535
338,262
2,253,979
1,856,361
Vessels’ operating expenses
5,541,258
6,561,878
25,295,851
26,044,734
Vessels’ operating expenses – related party
117,500
89,500
346,583
328,000
Drydocking costs
2,454,960
195,418
6,551,534
1,691,361
Management fees – related party
364,320
445,280
1,606,440
1,672,440
General and administrative expenses
1,173,120
994,777
4,934,468
4,894,070
Depreciation
3,485,073
4,466,447
15,629,116
16,991,900
Other operating income
—
—
—
(1,900,000
)
Impairment loss
—
—
8,996,023
—
Net gain on sale of vessel – related party
—
—
(8,182,777
)
—
Net loss on sale of vessel
—
—
—
1,589,702
Total expenses
26,955,444
21,213,752
117,708,179
103,337,097
Income from operations
2,926,370
4,997,913
66,017,641
44,142,883
Other (expenses)/income
Interest and finance costs
(11,139
)
(3,508
)
(1,821,908
)
(16,269
)
Interest expense – related party
—
(273,114
)
—
(382,051
)
Interest income
1,260,971
2,268,975
4,470,396
6,668,877
Interest income – related party
743,640
—
1,363,360
1,636,640
Dividend income from related party
191,667
191,667
404,167
762,500
Foreign exchange gain/(loss)
1,352,434
(3,264,272
)
700,346
(2,654,808
)
Other income/(expenses), net
3,537,573
(1,080,252
)
5,116,361
6,014,889
Net Income
6,463,943
3,917,661
71,134,002
50,157,772
Earnings per share
– Basic
(0.02
)
0.10
3.22
1.54
– Diluted
(0.02
)
0.10
2.93
1.40
Weighted average number of shares
-Basic
23,566,153
32,729,505
18,601,539
29,933,920
-Diluted
23,566,153
34,704,542
22,933,671
33,008,816
Imperial Petroleum Inc. Unaudited Consolidated Balance Sheets (Expressed in United States Dollars)
December 31,
December 31,
2023
2024
Assets
Current assets
Cash and cash equivalents
91,927,512
79,783,531
Time deposits
32,099,810
126,948,481
Receivables from related parties
37,906,821
—
Trade and other receivables
13,498,813
13,456,083
Other current assets
302,773
652,769
Inventories
7,291,123
7,306,356
Advances and prepayments
161,937
250,562
Total current assets
183,188,789
228,397,782
Non current assets
Operating lease right-of-use asset
—
78,761
Vessels, net
180,847,252
208,230,018
Investment in related party
12,798,500
12,798,500
Total non current assets
193,645,752
221,107,279
Total assets
376,834,541
449,505,061
Liabilities and Stockholders’ Equity
Current liabilities
Trade accounts payable
8,277,118
5,243,872
Payable to related parties
2,324,334
18,725,514
Accrued liabilities
3,008,500
3,370,020
Operating lease liability, current portion
—
78,761
Deferred income
919,116
1,419,226
Total current liabilities
14,529,068
28,837,393
Total liabilities
14,529,068
28,837,393
Commitments and contingencies
Stockholders’ equity
Common stock
332,573
382,755
Preferred Stock, Series A
7,959
7,959
Preferred Stock, Series B
160
160
Treasury stock
(5,885,727
)
(8,390,225
)
Additional paid-in capital
270,242,635
282,642,357
Retained earnings
97,607,873
146,024,662
Total stockholders’ equity
362,305,473
420,667,668
Total liabilities and stockholders’ equity
376,834,541
449,505,061
Imperial Petroleum Inc. Unaudited Consolidated Statements of Cash Flows (Expressed in United States Dollars
Twelve Month Periods Ended December 31,
2023
2024
Cash flows from operating activities
Net income for the year
71,134,002
50,157,772
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation
15,629,116
16,991,900
Amortization of deferred finance charges
474,039
—
Non – cash lease expense
62,609
71,237
Share based compensation
2,434,855
3,397,082
Impairment loss
8,996,023
—
Net gain on sale of vessel – related party
(8,182,777
)
—
Net loss on sale of vessel
—
1,589,702
Unrealized foreign exchange (gain)/loss on time deposits
(426,040
)
1,983,810
Dividend income from related party
(404,167
)
—
Changes in operating assets and liabilities:
(Increase)/decrease in
Trade and other receivables
(6,477,912
)
42,730
Other current assets
(62,771
)
(349,996
)
Inventories
(1,908,513
)
(15,233
)
Changes in operating lease liabilities
(62,609
)
(71,237
)
Advances and prepayments
(181,990
)
(88,625
)
Due from related parties
(2,940,967
)
2,206,821
Increase/(decrease) in
Trade accounts payable
118,523
(2,173,926
)
Due to related parties
—
3,091,759
Accrued liabilities
1,383,841
361,520
Deferred income
(54,903
)
500,110
Net cash provided by operating activities
79,530,359
77,695,426
Cash flows from investing activities
Dividends income received
241,667
—
Proceeds from sale of vessel, net
3,865,890
41,153,578
Acquisition and improvement of vessels
(28,145,103
)
(74,672,266
)
Increase in bank time deposits
(167,501,480
)
(247,603,451
)
Maturity of bank time deposits
203,827,710
150,770,970
Proceeds from seller financing
—
35,700,000
Net cash provided by/(used in) investing activities
12,288,684
(94,651,169
)
Cash flows from financing activities
Proceeds from exercise of stock options
—
475,000
Proceeds from equity offerings
29,070,586
—
Proceeds from warrants exercise
—
8,600,000
Stock issuance costs
(1,492,817
)
—
Issuance costs on warrants exercise
—
(22,178
)
Stock repurchase
(5,885,727
)
(2,504,498
)
Warrants repurchase
(1,521,738
)
—
Dividends paid on preferred shares
(2,130,254
)
(1,736,562
)
Loan repayments
(70,438,500
)
—
Cash retained by C3is Inc. at spin-off
(5,000,000
)
—
Net cash (used in)/provided by financing activities
(57,398,450
)
4,811,762
Net increase/(decrease) in cash and cash equivalents
34,420,593
(12,143,981
)
Cash and cash equivalents at beginning of year
57,506,919
91,927,512
Cash and cash equivalents at end of year
91,927,512
79,783,531
Cash breakdown
Cash and cash equivalents
91,927,512
79,783,531
Total cash and cash equivalents shown in the statements of cash flows
PALM BEACH, Fla., Feb. 13, 2025 (GLOBE NEWSWIRE) — FN Media GroupNews Commentary – The Military Drone Market is expected to see substantial growth in the coming years. A recent report from Straits Research. Said that the global military drone market size was valued at USD 21.81 billion in 2024 and is expected to grow from USD 24.25 billion in 2025 to reach USD 56.69 billion by 2033, growing at a CAGR of 11.20% during the forecast period (2025-2033). The report said: “A military drone, also known as an unmanned aerial vehicle (UAV), is a type of aircraft that operates without a human pilot on board. These drones are equipped with advanced technologies for surveillance, reconnaissance, intelligence gathering, and, in some cases, targeted strikes. Military drones are used extensively in modern warfare for a variety of roles, including combat, surveillance, logistical support, and search-and-rescue missions. The global market is experiencing rapid growth, driven by technological advancements and increasing global demand for enhanced surveillance, intelligence, and reconnaissance capabilities. As nations recognize the strategic advantages of unmanned aerial systems (UAS) in military operations, drones are increasingly deployed in both combat and non-combat roles. This expansion is further supported by rising defense budgets, particularly in regions such as Asia-Pacific, Europe, and the Middle East. Despite the promising growth, there are significant challenges facing the global market, including complex regulatory issues and ethical concerns surrounding the use of autonomous weapons. However, innovations in artificial intelligence (AI), miniaturization, and battery life are expected to open new growth opportunities, enabling more advanced, efficient, and versatile drone capabilities in the near future.” Active Companies in the markets today include ZenaTech, Inc. (NASDAQ: ZENA), AgEagle Aerial Systems Inc. (NYSE: UAVS), EHang Holdings Limited (NASDAQ: EH), Vertical Aerospace (NYSE: EVTL), The Boeing Company (NYSE: BA).
Straits Research continued: “Geopolitical tensions, especially in regions like Asia-Pacific, the Middle East, and Eastern Europe, are driving a significant demand for military drones. As nations seek to strengthen their surveillance, intelligence, and tactical capabilities, military drones have become integral to modern defense strategies. For example, the Indo-Pacific region increasingly views drones as vital for maintaining a strategic balance in contested areas. Similarly, Russia’s actions in Ukraine have highlighted the tactical advantages of drones, prompting Eastern European nations near the conflict zone to prioritize drone investments to enhance border security and ensure readiness in case of escalations.
ZenaTech (NASDAQ:ZENA) ZenaDrone Subsidiary Develops and Tests Proprietary Drone Communications System Enabling Secure and Reliable Communications for US Defense Applications – ZenaTech, Inc. (FSE: 49Q) (BMV: ZENA) (“ZenaTech”), a technology company specializing in AI (Artificial Intelligence) drones, Drone as a Service (DaaS), enterprise SaaS and Quantum Computing solutions, announces that its subsidiary ZenaDrone has developed and is currently testing a proprietary drone communications management system called “DroneNet” that enables direct and secure drone communications in situations without reliable internet, cellular or satellite communications. The internally developed system is specifically built for use with the Company’s ZenaDrone 1000 and IQ series of drone products. A drone communications system is a two-way link between a drone and its base station used to direct the drone and relay real-time drone video and sensor data.
“We believe our proprietary DroneNet communications system will improve both the reliability and performance of our drones ensuring we are not dependent on third-party products with compatibility issues. This internal development ensures we gain more customization of our products, cost management, and control of our supply chain, all of which results in what we believe to be superior drone solutions. Once we’ve tested this initial version, our plan for future advancements includes developing and testing our own microchips with multilayer encryption suitable for NDAA-compliant use required for US Defense applications,” said CEO Shaun Passley, Ph.D.
Drones used by the military for intelligence, surveillance and reconnaissance applications require reliable communications systems for uninterrupted data transmission, mission effectiveness, and operational security. Drones must relay real-time video, sensor data, and telemetry to command centers, allowing defense operators to make time-sensitive decisions. This is especially critical for Beyond Visual Line of Sight (BVLOS) operations, where drones operate over longer distances often in harsh or contested environments. Without secure and resilient communications links, drones risk losing control, can face signal jamming, or data latency, which can compromise mission success. Advanced proprietary communication solutions, using satellite and 4G help ensure connectivity in GPS-denied or high-interference environments and can safeguard data against jamming and cyber threats.
The ZenaDrone 1000 is an autonomous drone, in a VTOL (Vertical Takeoff and Landing) quadcopter design with eight rotors; it is considered a medium-sized drone measuring 12X7 feet in size. It is designed for stable flight, maneuverability, heavy lift capabilities up to 40 kilos, incorporating innovative software technology, AI, sensors, and purpose-built attachments, along with compact and rugged hardware engineered for industrial and defense use. Continued…Read this full release by visiting:https://www.financialnewsmedia.com/news-zena/
Other recent developments in the markets include:
AgEagle Aerial Systems Inc. (NYSE: UAVS) recently announced it recently completed a successful demonstration of its eBee VISION Intelligence Safety and Reconnaissance (ISR) UAS platform for key officials of the U.S. Department of Defense (DOD).
AgEagle CEO Bill Irby commented, “As we continue to expand our presence in the defense sector, this demonstration underscores AgEagle’s commitment to delivering innovative UAV solutions that meet the rigorous demands of diverse military applications. By providing enhanced intelligence, surveillance, and reconnaissance capabilities, the eBee VISION ensures our defense customers have the operational efficiency and situational awareness information they require for mission success.”
EHang Holdings Limited (NASDAQ: EH) recently announced the launch of its Exhibition (Experience) Center in Shenzhen’s Luohu Sports and Leisure Park. It is the world’s first EH216-S takeoff and landing site featuring a fully automated vertical lift vertiport. It also marks a new smart infrastructure in Shenzhen dedicated to the commercial operations of the EH216-S pilotless passenger-carrying aerial vehicle, establishing a groundbreaking model for electric vertical takeoff and landing (“eVTOL”) aircraft operations in urban areas.
The Luohu UAM Center, designed by EHang, boasts an automated three-dimensional vertical lift vertiport. This innovative facility reduces labor costs and optimizes space usage through its automated operations. The Luohu UAM Center, spanning approximately 753 square meters, has brought this advanced design to life. The first floor is dedicated to a hangar and boarding area, providing passengers with a seamless and comfortable experience. The integrated takeoff and landing pad with the hangar enables rapid charging, thereby streamlining flight operations. During the launch ceremony on January 21, an EH216-S aircraft was lifted from the first to the second floor by the vertical lift platform. It then took to the skies, completing a lap over the Luohu Sports and Leisure Park before landing smoothly, marking its first flight at the Luohu UAM Center. The demonstration received widespread acclaim from attendees.
Vertical Aerospace (NYSE: EVTL) has successfully completed the second stage of piloted thrustborne testing of its full scale VX4 prototype. The company is now preparing for a new chapter in its history, with the VX4 entering the penultimate phase of flight testing: wingborne flight. This phase will mark a defining moment in the VX4’s development, pushing beyond the limits of the secure airspace of Cotswold Airport’s airfield and into real-world operating conditions for the first time.
During Phase 2, the aircraft completed over thirty piloted test flights. Flight tests included completing successful hover and low speed flight maneuvers, as well as executing handling and performance procedures including roll, yaw, and spot-turns.
Shift5, the observability platform for onboard operational technology, and The Boeing Company (NYSE: BA) have recently entered into a global strategic reseller partnership to offer Shift5’s Compliance Module to automate Aircraft Network Security Program (ANSP) compliance efforts for commercial and civil aviation operators. The partnership will drastically reduce the time and manual effort required by maintenance and security teams to identify and report anomalies in onboard data in e-enabled aircraft, allowing them to address credible cyber threats and potential safety issues to improve the safety and operations of fleets.
Federal Aviation Administration’s (FAA) guidelines in Advisory Circular (AC) 119-1 and European Union Aviation Safety Agency’s (EASA) guidelines in Common Requirements Regulation (EU) 2017/373 and the Single European Sky Framework require operators flying connected or e-enabled aircraft with advanced connectivity capabilities to create an ANSP to ensure their safety, integrity, and reliability are in alignment with regulatory standards.
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This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. “Forward-looking statements” describe future expectations, plans, results, or strategies and are generally preceded by words such as “may”, “future”, “plan” or “planned”, “will” or “should”, “expected,” “anticipates”, “draft”, “eventually” or “projected”. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements as a result of various factors, and other risks identified in a company’s annual report on Form 10-K or 10-KSB and other filings made by such company with the Securities and Exchange Commission. You should consider these factors in evaluating the forward-looking statements included herein, and not place undue reliance on such statements. The forward-looking statements in this release are made as of the date hereof and FNM undertakes no obligation to update such statements.
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A New York man pleaded guilty yesterday in the Northern District of Georgia for his role in a scheme to defraud investors in connection with two commercial real estate investments.
According to court documents, Elchonon “Elie” Schwartz, 46, of New York City, engaged in a scheme to defraud investors who sought to invest in commercial real estate through the crowdfunding commercial real estate investing website CrowdStreet Marketplace (CrowdStreet). Beginning May 2022, Schwartz solicited investments through CrowdStreet for a large commercial real estate complex in Atlanta and ultimately raised approximately $54 million from about 654 investors. Beginning in November 2022, Schwartz solicited investments again through CrowdStreet in connection with a mixed-use building in Miami Beach, Florida, and ultimately raised approximately $8.8 million from about 167 investors. In total, Schwartz raised approximately $62.8 million from investors through CrowdStreet.
As part of the investment solicitation process, Schwartz executed agreements that stated, in part, that the funds raised from CrowdStreet investors would be held in segregated bank accounts controlled by Schwartz. In the documentation provided to CrowdStreet investors, Schwartz represented that he would only use the investors’ money to fund the investment in each property and that he had a fiduciary duty to safeguard the funds and to prohibit commingling or use of the money that did not benefit each investment.
Contrary to these representations, however, Schwartz misappropriated and converted the CrowdStreet investor funds for his own use. Schwartz directed substantially all the CrowdStreet investor money into his personal bank, personal brokerage account, and accounts for unrelated commercial real estate investments he controlled. For example, Schwartz used the CrowdStreet investor funds to purchase luxury watches, to invest in stocks and options in his brokerage account, and to pay for payroll expenses for his unrelated commercial real estate businesses. Ultimately, in mid-July 2023, the two corporate entities that Schwartz had formed to receive funds from CrowdStreet investors both filed for Chapter 11 bankruptcy.
Schwartz pleaded guilty to one count of wire fraud. He is scheduled to be sentenced on May 19 and faces a maximum penalty of 20 years in prison. A sentencing hearing will be scheduled at a later date. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.
Supervisory Official Antoinette T. Bacon of the Justice Department’s Criminal Division, Acting U.S. Attorney Richard S. Moultrie Jr. for the Northern District of Georgia, and Acting Special Agent in Charge Sean Burke of the FBI Atlanta Field Office made the announcement.
The FBI Atlanta Field Office investigated the case. The U.S. Securities and Exchange Commission’s Division of Enforcement provided valuable assistance in the investigation.
Trial Attorney Matthew F. Sullivan of the Criminal Division’s Fraud Section and Assistant U.S. Attorney Kelly Connors for the Northern District of Georgia are prosecuting the case. Former Assistant U.S. Attorneys David O’Neal and Christopher Huber for the Northern District of Georgia provided substantial assistance with the investigation and prosecution.
New York, N.Y., Feb. 13, 2025 (GLOBE NEWSWIRE) — NANO Nuclear Energy Inc. (NASDAQ: NNE) (“NANO Nuclear” or “the Company”), a leading advanced nuclear energy and technology company focused on developing clean energy solutions, is pleased to announce that it has been included in the MSCI USA Index, effective as of February 28, 2025, following the February index review by MSCI Inc.
The MSCI USA Index is a part of the MSCI Global Small Cap Indexes, which capture small cap representation across 23 Developed Market countries. The index covers approximately 14% of the free float-adjusted market capitalization in each country. MSCI is a leading provider of decision support tools and services for the global investment community, backed by over 50 years of expertise in research, data, and technology. Widely recognized by international financial markets and referenced by global investment institutions, MSCI’s stock indexes cover high-performing, high-potential companies.
“Our addition to the MSCI US Index is a validation of our business approach and trajectory as we continue to build upon a great 2024, during which our company was the top performing initial public offering in the U.S.,” said Jay Yu, Founder and Chairman of NANO Nuclear Energy. “We believe this will also significantly enhance our visibility and accessibility among capital markets and institutional investors worldwide. This continued global access will play a part to reinforce our position as a leading innovator in the advanced nuclear energy technology sector.”
Figure 1 – NANO Nuclear Energy Inc. Announces its Inclusion in the MSCI USA Index, effective February 28, 2025.
“Building on a strong 2024 for NANO Nuclear, we’re thrilled to begin 2025 with our inclusion in the MSCI USA Index,” said James Walker, Chief Executive Officer and Head of Reactor Development of NANO Nuclear Energy. “This milestone reflects the market’s growing appetite for next-generation nuclear energy technologies and endorses our strategic growth initiatives. We are eager to build on this achievement in the coming months.”
About NANO Nuclear Energy, Inc.
NANO Nuclear Energy Inc. (NASDAQ: NNE) is an advanced technology-driven nuclear energy company seeking to become a commercially focused, diversified, and vertically integrated company across five business lines: (i) cutting edge portable and other microreactor technologies, (ii) nuclear fuel fabrication, (iii) nuclear fuel transportation, (iv) nuclear applications for space and (v) nuclear industry consulting services. NANO Nuclear believes it is the first portable nuclear microreactor company to be listed publicly in the U.S.
Led by a world-class nuclear engineering team, NANO Nuclear’s reactor products in development include “ZEUS”, a solid core battery reactor, and “ODIN”, a low-pressure coolant reactor, each representing advanced developments in clean energy solutions that are portable, on-demand capable, advanced nuclear microreactors. NANO Nuclear is also developing patented stationary KRONOS MMR™ Energy System and space focused, portable LOKI MMR™.
Advanced Fuel Transportation Inc. (AFT), a NANO Nuclear subsidiary, is led by former executives from the largest transportation company in the world aiming to build a North American transportation company that will provide commercial quantities of HALEU fuel to small modular reactors, microreactor companies, national laboratories, military, and DOE programs. Through NANO Nuclear, AFT is the exclusive licensee of a patented high-capacity HALEU fuel transportation basket developed by three major U.S. national nuclear laboratories and funded by the Department of Energy. Assuming development and commercialization, AFT is expected to form part of the only vertically integrated nuclear fuel business of its kind in North America.
HALEU Energy Fuel Inc. (HEF), a NANO Nuclear subsidiary, is focusing on the future development of a domestic source for a High-Assay, Low-Enriched Uranium (HALEU) fuel fabrication pipeline for NANO Nuclear’s own microreactors as well as the broader advanced nuclear reactor industry.
NANO Nuclear Space Inc. (NNS), a NANO Nuclear subsidiary, is exploring the potential commercial applications of NANO Nuclear’s developing micronuclear reactor technology in space. NNS is focusing on applications such as the LOKI MMR™ system and other power systems for extraterrestrial projects and human sustaining environments, and potentially propulsion technology for long haul space missions. NNS’ initial focus will be on cis-lunar applications, referring to uses in the space region extending from Earth to the area surrounding the Moon’s surface.
This news release and statements of NANO Nuclear’s management in connection with this news release contain or may contain “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. In this context, forward-looking statements mean statements related to future events, which may impact our expected future business and financial performance, and often contain words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “potential”, “will”, “should”, “could”, “would” or “may” and other words of similar meaning. In this press release, forward-looking statements include those related to the anticipated benefits of being included in the MSCI USA Index as described herein. These and other forward-looking statements are based on information available to us as of the date of this news release and represent management’s current views and assumptions. Forward-looking statements are not guarantees of future performance, events or results and involve significant known and unknown risks, uncertainties and other factors, which may be beyond our control. For NANO Nuclear, particular risks and uncertainties that could cause our actual future results to differ materially from those expressed in our forward-looking statements include but are not limited to the following: (i) risks related to our U.S. Department of Energy (“DOE”) or related state or non-U.S. nuclear fuel licensing submissions, (ii) risks related the development of new or advanced technology and the acquisition of complimentary technology or businesses, including difficulties with design and testing, cost overruns, regulatory delays, integration issues and the development of competitive technology, (iii) our ability to obtain contracts and funding to be able to continue operations, (iv) risks related to uncertainty regarding our ability to technologically develop and commercially deploy a competitive advanced nuclear reactor or other technology in the timelines we anticipate, if ever, (v) risks related to the impact of U.S. and non-U.S. government regulation, policies and licensing requirements, including by the DOE and the U.S. Nuclear Regulatory Commission, including those associated with the recently enacted ADVANCE Act, and (vi) similar risks and uncertainties associated with the operating an early stage business a highly regulated and rapidly evolving industry. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this news release. These factors may not constitute all factors that could cause actual results to differ from those discussed in any forward-looking statement, and NANO Nuclear therefore encourages investors to review other factors that may affect future results in its filings with the SEC, which are available for review at www.sec.gov and at https://ir.nanonuclearenergy.com/financial-information/sec-filings. Accordingly, forward-looking statements should not be relied upon as a predictor of actual results. We do not undertake to update our forward-looking statements to reflect events or circumstances that may arise after the date of this news release, except as required by law.
Source: Federal Bureau of Investigation (FBI) State Crime Alerts (c)
Jackson, Miss. – Former Hinds County Sheriff Marshand Crisler was sentenced today to 30 months in prison for soliciting and accepting bribes and for knowingly providing ammunition to a convicted felon. Crisler was also ordered to pay a $15,000 fine.
Crisler, 55, was appointed as Sheriff of Hinds County in August 2021. The evidence at trial showed that shortly after becoming Sheriff, Crisler solicited and accepted $9,500 in cash bribes from a convicted felon over three months, from September through November of 2021. In exchange for that money, Crisler agreed to provide favors through his position as Hinds County Sheriff. These favors included sharing information concerning future criminal investigations involving the bribe payor, moving a jailed family member to a better place within the Hinds County Jail, and hiring the bribe payor to work at the Hinds County Sheriff’s Office. Crisler also gave ammunition to the bribe payor, knowing that the person was a convicted felon.
On November 8, 2024, a federal jury found Crisler guilty on all counts, following a three-day trial in U.S. District Court in Jackson.
It is against federal law for a public official to solicit or accept bribes, and it is also against federal law for anyone to provide firearm ammunition to a known convicted felon.
Acting U.S. Attorney Patrick A. Lemon of the Southern District of Mississippi and Special Agent in Charge Robert Eikhoff of the Federal Bureau of Investigation made the announcement.
The FBI investigated the case.
Assistant U.S. Attorneys Bert Carraway and Charles W. Kirkham prosecuted the case.
Samsung was named a Gold Winner of the 2025 AVA Digital Awards program, an annual, international competition that recognizes excellence in digital communications. The company received this distinction for its integrated marketing campaign, “Samsung Celebrates Big Ideas, Small Businesses,” which aimed to spotlight the lifeblood of the U.S. economy – small and medium-sized businesses (SMBs).
The Association of Marketing and Communication Professionals (AMCP) launched the AVA Digital Awards program over 30 years ago to honor creative professionals and teams from across industries for the planning, concept, direction, design and production of both digital campaigns and projects. Samsung’s multifaceted campaign set itself apart from other nominees through its use of marketing strategy, social media and influencer marketing, content marketing, customer relationship management (CRM) and email marketing, web development and public relations to promote how SMBs are actively using display technology and software to achieve their unique business goals.
SMBs featured in the campaign included:
Harvest Gap Brewery
Wrigleyville Sports
Figurella
Beach People Studio
SB Korean BBQ
Through the campaign, Samsung garnered over 1 million impressions and 30K engagements across its social channels and notable media placements in publications such as Commerce magazine, the official magazine of the Commerce and Industry Association of New Jersey (CIANJ). As a result of its product giveaway and a special holiday pricing promotion hosted in tandem with the campaign, Samsung awarded Big Spoon Creamery, an Alabama-based artisan ice cream company, a Samsung Pro TV and a one-year subscription to the all-in-one content management system Samsung VXT.
“As a long-time partner of SMBs, this campaign served as an amazing opportunity to shine a light on many incredible entrepreneurs currently using our display technology within their businesses,” said Sukhmani Mohta, Chief Marketing Officer of the Display Division, Samsung Electronics America. “We are proud to not only take home Gold in the AVA Digital Awards, but also to amplify the unique brand stories of our SMB customers on a larger stage.”
To learn more about how Samsung’s digital signage innovations help small businesses engage their customers, please visit samsung.com/us/business/displays.
FORT WAYNE – Yesterday, Hamed A. Martin, 42 years old, of Fort Wayne, Indiana was sentenced by United States District Court Chief Judge Holly Brady after pleading guilty to distributing methamphetamine, announced Acting United States Attorney Tina L. Nommay.
Martin was sentenced to 84 months in prison followed by 4 years of supervised release.
According to documents in the case, in July 2022, Martin distributed methamphetamine on several occasions. A search warrant executed at his residence in August 2022, resulted in the recovery of a firearm along with evidence of drug distribution.
This case was investigated by the Federal Bureau of Investigation’s Fort Wayne Safe Streets Gang Task Force, which includes the FBI, the Indiana State Police, the Allen County Sheriff’s Department, and the Fort Wayne Police Department. Also assisting in the investigation were the Drug Enforcement Administration and the DEA’s North Central Laboratory. The case was prosecuted by Assistant United States Attorney Stacey R. Speith.
This case was part of an Organized Crime Drug Enforcement Task Force (OCDETF) investigation. OCDETF identifies, disrupts, and dismantles the highest-level drug traffickers, money launderers, gangs, and transnational criminal organizations that threaten the United States by using a prosecutor-led, intelligence-driven, multi-agency approach that leverages the strengths of federal, state, and local law enforcement agencies against criminal networks.
This case was also part of Project Safe Neighborhoods (PSN), a program bringing together all levels of law enforcement and the communities they serve to reduce violent crime and gun violence, and to make our neighborhoods safer for everyone. On May 26, 2021, the Department launched a violent crime reduction strategy strengthening PSN based on these core principles: fostering trust and legitimacy in our communities, supporting community-based organizations that help prevent violence from occurring in the first place, setting focused and strategic enforcement priorities, and measuring the results.
RESTON, Va., Feb. 13, 2025 (GLOBE NEWSWIRE) — Sextortion has emerged as one of the most dangerous forms of romance scams, preying on online daters and, tragically, claiming the lives of teenagers. Fraudsters use fake profiles to lure victims into sharing intimate content, only to threaten exposure unless a ransom is paid.Regula, a global developer of identity verification (IDV) solutions, shares a vision of how social media and dating platforms can strengthen protections to safeguard users.
Romance scams come in many forms, exploiting trust and emotional vulnerability to defraud victims. Their common tactics include:
Catfishing: Scammers create fake identities to build trust and manipulate victims.
Military Scams: Fraudsters pose as deployed soldiers seeking financial assistance.
Inheritance Scams: Victims are deceived with false claims of large inheritances requiring upfront fees.
Pig-Butchering (Crypto Investment) Scams: Scammers feign romantic interest to lure victims into fraudulent investment schemes.
However, according to reports from leading child safety organizations, including the National Center for Missing and Exploited Children (NCMEC) and Thorn, sextortion is one of the most severe threats, with cases surging at an alarming rate. The FBI reported over 12,000 complaints in 2023 alone, resulting in millions in financial losses, severe psychological trauma, and, in some cases, even fatalities. Younger users and those new to online dating are particularly vulnerable.
Common sextortion tactics include:
Fake Identities: Scammers pose as attractive singles, influencers, or even celebrities to build quick trust.
Rapid Escalation: Conversations quickly shift from introductions to intimate exchanges.
Blackmail Threats: Once explicit content is shared, scammers demand money, cryptocurrency, or further compromising images under the threat of exposure.
AI-Driven Deception: Some scams leverage deepfake videos or AI-powered chatbots to manipulate victims.
The Role of Identity Verification in Preventing Sextortion
Sextortion thrives in environments where fake profiles and anonymity enable bad actors to operate freely. Social media and dating platforms play a critical role in combating this threat—through proactive moderation, AI-powered content monitoring, and user education. Stronger identity verification during registration is also a valuable tool in this arsenal, but it must be implemented thoughtfully, balancing fraud prevention with user privacy and accessibility.
Different online platforms use varying levels of verification, ranging from strongest to weakest:
ID & Biometric Verification – Matching government-issued IDs with real-time selfies for authentication.
Real-Time Selfies Without ID Validation – Confirming a live presence but without a verified identity document.
Basic Checks – Verification through phone numbers, email, or linked social media accounts.
Self-Reported Identity Without Validation – The least secure method, relying solely on user-provided information.
How Biometric and ID Verification Strengthens Security:
Eliminating Fake Profiles: Biometric checks make it significantly harder for scammers to create fake accounts.
Anti-Spoofing Technology: Prevents impersonation by detecting fraudulent attempts using photos or masks.
Liveness Detection: Confirms a real person is present, preventing AI-generated deception.
“When faced with strong verification measures, scammers don’t simply disappear—they move to less secure platforms where they can continue their schemes unchecked. Standardizing biometric ID verification across multiple platforms would make it significantly harder for them to do so, creating a safer ecosystem across social media, dating apps, and other online services.” – Jan Stepnov, Identity Verification Expert at Regula.
Empowering Users to Stay Safe
While platforms must take stronger security measures, users can also protect themselves by:
Being Cautious of Fast-Moving Relationships: Avoid engaging in intimate exchanges early in conversations.
Interacting with Verified Users: Prioritize connections with verified profiles.
Reporting Suspicious Activity: Flagging blackmail attempts and scam behavior.
Never Paying Ransoms: Complying with extortion often leads to further threats.
For more insights on how identity verification is transforming online dating security, visit Regula’s blog.
About Regula Regula is a global developer of forensic devices and identity verification solutions. With our 30+ years of experience in forensic research and the most comprehensive library of document templates in the world, we create breakthrough technologies for document and biometric verification. Our hardware and software solutions allow over 1,000 organizations and 80 border control authorities globally to provide top-notch client service without compromising safety, security, or speed. Regula has been repeatedly named a Representative Vendor in the Gartner® Market Guide for Identity Verification. Learn more at www.regulaforensics.com.
VILNIUS, Lithuania, Feb. 13, 2025 (GLOBE NEWSWIRE) — WhiteBIT cryptocurrency exchange announced today that it has successfully secured over $150 million in at-risk cryptocurrency funds in 2024, further solidifying WhiteBIT’s role as a key partner in the fight against digital crime.
According to the Chainalysis 2024 Crypto Crime Report, stolen crypto funds reached $2.2 billion globally, a 21.07% increase from the previous year. The number of hacking incidents rose from 282 in 2023 to 303 over the same period, reflecting an ongoing challenge for the industry in preventing and addressing security breaches.
High-Profile Recoveries
WhiteBIT’s efforts have been central to resolving several significant cases involving stolen crypto assets. As a result of these efforts, the company has safeguarded $4.8 million in stolen funds.
The exchange successfully secured funds tied to XRP in an investigation involving Ripple co-founder Chris Larsen. In response to the Coinspaid breach, WhiteBIT froze significant amounts of cryptocurrency, helping to mitigate losses for the affected users. Additionally, the exchange acted swiftly during the TAO Holder case, identified by blockchain investigator ZachXBT, blocking a large sum of USDC and supporting law enforcement efforts in their recovery process.
In April, cryptocurrency exchange Rain.com fell victim to a $16 million hack orchestrated by the North Korean hacking group Lazarus. Investigators collaborating with the FBI traced $760,000 in stolen SOL to WhiteBIT. In September, WhiteBIT had successfully returned the funds to the FBI pursuant to a Court Order, further aiding in the recovery process.
Anti-Money Laundering Practices
WhiteBIT is dedicated to collaborating with law enforcement agencies globally to enhance security and protect users from fraudulent activities. The team places a strong emphasis on transparency and streamlined communication, ensuring that law enforcement can easily connect when needed.
“Our approach goes beyond standard AML practices,” stated a representative from WhiteBIT’s Compliance department. “We leverage OSINT (Open-Source Intelligence) to uncover suspicious activities meticulously, utilize custom-built monitoring systems to detect and halt fraudulent transactions, and conduct manual investigations to ensure detailed and accurate assessments of flagged cases.”
Insights on Cybercrime in 2024
According to experts from WhiteBIT’s Compliance Department, the most common types of incidents on the exchange are as follows:
Hacking of wallets through technical means—such as phishing, viruses, keyloggers, and direct hacking—accounts for 40% of the incidents on the exchange;
Social engineering scams: Another 40% is attributed to scams involving promises of easy investment returns, often disguised as legitimate opportunities. They typically involve sophisticated tactics, including fake websites and multiple individuals interacting with victims to build trust;
Scrolling scams: 10% of victims are lured through crypto-related Telegram channels. Initially, they make small profits, which leads to repeated investments, but eventually, the scammers disappear with the funds;
The remaining 10% of incidents involve fake versions of the WhiteBIT website and compromised accounts.
WhiteBIT’s Compliance department representative explains: “Weak passwords and lack of two-factor authentication (2FA) significantly increase the risk of compromising the accounts. At WhiteBIT, we mitigate these risks by storing 96% of funds in cold wallets, enforcing 2FA, and securing private keys with advanced encryption protocols.”
Security Standards
WhiteBIT is ranked among the top 5 most secure crypto exchanges globally by CER.live and is the first crypto exchange to achieve the CCSS Level 3 certification—the highest security standard in the crypto industry at the moment. This distinction underscores the exchange’s proactive efforts to safeguard users and assets against increasingly sophisticated cyber threats.
WhiteBIT remains at the forefront of crypto security, combining innovation, compliance, and swift action to tackle emerging threats. In a year marked by record-breaking crypto crime, WhiteBIT’s efforts have not only safeguarded millions but also set a benchmark for the entire industry.
About WhiteBIT
WhiteBIT is the second largest exchange globally by traffic, offering over 700 trading pairs, 330 assets, and supporting 9 fiat currencies. Founded in 2018, the platform is a part of WhiteBIT Group that serves more than 35 million customers worldwide. WhiteBIT collaborates with Visa, FACEIT, FC Barcelona, and the Ukrainian National Football team. WhiteBIT is among the five most secure crypto exchanges according to CER.live and is the first and only crypto exchange to achieve the CCSS Level 3 certification — the highest cryptocurrency security standard in the industry to date. The company is dedicated to driving the widespread adoption of blockchain technology worldwide.
This material does not pertain solely to the company’s European transactions but applies to the activities of all WhiteBIT Group companies globally.
VICTORIA, Seychelles, Feb. 13, 2025 (GLOBE NEWSWIRE) — Bitget, the leading cryptocurrency exchange and Web3 company, has announced that its Protection Fund achieved a valuation of $648 million in January 2025, reflecting sustained growth and stability in the crypto market. The fund, designed to provide financial security for users during volatile market conditions, continues to demonstrate its resilience and importance as Bitcoin and other digital assets experience significant price movements.
In January 2025, Bitget’s Protection Fund reached a peak valuation of $690 million, maintaining its upward trajectory as Bitcoin traded within a range of $87,000 to $105,000. Throughout January, the Protection Fund maintained an average valuation of approximately $648 million, playing its vital role as a reliable safeguard for user assets amid fluctuating market conditions.
“The consistent growth of our Protection Fund aligns with our focus on advancing security and building user trust,” said Gracy Chen, CEO of Bitget. “As the crypto market evolves, we remain committed to providing a secure and transparent environment for our users, enabling them to navigate the market with confidence.”
Launched in 2022 with an initial commitment of $300 million, the Protection Fund has grown steadily, offering users enhanced security during periods of market volatility. This latest valuation reflects Bitget’s robust risk management framework, which ensures the fund remains well-capitalized to protect user assets even during heightened market activity. The fund’s performance in January aligns with broader market trends, including increased institutional interest and regulatory developments that continue to shape the crypto landscape.
In addition to the Protection Fund, Bitget’s Proof of Reserves maintains a 1:1 reserve ratio, further reinforcing transparency and trust. Recently Bitget was announced on the list of top trusted crypto platforms by Forbes. These initiatives collectively position Bitget as a leading exchange that prioritizes user security and confidence in an ever-changing market environment.
For detailed Protection Fund and Proof of Reserves reports, visit here.
About Bitget
Established in 2018, Bitget is a leading cryptocurrency exchange and Web3 company, serving over 100 million users across 150+ countries and regions. The Bitget exchange is dedicated to empowering users with innovative trading solutions, including its pioneering copy trading feature, while providing real-time access to Bitcoin price, Ethereum price, and other cryptocurrency prices. Formerly known as BitKeep, Bitget Wallet is a world-class multi-chain crypto wallet offering comprehensive Web3 solutions, including wallet functionality, token swaps, an NFT marketplace, and a DApp browser.
Bitget continues to drive crypto adoption through strategic partnerships, including its role as the Official Crypto Partner of LALIGA in the EASTERN, SEA, and LATAM markets, as well as its collaboration with Turkish National athletes Buse Tosun Çavuşoğlu (Wrestling world champion), Samet Gümüş (Boxing gold medalist), and İlkin Aydın (Volleyball national team). These partnerships aim to inspire global communities to embrace the future of cryptocurrency.
Risk Warning:* Digital asset prices are subject to fluctuation and may experience significant volatility. Investors are advised to only allocate funds they can afford to lose. The value of any investment may be impacted, and there is a possibility that financial objectives may not be met, nor the principal investment recovered. Independent financial advice should always be sought, and personal financial experience and standing carefully considered. Past performance is not a reliable indicator of future results. Bitget accepts no liability for any potential losses incurred. Nothing contained herein should be construed as financial advice. For further information, please refer to our *Terms of Use.
Photos accompanying this announcement are available at:
BROOKFIELD, NEWS, Feb. 13, 2025 (GLOBE NEWSWIRE) — Brookfield Wealth Solutions (NYSE, TSX: BNT) today announced financial results for the three months and year ended December 31, 2024.
Sachin Shah, CEO of Brookfield Wealth Solutions, stated, “Our strong results for 2024 underscore our growth over the past year having doubled the size of the business in that time. Our scalable North American annuity platform, coupled with our leading investment capabilities, will serve as the foundation for our business as we expand internationally in 2025.”
Unaudited As of and for the periods ended December 31 (US$ millions, except per share amounts)
Three Months Ended
Year Ended
2024
2023
2024
2023
Total assets
$
140,460
$
61,643
$
140,460
$
61,643
Adjusted equity1
12,872
8,969
12,872
8,969
Distributable operating earnings1
427
258
1,374
745
Net income
576
453
1,247
797
Net income per each class A share
$
0.08
$
0.07
$
0.32
$
0.28
1. See Non-GAAP and Performance Measures on page 6 and a reconciliation from net income and reconciliation from equity on page 5.
2024 Highlights
Completed the acquisition of American Equity Investment Life Holding Company (“AEL”), doubling the size of our business
Deployed more than $17 billion across our investment portfolio at strong risk-adjusted returns
Generated $19 billion in annuity and pension risk transfer (“PRT”) sales across the business, consisting of approximately $14 billion of retail annuity sales, inclusive of a full twelve months of activity at AEL, and $5 billion of PRT deals
We closed our first U.K. reinsurance transaction, reinsuring £1.0 billion ($1.3 billion) of pension liabilities
Operating Update We recognized $427 million and $1.4 billion of distributable operating earnings (“DOE”) for the three months and year ended December 31, 2024, respectively, compared to $258 million and $745 million in the prior year periods. The increase in earnings for the current period reflects contributions from our acquisition of AEL as well as higher net investment income resulting from progress made in repositioning assets into higher yielding investment strategies. DOE further benefitted from strong annuity sales during the year.
We recorded net income of $576 million and $1.2 billion for the three months and year ended December 31, 2024, respectively, compared to net income of $453 million and $797 million in the prior year periods. Net income in the current period is the result of strong operating performance and contributions from our DOE, as well as favorable movement on reserves due to interest rate and equity market movements.
Today, we are in a strong liquidity position, with approximately $31 billion of cash and short-term liquid investments across our investment portfolios, and another $21 billion of long-term liquid investments. These liquid assets will support the ongoing rotation of our portfolio into higher yielding investment strategies, while ensuring we have sufficient liquidity coverage for our liabilities in the case of any stress events impacting the broader market.
Regular Distribution Declaration The Board declared a 13% increase in the Company’s quarterly return of capital to $0.09 per class A share and class B share (representing $0.36 per annum), payable on March 31, 2025 to shareholders of record as at the close of business on March 14, 2025. This distribution is identical in amount per share and has the same payment date as the quarterly distribution announced today by Brookfield Corporation on the Brookfield class A shares.
Brookfield Corporation Operating Results An investment in class A shares of our company is intended to be, as nearly as practicable, functionally and economically, equivalent to an investment in the Brookfield class A shares. A summary of Brookfield Corporation’s fourth quarter and full year operating results is provided below:
Unaudited For the periods ended December 31 (US$ millions, except per share amounts)
Three Months Ended
Years Ended
2024
2023
2024
2023
Net income of consolidated business1
$
101
$
3,134
$
1,853
$
5,105
Net income attributable to Brookfield shareholders2
432
699
641
1,130
Distributable earnings before realizations2,3
1,498
1,209
4,871
4,223
– Per Brookfield class A share2,3
0.94
0.76
3.07
2.66
Distributable earnings2,3
1,606
1,312
6,274
4,806
– Per Brookfield class A share2,3
1.01
0.83
3.96
3.03
1. Consolidated basis – includes amounts attributable to non-controlling interests. 2. Excludes amounts attributable to non-controlling interests. 3. See Reconciliation of Net Income to Distributable Earnings on page 5 and Non-IFRS and Performance Measures section on page 8 of Brookfield Corporation’s press release dated February 13, 2025.
Brookfield Corporation net income above is presented under IFRS. Given the economic equivalence, we expect that the market price of the class A shares of our company will be impacted significantly by the market price of the Brookfield class A shares and the business performance of Brookfield as a whole. In addition to carefully considering the disclosure made in this news release in its entirety, shareholders are strongly encouraged to carefully review Brookfield Corporation’s letter to shareholders, supplemental information and its other continuous disclosure filings. Investors, analysts and other interested parties can access Brookfield Corporation’s disclosure on its website under the Reports & Filings section at bn.brookfield.com.
CONSOLIDATED BALANCE SHEETS
Unaudited
December 31
December 31
(US$ millions)
2024
2023
Assets
Insurance invested assets
Cash and cash equivalents
$
12,243
$
4,308
Investments
92,966
39,838
Reinsurance funds withheld
1,517
7,248
Accrued investment income
860
107,586
280
51,674
Reinsurance recoverables and deposit assets
13,195
3,388
120,781
55,062
Deferred policy acquisition costs
10,696
2,468
Other assets
8,983
4,113
Total assets
140,460
61,643
Liabilities and equity
Policy and contract claims
7,659
7,288
Future policy benefits
14,088
9,813
Policyholders’ account balances
83,079
24,939
Deposit liabilities
1,502
1,577
Market risk benefits
3,655
89
Unearned premium reserve
1,843
2,056
111,826
45,762
Corporate borrowings
1,022
1,706
Subsidiary borrowings
3,329
1,863
Funds withheld for reinsurance liabilities
3,392
83
Other liabilities
7,815
3,380
Junior preferred shares
—
2,694
Non-controlling interest
850
146
Class A and class B
1,470
1,591
Class C
10,756
13,076
4,418
6,155
Total liabilities and equity
$
140,460
$
61,643
CONSOLIDATED STATEMENTS OF OPERATIONS
Unaudited For the periods ended December 31 US$ millions
Three Months Ended
Year Ended
2024
2023
2024
2023
Net premiums and other policy revenue
$
4,307
$
1,432
$
9,048
$
4,550
Net investment income, including funds withheld
1,325
621
4,440
2,121
Net investment gains (losses), including funds withheld
115
176
615
241
Total revenues
5,747
2,229
14,103
6,912
Benefits and claims paid on insurance contracts
(4,003
)
(1,194
)
(8,162
)
(3,939
)
Interest sensitive contract benefits
(710
)
(355
)
(1,874
)
(687
)
Amortization of deferred policy acquisition costs
(370
)
(180
)
(1,237
)
(632
)
Changes in fair value of insurance-related derivatives and embedded derivatives
396
210
234
41
Changes in fair value of market risk benefits
299
85
(107
)
166
Other reinsurance expenses
(6
)
(5
)
(26
)
(21
)
Operating expenses
(332
)
(244
)
(1,356
)
(777
)
Interest expense
(96
)
(68
)
(362
)
(249
)
Total benefits and expenses
(4,822
)
(1,751
)
(12,890
)
(6,098
)
Net income before income taxes
925
478
1,213
814
Income tax recovery (expense)
(349
)
(25
)
34
(17
)
Net income for the period
$
576
$
453
$
1,247
$
797
Attributable to:
Class A and class B shareholders1
$
4
$
2
$
14
$
5
Class C shareholder
559
453
1,200
791
Non-controlling interest
13
(2
)
33
1
$
576
$
453
$
1,247
$
797
1. Class A shares receive distributions at the same amount per share as the cash dividends paid on each Brookfield class A share.
SUMMARIZED FINANCIAL RESULTS
RECONCILIATION OF NET INCOME TO DISTRIBUTABLE OPERATING EARNINGS
Unaudited For the periods ended December 31 US$ millions
Three Months Ended
Year Ended
2024
2023
2024
2023
Net income
$
576
$
453
$
1,247
$
797
Unrealized net investment gains, including funds withheld
(115
)
(176
)
(615
)
(241
)
Mark-to-market on insurance contracts and other net assets
(367
)
(104
)
589
105
94
173
1,221
661
Deferred income tax expense (recovery)
260
47
(195
)
14
Transaction costs
32
24
213
40
Depreciation
41
14
135
30
Distributable operating earnings1
$
427
$
258
$
1,374
$
745
RECONCILIATION OF EQUITY TO ADJUSTED EQUITY
Unaudited As of December 31 US$ millions
2024
2023
Equity
$
13,076
$
6,155
Add:
Accumulated other comprehensive (income) loss
(204
)
120
Junior preferred shares
—
2,694
Adjusted equity1
$
12,872
$
8,969
1. Non-GAAP measure – see Non-GAAP and Performance Measures on page 6.
Additional Information
The statements contained herein are based primarily on information that has been extracted from our financial statements for the quarter and year ended December 31, 2024, which have been prepared using generally accepted accounting principles in the United States of America (“US GAAP” or “GAAP”).
Brookfield Wealth Solutions’ Board of Directors have reviewed and approved this document, including the summarized unaudited consolidated financial statements prior to its release.
Information on our distributions can be found on our website under Stock & Distributions/Distribution History.
Brookfield Wealth Solutions Ltd. (NYSE, TSX: BNT) is focused on securing the financial futures of individuals and institutions through a range of wealth protection and retirement services, and tailored capital solutions. Each class A exchangeable limited voting share of Brookfield Wealth Solutions is exchangeable on a one-for-one basis with a class A limited voting share of Brookfield Corporation (NYSE, TSX: BN). For more information, please visit our website at bnt.brookfield.com or contact:
This news release and accompanying financial statements are based on US GAAP, unless otherwise noted.
We make reference to Distributable operating earnings. We define distributable operating earnings as net income after applicable taxes excluding the impact of depreciation and amortization, deferred income taxes related to basis and other changes, and breakage and transaction costs, as well as certain investment and insurance reserve gains and losses, including gains and losses related to asset and liability matching strategies, non-operating adjustments related to changes in cash flow assumptions for future policy benefits, and change in market risk benefits, and is inclusive of returns on equity invested in certain variable interest entities and our share of adjusted earnings from our investments in certain associates. Distributable operating earnings is a measure of operating performance. We use distributable operating earnings to assess our operating results. We also make reference to Adjusted equity. Adjusted equity represents the total economic equity of our Company through our class A, B and C shares, excluding Accumulated other comprehensive income, and the junior preferred shares issued by our Company. We use adjusted equity to assess our return on our equity.
We provide additional information on key terms and non-GAAP measures in our filings available at bnt.brookfield.com.
Notice to Readers
Brookfield Wealth Solutions Ltd. (“Brookfield Wealth Solutions” or “our” or “we”) is not making any offer or invitation of any kind by communication of this news release and under no circumstance is it to be construed as a prospectus or an advertisement.
This news release contains “forward-looking information” within the meaning of Canadian provincial securities laws, “forward-looking statements” within the meaning of Canadian provincial securities laws, “forward-looking statements” within the meaning of the U.S. Securities Act of 1933, the U.S. Securities Exchange Act of 1934, and “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and in any applicable Canadian securities regulations (collectively, “forward-looking statements”). Forward-looking statements include statements that are predictive in nature, depend upon or refer to future results, events or conditions, and include, but are not limited to, statements which reflect management’s current estimates, assumptions and expectations regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies, capital management and outlook of Brookfield Wealth Solutions, Brookfield Corporation and their respective subsidiaries, as well as the outlook for North American and international economies for the current fiscal year and subsequent periods. Particularly, statements regarding international expansion plans and future capital markets initiatives, including statements relating to the redeployment of capital into higher yielding investments constitute forward-looking statements. In some cases, forward-looking statements can be identified by the use of forward-looking terminology such as “expects,” “anticipates,” “plans,” “believes,” “estimates,” “seeks,” “intends,” “targets,” “projects,” “foresees,” “forecasts” or negative versions thereof and other similar expressions, or future or conditional verbs such as “may,” “will,” “should,” “would” and “could.” In particular, the forward-looking statements contained in this news release include statements referring to the growth of our business, international expansion, investment opportunities and expected future deployment of capital and financial earnings. Although we believe that our anticipated future results, performance or achievements expressed or implied by the forward-looking statements and information are based upon reasonable estimates, assumptions and expectations, the reader should not place undue reliance on forward-looking statements and information because they involve known and unknown risks, uncertainties and other factors, many of which are beyond our control, which may cause the actual results, performance or achievements of Brookfield Wealth Solutions or Brookfield Corporation to differ materially from anticipated future results, performance or achievement expressed or implied by such forward-looking statements and information.
Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include, but are not limited to: (i) investment returns that are lower than target; (ii) the impact or unanticipated impact of general economic, political and market factors in the countries in which we do business; (iii) the behavior of financial markets, including fluctuations in interest and foreign exchange rates and heightened inflationary pressures; (iv) global equity and capital markets and the availability of equity and debt financing and refinancing within these markets; (v) strategic actions including acquisitions and dispositions; the ability to complete and effectively integrate acquisitions into existing operations and the ability to attain expected benefits; (vi) changes in accounting policies and methods used to report financial condition (including uncertainties associated with critical accounting assumptions and estimates); (vii) the ability to appropriately manage human capital; (viii) the effect of applying future accounting changes; (ix) business competition; (x) operational and reputational risks; (xi) technological change; (xii) changes in government regulation and legislation within the countries in which we operate; (xiii) governmental investigations and sanctions; (xiv) litigation; (xv) changes in tax laws; (xvi) ability to collect amounts owed; (xvii) catastrophic events, including but not limited to, earthquakes, hurricanes, epidemics and pandemics; (xviii) the possible impact of international conflicts and other developments including terrorist acts and cyberterrorism; (xix) the introduction, withdrawal, success and timing of business initiatives and strategies; (xx) the failure of effective disclosure controls and procedures and internal controls over financial reporting and other risks; (xxi) health, safety and environmental risks; (xxii) the maintenance of adequate insurance coverage; (xxiii) the existence of information barriers between certain businesses within our asset management operations; (xxiv) risks specific to our business segments; and (xxv) factors detailed from time to time in our documents filed with the securities regulators in Canada and the United States.
We caution that the foregoing list of important factors that may affect future results is not exhaustive and other factors could also adversely affect its results. Readers are urged to consider the foregoing risks, as well as other uncertainties, factors and assumptions carefully in evaluating the forward-looking information and are cautioned not to place undue reliance on such forward-looking information. Except as required by law, Brookfield Wealth Solutions undertakes no obligation to publicly update or revise any forward-looking statements or information, whether written or oral, that may be as a result of new information, future events or otherwise.
Past performance is not indicative nor a guarantee of future results. There can be no assurance that comparable results will be achieved in the future, that future investments will be similar to the historic investments discussed herein, that targeted returns, growth objectives, diversification or asset allocations will be met or that an investment strategy or investment objectives will be achieved (because of economic conditions, the availability of investment opportunities or otherwise).
Certain of the information contained herein is based on or derived from information provided by independent third-party sources. While Brookfield Wealth Solutions believes that such information is accurate as of the date it was produced and that the sources from which such information has been obtained are reliable, Brookfield Wealth Solutions does not make any assurance, representation or warranty, express or implied, with respect to the accuracy, reasonableness or completeness of any of the information or the assumptions on which such information is based, contained herein, including but not limited to, information obtained from third parties, and undue reliance should not be put on them.
OTTAWA, Ontario, Feb. 13, 2025 (GLOBE NEWSWIRE) — Calian® Group Ltd. (TSX:CGY), a diverse products and services company providing innovative healthcare, communications, learning and cybersecurity solutions, today released its results for the first quarter ended December 31, 2024.
Q1-25 Highlights:
Revenue up 3% to $185 million
Gross margin at 31.8%, slightly down from 32.5% last year
Adjusted EBITDA1 of $18 million, down from $21 million last year
Operating free cash flow1 of $13 million, down from $17 million last year
Net debt to adjusted EBITDA1 ratio of 0.6x
Repurchased 101,350 shares in consideration of $4.9 million
Guidance reiterated
Announced new U.S. subsidiary to focus on U.S. government and defence
Financial Highlights
Three months ended
(in millions of $, except per share & margins)
December 31,
2024
20232
%
Revenue
185.0
179.2
3
%
Adjusted EBITDA1
17.8
21.4
(17)
%
Adjusted EBITDA %1
9.6
%
11.9
%
(230)bps
Adjusted Net Profit1
10.5
14.0
(25)
%
Adjusted EPS Diluted1
0.88
1.17
(25)
%
Operating Free Cash Flow1
13.1
17.2
(24)
%
1 This is a non-GAAP measure. Please refer to the section “Reconciliation of non-GAAP measures to most comparable IFRS measures” at the end of this press release. 2 Certain comparative figures have been reclassified to align with the current year’s presentation. For more information, please see the selected consolidated financial information section of the management discussion and analysis.
“We closed the quarter as expected and are seeing positive momentum across our diverse end markets, while continuing to benefit from the strong contributions of our recent acquisitions in UK, the U.S. and Canada,” said Kevin Ford, Calian CEO. “The accelerating global demand for defence solutions positions Calian’s expanding footprint to play a critical role in the years ahead. Additionally, discussions among Canadian leaders about increasing military investment and accelerating initiatives are a welcome development. We remain on track to deliver another record year and are making progress against our long-term objectives.”
First Quarter Results
Revenues increased 3%, from $179 million to $185 million, representing the highest first quarter revenue on record. Acquisitive growth was 8% and was generated by the acquisitions of Decisive Group, the nuclear assets from MDA Ltd and Mabway. Organic growth was down 5%, as growth generated in global Defence was offset by declines in the pace of domestic Defence training and delays in large projects in its Space and IT infrastructure markets.
Gross margin stood at 31.8% and represents the 11th quarter above the 30% mark. Adjusted EBITDA1 stood at $18 million, down 17% from $21 million last year, primarily impacted by revenue mix and increased investments in our sales and delivery capacity. As a result, adjusted EBITDA1 margin decreased to 9.6%, from 11.9% last year.
Net profit stood at $(1) million, or $(0.08) per diluted share, down from $6 million, or $0.46 per diluted share last year. This decrease in profitability is primarily due to increases in accounting charges related to amortization and deemed compensation expenses from acquisitions as well as increased operating expenses, which was offset by higher gross profit. Adjusted net profit1 was $10 million, or $0.88 per diluted share, down from $14 million, or $1.17 per diluted share last year.
Liquidity and Capital Resources
“In the first quarter we generated $13 million in operating free cash flow1, representing a 73% conversion rate from adjusted EBITDA1,” said Patrick Houston, Calian CFO. “We used our cash and a portion of our credit facility to pay contingent earn out liabilities for $11 million and make capital expenditure investments for $1 million. We also provided a return to shareholders in the form of dividends for $3 million and share buybacks for $5 million. We ended the quarter with a net debt to adjusted EBITDA1 ratio of 0.6x, well-positioned to pursue our growth objectives,” concluded Mr. Houston.
Normal Course Issuer Bid
In the three-month period ended December 31, 2024, the Company repurchased 101,350 shares for cancellation in consideration of $4.9 million.
Announced U.S. Subsidiary to Focus on U.S. Government and Defence
On December 4, 2024, Calian announced the launch of an independent U.S.-focused subsidiary, Calian US, Inc. It is committed to securing U.S. government contracts by ensuring full compliance with all relevant regulations. To facilitate this, Calian US will be established as an independent subsidiary and will pursue the necessary certifications to operate effectively within the U.S. market.
Quarterly Dividend
On February 12, 2025, Calian declared a quarterly dividend of $0.28 per share. The dividend is payable March 12, 2025, to shareholders of record as of February 26, 2025. Dividends paid by the Company are considered “eligible dividend” for tax purposes.
Guidance Reiterated
The table below presents the FY25 guidance based on the new definition of adjusted EBITDA.
Guidance for the year ended September 30, 2025
FY24 Results
YOY Growth at Midpoint
(in thousands of $)
Low
Midpoint
High
Revenue
800,000
840,000
880,000
746,611
12
%
Adj. EBITDA1
96,000
101,000
106,000
92,159
10
%
This guidance includes the full-year contribution from the Decisive Group acquisition, closed on December 1, 2023, the nuclear asset acquisition from MDA Ltd., closed on March 5, 2024 and the Mabway acquisition, closed on May 9, 2024. It does not include any other further acquisitions that may close within the fiscal year. The guidance reflects another record year for the Company and positions it well to achieve its long-term growth targets.
At the midpoint of the range, this guidance reflects revenue and adjusted EBITDA1 growth of 12% and 10%, respectively, and an adjusted EBITDA1 margin of 12.0%. It would represent the 8th consecutive year of double-digit revenue growth and record revenue and adjusted EBITDA1 levels.
We keep the world moving forward. Calian® helps people communicate, innovate, learn and lead safe and healthy lives. Every day, our employees live our values of customer commitment, integrity, innovation, respect and teamwork to engineer reliable solutions that solve complex challenges. That’s Confidence. Engineered. A stable and growing 40-year company, we are headquartered in Ottawa with offices and projects spanning North American, European and international markets. Visit calian.com to learn about innovative healthcare, communications, learning and cybersecurity solutions.
Product or service names mentioned herein may be the trademarks of their respective owners.
Certain information included in this press release is forward-looking and is subject to important risks and uncertainties. The results or events predicted in these statements may differ materially from actual results or events. Such statements are generally accompanied by words such as “intend”, “anticipate”, “believe”, “estimate”, “expect” or similar statements. Factors which could cause results or events to differ from current expectations include, among other things: the impact of price competition; scarce number of qualified professionals; the impact of rapid technological and market change; loss of business or credit risk with major customers; technical risks on fixed price projects; general industry and market conditions and growth rates; international growth and global economic conditions, and including currency exchange rate fluctuations; and the impact of consolidations in the business services industry. For additional information with respect to certain of these and other factors, please see the Company’s most recent annual report and other reports filed by Calian with the Ontario Securities Commission. Calian disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. No assurance can be given that actual results, performance or achievement expressed in, or implied by, forward-looking statements within this disclosure will occur, or if they do, that any benefits may be derived from them.
Calian · Head Office · 770 Palladium Drive · Ottawa · Ontario · Canada · K2V 1C8 Tel: 613.599.8600 · Fax: 613-592-3664 · General info email: info@calian.com
CALIAN GROUP LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
As at December 31, 2024 and September 30, 2024
(Canadian dollars in thousands, except per share data)
December 31,
September 30,
2024
2024
ASSETS
CURRENT ASSETS
Cash and cash equivalents
$
61,040
$
51,788
Accounts receivable
157,542
157,376
Work in process
20,205
20,437
Inventory
29,442
23,199
Prepaid expenses
23,805
23,978
Derivative assets
31
32
Total current assets
292,065
276,810
NON-CURRENT ASSETS
Property, plant and equipment
41,234
40,962
Right of use assets
41,746
36,383
Prepaid expenses
7,157
7,820
Deferred tax asset
3,376
3,425
Investments
3,875
3,875
Acquired intangible assets
123,297
128,253
Goodwill
213,925
210,392
Total non-current assets
434,610
431,110
TOTAL ASSETS
$
726,675
$
707,920
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities
$
123,945
$
124,884
Provisions
2,454
3,075
Unearned contract revenue
40,263
41,723
Lease obligations
5,556
5,645
Contingent earn-out
29,709
39,136
Derivative liabilities
169
92
Total current liabilities
202,096
214,555
NON-CURRENT LIABILITIES
Debt facility
115,750
89,750
Lease obligations
39,425
33,798
Unearned contract revenue
17,256
14,503
Contingent earn-out
2,773
2,697
Deferred tax liabilities
23,738
25,862
Total non-current liabilities
198,942
166,610
TOTAL LIABILITIES
401,038
381,165
SHAREHOLDERS’ EQUITY
Issued capital
227,561
225,747
Contributed surplus
4,555
6,019
Retained earnings
84,038
91,268
Accumulated other comprehensive income (loss)
9,483
3,721
TOTAL SHAREHOLDERS’ EQUITY
325,637
326,755
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
$
726,675
$
707,920
Number of common shares issued and outstanding
11,765,055
11,802,364
CALIAN GROUP LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF NET PROFIT
For the three months ended December 31, 2024 and 2023
(Canadian dollars in thousands, except per share data)
Three months ended
December 31,
2024
2023
Revenue
$
185,047
$
179,179
Cost of revenues
126,246
120,961
Gross profit
58,801
58,218
Selling, general and administrative
38,105
34,145
Research and development
2,896
2,719
Share based compensation
1,091
1,190
Profit before under noted items
16,709
20,164
Restructuring expense
692
—
Depreciation and amortization
11,540
9,006
Mergers and acquisition costs
2,320
1,980
Profit before interest income and income tax expense
2,157
9,178
Interest expense
1,783
1,547
Income tax expense
1,350
2,106
NET PROFIT (LOSS)
$
(976)
$
5,525
Net profit (loss) per share:
Basic
$
(0.08)
$
0.47
Diluted
$
(0.08)
$
0.46
CALIAN GROUP LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three months ended December 31, 2024 and 2023
(Canadian dollars in thousands)
Three months ended
December 31,
2024
2023
CASH FLOWS GENERATED FROM (USED IN) OPERATING ACTIVITIES
Net profit
$
(976
)
$
5,525
Items not affecting cash:
Interest expense
1,295
1,098
Changes in fair value related to contingent earn-out
558
726
Lease obligations interest expense
488
449
Income tax expense
1,350
2,106
Employee share purchase plan expense
174
162
Share based compensation expense
917
1,013
Depreciation and amortization
11,540
9,006
Deemed compensation
1,563
604
16,909
20,689
Change in non-cash working capital
Accounts receivable
(167
)
(11,189
)
Work in process
232
(898
)
Prepaid expenses and other
(2,739
)
(74
)
Inventory
(6,241
)
(2,590
)
Accounts payable and accrued liabilities
(858
)
15,516
Unearned contract revenue
1,294
206
8,430
21,660
Interest paid
(1,783
)
(1,547
)
Income tax paid
(2,265
)
(2,575
)
4,382
17,538
CASH FLOWS GENERATED FROM (USED IN) FINANCING ACTIVITIES
Issuance of common shares net of costs
881
694
Dividends
(3,292
)
(3,314
)
Draw on debt facility
26,000
56,000
Payment of lease obligations
(1,442
)
(1,171
)
Repurchase of common shares
(4,926
)
(1,357
)
17,221
50,852
CASH FLOWS USED IN INVESTING ACTIVITIES
Business acquisitions
(11,215
)
(47,457
)
Property, plant and equipment
(1,136
)
(2,400
)
(12,351
)
(49,857
)
NET CASH INFLOW (OUTFLOW)
$
9,252
$
18,533
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
51,788
33,734
CASH AND CASH EQUIVALENTS, END OF PERIOD
$
61,040
$
52,267
Reconciliation of Non-GAAP Measures to Most Comparable IFRS Measures
These non-GAAP measures are mainly derived from the consolidated financial statements, but do not have a standardized meaning prescribed by IFRS; therefore, others using these terms may calculate them differently. The exclusion of certain items from non-GAAP performance measures does not imply that these are necessarily nonrecurring. From time to time, we may exclude additional items if we believe doing so would result in a more transparent and comparable disclosure. Other entities may define the above measures differently than we do. In those cases, it may be difficult to use similarly named non-GAAP measures of other entities to compare performance of those entities to the Company’s performance.
Management believes that providing certain non-GAAP performance measures, in addition to IFRS measures, provides users of the Company’s financial reports with enhanced understanding of the Company’s results and related trends and increases transparency and clarity into the core results of the business. Adjusted EBITDA excludes items that do not reflect, in our opinion, the Company’s core performance and helps users of our MD&A to better analyze our results, enabling comparability of our results from one period to another.
Adjusted EBITDA
Three months ended
December 31,
2024
20231
Net profit
$
(976
)
$
5,525
Share based compensation
1,091
1,190
Restructuring expense
692
—
Depreciation and amortization
11,540
9,006
Mergers and acquisition costs
2,320
1,980
Interest expense
1,783
1,547
Income tax
1,350
2,106
Adjusted EBITDA
$
17,800
$
21,354
Adjusted Net Profit and Adjusted EPS
Three months ended
December 31,
2024
20231
Net profit
$
(976
)
$
5,525
Share based compensation
1,091
1,190
Restructuring expense
692
—
Mergers and acquisition costs
2,320
1,980
Amortization of intangibles
7,334
5,325
Adjusted net profit
10,461
14,020
Weighted average number of common shares basic
11,773,465
11,812,574
Adjusted EPS Basic
0.89
1.19
Adjusted EPS Diluted
$
0.88
$
1.17
Operating Free Cash Flow
Three months ended
December 31,
2024
20231
Cash flows generated from operating activities (free cash flow)
$
4,382
$
17,538
Adjustments:
M&A costs included in operating activities
199
650
Change in non-cash working capital
8,479
(971)
Operating free cash flow
$
13,060
$
17,217
Operating free cash flow per share – basic
1.11
1.46
Operating free cash flow per share – diluted
1.10
1.44
Operating free cash flow conversion
73
%
81
%
Net Debt to Adjusted EBITDA
December 31,
September 30,
2024
20231
Cash
$
61,040
$
52,267
Debt facility
115,750
93,750
Net debt (net cash)
54,710
41,483
Trailing twelve month adjusted EBITDA
88,602
65,987
Net debt to adjusted EBITDA
0.6
0.6
Operating free cash flow measures the company’s cash profitability after required capital spending when excluding working capital changes. The Company’s ability to convert adjusted EBITDA to operating free cash flow is critical for the long term success of its strategic growth. These measurements better align the reporting of our results and improve comparability against our peers. We believe that securities analysts, investors and other interested parties frequently use non-GAAP measures in the evaluation of issuers. Management also uses non-GAAP measures in order to facilitate operating performance comparisons from period to period, prepare annual operating budgets and assess our ability to meet our capital expenditure and working capital requirements. Non-GAAP measures should not be considered a substitute for or be considered in isolation from measures prepared in accordance with IFRS. Investors are encouraged to review our financial statements and disclosures in their entirety and are cautioned not to put undue reliance on non-GAAP measures and view them in conjunction with the most comparable IFRS financial measures. The Company has reconciled adjusted profit to the most comparable IFRS financial measure as shown above.
DistributableEarnings Before Realizations Increased15%to a Record $4.9 billionor$3.07Per Share
Quarterly Dividend Raised by 13%
BROOKFIELD, NEWS, Feb. 13, 2025 (GLOBE NEWSWIRE) — Brookfield Corporation (NYSE: BN, TSX: BN) announced record financial results for the year ended December 31, 2024.
Nick Goodman, President of Brookfield Corporation, said, “We delivered record financial results in 2024, with strong contributions from each of our businesses. Our asset management business had inflows of over $135 billion, our wealth solutions business is now firmly established as a top-tier annuity writer in the U.S., and our operating businesses continue to generate high-quality and stable cash flows.”
He continued, “We expect the positive momentum in each of our businesses to continue this year. Our access to scale capital remains very strong and with transaction activity expected to pick up throughout 2025, we are well positioned to continue to generate strong growth in our cash flows and intrinsic value.”
Operating Results
Distributable earnings (“DE”) before realizations increased by 24% and 15% on a per share basis compared to the prior year periods.
Unaudited For the periods ended December 31 (US$ millions, except per share amounts)
Three Months Ended
Years Ended
2024
2023
2024
2023
Net income of consolidated business1
$
101
$
3,134
$
1,853
$
5,105
Net income attributable to Brookfield shareholders2
432
699
641
1,130
Distributable earnings before realizations2,3
1,498
1,209
4,871
4,223
– Per Brookfield share2,3
0.94
0.76
3.07
2.66
Distributable earnings2,3
1,606
1,312
6,274
4,806
– Per Brookfield share2,3
1.01
0.83
3.96
3.03
See endnotes on page8.
Total consolidated net income was $101 million in the quarter and $1.9 billion for the year. Distributable earnings before realizations were a record $1.5 billion ($0.94/share) for the quarter and $4.9 billion ($3.07/share) for the year.
Our asset management business generated a 17% increase in fee-related earnings compared to the prior year quarter, benefiting from strong fundraising momentum and the scaling of its credit platform through strategic partnerships.
Wealth solutions earnings nearly doubled compared to the prior year, on the back of the acquisition of American Equity Life (“AEL”), organic growth and the attractive returns on our investment portfolio.
Our operating businesses continue to deliver stable and growing cash flows, underpinned by the strong earnings of our renewable power and transition, infrastructure and private equity businesses and 4% growth in same-store net operating income (“NOI”) from our core real estate portfolio.
During the quarter and for the year, earnings from realizations were $108 million and $1.4 billion, with total DE for the quarter and for the year of $1.6 billion ($1.01/share) and $6.3 billion ($3.96/share), respectively.
Regular Dividend Declaration
The Board declared a 13% increase in the quarterly dividend for Brookfield Corporation to $0.09 per share (representing $0.36 per annum), payable on March 31, 2025 to shareholders of record as at the close of business on March 14, 2025. The Board also declared the regular monthly and quarterly dividends on our preferred shares.
Operating Highlights
Distributable earnings before realizations were a record$1.5 billion($0.94/share) for the quarter and$4.9 billion($3.07/share) for theyear, representing an increase of24%and15%on a per share basis over the prior year periods, respectively. Total distributable earnings were$1.6 billion($1.01/share) for the quarter and$6.3 billion($3.96/share) for theyear.
Asset Management:
DE was $694 million ($0.44/share) in the quarter and $2.6 billion ($1.67/share) for the year.
Fee-related earnings grew by 17% compared to the prior year quarter, driven by an 18% increase in fee-bearing capital over the prior year to $539 billion as at December 31, 2024. Total inflows were over $135 billion in 2024.
Our latest round of flagship funds have raised approximately $40 billion across our second global transition fund strategy, our fifth opportunistic real estate fund strategy, and our flagship opportunistic credit fund strategy. Heading into 2025, we expect to hold final closes for our latest flagship funds and continue to actively deploy capital, which should contribute to strong earnings growth.
Wealth Solutions:
Distributable operating earnings were $421 million ($0.26/share) in the quarter and $1.4 billion ($0.85/share) for the year.
Insurance assets increased to over $120 billion, as we originated approximately $19 billion of retail and institutional annuity sales in 2024. We continue to diversify the business by growing our pension risk transfer capabilities and expanding into new markets. An example of this is the completion of our first reinsurance transaction in the U.K., at $1.3 billion which closed in the fourth quarter.
The average investment portfolio yield was 5.4%, 1.8% higher than the average cost of capital. As we continue to rotate the investment portfolio, annualized earnings for the business are well positioned to grow from approximately $1.6 billion today to $2 billion in the near term.
We are raising close to $2 billion of retail capital per month via our combined wealth solutions platforms.
Operating Businesses:
DE was $562 million ($0.35/share) in the quarter and $1.6 billion ($1.03/share) for the year.
Operating Funds from Operations in our renewable power, transition and infrastructure businesses increased by 10% over the prior year. Our private equity business continues to contribute resilient, high-quality cash flows. Our core real estate portfolio continues to grow its same-store NOI, delivering a 4% increase over the prior year quarter.
In our real estate business, we signed close to 27 million square feet of office and retail leases during the year. Rents on the newly signed leases were approximately 35% higher compared to those leases expiring in the fourth quarter. Also during the fourth quarter, our DE benefited from monetizing a land parcel within our North American residential operations.
As real estate markets continue to recover in the coming years, we expect earnings and valuations of the business to strengthen.
Earnings from the monetization of mature assets were$108 million($0.07/share) for the quarter and$1.4 billion($0.89/share) for theyear.
During the year, we closed nearly $40 billion of asset sales at strong returns, which include a portfolio of U.S. manufactured housing assets and several renewable power and infrastructure assets globally. With the pick-up in transaction activity, we expect this momentum to accelerate into 2025.
Total accumulated unrealized carried interest was $11.5 billion at year end, representing an increase of 13% over the prior year, net of carried interest realized into income. We recognized approximately $400 million of net realized carried interest into income in 2024, and we expect to realize significant carried interest as we actively monetize assets in the coming years.
We ended the quarter with a record$160 billionof capital available to deploy into new investments.
We have record deployable capital of approximately $160 billion, which includes $68 billion of cash, financial assets and undrawn credit lines at the Corporation, our affiliates and our wealth solutions business.
Our balance sheet is robust and remains conservatively capitalized. Our corporate debt at the Corporation has a weighted-average term of 14 years and today we have no maturities through to the end of 2025.
Over the year, we returned $1.5 billion to shareholders through regular dividends and share repurchases, with total share buybacks of approximately $1 billion. In 2025 so far, we have repurchased over $200 million of shares.
We had an active year in the capital markets. We executed approximately $135 billion of financings, including issuing $700 million of 30-year subordinated notes and a $1 billion, 7-year non-recourse loan to a large institutional partner of ours, the proceeds of which will mainly be directed towards share repurchases.
CONSOLIDATED BALANCE SHEETS
Unaudited (US$ millions)
December 31
December 31
2024
2023
Assets
Cash and cash equivalents
$
15,051
$
11,222
Other financial assets
25,887
28,324
Accounts receivable and other
40,509
31,001
Inventory
8,458
11,412
Equity accounted investments
68,310
59,124
Investment properties
103,665
124,152
Property, plant and equipment
153,019
147,617
Intangible assets
36,072
38,994
Goodwill
35,730
34,911
Deferred income tax assets
3,723
3,338
Total Assets
$
490,424
$
490,095
Liabilities and Equity
Corporate borrowings
$
14,232
$
12,160
Accounts payable and other
60,223
59,011
Non-recourse borrowings
220,560
221,550
Subsidiary equity obligations
4,759
4,145
Deferred income tax liabilities
25,267
24,987
Equity
Non-controlling interests in net assets
$
119,406
$
122,465
Preferred equity
4,103
4,103
Common equity
41,874
165,383
41,674
168,242
Total Equity
165,383
168,242
Total Liabilities and Equity
$
490,424
$
490,095
CONSOLIDATED STATEMENTS OF OPERATIONS
Unaudited For the periods ended December 31 (US$ millions, except per share amounts)
Three Months Ended
Years Ended
2024
2023
2024
2023
Revenues
$
19,426
$
24,518
$
86,006
$
95,924
Direct costs1
(11,977
)
(18,168
)
(58,199
)
(72,334
)
Other income and gains
52
4,256
1,247
6,501
Equity accounted income
1,034
429
2,729
2,068
Interest expense
– Corporate borrowings
(183
)
(142
)
(727
)
(596
)
– Non-recourse borrowings
Same-store
(3,474
)
(3,903
)
(14,889
)
(14,907
)
Acquisitions, net of dispositions2
(136
)
—
(319
)
—
Upfinancings2
(186
)
—
(680
)
—
Corporate costs
(20
)
(16
)
(76
)
(69
)
Fair value changes
(1,759
)
(1,326
)
(2,520
)
(1,396
)
Depreciation and amortization
(2,417
)
(2,427
)
(9,737
)
(9,075
)
Income tax
(259
)
(87
)
(982
)
(1,011
)
Net income
101
3,134
1,853
5,105
Loss (income) attributable to non-controlling interests
331
(2,435
)
(1,212
)
(3,975
)
Net income attributable to Brookfield shareholders
$
432
$
699
$
641
$
1,130
Net income per share
Diluted
$
0.25
$
0.42
$
0.31
$
0.61
Basic
0.26
0.43
0.31
0.62
1. Direct costs disclosed above exclude depreciation and amortization expense. 2. Interest expense from acquisitions, net of dispositions, and upfinancings completed for the year ended December 31, 2024.
SUMMARIZED FINANCIAL RESULTS
DISTRIBUTABLE EARNINGS
Unaudited For the periods ended December 31 (US$ millions)
Three Months Ended
Years Ended
2024
2023
2024
2023
Asset management
$
694
$
649
$
2,645
$
2,554
Wealth solutions
421
253
1,350
740
BEP
107
102
428
417
BIP
84
79
336
319
BBU
8
9
35
36
BPG
351
218
855
733
Other
12
(8
)
(28
)
(43
)
Operating businesses
562
400
1,626
1,462
Corporate costs and other
(179
)
(93
)
(750
)
(533
)
Distributable earnings before realizations1
1,498
1,209
4,871
4,223
Realized carried interest, net
108
100
403
570
Disposition gains from principal investments
—
3
1,000
13
Distributable earnings1
$
1,606
$
1,312
$
6,274
$
4,806
1. Non-IFRS measure – see Non-IFRS and Performance Measures section on page 8.
RECONCILIATION OF NET INCOME TO DISTRIBUTABLE EARNINGS
Unaudited For the periods ended December 31 (US$ millions)
Three Months Ended
Years Ended
2024
2023
2024
2023
Net income
$
101
$
3,134
$
1,853
$
5,105
Financial statement components not included in DE:
Equity accounted fair value changes and other items
448
1,097
2,679
2,902
Fair value changes and other
1,685
1,549
2,652
1,952
Depreciation and amortization
2,417
2,427
9,737
9,075
Disposition gains in net income
(659
)
(4,424
)
(1,234
)
(6,080
)
Deferred income taxes
82
(416
)
(341
)
(897
)
Non-controlling interests in the above items1
(2,560
)
(2,064
)
(10,570
)
(7,941
)
Less: realized carried interest, net
(108
)
(100
)
(403
)
(570
)
Working capital, net
92
6
498
677
Distributable earnings before realizations2
1,498
1,209
4,871
4,223
Realized carried interest, net3
108
100
403
570
Disposition gains from principal investments
—
3
1,000
13
Distributable earnings2
$
1,606
$
1,312
$
6,274
$
4,806
1. Amounts attributable to non-controlling interests are calculated based on the economic ownership interests held by non-controlling interests in consolidated subsidiaries. By adjusting DE attributable to non-controlling interests, we are able to remove the portion of DE earned at non-wholly owned subsidiaries that is not attributable to Brookfield. 2. Non-IFRS measure – see Non-IFRS and Performance Measures section on page 8. 3. Includes our share of Oaktree’s distributable earnings attributable to realized carried interest.
EARNINGS PER SHARE
Unaudited For the periods ended December 31 (millions, except per share amounts)
Three Months Ended
Years Ended
2024
2023
2024
2023
Net income
$
101
$
3,134
$
1,853
$
5,105
Non-controlling interests
331
(2,435
)
(1,212
)
(3,975
)
Net income attributable to shareholders
432
699
641
1,130
Preferred share dividends1
(41
)
(43
)
(168
)
(166
)
Net income available to common shareholders
391
656
473
964
Dilutive impact of exchangeable shares of affiliate
3
3
12
5
Net income available to common shareholders including dilutive impact of exchangeable shares
$
394
$
659
$
485
$
969
Weighted average shares
1,508.3
1,540.1
1,511.5
1,558.5
Dilutive effect of conversion of options and escrowed shares using treasury stock method2 and exchangeable shares of affiliate
81.1
40.8
73.1
29.7
Shares and share equivalents
1,589.4
1,580.9
1,584.6
1,588.2
Diluted earnings per share3
$
0.25
$
0.42
$
0.31
$
0.61
1. Excludes dividends paid on perpetual subordinated notes of $2 million (2023 – $2 million) and $10 million (2023 – $10 million) for the three months and year ended December 31, 2024, which are recognized within net income. 2. Includes management share option plan and escrowed stock plan. 3. Per share amounts are inclusive of dilutive effect of mandatorily redeemable preferred shares held in a consolidated subsidiary.
Additional Information
The Letter to Shareholders and the company’s Supplemental Information for the three months and year ended December 31, 2024, contain further information on the company’s strategy, operations and financial results. Shareholders are encouraged to read these documents, which are available on the company’s website.
The statements contained herein are based primarily on information that has been extracted from our financial statements for the periods ended December 31, 2024, which have been prepared using IFRS, as issued by the IASB. The amounts have not been audited by Brookfield Corporation’s external auditor.
Brookfield Corporation’s Board of Directors has reviewed and approved this document, including the summarized unaudited consolidated financial statements prior to its release.
Information on our dividends can be found on our website under Stock & Distributions/Distribution History.
Quarterly Earnings Call Details
Investors, analysts and other interested parties can access Brookfield Corporation’s 2024 Fourth Quarter Results as well as the Shareholders’ Letter and Supplemental Information on Brookfield Corporation’s website under the Reports & Filings section at www.bn.brookfield.com.
Brookfield Corporation is a leading global investment firm focused on building long-term wealth for institutions and individuals around the world. We have three core businesses: Alternative Asset Management, Wealth Solutions, and our Operating Businesses which are in renewable power, infrastructure, business and industrial services, and real estate.
We have a track record of delivering 15%+ annualized returns to shareholders for over 30 years, supported by our unrivaled investment and operational experience. Our conservatively managed balance sheet, extensive operational experience, and global sourcing networks allow us to consistently access unique opportunities. At the center of our success is the Brookfield Ecosystem, which is based on the fundamental principle that each group within Brookfield benefits from being part of the broader organization. Brookfield Corporation is publicly traded in New York and Toronto (NYSE: BN, TSX: BN).
Please note that Brookfield Corporation’s previous audited annual and unaudited quarterly reports have been filed on EDGAR and SEDAR+ and can also be found in the investor section of its website at www.brookfield.com. Hard copies of the annual and quarterly reports can be obtained free of charge upon request.
This news release and accompanying financial information are based on International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”), unless otherwise noted.
We make reference to Distributable Earnings (“DE”). We define DE as the sum of distributable earnings from our asset management business, distributable operating earnings from our wealth solutions business, distributions received from our ownership of investments, realized carried interest and disposition gains from principal investments, net of earnings from our Corporate Activities, preferred share dividends and equity-based compensation costs. We also make reference to DE before realizations, which refers to DE before realized carried interest and realized disposition gains from principal investments. We believe these measures provide insight into earnings received by the company that are available for distribution to common shareholders or to be reinvested into the business.
Realized carried interest and realized disposition gains are further described below:
Realized Carried Interest represents our contractual share of investment gains generated within a private fund after considering our clients’ minimum return requirements. Realized carried interest is determined on third-party capital that is no longer subject to future investment performance.
Realized Disposition Gains from Principal Investments are included in DE because we consider the purchase and sale of assets from our directly held investments to be a normal part of the company’s business. Realized disposition gains include gains and losses recorded in net income and equity in the current period, and are adjusted to include fair value changes and revaluation surplus balances recorded in prior periods which were not included in prior period DE.
We use DE to assess our operating results and the value of Brookfield Corporation’s business and believe that many shareholders and analysts also find these measures of value to them.
We make reference to Operating Funds from Operations (“Operating FFO”). We define Operating FFO as the company’s share of revenues less direct costs and interest expenses; excludes realized carried interest and disposition gains, fair value changes, depreciation and amortization and deferred income taxes; and includes our proportionate share of FFO from operating activities recorded by equity accounted investments on a fully diluted basis.
We make reference to Net Operating Income (“NOI”), which refers to the revenues from our operations less direct expenses before the impact of depreciation and amortization within our real estate business. We present this measure as we believe it is a key indicator of our ability to impact the operating performance of our properties. As NOI excludes non-recurring items and depreciation and amortization of real estate assets, it provides a performance measure that, when compared to prior periods, reflects the impact of operations from trends in occupancy rates and rental rates.
We disclose a number of financial measures in this news release that are calculated and presented using methodologies other than in accordance with IFRS. These financial measures, which include DE, should not be considered as the sole measure of our performance and should not be considered in isolation from, or as a substitute for, similar financial measures calculated in accordance with IFRS. We caution readers that these non-IFRS financial measures or other financial metrics are not standardized under IFRS and may differ from the financial measures or other financial metrics disclosed by other businesses and, as a result, may not be comparable to similar measures presented by other issuers and entities.
We provide additional information on key terms and non-IFRS measures in our filings available at www.bn.brookfield.com.
1. Consolidated basis – includes amounts attributable to non-controlling interests. 2. Excludes amounts attributable to non-controlling interests. 3. See Reconciliation of Net Income to Distributable Earnings on page 5 and Non-IFRS and Performance Measures section on page 8.
Notice to Readers
Brookfield Corporation is not making any offer or invitation of any kind by communication of this news release and under no circumstance is it to be construed as a prospectus or an advertisement.
This news release contains “forward-looking information” within the meaning of Canadian provincial securities laws and “forward-looking statements” within the meaning of the U.S. Securities Act of 1933, the U.S. Securities Exchange Act of 1934, “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and in any applicable Canadian securities regulations (collectively, “forward-looking statements”). Forward- looking statements include statements that are predictive in nature, depend upon or refer to future results, events or conditions, and include, but are not limited to, statements which reflect management’s current estimates, beliefs and assumptions regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies, capital management and outlook of Brookfield Corporation and its subsidiaries, as well as the outlook for North American and international economies for the current fiscal year and subsequent periods, and which in turn are based on our experience and perception of historical trends, current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. The estimates, beliefs and assumptions of Brookfield Corporation are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and as such, are subject to change. Forward-looking statements are typically identified by words such as “expect,” “anticipate,” “believe,” “foresee,” “could,” “estimate,” “goal,” “intend,” “plan,” “seek,” “strive,” “will,” “may” and “should” and similar expressions. In particular, the forward-looking statements contained in this news release include statements referring to the impact of current market or economic conditions on our business, the future state of the economy or the securities market, the anticipated allocation and deployment of our capital, our fundraising targets, and our target growth objectives.
Although Brookfield Corporation believes that such forward-looking statements are based upon reasonable estimates, beliefs and assumptions, actual results may differ materially from the forward-looking statements. Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include, but are not limited to: (i) returns that are lower than target; (ii) the impact or unanticipated impact of general economic, political and market factors in the countries in which we do business; (iii) the behavior of financial markets, including fluctuations in interest and foreign exchange rates and heightened inflationary pressures; (iv) global equity and capital markets and the availability of equity and debt financing and refinancing within these markets; (v) strategic actions including acquisitions and dispositions; the ability to complete and effectively integrate acquisitions into existing operations and the ability to attain expected benefits; (vi) changes in accounting policies and methods used to report financial condition (including uncertainties associated with critical accounting assumptions and estimates); (vii) the ability to appropriately manage human capital; (viii) the effect of applying future accounting changes; (ix) business competition; (x) operational and reputational risks; (xi) technological change; (xii) changes in government regulation and legislation within the countries in which we operate; (xiii) governmental investigations and sanctions; (xiv) litigation; (xv) changes in tax laws; (xvi) ability to collect amounts owed; (xvii) catastrophic events, such as earthquakes, hurricanes and epidemics/pandemics; (xviii) the possible impact of international conflicts and other developments including terrorist acts and cyberterrorism; (xix) the introduction, withdrawal, success and timing of business initiatives and strategies; (xx) the failure of effective disclosure controls and procedures and internal controls over financial reporting and other risks; (xxi) health, safety and environmental risks; (xxii) the maintenance of adequate insurance coverage; (xxiii) the existence of information barriers between certain businesses within our asset management operations; (xxiv) risks specific to our business segments including asset management, wealth solutions, renewable power and transition, infrastructure, private equity, real estate and corporate activities; and (xxv) factors detailed from time to time in our documents filed with the securities regulators in Canada and the United States.
We caution that the foregoing list of important factors that may affect future results is not exhaustive and other factors could also adversely affect future results. Readers are urged to consider these risks, as well as other uncertainties, factors and assumptions carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements, which are based only on information available to us as of the date of this news release or such other date specified herein. Except as required by law, Brookfield Corporation undertakes no obligation to publicly update or revise any forward- looking statements, whether written or oral, that may be as a result of new information, future events or otherwise.
Past performance is not indicative nor a guarantee of future results. There can be no assurance that comparable results will be achieved in the future, that future investments will be similar to historic investments discussed herein, that targeted returns, growth objectives, diversification or asset allocations will be met or that an investment strategy or investment objectives will be achieved (because of economic conditions, the availability of appropriate opportunities or otherwise).
Target returns and growth objectives set forth in this news release are for illustrative and informational purposes only and have been presented based on various assumptions made by Brookfield Corporation in relation to the investment strategies being pursued, any of which may prove to be incorrect. There can be no assurance that targeted returns or growth objectives will be achieved. Due to various risks, uncertainties and changes (including changes in economic, operational, political or other circumstances) beyond Brookfield Corporation’s control, the actual performance of the business could differ materially from the target returns and growth objectives set forth herein. In addition, industry experts may disagree with the assumptions used in presenting the target returns and growth objectives. No assurance, representation or warranty is made by any person that the target returns or growth objectives will be achieved, and undue reliance should not be put on them.
When we speak about our wealth solutions business or Brookfield Wealth Solutions, we are referring to Brookfield’s investments in this business that supported the acquisitions of its underlying operating subsidiaries.
Announced Proposed Transaction to Increase Tangible Book Value to Ben Public Company Stockholders by$9Million on 8.4 Million Shares Outstanding, Permanent Equity Increased by $35 Million
Completed First Primary Capital Transaction as Part of Ongoing Business Development Activities
Announced Proposed International Bank Acquisition to Expand Alternative and Digital Asset Markets Capabilities
DALLAS, Feb. 13, 2025 (GLOBE NEWSWIRE) — Beneficient (NASDAQ: BENF) (“Ben” or the “Company”), a technology-enabled platform providing exit opportunities and primary capital solutions and related trust and custody services to holders of alternative assets through its proprietary online platform, AltAccess, today reported its financial results for the fiscal 2025 third quarter, which ended December 31, 2024.
Commenting on the fiscal 2025 third quarter results, Beneficient management said: “Our fiscal third quarter was focused on key steps that we believe will ready Ben for significant new activities in delivering liquidity, primary capital and digital asset markets solutions – which we believe are all opportunities to disrupt and enhance the solutions available to large financial audiences. During the fiscal third quarter, we also closed our first primary capital transaction and are seeking additional opportunities.
“A complementary part of our plan is the proposed acquisition of Mercantile Bank International Corp. (“Mercantile Bank”), a Puerto Rico-based International Financial Entity, which is expected to enable Ben to offer an expanded range of digital asset market solutions and companion custody, clearing and control account fee-based services. We intend to drive new growth opportunities in calendar 2025, which we believe have the potential to generate above market fee rates. These efforts are expected to further build out our expansive model and enable the Company to benefit from a growing range of trust, custody and other services we provide as well as the underlying performance of the private equity assets held in trust.
“Additionally, we are pleased to have continued to strengthen our capital structure, increasing our permanent equity by $35 million through a re-designation of certain preferred equity. Furthermore, we executed an agreement to complete additional transactions designed to revise the liquidation priority of Beneficient Company Holdings, L.P. (“BCH”) and deliver other benefits to our public company stockholders provided by entities controlled by our founders, which are expected to become increasingly visible as the Company enters into more liquidity and primary capital transactions.”
ThirdQuarter Fiscal2025and Recent Highlights (for the quarter endedDecember 31, 2024or as noted):
Reported investments with a fair value of $334.3 million, increased from $329.1 million at the end of our prior fiscal year, served as collateral for Ben Liquidity’s net loan portfolio of $260.6 million and $256.2 million, respectively. Reported investments include our first primary capital transaction with a closing of $1.4 million on December 31, 2024.
Revenues increased to $4.4 million in the third quarter of fiscal 2025 as compared to $(10.2) million in the same quarter of fiscal 2024. For the nine months ended December 31, 2024, revenues for fiscal 2025 were $23.0 million as compared to $(55.7) million for fiscal 2024.
Operating expenses declined 98% to $13.9 million in the third quarter of fiscal 2025, as compared to $905.7 million in the third quarter of fiscal 2024, which included a non-cash goodwill impairment of $883.2 million. For the nine months ended December 31, 2024, operating expenses for fiscal 2025 were $1.9 million, which included the release of a loss contingency accrual of $55.0 million and non-cash goodwill impairment of $3.7 million, as compared to $2.4 billion in fiscal 2024, which included non-cash goodwill impairment of $2.3 billion.
Excluding the non-cash goodwill impairment in the prior comparable period, operating expenses declined 38% to $13.9 million in the third quarter of fiscal 2025 as compared to $22.5 million in the same period of fiscal 2024. For the nine months ended December 31, 2024, excluding the non-cash goodwill impairment and the loss contingency release in each period, as applicable, operating expenses were $53.2 million in fiscal 2025 as compared to $111.7 million in fiscal 2024.
Improved permanent equity from a deficit of $148.3 million as of June 30, 2024 to a positive $14.3 million as of December 31, 2024 through a combination of redesignating approximately $160.5 million of temporary equity to permanent equity and additional capital from equity sales and liquidity transactions offset by net loss allocable to permanent equity classified securities of $6.9 million during the applicable period.
Announced proposed transaction on December 23, 2024 to revise the liquidation priority of BCH and provide other benefits to our public company shareholders, which on a proforma basis, amounts to $9.2 million of tangible book value to Ben’s public company stockholders(1) using December 31, 2024 financial information, as compared to no book value to Ben’s public company stockholders absent the transaction.
Announced an agreement to acquire Mercantile Bank in exchange for an aggregate purchase price of $1.5 million, subject to certain closing conditions, which is expected to enable Ben to offer an expanded range of digital asset markets solutions and companion custody, clearing and control account fee-based services that generate additional cash flow in calendar 2025, including additional alternative asset custody services with the potential to generate higher fee rates than are generally available for traditional custody services.
Loan Portfolio
As a result of executing on our business plan of providing financing for liquidity, or early investment exits, for alternative asset marketplace participants, Ben organically develops a balance sheet comprised largely of loans collateralized by a well- diversified alternative asset portfolio that is expected to grow as Ben successfully executes on its core business.
Ben’s balance sheet strategy for ExAlt Loan origination is built on the theory of the portfolio endowment model for the fiduciary financings we make by utilizing our patent-pending computer implemented technologies branded as OptimumAlt. Our OptimumAlt endowment model balance sheet approach guides diversification of our fiduciary financings across seven asset classes of alternative assets, over 11 industry sectors in which alternative asset managers invest, and at least six countrywide exposures and multiple vintages of dates of investment into the private funds and companies.
As of December 31, 2024, Ben’s loan portfolio was supported by a highly diversified alternative asset collateral portfolio providing diversification across approximately 220 private market funds and approximately 750 investments across various asset classes, industry sectors and geographies. This portfolio includes exposure to some of the most exciting, sought after private company names worldwide, such as the largest private space exploration company, an innovative software and payment systems provider, a venture capital firm investing in waste-to-energy and clean energy technologies, a technology company providing Net Zero solutions in the production of advanced biofuels, a designer and manufacturer of shaving products, a large online store for women’s clothes and other fashionable accessories that has announced intentions to go public, a mobile banking services provider, and others.
Figure 1: Portfolio Diversification
Diversification Using Principal Loan Balance, Net of Allowance for Credit Losses
As of December 31, 2024, the charts below present the ExAlt Loan portfolio’s relative exposure by certain characteristics (percentages determined by aggregate fiduciary ExAlt Loan portfolio principal balance net of allowance for credit losses, which includes the exposure to interests in certain of our former affiliates composing part of the Fiduciary Loan Portfolio).
As of December 31, 2024. Represents the characteristics of professionally managed funds and investments in the Collateral (defined as follows) portfolio. The Collateral for the ExAlt Loans in the loan portfolio is comprised of a diverse portfolio of direct and indirect interests (through various investment vehicles, including, limited partnership interests and private and public equity and debt securities, which include our and our affiliates’ or our former affiliates’ securities), primarily in third-party, professionally managed private funds and investments. Loan balances usedto calculate the percentages reported in the pie charts are loan balances net of any allowance for credit losses, and as ofDecember 31, 2024, the total allowance for credit losses was$325 million, for a total gross loan balance of$586 millionand a loan balance net of allowance for credit losses of$261 million.
Business Segments: Third Quarter Fiscal 2025
Ben Liquidity
Ben Liquidity offers simple, rapid and cost-effective liquidity products through the use of our proprietary financing and trust structure, or the “Customer ExAlt Trusts,” which facilitate the exchange of a customer’s alternative assets for consideration.
Ben Liquidity recognized $11.3 million of interest income for the fiscal third quarter, a decrease of 5.7% from the quarter ended September 30, 2024, primarily due to a higher percentage loans being placed on nonaccrual status, partially offset by the effects of compounding interest on the remaining loans.
Operating loss for the fiscal third quarter was $2.9 million, a decline from operating income of $2.9 million for the quarter ended September 30, 2024. The decline in operating performance was due to higher intersegment credit losses in the current fiscal period as compared to the quarter ended September 30, 2024 due to slightly lower collateral values while the amortized cost basis increased principally due to interest capitalizing at a higher rate than loan payments.
Ben Custody
Ben Custody provides full-service trust and custody administration services to the trustees of certain of the Customer ExAlt Trusts, which own the exchanged alternative assets following liquidity transactions in exchange for fees payable quarterly calculated as a percentage of assets in custody.
NAV of alternative assets and other securities held in custody by Ben Custody during the fiscal third quarter increased to $385.1 million as of December 31, 2024, compared to $381.2 million as of March 31, 2024. The increase was driven by $1.4 million of new originations and unrealized gains on existing assets, principally related adjustments to the relative share held in custody of the respective fund’s NAV based on updated financial information received from the funds’ investment manager or sponsor during the period, offset by distributions during the period.
Revenues applicable to Ben Custody were $5.4 million for the fiscal third quarter, compared to $5.4 million for the quarter ended September 30, 2024. The similar amount of revenues for these periods was a result of stable NAV of alternative assets and other securities held in custody at the beginning of each applicable period, when such fees are calculated.
Operating income for the fiscal third quarter decreased to $3.5 million, from $4.3 million for the quarter ended September 30, 2024. The decrease was primarily due to credit losses related to certain fees collateralized by securities of our former parent company. Additionally, there was no non-cash goodwill impairment in the third fiscal quarter as compared to non-cash goodwill impairment of $0.3 million for the quarter ended September 30, 2024.
Adjusted operating income(1) for the fiscal third quarter was $4.8 million, compared to adjusted operating income(1) of $4.6 million for the quarter ended September 30, 2024. The increase was due to slightly lower operating expenses, principally related to lower employee compensation due to lower headcount.
Business Segments: Through Nine Months Ended Fiscal2025
Ben Liquidity
Ben Liquidity recognized $34.1 million of interest income for the nine months ended December 31, 2024, down 6.0% compared to the prior year period, primarily due to lower loans, net of the allowance for credit losses, resulting from higher levels of non-accrual loans and loan prepayments, partially offset by new loans originated.
Operating loss was $0.5 million for the nine months ended December 31, 2024, improving from an operating loss of $1.8 billion in the prior year period. The prior period loss was driven by non-cash goodwill impairment totaling $1.7 billion and credit losses largely related to securities of our former parent company.
Adjusted operating loss(1) was $0.5 million for the nine months ended December 31, 2024 compared to adjusted operating loss(1) of $11.8 million in the prior year period with the improvement in adjusted operating loss(1) primarily related to lower credit loss adjustments recognized in the current fiscal year and lower employee compensation costs due to lower headcount.
Ben Custody
Ben Custody revenues were $16.2 million for the nine months ended December 31, 2024, down 14.7%, compared to the prior year period, primarily due to lower NAV of alternative assets and other securities held in custody.
Operating income was $9.1 million for the nine months ended December 31, 2024 compared to operating loss of $538.8 million in the prior year period, with the increase in operating income principally related to a significantly larger non-cash goodwill impairment in the prior year period of $554.6 million as compared to $3.4 million in the current fiscal year.
Adjusted operating income(1) for the nine months ended December 31, 2024 was $13.9 million, compared to adjusted operating income(1) of $15.8 million in the prior year period with the decrease in adjusted operating income(1) primarily due to lower revenue related to lower NAV of alternative assets and other securities held in custody partially offset by slightly lower operating expenses during the current fiscal year period.
Capital and Liquidity
As of December 31, 2024, the Company had cash and cash equivalents of $4.1 million and total debt of $122.9 million.
Distributions received from alternative assets and other securities held in custody totaled $19.3 million for the nine months ended December 31, 2024, compared to $38.4 million for the same period of fiscal 2024.
Total investments (at fair value) of $334.3 million at December 31, 2024 supported Ben Liquidity’s loan portfolio.
(1) Represents a non-GAAP financial measure. For reconciliations of our non-GAAP measures to the most directly comparable GAAP financial measures and for the reasons we believe the non-GAAP measures provide useful information, see Non-GAAP Reconciliations.
Board Update
On November 21, 2024, Karen Wendel was appointed to the Board as an independent director and a member of various committees, including the Audit committee of the Board, bringing substantial additional expertise in Cyber Security, Identity Solutions, Security Regulations, ISO Global Standards, e-Commerce, e-Healthcare, PKI Digital Certificates and Blockchain to Beneficient. Ms. Wendel serves as Founder and Chief Executive Officer of Trust Chains, a cybersecurity consulting firm, and previously served as the Chief Executive Officer and board member of IdenTrust, a global identity solutions company, from May 2003 to February 2016. Ms. Wendel has also served as Chief Executive Officer and a board member for eFinance Corporation, as a board member and audit committee member of Level Field Capital, a Nasdaq-traded special purpose acquisition company, as a partner at the Capital Markets Company (CAPCO), a Belgium-based consulting firm, and is the former head of the U.S. Financial Services Practice at Gemini Consulting. Ms. Wendel is an author on financial management, payments and supply chain integration; an advisor to U.S. government agencies and the European Union on emerging technologies for payments and transaction processing; and a keynote speaker at major international banking conferences.
Consolidated Fiscal Third Quarter Results
Table 1 below presents a summary of selected unaudited consolidated operating financial information.
Consolidated FiscalThirdQuarter Results ($ in thousands, except share and per share amounts)
Fiscal3Q25 December 31, 2024
Fiscal2Q25 September 30, 2024
Fiscal3Q24 December 31, 2023
Change % vs. Prior Quarter
YTD Fiscal 2025
YTD Fiscal 2024
Change % vs. Prior YTD
GAAP Revenues
$
4,419
$
8,561
$
(10,235
)
(48.4)%
$
23,026
$
(55,739
)
NM
Adjusted Revenues(1)
4,427
8,734
8,456
(49.3)%
23,572
8,478
NM
GAAP Operating Income (Loss)
(9,513
)
(13,715
)
(915,951
)
30.6%
21,110
(2,453,685
)
NM
Adjusted Operating Loss(1)
(7,301
)
(6,611
)
(11,684
)
(10.4)%
(18,638
)
(57,374
)
67.5%
Basic Class A EPS
$
(1.32
)
$
2.98
$
(158.36
)
NM
$
10.30
$
(668.31
)
NM
Diluted Class A EPS
$
(1.32
)
$
0.03
$
(158.36
)
NM
$
0.12
$
(668.31
)
NM
Segment Revenues attributable to Ben’s Equity Holders(2)
16,621
16,626
17,961
—%
49,482
53,715
(7.9)%
Adjusted Segment Revenues attributable to Ben’s Equity Holders (1)(2)
16,621
16,626
18,146
—%
49,489
55,059
(10.1)%
Segment Operating Income (Loss) attributable to Ben’s Equity Holders
(8,281
)
(9,192
)
(894,617
)
9.9%
27,391
(2,414,893
)
NM
Adjusted Segment Operating Loss attributable to Ben’s Equity Holders(1)(2)
$
(4,737
)
$
(2,261
)
$
(4,594
)
NM
$
(11,551
)
$
(37,583
)
69.3%
NM – Not meaningful.
(1) Adjusted Revenues, Adjusted Operating Loss, Adjusted Segment Revenues attributable to Ben’s Equity Holders and Adjusted Segment Operating Loss attributable to Ben’s Equity Holders are non-GAAP financial measures. For reconciliations of our non-GAAP measures to the most directly comparable GAAP financial measures and for the reasons we believe the non-GAAP measures provide useful information, see Non-GAAP Reconciliations.
(2) Segment financial information attributable to Ben’s equity holders is presented to provide users of our financial information an understanding and visual aide of the segment information (revenues, operating income (loss), and adjusted operating income (loss)) that impacts Ben’s Equity Holders. “Ben’s Equity Holders” refers to the holders of Beneficient Class A and Class B common stock and Series B Preferred Stock as well as holders of interests in BCH which represent noncontrolling interests. For a description of noncontrolling interests, see Item 2 of our Quarterly Report on Form 10-Q for the nine months ended December 31, 2024, and Reconciliation of Business Segment Information Attributable to Ben’s Equity Holders to Net Income Attributable to Ben Common Holders. Such information is computed as the sum of the Ben Liquidity, Ben Custody and Corp/Other segments since it is the operating results of those segments that determine the net income (loss) attributable to Ben’s Equity Holders. See further information in table 5 and Non-GAAP Reconciliations.
Table 2 below presents a summary of selected unaudited consolidated balance sheet information.
Consolidated FiscalThirdQuarter Results ($ in thousands)
Fiscal3Q25 As of December 31, 2024
Fiscal 4Q24 As of March 31, 2024
Change %
Investments, at Fair Value
$
334,278
$
329,119
1.6%
All Other Assets
52,720
22,676
132.5%
Goodwill and Intangible Assets, Net
13,014
16,706
(22.1)%
Total Assets
$
400,012
$
368,501
8.6%
Business Segment Information Attributable to Ben’s Equity Holders(1)
Table 3 below presents unaudited segment revenues and segment operating income (loss) for business segments attributable to Ben’s equity holders.
Segment Revenues Attributable to Ben’s Equity Holders(1) ($ in thousands)
Fiscal3Q25 December 31, 2024
Fiscal2Q25 September 30, 2024
Fiscal3Q24 December 31, 2023
Change % vs. Prior Quarter
YTD Fiscal 2025
YTD Fiscal 2024
Change % vs. Prior YTD
Ben Liquidity
$
11,297
$
11,978
$
11,275
(5.7)%
$
34,124
$
36,303
(6.0)%
Ben Custody
5,410
5,386
5,897
0.4%
16,178
18,961
(14.7)%
Corporate & Other
(86
)
(738
)
789
88.3%
(820
)
(1,549
)
47.1%
Total Segment Revenues Attributable to Ben’s Equity Holders(1)
$
16,621
$
16,626
$
17,961
—%
$
49,482
$
53,715
(7.9)%
Segment Operating Income (Loss) Attributable to Ben’s Equity Holders(1) ($ in thousands)
Fiscal3Q25 December 31, 2024
Fiscal2Q25 September 30, 2024
Fiscal3Q24 December 31, 2023
Change % vs. Prior Quarter
YTD Fiscal 2025
YTD Fiscal 2024
Change % vs. Prior YTD
Ben Liquidity
$
(2,853
)
$
2,905
$
(606,405
)
NM
$
(462
)
$
(1,781,521
)
100.0%
Ben Custody
3,507
4,329
(267,995
)
(19.0)%
9,123
(538,840
)
NM
Corporate & Other
(8,935
)
(16,426
)
(20,217
)
45.6%
18,730
(94,532
)
NM
Total Segment Operating Income (Loss) Attributable to Ben’s Equity Holders(1)
$
(8,281
)
$
(9,192
)
$
(894,617
)
9.9%
$
27,391
$
(2,414,893
)
NM
NM – Not meaningful.
(1) Segment financial information attributable to Ben’s equity holders is presented to provide users of our financial information an understanding and visual aide of the segment information (revenues, operating income (loss), and adjusted operating income (loss)) that impacts Ben’s Equity Holders. “Ben’s Equity Holders” refers to the holders of Beneficient Class A and Class B common stock and Series B Preferred Stock as well as holders of interests in BCH which represent noncontrolling interests. For a description of noncontrolling interests, see Item 2 of our Quarterly Report on Form 10-Q for the nine months ended December 31, 2024, and Reconciliation of Business Segment Information Attributable to Ben’s Equity Holders to Net Income Attributable to Ben Common Holders. Such information is computed as the sum of the Ben Liquidity, Ben Custody and Corp/Other segments since it is the operating results of those segments that determine the net income (loss) attributable to Ben’s Equity Holders. See further information in table 5 and Non-GAAP Reconciliations.
Adjusted Business Segment Information Attributable to Ben’s Equity Holders(2)
Table 4 below presents unaudited adjusted segment revenue and adjusted segment operating income (loss) for business segments attributable to Ben’s equity holders.
Adjusted Segment Revenues Attributable to Ben’s Equity Holders(1)(2) ($ in thousands)
Fiscal3Q25 December 31, 2024
Fiscal2Q25 September 30, 2024
Fiscal3Q24 December 31, 2023
Change % vs. Prior Quarter
YTD Fiscal 2025
YTD Fiscal 2024
Change % vs. Prior YTD
Ben Liquidity
$
11,297
$
11,978
$
11,275
(5.7)%
$
34,124
$
36,303
(6.0)%
Ben Custody
5,410
5,386
5,897
0.4%
16,178
18,961
(14.7)%
Corporate & Other
(86
)
(738
)
974
88.3%
(813
)
(205
)
NM
Total Adjusted Segment Revenues Attributable to Ben’s Equity Holders(1)(2)
$
16,621
$
16,626
$
18,146
—%
$
49,489
$
55,059
(10.1)%
Adjusted Segment Operating Income (Loss) Attributable to Ben’s Equity Holders(1)(2) ($ in thousands)
Fiscal3Q25 December 31, 2024
Fiscal2Q25 September 30, 2024
Fiscal3Q24 December 31, 2023
Change % vs. Prior Quarter
YTD Fiscal 2025
YTD Fiscal 2024
Change % vs. Prior YTD
Ben Liquidity
$
(2,853
)
$
2,905
$
2,525
NM
$
(457
)
$
(11,769
)
96.1%
Ben Custody
4,847
4,627
4,835
4.8%
13,890
15,767
(11.9)%
Corporate & Other
(6,731
)
(9,793
)
(11,954
)
31.3%
(24,984
)
(41,581
)
39.9%
Total Adjusted Segment Operating Income (Loss) Attributable to Ben’s Equity Holders(1)(2)
$
(4,737
)
$
(2,261
)
$
(4,594
)
NM
$
(11,551
)
$
(37,583
)
69.3%
NM – Not meaningful.
(1) Adjusted Revenues, Adjusted Operating Income (Loss), Adjusted Segment Revenues attributable to Ben’s Equity Holders and Adjusted Segment Operating Income (Loss) attributable to Ben’s Equity Holders are non-GAAP financial measures. For reconciliations of our non-GAAP measures to the most directly comparable GAAP financial measures and for the reasons we believe the non-GAAP measures provide useful information, see Non-GAAP Reconciliations. (2) Segment financial information attributable to Ben’s equity holders is presented to provide users of our financial information an understanding and visual aide of the segment information (revenues, operating income (loss), and adjusted operating income (loss)) that impacts Ben’s Equity Holders. “Ben’s Equity Holders” refers to the holders of Beneficient Class A and Class B common stock and Series B Preferred Stock as well as holders of interests in BCH which represent noncontrolling interests. For a description of noncontrolling interests, see Item 2 of our Quarterly Report on Form 10-Q for the nine months ended December 31, 2024, and Reconciliation of Business Segment Information Attributable to Ben’s Equity Holders to Net Income Attributable to Ben Common Holders. Such information is computed as the sum of the Ben Liquidity, Ben Custody and Corp/Other segments since it is the operating results of those segments that determine the net income (loss) attributable to Ben’s Equity Holders. See further information in table 5 and Non-GAAP Reconciliations.
Reconciliation of Business Segment Information Attributable to Ben’s Equity Holders to Net Income (Loss) Attributable to Ben Common Shareholders
Table 5 below presents reconciliation of operating income (loss) by business segment attributable to Ben’s Equity Holders to net income (loss) attributable to Ben common shareholders.
Reconciliation of Business Segments to Net Income (Loss) to Ben Common Shareholders ($ in thousands)
Fiscal3Q25 December 31, 2024
Fiscal2Q25 September 30, 2024
Fiscal3Q24 December 31, 2023
YTD Fiscal 2025
YTD Fiscal 2024
Ben Liquidity
$
(2,853
)
$
2,905
$
(606,405
)
$
(462
)
$
(1,781,521
)
Ben Custody
3,507
4,329
(267,995
)
9,123
(538,840
)
Corporate & Other
(8,935
)
(16,426
)
(20,217
)
18,730
(94,532
)
Loss on debt extinguishment, net (intersegment elimination)
—
—
(3,940
)
—
(3,940
)
Gain on liability resolution
—
23,462
—
23,462
—
Income tax expense (allocable to Ben and BCH equity holders)
(713
)
—
(75
)
(741
)
(75
)
Net loss attributable to noncontrolling interests – Ben
4,844
3,067
360,695
15,098
401,985
Noncontrolling interest guaranteed payment
(4,489
)
(4,423
)
(4,229
)
(13,268
)
(12,501
)
Net income (loss) attributable to Ben’s common shareholders
$
(8,639
)
$
12,914
$
(542,166
)
$
51,942
$
(2,029,424
)
Earnings Webcast
Beneficient will host a webcast and conference call to review its third quarter financial results on February 13, 2025, at 8:30 am Eastern Standard Time. The webcast will be available via live webcast from the Investor Relations section of the Company’s website at https://shareholders.trustben.com under Events.
Replay
The webcast will be archived on the Company’s website in the investor relations section for replay for at least one year.
About Beneficent
Beneficient (Nasdaq: BENF) – Ben, for short – is on a mission to democratize the global alternative asset investment market by providing traditionally underserved investors − mid-to-high net worth individuals, small-to-midsized institutions and General Partners seeking exit options, anchor commitments and valued-added services for their funds− with solutions that could help them unlock the value in their alternative assets. Ben’s AltQuote™ tool provides customers with a range of potential exit options within minutes, while customers can log on to the AltAccess® portal to explore opportunities and receive proposals in a secure online environment.
Its subsidiary, Beneficient Fiduciary Financial, L.L.C., received its charter under the State of Kansas’ Technology-Enabled Fiduciary Financial Institution (TEFFI) Act and is subject to regulatory oversight by the Office of the State Bank Commissioner.
For more information, visit www.trustben.com or follow us on LinkedIn.
Contacts Investors: Matt Kreps/214-597-8200/mkreps@darrowir.com Michael Wetherington/214-284-1199/mwetherington@darrowir.com investors@beneficient.com
Important Information and Where You Can Find It
This press release may be deemed to be solicitation material in respect of a vote of stockholders to approve an amendment to Ben’s articles of incorporation to increase the authorized shares of Class B Common Stock of Ben and the issuance of securities pursuant to the transactions to revise the liquidation priority of BCH (the “Transactions”). In connection with the requisite stockholder approval, Ben will file with the Securities and Exchange Commission (the “SEC”) a preliminary proxy statement and a definitive proxy statement, which will be sent to the stockholders of Ben, seeking such approvals related to the Transactions.
INVESTORS AND SECURITY HOLDERS OF BEN AND THEIR RESPECTIVE AFFILIATES ARE URGED TO READ, WHEN AVAILABLE, THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTIONS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT BEN AND THE TRANSACTIONS. Investors and security holders will be able to obtain a free copy of the proxy statement, as well as other relevant documents filed with the SEC containing information about Ben, without charge, at the SEC’s website (http://www.sec.gov). Copies of documents filed with the SEC by Ben can also be obtained, without charge, by directing a request to Investor Relations, Beneficient, 325 North St. Paul Street, Suite 4850, Dallas, Texas 75201, or email investors@beneficient.com.
Participants in the Solicitation of Proxies in Connection with Transaction
Ben and certain of its directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in respect of the requisite stockholder approvals under the rules of the SEC. Information regarding Ben’s directors and executive officers is available in its annual report on Form 10-K for the fiscal year ended March 31, 2024, which was filed with the SEC on July 9, 2024 and certain current reports on Form 8-K filed by Ben. Other information regarding the participants in the solicitation of proxies with respect to the proposed transaction and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement and other relevant materials to be filed with the SEC. Free copies of these documents, when available, may be obtained as described in the preceding paragraph.
Not an Offer of Securities
The information in this communication is for informational purposes only and shall not constitute, or form a part of, an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities. The securities that are the subject of the Transactions have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
Disclaimer and Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to, among other things, demand for our solutions in the alternative asset industry, opportunities for market growth, statements regarding the proposed Transactions, including expectations of future plans, strategies, and benefits of the Transactions, statements regarding the proposed Mercantile Bank acquisition and estimates regarding future synergies and benefits, our ability to expand the range of digital asset market solutions, and companion custody clearing and control account fee-based services as a result of the proposed Mercantile Bank acquisition, our ability to identify and negotiate transactions, diversification and size of our loan portfolio and our ability to scale operations and provide shareholder value. These forward-looking statements are generally identified by the use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and, in each case, their negative or other various or comparable terminology. These forward-looking statements reflect our views with respect to future events as of the date of this document and are based on our management’s current expectations, estimates, forecasts, projections, assumptions, beliefs and information. Although management believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct. All such forward-looking statements are subject to risks and uncertainties, many of which are outside of our control, and could cause future events or results to be materially different from those stated or implied in this document. It is not possible to predict or identify all such risks. These risks include, but are not limited to, the ultimate outcome of the Transactions; the Company’s ability to consummate the Transactions; the ability of the Company to satisfy the closing conditions set forth in the agreement with respect to the Transactions, including obtaining the requisite vote of securityholders; the Company’s ability to meet expectations regarding the timing and completion of the Transactions, the ultimate outcome of the proposed Mercantile Bank acquisition; the Company’s ability to consummate the proposed Mercantile Bank acquisition in a timely manner or at all; the ability of the parties to satisfy the closing conditions to the acquisition; the possibility that the Company may be unable to successfully integrate Mercantile Bank’s operations with those of the Company or realize the expected benefits of the acquisition; the possibility that such integration may be more difficult, time-consuming, or costly than expected; the risk that operating costs, customer loss, and business disruption (including, without limitation, difficulties in maintaining relationships with employees, contractors, and customers) may be greater than expected following the acquisition or the public announcement of the acquisition; the Company’s ability to retain certain key employees of Mercantile Bank; the ability to launch and receive market acceptance for new products and services; risks related to the entry into a new line of business in connection with the proposed Mercantile Bank acquisition, and the risk factors that are described under the section titled “Risk Factors” in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings with the SEC. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this document and in our SEC filings. We expressly disclaim any obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.
Table 6: CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)
Three Months Ended December 31,
Nine Months Ended December 31,
(Dollars in thousands, except per share amounts)
2024
2023
2024
2023
Revenues
Investment income, net
$
4,742
$
7,448
$
24,311
$
7,935
Loss on financial instruments, net (related party of $(8), $(18,691), $(546) and $(64,217), respectively)
(523
)
(18,024
)
(1,885
)
(64,260
)
Interest and dividend income
10
118
34
348
Trust services and administration revenues (related party of $8, $8, $23 and $23, respectively)
188
158
564
173
Other income
2
65
2
65
Total revenues
4,419
(10,235
)
23,026
(55,739
)
Operating expenses
Employee compensation and benefits
2,929
7,340
13,914
58,561
Interest expense (related party of $3,140, $3,018, $9,330 and $5,843, respectively)
3,240
4,671
11,848
13,569
Professional services
5,083
4,970
17,884
22,000
Provision for credit losses
—
—
1,000
—
Loss on impairment of goodwill
—
883,223
3,692
2,286,212
Release of loss contingency related to arbitration award
—
—
(54,973
)
—
Other expenses (related party of $723, $2,096, $2,111 and $6,317, respectively)
2,680
5,512
8,551
17,604
Total operating expenses
13,932
905,716
1,916
2,397,946
Operating income (loss)
(9,513
)
(915,951
)
21,110
(2,453,685
)
(Gain) loss on liability resolution
—
—
(23,462
)
—
Loss on extinguishment of debt, net
—
8,846
—
8,846
Net income (loss) before income taxes
(9,513
)
(924,797
)
44,572
(2,462,531
)
Income tax expense
713
75
741
75
Net income (loss)
(10,226
)
(924,872
)
43,831
(2,462,606
)
Plus: Net loss attributable to noncontrolling interests – Customer ExAlt Trusts
1,232
26,240
6,281
43,698
Plus: Net loss attributable to noncontrolling interests – Ben
4,844
360,695
15,098
401,985
Less: Noncontrolling interest guaranteed payment
(4,489
)
(4,229
)
(13,268
)
(12,501
)
Net income (loss) attributable to Beneficient common shareholders
$
(8,639
)
$
(542,166
)
$
51,942
$
(2,029,424
)
Other comprehensive income (loss):
Unrealized (loss) gain on investments in available-for-sale debt securities
(120
)
51
(115
)
4,236
Total comprehensive income (loss)
(8,759
)
(542,115
)
51,827
(2,025,188
)
Less: comprehensive (loss) gain attributable to noncontrolling interests
(120
)
51
(115
)
4,236
Total comprehensive income (loss) attributable to Beneficient
$
(8,639
)
$
(542,166
)
$
51,942
$
(2,029,424
)
Net income (loss) per common share
Class A – basic
$
(1.32
)
$
(158.36
)
$
10.30
$
(668.31
)
Class B – basic
$
(1.02
)
$
(156.95
)
$
13.78
$
(587.49
)
Net income (loss) per common share
Class A – diluted
$
(1.32
)
$
(158.36
)
$
0.12
$
(668.31
)
Class B – diluted
$
(1.02
)
$
(156.95
)
$
0.12
$
(587.49
)
Table 7: CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
December 31, 2024
March 31, 2024
(Dollars and shares in thousands)
(unaudited)
ASSETS
Cash and cash equivalents
$
4,149
$
7,913
Restricted cash
52
64
Investments, at fair value:
Investments held by Customer ExAlt Trusts (related party of $12 and $552)
334,278
329,113
Investments held by Ben (related party of nil and $6)
—
6
Other assets, net
48,519
14,699
Intangible assets
3,100
3,100
Goodwill
9,914
13,606
Total assets
$
400,012
$
368,501
LIABILITIES, TEMPORARY EQUITY, AND EQUITY (DEFICIT)
Accounts payable and accrued expenses (related party of $14,294 and $14,143)
$
149,204
$
157,157
Other liabilities (related party of $16,798 and $9,740)
22,433
31,727
Warrants liability
648
178
Convertible debt
2,667
—
Debt due to related parties
120,274
120,505
Total liabilities
295,226
309,567
Redeemable noncontrolling interests
Preferred Series A Subclass 0 Redeemable Unit Accounts, nonunitized
90,526
251,052
Total temporary equity
90,526
251,052
Shareholder’s equity (deficit):
Preferred stock, par value $0.001 per share, 250,000 shares authorized
Series A preferred stock, 0 and 0 shares issued and outstanding as of December 31, 2024 and March 31, 2024
—
—
Series B preferred stock, 363 and 227 shares issued and outstanding as of December 31, 2024 and March 31, 2024
—
—
Class A common stock, par value $0.001 per share, 5,000,000 and 18,750(1) shares authorized as of December 31, 2024 and March 31, 2024, respectively, 8,246 and 3,348 shares issued as of December 31, 2024 and March 31, 2024, respectively, and 8,237 and 3,339 shares outstanding as of December 31, 2024 and March 31, 2024, respectively
8
3
Class B convertible common stock, par value $0.001 per share, 250(1) shares authorized, 239 and 239 shares issued and outstanding as of December 31, 2024 and March 31, 2024
—
—
Additional paid-in capital
1,843,911
1,848,068
Accumulated deficit
(2,007,272
)
(2,059,214
)
Stock receivable
—
(20,038
)
Treasury stock, at cost (9 shares as of December 31, 2024 and March 31, 2024)
(3,444
)
(3,444
)
Accumulated other comprehensive income
161
276
Noncontrolling interests
180,896
42,231
Total equity (deficit)
14,260
(192,118
)
Total liabilities, temporary equity, and equity (deficit)
$
400,012
$
368,501
(1) Number has been adjusted to reflect 1-for-80 reverse stock split on April 18, 2024. See Note 1 – Summary of Significant Accounting Policies – Reverse Stock Split to the consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission on July 9, 2024, for additional information.
Table 8: Non-GAAP Reconciliations
(in thousands)
Three Months Ended December 31, 2024
Ben Liquidity
Ben Custody
Customer ExAlt Trusts
Corporate/ Other
Consolidating Eliminations
Consolidated
Total revenues
$
11,297
$
5,410
$
4,317
$
(86
)
$
(16,519
)
$
4,419
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
8
—
—
8
Adjusted revenues
$
11,297
$
5,410
$
4,325
$
(86
)
$
(16,519
)
$
4,427
Operating income (loss)
$
(2,853
)
$
3,507
$
(35,544
)
$
(8,935
)
$
34,312
$
(9,513
)
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
8
—
—
8
Intersegment provision for credit losses on collateral comprised of interests in the GWG Wind Down Trust
—
1,340
—
—
(1,340
)
—
Goodwill impairment
—
—
—
—
—
—
Release of loss contingency related to arbitration award
—
—
—
—
—
—
Share-based compensation expense
—
—
—
804
—
804
Legal and professional fees(1)
—
—
—
1,400
—
1,400
Adjusted operating income (loss)
$
(2,853
)
$
4,847
$
(35,536
)
$
(6,731
)
$
32,972
$
(7,301
)
(1) Includes legal and professional fees related lawsuits.
(in thousands)
Three Months Ended September 30, 2024
Ben Liquidity
Ben Custody
Customer ExAlt Trusts
Corporate/ Other
Consolidating Eliminations
Consolidated
Total revenues
$
11,978
$
5,386
$
9,112
$
(738
)
$
(17,177
)
$
8,561
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
173
—
—
173
Adjusted revenues
$
11,978
$
5,386
$
9,285
$
(738
)
$
(17,177
)
$
8,734
Operating income (loss)
$
2,905
$
4,329
$
(31,549
)
$
(16,426
)
$
27,026
$
(13,715
)
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
173
—
—
173
Intersegment provision for credit losses on collateral comprised of interests in the GWG Wind Down Trust
—
—
—
—
—
—
Goodwill impairment
—
298
—
—
—
298
Release of loss contingency related to arbitration award
—
—
—
—
—
—
Share-based compensation expense
—
—
—
3,364
—
3,364
Legal and professional fees(1)
—
—
—
3,269
—
3,269
Adjusted operating income (loss)
$
2,905
$
4,627
$
(31,376
)
$
(9,793
)
$
27,026
$
(6,611
)
(1) Includes legal and professional fees related to lawsuits.
(in thousands)
Three Months Ended December 31, 2023
Ben Liquidity
Ben Custody
Customer ExAlt Trusts
Corporate/ Other
Consolidating Eliminations
Consolidated
Total revenues
$
11,275
$
5,897
$
(11,182
)
$
789
$
(17,014
)
$
(10,235
)
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
18,506
185
—
18,691
Adjusted revenues
$
11,275
$
5,897
$
7,324
$
974
$
(17,014
)
$
8,456
Operating income (loss)
$
(606,405
)
$
(267,995
)
$
(49,363
)
$
(20,217
)
$
28,029
$
(915,951
)
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
18,506
185
—
18,691
Intersegment provision for credit losses on collateral comprised of interests in the GWG Wind Down Trust
4,262
—
—
—
(4,262
)
—
Goodwill impairment
604,668
272,830
—
5,725
—
883,223
Loss on arbitration
—
—
—
—
—
—
Share-based compensation expense
—
—
—
2,026
—
2,026
Legal and professional fees(1)
—
—
—
327
—
327
Adjusted operating income (loss)
$
2,525
$
4,835
$
(30,857
)
$
(11,954
)
$
23,767
$
(11,684
)
(1) Includes legal and professional fees related to lawsuits.
(in thousands)
Nine Months Ended December 31, 2024
Ben Liquidity
Ben Custody
Customer ExAlt Trusts
Corporate/ Other
Consolidating Eliminations
Consolidated
Total revenues
$
34,124
$
16,178
$
23,282
$
(820
)
$
(49,738
)
$
23,026
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
539
7
—
546
Adjusted revenues
$
34,124
$
16,178
$
23,821
$
(813
)
$
(49,738
)
$
23,572
Operating income (loss)
$
(462
)
$
9,123
$
(96,722
)
$
18,730
$
90,441
$
21,110
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
539
7
—
546
Intersegment provision for credit losses on collateral comprised of interests in the GWG Wind Down Trust
5
1,340
—
—
(1,345
)
—
Goodwill impairment
—
3,427
—
265
—
3,692
Release of loss contingency related to arbitration award
—
—
—
(54,973
)
—
(54,973
)
Share-based compensation expense
—
—
—
5,162
—
5,162
Legal and professional fees(1)
—
—
—
5,825
—
5,825
Adjusted operating income (loss)
$
(457
)
$
13,890
$
(96,183
)
$
(24,984
)
$
89,096
$
(18,638
)
(1) Includes legal and professional fees related to lawsuits.
(in thousands)
Nine Months Ended December 31, 2023
Ben Liquidity
Ben Custody
Customer ExAlt Trusts
Corporate/ Other
Consolidating Eliminations
Consolidated
Total revenues
$
36,303
$
18,961
$
(54,363
)
$
(1,549
)
$
(55,091
)
$
(55,739
)
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
62,873
1,344
—
64,217
Adjusted revenues
$
36,303
$
18,961
$
8,510
$
(205
)
$
(55,091
)
$
8,478
Operating income (loss)
$
(1,781,521
)
$
(538,840
)
$
(166,051
)
$
(94,532
)
$
127,259
$
(2,453,685
)
Mark to market adjustment on interests in the GWG Wind Down Trust
—
—
62,873
1,344
—
64,217
Intersegment provision for credit losses on collateral comprised of interests in the GWG Wind Down Trust
43,872
—
—
—
(43,872
)
—
Goodwill impairment
1,725,880
554,607
—
5,725
—
2,286,212
Loss on arbitration
—
—
—
—
—
—
Share-based compensation expense
—
—
—
37,530
—
37,530
Legal and professional fees(1)
—
—
—
8,352
—
8,352
Adjusted operating income (loss)
$
(11,769
)
$
15,767
$
(103,178
)
$
(41,581
)
$
83,387
$
(57,374
)
(1) Includes legal and professional fees related to GWG Holdings bankruptcy, lawsuits, public relations, and employee matters.
Three Months Ended December 31,
Nine Months Ended December 31,
2024
2023
2024
2023
Operating Expenses Non GAAP Reconciliation
Operating expenses
$
13,932
$
905,716
$
1,916
$
2,397,946
Plus: Release of loss contingency related to arbitration award
—
—
54,973
—
Less: Goodwill impairment
—
(883,223
)
(3,692
)
(2,286,212
)
Operating expenses, excluding goodwill impairment and release of loss contingency related to arbitration award
$
13,932
$
22,493
$
53,197
$
111,734
The below table reconciles the non-GAAP financial measures of tangible book value and tangible book value to Ben’s public stockholders to the most comparable GAAP financial measures as of December 31, 2024 on an actual basis and pro forma assuming the transactions described in our Form 8-K filed on December 23, 2024 occurred on December 31, 2024.
Actual and Pro Forma(a)
Actual
Pro forma(a)
Tangible Book Value
Tangible book value attributable to Ben’s public company stockholders
Total equity (deficit)
$
14,260
Tangible book value
$
91,772
$
91,772
Less: Goodwill and intangible assets
(13,014
)
Less: Tangible book value attributable to Beneficient Holdings noncontrolling interest holders
(91,772
)
(82,595
)
Plus: Total temporary equity
90,526
Tangible book value attributable to Ben’s public company stockholders
—
9,177
Tangible book value
$
91,772
(a) Assumes the transactions described in our Form 8-K filed on December 23, 2024 closed on December 31, 2024 including that the BCH limited partnership agreement was amended to provide that Beneficient, as the indirect holder of the Class A Units and certain Designated Class S Ordinary Units of BCH, would receive in the event of a liquidation of BCH (i) 10% of the first $100 million of distributions of BCH following the satisfaction of the debts and liabilities of BCH on a consolidated basis and (ii) 33.3333% of the net asset value of the added alternative assets of up to $5 billion in connection with ExAlt Plan liquidity and primary capital transactions entered after December 22, 2024.
Adjusted Revenues, Adjusted Operating Income (Loss), Adjusted Segment Revenues attributable to Ben’s Equity Holders and Adjusted Segment Operating Income (Loss) attributable to Ben’s Equity Holders are non-GAAP financial measures. We present these non-GAAP financial measures because we believe it helps investors understand underlying trends in our business and facilitates an understanding of our operating performance from period to period because it facilitates a comparison of our recurring core business operating results. Tangible Book Value and Tangible Book Value to Ben’s Public Company Stockholders are also non-GAAP financial measures. We present these non-GAAP financial measures because we believe it help investors in analyzing the intrinsic value of the Company, including the proforma impact of the contemplated transactions more fully described in our Form 8-K filed on December 23, 2024. The non-GAAP financial measures are intended as a supplemental measure of our performance that is neither required by, nor presented in accordance with, U.S. GAAP. Our presentation of these measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. Our computation of these non-GAAP financial measures may not be comparable to other similarly titled measures computed by other companies, because all companies may not calculate such items in the same way.
We define adjusted revenue as revenue adjusted to exclude the effect of mark-to-market adjustments on related party equity securities that were acquired both prior to and during the Collateral Swap, which on August 1, 2023, became interests in the GWG Wind Down Trust. Adjusted Segment Revenues attributable to Ben’s Equity Holders is the same as “adjusted revenues” related to the aggregate of the Ben Liquidity, Ben Custody, and Corporate/Other Business Segments, which are the segments that impact the net income (loss) attributable to all equity holders of Beneficient, including equity holders of Beneficient’s subsidiary, BCH.
Adjusted operating income (loss) represents GAAP operating income (loss), adjusted to exclude the effect of the adjustments to revenue as described above, credit losses on related party available-for-sale debt securities that were acquired in the Collateral Swap which on August 1, 2023, became interests in the GWG Wind Down Trust, and receivables from a related party that filed for bankruptcy and certain notes receivables originated during our formative transactions, non-cash asset impairment, share-based compensation expense, and legal, professional services, and public relations costs related to the GWG Holdings bankruptcy, lawsuits, a defunct product offering, and certain employee matters, including fees & loss contingency accruals (releases) incurred in arbitration with a former director. Adjusted Segment Operating Income (Loss) attributable to Ben’s Equity Holders is the same as “adjusted operating income (loss)” related to the aggregate of the Ben Liquidity, Ben Custody, and Corporate/Other Business Segments, which are the segments that impact the net income (loss) attributable to all equity holders of Beneficient, including equity holders of Beneficient’s subsidiary, BCH.
Tangible book value is defined as the sum of total equity (deficit) less goodwill and intangible assets plus total temporary equity. Tangible book value to Ben’s public company stockholders is defined at tangible book value adjusted for the portion of tangible book value that is attributable to Ben’s public company stockholders, which is calculated as tangible book value adjusted for (i) 10% of the first $100 million of distributions of BCH following the satisfaction of the debts and liabilities of BCH on a consolidated basis and (ii) 33.3333% of the net asset value of the added alternative assets of up to $5 billion in connection with ExAlt Plan liquidity and primary capital transactions entered after December 22, 2024.
These non-GAAP financial measures are not a measure of performance or liquidity calculated in accordance with U.S. GAAP. They are unaudited and should not be considered an alternative to, or more meaningful than, GAAP revenues or GAAP operating income (loss) as an indicator of our operating performance. Uses of cash flows that are not reflected in adjusted operating income (loss) or adjusted segment operating income (loss) attributable to Ben’s Equity Holders include capital expenditures, interest payments, debt principal repayments, and other expenses, which can be significant. As a result, adjusted operating income (loss) and/or adjusted segment operating income (loss) attributable to Ben’s Equity Holders should not be considered as a measure of our liquidity.
Because of these limitations, Adjusted Revenues, Adjusted Operating Income (Loss), Adjusted Segment Revenues attributable to Ben’s Equity Holders, Adjusted Segment Operating Income (Loss) attributable to Ben’s Equity Holders, Tangible Book Value and Tangible Book Value to Ben’s Public Company Stockholders should not be considered in isolation or as a substitute for performance measures calculated in accordance with U.S. GAAP. We compensate for these limitations by relying primarily on our U.S. GAAP results and using Adjusted Revenues, Adjusted Operating Income (Loss), Adjusted Segment Revenues attributable to Ben’s Equity Holders, Adjusted Segment Operating Income (Loss) attributable to Ben’s Equity Holders, Tangible Book Value and Tangible Book Value to Ben’s Public Company Stockholders on a supplemental basis. You should review the reconciliation of these non-GAAP financial measures set forth above and not rely on any single financial measure to evaluate our business.
Source: Peter the Great St Petersburg Polytechnic University – Peter the Great St Petersburg Polytechnic University –
We warn you about the increased activity of telephone scammers, especially through instant messengers, as well as using neural networks and artificial intelligence tools.
Telephone scammers use various methods:
send malicious links and call on behalf of banks, demanding to provide a code from an SMS; call and send messages via instant messengers (Telegram, WhatsApp and others); create fake accounts, videos with complete identity of the voice and image on behalf of the rector, directors of institutes, employees of law enforcement agencies (FSB, Ministry of Internal Affairs, Rosfinmonitoring and others).
If you receive a call or a message on social media or a messenger from the university management or the director of the institute asking you to help law enforcement officials, lend money or perform some action, do not rush to help and transfer money. Most often, it turns out that the person’s profile has been hacked, and money is being extorted on their behalf, and terrorists are forcing them to perform some actions. Check whether your interlocutor is really who they say they are. If this is a familiar person, but you hardly communicate with them in real life, do not transfer money to them or follow links. Most likely, a fraudster is writing on their behalf
If there are doubts about the authenticity of the interlocutor, the following steps should be taken:
immediately stop talking or corresponding with the unknown user; report the situation to your supervisor or teacher; verify the identity of the contact: if the caller or sender introduces himself or herself as someone you know, contact him or her at the number you know.
Be vigilant, do not communicate with scammers!
Please note: This information is raw content directly from the source of the information. It is exactly what the source states and does not reflect the position of MIL-OSI or its clients.
SINGAPORE, Feb. 13, 2025 (GLOBE NEWSWIRE) — Valeura Energy Inc. (TSX:VLE, OTCQX:VLERF) (“Valeura” or the “Company”) is pleased to announce the results of its third-party independent reserves and resources assessment as at year-end 2024.
Highlights
Record high year-end reserves: 32 MMbbl proved (1P), 50 MMbbl proved plus probable (2P) and 60 MMbbl proved plus probable plus possible (3P) reserves;
2P reserves replacement ratio of 245% even after annual production increase of 12%;
2P reserves and end of field life (“EOFL”) increased at every field;
2P reserves net present value before tax of US$934 million and US$752 million after tax(1);
Considering year-end 2024 cash position of US$259 million, Company net asset value (“NAV”) is US$1,012 million, equating C$13.6 per common share(2);
Contingent resources(3) of 48 MMbbl, more than double the total at end 2023; and
Decommissioning costs significantly reduced through engineering studies and increased EOFL to beyond 2030.
(1)
Discounted at 10% (NPV10)
(2)
Proved plus probable (2P) NPV10after tax plus cash of US$259.4 million (no debt), using US$/C$ exchange rate of 1.435, and 106.65 million common shares outstanding, as at December 31, 2024
(3)
Unrisked 2C (best estimate) contingent resources
Dr. Sean Guest, President and CEO commented:
“I am pleased to announce the results of our end 2024 reserves and resources evaluation, which shows again that our aggressive work programme can increase the ultimate potential of our fields and add value to our Company. In our second full year of operations we have again added more than double the reserves we produced, achieving a 2P reserves replacement ratio of 245%. This is a significant feat, considering we also increased production by 12% relative to 2023.
We also added to the ultimate potential of our portfolio, with all Thailand fields now having an economic field life lasting beyond 2030. Since taking over these assets, we have added at least four additional years of production life to each field. This means more years of future cash flow and is therefore a prime example of one key element of our strategy in action – driving further organic growth.
The net asset value of our business is now over US$1 billion – a record high, equating to more than C$13.6 per common share. This is based on our 2P after tax NPV10increasing by 76% year-on-year, coupled with a new record year-end cash position.
In addition to discovering volumes through the drill bit and aggressively working to build our understanding of the intricate subsurface environment, various other financial and engineering studies have also added value. Our field abandonment costs have been reduced further through updated engineering studies which are benchmarked to actual abandonment operations in the Gulf of Thailand. The effect of this, combined with extended field life across the portfolio, is expected to reduce our Asset Retirement Obligation (“ARO”) on our balance sheet by more than 50% since we first assumed operatorship of these assets.
We are relentless in our pursuit of value and we remain focussed on allocating capital efficiently. Moreover, we see exciting reserves-adding opportunities ahead through the potential Wassana field redevelopment, as well as through ongoing infill development and appraisal drilling across the portfolio, and the selective exploration targets we will pursue this year.
At the same time, inorganic growth remains a key part of our strategy, and we are actively evaluating several opportunities to assess fit with our strict screening criteria.”
Valeura commissioned Netherland, Sewell & Associates, Inc. (“NSAI”) to assess reserves and resources for all of its Thailand assets as of December 31, 2024. NSAI’s evaluation is presented in a report dated February 13, 2025 (the “NSAI 2024 Report”). This follows previous evaluations conducted by the same firm for December 31, 2023 (the “NSAI 2023 Report”) and December 31, 2022 (the “NSAI 2022 Report”).
Oil and Gas Reserves by Field Based on Forecast Prices and Costs
Gross (Before Royalties) Reserves, Working Interest Share (Mbbl)
Reserves by Field
Jasmine (Light/Medium)
Manora (Light/Medium)
Nong Yao (Light/Medium)
Wassana (Heavy)
Total
Proved
Producing Developed
5,268
1,370
6,541
2,894
16,073
Non-Producing Developed
703
433
153
242
1,531
Undeveloped
4,713
705
3,742
5,490
14,650
Total Proved (1P)
10,684
2,509
10,436
8,626
32,255
Total Probable (P2)
6,108
848
6,500
4,297
17,753
Total Proved + Probable (2P)
16,792
3,357
16,936
12,923
50,008
Total Possible (P3)
3,647
718
4,297
1,027
9,689
Total Proved + Probable + Possible (3P)
20,440
4,075
21,233
13,950
59,697
Summary of Reserves Replacement, Value, and Field Life
As compared to the NSAI 2023 Report, the NSAI 2024 Report indicates an addition of 2.4 MMbbl of proved (1P) reserves and 12.1 MMbbl of proved plus probable (2P) reserves, after having produced 8.4 MMbbl of oil in 2024. This reflects a 1P reserves replacement ratio of 128% and a 2P reserves replacement ratio of 245%.
Based on the mid-point of the Company’s 2025 production guidance of 23.0 – 25.5 Mbbl/d (24.25 Mbbl/d), on a 2P reserves basis as of December 31, 2024, the Company estimates its reserves life index (“RLI”) to be approximately 5.6 years. Using the same 2025 production estimate and 2P reserves as of December 31, 2023 and December 31, 2022, the RLI was approximately 4.3, and 3.3 years, respectively.
The net present value of estimated future revenue after income taxes, based on a 10% discount rate has increased between the NSAI 2023 Report and the NSAI 2024 Report from US$193.9 million to US$358.6 million on a 1P basis, an increase of 85%. On a 2P basis, the net present value of estimated future revenue after income taxes, based on a 10% discount rate has increased from US$428.5 million to US$752.2 million, an increase of 76%.
The Company estimates that, based on the 2P net present value of estimated future revenue after income taxes in the NSAI 2024 Report, based on a 10% discount rate, plus the Company’s 2024 year-end cash position of US$259.4 million, as disclosed on January 8, 2025, the Company has a 2P net asset value (“NAV”) of US$1,011.6 million. Using the year-end count of common shares outstanding (being 106.65 million) and foreign exchange rates, Valeura’s NAV equates to approximately C$13.6/share.
1P NPV10
2P NPV10
3P NPV10
Before Tax
After Tax
Before Tax
After Tax
Before Tax
After Tax
NPV10(US$ million)
360.7
358.6
933.9
752.2
1,339.1
990.2
Cash at December 31, 2024 (US$ million)(1)
259.4
259.4
259.4
259.4
259.4
259.4
Net Asset Value (US$ million)
620.1
618.0
1,193.3
1,011.6
1,598.5
1,249.6
Common shares (million)(2)
106.65
106.65
106.65
106.65
106.65
106.65
Estimated NAV per basic share (C$ per share)(3)
8.3
8.3
16.1
13.6
21.5
16.8
(1)
Cash at December 31, 2024 of US$259.4 million, debt nil
(2)
Issued and outstanding common shares as of December 31, 2024
(3)
US$/C$ exchange rate of 1.435 as at December 31, 2024
The NSAI 2024 Report indicates a further extension in the anticipated end of field life for all assets in Valeura’s Thailand portfolio, as compared to the NSAI 2023 Report.
Gross (Before Royalties) 2P Reserves, Working Interest Share
End of Field Life
2P NPV10After Tax (US$ million)
Fields
December 31, 2023 (MMbbl)
2024 Production (MMbbl)
Additions (MMbbl)
December 31, 2024 (MMbbl)
Reserves Replacement Ratio (%)
NSAI 2023 Report
NSAI 2024 Report
December 31, 2023
December 31, 2024
Jasmine
10.4
(2.9
)
9.2
16.8
324
%
Dec 2028
Aug 2031
81.8
163.9
Manora
2.2
(0.9
)
2.1
3.4
223
%
Jul 2027
Apr 2030
21.2
45.7
Nong Yao
12.4
(3.1
)
7.7
16.9
245
%
Dec 2028
Dec 2033
185.6
416.1
Wassana
12.9
(1.4
)
1.5
12.9
102
%
Jun 2032
Dec 2035
139.9
126.6
Total
37.9
(8.4
)
20.5
50.0
245
%
428.5
752.2
Valeura has demonstrated two consecutive years of growth in both aggregate 2P reserves and the associated after-tax 2P NPV10 value.
Gross (Before Royalties) 2P Reserves, Working Interest Share (MMbbl)
2P NPV10After Tax (US$ million)
Fields
December 31, 2022
December 31, 2023
December 31, 2024
December 31, 2022
December 31, 2023
December 31, 2024
Jasmine
10.0
10.4
16.8
37.1
81.8
163.9
Manora
1.8
2.2
3.4
12.1
21.2
45.7
Nong Yao
11.2
12.4
16.9
145.5
185.6
416.1
Wassana
6.1
12.9
12.9
66.3
139.9
126.6
Total
29.1
37.9
50.0
261.0
428.5
752.2
The NSAI 2024 Report does not assume a new redevelopment concept for the Wassana field and therefore does not include potential upside volumes associated with the Company’s contemplated redevelopment. Valeura is targeting readiness for a final investment decision (“FID”) in early Q2 2025. Should the Company opt to proceed with the redevelopment, management anticipates a higher production profile, with longer field life than is currently reflected in the NSAI 2024 Report.
Net Present Values of Future Net Revenue Based on Forecast Prices and Costs
Net present values of future net revenue from oil reserves are based on cost estimates as of the date of the NSAI 2024 Report, and forecast Brent crude oil reference prices of US$75.58, US$78.51, US$79.89, US$81.82, and US$83.46 per bbl for the years ending December 31, 2025, 2026, 2027, 2028, and 2029, respectively, with 2% escalation thereafter. NSAI assumes cost inflation of 2% per annum. Price realisation forecasts for each field are based on the Brent crude oil reference prices above, and adjusted for oil quality, and market differentials.
Based on Valeura’s revised corporate structure, as modified by the reorganisation completed in November 2024, values estimated by NSAI assume a combined, single tax filing for all of the Company’s Thai III fiscal concessions, covering the Wassana, Nong Yao, and Manora fields. The Jasmine field, being a Thai I fiscal concession, is outside this scope.
All estimated costs associated with the eventual decommissioning of the Company’s fields are included as part of the calculation of future net revenue, specifically within the Proved Producing Developed category.
Before Tax NPV10(US$ million)
Future Net Revenue by Field
Jasmine
Manora
Nong Yao
Wassana
Total
Proved
Producing Developed
(124.7)
(27.6)
146.2
(160.7)
(166.8)
Non-Producing Developed
35.3
27.9
7.0
16.2
86.4
Undeveloped
93.6
7.9
108.1
231.5
441.0
Total Proved (1P)
4.2
8.2
261.3
87.0
360.7
Total Probable (P2)
217.4
39.1
204.5
112.3
573.3
Total Proved + Probable (2P)
221.5
47.3
465.8
199.3
933.9
Total Possible (P3)
168.8
29.6
150.7
56.1
405.1
Total Proved + Probable + Possible (3P)
390.3
76.9
616.5
255.4
1,339.1
After Tax NPV10(US$ million)
Future Net Revenue by Field
Jasmine
Manora
Nong Yao
Wassana
Total
Proved
Producing Developed
(131.4)
(27.6)
146.2
(160.7)
(173.4)
Non-Producing Developed
33.9
27.9
7.0
16.2
85.1
Undeveloped
99.6
7.9
108.1
231.5
447.0
Total Proved (1P)
2.1
8.2
261.3
87.0
358.6
Total Probable (P2)
161.8
37.4
154.8
39.6
393.6
Total Proved + Probable (2P)
163.9
45.7
416.1
126.6
752.2
Total Possible (P3)
96.7
20.4
93.3
27.6
238.0
Total Proved + Probable + Possible (3P)
260.6
66.1
509.3
154.2
990.2
Asset Retirement Obligations
During 2024, the Company conducted extensive engineering studies into the eventual decommissioning of its fields. These studies utilised costs benchmarked to current decommissioning activities underway elsewhere within the Gulf of Thailand. Valeura’s work since acquiring the assets in early 2023 has resulted in a reduction of 32% in the anticipated cost to decommission the assets (US$ real basis).
In addition, the significant extensions to the economic life of all of the Company’s fields means the timing for decommissioning expenditure has shifted further into the future. The combined effect is estimated to be a material reduction in the ARO liability to be shown on the Company’s balance sheet. While the final ARO is still to be reviewed by the Company’s auditor, management estimates that the ARO as at December 31, 2024 will have been reduced by approximately 35% from year-end 2023 and more than 50% relative to the Company’s first estimate upon assuming operatorship of the Thai portfolio in Q1 2023.
Resources
NSAI assessed the Company’s contingent resources of its Thailand assets for additional reservoir accumulations and reported estimates in the NSAI 2024 Report, the NSAI 2023 Report, and the NSAI 2022 Report. Contingent resources are heavy crude oil and light/medium crude oil, and are further divided into two subcategories, being Development Unclarified and Development Not Viable (see oil and gas advisories). Each subcategory is assigned a percentage risk, reflecting the estimated chance of development. Aggregate totals are provided below.
Contingent Resources
NSAI 2022 Report Gross (Before Royalties) Working Interest Share
NSAI 2023 Report Gross (Before Royalties) Working Interest Share
NSAI 2024 Report Gross (Before Royalties) Working Interest Share
Unrisked (MMbbl)
Risked (MMbbl)
Unrisked (MMbbl)
Risked (MMbbl)
Unrisked (MMbbl)
Risked (MMbbl)
Low Estimate (1C)
10.4
1.8
15.2
6.5
29.4
9.2
Best Estimate (2C)
14.1
2.5
19.9
8.9
48.4
13.5
High Estimate (3C)
22.1
3.9
27.9
11.6
72.1
18.0
Comparing the NSAI 2023 Report to the NSAI 2024 Report, the Company has recorded an increase in the best estimate (2C) unrisked contingent resources of 143%.
The Company last completed an independent assessment of its prospective resources in Türkiye, effective December 31, 2018, which is available under Valeura’s issuer profile on SEDAR+ at www.sedarplus.com. Valeura has no reserves or contingent resources associated with its properties in Türkiye.
Further Disclosure and Webcast Valeura intends to disclose a summary of the NSAI 2024 Report to Thailand’s upstream regulator later in February 2025. Thereafter, the Company will publish its estimates of reserves and resources in accordance with the requirements of National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities along with its annual information form for the year ended December 31, 2025, on approximately March 26, 2025.
Valeura’s management team will host an investor and analyst webcast at 08:00 Calgary / 15:00 London / 22:00 Bangkok / 23:00 Singapore on Thursday, February 13, 2025 to discuss its reserves and contingent resources. Please register in advance via the link below.
Valeura Energy Inc. (General Corporate Enquiries)+65 6373 6940 Sean Guest, President and CEO Yacine Ben-Meriem, CFO Contact@valeuraenergy.com
Valeura Energy Inc. (Investor and Media Enquiries)+1 403 975 6752 / +44 7392 940495 Robin James Martin, Vice President, Communications and Investor Relations IR@valeuraenergy.com
Contact details for the Company’s advisors, covering research analysts and joint brokers, including Auctus Advisors LLP, Canaccord Genuity Ltd (UK), Cormark Securities Inc., Research Capital Corporation, and Stifel Nicolaus Europe Limited, are listed on the Company’s website at www.valeuraenergy.com/investor-information/analysts/.
About the Company
Valeura Energy Inc. is a Canadian public company engaged in the exploration, development and production of petroleum and natural gas in Thailand and in Türkiye. The Company is pursuing a growth-oriented strategy and intends to re-invest into its producing asset portfolio and to deploy resources toward further organic and inorganic growth in Southeast Asia. Valeura aspires toward value accretive growth for stakeholders while adhering to high standards of environmental, social and governance responsibility.
Additional information relating to Valeura is also available on SEDAR+ at www.sedarplus.ca.
Oil and Gas Advisories
Reserves and contingent resources disclosed in this news release are based on an independent evaluation conducted by the incumbent independent petroleum engineering firm, NSAI with an effective date of December 31, 2024. The NSAI estimates of reserves and resources were prepared using guidelines outlined in the Canadian Oil and Gas Evaluation Handbook and in accordance with National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities. The reserves and contingent resources estimates disclosed in this news release are estimates only and there is no guarantee that the estimated reserves and contingent resources will be recovered.
This news release contains a number of oil and gas metrics, including “NAV”, “reserves replacement ratio”, “RLI”, and “end of field life” which do not have standardised meanings or standard methods of calculation and therefore such measures may not be comparable to similar measures used by other companies. Such metrics are commonly used in the oil and gas industry and have been included herein to provide readers with additional measures to evaluate the Company’s performance; however, such measures are not reliable indicators of the future performance of the Company and future performance may not compare to the performance in previous periods.
“NAV” is calculated by adding the estimated future net revenues based on a 10% discount rate to net cash, (which is comprised of cash less debt) as of December 31, 2024. NAV is expressed on a per share basis by dividing the total by basic common shares outstanding. NAV per share is not predictive and may not be reflective of current or future market prices for Valeura.
“Reserves replacement ratio” for 2024 is calculated by dividing the difference in reserves between the NSAI 2024 Report and the NSAI 2023 Report, plus actual 2024 production, by the assets’ total production before royalties for the calendar year 2024.
“RLI” is calculated by dividing reserves by management’s estimated total production before royalties for 2025.
“End of field life” is calculated by NSAI as the date at which the monthly net revenue generated by the field is equal to or less than the asset’s operating cost.
Reserves
Reserves are estimated remaining quantities of commercially recoverable oil, natural gas, and related substances anticipated to be recoverable from known accumulations, as of a given date, based on the analysis of drilling, geological, geophysical, and engineering data, the use of established technology, and specified economic conditions, which are generally accepted as being reasonable. Reserves are further categorised according to the level of certainty associated with the estimates and may be sub-classified based on development and production status.
Proved reserves are those reserves that can be estimated with a high degree of certainty to be recoverable. It is likely that the actual remaining quantities recovered will exceed the estimated proved reserves.
Developed reserves are those reserves that are expected to be recovered from existing wells and installed facilities or, if facilities have not been installed, that would involve a low expenditure (e.g., when compared to the cost of drilling a well) to put the reserves on production.
Developed producing reserves are those reserves that are expected to be recovered from completion intervals open at the time of the estimate. These reserves may be currently producing or, if shut in, they must have previously been on production, and the date of resumption of production must be known with reasonable certainty.
Developed non-producing reserves are those reserves that either have not been on production, or have previously been on production, but are shut in, and the date of resumption of production is unknown.
Undeveloped reserves are those reserves expected to be recovered from known accumulations where a significant expenditure (e.g., when compared to the cost of drilling a well) is required to render them capable of production. They must fully meet the requirements of the reserves classification (proved, probable, possible) to which they are assigned.
Probable reserves are those additional reserves that are less certain to be recovered than proved reserves. It is equally likely that the actual remaining quantities recovered will be greater or less than the sum of the estimated proved plus probable reserves.
Possible reserves are those additional reserves that are less certain to be recovered than probable reserves. It is unlikely that the actual remaining quantities recovered will exceed the sum of the estimated proved plus probable plus possible reserves. There is a 10% probability that the quantities actually recovered will equal or exceed the sum of the estimated proved plus probable plus possible reserves.
The estimated future net revenues disclosed in this news release do not necessarily represent the fair market value of the reserves associated therewith.
The estimates of reserves and future net revenue for individual properties may not reflect the same confidence level as estimates of reserves and future net revenue for all properties, due to the effects of aggregation.
Contingent Resources
Contingent resources are those quantities of petroleum estimated, as of a given date, to be potentially recoverable from known accumulations using established technology or technology under development, but which are not currently considered to be commercially recoverable due to one or more contingencies. Contingencies are conditions that must be satisfied for a portion of contingent resources to be classified as reserves that are: (a) specific to the project being evaluated; and (b) expected to be resolved within a reasonable timeframe.
Contingent resources are further categorised according to the level of certainty associated with the estimates and may be sub‐classified based on a project maturity and/or characterised by their economic status. There are three classifications of contingent resources: low estimate, best estimate and high estimate. Best estimate is a classification of estimated resources described in the Canadian Oil and Gas Evaluation Handbook as the best estimate of the quantity that will be actually recovered; it is equally likely that the actual remaining quantities recovered will be greater or less than the best estimate. If probabilistic methods are used, there should be at least a 50 percent probability that the quantities actually recovered will equal or exceed the best estimate.
The project maturity subclasses include development pending, development on hold, development unclarified and development not viable. The contingent resources disclosed in this news release are classified as either development unclarified or development not viable.
Development unclarified is defined as a contingent resource that requires further appraisal to clarify the potential for development and has been assigned a lower chance of development until commercial considerations can be clearly defined. Chance of development is the likelihood that an accumulation will be commercially developed.
Conversion of the development unclarified resources referred to in this news release is dependent upon (1) the expected timetable for development; (2) the economics of the project; (3) the marketability of the oil and gas production; (4) the availability of infrastructure and technology; (5) the political, regulatory, and environmental conditions; (6) the project maturity and definition; (7) the availability of capital; and, ultimately, (8) the decision of joint venture partners to undertake development.
The major positive factor relevant to the estimate of the contingent development unclarified resources referred to in this news release is the successful discovery of resources encountered in appraisal and development wells within the existing fields. The major negative factors relevant to the estimate of the contingent development unclarified resources referred to in this news release are: (1) the outstanding requirement for a definitive development plan; (2) current economic conditions do not support the resource development; (3) limited field economic life to develop the resources; and (4) the outstanding requirement for a final investment decision and commitment of all joint venture partners.
Development not viable is defined as a contingent resource where no further data acquisition or evaluation is currently planned and hence there is a low chance of development, there is usually less than a reasonable chance of economics of development being positive in the foreseeable future. The major negative factors relevant to the estimate of development not viable referred to in this news release are: (1) current economic conditions do not support the resource development; and (2) availability of technical knowledge and technology within the industry to economically support resource development.
If these contingencies are successfully addressed, some portion of these contingent resources may be reclassified as reserves.
Of the best estimate 2C contingent resources estimated in the NSAI 2024 Report, on a risked basis: 74% of the estimated volumes are light/medium crude oil, with the remainder being heavy oil; 77% are categorised as Development Unclarified, with the remainder being Development Not Viable. Development Unclarified 2C resources have been assigned an average chance of development for the four fields ranging from 30% to 50% depending on oil type, while 2C Development Not Viable resources have been assigned an average chance of development ranging from 16% to 17%.
Resources Project Maturity Subclass
Light and Medium Crude Oil (Development Unclarified)
Chance of Development (%)
Unrisked
Risked
Gross (Mbbl)
Net (Mbbl)
Gross (Mbbl)
Net (Mbbl)
Contingent Low Estimate (1C) Development Unclarified
8,267
7,334
3,108
2,742
38
%
Contingent Best Estimate (2C) Development Unclarified
14,178
12,538
4,227
3,728
30
%
Contingent High Estimate (3C) Development Unclarified
21,072
18,644
5,289
4,673
25
%
Resources Project Maturity Subclass
Heavy Crude Oil (Development Unclarified)
Chance of Development (%)
Unrisked
Risked
Gross (Mbbl)
Net (Mbbl)
Gross (Mbbl)
Net (Mbbl)
Contingent Low Estimate (1C) Development Unclarified
7,807
7,358
4,045
3,813
52
%
Contingent Best Estimate (2C) Development Unclarified
10,641
10,029
5,325
5,018
50
%
Contingent High Estimate (3C) Development Unclarified
14,524
13,689
6,560
6,182
45
%
Resources Project Maturity Subclass
Light and Medium Crude Oil (Development Not Viable)
Chance of Development (%)
Unrisked
Risked
Gross (Mbbl)
Net (Mbbl)
Gross (Mbbl)
Net (Mbbl)
Contingent Low Estimate (1C) Development Not Viable
11,294
10,502
1,694
1,575
15
%
Contingent Best Estimate (2C) Development Not Viable
21,539
19,965
3,652
3,319
17
%
Contingent High Estimate (3C) Development Not Viable
33,503
30,964
5,363
4,802
16
%
Resources Project Maturity Subclass
Heavy Crude Oil (Development Not Viable)
Chance of Development (%)
Unrisked
Risked
Gross (Mbbl)
Net (Mbbl)
Gross (Mbbl)
Net (Mbbl)
Contingent Low Estimate (1C) Development Not Viable
2,069
1,950
310
293
15
%
Contingent Best Estimate (2C) Development Not Viable
2,091
1,971
341
321
16
%
Contingent High Estimate (3C) Development Not Viable
3,003
2,830
815
768
27
%
The NSAI estimates have been risked, using the chance of development, to account for the possibility that the contingencies are not successfully addressed. Due to the early stage of development for the development unclarified resources, NSAI did not perform an economic analysis of these resources; as such, the economic status of these resources is undetermined and there is uncertainty that any portion of the contingent resources disclosed in this new release will be commercially viable to produce.
Glossary
bbl barrels of oil Mbbl thousand barrels of oil MMbbl million barrels of oil
Advisory and Caution Regarding Forward-Looking Information
Certain information included in this news release constitutes forward-looking information under applicable securities legislation. Such forward-looking information is for the purpose of explaining management’s current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes, such as making investment decisions. Forward-looking information typically contains statements with words such as “anticipate”, “believe”, “expect”, “plan”, “intend”, “estimate”, “propose”, “project”, “target” or similar words suggesting future outcomes or statements regarding an outlook.
Forward-looking information in this news release includes, but is not limited to, the Company’s belief that it has added to the ultimate potential of its portfolio; the anticipated economic life of its portfolio; expectations regarding future cash flow; the expectation that ARO on its December 31, 2024 balance sheet will indicate a reduction of approximately 35% versus December 31, 2023 and more than 50% since first assuming operatorship of its assets; business objectives and targets; organic and inorganic growth opportunities; the anticipated end of life for Valeura’s Thailand assets; the potential for adding reserves through the Wassana field redevelopment as well as through ongoing infill development, appraisal drilling, and exploration targets; statements related to the Company’s 2025 production guidance of 23.0 – 25.5 Mbbl/d; estimates of the Company’s RLI; timing for FID readiness on the potential Wassana field redevelopment; management’s anticipation of a higher production profile with longer field life from the Wassana field, should it opt to proceed with the redevelopment; forecast Brent crude oil reference prices; assumption of a single tax filing; estimated costs for the eventual decommissioning of its fields; the intention to disclose a summary of the NSAI 2024 Report to Thailand’s upstream regulator; the anticipated filing date of the Company’s annual information form along with its estimates of reserves and resources; and the timing of the investor and analyst webcast.
In addition, statements related to “reserves” and “resources” are deemed to be forward-looking information
as they involve the implied assessment, based on certain estimates and assumptions, that the resources can
be discovered and profitably produced in the future.
Although the Company believes the expectations and assumptions reflected in such forward-looking information are reasonable, they may prove to be incorrect.
Forward-looking information is based on management’s current expectations and assumptions regarding, among other things: political stability of the areas in which the Company is operating; continued safety of operations and ability to proceed in a timely manner; continued operations of and approvals forthcoming from governments and regulators in a manner consistent with past conduct; ability to achieve extensions to licences in Thailand and Türkiye to support attractive development and resource recovery; future drilling activity on the required/expected timelines; the prospectivity of the Company’s lands; the continued favourable pricing and operating netbacks across its business; future production rates and associated operating netbacks and cash flow; decline rates; future sources of funding; future economic conditions; the impact of inflation of future costs; future currency exchange rates; interest rates; the ability to meet drilling deadlines and fulfil commitments under licences and leases; future commodity prices; the impact of the Russian invasion of Ukraine; the impact of conflicts in the Middle East; royalty rates and taxes; management’s estimate of cumulative tax losses being correct; future capital and other expenditures; the success obtained in drilling new wells and working over existing wellbores; the performance of wells and facilities; the availability of the required capital to funds its exploration, development and other operations, and the ability of the Company to meet its commitments and financial obligations; the ability of the Company to secure adequate processing, transportation, fractionation and storage capacity on acceptable terms; the capacity and reliability of facilities; the application of regulatory requirements respecting abandonment and reclamation; the recoverability of the Company’s reserves and contingent resources; future growth; the sufficiency of budgeted capital expenditures in carrying out planned activities; the impact of increasing competition; the availability and identification of mergers and acquisition opportunities; the ability to successfully negotiate and complete any mergers and acquisition opportunities; the ability to efficiently integrate assets and employees acquired through acquisitions; global energy policies going forward; international trade policies; future debt levels; and the Company’s continued ability to obtain and retain qualified staff and equipment in a timely and cost efficient manner. In addition, the Company’s work programmes and budgets are in part based upon expected agreement among joint venture partners and associated exploration, development and marketing plans and anticipated costs and sales prices, which are subject to change based on, among other things, the actual results of drilling and related activity, availability of drilling, offshore storage and offloading facilities and other specialised oilfield equipment and service providers, changes in partners’ plans and unexpected delays and changes in market conditions. Although the Company believes the expectations and assumptions reflected in such forward-looking information are reasonable, they may prove to be incorrect.
Forward-looking information involves significant known and unknown risks and uncertainties. Exploration, appraisal, and development of oil and natural gas reserves and resources are speculative activities and involve a degree of risk. A number of factors could cause actual results to differ materially from those anticipated by the Company including, but not limited to: the ability of management to execute its business plan or realise anticipated benefits from acquisitions; the risk of disruptions from public health emergencies and/or pandemics; competition for specialised equipment and human resources; the Company’s ability to manage growth; the Company’s ability to manage the costs related to inflation; disruption in supply chains; the risk of currency fluctuations; changes in interest rates, oil and gas prices and netbacks; the risk that the Company’s tax advisors’ and/or auditors’ assessment of the Company’s cumulative tax losses varies significantly from management’s expectations of the same; potential changes in joint venture partner strategies and participation in work programmes; uncertainty regarding the contemplated timelines and costs for work programme execution; the risks of disruption to operations and access to worksites; potential changes in laws and regulations, including international treaties and trade policies; the uncertainty regarding government and other approvals; counterparty risk; the risk that financing may not be available; risks associated with weather delays and natural disasters; and the risk associated with international activity. See the most recent annual information form and management’s discussion and analysis of the Company for a detailed discussion of the risk factors.
Certain forward-looking information in this news release may also constitute “financial outlook” within the meaning of applicable securities legislation. Financial outlook involves statements about Valeura’s prospective financial performance or position and is based on and subject to the assumptions and risk factors described above in respect of forward-looking information generally as well as any other specific assumptions and risk factors in relation to such financial outlook noted in this news release. Such assumptions are based on management’s assessment of the relevant information currently available, and any financial outlook included in this news release is made as of the date hereof and provided for the purpose of helping readers understand Valeura’s current expectations and plans for the future. Readers are cautioned that reliance on any financial outlook may not be appropriate for other purposes or in other circumstances and that the risk factors described above or other factors may cause actual results to differ materially from any financial outlook.
The forward-looking information contained in this news release is made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, unless required by applicable securities laws. The forward-looking information contained in this news release is expressly qualified by this cautionary statement.
This news release does not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction, including where such offer would be unlawful. This news release is not for distribution or release, directly or indirectly, in or into the United States, Ireland, the Republic of South Africa or Japan or any other jurisdiction in which its publication or distribution would be unlawful.
Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Toronto Stock Exchange) accepts responsibility for the adequacy or accuracy of this news release.
This information is provided by Reach, the non-regulatory press release distribution service of RNS, part of the London Stock Exchange. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
